annual general meeting of shareholders - nutreco · 4/21/2009 · us private placement usd 150 mio...

Annual General Meeting of Shareholders

Amsterdam, 21 April 2009

1. Opening

NUTRECO HOLDING N.V.Annual General Meeting of Shareholders

21 April 2009

2. Report of the Supervisory Board, of the Audit Committee and of the Remuneration Committee for the financial year 2008


21 April 2009

3. Report of the Executive Board for the financial year 2008


21 April 2009

Content

2008 full year financial results

Global market developments

Strategy

Strategic agenda

Solid performance in a volatile year

Revenue up 22.9% to EUR 4.9 billion driven by higher raw material prices and the contribution of acquisitions

Operating result (EBITA) up 14.7% to EUR 182 million with strong results in premix and feed specialities

Spread of activities and strategic positioning provides stability in challenging times

Doubling of 2006 EBITA to EUR 230 million expected to be met in 2010 ‐ 2012

Profit after tax from continuing operations decreased by 6.6% due to higher financing costs and tax rate

Sound balance sheet and healthy capital structure to support future growth

Dividend EUR 1.43; pay out ratio 45%

Revenue development 2008

4,0214,021

FY2007

4,9434,943

FY2008

607607

‐114‐114

Organic growth +12% Currency ‐2%

Acquisitions +13%

Volume ‐ 3%

‐81‐81510510

Price +15%

EUR mio

Operating result (EBITA) by activity

117.3%38.784.1Premix and speciality feed

‐101.8%22.3‐0.4Meat and other

‐4.6%71.067.7Fish feed

56.6%85.8134.4Animal nutrition

127.2%9.220.9Animal nutrition Canada

5.610.2Negative goodwill

‐11.1‐9.4Restructuring

14.7%158.8182.1Operating result before exceptional items

‐3.4%‐20.3‐19.6Corporate

Total operating result cont. operations

Total exceptional items

Other

Compound feed Europe

EUR million Delta20072008

17.8%155.2182.9

‐1.2‐3.60.8

1.9‐

‐22.4%37.929.4

Net result and EPS

34,31734,365Numbers of shares outstanding (average)

15.5%149.0172.1EBIT from continuing operations

0.82.1Share in results of associates

208.9%‐10.1‐31.2Net financing costs/income

6.210.8Amortization

17.8%155.2182.9EBITA

7.411.1Discontinued operations

‐6.6%113.3105.8Profit for the period continuing operations

‐26.4‐37.2Income tax expense

EPS total Nutreco

EPS continuing operations

Depreciation

EBITDA

EUR million Delta20072008

‐3.5%3.463.34

‐6.8%3.243.02

20.8%41.950.6

18.5%197.1233.5

Balance sheet

585706Trade receivables

208228Cash and cash equivalents

1512Other current assets

342384Inventories

9577Other non‐current assets

1,9932,172Total

Intangible assets

Fixed assets

Assets (EUR mio) 31.12.0731.12.08

319286

429479

1,9932,172Total

3512Provisions

5963Other liabilities

750836Trade payables

498595Interest bearing debt

Equity

Equity & liabilities (EUR mio) 31.12.0731.12.08

651666

‐290‐367Net debt

177254Net working capital

US Private Placement

USD 150 mio

5, 7 and 10 year tranches

6 investors (3 new)

Coupon 7.2 – 8.2%

Successful closing at 8 April

Nutreco will use the notes to repay the maturing USD 46 mio tranche in May 2009

Existing bank debt will be refinanced by long‐term debt

No pressure for the syndicated loan facility renegotiations next year

Nutreco dividend 2008

Nutreco policy is to pay out a dividend in the range of 35‐45% of the total result attributable to holders of ordinary shares excluding impairment and the book result on disposed activities

2008 dividend of EUR 1.43 (2007: 1.64) is maximum payout percentage of 45%

In August Nutreco distributed already an interim dividend of EUR 0.40 (2007: 0.35)

Final dividend of EUR 1.03 can be received in cash or in ordinary shares

Ratio between the value of stock dividend and cash dividend will be based on average weighted price during last 3 days of option period (6, 7 and 8 May 2009)

Dividend will be made payable to shareholders on 14 May 2009



Strategy

Strategic agenda

Content

Increased demand for raw materials

Sharp increase in commodity prices

Significantly higher vitamin prices

Higher feed costs pressured farm margins

2008 a challenging year

First half 2008: Global food crisis Second half 2008: Global financial crisis

Record high harvest quantities of commodities

Sharp decline in raw material prices

Pressure on liquidity in value chain

Shift in consumption of food products

Global feed volume development

Growth of animal feed production of 2.9% in 2008 vs 2007

Global output of animal nutrition has grown nearly 18% in the last 10 years

World feed volumes have grown to over 700 million MT in 2008

Salmonid feed volumes approximately 2.5 million MT

Salmonid feed volumes impacted by downscaling fish farming activities in Chile due to ISA virus

