Opening up new perspectives. Acting jointly.
2011/2012 Annual Report
NEW HORIZONS. OUR OWN WAY.
Structure figures 2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
– – –
– – –
5 2 1,694
5 2 1,588
5 2 1,521
Number of employees average for the year
6 2 1 1,433
5 2 1 1,360
5 2 1 1,350
5 2 1 1,357
5 2 1 1,211
Eastern Europe Sugar factories Sugar refineries Number of employees average for the year
9 1 1,852
7 1 1,484
7 1 1,302
3 1 563
3 1 548
2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
Northern Europe Sugar factories Sugar refineries Number of employees average for the year Central Europe Sugar factories Liquid sugar factories Bioethanol plants
Operating business Beet farmers
13,636
11,430
16,292
16,091
15,379
ha
226,893
174,225
287,245
254,300
265,947
t/day
116,954
98,681
143,392
133,192
143,520
1.91
1.68
2.87
2.30
2,91
EUR m
1,300
1,192
1,806
1,815
2,018
%
43
39
54
52
54
Total revenues
EUR m
1,377
1,086
1,718
1,699
2,282
EBITDA
EUR m
255
165
166
283
420
EBIT
EUR m
110
79
66
188
315
Net income
EUR m
80
44
-10
91
208
Cash flow for/from operating activities
EUR m
-3
167
328
313
222
Investments in property, plant and equipment and intangible assets
EUR m
181
67
62
56
64
Beet cultivation area Beet processing Sugar production
millions of tonnes
Revenues of which abroad
Contents 2
We are Nordzucker
6
Letter from the Management Board
8
Nordzucker treads new ground – an interview with Hartwig Fuchs
10
Experts meet at Nordzucker. To discuss trends on agricultural markets.
Key figures Yield ratios 2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
A healthy diet and exercise. Sugar keeps me going.
Total operating profitability
%
18.6
15.2
9.7
16.6
18.4
High Potential. Efficiency starts with the cultivation.
Return on revenues
%
6.2
3.7
-0.7
4.8
10.1
28
Technological Trends. Changes in sugar production.
Return on equity
%
10.9
6.1
-1.7
10.6
20.4
36
Actively seizing market opportunities. Safequarding supplies.
Interest coverage ratio
23.1
10.5
2.8
6.0
12.1
A job well done. Professional financial planning.
Redemption period 5
years
1.4
1.8
4.0
1.1
0.6
Cash flow from operating activities per share
EUR
–
3.46
6.78
6.49
4.59
18 22
40
1
2
3
4
44
Group management report
Earnings (Group) per share
EUR
1.66
0.91
-0.27
1.80
4.22
46
Nordzucker at a glance
Dividend per share
EUR
0.48
0.22
–
0.46
1.00
49
Economic environment and market developments
Total dividend
EUR m
23.2
10.6
–
22.2
48.3
52
Net assets, financial and earnings position
6
7
57 Employees 58
Opportunities and risks
62
Supplementary report
Balance sheet ratios at the end of the financial year
62 Forecast 64
Consolidated financial statements
64
Consolidated income statement
65
Consolidated cash flow statement
66
Consolidated balance sheet
68
Consolidated statement of changes in shareholders’ equity
69
Notes to the consolidated financial statements
109 List of investments 111 Auditors‘ report 112 Corporate Governance 114 Report by the Supervisory Board 116 Corporate governance report 117 Statement of compliance with German Corp. Gov. Code 118 Glossary Financial calendar
2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
Balance sheet total
EUR m
1,804
1,879
2,456
1,982
2,262
Equity
EUR m
731
718
744
819
999
%
41
38
30
41
44
Debt capital
EUR m
1,072
1,160
1,712
1,163
1,263
Financial liabilities
EUR m
392
497
778
364
256
Cash and cash equivalents
EUR m
29
201
114
50
7
EUR m
363
295
664
314
249
Equity ratio
Net debt 8 EBITDA/total revenues Net income/revenues 3 Net income/equity 4 EBITDA/net interest
7 8
1
5
2
6
Net debt/EBITDA Net income/number of shares Total dividend/number of shares Cash and cash equivalents – financial liabilities
2
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| Annual Report Nordzucker 2011/2012
20 · 20 · 20 Efficiency begins at the growing stage. The sugar
WE ARE NORDZUCKER
beet is the feedstock on which our success is based. The 20 · 20 · 20 project will increase the profitability of sugar beet and make it even more competitive in comparison with other field crops. Across the
Around 3,300 staff were active on Nordzucker’s behalf in 2011/2012. Together we not only generated a very pleasing
Group, Nordzucker staff are working closely with
financial result, but can also look back on a smooth and efficient campaign. The commitment of all employees enabled
farmers to examine the entire process chain system-
Nordzucker to take and implement a number of key decisions for the future of the company. Steps to increase the efficiency
atically, from sowing and harvest through to storage.
of both beet cultivation and the company were accompanied by active market trading. We have done a good job!
In the year 2020, 20 per cent of all beet farmers in the Nordzucker region should achieve a sugar yield of 20 tonnes per hectare.
Cane sugar
Revenues and earnings
Ensuring product quality and customer satisfaction
Since the reform of the sugar market regime there has
The financial year 2011/2012 was a good one.
is a challenge to which all Nordzucker employees
been a sharp increase in the amount of cane sugar
Stable pricing for sugar, a focus on our core business
rise with particular dedication. Our priority is to
refined in the European market. Around 15 per cent
and steps to improve efficiency, combined with the
ensure dependable supplies of sugar to our estab-
of the EU’s sugar consumption is covered by imported
commitment of all our employees, delivered a very
lished customers, even if this cost us considerable
cane sugar. We play an active role in this market too,
gratifying financial result all round. On revenues of
exertions in 2011/2012 as the import situation was
and the cooperation agreement with Wilmar Sugar,
EUR 2,018.0 million Nordzucker earned an operating
so tight. An active response was required: we made
one of the world’s leading agribusinesses, represents
result (EBIT) of EUR 315.0 million and net income
use of the opportunities created by the European
another step towards improving the security of supply
before minority interests of EUR 208.3 million – the
Commission to stabilise the market and we also
for the European market. With refineries in Sweden,
best result since the company was founded.
optimised sugar flows within the Group in order
Finland and Poland and the expertise of our staff, we
to meet demand.
are well equipped to refine imported raw cane sugar.
Photo: Apelöga
Active on the market
Responsibility
Internal improvements are vital for the continued
Responsibility is a way of life. In order to fulfil our
development of our company. The efficiency pro-
role in society and to ensure the company’s long-
gramme is due to run for five years and will ensure
term success, Nordzucker includes environmental
savings in all areas – especially in production. This
and social aspects in all its business processes. Our
only works if all employees are involved. With the
sustainable way of doing business ranges from
help of many good ideas, two thirds of the targeted
product safety and health and safety at work to
savings have already been achieved by the end of
energy and environmental topics and social respon-
the financial year 2011/2012. The harmonisation and
sibility. In the financial year 2011/2012 we again
optimisation of business processes and the integration
took several measures throughout the Group to
of the IT environment throughout the Group were
position Nordzucker even better for the future in
other vital steps to ensure Nordzucker’s lasting com-
this regard.
petitiveness.
Photo: Apelöga
Profitability
3
4
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| Annual Report Nordzucker 2011/2012
5
Daniel Bigalke Industrial mechanic, Schladen plant
»
At Nordzucker we all pull in the same direction. Especially in the beet campaign it is vital that e veryone can rely on their colleagues.
Dr Niels Pörksen
Hartwig Fuchs
Axel Aumüller Dr Ulf Wegener
Daniel Bigalke
Mats Liljestam
Dr Thordis Möller
Dr Andreas Windt
Ralf Brunkow
WE ARE ALL NORDZUCKER.
Katja Millnat
Denise Ahlgrimm Benjamin Stein
Jennifer Haase-Holz
Anna Marijke Goedeke- Huitema Dr Michael Noth
Anja KirschbaumMarheine
6
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Dear Shareholders, We can look back on a very successful year. At the same time, we profited in 2011/2012 from a positive
We have therefore initiated a large number of projects in recent years. With their help we intend to
price trend in all of our regions. At the same time, we succeeded in supplying our customers with our
increase the efficiency of the company and of our cultivation operations. We are defining organisations
products despite the tense situation on the market for quota sugar. We actively and systematically
and tapping the opportunities provided by being the second-leading company. To achieve this, we will
exploited the opportunities offered by the market.
make good use of our employees’ expertise and build up new expertise wherever it is needed. In particular, processes need to be streamlined and our organisation adapted to the new challenges we face.
Nordzucker Group revenues increased by 11 per cent compared to the previous year – to now more than EUR 2 billion. More than 50 per cent of this was generated in the Eastern and Northern Europe
We are building up the company with all of our available strength. We want to be comprehensively
regions. Nordzucker has become a European company. We successfully took advantage of both our
prepared for further growth steps and for challenges that may arise in the markets in the future.
market-leading position in Northern Europe and of the opportunities offered by the much more volatile markets in Eastern Europe. We even managed to once more significantly increase our operating result
It has not been possible to guarantee the sugar supply with the beet grown in the EU since the reform
and net income in comparison to 2010/2011, which was already a very good year, with net income in-
of the sugar market regime in 2006. We are able to bridge some of the supply gaps thanks to our raw
creasing more than twofold to approximately EUR 208 million. This corresponds to a return on sales of
sugar refineries and have therefore increased our expertise in the area of procuring raw cane sugar. We
more than 10 per cent. At the same time we also improved our equity ratio, to around 44 per cent
have adopted the right path here with our partnership with Wilmar, a company with a great deal of
(previous year: 41 per cent), which is comfortably above our internal target of 30 per cent. Net debt
experience in international sugar trade.
was reduced year on year by a total of EUR 64.6 million to EUR 248.9 million. Faced with the prospect of changing parameters, it is important that Nordzucker achieves long-term It is a matter of course for us to share this result ap-
success. We will continue to focus on our core line of business, but an increasingly global market calls
propriately with our shareholders and our beet farm-
for a company with an increasingly global strategy. We regard this as a challenge and above all as an
Development of dividend per share
ers alike. We will therefore be proposing a dividend of
opportunity, and we will join our employees in putting all of our efforts into successfully developing
in Euro
EUR 1 per share to this year’s Annual General Meeting of
our company in all of its areas.
Nordzucker AG, up from 46 cents last year. This corre1.20 1.00
1.00
0.49 0.49 0.49
0.48
0.48
0.00
lion. We are therefore paying out almost 25 per cent of
work with you, our shareholders, to lead Nordzucker to long-term success. Nordzucker AG
finance future profitable growth.
The Executive Board
These figures clearly show that we were right to
0.22 0.28
proportion of net income is retained in the company to 0.46
0.40 0.20
True to our mission of making Nordzucker more streamlined, quicker and more efficient, we intend to
consolidated net income. At the same time a substantial
0.80 0.60
sponds to a total dividend distribution of EUR 48.3 mil-
0
2002/ 2005/ 2004/ 2005/ 2006/ 2007/ 2008/ 2009/ 2010/ 2011/ 2003 2006 2005 2006 2007 2008 2009 2010 2011 2012
dispose of unprofitable investments in recent years in order to focus entirely on sugar, which is our core line of business. Our plan for the future is to develop Nordzucker further in this core area. We want to achieve further growth, make the company even more inter-
Axel Aumüller
Hartwig Fuchs
Mats Liljestam
national and, at the same time, press on with integration within the Group. We have been successful over the past two years. But we, the Executive Board of Nordzucker AG, do not consider our task to be short-term profit maximisation. Instead, we aim to achieve lasting and sustainable profitability, as this is the only way to strengthen beet cultivation in Germany and the EU in the long term. The agricultural markets are currently and will continue to be volatile, and we must assume that sugar prices will fall again considerably. In addition, it is uncertain when the sugar market regime will expire. However, we must prepare ourselves for this early on.
Dr Michael Noth
Dr Niels Pörksen
|
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Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
An interview with Hartwig Fuchs
In future we do intend to keep growing, however, and always in our core business. To do so we need partners, because one thing is certain: international sugar markets still run differently from those in the EU. What sources of growth are you thinking of in particular? The core will initially be to strengthen our market presence in Europe. Here we want to break the three million barrier in the near future. In other words to sell three million tonnes of sugar, of which around 400,000 tonnes will come from imports. We are also convinced that the European market will see further consolidation. We intend to play an active role in this – insofar as the competition authorities allow. Our aim is to develop our position as the clear second-largest player, but of course we also want to generate a profit. The third focal point will increasingly be to safeguard our supplies of raw sugar and to trade in sugar. At the moment only 80 per cent of the EU market is covered by domestic production. This means we have to source supplies of raw materials. Investing directly in production in countries with preference quotas is one possibility, but not the only one. We can also envisage cooperation agreements with international partners active in this area. The main thing for us is to leave all options on the table. Is Nordzucker in a position to manage further growth so soon after the acquisition of Nordic Sugar? Maybe not today, but we are currently in the process of thoroughly preparing the company. We are tightening the organisational structure, rolling out joint European IT platforms and working throughout the company on our cost structure: we want to be leaner, faster and more efficient. At the same time the aim is to create a common corporate culture. A large number of colleagues from every area of the company have met to discuss and work on this, from all countries and all hierarchical levels. The result is our company values – four core values on which we intend to build Nordzucker’s future Hartwig Fuchs, Chief Executive Officer
success. Other important elements are to achieve a good European mix of staff, to build our expertise and to
Nordzucker treads new ground – prospects for sustainable development
develop our human resources, especially at the management level. We want to develop using our own strength, and this is something I want to emphasise, to fill management positions wherever possible from within the company in future. You have called for the company to become “leaner, faster and more efficient”. What does this trenchant trio really mean?
Nordzucker has a very successful consolidation phase behind it and generated very strong earnings
Markets will continue to liberalise, so Nordzucker will also have to open up. We want to complete
in 2011/2012. So what comes next, Mr Fuchs?
our transformation into an international, modern and flexible industrial enterprise in order to survive
Our aim is to lead Nordzucker to lasting, long-term success. There are many challenges ahead of us:
in tomorrow’s markets. A highly competent and committed team is absolutely key in this regard.
the market in which we operate is increasingly volatile. In future we will have to deal with the fact
The recent adjustments and alterations were not always easy, but they form the underlying founda-
that prices will swing sharply at times. We will have to learn how to manage the risks this entails.
tions for the future.
Politics also has an effect on the economic environment in which we operate. This environment is more difficult to predict that it was in the past. Furthermore, the company has become larger and
Above all we want to be less ponderous, more transparent and faster at taking decisions. We intend
more complex – more European you could say. There are considerable changes taking place around
to continue along this path. My hope is that our colleagues not only come along for the ride but also
us, of which we form an important part.
give us their full support. We will have to keep adapting to new realities and focussing on the cost structure, but at the same time we need creativity and a sense of responsibility. Only by increasing
One of the most important strategic decisions we took at Nordzucker was to refocus the company
our efficiency will we be able to stay successful in a much more complex and more dynamic envi-
on our core competence in sugar. We do not intend to diversify into areas or markets we are not
ronment.
familiar with. The corollary is that we have to strengthen our core business, by expanding refining activities for instance, and by cooperating with Wilmar in sugar trading. Increasing the level of investment in our sugar factories complements this strategy.
|
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| Annual Report Nordzucker 2011/2012
Hartwig Fuchs, Chief Executive Officer
» EXPERTS MEET AT NORDZUCKER. TO DISCUSS TRENDS ON AGRICULTURAL MARKETS.
Agricultural markets are volatile – and that increasingly includes the EU sugar market. Nordzucker is preparing to face possible changes. We have to gradually improve our harvest yields and the profitability of our production processes in order to remain competitive in the future.
12
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Trends on agricultural markets
Our future: opportunities and risks from developments in the agricultural market Klaus Schumacher: Welcome to Nordzucker. I’m very pleased that we now have this opportunity
hard about the right time to sell wheat, rapeseed or barley
here to discuss the future of the agricultural markets on the whole and specifically the sugar market.
so that we can benefit from the good markets. Errors in
Let’s get straight into the matter by examining the prices for sugar, which continue to be high.
marketing have more severe repercussions today than
What are the main reasons for this?
production costs, which have since been optimised. That’s different with sugar. As farmers, we have no direct influence
Hartwig Fuchs: There’s a quite simple explanation for this – global production was well under global
on the prices; instead, we have a fair partnership with
consumption in 2010 and 2011. Harvests have been low in Brazil, India and Thailand in the past two
Nordzucker. Sugar beet is currently a beacon of planning
years. In the current 2011/2012 sugar marketing year though, global production will exceed con-
security and a reliable source of income for our farms.
sumption by between ten and eleven million tonnes, resulting in a build-up of stocks, thus very likely bringing about a reversal of the price development trends. This confirms once again that price
Dirk Bensmann: I’d like to go back to the global market
developments in the sugar market are very long-wave in nature due to the harvest cycles.
briefly – what influence do general societal and economic developments have on the sugar market? Generally
Philip von dem Bussche: But I’m very curious to see whether significant price drops really are feasible.
speaking, as prosperity grows, more meat is consumed.
I was in Brazil quite recently, and the mood there is very positive, even though production costs have
What is the situation like with sugar?
risen considerably in Brazil as well. I believe that agricultural prices on the whole will rise, particularly due to higher energy prices. I expect that we will continue to observe cyclical developments, but
Hartwig Fuchs: Similar. We’re currently observing global
that the level will remain high in general.
sugar consumption in the range of 160 and 165 million
Dirk Bensmann, Board Member, AGRAVIS Raiffeisen AG
tonnes, and we forecast that this will be 205 million Klaus Schumacher: Mr Bensmann, listening to this analysis, does this apply to other agricultural
tonnes by 2020. So there needs to be 40 million tonnes
products in the same way as well?
more produced somewhere in the world. Dirk Bensmann: As I see it, we are definitely dealing with
Dirk Bensmann: Where’s the consumption rising then? Surely not in Europe, as we’re in a saturated
different markets. We are at a world market level with re-
market like all industrialised countries, aren’t we?
spect to cereals, rapeseed and soya beans. Supply and demand are in force here with very little government in-
Hartwig Fuchs: Yes, there won’t be much in the way of change in Europe. Any increase here can
tervention, subsidies for the use of energy notwithstand-
only come from increased use of sugar for the production of ethanol. We expect that the largest rise
ing. It’s a different story altogether with sugar. Generally,
for human consumption will come from Asia, with significant pro capita increases in sugar consumption
though, our stocks of all major agricultural products, with
also coming from Africa.
the exception of wheat, are relatively small. In addition, there’s what I would describe as the short-term factor,
Hans-Christian Koehler: With beet sugar we are finding ourselves more and more in direct competition
namely that there is a great deal of liquidity available on
with cane sugar and therefore with Brazil. It is true that the cane sugar yields in Brazil are in decline
the whole. This money is increasingly being invested in
and that production costs are rising considerably? I recently read that the mechanised harvesting
agricultural commodities, with the result that we have
methods and the large, heavy machinery used exert considerable pressure on the soil and that the
price spikes and dips that are more pronounced than in
resultant soil compression reduces yields in the long term.
the past. Ultimately, however, it’s supply and demand that determine the price.
Dr Niels Pörksen: Yes, it is true that mechanisation in cane sugar production has grown considerably. But investment has also grown in this area. At the same time, much is being done in the field of sugar
Klaus Schumacher: Mr Koehler, what does this high price
cane to increase yields. Before, cane would be planted and hardly anything would be done during
volatility mean for your daily business as a farmer?
the vegetation period. Today, the seeds are protected and fertilised, and protective agents are used for the plants. So, yes, it may be that the soil has been placed under more strain, but at the same
Philip von dem Bussche, Board Spokesman, KWS Saat AG
Hans-Christian Koehler: During my first years as a farm
time, producers are investing much more in agriculture, thus ensuring that yields increase even in
manager we sold all of our products during the harvest to
sugar cane. On the whole, of course, this increases production costs, which affects prices.
local traders. The market and pricing were thus irrelevant for the rest of the year. Today, though, we really do think
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| Annual Report Nordzucker 2011/2012
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance Trends on agricultural markets
short notice and there may be an obligation to make later payments. The role of trading has thus become extremely important. At Agravis, there are almost 20 specialists who mainly take care of hedging price risks. They all sit in a busy, noisy room with lots of flickering screens. Of course, we provide farmers with the benefit of this expertise. Klaus Schumacher: The sugar market in the EU is heavily influenced by the sugar market regime. What does this mean for Nordzucker? Hartwig Fuchs: We currently have the situation where sugar-processing companies in the food industry are complaining again and again that they are not getting enough sugar, and more importantly at low prices. On the other hand, we are producing large quantities of non-quota sugar, which we keep in storage. This costs us a lot of money, because we are not allowed to sell this sugar to the food industry, even though they would gladly buy it. And while the European Commission has reacted and approved the non-quota sugar for the EU food market, the levies demanded by the EU for conversion approval are causing price increases in the EU market. The next problem is that the farmers need to plan their cultivation a year and a half before, even though we have no idea if the non-quota sugar will be converted to quota sugar or not. The framework conditions for conducting business properly are very complex. Klaus Schumacher: So would a situation without quotas be better?
Dr Niels Pörksen, Chief Agricultural Officer, Nordzucker AG: “It is critical that we continuously improve our competitive advantage. That’s why we issued the 20-tonne target.”
Dr Niels Pörksen: No. It’s important though that we acknowledge the political reality and be ready for the possibility that a time without quotas may come, even though such a development may be years away. It is critical that we continuously improve our competitive advantage. That’s why we issued the 20-tonne target. We need to increase yields in order to keep beet competitive, reduce unit costs relative to other arable crops such as wheat and rapeseed, and ultimately be in a position to compete with Brazilian sugar cane. If we manage to cultivate 20 tonnes of sugar per hectare, it
Philip von dem Bussche: There’s another topic I’d like to address, and that’s government policy.
doesn’t mean that we are entirely safe, but it does mean that we will have much greater certainty
Where are these market developments coming from? Why is marketing suddenly playing such a ma-
that even without quotas, we will have a competitive system of beet cultivation.
jor role for farmers? Because these agricultural markets have been liberalised and de-regulated. The word always used to be that intervention by means of minimum prices assured farmers a sufficiently
Philip von dem Bussche: For me it’s a given that sugar beet will remain part of the crop rotation,
high income. In my eyes, though, it served more to protect the low prices for processing business-
even without quotas. What else can you do? It wouldn’t work with maize alone, not least because
es. When intervention was abolished for rye, for example, everyone was saying that rye was going
it would not be accepted socially or politically, as we have seen from the current discussion on
to die out ...
