annual general meeting of shareholders - nutreco · 2016-06-30 · annual general meeting of...

Annual General Meeting of Shareholders

Amsterdam, 1 April 2010

1. Opening

NUTRECO HOLDING N.V.Annual General Meeting of Shareholders

1 April 2010

2. Report of the Supervisory Board and of its sub‐committees for the financial year 2009


1 April 2010

3. Report of the Executive Board for the financial year 2009


1 April 2010

Content

2009 full year financial results

Global market developments

Strategy

Strategic agenda

Extended Executive Board to five members in 2009

New Executive Board membersNew Executive Board members

Canada

Spain

NetherlandsBelgium Germany

Agriculture

Jerry Vergeer

Agriculture

Jerry Vergeer

Specialties

Frank Tielens

Specialties

Frank Tielens

Aquaculture

Knut Nesse

Aquaculture

Knut Nesse

Nutreco full year results 2009

EBITA 2nd half year 2009 EUR 134 million: 33.9% higher than 2008

All businesses reported above or in line with 2nd half 2008

Operating result 2009 EUR 175.2 million; 3.8% lower than 2008

Revenue 2009 EUR 4.5 billion; impact lower volumes limited to 3.7%

Strong cash flow by reduction net working capital by EUR 98 million

Earnings per share EUR 2.61 (2008: EUR 3.02)

Developments in main raw material prices

0

100

200

300

400

500

600

700

Soy Wheat

USD/MT

2007 H1 2008 H12007 H2 2008 H2 2009 H1 2009 H2 H1

0

200

400

600

800

1000

1200

1400

1600

1800

2000

Peruvian Fishmeal Peruvian Fish oil

USD/MT

2007 H1 2008 H12007 H2 2008 H2 2009 H1 2009 H2 H1

Soy and wheat price (FAO) Fish oil and fishmeal price

Vitamin price (FeedInfo)

0

5

10

15

20

25

30

35

40

45

Vitamin A 1000 Vitamin E ads. 50%

2007 H1 2008 H1

EUR/KG

2007 H2 2008 H2 2009 H1 2009 H2 H1

Operating result (EBITA) by activity

‐16.3%84.170.4Premix and feed specialties

4.3%20.921.8Animal Nutrition Canada

‐‐0.434.3Meat and other

‐94.6%29.41.6Compound feed Europe

‐1.9%67.766.4Fish feed

10.211.2Negative goodwill

‐9.4‐11.8Restructuring

‐3.8%182.1175.2Operating result before exceptional items

‐1.5%‐19.6‐19.3Corporate

Total operating result cont. operations

Total exceptional items

Impairment on acquisitions

Other

EUR million Delta20082009

‐7.1%182.9170.0

0.8‐5.2

‐‐7.5

2.9

Net result and EPS

‐8.3%172.1157.9EBIT from continuing operations

2.11.4Share in results of associates

1.3%‐31.2‐31.6Net financing costs/income

10.812.1Amortization

‐7.1%182.9170.0EBITA

11.1‐Discontinued operations

‐12.1%105.893.0Profit for the period continuing operations

‐37.2‐34.7Income tax expense

EPS from continuing operations

Profit including discontinued operations

Depreciation

EBITDA

EUR million Delta20082009

‐13.6%3.022.61

116.993.0

4.2%50.652.7

‐4.6%233.5222.7

Balance sheet

722606Trade receivables

228233Cash and cash equivalents

1214Other current assets

384356Inventories

7789Other non‐current assets

2,1882,125Total

Intangible assets

Fixed assets

Assets (EUR mio) 31.12.0831.12.09

286310

479517

2,1882,125Total

1218Provisions

6385Other liabilities

852826Trade payables

595455Interest bearing debt

Equity

Equity & liabilities (EUR mio) 31.12.0831.12.09

666741

‐367‐222Net debt

254136Net working capital

Nutreco dividend 2009

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 result on disposed activities

Dividend 2009 of EUR 1.32 (2008: 1.43) is maximum payout percentage of 45%

In August Nutreco already distributed an interim dividend of EUR 0.20

Final dividend of EUR 1.12 can be received in cash or in ordinary shares

Ratio between the value of stock dividend and cash dividend will be determined on 21 April 2010 after closing of the stock market based on the average weighted price during the last three days of the option period (19, 20 and 21 April 2010)

Dividend will be payable to shareholders on 27 April 2010

Nutreco Agri Vision and AquaVision: > 4,000 participants

Themes AquaVision:1996: The Nutreco Aqua Business Conference

1998: Managing a sustainable annual growth

2000: Seafood opportunities in the new millennium

2002: Take hold of the future or the future will take hold of you

2004: The sustainable Blue Revolution

2006: Oceans of opportunities

2008: Know the fundamentals – Create your future

2010: Open your eyes – Oceans of opportunities

Themes Agri Vision:2000: Future scenarios for animal food production in Europe

2003: Inspired by Consumers, Endorsed by Society

2005: Empowering Partnerships

2007: Balance the Challenge – Feed, Food & Fuel

2009: Shifting Horizons

Booklet Nutreco 2010 – Feeding the FutureCan we feed 9 billion people in 2050 in a sustainable way?