Average annual growth salmonid feed 1999 ‐ 2008: >7%

Global salmonid feed volume development

Source: Feed International, Kontali

Global animal feed production development

0

150

300

450

600

750

1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008E

1.7% 2.0%2.9%

mio MT

0.0

0.5

1.0

1.5

2.0

2.5

3.0

1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008E

10%

11% ‐1%

mio MT

0

100

200

300

400

500

600

700

Soy Wheat

market price

USD/ MT

2006 20082007

High volatility in raw material prices

Soy and wheat price development Fish oil and meal price development

0

200

400

600

800

1000

1200

1400

1600

1800

2000

Peruvian Fish meal Peruvian Fish oil

market price

USD/MT

2006 20082007

0

5

10

15

20

25

30

35

40

45

Vit A 1000 Vit E ads.50%

2006 2008

market price

EUR/KG

2007

Vitamin price development Poultry meat prices and production cost in Spain

0.0

0.2

0.4

0.6

0.8

1.0

1.2

1.4

1.6

Avg. broiler production cost Broiler real spot price

2006 20082007

market price

EUR/KG

Source: FAO, Crystal Ocean, TNI GPG, MAYPA Spain, Company data



Strategy

Strategic agenda

Content

The leading animal nutrition and fish feed company

Our Vision

In a world with limited natural resources and a growing population, Nutreco plays a leading role in developing and supplying the most efficient and sustainable feed solutions.

Our Mission

Nutreco is a global leader in animal nutrition. We deliver high‐quality and sustainable feed solutions and add value to our customer’s business by developing and supplying innovative products and concepts that support the best performance of farmed animals and fish.

Nutreco: a global player in animal nutrition and fish feed

Global animal feed market is fragmented

Top 10 suppliers have a 13% worldwide market share

Leading local positions in compound feed industry

Market shares Nutreco: Canada 23%, The Netherlands 14%, Spain 10%

Premix and feed specialities industry is more consolidated

4 global players, with a joint global market share of about 50%

Nutreco’s Trouw Nutrition has a global number 2 position in premix with a 12% market share

Global salmon feed industry is concentrated: top 3 >90%

Nutreco’s Skretting is the number 1 salmon feed producer with about 35% market share

Leading position in fish feed for other species in developed markets

Nutreco ranks the top 3 of the global animal nutrition industry in revenues

Animal nutrition/fish feedAnimal nutrition/fish feed

An attractive position in the value chain…

Protein producers/processorsProtein producers/processorsPlant growers/co‐productsPlant growers/co‐products

Scarce raw materials

High price volatility

Climate change

Low stocks

Government policies

Bio‐energy

Global growth of food demand

850 mio people undernourished

>1 billion people overweight

‘Slow food’ vs ‘Laboratory food’

Higher food prices

Nutritional know‐how

Global presence

Feed‐to‐Food safety

Quality assurance

Leading and responsible

Innovation and technology

Global developments Farmer and animal needs

Raw material volatility

Scarce raw materials

Ecological awareness

Population growth

Increasing health

awareness

Socio‐demographic

change

Climate change

Government policies

...with a strong response to global developments and customer needs

Feed safety and sustainability

Yield and profit improvement

Animal health

Animal welfare

Multi species full range feeding programs

Single ingredient feed supplements

Nutritional knowledge and technology

Raw material substitution know‐how

Feed‐to‐Food safety and CSR

Global sourcing

Creating value by active portfolio management

Increasing scarcity and volatility of raw

materials → Feed additives become

more important

Population growth from 6.6 to 9.2 billion in

2025: demand increase for food, fish and

meat in particular → Increasing animal

feed and fish feed demand

Meat & fish producers and processors Plant growers and ingredient producers

at a critical junction

Animal nutrition and fish feed

2007 ‐ 2008Leader in animal nutrition and

‘one Nutreco’make the core stronger

2004 ‐ 2007Rebalancing for growth

‘back to the core’

2009 ‐ 2012Innovation and focus on feed additives

Meat & dairy processor

Meat & dairy processor

Farmers / animal producers

Farmers / animal producers

Complete feed producer

Complete feed producer

Formulator / producer premix and specialities

Feed additive distributor

Feed additive distributor

Ingredient producer

Ingredient producer

Nutreco’s portfolio will grow to higher margin products

Concentrate

Complete feed

High concentrate premix

Feed additives

Feed ingredients

Feed products

Macro minerals Protein Energy

Volume

* Inclusion rate: percentage of inclusion in final product

Margin

0.1‐0.3%*

1‐5%*

5‐10%*

100%*

1% 5% 10% 100%

3%

4%

6%

10%

Basic feed additives

e.g. vitamins e.g. sodium e.g. soya e.g. grain

Premix/Farm minerals

e.g. health additives

Feed specialitiesFeed specialities Feed additives specialitiesFeed additives specialities