“greening” as part of the upcoming reform of the EU’s Common Agricultural Policy. Beet has plenty of agricultural advantages. Why should they be abandoned?
Dr Niels Pörksen: And yet it’s not dead – precisely the opposite. Rye has gained in competitive power and is trading at higher prices than during the interventionist period. Dirk Bensmann: It was the same with rapeseed. The rapeseed market regime was abolished, and prices began to align themselves with those of the global market accordingly. Everyone said the same thing there too – that rapeseed cultivation in Germany would be dead now. Two years later, you could fly over the countryside and be nothing short of astonished at the number of yellow fields in full bloom. I think it’s been a very positive development for farmers and the agricultural industry on the whole, being able to act largely independently of political influence in our markets. Klaus Schumacher: So how has the de-regulation of the markets changed the role of agricultural commodities trading? Dirk Bensmann: Stringent risk management and continuous price hedging have become indispensable. Hedging prices on stock markets and financial markets is a task that farmers have a hard job of doing themselves. Sufficient liquidity is needed for proper hedging, collateral must often be deposited at
| 15
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| Annual Report Nordzucker 2011/2012
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance Trends on agricultural markets
Dr Niels Pörksen: It’s also a given for me that part of the additional supply will come from the EU, which brings us back to the “core” topic of competitiveness. How do we further increase our competitiveness so that we can secure ourselves a piece of the pie? Hartwig Fuchs: We mustn’t forget a very important point here, namely that beet and grains or rapeseed differ considerably in one respect. Grains and rapeseed can be sold immediately. Beet, on the other hand, is not the end product; it needs to be processed first. It is a crop that first of all cannot be stored and secondly cannot be transported. So beet cultivation and processing facilities need to be located close to one another. For us, this means that we don’t just need to increase competitiveness on the field but that we also need to improve productivity in the factories, continuously, a little more every year. Klaus Schumacher: Yields from the field can be increased in particular by breeding. Mr von dem Bussche, how do you see the development here? Philip von dem Bussche: In past years we have had annual yield growth of 2.0 to 2.5 per cent with sugar beet just by using new varieties. And this is certain to continue. When you think about securing raw materials, if there were no nematode-tolerant varieties, the factories would have to be closed today. The same applies to the introduction of rhizomania-tolerant varieties 20 years ago. Breeding provides the decisive element for increasing yields.
Hans-Christian Koehler, Chairman of the Supervisory Board, Nordzucker AG: “We currently have a situation in which we earn good money under a prevailing market regime. What would happen without a market regime is something we have to carefully analyse.”
Klaus Schumacher: And finally, from the field back to the market. Nordzucker recently entered into a partnership with Wilmar Sugar. What’s the benefit for us? Hartwig Fuchs: Wilmar’s greatest strength is in trading. Global trading, at that. Wilmar also has outstanding logistical capabilities. They are experts in the physical elements of trading transactions. We don’t have such expertise at our disposal at Nordzucker, so we need a partner. And we have
Hans-Christian Koehler: We do indeed need to ask what will happen if we don’t have quotas any
something to offer too. We have both first-class access to and first-class knowledge of how the
more. I think the present discussion on the market regime is a clear indication that it is less a matter
European market for sugar and for agricultural and food markets in general operates. In these areas
of if and more a matter of when the end of quotas will arrive. I don’t think anyone would be so
we will certainly be able to profit from one another in the future.
presumptuous to claim that we’ll still have the quota in 30 years from now. We currently have a situation in which we earn good money under a prevailing market regime. What would happen
Klaus Schumacher: Gentlemen, many thanks for this insight into our markets and for your insight
without a market regime is something we have to carefully analyse. And we have justifiedly already
into future challenges and opportunities.
begun such an analysis. One of the most important questions is where the beet cultivation would then move to. We ought not to forget that we have a large number of favoured locations for beet. These include of course the Paris Basin, a number of Southern German regions, but also countless regions in Nordzucker’s area. In addition to the low production costs though, you have to take the logistics costs for our typical markets into account. As a result, I am convinced that we will continue to have competitive sugar production in Northern Germany and that we will need considerable arable land for it. Hartwig Fuchs: This is the most important point that we need to keep in mind – of the 40 million tonnes more sugar that we will need to produce globally by 2020, it is expected that just under half will come from Brazil. The remainder will be produced in other countries, which of course provides us with good perspectives.
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| Annual Report Nordzucker 2011/2012
A HEALTHY DIET AND EXERCISE. SUGAR KEEPS ME GOING.
Steffen Blümel Nutritional ambassador, Nordzucker AG
»
Healthy eating starts in the kitchen, not in the pharmacy. Many employees find it difficult to eat a balanced diet, especially when they are working shifts. As part of a healthy diet, sugar provides energy for your brain and your body.
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Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
| 21
Sugar keeps me going
“Sugar keeps me going” – sharing knowledge of sugar and nutrition
Nordzucker: Regional partner
Growing prosperity has changed the way we live, work
Childhood is the best time to learn about food and nutri-
and feed ourselves. Meals prepared at home from fresh
tion. That’s why Nordzucker supports selected projects
ingredients are no longer a given, especially in smaller
that help children and young people to develop their
households. Everyday work is characterised by sedentary
dietary knowledge.
activity, and Nordzucker is no exception. After school or
Mandy Täger, Nutritional ambassador
“Sugar is part of a balanced diet. It is one of the carbohy-
the office, Facebook or television cooking shows encour-
Hardegsen school farm
age people to stay seated as well. And although the media
Since 2011 Nordzucker has provided support for the school
are always talking about work-life balance and nutritional/
farm in Hardegsen, in the south of Lower Saxony. Every
physiological findings, there are growing gaps in people’s
year nearly 2,500 school children of all ages spend a few
knowledge of the connection between eating, exercise
days here and get a close-up view of where food really
and health.
comes from. The special thing about it is that the children
drates. They all have an energy content of four calories per gram.”
are actively involved. Mornings and evenings they take care As a major food producer but also as an employer,
of the chickens, sheep and pigs. The “curriculum” in Hard-
Nordzucker has a particular social responsibility. We are
egsen also includes processing sugar beet and making
extremely keen that our staff should have the information
cheese. The children cook a lot of their own food in the
and confidence they need to find their own personal equi-
group. They learn what belongs in a healthy and balanced
librium. One of our main interests is that Nordzucker em-
diet almost without noticing. In order to give a realistic pic-
ployees should be very well informed about sugar and its
ture of modern agriculture, the school farm works with agri-
role in nutrition and that they pass on this sugar knowledge
businesses from the region. When children are able to dis-
to their families and others outside the company. In 2011
cover how their food is made, what products come from
Phantoms@School is a highlight for schools in the Braun-
Nordzucker therefore organised action days in all German
which plants and animals and that it is hard work to pro-
schweig region. Since 2007 the professional basketball
sugar factories with the motto “Sugar keeps me going”.
duce them, it boosts their awareness in dealing with food
players from the New Yorker Phantoms have been teach-
The events focused on sugar’s “functionality and energy”,
and their understanding of agriculture. In 2010 the school
ing schoolchildren the basics of this popular US sport. In
its “natural and regional qualities” and the “pleasure” that
farm was selected by the German Unesco Commission as a
their sports bags is the Nordzucker brochure Fit through
comes only from including sugar as an ingredient. Free
project for the UN decade of Education for Sustainable De-
the Day, which also informs spectators at the Phantoms’
“The basic rule is easy: it’s all about the right balance.
fruit in the canteens is a permanent reminder to everyone
velopment, because it provided an impressive demonstra-
home games about a healthy blend of diet and exercise.
If we consume more energy than we use, the surplus
of the importance of a balanced diet.
tion of what sustainability education could look like.
which food we eat too much of.”
Nordzucker nutritional ambassadors
Phantoms@Future
The positive reaction to our action days prompted a number
As a food producer Nordzucker teaches children and young people in the region how important
of employees to act as Nordzucker nutritional ambassadors
exercise and a balanced diet are for a healthy life. Under the name of Phantoms@Future, the premier
in their sugar factories and answer questions on dietary and
league basketball team New Yorker Phantoms Braunschweig has launched a wide-ranging a ction
health matters. We are delighted by their commitment and
programme for children and young people. We found two of the activities particularly compelling
are supporting them with professional training from nutrition
(Phantoms@kitchen and Phantoms@school), as they draw attention to nutrition and exercise and
experts. Additional ideas are also being generated in work-
promote a sense of community and solidarity at the same time. Both represent an e xemplary com-
shops, where dietary and sugar knowledge can be passed
bination of fun and suggestions for a healthy life and are now being put into p ractice with the help
on at our sites.
of Nordzucker.
Patrik Dietrich, Nutritional ambassador
Having fun and paving the way for a healthy life
energy is stored. We put on weight. It doesn’t matter
Durmus Yesilyurt, Nutritional ambassador
Phantoms@Kitchen gets children and young people into the kitchen. There is plenty of fun to be had with informative, practical demonstrations of healthy and balanced eating. The programme is run by the basketball players and their wives and girlfriends. They visit children and young people
“Beet sugar is a regional product from natural crops.
for joint cooking and baking events in youth clubs. Using the dietary pyramid and simple meals,
Even today it is indispensable for preserving food and
the kids practice making healthy meals that are quick and tasty. Equipped with a diet plan, free
enhancing its taste. It often peps up savoury dishes as
tickets for a Phantoms game and the Nordzucker brochure Fit through the Day, that was created
well. Used in baking it gives volume. Everyone knows
especially for them, they are ready to start creating their own delicious and healthy meals.
its preserving properties too; which are used especially in making jams, marmalades and preserves.”
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| Annual Report Nordzucker 2011/2012
HIGH POTENTIAL. EFFICIENCY STARTS with the cultivation.
Dr Niels Pörksen Chief Agricultural Officer
»
20 tonnes per hectare: our clear target, not a pipe dream. In 2011 we came considerably closer to achieving this.
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Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
| 25
Efficiency starts on the field
Sustainability: the key to the future of beet farming Sustainability is something we hear a lot about at the
What are Nordzucker’s goals for beet farming and how
moment, Dr Windt. What do you understand by sustain-
are they to be achieved?
able beet farming?
Nordzucker wants to systematically increase beet yields.
By sustainability we mean that our farmers are still suc-
The Group-wide efficiency initiative 20 · 20 · 20 gives a
cessfully growing sugar beet for Nordzucker in twenty
precise marker for where we want to be in 2020: in eight
years’ time. However, sustainability also describes the
years 20 per cent of our farmers should have a yield of 20
way we intend to reach this goal: our farmers’ work is
tonnes of sugar per hectare. That is certainly an ambitious
far-sighted and conserves resources. They give prefe-
35
250
30
200
25 20
150
target, but we know many of the variables. In the Nordzucker
15
100
rence to cultivation methods that treat the soil carefully
competence clubs we are working on the ground to find
10
and only use as much fertiliser and crop protection pro-
practicable solutions that can be communicated to every-
5
ducts as the beet really needs.
one. The focus is on new approaches to yield optimisation,
0
such as autumn strip tilling or combined drilling, which is
Dr Andreas Windt, Manager Agricultural Consulting
Changes in nitrogen efficiency
Sustainable progress can be seen clearly in the use of
already successfully used in Scandinavia. One important
nitrogen in beet cultivation: today an average of 110
issue is nematodes, where in some regions the proportion
kilogrammes of nitrogen per hectare are used as fertiliser.
of nematode-tolerant beet varieties still has to be increased.
Thirty years ago the figure was over 200 kilogrammes.
We are therefore pursuing our nematode monitoring to
Yields have almost doubled over the same period. That
raise awareness among farmers. Whereas in Germany we
means the amount of nitrogen needed to produce one
benefit from the experience of our Scandinavian colleagues
tonne of sugar has fallen drastically and shows how
in combined drilling, with nematodes the boot is on the
incredibly nitrogen-efficient the sugar beet is.
other foot.
50 0 1975 1980 1985 1990 1995 2000 2005 2009 2011
Sugar yield (t/ha, left-hand axis) Nitrogen used to grow beet (kg/ha, right-hand axis) Volume of nitrogen per tonne of sugar (kg/t of sugar, left-hand axis)
Nitrogen fertiliser: sugar yield Less is more: since 1975 the use of nitrogen in beet
How compatible are sustainability and yield targets in
cultivation has been reduced by nearly 50 per cent. In
beet farming?
the same period farmers have more than doubled their
Very – I would even say they are mutually reinforcing. For
sugar yields. The sugar beet’s nitrogen efficiency has
our farmers the phrase “less is more” does not just apply
therefore increased sharply.
to fertiliser. With the help of pelleted seed they now use precisely 60 grams of insecticide per hectare when the beet is sown. Previously this required three litres, which were sprayed over the same area. For preparing the soil we also use innovative methods to avoid erosion and to enhance the fertility and water retention of the soil. The widespread use of strip tilling is very much an achievement of sugar beet farmers. In other areas, too, beet farming is a pioneer: we are among the first to have developed environmental guidelines for practical application. We are currently profiting from this head start, because integrated crop protection has been part of the new Crop Protection Act since 14 February 2012. The fact that we all look to the future in our cultivation advisory practice is really paying off. We can do so because
Spot-on fertilising Combined drilling
we are well organised and networked and because in many areas we are already using systems that will be required for other crops in the future. So for years we have carried out monitoring for leaf
With what is known as combined drilling, the fertiliser is
diseases in order to avert lost yield by means of systematic checks and targeted counter-measures.
applied in one operation when the beet seed is sown.
This is another example of how we manage beet cultivation with a view to conserving resources.
This involves placing the fertiliser below the seed and next to the seed row. The process saves fertiliser, time, fuel and carbon dioxide and provides the beet with optimal nourishment. It is supplied evenly with nutrients, which promotes the even development of the beet crop. Combined drilling with multiple fertilisers is a process which has gained in importance as strip tilling methods have been refined. At Nordzucker, two per cent of arable land is currently cultivated with this combined process of sowing and fertilising.
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Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Efficiency starts on the field
Learning from the best
Our approach to boosting yields Every beet cultivation area has its own natural character-
Nordzucker is focusing on five areas with its
istics. Soil conditions, climate and weather vary depend-
20 · 20 · 20 initiative:
ing on the country and the region. It gets interesting, however, when some farmers regularly bring in top
Genetics
yields under comparable ground conditions. As part of
Continuous yield increases and improvements in other
the long-term 20 · 20 · 20 project, Nordzucker is system-
important characteristics such as resistance to disease
atically investigating these differences together with
and pests in close cooperation with breeding stations
farmers in seven countries. Cultivation methods “What can we learn from the best and use to improve
Potential for optimisation in all areas of cultivation: time
the yields of all Nordzucker’s beet farmers and where
of sowing, crop spacing, early sowing, soil preparation
can we provide our best with targeted support?” Re-
(mulch seeding, strip tilling, catch crops to provide
gional competence teams that Nordzucker has set up in
humus), combined drilling, Nordzucker leaf monitoring,
all its European growing areas are working on answers
Nordzucker nematode monitoring
to these questions. The teams consist of Nordzucker cul-
Dr Ulf Wegener, Vice President Agricultural Sourcing Strategies „Safeguarding beet’s long-term competitiveness will remain our goal.“
tivation advisers and interested Nordzucker farmers and
Harvest
their meetings are often held in the open air. Their stud-
Minimise harvest losses and damaged beet via Nordzucker
ies and discussions are generally very hands-on and take
competence teams, Nordzucker harvester training,
place in the beet fields of the farmers involved or on trial
Nordzucker damage monitoring and close cooperation
sites. The teams concentrate mainly on complex questions
with manufacturers of harvesting machinery
with a high potential for improvement. They exchange valuable lessons learned in different cultivation techniques,
Storage Reduce storage losses by means of long-term storage
of stock management. Condensed into cultivation notes
trials, storage trials with different beet varieties, tests
and recommendations, the results of the team’s work are
with different covering materials and clamp shapes
circulated to all beet farmers in the region and to the Cultivation structure Expand and aggregate farmland in a given region to optiThe work of the competence teams is an important component of the 20 · 20 · 20 package with
mise work processes via Nordzucker’s offer to farmers of
which Nordzucker aims to achieve lasting improvements in the beet yields of all its growing
joint beet cultivation
regions. There are still eight campaigns to go, and then at least 20 per cent of beet farmers in the entire Nordzucker area should be able to meet the ambitious yield target and produce 20 tonnes of s ugar per hectare. The sugar beet – potential for tomorrow’s high yields To ensure that 20 · 20 · 20 delivers tomorrow’s high and stable yields, Nordzucker is examining the entire process chain from the preparation of the seed bed through to the construction of the beet clamp. Beet farmers, Nordzucker and its network partners in research, consultancy, seed production, agricultural machinery, fertilisers and crop protection are making a concerted effort to raise yields successively by means of numerous measures. In the medium and long term the beet has considerable
Safeguarding harvest quality
potential, especially in terms of high-performance varieties, cultivation methods, harvesting, storage and cultivation structures.
in tonnes of sugar/hectare
20.0 15.9
15.3
16.6
12.9
2009/2010 2010/2011 2011/2012 2017/2018 Target
2020 Target
What have we achieved so far? 20 · 20 · 20 is already bearing fruit. In 2011/2012, the top 20 per cent of farms achieved an average sugar
especially varieties of sugar beet and the latest methods
Nordzucker working groups at national level.
Changes in sugar yields from the top 20 per cent of our growers in Germany
Modern harvesting machinery is extremely complex and anything but easy to use. Nordzucker’s harvester training courses give experts an effective and welcome opportunity to share their experience.
yield of 15.9 tonnes per hectare.
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| Annual Report Nordzucker 2011/2012
Axel Aumüller Chief Operating Officer
»
Against a backdrop of changing markets, it is crucial for us to constantly increase efficiency.
TECHNOLOGICAL TRENDS. CHANGES IN SUGAR PRODUCTION.
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Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Technological trends
Nordzucker enhancing efficiency and profitability Today, new standards of profitability apply in Nordzucker’s
Of course in terms of their physical infrastructure all Nordzucker factories can cope with longer cam-
sugar factories. Until just a few years ago, campaigns
paigns. It is greater flexibility and adjustments to the entire process chain that are required. Altered
lasting 70 to 90 days were very common. Changes in
and new production processes help us to deal better with extreme changes in weather conditions
market conditions mean that that is no longer sufficiently
and beet which has begun to thaw and in some cases to decompose. In the Uelzen factory, for in-
cost-effective nowadays.
stance, we have been using equipment to optimise juice purification since 2009. Depending on the specific properties of the juice we can now improve its filtration qualities considerably, which is key
Since all Nordzucker regions successfully completed the
to processing beet which is severely damaged, by adding calcium carbonate crystals and dextranase.
necessary adjustments to factories’ structures following the 2006 sugar market reform, Nordzucker has focused
In terms of maintenance our work today is also very different to just a few years ago. With longer
consistently on increasing productivity. All the machinery,
campaigns the amount of repair and maintenance work also goes up. Previously some machinery
methods and processes in the factories as well as logistics
only had to be serviced after two campaigns, whereas today the parts most subject to wear and tear
have to demonstrate their capability to carry out 120-day
have to be replaced at shorter intervals, i.e. after one campaign, in order to maintain the high level
campaigns. Furthermore, in 2010 all the Group regions
of availability required. Tolerances that used to be waved through – in the roughly 500 pumps in
launched the joint programme “Profitability plus”. The
the factory for example – are no longer acceptable. If the gap between the race and the pump hou-
ambitious target is to make Nordzucker’s production and
sing increases, it has to be replaced. That is important to reduce the failure risk.
working practices lastingly profitable and fit for the future.
Sven Buhrmann, Director Uelzen, Production Central Europe
Sven Buhrmann, a food technology graduate and director
The timeframe and thus the number of hours in which the staff are available for maintenance work in
of the sugar factory in Uelzen, explains the demands made
the factory is also shorter. That is one reason we have now introduced the four-shift system in all
of the production process.
companies. Previously, our employees worked a 3.5-shift system, made up of eight hours, seven days a week during the campaign – with overtime and time off in lieu once the campaign was over.
Mr Buhrmann, where does a “long campaign” start for
With the four-shift system the normal working week during the campaign is down to 42 hours. Every
you nowadays?
employee is entitled to one free weekend per month and one day off a week during the campaign,
That’s always relative, of course. In the 1990s beet pro-
depending on the shift roster. At the end of the day that gives a better distribution of working hours
cessing over 90 days was considered a “long campaign”. Today we plan for 120 days. So in recent
over the year for everyone. The positive feedback from everyone involved, less sick leave and more
years the Uelzen factory has completed three “long campaigns” of 129 and 131 days.
internal manpower with production experience to carry out maintenance work after the campaign is over all confirm that this was the right thing to do.
What are the biggest challenges for you of campaigns that on average last a month longer than
Our aim is to carry out most of the repair and mainte-
just a few years ago?
nance work with our own workforce.
We are processing a natural product. That means the longer the campaign lasts, the greater the probability of weather conditions having an adverse impact on harvesting, delivery or beet quality, with the
What has been achieved so far, and where do you
Campaign length at the Nordzucker Group
ensuing consequences for processing. In 2011/2012 the factory in Uelzen processed an average of
still see a need for action, Mr Buhrmann?
in days
19,000 tonnes of beet a day. For the first time we unloaded more than 100,000 beet lorries. The condi-
Our job is to optimise the interplay between people,
tions for the 2011/2012 campaign were so good, they were unprecedented. Of course our goal is to
nature and technology. Efficiency and economic suc-
match this outstanding performance in the years ahead as well.
cess come when all these elements mesh together smoothly. That was the case in the 2011/2012 cam-
How has Nordzucker prepared for this leap in productivity and what does that mean for work in
paign. So the bulk of the work has already been
the factory?
completed.