AquaVision & Agri Vision Conferences from 1996 onwards

> 4,000 participants, multi stakeholders from all continents, over 50 countries

2007: we need 3 additional planets to allow 9 billion people to have a North American lifestyle while addressing the concerns of Europe on climate change, animal welfare and sustainability

Agri Vision 2009: ‐ Feeding the World in 2050

‐ Shifting Horizons

”Doubling the food production while halving the footprint”

2010: • Sharing the optimism with a wider audience

+

Animal Nutrition at a critical junction

Plant Growers

• Scarce Resources

• High price volatility

• Climate Change

• Low stocks

• Government policies

• Bio‐energy

Animal Nutrition and Fish Feed

• Nutrition know-how

• Global presence

• Feed-to-food Quality & Safety, CSR

• Innovation & Technology

Protein Processors

• Global food demand will double

• 850 mln underfed, >1 bln overweight

• ‘Slow food’ versus ‘Laboratory food’

• Higher food prices (agflation)

Co‐products

Surging DemandStruggling Supplies

Stressed

Surroundings

“More food will have to be produced over the next decades than has been produced during the past 10,000 years combined” (FAO)

Nutreco’s growth perspective

1. Focus on new geographic regions and markets with perspective of structural profitable growth in countries like Brazil, China, Russia and Vietnam

2. Participate in the industry consolidation process in markets where Nutreco has leading positions (Canada/North America, The Netherlands and Spain)

3. Further strengthening our global market positions in feed specialties and fish feed by organic growth and acquisitions

Acquisition Fri‐Ribe in Brazil

Acquisition of 51% shareholding in Brazilian animal nutrition and fish feed company Fri‐Ribe

Fri‐Ribe is an important player in Brazil for shrimp and tilapia fish feed and also has important regional market positions in animal nutrition for beef cattle, dairy cattle and for horse feed

The company has 5 production plants and 6 sales offices spread across the central and north‐east of Brazil

Revenues amounted to EUR 47 million in 2008 with 400 employees

Strong management, dedicated people and distribution network offers Nutreco substantial scope for selling Nutreco’s feed specialties

Provides a platform for building a strong position in one of the most important agriculture growth markets in the world

Acquisition 12 feed plants in Spain and Portugal

The acquisition of 12 animal feed production facilities from Cargill

production volume of around 700,000 metric tonnes

annual sales of approximately EUR 240 million and 450 employees

After integration and transformation, the acquired business is in two years’ time expected to contribute a 2‐3% operating margin

The total consideration is approximately EUR 40 million which includes integration, transformation and investments in the next two years

EBITA EUR 230 million remains the medium term target

FY2006

FY2007

FY2008

115115158158

182182

Organicgrowth

Organicgrowth

M&AM&A

Volume growth fish feed >5%

Volume growth animal feed 2‐3%

230230

FY2012

Note: Currency effects included in organic growth

FY2009

175175

Cargill (Iberia) Fri‐Ribe (Brazil)

Strategic agenda 2010

1. Focus on new geographic regions and markets with perspective of structural profitable growth in countries like Brazil, China, Russia and Vietnam

2. Participate in the industry consolidation process in markets where Nutreco has leading positions (Canada/North America, The Netherlands and Spain)

3. Further strengthening our global market positions in feed specialties and fish feed by organic growth and acquisitions

4. Develop new sustainable products and feed solutions to add value to our customer’s business and grow Nutreco’s product portfolio to higher margin products

5. Incorporate CSR targets for management, including all operating companies

6. Barring unforeseen circumstances Nutreco expects the following developments for the first half year of 2010:

An EBITA before exceptional items to exceed EUR 50 million compared to 2009 (EUR 41.6 million)

Higher capital expenditure for production capacity expansion and optimisation

4. Annual Accounts 2009


1 April 2010

4.1 Adoption of the Annual Accounts


1 April 2010

4.2 Dividend proposal


1 April 2010

5. Corporate Governance


1 April 2010

5.1 Summary of the Corporate Governance policy


1 April 2010

5.2 Remuneration of the Supervisory Board


1 April 2010

6. Discharge


1 April 2010

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


1 April 2010

6.2 Discharge of the Supervisory Board for its supervisory duties


1 April 2010

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


1 April 2010

8. Proposal to designate the Executive Board as the corporate body to issue ordinary shares and to restrict or to exclude the pre‐emption rights


1 April 2010

8.1 Proposal to designate the Executive Board as the corporate body – 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


1 April 2010

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


1 April 2010

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


1 April 2010

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


1 April 2010

9.2 Proposal to cancel Cumulative Preference A shares


1 April 2010

10. Composition of the Supervisory Board


1 April 2010

10.1 The end‐of‐final‐term resignation of

Mr Y. Barbieux as member of the Supervisory Board


1 April 2010

10.2 The appointment of Mrs H. Verhagen as a member of the Supervisory Board


1 April 2010

11. Amendment of the Articles of Association


1 April 2010

11.1 Name change (Nutreco N.V. instead of Nutreco Holding N.V.) and other amendments, mainly to bring the existing Articles of Association in line with recent and expected changes in company law


1 April 2010

11.2 Deletion of the quorum requirement of article 31.2 to amend the Articles of Association


1 April 2010

12. Communications and questions


1 April 2010

Annual General Meeting of Shareholders

Amsterdam, 1 April 2010

annual general meeting of shareholders - nutreco · 2016-06-30 · annual general meeting of...

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