A closer look at Nutreco’s feed specialities portfolio

Milk replacers, mineral supplements and

transition feeds

Milk replacers, mineral supplements and

transition feeds

Piglet feed and transition feedsPiglet feed and transition feeds

Starters including zooplankton diets and

medicated feed

Starters including zooplankton diets and

medicated feed

Nutritional feed additives

Digestive enhancers

Disease preventing

Flavours and pigments

Nutritional feed additives

Digestive enhancers

Disease preventing

Flavours and pigments

Hatchery and breeder feedsHatchery and breeder feeds



Strategy

Strategic agenda

Content

Stability in challenging times

Strategic choices in recent years have strengthened the business

Nutreco well‐positioned in the value chain

Spread of activities provides stability

Nutreco has a strong balance sheet and a healthy capital structure

Nutreco is more cautious in the allocation and usage of the financial room resulting in a prudent approach in acquiring new companies

The EBITA result of EUR 182 million in 2008 is a step forward to double 2006 EBITA

Doubling of 2006 EBITA to EUR 230 million expected to be met by 2010 ‐ 2012

Doubling EBITA remains the target

FY2006

FY2007

FY2008

115115155155

183183

OrganicGrowth

OrganicGrowth

M&AM&A

BASF premix (global) Nutreco Canada Interkim (Turkey)

Marine Net (Japan) Silver Cup (US) Biofaktory (Czech) Copaga (Spain)

Volume growth fish feed >5%

Volume growth animal feed 2‐3%

Organic22%

Acquisitions13%

Organic‐3%

Acquisitions21%

230230

FY2010 ‐ 2012

Volume growth fish feed

Volume growth animal feed

Note: Currency effects included in organic growth

Agenda

Nutreco will continue to focus on growth in animal nutrition and fish feed

In particular, in 2009 Nutreco will:

Strengthen market positions in feed specialities and additives by organic growth and acquisitions

Strengthen R&D and new product pipeline through focus on innovation

Sharpen working capital management and reduce cost

Maintain a healthy capital structure to support future growth

Nutreco will start giving quarterly trading updates in 2009

Financial calendar:

29 April: Q1 trading update

30 July: Half‐year results

29 October: Q3 trading update

3. Report of the Executive Board for the financial year 2008


21 April 2009

4. Annual Accounts 2008


21 April 2009

4.1 Adoption of the Annual Accounts


21 April 2009

4.2 Dividend proposal


21 April 2009

5. Corporate Governance: summary of the Corporate Governance policy


21 April 2009

6. Discharge


21 April 2009

6.1 Discharge of the Executive Board for the conduct of the business


21 April 2009

6.2 Discharge of the Supervisory Board for its supervisory duties


21 April 2009

7. Appointment of KPMG Accountants N.V. as external auditor


21 April 2009

8. Authorisation to issue ordinary shares and to restrict or to exclude the pre‐emption rights


21 April 2009

8.1 Proposal to authorise the Executive Board –subject to the approval of the Supervisory Board –to issue ordinary shares and to grant rights to subscribe for ordinary shares as provided for in article 8 of the Company’s Articles of Association for a period of 18 months


21 April 2009

8.2 Proposal to designate the Executive Board as the corporate body authorised – subject to the approval of the Supervisory Board – to restrict or to exclude pre‐emption rights as provided for in article 9 of the Company’s Articles of Association for a period of 18 months


21 April 2009

9. Authorisation to buy back own ordinary shares and Cumulative Preference A shares and proposal to cancel Cumulative Preference A shares


21 April 2009

9.1 Authorisation of the Executive Board – subject to the approval of the Supervisory Board – to buy back the Company’s own ordinary shares and Cumulative Preference A shares as specified in article 10 of the Company’s Articles of Association for a period of 18 months


21 April 2009

9.2 Proposal to cancel Cumulative Preference A shares


21 April 2009

10. Composition of the Supervisory Board


21 April 2009

10.1 The end‐of‐term resignation of Mr J.A.J. Vink as a member of the Supervisory Board and his re‐appointment


21 April 2009

10.2 The end‐of‐final‐term resignation of Mr L.J.A.M. Ligthart as the vice‐chairman and member of the Supervisory Board


21 April 2009

10.3 The appointment of Mr R.J. Frohn as a member of the Supervisory Board


21 April 2009

10.4 The appointment of Mr A. Puri as a member of the Supervisory Board


21 April 2009

11. Composition of the Executive Board – resignation of Mr J.B. Steinemann as member of the Executive Board and Chief Operating Officer of the Company


21 April 2009

12. Communications and questions


21 April 2009

Annual General Meeting of Shareholders

Amsterdam, 21 April 2009

annual general meeting of shareholders - nutreco · 4/21/2009 · us private placement usd 150 mio...

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