117 103
125 107
We are better prepared for wintry conditions than ever before. Our farmers do their utmost to keep the beet clean and dry, even if there is frost and snow, and to get it to the factory on time. By clea-
There are still adjustments to be made to peripheral
ning the beet once on the field and covering the clamps with fleece, Nordzucker has set new stan-
machinery and especially in optimising sugar logisti-
dards of care. This protects the beet and guarantees high processing quality, whether the winter co-
cs and storage. Here we have a particular responsibi-
mes or not, as in the last campaign. The amount of water used in the beet yard has been reduced to
lity to our customers. The factory in Uelzen, for exa-
a minimum in most Nordzucker factories. Today we unload the beet dry. That also protects the beet
mple, is the site with the largest variety of products
and keeps it manoeuvrable even if it freezes.
and today supplies around 400,000 tonnes of sugar a year in various specifications, of which some 120,000 tonnes go to retailers as packaged goods. We are currently making adjustments to the storage
2008/2009
2009/2010
2010/2011
2011/2012
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| Annual Report Nordzucker 2011/2012
Technological trends
Eco-friendly energy generation facilities in Uelzen and at other sites. In future we plan to
Beginning with the upcoming campaign Nordzucker will give a practical demonstration of how en-
successively expand capacities in our own silos, finished
vironmental demands can be linked intelligently with energy generation. As part of a major interna-
goods warehouse and silo truck loading to remove bottle-
tional project the company will be equipping three of its sugar factories in Poland, Lithuania and
necks and keep pace with our increased responsibilities.
Germany with cutting-edge technology in 2012. This will involve the installation of what are known as anaerobic digesters in the waste water treatment plants at the factories in Opalenica, Kèdainiai
How do you manage to counter price increases for
and Klein Wanzleben.
raw materials, energy and wages?
Photo: Nana Reimers
That is indeed the major challenge. In addition to on-
In these digesters the natural biological processes take place under controlled and optimal condi-
going investments, this is where our efficiency pro-
tions, so that process water is treated efficiently and quickly. The organic substances in the waste
gramme “Profitability plus” really comes into play. In
water from the sugar factory – minute particles of beet and residual sugar – are broken down to
pan-regional teams we have developed a package of ad-
form methane with the help of bacteria. The methane produced in the absence of oxygen is used to
ditional investments that all have one thing in common:
generate energy for the factory. This reduces the need for natural gas and improves the environ-
they pay for themselves in just a few years. Of course
mental footprint of the sugar factories. As the organic substances are broken down in the absence of
increasing efficiency still remains the top priority. In Uel-
oxygen, the process considerably reduces unpleasant smells as well.
zen we will soon be installing an extra evaporation dryer
Henrik Hansen, Purchasing Coordinator, Nakskov
from the former Güstrow factory to dry the cossettes.
New standards for water treatment prompted the pan-regional project. The sophisticated planning
Then there are lots of other variables, some larger, some
and implementation in the three Nordzucker factories is being supported by the Nordzucker Corpo-
smaller, which we can adjust in order to keep produc-
rate Innovation and Technology team, led by Dr Dieter Wullbrandt. Nordzucker will continue to in-
“We all share the same goal: to supply
tion profitable over the long term. The current “Profita-
vest in all three factories in the future as well. These investments will always include sustainable
our customers with locally produced
bility plus” projects in Uelzen also include fitting the lar-
measures to protect the environment. The aim is to ensure that high environmental standards con-
sugar reliably and promptly.”
ge motors with energy-saving frequency transformers
tinue to be met in all factories.
and renewing the compressor station. Preliminary planning is also underway on optimisation work to the chipping stations and beet bunkers, in order to ensure high processing throughput even if the weather conditions are not ideal. “Profitability plus” gives Nordzucker the opportunity of putting profitable investments into practice very quickly. If we can provide evidence of good returns, these projects are given the green light. After implementation, the Controlling department and the auditors calculate whether we have actually met the targets for “Profitability plus”. “The longer, the better” – is that still the motto? Do you think that even longer campaigns can enable further productivity improvements in future? At the moment we are concentrating on a campaign of 120 days. The aim is to stabilise that, as best practice requires. In the long run it may also be possible to move sowing or harvesting dates in cooperation with the seed breeders and beet farmers. Then, with further improvements in beet storage methods, it would also be possible to extend the processing period. So from a production perspective, the sugar beet certainly has considerable potential for the future. If the conditions are right, we will adjust the necessary parameters in the factory to realise that potential. As we have always done for 150 years.
Waste water treatment Water treatment and energy generation: two focal issues
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| Annual Report Nordzucker 2011/2012
| 35
Technological trends
Energy and climate targets 2020
A Group network for sugar expertise
Making it better, systematically and sustainably
Making production expertise productive for the whole Group – A glimpse inside the production motor
International customers in particular now ask very specific
How can sugar expertise that is located in 13 sugar factories, three refineries, several liquid sugar sites,
questions on the topic of sustainability. They focus in-
a bioethanol factory in each of eight countries and three Group regions be applied productively?
creasingly on energy use and our climate footprint, ask-
Exciting answers to that question can be found by looking at a Group-wide network that Nordzucker
ing, How does Nordzucker organise its production? How
has been using since 2009 to drive integration and catalyse continuous improvements to the pro-
does it deal with scarce resources? What does Nordzucker
duction process. Pan-regional working groups – Nordzucker’s production working groups – have
do to control and reduce the environmental and climate
been set up to mirror the core functions of the sugar factories. At present ten international production
impact of its production processes?
teams are working continuously on clearly defined assignments. They range from maintenance, investments, technology, information systems and energy to speciality products, sustainability,
Improving energy efficiency and minimising our environ-
occupational health and safety, waste disposal, packaging and logistics. The glue that holds all the
mental impact make a major contribution to Nordzucker’s
teams together as they search for the best available solutions for the whole company is called com-
success. Thanks to continuous optimisation our factories
munication.
have already attained a very high standard. We want to raise this standard even higher. Nordzucker has therefore
Like in a small, focussed think tank, the engineers, process technicians and technology specialists
set concrete energy and climate goals as part of its sus-
with the greatest expertise in the relevant field put their heads together to work on one topic. Four
tainability strategy.
to ten specialists from all three Group regions share their ideas, without regard for hierarchies, in person, online or by means of conference calls. Knowledge, data, experience, requests, questions
Marion Schaefer, Vice President Corporate Sustainable Development
In line with the energy and climate goals of the EU Road-
and news flow through Nordzucker’s internal forums back
map, Nordzucker aims to use 45 per cent less energy in
and forth between colleagues at all sites in North, East
2020 to produce a tonne of sugar than in 1990. Over the
and Central Europe. Step by step the required action is
“Doing business sustainably is one of the greatest chal-
same period we want to reduce carbon dioxide emissions
identified, analysed and backed up with the necessary data.
lenges of our society. For Nordzucker social responsibility
per tonne of sugar in our production process by 65 per cent.
In condensed form the team’s results are incorporated into projects and budgets, reports, guidelines, quality
and the far-sighted, prudent use of resources are a fundamental part of doing business. We openly and proactively
These targets will be broken down for the individual sites.
standards and decision-making proposals. When and how
address our stakeholders’ growing expectations in terms
They then result in concrete targets for every one of our
suggestions for improvements that are consistent with
of transparency and information. We deal with questions
factories for reducing greenhouse gas emissions and
strategy and programmes such as “Profitability plus” are
and demands relating to sustainability everyday; from
power use. The progress we make in sustainability can
implemented is then decided by all Nordzucker produc-
public authorities, banks, politicians, neighbours, employ-
thus be documented for the Group and at a local level by
tion managers in a meeting with the Chief Operating
ees, shareholders, beet farmers and customers. We are
means of key performance indicators. To support these
Officer Axel Aumüller.
perceived as a responsible partner who thinks long term
efforts Nordzucker intends to expand its energy manage-
and has an exemplary and forward-looking approach to
ment and make use of innovative technologies and syner-
What might sound cramped and bureaucratic at first
sustainability.“
gies in its energy mix, in addition to its continuous im-
glance actually creates room for manoeuvre. This is the
provements. Our Danish factories in Nakskov and Nykobing
best way to find best practice solutions and avoid the
already work to a certified energy management system.
duplication of effort.
In 2011 the Schladen factory in Germany was successfully certified according to the ISO 50001 standard. Certification of the energy management systems of all German plants is planned until 2013. The third important point is that Nordzucker is looking at emissions of greenhouse gases throughout
Joachim Rüger, Senior Vice President Production
the entire supply chain. Across the Group we are working with our beet farmers to achieve measurable improvements in the efficiency of beet cultivation and beet transport. Transport to our custom-
“In formal terms the production network members leave
ers is also to be further optimised.
virtually nothing to chance. In a process which is transparent for everyone, it defines who is working on what ques-
Nordzucker has set itself ambitious climate and energy targets for 2020. In the coming eight years
tions for how long, how and where results are to be doc-
we intend to implement them step by step. The groundwork has now been completed.
umented and to whom they are to be distributed; who has which tasks, responsibilities, internal advisory functions and reporting duties.”
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36 | Annual Report Nordzucker 2011/2012
Dr Thomas Mörle-Heynisch, Manager Service Center Central Europe
ACTIVELY SEIZING MARKET OPPORTUNITIES. SAFEGUARDING SUPPLIES.
»
The customer interface is particularly sensitive. We consider premium product quality to be top priority.
38
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Actively seizing market opportunities
Clear target for sales: security of supply has top priority Mr Liljestam, Nordzucker closed the financial year
However, the stability of global production in individual countries is very important for price develop-
2011/2012 with a very good result. This was largely
ments. Our assumption is that sugar consumption will rise by around 3.5 million tonnes per year, so
due to the good situation on the markets. How did
somewhere in the world the production capacities must be available to secure this supply too on a
this market situation arise?
permanent basis.
There was a whole range of factors which all came together over the past few months. To start with I should point out
The EU is still involved in a very different debate, namely on the expiry of the current sugar
that since the reform of the sugar market regime in 2006,
market regime. What will a world without an EU sugar market regime look like?
which among other things had the effect of reducing sugar
To start with, the EU sugar market is not solely dependent on the sugar market regime, but also on
quotas, only 80 to 85 per cent of sugar demand in the EU
protection against imports, and this will remain in place as long as no new agreement is reached at the
can be covered by sugar from domestic production. The
WTO. For the period after 2015 the European Commission has proposed to abolish the quota for sugar
rest has to come from the world market. The political goal
and isoglucose as well as the minimum beet price and to allow sugar exports. Cooperation between
of the reform was primarily to give developing countries
beet farmers and sugar producers would then be governed by binding contracts.
access to the EU market and to enhance the cost-effectiveness of the sugar industry in the EU.
Will the sugar market regime remain in place after 2015 in your opinion? We – and the entire industry – are calling for an extension until 2020, in particular with a view to
Mats Liljestam, Chief Marketing Officer
However, as a result of crop failures in some key exporting
guaranteeing the security of supply. Long-term, reliable supply can only be guaranteed via domestic
countries, the sugar price on the world market rose sharply
sugar beet cultivation and local processing with close proximity to our customers, thus avoiding risks
over recent months. At times it was higher than the price in
in the logistics chains and wide price fluctuations.
the EU. This meant there was little incentive for LDC and ACP countries to sell their sugar in the EU. Then there was the comparatively poor harvest in the EU in
Sugar prices inside EU and world market 2006 – 2012
2010/2011. There were times when the supply situation could really be described as tense.
701 €/t
700
In the 2011/2012 campaign the EU harvest was exceptionally good compared to 2010/2011.
650
Stocks are apparently being replenished on the world market too. What does that mean for the
600
future direction of the market? Let’s take the EU first. Yes, we have high levels of sugar stocks at present. This is mostly non-quota sugar,
550
however, which cannot be sold for human consumption in the EU. The European Commission does
500
release some for conversion or enables additional exports, but this is more of a reaction to events and
450
will not have much of an effect on the market in my opinion.
350
estly. So for the current year we are not expecting the situation to change much – either in terms of
300
supply or prices.
250
This marketing year, global sugar production will exceed global demand again for the first time. In the long run we nevertheless have to recognise that some of the major sugar exporters have significant structural problems. Brazil for instance has a problem with ageing sugar cane stocks. A great deal of money has been invested in sugar mills there recently. Now it is the farmers’ turn to catch up. Brazilian
542 €/t
400
Even if the world sugar market continues to slacken, imports of preference sugar will only go up mod-
What do you see as the main challenges of the world sugar market?
632 €/t
404 €/t
200 150 Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr Jul Oct Jan Apr 06 06 07 07 07 07 08 08 08 08 09 09 09 09 10 10 10 10 11 11 11 11 12 12 EU market price
production is currently stagnant. Where things will go from here is unclear. India, for example, is a sugar producer which experiences wide fluctuations in supply. This year looks very good, but what will happen after that is difficult to say. The same applies to Russia.
474 €/t
Source: EU-price reporting 12/04/2012
EU reference price
World market price, London No. 5
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| Annual Report Nordzucker 2011/2012
Ralf Brunkow Senior Vice President Corporate Treasury
»
Good financing lays the foundations for every kind of business activity. The experts from Nordzucker were named „Treasury of the Year“ in 2011.
A JOB WELL DONE. PROFESSIONAL FINANCIAL PLANNING.
42
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Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Financial planning
Solid financial planning is the key to a strong business
Consolidated EBIT in EUR m
Dr Noth, in such a down-to-earth business focused on
the opportunities. And we do this every time we make
sugar beet, production and sales, financial manage-
a decision on behalf of the shareholders. But that’s not
ment is often underestimated. What are its functions?
to say there are no more risks – we can’t achieve success
As in any other company, the finance department at
without risks and business decisions.
315
188
Nordzucker has several functions. In Treasury we secure
Dr Michael Noth, Chief Financial Officer
the financing of the company and raise funds. This involves
The figures show that Nordzucker is on the right
very large sums of money, as does hedging currencies
track. What part has your division played in this?
and commodities. We aren’t speculators, however, but
The figures for the last two financial years demon-
work with our colleagues in purchasing and sales precisely
strate how well the company is doing. In the middle
to limit risks. Here we deal with brokers and bankers – it’s
of last year we extended our syndicated loan on much
a very exciting business. In addition, we provide information
improved terms. That was largely due to the positive
to support the operating business. Our controllers make
credit rating of our company by the banks, which
the business transparent and show where we can earn
acknowledged Nordzucker’s success. And far from
money and what we can do better. They advise their
being attributable to the finance department alone,
Profitability plus
colleagues on operating decisions and use budgets to
this new financing is the success of the company as a
in EUR m
show where Nordzucker is headed. In all this our financial
whole. We work closely with our colleagues in every-
accountants and the accounting department play a major
thing we do.
110 79
66
2007/2008 2008/2009 2009/2010 2010/2011 2011/2012
65.1
66.9
role. Without them there would be no transparency. In the old days the bookkeepers would carefully enter all the
This also applies to our efficiency improvement pro-
figures into ledgers among dusty files. That is far removed
gramme “Profitability plus”, which has allowed a large
from today’s reality. Nowadays our accounting depart-
number of employees to contribute their ideas to
ment has to organise the systems and processes so that
make the company stronger. Efficiency alone is not
we know where we stand at all times. Today’s accounting
nearly enough to achieve success in the market, but
is sometimes highly complex – a job for real specialists.
nor can we achieve success without efficiency. We will
50.6
32.3
49.9
43.3
26.0
continue to pursue this efficiency course with vigour, To what extent is your job influenced by market developments?
and all the members of the Executive Board have already
To 100 per cent. Not only by current market developments either, but also by medium and long-
contributed a lot in this respect. We are looking for
term market opinions. That applies to my other boardroom colleagues as much as to me. Of course
new ideas in all areas. This is especially difficult when
we are pleased by the current positive developments and sometimes remind our colleagues how
things are going well, but we are not giving up on
well things are going for us. But as Executive Board members we also have to ensure that we are still
this and there are still plenty of untapped ideas and
successful in ten years’ time. Nordzucker has to prepare itself for future developments. We still have
approaches to making the company even better.
Planned savings target
Savings already made
Nordzucker on course for success
many growth opportunities we intend to seize. To do so, we will continue to need funds in future and we want to convince the shareholders to leave some of the money in the company.
2010/2011 2011/2012 2012/2013 2013/2014 2014/2015
The IT department, which is one of my responsibilities, is working on providing better IT support for the com-
We have considerably improved our EBIT and achieved
Are you expecting hard times ahead, or do you just want to stop shareholders and employees
pany. The department is helping to make processes
already two thirds of our savings target.
enjoying the strong earnings?
quicker and more secure and is creating the infrastruc-
No, it’s neither of those. But although our satisfaction at what we have achieved is perfectly justified,
ture needed for us to present ourselves to the market
we mustn’t forget that we operate in a highly volatile market. It is therefore only sensible to prepare
as one single company. We have invested heavily in
for more difficult times. I have spent a long time working for family companies that thought and acted
this area in recent years and a great deal of effort has
in this way. And in my opinion it is an attitude that our shareholders will share as well. We are looking
been put into this together with all the other departments.
for long-term success, not the best quarterly earnings. Are you also thinking about other ways of raising capital, such as issuing bonds or inviting other The company is currently very successful. But are there risks too?
investors to acquire an equity interest in the company?
The markets won’t always be the way they are right now, so we have to prepare ourselves for new
Yes, we are not ruling out any options. In the interests of our shareholders my department has to
situations. We also want to grow in this new environment in order to achieve sustained success. In
support the development of the company. We want to develop Nordzucker sustainably over the
the past, N ordzucker has taken many entrepreneurial steps that have made it stronger and enabled
long term, together with our employees and under an obligation to our shareholders. I’m sure we
it to progress. All of us Executive Board members are responsible for weighing up the risks as well as
still have a long and challenging way to go.
44
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| Annual Report Nordzucker 2011/2012
ACHIEVING GREAT THINGS TOGETHER. THE 2011/2012 GROUP MANAGEMENT REPORT. Anja Kirschbaum-Marheine Senior Manager Corporate Controlling
Âť
Making the figures transparent and deriving actionable measures from them is one of the main tasks of the Finance and Controlling department.
46
| 47
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Nordzucker at a glance
Group management report of Nordzucker AG Nordzucker at a glance
Furthermore, Nordzucker produces bioethanol from upstream
Sites in Europe
sugar products (raw juice and thick juice) and molasses at fuel 21 Business activities
GmbH & Co. KG. in Klein Wanzleben.
Headquarters Nordzucker
DThe Nordzucker Group is the second largest sugar producer
D
1 Braunschweig
in the EU, with a market share of more than 15 per cent. In the
Group structure
reporting year Nordzucker produced around 2.9 million tonnes
The Nordzucker Group is divided into three regions: Central,
of sugar from 17.9 million tonnes of sugar beet at 13 sites in
Northern and Eastern Europe.
Head Office
sugar at three refineries. The company had an average of 3,280
Central Europe
Europe GmbH, Vienna
employees in the reporting year.
With five sugar factories and more than 1,000 staff, Nordzucker
A
seven countries. Nordzucker also turns raw sugar into white
DK
AG accounts for the major share of business in Central Europe.
2 3
Nordzucker Eastern Nordic Sugar, Køpenhavn
Sugar factories
Our customers include the confectionery industry as well as pro-
In addition to Nordzucker there are three other sugar producers
ducers of dairy products, jams, ice-cream and drinks. Around 20
in Germany. The factories in Lower Saxony and Saxony-Anhalt
per cent of our sugar is sold to individual consumers via r etailers.
produce around one million tonnes of quota sugar a year for in-
Nordzucker distributes most of this sugar under the product
dustrial and retail customers – primarily for the German market.
brands SweetFamily and Dansukker. In addition, Nordzucker sells
Nordzucker AG also sells other products of the sugar-making
other products from sugar production: dried pulp pellets and
process such as animal feed and molasses. Its business accounts
pressed pulp as animal feed, molasses for the yeast and a lcohol
for 41 per cent of Group revenues.
DK 9 Nakskov
The Central Europe region also includes fuel 21. The company
S 11 Örtofta
D
4 Clauen
5 Nordstemmen
6 Uelzen
7 Klein Wanzleben
8 Schladen
Northern Europe 12
10 Nykøbing
industry, and carbolime for use as fertiliser.
20
FIN 12 Säkylä
Since 2011 Nordzucker has been distributing products based
has been producing and marketing bioethanol from sugar beet
on the sweetener stevia in a joint venture (NP Sweet) with its
since late 2007. fuel 21 contributes five per cent to consolidated
partner PureCircle. Stevia is a natural, zero-calorie sweetener
revenues.
PL 14 Opalenica
sweeteners. The aim of NP Sweet is to open up this new sales
Furthermore, Nordzucker AG is the sole partner in Norddeutsche
SK 16
Trenčianska Teplá
market by d eveloping stevia products in collaboration with
Flüssigzucker GmbH & Co. KG, which operates two liquid sugar
D
Liquid sugar factory
customers.
factories, in Nordstemmen and Groß Munzel.
LT 13 Kedainiai
and does not compete directly with sugar but with artificial
15 17
Chełmża
Groß Munzel
Liquid sugar factory
18
3
25
Nordstemmen 9
Refineries S
Corporate structure of Nordzucker Group
21
Eastern Europe region
non-consolidated
21
7 4 1 24 8 18
14
5
Eastern Europe
minority stake CZ
22 Dobrovice
23 České Meziříčí
Nordic Sugar A/S, Copenhagen/Denmark, 100 %
Nordzucker Eastern Europe GmbH, Vienna/Austria, 100 %
Nordic Sugar AB, Malmö/Sweden, 100 %
Nordzucker Polska S.A., Przeżmierowo/Poland, 99.87 %
Other locations
Suomen Sokeri OY, Kantvik/Finland, 100 %
Považský Cukor a.s., Trenčianska Teplá/Slovakia, 96.80 %
Klein Wanzleben
DK 25
NP Sweet,
Sucros OY, Säkylä/Finland, 80.00 %
Tereos TTD a.s., Dobrovice/Czech Republic, 35.38 %
Køpenhavn
AB Nordic Sugar Kèdainiai, Wilna/Lithuania, 70.60 %
Mátra Cukor Zrt., Hatvan/Hungary, 99.89 %
Nordzucker Ireland Ltd., Dublin/Ireland, 100 %
15
17
100 %
fuel 21 GmbH & Co. KG, Klein Wanzleben/Germany, 100 %
10
6
Chełmża
Sugar factories –
Norddeutsche Flüssigzucker GmbH & Co. KG, Braunschweig/Germany,
13
19 Arlöv
Nordzucker AG Northern Europe region
19
FIN 20 Porkkala PL
Central Europe region
11
D
24
fuel 21,
22
23
Central Europe
16 2
48
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
| 49
Nordzucker at a glance Economic environment and market developments
Northern Europe
Shareholders‘ structure Nordzucker AG
In the Northern Europe region, Copenhagen-based Nordic Sug-
EUR 123.7m share capital
ar produces and processes sugar in five factories and two refin-
World market prices for sugar, 2000 – 2012 900
eries in Denmark, Sweden, Finland and Lithuania. The company
Nordzucker Holding Aktiengesellschaft
markets a broad range of sugar products, above all in the Nordic
76.2 %, EUR 94.3m
countries and also in Ireland and the Baltic states. The Dansukker
Union-Zucker Südhannover GmbH
brand is very popular with retailers in the region. Nordic Sugar
10.8 %, EUR 13.4m
also exports substantial quantities of sugar to non-EU countries.
Nordharzer Zucker AG
The company is the market leader in Northern Europe and its
7.8 %, EUR 9.7m
1,512 employees (plus nine in Ireland) contribute 40 per cent
Direct shareholders‘
to Nordzucker’s consolidated revenues.
5.2 %, EUR 6.3m
NP Sweet is also based in Copenhagen. The joint venture be-
800 700 600 White sugar USD/t FOB 500 400 300
tween PureCircle and Nordzucker develops and distributes products based on stevia, a natural sweetener.
200 White sugar EUR/t FOB 100 Jan Aug Mar Oct May Dec Jul Feb Sep Apr Nov Jun Jan Aug Mar Oct May Dec Jul Feb Sep Apr 00 00 01 01 02 02 03 04 04 05 05 06 07 07 08 08 09 09 10 11 11 12
Eastern Europe Vienna is the headquarters of the Eastern Europe region, which
opportunities for Nordzucker to distribute the sugar it exports
has a total of 548 employees and includes two sugar factories in
to countries outside the EU via the trading department of Wilmar
Poland, one of which is also used as a sugar refinery, and one in
International.
Source: LIFFE white sugar trading, London No. 5, as of April 2012
Slovakia. Furthermore, Nordzucker has a 35 per cent stake in Tereos TTD a.S., a sugar producer in the Czech Republic. The East-
Nordzucker’s strengths are its high, certified quality standards,
ern Europe sales area also includes other Eastern European states.
logistical proximity to its customers, a high level of flexibility
It accounted for 14 per cent of consolidated revenues in
and dependability, a broad product range with customised
2011/2012.
solutions, customer relations going back many years and a wide
of the Group’s IT environment. These will help Nordzucker to
assortment of specialities.
tackle future market challenges and will deliver a lasting boost
Strategy
Economic environment and market developments
to its competitiveness.
Nordzucker has grown considerably since it was established in
Sustainability is a key concern in all the company’s business
1997. The company first expanded within Northern Germany
processes. It is only possible to ensure long-term entrepreneurial
The company’s overriding aim remains to grow and to expand
The economy slowed over the course of 2011 in the face of the
and later into Eastern Europe. By acquiring Nordic Sugar in
success by including environmental and social aspects in busi-
its market position. These sugar-based operations form the basis
sovereign debt crisis. After positive growth rates in the first three
2009 Nordzucker continued on its growth track.
ness decisions. Nordzucker is particularly active in the fields of
for Nordzucker’s long-term profitable development for the ben-
quarters, EU gross domestic product fell in the fourth quarter of
product safety, health and safety at work, energy, the environ-
efit of its shareholders.
2011. South and South-western European countries were harder
Since the reform of the sugar market regime in 2006, the EU-
Macroeconomic situation
ment and social responsibility.
market has relied partly on sugar imports from LDC and ACP coun-
hit than those in Central, Northern and Eastern Europe. The perCompany management
formance of the European sugar industry was largely unaffected by the macroeconomic situation.
tries. This has resulted in an increasing significance of imported
In addition, Nordzucker works permanently to improve the
The five-person Executive Board of Nordzucker reports to the
world-market sugar. In recent years Nordzucker has successively
efficiency of the entire value chain. This involves exploiting all
21 members of the Supervisory Board, which is made up of 14
expanded its refinery business and with refineries in Scandinavia
opportunities for yield improvement at the cultivation stage as
shareholder representatives and seven employee representa-
Sector developments
and Poland now plays an active role in importing and processing
well as harmonising and optimising business processes through-
tives. The internal management of the company is carried out
World sugar market
raw sugar.
out the Group. The 20·20·20 project is aimed at making sugar
by means of financial indicators. The following targets have
Prices on the world sugar market remained very volatile in the
beet in Nordzucker’s growing areas even more competitive.
been set: a return on sales of 5 per cent, total operating profit-
2011/2012 financial year. The sugar price was subject to extreme
ability of 15 per cent, a return on equity of 10 per cent and an
fluctuations, especially in the first nine months of the year. Market
equity ratio of 30 per cent.
prices on the London Futures Exchange (white sugar No. 5, free-
In future Nordzucker intends to keep focusing on its core business: the production and sale of sugar. The aim is to extend and
Furthermore, the productivity of sugar production has been
strengthen its market position in the sugar business. One impor-
increased considerably in recent years. Modifications to factory
tant step will be to secure supplies of raw cane sugar to the
structures resulted in much-improved capacity utilisation for
Shareholder structure of Nordzucker AG
2011 at USD 582 per tonne before reaching a high for the year
factories.
the plants.
The shares in Nordzucker AG are held by Nordzucker Holding
and an all-time record at USD 876 per tonne in July. Thereafter
AG (76.2 per cent), Union-Zucker Südhannover GmbH (10.8
the price fell back to around USD 600 and closed at the end of February 2012 at USD 662.
on-board, earliest delivery) fell to their low for the year in May
Support in reaching these strategic targets is expected to come
The five-year efficiency improvement programme Profitability
per cent) and Nordharzer Zucker AG (7.8 per cent). A small
from the cooperation agreement with Wilmar International, a
plus has also delivered savings in all areas of the company. Two
portion of capital (5.2 per cent) is held by other shareholders.
global agribusiness. The aim of the cooperation programme is
thirds of the targeted savings have already been realised. Other
The Nordzucker AG share is not traded on the stock exchange.
The sugar market in the EU
to improve access to raw sugar imports from countries which
important activities carried out last year included the harmonisa-
The shareholders are overwhelmingly also active beet suppliers
In the past, the EU sugar market was largely decoupled from the
are allowed to supply preference sugar to the EU. There are also
tion and optimisation of business processes and the integration
of Nordzucker AG.
world market thanks to the European sugar market regime. It was
50
| 51
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Economic environment and market developments
therefore characterised by very stable volumes and prices; sur-
retailers’ shelves. The market for stevia is expected to grow rapidly
Nordzucker sold 390,000 tonnes of quota sugar in Eastern
conditions during beet transport and the campaign itself meant
pluses were exported to the world market.
once consumers have become familiar with the new sweetener.
Europe. 200,000 tonnes was covered by local production, with
that 2011/2012 was a good beet year overall.
the remainder coming from elsewhere within the Group and All this changed with the reform of the sugar market regime. This
Market for bioethanol
from imports. Due to the high share of spot sales, Nordzucker
In the last sugar beet campaign Nordzucker processed a total of
entailed reducing the quotas required for producing sugar for
Strong demand for sustainably produced bioethanol as defined
benefited from higher prices in Eastern Europe earlier than in
17.9 million tonnes of beet (previous year: 14.3 million tonnes)
human consumption in the EU to around 80 per cent of the to-
in the German Sustainability Bylaw resulted in generally stable
other regions.
in 13 factories. Optimal weather conditions resulted in beet and
tal requirement. Since then it has therefore been necessary to
bioethanol prices in the 2011/2012 financial year. Volumes of
import sugar from ACP countries and LDC to make up for the now
certified bioethanol imports from the surplus market in the United
Beet cultivation and campaign
average beet yield for the Group was 67.3 tonnes per hectare
missing EU production.
States went up towards the end of 2011, however. This had an
Warm weather during the beet’s growth phase and when stock-
(previous year: 56.2 tonnes). The sugar content came to 17.6
adverse effect on pricing.
piling the sugar, dry periods during the harvest and good weather
per cent (previous year: 17.1 per cent), which represented an
sugar yields well above the average of the last five years. The
Strong demand on world markets was met by a comparatively low supply, so that sugar prices remained high. The high world
Market developments in the sugar business
market prices meant that only a small volume of imports found
Market developments: Central Europe region
its way to the EU, which resulted in a tense supply situation and
Sugar was in scarce supply in Germany last year. This situation
an increase in prices.
was largely due to the absence of imports from the world market
Group campaign results
and preference sugar from ACP countries and LDC. The European Commission responded to the tense market situation for quota sugar with various measures. In March 2011 the
Customers again reacted to this supply situation with strong
Commission allowed sugar producers in the EU to bring 500,000
demand for annual contracts. By participating in the European
tonnes of non-quota sugar to the market without paying the
Commission’s market stabilisation measures, obtaining deliveries
Sweden
2011
2010
Finland
2011
2010
surplus charge. In March and June 2011 additional duty-free im-
from other parts of the Group and purchasing small quantities
Beet yield (t/ha)
62.9
52.0
Beet yield (t/ha)
48.0
37.1
ports of 300,000 and 200,000 tonnes of sugar respectively were
of white sugar, Nordzucker was able to supply its customers
Sugar content (%)
16.8
17.1
Sugar content (%)
15.7
16.9
authorised. To further smooth the supply situation the EU opened
with enough sugar over and above quota volumes.
Sugar yield (t/ha)
10.6
8.9
Sugar yield (t/ha)
7.5
6.3
109
Campaign length (d)
89
73
Lithuania
2011
2010
Beet yield (t/ha)
51.2
46.2
Sugar content (%)
17.3
16.4
Sugar yield (t/ha)
8.9
7.6
Campaign length (d)
115
103
Campaign length (d)
another import contingent for sugar of 400,000 tonnes in November 2011, on which a bid for import duties had to be tendered.
In total Nordzucker sold some 1.0 million tonnes of quota sugar
Also in November 2011, sugar producers were allowed to offer an
in Germany, which was slightly less than the previous year. Pricing
additional 400,000 tonnes of non-quota sugar for sale, whereby
developed very positively in the reporting year by contrast. .
the normal surplus charge of EUR 500 per tonne was cut to EUR
Sales of non-quota sugar came to 0.1 million tonnes, slightly
Denmark
2011
2010
85 per tonne. Sugar producers took full advantage of all these
down on the previous year, and went mostly to the chemical
Beet yield (t/ha)
73.3
58.0
measures, bringing an extra 1.8 million tonnes of sugar onto the
industry in the EU and for export outside the EU. Here, too,
Sugar content (%)
16.9
17.8
market in the financial year 2011/2012.
prices were much higher than in the previous year.
Sugar yield (t/ha)
12.4
10.3
138
112
Market for animal feed and molasses
Market developments: Northern Europe region
Up to the 2011/2012 campaign the prices for dried pulp pellets
In the reporting year Nordic Sugar sold around 770,000 tonnes
remained high. This was due in particular to short supply as a result
of quota sugar to industrial and retail customers (previous year:
of the previous year’s low-yielding campaign. Prices sank slightly,
760,000 tonnes). As sugar was in short supply in Northern Europe,
however, when it became clear that the 2011/2012 campaign
much larger volumes were imported and refined than the previous
would yield much higher beet volumes than the year before.
year. This enabled Nordic Sugar to meet customer demand. As
Campaign length (d)
Copenhagen
Braunschweig
in Central Europe, prices in Northern Europe also rose over the Despite higher beet volumes in the 2011/2012 campaign, the
129
course of the year.
good beet quality meant that there was no increase in molasses production. Imports of cane molasses to Europe also fell, which
Nordic Sugar also exported or sold to the chemical industry
Germany
2011
2010
meant that altogether, the molasses market experienced high
around 225,000 tonnes of non-quota sugar – a slight decline
Beet yield (t/ha)
71.2
59.4
prices throughout the 2011/2012 financial year.
due to the poorer harvest in 2010/2011.
Sugar content (%)
18.1
17.1
Sugar yield (t/ha)
12.9
10.2
130
115
The market for natural sweeteners (stevia)
Market developments: Eastern Europe region
EU approval for the use of stevia (stevioside) in food and drinks
In Eastern Europe a much larger proportion of sugar is sold on
was given in mid November 2011. Interest from food and drinks
short-term contracts than in other regions. In particular, smaller
manufacturers in developing products sweetened with stevia
local industrial customers and retailers make the most use of these
went up again following the approval. Over the course of 2012
spot purchases. Faced with severe price and volume volatility in
a number of soft drinks and sweeteners will be appearing on
2011/2012, more sugar consumers started asking for annual contracts.
Campaign length (d)
Poland
2011
2010
Beet yield (t/ha)
64.1
57.1
Sugar content (%)
18.1
16.9
Sugar yield (t/ha)
11.6
9.6
102
83
Slovakia
2011
2010
Beet yield (t/ha)
63.5
61.0
Sugar content (%)
18.7
16.1
Sugar yield (t/ha)
11.9
9.8
111
106
Campaign length (d)
Vienna
Campaign length (d)
52
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Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Economic environment and market developments Net assets, financial and earnings position
Average sugar yield
good weather meant that the factories were able to run more
Bioethanol revenues from its own production at fuel 21 came to
The cost of materials and services came to EUR 1,500.8 million,
tonnes per hectar
evenly and capacity utilisation could be optimised. Beet logis-
EUR 69.3 million, a fall of EUR 6.4 million on the previous year. It
or EUR 459.8 million more than the previous year (EUR 1,041.0
tics also profited from the fine weather conditions.
should be noted that for the previous year, the reporting period
million). The cost of beet went up due to the much higher vol-
for fuel 21 was extended to 14 months, to align it with the financial
umes, and more sugar was also bought in. Prices for beet and
year for Nordzucker AG.
for purchased sugar rose sharply.
At slightly lower sales volumes, revenues from molasses went
Personnel expenses fell from EUR 191.3 million the previous year
Earnings position
up due to higher prices to EUR 49.2 million (EUR 4.8 million up
to EUR 188.7 million, despite higher expenses for the longer
Group earnings again performed very well in 2011/2012 thanks
on the previous year). Reduced sales volumes for animal feed
campaign and higher earnings-related bonuses. The decline was
to much higher price levels for sugar than the previous year. The
(pellets and cossettes) were more than offset by price increases,
due to the fact that personnel expenses for the previous year
positive performance was largely due to the focus on the profitable
which lifted revenue by EUR 41.1 million to EUR 128.8 million.
still included the Hübner Group, which was sold in December
11.9 10.6
10.9
9.5
9.6
Net assets, financial and earnings position
2010.
area of the sugar business achieved by optimising the investment 2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
portfolio in prior years and to the steps taken to increase efficiency. In the financial year 2011/2012 Nordzucker reported an operat-
Revenue from other traded goods increased in the reporting year by EUR 29.2 million to EUR 119.3 million. Higher seed trad-
Depreciation, amortisation and impairment (corrected for write-
ing revenue was the main reason for the year-on-year increase.
backs) in the reporting year came to EUR 105.4 million, compared with EUR 94.5 million the previous year. The total in-
ing result (EBIT) of EUR 315.0 million, which was well above EBIT for the previous year of EUR 188.3 million. After deducting
Stocks of finished and unfinished goods went up as of the end
cludes impairment losses of EUR 21.2 million (previous year:
interest and taxes this resulted in net income before minority
of the financial year by EUR 261.8 million (previous year: down
EUR 6.5 million). The non-current assets of fuel 21 were written
Sugar production Nordzucker Group
interests of EUR 208.3 million (previous year: EUR 90.6 million).
by EUR 119.7 million). Compared with the previous year much
off in the reporting year. Current planning shows increasing
in millions of tonnes
After deduction of minority interests this resulted in consolidat-
more sugar was produced and imported in 2011/2012, whereas
costs for raw materials leading to much lower earnings than had
ed net income of EUR 203.9 million, compared with EUR 87.1
sales volumes registered a slight decline. In addition, the cost of
been budgeted in prior years.
million the previous year.
the beet rose sharply year on year.
The return on sales, calculated as net income (after minority
The aggregate of higher revenues, higher stocks and own
214.2 million. The previous year still included restructuring ex-
interests) divided by annual revenue, came to 10.1 per cent
work capitalised resulted in total output of EUR 2,281.6 million,
penses for the Hungarian investment company and for Hübner.
in the reporting year compared with 4.8 per cent the previous
which was well above the previous year’s figure of EUR 1,698.8
year. This was well above the target of 5 per cent for the report-
million.
Other operating expenses fell from EUR 224.5 million to EUR
2.91
2.87 2.30 1.91 1.68
In total, Nordzucker reported an operating result (EBIT) of EUR 315.0 million for the financial year 2011/2012, as against EUR
ing year.
2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
Other operating income came to EUR 42.5 million and was thus
188.3 million the previous year. The operating result before de-
To calculate total operating profitability EBITDA (earnings before
slightly above last year’s figure of EUR 40.8 million. As in the
preciation, amortisation and impairment (EBITDA) came to EUR
interest, taxes, depreciation and amortisation) is divided by total
previous year, there were no non-recurring factors to report.
420.4 million (previous year: EUR 282.7 million).
output (revenues plus own work capitalised and changes in finished goods and work in progress). This year the figure was 18.4 per cent (previous year: 16.6 per cent), which was also well above the target of 15 per cent. Revenues came to EUR 2,018.0 million, an increase of EUR 202.7
Consolidated revenues
Total revenues
million on the previous year’s figure of EUR 1,815.3 million. The
in EUR m
in EUR m
average sugar yield of 11.9 tonnes per hectare (previous year:
rise was due primarily to higher prices for quota and non-quota
9.6 tonnes).
sugar.
2,018 1,806
During the campaign Nordzucker produced 2.9 million tonnes
Revenue from quota sugar (including purchased sugar) amount-
of sugar from beet (previous year: 2.3 million tonnes). Such large
ed to EUR 1,459.0 million, or EUR 137.6 million more than the
processing volumes meant the campaign lasted for an average
previous year’s EUR 1,321.4 million. Price increases here more
of 125 days (previous year: 107 days). The factories were well
than made up for slight declines in sales volumes.
1,300
2,282
1,815 1,718
1,699
2009/2010
2010/2011
1,377
1,192
1,086
prepared for the challenges of long campaigns thanks to focused investments and maintenance work. Close cooperation between
Higher prices for non-quota sugar also more than offset the low-
beet deliveries, production and sugar logistics also ensured that
er volumes. Revenues came to EUR 162.6 million, after EUR
the campaign went off very smoothly all round. Finally, the
146.0 million the previous year. 2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
2007/2008
2008/2009
2011/2012
54
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Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Net assets, financial and earnings position
Consolidated EBITDA
Consolidated EBIT
Intangible assets of EUR 174.1 million (previous year: EUR 179.9
in EUR m
in EUR m
million) include the goodwill on the acquisition of Nordic Sugar as well as capitalised sugar quotas and software/licences.
420
Breakdown of the assets and liabilities making up the 2011/2012 balance sheet total in EUR m
315
Property, plant and equipment came to EUR 861.1 million (previous year: EUR 906.1 million). Nordzucker invested less in property,
283
255
188 165
166
2,262
44 %
depreciation. Impairment charges of EUR 20.0 million were also
48%
recognised on items of property, plant and equipment at fuel 21.
110 79
66
19% 40%
Financial investments were the same as the previous year at EUR
2008/2009
2009/2010
2010/2011
2011/2012
2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
37 %
12%
24.0 million. There were no significant transactions to report in 2007/2008
2,262
plant and equipment in the reporting year than it recognised in
this area. Deferred tax assets went up from EUR 5.4 million to
Assets
Equity & liabilities
EUR 11.9 million. Non-current assets
Equity
in inventories.
Inventories
Non-current liabilities
Inventories rose sharply from EUR 592.0 million to EUR 898.2
Other current assets
Current liabilities
Current assets came to EUR 1,181 million, after EUR 855.9 million the previous year. The change is principally due to the increase Net interest amounted to EUR -34.7 million as against EUR -47.1
(previous year: EUR -11.3 million). Overall, the net financial result
million the previous year. This improvement is largely due to
came to EUR -28.7 million compared with EUR -58.5 million the
the further repayment of loans taken out for the acquisition of
previous year.
million. The good harvest, higher imports and increased pro-
Nordic Sugar. Nordzucker arranged new financing with its banks in 2011/2012. The refinancing reduces current interest expense,
Tax expenses on pre-tax earnings of EUR 286.3 million (previous
duction costs drove up the value of sugar stocks considerably
but the amortisation of one-off fees for the former financing
year: EUR 129.9 million) totalled EUR 78.0 million (previous
year on year.
package increased interest expense in the reporting year.
year: EUR 39.2 million). This resulted in a tax rate of 27.2 per
The net financial result was also increased by net income from
cent for the Group in the reporting year (previous year: 30.2
Current receivables and other assets were EUR 274.9 million
Current provisions and liabilities rose to EUR 834.2 million (pre-
investments of EUR 3.5 million (previous year: 0) and slightly
per cent).
compared with EUR 212.8 million the previous year. As reve-
vious year: EUR 542.9 million). This is largely because of the in-
nues rose, so did trade receivables.
crease of EUR 239.9 million in trade payables to EUR 455.1 mil-
reduced by the net other financial result of EUR -2.4 million
lion. Current financial liabilities went up from EUR 87.9 million
In total, Nordzucker reported net income before minority interests of EUR 208.3 million, as against EUR 90.6 million the previous
Nordzucker’s equity went up to EUR 999.2 million compared
to EUR 167.9 million, whereas other current financial liabilities
year. After deducting minority interests of EUR 4.3 million this
with EUR 818.7 million the previous year. The change is mainly
declined by EUR 73.7 million to EUR 15.9 million, mostly follow-
Consolidated net income
resulted in net income of EUR 203.9 million (previous year: EUR
due to net income for the year (up EUR 208.3 million) and the
in EUR m
87.1 million). This means that net income more than doubled
dividend payment to shareholders of Nordzucker AG and minority
compared with the previous year.
shareholders (EUR 24.9 million). Although total assets increased,
Consolidated net debt
the equity ratio went up from 41.4 per cent the previous year to
in EUR m
208
Net assets position
44.2 per cent. This figure was well above the Group target of
Total assets for the Nordzucker Group amounted to EUR 2,261.6
30 per cent.
million at the end of the reporting year, an increase of EUR 280.0 91
80 44
million on the previous year’s figure of EUR 1,981.6 million. In-
Non-current provisions and liabilities fell to EUR 428.2 million
ventories rose sharply, largely due to the good harvest, and on
(previous year: EUR 620.0 million). The total includes non-cur-
the other hand trade payables also went up because of much
rent provisions of EUR 158.1 million (previous year: EUR 153.3
higher payment obligations for the beet deliveries. Equity also
million), mostly for pension obligations.
rose thanks to the profit for the year. Net debt was reduced substantially at the same time.
2008/2009
2009/2010
2010/2011
2011/2012
-314
-249
Non-current liabilities mainly consist of financial liabilities and deferred tax liabilities. Financial liabilities fell year on year from
-10 2007/2008
-363
-295
Non-current assets accounted for EUR 1,079.2 million, roughly
EUR 187.4 million to EUR 88.5 million. Deferred tax liabilities stood
the same as in the previous year (EUR 1,125.7 million).
at EUR 153.9 million as against EUR 160.0 million the previous year.
-664 2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
56
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Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Net assets, financial and earnings position Employees
Cash flow from/for operating activities
Capital expenditure in property, plant and equipment and intangible assets
in EUR m
in EUR m
Dividend
last year (EUR 50.3 million).
A proposal will be put forward at the Annual General Meeting of Nordzucker AG to distribute a dividend of EUR 1.00 per share
181
328
At EUR 7.4 million, cash and cash equivalents were down on
313
Investment
of share capital for the reporting year. This corresponds to a to-
Nordzucker invested EUR 64.0 million in property, plant and
tal dividend distribution of EUR 48.3 million. A total of EUR 22.2
equipment and intangible assets (previous year: EUR 56.2 mil-
million (EUR 0.46 per share) was paid out the previous year.
lion). Important investments were the first construction phase 222 167 67
62
56
64
for the installation of a second evaporation dryer in Uelzen, the
The much higher dividend enables shareholders to participate in
replacement of an extraction tower in Clauen and the installation
the company’s strong performance. At the same time a substantial
of new pulp press units to reduce drying costs in Nyköbing.
proportion of net income is retained in the company to finance
Capital expenditure was also made for replacement machinery
future profitable growth.
and investments to comply with regulatory conditions. -3 2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
Responsibilities and objectives of financial management
Employees
The main responsibilities of Nordzucker’s financial management
The average number of employees in the Nordzucker Group
are to manage and control flows of funds for the entire Group
fell over the year from 3,508 to 3,280. Of the total, 1,211 were
ing the payment of the final purchase price instalment for Nordic
Net debt (financial liabilities less cash and cash equivalents) was
on the basis of clearly defined criteria. The most important ob-
employed in Central Europe, 548 in Eastern Europe and 1,521
Sugar.
reduced year on year by a total of EUR 64.6 million to EUR 248.9
jective is to maintain liquidity. This is followed by the optimisation
in Northern Europe (including Ireland).
million. The increase in stocks and the payment of the last pur-
of net interest expense and the management of interest rate
Overall, non-current and current financial liabilities were reduced
chase price instalment for Nordic Sugar meant that net debt did
and foreign exchange risks.
to EUR 256.3 million (previous year: EUR 363.8 million).
not fall faster despite very strong earnings.
As of the reporting date, EUR 231.6 million of the new syndicated
Financial position
and executing financing strategies. It also maintains close contact
loan arranged in June 2011 had been drawn down.
Cash flow from operating activities of EUR 221.8 million was much
with the banks.
Cash and cash equivalents totalled EUR 7.4 million as of 29 Feb-
lower than in the previous year (EUR 313.2 million). Although
ruary 2012, compared with EUR 50.3 million the previous year.
earnings were much higher, cash flow sank as stocks of unfinished
Covenants
and finished goods moved in the opposite direction. The reduction
A number of financial covenants were agreed between the
in inventories released cash flow of EUR 119.7 million the previous
banking consortium and Nordzucker AG as part of the syndicated
year, whereas in the reporting year an additional EUR 261.8 million
loan arranged in June 2011. These consist of obligations to
was tied up in higher stocks.
maintain certain financial ratios over the entire term of the loan.
Cash flow from investing activities of EUR -129.6 million stemmed
The covenants are an essential component of the loan agreement.
mainly from the payment of the final purchase price instalment for
Banks use them as a tool to identify and avoid risks at an early
Nordic Sugar (EUR -73.7 million including interest) and investments
stage by drawing conclusions from the figures about the com-
in intangible assets and property, plant and equipment (together:
pany’s financial position. The covenants have been defined for
EUR 64.0 million; previous year: EUR 56.2 million). The sale of the
the whole Group and not solely for Nordzucker AG.
The financial management function is also responsible for defining
Total dividends, Nordzucker AG in EUR m
48
investments in Serbia and in the seed business generated positive 23
22
cash flow from investing a ctivities of EUR 37.7 million the previ-
Nordzucker AG is obliged to demonstrate that it meets the
ous year.
covenants in the syndicated loan agreement on certain dates in
11
the reporting year. In the reporting year all the financial criteria 0
2007/2008
2008/2009
2009/2010
2010/2011
2011/2012
Cash flow from financing activities of EUR -134.7 million is mainly
were met on all test dates. On the basis of the planning currently
the result of inflows and outflows in connection with the syndicated
available for the Group, the Nordzucker Executive Board assumes
loan and the dividend payment for the financial year 2010/2011.
that the agreed limits will also be adhered to in future.
Average number of employees in the Nordzucker Group for the year by region
2011/2012
1,211
2010/2011
1,357
2009/2010
1,350
1,302
2008/2009
1,360
1,484
2007/2008
1,433
548
1,521
563
Central Europe Region
3,280
1,588
3,508 1,694
4,346
2,844
1,852
Eastern Europe Region
3,285
Northern Europe Region
58
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
| 59
Opportunities and risks
Opportunities and risks
the end not only of the quota regime but also of the minimum
tackle future market challenges and will deliver a lasting boost
Additional costs of CO2 certificates
beet price and the production levy. The WTO export limit, cur-
to its competitiveness.
As an industrial company that emits carbon dioxide (CO2) from
Risk management
rently set at 1.374 million tonnes, would also be abolished. The
Nordzucker has a integrated system in place throughout the
Commission plans the introduction of a private storage system
WTO negotiations
corresponding certificates for its emissions. Some of these certifi-
company for the early identification and management of risk. The
to support the market. The European Commission also suggests
The Doha round of WTO negotiations made no progress in the
cates are allocated to the company free of charge; others have
main risks affecting Nordzucker are identified and evaluated at
maintaining special rules in the form of national subsidies that
reporting year. The demands of the USA on one side and of the
to be bought by Nordzucker in CO2 certificate trading.
regular intervals. Steps are discussed and determined to avoid,
Finland pays its beet farmers (EUR 350 per hectare).
growing economies Brazil, China and India on the other are proving very difficult to reconcile. Presidential elections in the
The third phase of the CO2 emissions trading scheme that has
A final decision on CAP reform will only be taken when the finan-
USA in November 2012 make reaching any agreement in the
been in place in the EU since 2005 begins in 2013. This will entail
limit or transfer exposure to each risk. The progress made in implementing these steps is assessed at every interval.
generating its own electricity and heat, Nordzucker requires
cial framework for the European Union has been defined for the
short-term very unlikely. Negotiations may possibly be resumed
harmonising the application of the directive throughout the EU.
Some risks are transferred to insurance companies. The scope
years 2014 to 2019. A decision on the budget may still drag on
in early 2013.
All certificates for electricity generation will be auctioned. Certifi-
and amount of insurance coverage is reviewed regularly and
into the second half of 2012. This means a decision should not
adjusted as necessary.
be expected before year-end 2012.
cates for heat generation will initially be allocated free of charge If the negotiations are ever brought to a conclusion, this could
on the basis of natural gas. Auctions for these emission permits
mean that the EU would be able to import more duty-free sugar
will be introduced successively. The proportion sold by auction will rise from 20 per cent in 2013 to 70 per cent in 2020.
All operating and strategic decision-making always takes risk
Nordzucker supports the call by national and European sugar
from the world market than hitherto or that the applicable tariffs
aspects into account. Scenario planning is used for example to
industry associations to prolong the sugar market regime until
would be reduced.
examine the effects different market situations would have on
2020. This is also the position of the European Parliament. Security
the company’s business. Over the course of the year the Group
of supply for the European market and the avoidance of extreme
By expanding its refining business and taking wide-ranging steps
list, however. In the industries on this list the additional costs of
reporting and controlling system provides all the responsible
price fluctuations can be achieved by means of a production
to improve efficiency Nordzucker is also preparing for the possible
CO2 certificates could result in production being outsourced to
decision-makers with continuous information on the actual busi-
quota. Quotas and a minimum beet price also give beet farmers
effects of the WTO negotiations.
non-EU countries. Until 2015 these sectors therefore receive all
ness performance.
a sufficient degree of certainty for their planning. This is necessary,
The EU has included the sugar industry in the carbon leakage
certificates for heat generation free of charge.
because price fluctuations on world agricultural markets have a
EU free trade agreements
Internal auditing
strong influence on crop rotation plans. The long-term preserva-
In view of the delays to WTO negotiations, the EU has begun
Emissions trading will represent an increasing financial burden
The internal audit function is a vital part of the internal control
tion of beet cultivation nevertheless remains the basic condition
and in some cases already completed talks with a number of
for the company in future. A major focus of investment is there-
system at Nordzucker AG. Internal auditing examines and evalu-
for competitive sugar production.
countries on free trade agreements. Some of these treaties also
fore on measures to reduce energy consumption and CO2 emis-
provide for import quotas for sugar. The agreements with the
sions at the same time. Furthermore, Nordzucker monitors the
ates the business processes, risk management and internal control systems to ensure they are carried out correctly, are effective
The abolition of the EU sugar market regime could have consid-
Central American and Andean states are to take effect shortly.
market for certificates in order to purchase the necessary allow-
and offer value for money. Once the individual audits have been
erable effects on price structures within the EU sugar market. The
Around 200,000 tonnes of sugar can then be imported into the
ances in good time.
completed, the implementation of the agreed activities is system-
substitution of sugar by isoglucose represents another risk. If quotas
EU from these countries free of customs duties. Free-trade ne-
atically monitored.
are suspended in the market for isoglucose as well, the result could
gotiations with India, Pakistan, Moldavia and Georgia are still
Legal risks
be ruinous competition with sugar. At present it is impossible to
underway. The result of the talks is still open, however.
As reported in prior years, competition authorities are carrying
As well as audits carried out on the basis of annual risk planning
estimate with any degree of accuracy what the effects on market
the internal audit department also carries out ad hoc checks.
supply and competitive structures in the EU market will be.
out investigations into possible breaches of competition law in Negotiations are also taking place with the South American
the sugar industry. Generally speaking, breaches of competition
members of the Mercosur customs union. Bioethanol and sugar
law can give rise to risks for companies in the sugar industry in
In order to prepare as well as possible for any changes in the
volumes of 200,000 tonnes have been under discussion since
the form of fines or claims for compensation by third parties.
legal framework, Nordzucker continues to improve its produc-
2006. The talks have come to a standstill, however, due to stark-
Nordzucker nevertheless still assumes that no adverse effects on
It answers directly to the Chief Executive Officer and reports
tivity and efficiency and is working to secure sources of sugar
ly contrasting positions on imports of goods and services,
the company are to be expected from the proceedings.
regularly to the Executive Board and to the Supervisory Board’s
from non-EU countries. Nordzucker also benefits from alterna-
above all to Brazil.
Audit and Finance Committee.
tive supply channels thanks to its increasing imports and refining
The internal audit department is responsible for the entire Nordzucker Group.
Nordzucker is also subject to various statutory regulations, which
of raw cane sugar. In its core business of sugar from beet,
South Africa is also demanding a duty-free volume of 300,000
can give rise to liability risks. They include in particular the sugar
Political and legal risks
Nordzucker is working with beet farmers to make the sugar
tonnes of sugar in negotiations about an economic partnership
market regime in connection with the relevant provisions of cus-
Sugar market regime
beet even more competitive, for example in the 20 · 20 · 20
agreement to succeed the ACP treaty. To date the EU has ex-
toms and licensing law as well as food and animal feed law. Further
The current sugar market regime forms the operating framework
project. The five-year efficiency improvement programme
cluded sugar from negotiations with South Africa as it is not a
risks can also arise from tax regulations in different countries.
for the sugar industry in the EU up to the end of the marketing
Profitability plus has also delivered savings in all areas of the
developing country.
year 2014/2015 on 30 September 2015. As part of its proposals
company. It focuses on production, purchasing and administra-
to reform the Common Agricultural Policy (CAP), the European
tion. Other important internal activities include the harmonisa-
Depending on the form these free-trade agreements and WTO
Sugar
Commission has suggested ending the quota regime for sugar.
tion and optimisation of business processes and the integration
rules finally take, considerable quantities of sugar may in some cases
Changes in consumers’ eating habits can reduce demand for
It is planned to expire on 30 September 2015. This would mean
of the Group’s IT environment. These will help Nordzucker to
qualify for import to the EU with no or very low customs duties.
sugar. Consumers’ dietary patterns are the subject of intense
Market risks
60
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
| 61
Opportunities and risks
public debate. Consumption in Europa has so far been very sta-
In order to secure raw sugar for refining, Nordzucker has signed
machinery in a factory is examined closely and serviced or re-
business is seasonal, Nordzucker’s liquidity requirement varies
ble, however. Analysts are not expecting global sugar consump-
a letter of intent with Wilmar Sugar Pte. Ltd. for the purchase
placed as necessary in the phase between two campaigns. Nor-
considerably over the course of the year; the volume of the harvest
tion to fall, but rather to increase.
of raw cane sugar. This cooperation agreement will enable
dzucker has also taken out production downtime insurance to
has a substantial effect on the capital required.
Nordzucker to use Wilmar’s global trading network to ensure
reduce its exposure further.
Since the reform of the sugar market regime in 2006, fluctuations
The finance department regularly estimates the short and medium-
its customers’ long-term supplies.
in the world market price have impacted markets in the EU. To
Environment
term liquidity requirement on the basis of current expectations.
cover its supply, the EU is dependent on imports from world
Energy prices
The production of sugar has an impact on the environment. It in-
This is then covered mainly from the syndicated loan which 14
markets. If world market prices are high, the incentive for ACP
The tense situation on raw materials markets poses considerable
cludes emissions, waste, wastewater and smells. The Nordzucker
banks have made available to the company until 2016.
countries and LDCs to export their sugar to the EU is low. If world
challenges for Nordzucker. Fuel oil in particular has become much
factories have also been certified in terms of their environmental
market prices fall, on the other hand, imports could increase,
more expensive as a result of higher crude oil prices and the
impact according to applicable national regulations.
which could lead to EU market prices also coming under pressure.
weak euro. The uncertainty in the Middle East and the market
This could diminish Nordzucker’s profitability considerably.
speculation make it very difficult to forecast future price
This includes certification in line with the environmental man-
The necessary funds were raised by arranging a new syndicated
developments.
agement system DIN EN ISO 14001, EU Environmental Audit reg-
loan of EUR 715.5 million on much more favourable terms. Part
ulation (EC) 761/2001 (EMAS II).
of this loan is available as a repayment loan, part as a working
The steps described above to import raw cane sugar and increase
The original syndicated loan of EUR 1.360 billion taken out for the Nordic Sugar acquisition was repaid in full on 17 June 2011.
capital line and the rest as a guarantee line. As of the reporting
the company’s efficiency also contribute to making it more resilient
One focus of our investing activities is therefore the reduction
in situations such as these. Revenue in the EU is also much more
of our energy consumption. The use of modern, energy-saving
Product safety
date of 29 February 2012, EUR 410.0 million of the loan was un-
stable than on world markets, as annual contracts and sometimes
technologies to dry animal feed is an important step, for instance.
For Nordzucker as a food producer, product safety is absolutely
used. The loan agreement runs until 17 June 2016.
even multi-year contracts are signed.
In addition, the company hedges some of its exposure to energy
central. In the opinion of management, the syndicated loan and the
and currency prices in order to limit the influence of short-term Securing raw materials
volatility on its business results.
Regular audits and certifications are carried out in order to satisfy
existing cash balances cover the company’s capital requirement.
internal standards and all statutory requirements and norms. All sites
From a current perspective, its cash reserves and unused lines of
decision whether to plant sugar beet or other crops depends to
Operating risks
comply with DIN EN ISO 9001 and the product safety standards
credit enable Nordzucker to meet its payment obligations at all
a large extent on relative price levels for different crops and on
Longer campaigns
DIN EN ISO 22000 in conjunction with PAS 220 (FSSC 22000). As a
times. The guarantee line provided by the syndicate banks allows
the yield that can be obtained regionally. If other arable crops
The length of the campaign has been increased gradually in our
result of different local requirements some sites are also certified
the company to carry on its day-to-day business.
are very attractive, this also puts considerable price pressure on
factories to raise productivity. A campaign now lasts for an aver-
under the following standards and norms: occupational health and
beet deliveries.
age of 120 days. This means that the production phase generally
safety management system OHSAS 18001, energy management
As part of the syndicated loan Nordzucker has undertaken to
continues into January. Longer campaigns entail two risks. One
system DIN EN ISO 16001/DIN EN ISO 50001, e nvironmental
adhere to the agreed covenants (financial ratios). The banks are
To secure its beet volumes, Nordzucker has already signed sup-
is that the onset of winter weather can severely hamper harvest-
management system DIN EN ISO 14001, EU e co-management
entitled to terminate the lending agreement if the covenants
ply contracts with beet farmers for the financial year 2012/2013.
ing, logistics and processing. The other is that longer campaigns
and audit scheme (EC) 761/2001 (EMAS II), German biofuels sus-
are breached.
The company buys some of its industrial beet on one-year con-
make production downtime more likely.
tainability bylaw (Biokraft-NachV – the transposition of Directive
For farmers, sugar beet competes with other arable crops. The
2009/28/EC to promote the use of energy from renewable sources),
On the basis of existing corporate planning for the Group, the
Nordzucker has therefore taken wide-ranging precautions both
IFS standards (International Food Standard for food retailing),
company assumes that the terms of the loan agreement will be met in subsequent years as well.
tracts and some on multi-year contracts. All contracts offer attractive terms compared with alternative crops.
in the field and in the factory to minimise these risks. They include
Council Regulation (EC) No. 834/2007 on organic production
For the existing multi-year industrial beet contracts the company
covering beet clamps with a sheet of fleece to protect the beet
and labelling of organic products, Commission Regulation (EC)
has agreed on a number of different pricing models. Farmers
from frost. Unloading in the beet yard now uses almost no water,
No. 889/2008 on the implementation of the aforementioned
The Group is not directly dependent on individual lenders.
can choose between fixed beet prices and indexing the price
which makes it easier to process damaged beet.
Regulation (EC) No. 834/2007, and the standards GMP B2 and
Nordzucker has a conservative investment policy regarding
Q&S for quality control in raw materials for animal feed.
the investment of its cash reserves. Cash is primarily invested
for industrial beet to prices for wheat and rapeseed.
in money market products from first-class European banks.
New production processes help us to deal better with extreme One vital element of securing raw materials in the years ahead
changes in weather conditions and beet which has begun to thaw
Former sites
is the 20 · 20 · 20 programme to increase yields. Nordzucker has
or decompose. One example is the optimisation of juice purification,
Risks can come to light when former sites are sold. This relates
Increasing interest rate and exchange rate volatility gives rise to
set itself the Group-wide target of achieving a sugar yield of
which is vital for processing even badly damaged beet.
to regulatory or environmental restrictions on use which may
operating risks for Nordzucker. Higher interest rates could result in
reduce sales proceeds. Nordzucker AG reviews these risks on
considerable expenses for the company. Nordzucker purchases stand-
a regular basis.
ard financial instruments on the banking market to limit these risks.
20 tonnes per hectare with 20 per cent of farmers in 2020. This programme is very important for safeguarding the relative at-
Longer campaigns increase the risk of production downtime. In
tractiveness of sugar beet compared with other arable crops,
some regions the beet flows can be diverted to alternative sites,
especially given the volatility of agricultural markets. To reach
but this also leads to longer campaigns and much greater logis-
Financial risks
Financial derivatives are principally used to hedge interest rate
this target Nordzucker is working closely with farmers, agricul-
tical expense. Risk-oriented maintenance has been introduced
The main risk in this area is the liquidity risk. A shortage of cash
and exchange rate risks for existing transactions. As of 29 February
tural associations and other companies in the value chain.
to reduce the risk of production downtime. All the essential
represents a direct danger to the company’s existence. As its
2012 Nordzucker had currency hedges with a total volume of
62
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
| 63
Opportunities and risks Supplementary report Forecast
EUR 55.9 million. The existing currency hedges generally run for
Forecast
less than one year and match the maturity profile of the hedged
Interest expenses will decline as debt is paid down quickly. This
net income will be higher than in the reporting year. The com-
financial scope will be necessary in order to seize future oppor-
pany’s earnings and profitability in subsequent years depend to
transactions. As of the end of the financial year interest rate hedges
The financial year 2011/2012 was exceptional in many respects:
tunities for profitable growth. Capital expenditure will remain
a great extent on developments in the market environment. If
for financial liabilities were in place for EUR 196.6 million. They
crop failures in major exporting countries such as Brazil and India
below depreciation and amortisation but still be higher than in
prices stabilised at current levels, the Group would again earn
served solely as protection against a rise in interest rates on money
led to a reduced supply of sugar and subsequently to much higher
prior years due to additional rationalisation projects.
a profit at least on par with the reporting year in 2013/2014.
markets (EURIBOR).
world market prices. After a slight delay this was followed by a
Nordzucker is in a good position to emerge strengthened from
steep rise in sugar prices in the EU as well. Nordzucker reaped
Altogether the last two years’ strong earnings performance is
IT risks
the profit of these high prices in all regions. Supplies of sugar are
expected to continue in 2012/2013, and we are assuming that
Unauthorised access to the IT systems can cause considerable
now rising again on the world market, and in the EU, too, more
damage. Regular reviews of access rights and a comprehensive
sugar than the previous year was produced in the 2011/2012
new access concept introduced with the new version of SAP have
campaign. In the sugar marketing year 2011/2012 and probably
Braunschweig, Germany 20 April 2012
limited these risks.
2012/2013 as well, stock levels are therefore likely to rise.
The Executive Board
Technical failures in the SAP system or local servers could severely
From a current perspective the assumption for 2012/2013 is that
hinder or shut down current operations at Nordzucker. The com-
prices will initially stabilise at around their current high level. If
pany prepares for this kind of disruption by making regular data
prices remain so volatile, the risks increase sharply thereafter and
backups and maintaining redundant systems as well as with emer-
forecasting becomes very difficult.
future developments on sugar markets.
gency plans for restarting the systems. Continual internal IT security checks at the individual sites combined with the centralised
Last year’s good harvest means that revenues for the current
activities ensure an acceptable level of security.
financial year are expected to exceed those for 2011/2012.
Axel Aumüller
Hartwig Fuchs
Mats Liljestam
However, in the medium term, revenue depends on uncertain developments in supplies and pricing. The aim for the years
Supplementary report
ahead is to stabilise and boost sales volumes following the particularly good harvest in 2011/2012. This will entail the
In view of the rise in average prices tracked by the EU price re-
successive expansion of the import business. Dr Michael Noth
porting system to over EUR 700 per tonne, the European Commission decided on 12 April 2012 to approve another 250,000
Another vital factor behind the exceptionally strong earnings
tonnes of non-quota sugar and 13,000 tonnes of non-quota
in 2011/2012 was the profitable and polished last campaign,
isoglucose for the European market. A reduced surplus levy of
which incurred virtually no additional expenses, despite the
EUR 211 per tonne of sugar was set for these volumes. The first
record quantities of beet processed. We expect campaigns to
deadline for applications is 2 May 2012; applications may be
return to a normal level in the years ahead.
made for up to 50,000 tonnes per company and application date. If the volume is not taken up in full at the first deadline,
The programme launched in early 2010 to boost efficiency has
further application dates are 23 May, 6 June and 20 June 2012.
already resulted in substantial cost savings in the last two years.
Three tenders were also opened for imports of world market
By systematically implementing these steps Nordzucker is also
sugar. On 2 May, 23 May and 6 June 2012 all qualifying parties
preparing for more difficult market conditions. In future, it will only
can enter a bid for the customs duty to be paid on import sugar.
be possible to make up for some of the higher costs for e nergy,
The maximum amount that each applicant can apply for in each
raw materials and personnel by means of savings, however.
tender is 45,000 tonnes.
Dr Niels Pörksen
64
| 65
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Consolidated income statement Statement of comprehensive income Consolidated cash flow statement
Consolidated financial statements Nordzucker AG Consolidated income statement
Consolidated cash flow statement
Nordzucker AG, Braunschweig, Germany, for the period from March 1, 2011 to February 29, 2012
Nordzucker AG, Braunschweig, Germany, for the period from March 1, 2011 to February 29, 2012
Revenues
Further details in Note
1/3/2011 - 29/2/2012 TEUR
1/3/2010 - 28/2/2011   TEUR
5
2,018,017
1,815,340
261,834
119,718
Increase (previous year decrease) in finished goods and work in progress Own work capitalised Total revenues
1,816
3,132
2,281,667
1,698,754
Other operating income
6
42,477
40,816
Cost of materials and services
7
1,500,803
1,040,979
Personnel expenses
8
188,682
191,301
Depreciation of property, plant and equipment, amortisation and impairment of intangible assets
9
106,945 1,538
405
10
214,232
224,495
315,020
188,335
Appreciation of intangible assets and property, plant and equipment Other operating expenses Operating result (EBIT) Net interest a) Interest income and similar income
11
b) Interest expenses and similar expenses Net income/loss from investments a) Net income/loss from associated companies and joint ventures accounted for under the equity method
12
b) Other net income from investments Other net financial income/loss a) Other financial income
13
b) Other financial expenses Net financial income/loss Earnings before taxes Income taxes Result shutdown/sale of operations Consolidated net income Consolidated net income attributable to minority interests Consolidated net income attributable to shareholders of the parent company
14
3,806
94,865
2,992
38,472
50,099
-34,666
-47,107
76
-2,000
3,471
1,981
3,547
-19
12,342
19,978
9,955
31,326
2,387
-11,348
-28,732
-58,474
286,288
129,861
77,997
39,247
0
0
208,291
90,614
4,348
3,532
203,943
87,082
208,291
90,614
Currency conversion for foreign operations
-1,484
32,232
Net result of cash flow hedges
-2,587
4,830
Income taxes Other net income/loss after taxes Total net income/loss after taxes Attributable to: Shareholders of the parent company Minority shareholders
Earnings before taxes
770
-1,605
-1,817
3,225
204,990
126,071
200,642
122,544
4,348
3,527
1/3/2010 - 28/2/2011
EUR m
EUR m
286.3
129.9
Interest and similar income
-3.8
-2.9
Interest and similar expenses
38.5
50.1
Net depreciation, amortisation and impairment on non-current assets
105.4
94.5
Changes in non-current provisions
4.8
-17.9
Other non-cash expenses
3.5
2.0
Net loss/income from associated companies
0.0
-2.0
-261.8
119.7
Changes in current provisions
15.0
18.8
Proceeds on disposal of non-current assets
-1.8
-1.0
Changes in inventories, trade receivables and other assets not attributable to investing or financing activities
-96.9
21.6
Changes in trade payables and other liabilities not attributable to investing or financing activities
215.7
-43.8
Changes in finished goods and work in progress
Interest received in the financial year Interest paid in the financial year Taxes paid in the financial year Cash flow from operating activities Proceeds on disposal of property, plant and equipment Payments for investments in property, plant and equipment Proceeds on disposal of intangible assets
3.8
2.9
-23.8
-43.9
-63.1
-14.7
221.8
313.3
7.1
5.0
-56.4
-52.6
0.1
0.2
-7.6
-3.6
Proceeds on disposal of financial assets
0.0
4.6
Payments for investments in financial assets
0.0
0.0
Proceeds from the sale of consolidated companies and other business units
0.9
84.1
Payments for investments in intangible assets
Payments for the acquisition of consolidated companies and other business units Cash flow for investing activities Payments to shareholders (dividends) Proceeds from borrowing Loan repayments Cash flow from financing activities Changes in cash and cash equivalents
Statement of comprehensive income Consolidated net income
1/3/2011 - 29/2/2012
-73.7
0.0
-129.6
37.7
-24.9
-1.4
88.3
140.6
-198.1
-554.1
-134.7
-414.9
-42.5
-63.9
Cash and cash equivalents at the beginning of the period
50.3
113.9
Additions through mergers/other changes
-0.4
0.3
Cash and cash equivalents at the end of the period
7.4
50.3
66
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Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Consolidated balance sheet
Consolidated balance sheet as of February 29, 2012, Nordzucker AG, Braunschweig, Germany Assets
Further details in Note
29/2/2012 TEUR
28/2/2011 TEUR
Non-current assets
Shareholders’ equity and liabilities Shareholders’ equity
Further details in Note
29/2/2012 TEUR
28/2/2011 TEUR
26
Fixed assets Intangible assets
15
174,066
179,897
Subscribed capital
26.1
123,651
123,651
Property, plant and equipment
16
861,059
906,056
Capital reserves
26.2
127,035
127,035
Investment property
18
6,785
8,516
Retained earnings
26.3
653,603
471,569
Other comprehensive income
26.4
51,682
54,983
955,971
777,238
Financial investments Shares in associated companies and joint ventures accounted for under the equity method
19.1
3,593
3,838
19.2
20,428
20,477
Other financial investments
19
24,021
24,315
1,065,931
1,118,784
Receivables and other assets Financial assets
23
7
32
Other assets
24
1,369
1,530
1,376
1,562
Deferred taxes
14
11,883
5,383
1,079,190
1,125,729
Current assets Inventories
Equity attributable to shareholders of the parent company Minority interests
26.5
44,451
40,836
Work in progress
43,373
17,981
810,414
533,205
898,238
592,022
Finished goods and merchandise
Receivables and other assets
41,497 818,735
134,117
Non-current provisions and liabilities Provisions for pensions and similar obligations
27
134,727
Other provisions
28
23,415
19,218
Financial liabilities
29
88,473
275,892
Liabilities towards related parties
31
5,500
5,500
Other financial liabilities
32
1,181
1,447
Other liabilities
33
20,985
23,763
Deferred taxes
14
20
Raw materials, consumables and supplies
43,260 999,231
153,917
160,015
428,198
619,952
5,281
5,277
Current provisions and liabilities Provisions for pensions and similar obligations
27
Other provisions
28
68,059
53,051
Financial liabilities
29
167,852
87,880
Current income tax liabilities
14
60,000
27,444
Trade receivables from external companies
21
194,423
155,897
Receivables from related parties
22
233
28
Trade payables
30
455,122
215,187
Forderungen aus laufenden Steuern vom Einkommen und vom Ertrag
14
5,084
39
Liabilities towards related parties
31
11,498
12,313
Finanzielle Vermögenswerte
23
13,185
21,061
Other financial liabilities
32
15,900
87,457
Other current assets
24
61,971
35,730
Other liabilities
33
50,456
54,325
274,896
212,755
834,168
542,934
0
0
2,261,597
1,981,621
Cash and cash equivalents Assets held for sale
25
7,406
50,289
1,180,540
855,066
1,867
826
1,182,407
855,892
2,261,597
1,981,621
Liabilities from discontinued operations
34
68
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Notes to the consolidated financial statements for the financial year 2011/2012 for Nordzucker AG, Braunschweig, Germany
Consolidated statement of changes in shareholders’ equity Nordzucker AG, Braunschweig, Germany
As of 1/3/2010
Subscribed capital
Capital reserves
TEUR
TEUR
123,651
127,035
Consolidated net income
Equity attributable to Other shareholders Retained comprehensive of the parent earnings income company TEUR
384,294
TEUR
19,521
TEUR
654,501
General remarks Minority interests
Total equity
TEUR
TEUR
89,498
743,999
87,082
0
87,082
3,532
90,614
0
0
0
35,462
35,462
-5
35,457
Total net income / loss after taxes
0
0
87,082
35,462
122,544
3,527
126,071
0
0
0
-1,367
-1,367
193
-50,161
-49,968
777,238
41,497
818,735
Others As of 28/2/2011 As of 1/3/2011
193 123,651 123,651
127,035 127,035
471,569 471,569
54,983 54,983
777,238
41,497
1. Accounting principles
ends once the parent company no longer exercises control.
The consolidated financial statements as of 29 February 2012
same reporting period as the financial statements for the parent
for Nordzucker AG (Küchenstrasse 9, 38100 Braunschweig) have
company using uniform accounting methods. All intra-Group
been prepared in accordance with Sec. 315a HGB (German
balances, transactions, unrealised gains and losses from intra-
Commercial Code) in accordance with the International Financial
Group transactions and dividends are eliminated in full.
Other net income/loss Total net income / loss after taxes
0 0
0 0
Dividend payment Others As of 29/2/2012
national Financial Standards Board (IASB) as applicable in the
Losses from a subsidiary are attributed to non-controlling inter-
European Union and with supplementary provisions of German
ests even if this results in a negative net carrying amount. A
commercial law. The financial statements comply fully with IFRS
change in the equity interest in a subsidiary that does not result
and give a true and fair view of the net assets, financial and earn-
in a loss of control is accounted for as an equity transaction.
ings position of Nordzucker AG and its consolidated subsidiaries, associated companies and joint ventures (hereinafter known as
Principles of consolidation up to 1 January 2010
“Nordzucker Group” or “Group”).
Some of the standards mentioned above were applied prospectively. The following items were dealt with on the basis of the
818,735
127,035
previous principles of consolidation:
203,943
0
203,943
4,348
208,291
pared using the historic cost convention. This does not apply
0
-3,301
-3,301
0
-3,301
to the derivative financial instruments or the available-for-sale
The purchase of non-controlling interests was accounted for be-
financial instruments, which are measured at fair value.
fore 1 January 2010 using the parent-entity extension method. This
203,943
-3,301
200,642
4,348
204,990
-22,219
0
-22,219
-2,691
-24,910
311 123,651
The financial statements of the subsidiaries are prepared for the
Reporting Standards (IFRS) adopted and published by the Inter
The consolidated financial statements have generally been preConsolidated net income
Subsidiaries are fully consolidated from the acquisition date, i.e. the date on which the Group obtains control. Consolidation
Other net income/loss
Dividend payment
| 69
653,604
51,682
311
106
416
955,972
43,260
999,231
entails the recognition as goodwill of the difference between the Individual line items of the income statement and the balance
purchase price and the carrying amount of the pro rata interest in
sheet have been aggregated to improve readability. These items
the net assets.
are listed in the notes. The income statement has been classified according to the total cost method.
Losses were attributed to non-controlling interests until their carrying amount was reduced to zero. Additional losses were
The consolidated financial statements have been prepared in
attributed to the parent company except in cases in which the
Euros. Unless otherwise stated all amounts are given in thousands
non-controlling interests had undertaken to make good the
of Euros (EUR ‘000).
losses. The attribution of losses incurred before 1 January 2010 between the non-controlling interests and the shareholders of
The consolidated financial statements will be approved by the
the parent company was not revoked.
Executive Board of Nordzucker AG on 24 May 2012 for presentation to the Supervisory Board.
In the event of a loss of control, the Group recognised the remaining interest at the amount of the corresponding share of net assets at the time control was lost. The carrying amount of these
2. Consolidation
investments was not adjusted as of 1 January 2010.
2.1. Principles of consolidation
2.2. Business combinations and goodwill
Principles of consolidation from 1 January 2010
Business combinations from 1 March 2010
The consolidated financial statements of the Nordzucker Group
Business combinations are presented using the purchase
include the domestic and foreign subsidiaries in which Nordzucker
method. The acquisition costs of a business combination are
AG has direct or indirect control of financial and operating
defined as the total consideration paid, measured at fair value as
policy.
of the acquisition date and the non-controlling interests in the acquired entity. For every business combination the purchaser measures the non-controlling interests in the acquired entity either at fair value or at their pro rata share of the identified net
70
| 71
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
assets of the acquired entity. Costs incurred in the course of
the difference between the sale price and the net assets plus
The list of investments is filed electronically with the operator of
companies are not recognised unless there is an obligation to
the business combination are recognised in profit and loss and
accumulated foreign exchange differences and goodwill without
the electronic German Federal Gazette (Elektronischer Bunde-
provide further capital.
shown under administrative expenses.
impairment is recognised in profit and loss.
sanzeiger). 2.4. Conversion of financial statements
If the Group acquires an entity it determines the appropriate
Business combinations before 1 March 2010
All the companies included in the consolidated financial state-
classification and designation of the financial assets and liabilities
The method used previously for accounting for business com-
ments have the 29 February 2012 as their reporting date.
assumed in accordance with the terms of the contract, economic
binations applied the following principles instead of those de-
circumstances and the conditions at the acquisition date. This also
scribed above:
in foreign currencies Assets and liabilities of subsidiaries whose functional currency is not the Euro are converted at the exchange rate applicable
Associated companies and joint ventures are accounted for in the
on the balance sheet date. Items in the income statement
consolidated financial statements under the equity method. Associ-
are converted at the weighted average rate for the relevant
Business combinations were presented using the purchase meth-
ated companies are defined as companies in which the Nordzucker
year. Equity components of subsidiaries are converted at the
For business combinations in stages the fair value of the equity
od. Transaction costs directly attributable to the business combi-
Group can exercise a significant influence over financial and oper-
historical rate for the date first recognised. Exchange differenc-
interest held by the purchaser in the acquired entity is measured
nation were part of the acquisition costs. Non-controlling interests
ating policy. A company is defined as a joint venture if an agree-
es arising from the conversion are recognised as equalisation
as of each acquisition date and the resulting gain or loss is recog-
(previously known as minority interests) were measured at their
ment exists between the partners on joint management of the
amounts within other comprehensive income or in non-con-
nised in the income statement.
pro rata share in the identifiable net assets of the acquired entity.
economic activities of the company. In applying the equity meth-
trolling interests.
includes separating embedded derivatives from their host contract.
od, the IFRS financial statements of these companies are used. The agreed contingent consideration is recognised at fair value as
For business combinations achieved in stages the individual ac-
Losses from associated companies which exceed the carrying
The rates for the conversion of key financial statements in for-
of the acquisition date. Subsequent changes in the fair value of a
quisitions were accounted for separately. The acquisition of an
amount or other non-current receivables from financing these
eign currencies into Euros have changed as follows:
contingent consideration that constitutes an asset or a liability are
additional interest did not affect the goodwill from a previous
recognised either in the income statement or in other compre-
acquisition. Foreign currency
hensive income in accordance with IAS 39. Contingent consideration that is classified as equity is not revalued and its subsequent
If the Group acquired an entity, the embedded derivatives ac-
settlement is accounted for within equity.
counted for separately from the host contract by the acquired
for EUR 1.00
entity were only revalued at the acquisition date if the business
Polish Zloty (PLN)
Goodwill is initially recognised at cost, which is defined as the
combination led to a change in the terms of the contract result-
Hungarian Forint (HUF)
excess of total consideration transferred and the amount of any
ing in significantly different cash flows to those that would other-
Danish Crown (DKK)
wise have resulted from the contract.
Swedish Crown (SEK)
non-controlling interest over the identifiable assets acquired and the liabilities assumed. If this consideration is below the fair value of the net assets of the subsidiary the difference is recognised in
A contingent consideration was only recognised if the Group had
the income statement.
a current obligation, if an outflow of resources embodying eco-
Average rate
2011/2012
2010/2011
Spot rate
29/2/2012
28/2/2011
4.18113
3.9909
4.12120
3.9647
283.62660
275.7080
288.7100
270.6600
7.44754
7.4495
7.43560
7.4562
9.02575
9.3433
8.80880
8.8459
Norwegian Crown (NOK)
7.75952
7.9529
7.44050
7.7651
Lithuanian Litas (LTL)
3.45280
3.4528
3.45280
3.4552
nomic benefits was more likely than not and if a reliable estimate Following initial recognition goodwill is measured at cost less any
was possible. Subsequent adjustments to the contingent consid-
accumulated impairment losses. For the purposes of impairment
eration were recognised as part of goodwill.
testing, the goodwill acquired in a business combination is allo-
3. Explanation of accounting methods
cated to the cash-generating units or groups of cash-generating
2.3. Group of consolidated companies
units which benefit from the synergies of the business combina-
The consolidated companies in the Nordzucker Group are as
tion as of the acquisition date. This applies irrespective of whether
follows:
Dividends are recognised in profit and loss when the legal entitlement is vested.
3.1. Recognition of income and expense
other assets or liabilities of the acquiring company are assigned
Revenues are recognised when the goods or services are deliv-
3.2. Intangible assets
to those units or groups of units. Each unit or group of units to
ered if the amount of revenue can be estimated reliably and the
Internally generated intangible assets are recognised at the
flow of economic benefit is probable. Revenues are reduced by
costs arising in the development phase after technical and eco-
sales discounts.
nomic feasibility has been determined and up to completion.
which the goodwill is allocated represents the lowest level within the entity at which the goodwill is monitored for internal man-
Group of consolidated companies 29/2/2012
agement purposes. If goodwill has been allocated to a cash-generating unit (group of cash-generating units) and the entity disposes of an operation within that unit, the goodwill associated with the operation disposed of shall be included in the carrying amount of the operation when determining the gain or loss on disposal. The value of the goodwill disposed of is measured on the basis of the relative values of the operation disposed of and the portion of the cashgenerating unit retained. If a cash-generating unit is disposed of,
Fully consolidated companies Domestic Foreign
28/2/2011
4
4
18
24
Foreign
utable to the development phase.
as of the date they arise. Separately acquired intangible assets are recognised at cost. Interest is recognised as an expense or as income in the period in
Companies accounted for under the equity method Domestic
Capitalised production costs consist of the costs directly attribOperating expenses are recognised when the service is used or
2 2
which it arises. The Group only capitalises interest expense aris-
Internally generated and separately acquired intangible assets
2
ing in connection with the purchase or production of certain as-
which have a finite useful life are amortised from the time the as-
1
sets if they are qualifying assets.
set is available for use on a straight-line basis over the expected useful life of the asset as follows:
72
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Intangible assets Useful life
in years
Production quotas acquired against payment
As a rule, depreciation begins when the asset is made ready for
3.6. Investment subsidies and grants
revaluation surplus is corrected for the amount of the impairment
operation. Production-related technical plant and machinery only
Claims for investment subsidies and grants are recognised from
and the resulting amount recognised in profit and loss.
used during the campaign are depreciated for the full year.
the time the Nordzucker Group is sufficiently certain that they
9
ERP licences
20
Other software
3–15
| 73
will be granted and that the conditions for receiving them will
If the fair value of financial instruments cannot be measured or
For assets under finance leases where the transfer of title to Group
be met. Grants and subsidies for purchasing assets are carried as
derived using appropriate valuation methods, they are carried at
companies at the end of the lease term is sufficiently certain, sched-
liabilities and reversed through profit and loss over the useful
amortised cost. For cash and other current primary financial in-
uled depreciation takes place over the useful life of the assets.
life of the subsidised assets.
struments, fair value is equivalent to the carrying amount on each balance date.
Useful lives are reviewed regularly to ensure they are appropriate.
Investment subsidies and public grants for the purchase or pro-
If necessary they are adjusted accordingly.
duction of items of property, plant and equipment are accounted
The Nordzucker Group does not recognise emissions rights
Assets held to maturity are carried at amortised cost using the
for by recognising an item of deferred income under other liabili-
received free of charge. The Nordzucker Group recognises the
effective interest method. An impairment loss is recognised on
ties. The deferred income item is then reversed through profit
corresponding obligations at cost if the emissions rights held
these assets if the recoverable amount using the effective interest
and loss over the useful life of the subsidised asset.
by the Group are not sufficient.
originally determined is below the carrying amount.
3.4. Investment property
3.8. Financial instruments
In the financial year, no financial assets were reclassified from
Properties classified by the Nordzucker Group as available for let
The Nordzucker Group accounts for financial instruments in
being available for sale to being held to maturity. Available-for-sale
3.3. Property, plant and equipment
to third parties are carried at historical cost in accordance with
accordance with IAS 39. All purchases or disposals of financial
financial instruments carried at fair value were also not reclassified
Items of property, plant and equipment are recognised at cost
the classification option defined in IAS 40. These properties are
assets within the Group are recognised on acquisition, i.e. as
as being held at amortised cost. Reclassifications in the opposite
and depreciated on a straight-line basis over their expected
depreciated on a straight-line basis over a useful life of 20–60
of the settlement date, irrespective of their classification.
direction were also not applicable for Nordzucker Group.
useful lives. The costs of internally generated items of property,
years. Financial assets and financial liabilities are initially recognised at
Nordzucker Group also made no disposals of financial assets
fair value. The transaction costs directly attributable to the acqui-
without derecognising them, either in the reporting period or
sition are also recognised and amortised over the duration for
in the previous year.
Goodwill is not subject to amortisation (see Note 2.2 above).
3.7. Emissions rights
Gains or losses on the disposal of intangible non-current assets are recognised under other operating income or expenses.
plant and equipment include all direct costs as well as all indirect costs incurred in connection with the production process. Borrowing costs are capitalised when the internally generated
3.5. Impairment of intangible assets and property, plant and equipment
items of property, plant and equipment constitute qualifying
The Group assesses at each reporting date whether there is any
all financial liabilities which are not subsequently measured at fair
assets. Gains or losses on the disposal of non-current assets are
indication that non-financial assets may be impaired. If any such
value through profit and loss. The fair values carried in the bal-
Nordzucker Group carries out regular impairment tests on financial
recognised in other operating income or expenses.
indication exists or if an annual impairment test is required for
ance sheet are normally equivalent to the market prices of the
assets held in the balance sheet in the categories loans and recei-
an asset, the Group estimates the recoverable amount for the
financial instruments. If these are not directly available from an
vables, available for sale and held to maturity. These are based on
respective asset (“impairment test”).
active market, measurement is made using the discounted cash
past experience and individual risk assessments. The risk assess-
Rented or leased assets which are economically owned by Group
flow method (DCF method), i.e. based on expected future cash
ments include criteria such as severe financial difficulties of the
sent value of the rental or lease payments and fair value of the
Impairment losses are recognised for intangible assets and items
flows using the reference interest rates applicable at the balance
issuer or debtor, breach of contract, concessions made to debt-
leased asset. They are depreciated on a straight-line basis. The
of property, plant and equipment if due to particular events the
sheet date.
ors for economic or legal reasons in connection with the debtor’s
present value of payment obligations for future rental and lease
carrying amount of the asset is no longer covered by the antici-
payments is recognised as a liability.
pated proceeds of disposal or the discounted net cash flows
IAS 39 stipulates that financial instruments are to be classified as
insolvency. Other criteria are the disappearance of an active market
from its continued use. If the recoverable amount cannot be
loans and receivables (L&R), available for sale (AFS), held to maturity
for the asset in question or observable data which indicates a
Depreciation takes place on a uniform basis for the Group over
measured for individual assets because the cash flows depend
(HTM), held for trading (HFT), fair value option (FVO) or financial
measurable reduction in expected future cash flows from a group
the following useful lives:
on other assets, the cash flow is determined for the next higher
liabilities measured at amortised cost (FLAC).
of financial assets since their initial recognition.
such a cash flow can be determined. The cash flows of the report-
Nordzucker Group has not used the option of designating finan-
Further information on financial instruments is given in Note 36.
ing units are discounted at a rate which reflects current market
cial assets or financial liabilities upon initial recognition as at fair value through profit and loss (FVO).
companies (finance leases) are capitalised at the lower of the pre-
financial difficulties and an increased probability of the debtor’s
group of assets (reporting unit, cash-generating unit) for which Property, plant and equipment Useful life Buildings Technical plant and machinery Railway track Vehicles
in years
assessments of the time value of money and the specific risks of
20 –60
the asset. An impairment loss is recognised when the present
4 – 60
value of the cash flows is less than the carrying amount of the
The Group measures financial assets and liabilities classified as
with IAS 39 according to type and purpose and classified either
non-current and net current assets of the reporting unit.
held for trading at fair value. Changes in fair value are recognised
as available for sale or as held to maturity.
70 4– 15
3.9. Financial investments and securities Other financial investments and securities are categorised in line
in profit and loss. 3.10. Assets held for sale
25
An assessment is made as of each reporting date whether there
3–25
is any indication that an impairment recognised in prior periods
Available for sale financial instruments are initially recognised at
Non-current assets are classified as held for sale if the disposal
may no longer exist or may have decreased. Impairment losses
fair value. The result of subsequent measurement at fair value is
of the asset within the next 12 months is highly probable. This
are reversed if the value in use has increased in subsequent peri-
recognised without effect on profit and loss in other comprehen-
classification is only made when the asset is available for sale in
Useful lives are reviewed regularly to ensure they are appropriate.
ods. The increased carrying amount of an asset attributable to
sive income, having accounted for the effects of tax. When the
its present condition and the marketing of the asset has already
If necessary they are adjusted accordingly.
a reversal of an impairment loss shall not exceed the carrying
financial asset is sold, the accumulated results of measurement
begun. Assets held for sale are carried at the lower of amortised
amount that would have been determined (net of amortisation
changes recognised in equity are reversed and the realised gain
cost and fair value less costs to sell. No further depreciation or
or depreciation) had no impairment loss been recognised for
or loss is recognised in profit and loss. If the asset is impaired, the
amortisation is recognised for assets from the time they are clas-
Trailers and rolling stock Other operating and office equipment
the asset in prior years.
74
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
| 75
sified as held for sale. If no sale has taken place within twelve
3.13. Cash and cash equivalents
the IFRS financial statements, and for tax loss carry-forwards.
When closing hedging transactions, Nordzucker Group classifies
months, the assets concerned are reclassified to the relevant
Cash and cash equivalents include bank balances and cash in
Deferred taxes are measured on the basis of the fiscal legislation
interest rate derivatives solely as cash flow hedges for hedge ac-
balance sheet items and the necessary depreciation or amortisa-
hand. Carrying amounts are equal to fair value.
enacted at the end of each financial year for the financial years
counting purposes. Furthermore, the Group uses derivatives not
in which the differences are expected to reverse or in which it
designated exclusively as such to hedge exchange rate and market risks.
tion is made good. 3.14. Pension provisions
is likely that tax loss carry-forwards will be used. Deferred tax
3.11. Inventories
Provisions for pension obligations are determined in line with
assets for tax loss carry-forwards are only recognised if it is suffi-
Inventories are recognised at cost.
IAS 19 using the projected unit credit method and taking future
ciently likely that they will be realised in the near future.
3.19. Foreign currency transactions Purchases and sales in foreign currencies are converted at the
developments in salaries and pensions into account. The measCosts are determined using weighted averages. Costs include all
urement of the pension obligations is made on the basis of
Deferred tax assets and liabilities are netted out if the conditions
exchange rate applicable at the time of the transaction. Assets
direct costs attributable to producing the asset as well as indirect
actuarial opinions and includes the assets available to cover
for doing so are met.
and liabilities in foreign currencies are translated into the func-
costs attributable to production.
these obligations (plan assets). The present value of defined benefit obligations is determined by discounting the estimated
tional currency at the exchange rate on the reporting date. For3.18. Derivative financial instruments and hedge accounting
eign currency gains and losses resulting from the conversion are recognised in profit and loss.
Measurement of inventories at the reporting date is made at the
future cash outflows. The discount rate is based on the rate paid
lower of cost and net realisable value. Net realisable value is the
by high-quality corporate bonds which match the underlying
Due to the nature of its business, the Nordzucker Group is ex-
estimated selling price less estimated costs to sell.
pension obligations in terms of currency and maturity.
posed to interest rate, exchange rate and other market risks.
3.20. Use of estimates
Derivative financial instruments are used as a means of manag-
Preparing the consolidated financial statements in line with IFRS
ing these risks.
requires the use of estimates and assumptions which affect the
The net realisable value of work in progress is inferred from the
If the actuarial gains and losses resulting from changes in the ac-
net realisable value of finished goods and services less the out-
tuarial parameters exceed 10 per cent of the greater of the pen-
standing costs of completion.
sion obligations and plan assets at the beginning of the financial
As a rule, derivative financial instruments are recognised at fair
gent liabilities as of the reporting date and the recognition of in-
year, the amount exceeding the 10 per cent threshold is recog-
value. The fair value of derivatives can be both positive and nega-
come and expenses. In particular, key estimates and assumptions
Semi-finished goods from production processes are measured us-
nised through profit and loss for the remaining term of service
tive. If a market value is not available, fair value is determined
have been made in defining uniform periods of depreciation and
ing their respective full cost approach. Indirect costs are allocated
of the entitled staff (corridor method).
using net present value and option pricing models. The input
amortisation for the Group, the amount of write-downs on receiv-
parameters for these models are the relevant market prices and
ables and the actuarial parameters for measuring pension provisions.
according to production volume and the amount of production
carrying amounts of assets and liabilities, the disclosure of contin-
work carried out in-house. If the recognised amounts for finished
Service cost and realised actuarial gains and losses are recognised
interest rates observed on the balance sheet date as derived from
For deferred tax assets, the main estimates relate to the taxable
products and goods are higher than fair value as of the reporting
in personnel expenses. The interest component of pension ex-
recognised sources.
profits that will be generated in future. Other significant estimates
date, the inventories are written down to net realisable value.
penses and the expected income from plan assets is disclosed as part of net financial income/loss.
Sugar stocks from internal production disclosed under finished
have been made in performing the impairment test in accordance Changes in the fair value of derivative financial instruments are
with IAS 36 concerning the determination of cash flows in the
recognised in equity without effect on profit or loss (for cash flow
forecast period and the selection of a suitable capitalisation rate.
products are recognised at cost, unless they are recognised at
3.15. Other provisions
hedges) or with effect on profit or loss (for fair value hedges) if they
The actual amounts may vary from the amounts derived from the
lower net realisable value in view of sales opportunities. Costs in-
Other provisions include all identifiable legal and constructive
form part of an effective hedging relationship (hedge accounting).
estimates and assumptions. We refer to the corresponding notes
clude production costs, indirect costs attributable to the produc-
obligations of the Group towards third parties if their settlement
The principles of hedge accounting are intended to capture as
to the consolidated balance sheet for the carrying amounts of
tion department and straight-line depreciation for wear and tear.
is probable and the amount can be reliably estimated. Provi-
much as possible the offsetting effects on profit or loss of changes
balance sheet items affected by significant estimates.
The production costs of quota sugar also include the factory por-
sions are recognised in line with IAS 37 as the best estimate of
in the fair values of the hedging instrument and the hedged item.
tion of the production levy of EUR 6.00 per tonne.
the amount required to settle the obligation. Non-current provi-
In addition to documentation on the hedging relationship IAS 39
sions are recognised as the present value of the amount re-
requires that the hedge be shown to be highly effective in order
Borrowing costs are not included in costs as the Group’s prod-
quired to settle the obligation, discounted using appropriate
for hedge accounting to be applied. The effectiveness of the hedge
ucts are not qualifying assets.
market interest rates.
is demonstrated by its ability to achieve offsetting changes to alterations in the hedged item’s fair value in the case of fair value
The present financial statements for the financial year 2011/2012
An impairment loss for inventories is reversed if the reasons for
Provisions for restructuring are only recognised if the planned
hedges or to cash flows attributable to the hedged risk in the case
have been prepared on the basis of the uniform application of
recognising the loss no longer exist.
measures have been developed in sufficient detail as of the re-
of cash flow hedges.
and in compliance with all International Financial Reporting Stan-
porting date and if the measures have been announced. 3.12. Receivables and other assets
4. Recently published IASB accounting regulations
dards (IFRS) applicable in the European Union as of the reporting Changes in the fair value of derivatives used to hedge future cash
date 29 February 2012. Nordzucker does not apply standards al-
Trade receivables and other assets are initially recognised at fair
3.16. Liabilities
flows (cash flow hedges) and which are considered effective are
ready published and interpretations by the International Financial
value plus transaction costs. Subsequent recognition is at amor-
Liabilities are recognised initially at fair value including transac-
recognised directly in other comprehensive income after ac-
Reporting Interpretations Committee (IFRIC) for which application
tised cost. For current financial assets in the loans and receivables
tion costs and any premiums and discounts. Subsequent recog-
counting for tax effects. The amounts recognised in other com-
is not yet mandatory for the reporting year.
category, fair value is approximately equal to the carrying
nition is at amortised cost using the effective interest method.
prehensive income are derecognised when the hedged item is recognised in the balance sheet or in profit and loss.
amount. 3.17. Deferred taxes
The accounting methods applied are the same as those applied the previous year, with the exception of the following new and
Default risks are recognised by appropriate write-downs based
Deferred taxes are recognised for future tax assets and liabilities
Derivatives which despite their effect as economic hedges do not
on past experience and individual assessments of risk.
resulting from temporary differences between the value of as-
fulfil the criteria of IAS 39 for recognition as hedging instruments
sets and liabilities for tax purposes and their carrying amount in
are classified as held for trading and carried at fair value through profit and loss.
revised standards and interpretations.
76
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
4.1 Mandatory application of new and amended
4.2 IFRS endorsed by the EU as of 29 February 2012 but
standards in the reporting year:
not mandatorily applicable in the reporting year:
| 77
IFRS 10 Consolidated Financial Statements: IFRS 10 was pub-
to simplify the standard. It introduces the (rebuttable) presump-
lished in May 2011 and is applicable for the first time in the finan-
tion that for the purpose of measuring deferred tax on investment
Amendment to IAS 24 – Related Party Disclosures: The revised
The following new and amended standards and interpretations
cial year beginning on or after 1 January 2013. The new standard
property measured at fair value, the recovery of the carrying
standard IAS 24 was published in November 2009 and is appli-
have already been endorsed by the EU but were not applied in
replaces the provisions of IAS 27 Consolidated and Separate Finan-
amount will normally be through sale. A sale should always be
cable for the first time in the financial year 2011/2012. This al-
the reporting year as their application was not mandatory:
cial Statements on consolidated accounting and the interpretation
assumed for items of property, plant and equipment not subject
SIC-12 Consolidation – Special Purpose Entities. IFRS 10 defines a
to wear and tear that are measured using the revaluation model.
ters the definition of related parties and also releases state-controlled entities from the obligation to disclose transactions with
Amendment to IFRS 7 – Disclosures on the Transfer of Financial
uniform concept of control, which is applied to all companies
the state and with other entities controlled by this same state.
Assets: The amendment to IAS 7 was published in October 2010
including special purpose entities.
The standard is to be applied retrospectively.
and is applicable for the first time in the financial year beginning
IAS 19 Employee Benefits (revised 2011): The revised standard IAS 19 was published in June 2011 and is applicable for the first
on or after 1 July 2011. The amendment defines extensive new
IFRS 11 Joint Arrangements: IFRS 11 was published in May 2011
time in the financial year beginning on or after 1 January 2013.
Amendment to IFRIC 14 – Prepayments of Minimum Funding
qualitative and quantitative disclosures on transfers of financial as-
and is applicable for the first time in the financial year beginning
The alterations range from fundamental changes such as to the
Requirements: The amendment to IFRIC 14 was published in
sets that have not been derecognised and on the continuing in-
on or after 1 January 2013. The standard replaces IAS 31 Interests
calculation of forecast returns on plan assets and the elimination
November 2009 and is applicable for the first time in the financial
volvement in transferred financial assets as of the reporting date.
in Joint Ventures and the interpretation SIC-13 Jointly Controlled
of the corridor method, which served to smooth volatility result-
Entities – Non-monetary Contributions by Venturers. IFRS 11 abolish-
ing from pension obligations over time, to simple clarifications and rewording.
year 2011/2012. The application of IFRIC Interpretation 14 published in July 2007 that was intended to limit a defined benefit
The early application of the amendment would have had no
es the previous option of accounting for joint ventures using the
asset to its realisable value had unintended consequences for
significant effect on the presentation of the Group’s net assets,
proportional consolidation method. In future they are only to be
companies in some countries. The amendment is intended to
financial and earnings position, as the circumstances referred to
consolidated using the equity method.
allow companies to recognise prepayments of a minimum fund-
do not exist.
ing requirement as an asset.
Nordzucker had previously used the corridor method in the course of accounting for pension provisions. The elimination of
IFRS 12 Disclosure of Interests in Other Entities: IFRS 12 was
this accounting option means that in future pension obligations
4.3 IFRS still to be endorsed by the EU:
published in May 2011 and is applicable for the first time in the
will be recognised at their present value less the value of plan
IFRIC 19 – Extinguishing Financial Liabilities with Equity Instru-
The following new and amended standards and interpretations
financial year beginning on or after 1 January 2013. The standard
assets at the end of the financial year.
ments: The IFRIC Interpretation 19 was published in November
are still to be endorsed by the EU and have not been applied in
defines uniform rules for mandatory disclosures in the area of
2009 and is applicable for the first time in the financial year
advance:
consolidated accounting and consolidates the disclosures on sub-
IAS 27 Separate Financial Statements (revised 2011): The revised
sidiaries that were previously governed by IAS 27, the disclosures
standard IAS 27 was published in May 2011 and is applicable for
2011/2012. This interpretation makes it clear that if equity instruments are issued to a creditor for the purpose of extinguishing
IFRS 9 Financial Instruments: Classification and Measurement:
on joint ventures and associated companies previously defined in
the first time in the financial year beginning on or after 1 January
a financial liability, the equity instrument is to be treated as con-
The first part of Phase I for the preparation of IFRS 9 Financial Inst-
IAS 31 and IAS 28 respectively and those for structured entities.
2013. Following the adoption of IFRS 10 and IFRS 12, the scope of
sideration paid for the liability. The equity instruments are meas-
ruments was published in November 2009. The standard includes
ured either at fair value or at the fair value of the liability extin-
new rules on classifying and measuring financial assets. It pro-
IFRS 13 Fair Value Measurement: IFRS 13 was published in May
guished, depending on which can be determined more reliably.
vides for debt instruments to be accounted for either at amor-
2011 and is applicable for the first time in the financial year
Any difference between the carrying amount of the financial lia-
tised cost or at fair value through profit or loss, depending on
beginning on or after 1 January 2013. The standard provides
IAS 28 Investments in Associates and Joint Ventures (revised
bility extinguished and the fair value of the equity instruments
their characteristics and the business model. Equity instruments
guidelines for fair value measurement and defines comprehensive
2011): The revised standard IAS 28 was published in May 2011
issued is recognised in the profit or loss for the period.
must always be carried at fair value. Fluctuations in the value of
quantitative and qualitative disclosures for fair value measure-
and is applicable for the first time in the financial year beginning
IAS 27 is limited to accounting for subsidiaries, joint ventures and associated companies in separate financial statements.
equity instruments may be recognised in other comprehensive
ment. However, the standard does not cover the question of
on or after 1 January 2013. Following the adoption of IFRS 11
Improvements to IFRS 2010: On 19 February 2011 the IASB pub-
income, however, subject to an option specific to the individual
when assets or liabilities may or must be measured at fair value.
and IFRS 12, the scope of IAS 28 has been extended to cover the
lished a collection of improvements to amend various IFRS. The
instruments that can be exercised when the financial instrument
IFRS 13 defines fair value as the price that would be received to
application of the equity method to joint ventures as well as to
amendments are applicable for the first time in the financial year
is recognised. In this case, only certain dividend income from the
sell an asset or paid to transfer a liability in an orderly transaction
associated companies.
2011/2012. They concern the following standards:
equity instruments is recognised in profit or loss. An exception is
between market participants at the measurement date. Amendment to IAS 32 and IFRS 7 – Offsetting Financial Assets
made for financial assets held for trading, which must be measIFRS 1 First-time Adoption of IFRS
ured at fair value through profit or loss. The IASB completed the
Amendment to IAS 1 – Presentation of Components of Other
and Financial Liabilities: The amendment to IAS 32 and IFRS 7
●
IFRS 3 Business Combinations
second part of phase 1 of the project in October 2010. This add-
Comprehensive Income: The amendment to IAS 1 was published
was published in December 2011 and is applicable for the first
●
IFRS 7 Financial Instruments: Disclosures
ed provisions on financial liabilities to the standard and retains
in June 2011 and is applicable for the first time in the financial
time in the financial year beginning on or after 1 January 2013.
●
IAS 1
the existing rules on classification and measurement of financial li-
year beginning on or after 1 July 2012. The amendment to IAS 1
The amendment is intended to remove existing inconsistencies
●
IAS 27 Consolidated and Separate Financial Statements
abilities with the following exceptions: effects of changes in the
relates to the presentation of components of other comprehen-
by extending the application guidelines. The existing basic rules
●
IAS 34 Interim Financial Reporting
entity’s own credit rating on financial liabilities classified as at fair
sive income. Components which are intended to be reclassified
on offsetting financial instruments are maintained, however. The
●
IFRIC 13 Customer Loyalty Programmes
value through profit or loss must be recognised without effect on
into profit or loss in future (“recycled”) must be presented sepa-
amendment also defines additional disclosures.
profit or loss and derivative liabilities on unquoted equity instru-
rately from those components that will remain in equity.
●
Presentation of Financial Statements
Apart from the effects caused by the revision of IAS 19 and de-
The application of the new and amended standards described in
ments may no longer be held at cost. IFRS 9 is applicable for the
this section had no significant effect on the presentation of the
first time in the financial year beginning on or after 1 January
Amendment to IAS 12 – Deferred Tax: Recovery of Underlying As-
scribed above, the application of the amendments in this section
Group’s net assets, financial and earnings position, as the circum-
2015.
sets: The amendment to IAS 12 was published in December 2010
is not expected to have any significant effect on the presentation
and is applicable for the first time in the financial year beginning
of the Group’s net assets, financial and earnings position.
stances referred to did not exist.
on or after 1 January 2012. The amendment to IAS 12 is intended
78
Notes to the consolidated income statement
7. Cost of materials and services
The change in the number of employees in Central Europe is due end of the previous financial year. The workforce in Northern and
The cost of materials and services is made up as follows:
ganisational structure of the Group.
Cost of materials and services TEUR
Revenues 1/3/2011 -29/2/2012
1/3/2010 -28/2/2011
1,392,187
1,282,964
625,830
532,376
2,018,017
1,815,340
Other
Cost of raw materials, consumables and supplies and of purchased merchandise
1/3/2011 -29/2/2012
1,417,629
971,014
83,174
69,966
1,500,803
1,040,980
Cost of purchased services Cost of materials and services
1/3/2010 -28/2/2011
Central Europe
940,840
864,896
Northern Europe
800,762
715,086
Northern Europe
276,415
235,358
2,018,017
8. Personnel expenses
Depreciation, amortisation and impairment are made up as follows:
11,755
6. Other operating income
Expenses for defined benefit plans
1,845
1,779
Other operating income is made up as follows:
Expenses for defined contribution plans Personnel expenses
5,737
5,369
188,682
191,300
Other operating income
Proceeds from disposal of non-current assets Reversals of write-downs (or write-backs) on receivables Income from the reversal of provisions Insurance and other compensation for damages
1/3/2010 -28/2/2011
6,212
8,948
8,939
38,472
50,099
-34,666
-47,106
3,806
1,043
2
467
13,597
7,062
3,455
8,173
1,032
1,317
Rental and leasing income
1,598
1,708
Other interest and similar expenses mainly consists of accrued
with IAS 36 if the recoverable amount for an asset is lower than
interest on non-current liabilities.
the carrying amount, whereby the recoverable amount is defined as the higher of net realisable value and value in use.
bioethanol activities.
2,167
3,917
Miscellaneous operating income
16,820
17,129
Other operating income
42,477
40,816
10. Other operating expenses
Other operating expenses
1/3/2011 -29/2/2012
1/3/2010 -28/2/2011
Central Europe
1,211
1,357
Northern Europe (including Ireland)
1,521
1,588
548
563
Eastern Europe Average number of employees
3,280
3,508
Research and development expenses Expenses for leasing, rent, land leases and other hire costs Administrative expenses Other taxes
1/3/2011 -29/2/2012
1/3/2010 -28/2/2011
76
-2,000
Net income/loss from other investments
3,471
1,981
Net income/loss from investments
3,547
-19
Net income/loss from associated companies
In 2011/2012 and in the previous year the average number of
TEUR
Net income/loss from investments is made up as follows:
TEUR
Other operating expenses are made up as follows:
Cost of sales
12. Net income/loss from investments
Net income/loss from investments
nised in net financial income/loss.
Average number of employees
financial instruments not held at fair value through profit and loss.
and intangible assets with finite useful lives are recognised in line
late to Group expenses for defined benefit and defined contribu-
employees in the Group was as follows:
Net interest includes interest income and interest expense from
Impairment losses on items of property, plant and equipment
write-downs on non-current assets for the Nordzucker Group’s
defined benefit obligations relating to pension expenses is recog-
Net interest
Further details can be found in Note 36.
tion pension plans and similar obligations. The interest portion of
Income from the reversal of investment subsidies, grants and other receivables Foreign exchange gains
Depreciation, amortisation and impairment
The impairment losses in the reporting year stem primarily from Expenses for defined benefit and defined contribution plans re-
2,993
5,972
1/3/2010 -28/2/2011
94,865
11,037
3,806
Other interest and similar expenses
1/3/2011 -29/2/2012
106,945
Social security contributions and other social expenses
1,759
TEUR
6,465
172,397
156
2,637
34,948
21,236
170,063
Other interest and similar income
23,552
Personnel expenses
Wages and salaries
1,078
3
Interest expense on pension provisions (net)
88,400
1/3/2010 -28/2/2011
1,166
Income from securities and loans
Interest and similar expenses Interest expense on bank balances
85,709
1/3/2011 -29/2/2012
1/3/2010 -28/2/2011
epreciation, amortisation D and impairment
Impairment of intangible assets and property, plant and equipment
TEUR
1/3/2011 -29/2/2012
Interest and similar income Interest income on bank balances
Personnel expenses are made up as follows:
Miscellaneous revenues include sales of merchandise, bioethanol
1/3/2011 -29/2/2012
TEUR
Depreciation and amortisation of intangible assets and property, plant and equipment
1,815,340
and other products such as animal feed.
Net interest
9. Depreciation, amortisation and impairmen t
Regions
TEUR
Net interest is made up as follows:
Eastern Europe was reduced in the course of optimising the or-
Revenues are made up as follows:
Sugar revenues from own production
11. Net interest
in particular to the deconsolidation of the HĂźbner Group at the
5. Revenues
TEUR
| 79
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
1/3/2011 -29/2/2012
1/3/2010 -28/2/2011
112,888
107,664
3,340
4,006
5,161
9,252
53,965
55,254
3,799
3,860
Foreign currency gains and the foreign currency losses disclosed
Foreign exchange losses
6,467
3,973
under other operating expenses are mainly due to the movement
Miscellaneous expenses
28,612
40,486
of the relevant national currencies against the Euro.
Other operating expenses
214,232
224,495
Additional information on the earnings contributions of financial instruments can be found in Note 36.
80
13. Other net financial income/expense
payable if the tax rate for the parent company Nordzucker AG of 29.00 per cent (previous year: 29,00per cent) were applied
fects from financing arrangements and net gains/losses on futures
to the consolidated net income under IFRS before taxes and
transactions and derivatives.
minority interests can be reconciled with the income taxes in
14. Income taxes
trade tax, corporation tax, solidarity surcharge and the equiva-
Group tax rate in %
lent foreign income taxes.
Expected tax expense
Income tax expense is made up by origin as follows:
Differences due to different foreign and domestic tax rates Change in Group tax rate
TEUR
45,333
18,553
Non-capitalised deferred tax assets on tax loss carry-forwards
1/3/2010 -28/2/2011
286,288
129,861
29.00
29.00
83,024
37,660
-10,649
-3,464
-738
0
167
12,366
0
0
1
8,423
134,532
3,708
137,203
61
323
1
54
Inventories
3,593
9,631
1,650
8,518
Receivables and other assets
2,438
1,082
748
-379
Pension provisions
4,784
-508
5,948
-960
Other provisions
7,188
-2,569
6,080
-1,586
Liabilities to banks
8
264
524
0
Trade payables
0
31
0
0
Other liabilities
5,056
21,313
3,628
26,124
Leasing Deferred taxes on temporary differences
0
738
Deferred tax assets on tax loss carry-forwards
Current taxes for prior years
2,835
408
Gross amount
Deferred taxes for prior years
2,222
1,320
Tax loss carry-forwards used
-611
-27
-1,743
-871
3,220
2,652
44,027
15,811
Tax-free income
34,364
Deferred taxes Deferred domestic taxes
Non-deductible operating expenses for tax purposes
-5,988
1,257
Non-offsettable income tax
301
27
Deferred foreign taxes
-5,375
3,626
Additions/deductions for trade tax
497
435
-11,363
4,883
Other effects
-361
369
77,997
39,247
Tax expense
77,997
39,247
Income taxes
12,067
2
Other property, plant and equipment
89,360
Current foreign taxes
59
Intangible assets
Financial investments
IFRS net profit before income taxes
1/3/2010 -28/2/2011
Deferred tax liabilities
Tax reconciliation
dividual countries and deferred taxes. Income taxes consist of
1/3/2011 -29/2/2012
Deferred tax assets
the income statement as follows:
TEUR
Income taxes
Deferred tax liabilities
TEUR
1/3/2011 -29/2/2012
Current domestic taxes include tax expenses from other periods
28/2/2011
Deferred tax assets
Investment property
Income taxes includes taxes on income paid or owed in the in-
29/2/2012
Deferred taxes
The expected income tax expense which would have been
Other net financial income/expense consists largely of price ef-
Current taxes Current domestic taxes
| 81
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
5
201
8
-84
31,617
176,367
22,462
181,257
2,716
0
4,163
0
34,333
176,367
26,625
181,257
Netting
-22,450
-22,450
-21,242
-21,242
Carrying amount
11,883
153,917
5,383
160,015
Of the total change in deferred taxes recognised in the consoli-
vate partnerships, netting out only takes place at the level
dated balance sheet as of the reporting date, EUR 11,362,000
of Nordzucker AG for corporation tax purposes. Deferred trade
was recognised in profit or loss and EUR 769,000 in equity with-
taxes are netted out at the level of the individual private partner-
out effect on profit or loss.
ships.
Deferred tax assets and liabilities are netted out for each company
The recognition of deferred taxes resulted in the following re-
or taxable entity. To the extent that deferred taxes relate to pri-
statements of balance sheet items with effect on profit and loss:
of EUR 2,946,000 (previous year: EUR 9,000). Abroad, current tax income from other periods came to EUR 111,000 (previous
The corporation tax rate for stock corporations based in Germany
year: tax expense from other periods of EUR 399,000).
is 15 per cent plus 5.5 per cent solidarity surcharge on the corpo-
Deferred taxes
ration tax liability. Deferred domestic taxes include tax expenses from other periods of EUR 1,891,000 (previous year: EUR 2,166,000). For the foreign
Companies based in Germany are also liable for trade tax at a rate
TEUR
companies there was deferred expense from other periods of
determined by multipliers set by the local council.
Intangible assets Investment property
EUR 331,000 (previous year: tax income from other periods of
1/3/2011 – 29/2/2012
Deferred tax assets
1/3/2010 – 28/2/2011
Deferred tax liabilities
Deferred tax assets
Deferred tax liabilities
34
-39
22
-698
6
103
0
-1
1,046
-8,123
2,466
1,901
0
210
608
44
The effects of differences between foreign tax rates and the
Other property, plant and equipment
Group tax rate for Nordzucker AG (29.00 per cent) are shown in
Financial investments
As of the balance sheet date the reimbursement of a corporation
the reconciliation statement under tax rate differences between
Inventories
-2,399
1,655
1,886
-1,505
tax credit gave rise to a non-current tax receivable of EUR
Germany and abroad.
Receivables and other assets
-1,719
1,924
1,603
-1,233
1,089
537
333
-206
-1,223
-865
153
-310
509
270
-1,910
0
EUR 846,000).
Pension provisions
1,153,000 (previous year: EUR 1,318,000) for Nordzucker AG. Deferred tax assets and liabilities result from the capitalisation
Other provisions
203,000) also exists towards the German tax authorities resulting
of tax loss carry-forwards and primarily from temporary valuation
Liabilities to banks
from the obligation to pay taxes on the remaining EK 02 capital
differences between the IFRS financial statements and the financial
Trade payables
0
-147
4
-3
reserves. The distribution of potential dividends to the sharehold-
statements of the individual Group companies for local tax pur-
Other liabilities
-1,470
-4,413
-1,757
-4,955
ers of Nordzucker does not have any income tax consequences
poses for the following items:
Leasing
A non-current tax liability of EUR 194,000 (previous year: EUR
at the level of Nordzucker.
Deferred taxes on temporary differences Deferred tax assets on tax loss carry-forwards Total
3
201
6
-84
-4,124
-8,687
3,414
-7,050
-8,687
11,933
1,448 -2,676
8,519 -7,050
82
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
The deferred tax liabilities include EUR 366,000 (previous year: EUR 1,135,000) for temporary differences from derivatives in cash flow hedges. As these items are not recognised in profit and loss,
Notes to the consolidated
17. Impairment test for intangible assets and items of property, plant and equipment
balance sheet
the corresponding deferred taxes are also recognised directly in
| 83
The fair value of the property is EUR 10,991,000 as of 29 February 2012 (previous year: EUR 13,187,000). Fair value was determined on the basis of internal estimates of market values using comparable properties.
other comprehensive income.
15. Intangible assets
Impairment tests for intangible assets and items of property, plant and equipment are mainly performed on the basis of the values in
No acquisition costs were capitalised retroactively in the financial
With regard to the surplus of deferred tax assets over deferred tax
Changes in the individual items of intangible assets are shown in the
use for cash-generating units. The cash-generating units have been
year 2011/2012 or in the previous year.
liabilities in the balance sheet and the capitalised tax loss carry-
statement of changes in non-current assets.
determined according to the business activities of the Nordzucker
forwards at the level of individual Group companies, the value
Group and taking regional aspects into account.
of the deferred tax assets is considered to be sufficiently certain,
With the exception of goodwill there were no intangible assets with
based on the current earnings situation and/or business planning.
an indefinite useful life in the reporting period. Goodwill of EUR 89
An impairment test was carried out for the goodwill of the Nordic
million comes from the acquisition of the Nordic Sugar Group.
Sugar Group recognised in the consolidated balance sheet (cal-
There were no significant changes in the Nordzucker Group’s
culation of value in use). The cash flows for this cash-generating
financial investments in the reporting period.
Deferred tax assets of EUR 2,716,000 were recognised for domes-
19. Financial investments
tic trade tax loss carry-forwards of EUR 20,517,000 (previous year:
In the financial year 2011/2012 intangible assets purchased for EUR
unit were calculated for the next five years based on financial
EUR 24,792,000). Under current legislation tax losses in Germany
4,252,000 (previous year: EUR 6,110,000) were still in use, although
forecasts. The pre-tax interest rate used to discount the cash flows
19.1. Companies accounted for under the equity method
can be carried forward indefinitely.
they had already been fully amortised.
for this cash-generating unit was around 8.74 per cent (previous
In the financial year associated companies and joint ventures
year: 9.63 per cent). A growth rate of 0 per cent (previous year:
accounted for under the equity method reported a total net prof-
Deferred tax assets of EUR 0 (previous year: EUR 882,000) were
0 per cent) was assumed for the long-term earnings component
it of EUR 152,000 (previous year: EUR -2,467,000), revenues of
recognised for foreign tax loss carry-forwards of EUR 0 (previous
of the discounted cash flow calculation. No impairment charges
EUR 0 (previous year: EUR 289,000), assets of EUR 14,547,000
were necessary for this goodwill.
(previous year: EUR 19,309,000) and liabilities of EUR 9,314,000
year: EUR 4,641,000).
16. Property, plant and equipment
(previous year: EUR 12,097,000) in their financial statements.
We refer to the statement of changes in non-current assets for In the financial year no deferred tax assets were recognised for
the Nordzucker Group for changes in property, plant and
In view of the rising cost of raw materials an impairment test
foreign tax loss carry-forwards of EUR 3,479,000 (previous year:
equipment.
(measurement of the value in use) was performed on the assets
The share of profit/loss from associated companies attributable to
and liabilities assigned to fuel 21 in the reporting year. The cash
the Nordzucker Group in the reporting period was EUR 76,000 (previous year: EUR -1,234,000).
EUR 4,505,000) and domestic trade tax loss carry-forwards of EUR 18,269,000 (previous year: EUR 16,332,000) as no positive taxa-
Assets which fulfil the criteria of IAS 17 for a finance lease are
flows for this cash-generating unit were calculated for the next
ble income is expected in the near future. Furthermore, no de-
mainly a storage reservoir in Stöcken and various lease agree-
five years based on financial forecasts. The pre-tax interest rate
ferred tax assets were recognised for tax loss carry-forwards of
ments for IT equipment.
used to discount the cash flows for this cash-generating unit was
In applying the equity method, losses from an associated compa-
8.41 per cent. A growth rate of 0 per cent (previous year: 0 per
ny that exceed the carrying amount of the investment or other
EUR 297,000 (previous year: EUR 297,000) that arose before the consolidated tax group was formed, as these may not be used
As of 29 February 2012, items of property, plant and equipment
cent) was assumed for the long-term earnings component of the
non-current receivables relating to the financing of the associated
for the duration of the consolidated tax group.
with acquisition and/or production costs of EUR 123,737,000
discounted cash flow calculation. An impairment loss of EUR
company are not recognised as there is no requirement to invest
(previous year: EUR 135,434,000) were in use although they
20,000,000 was recognised on the basis of these financial fore-
further equity.
had already been fully depreciated.
casts. The impairment loss was attributed to items of property,
No deferred taxes were recognised for retained earnings and exchange rate differences of subsidiaries and the resulting tempo-
plant and equipment in proportion to their carrying amounts.
The Nordzucker Group received no dividends in the reporting
rary differences between the net assets of the subsidiaries in the
In the reporting period expenses of EUR 1,816,000 (previous
IFRS consolidated financial statements and the carrying amount of
year: EUR 3,132,000) were capitalised for internally generated
In addition to the impairment tests at the level of the reporting
the interests in the subsidiaries for tax purposes. As of the balance
items of property, plant and equipment.
units, individual items of property, plant and equipment were
19.2. Other financial investments
year.
sheet date the temporary differences for which deferred tax liabil-
written down to their recoverable amount, e.g. in the case of
Available-for-sale financial instruments included in other non-
ities could be recognised came to EUR 170,223,000 (previous
In the financial year 2011/2012 the Nordzucker Group received
factory closures and written back if the reasons for the impair-
current financial assets are carried at fair value at the reporting
year: EUR 108,545,000). If deferred taxes were to be recognised
compensation of EUR 1,522,000 (previous year: EUR 1,483,000)
ment ceased to exist. In the reporting year EUR 1,537,000
date or at amortised cost if fair value cannot be reliably deter-
for these temporary differences, only 5 per cent of the gain on
for the loss or impairment of items of property, plant and equip-
(previous year: EUR 405,000) was written back.
mined by other valuation methods or because there is no active
disposal or of the dividends, plus any foreign withholding tax,
ment from third parties, e.g. insurance companies.
market.
would be relevant for their measurement under German tax law. Net carrying amounts of capitalised leased items are as follows: Finance-Leases TEUR
Technical plant and machinery Other plant, operating and office equipment Finance leases
29/2/2012
28/2/2011
711
1,986
0
34
711
2,020
18. Investment property
The shares in Tereos TTD a.s. are disclosed here, despite a stake
Investment property in the Nordzucker Group mainly consists of
the Group to exercise significant influence over its operating and
flats and land not required for operating purposes.
financial policy.
In the financial year 2011/2012 rental income of EUR 74,000 (pre-
The Nordzucker Group received dividends of EUR 3,763,000 in
vious year: EUR 117,000) was generated, offset by expenses of
the reporting year.
EUR 228,000 (previous year: EUR 279,000). There were also expenses of EUR 11,000 (previous year: EUR 9,000) for which there was no corresponding rental income.
of 35.38 per cent, because the company’s articles do not permit
84
| 85
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Consolidated assets schedule for the previous year (2010/2011) Nordzucker AG, Braunschweig, Germany Cost or fair value
Accumulated depreciation, amortisation and impairment
As of 1/3/2010
Currency effects
Additions
Reclassifications
Disposals
As of 28/2/2011
As of 1/3/2010
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
142,270
2,656
3,204
39
987
147,182
44,170
Carrying amounts
Impairment
Reversals of impairment
Reclassifications
Disposals
As of 28/2/2011
As of 28/2/2011
As of 28/2/2010
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
268
13,447
23
0
13
737
57,184
89,998
98,100
Currency Depreciation, effects amortisation
Intangible assets Purchased rights and licences Internally produced software Goodwill Advance payments made
4,446
0
1
0
0
4,447
3,815
1
164
1
67
0
0
3,912
535
631
129,144
-115
0
0
39,957
89,072
39,993
2
0
0
0
0
39,957
38
89,034
89,151
6
0
340
-16
0
330
0
0
0
0
0
0
0
0
330
6
275,866
2,541
3,545
23
40,944
241,031
87,978
271
13,611
24
67
13
40,694
61,134
179,897
187,888
Property, plant and equipment Land and buildings Technical plant and machinery Other plant, operating and office equipment Advance payments made and plant under construction
Investment property
472,471
6,231
5,147
9,506
12,297
481,058
229,701
407
12,174
3,064
258
-2,027
11,413
231,648
249,410
242,770
1,490,118
13,717
19,732
17,863
49,814
1,491,616
832,216
2,098
58,248
3,334
17
-210
46,585
849,084
642,532
657,902
47,174
344
2,630
296
4,645
45,799
35,251
146
4,329
22
0
197
3,793
36,152
9,647
11,923
9,487
38
25,092
-30,003
0
4,614
147
0
0
0
0
0
0
147
4,467
9,340
2,019,250
20,330
52,601
-2,338
66,756
2,023,087
1,097,315
2,651
74,751
6,420
275
-2,040
61,791
1,117,031
906,056
921,935
12,681
2
0
2,315
430
14,568
4,066
0
34
20
63
2,027
32
6,052
8,516
8,615
2,307,797
22,873
56,146
0
108,130
2,278,686
1,189,359
2,920
88,396
6,464
405
0
102,517
1,184,217
1,094,469
1,118,438
86
| 87
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| Annual Report Nordzucker 2011/2012
Consolidated assets schedule for the previous year 2011/2012 Nordzucker AG, Braunschweig, Germany Cost or fair value
Accumulated depreciation, amortisation and impairment
As of 1/3/2011
Currency effects
Additions
Reclassifications
Disposals
As of 29/2/2012
As of 1/3/2011
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
147,182
-431
7,533
358
1,775
152,867
57,184
Carrying amounts
Impairment
Reversals of impairment
Reclassifications
Disposals
As of 29/2/2012
As of 29/2/2012
As of 28/2/2011
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
TEUR
-232
13,174
358
250
0
1,666
68,568
84,299
89,998
Currency Depreciation, effects amortisation
Intangible assets Purchased rights and licences Internally produced software Goodwill Advance payments made
4,447
-1
0
0
0
4,446
3,912
0
114
0
82
0
0
3,944
502
535
89,072
216
0
0
0
89,288
38
-1
0
0
0
0
0
37
89,251
89,034
330
2
61
-324
55
14
0
0
0
0
0
0
0
0
14
330
241,031
-214
7,594
34
1,830
246,615
61,134
-233
13,288
358
332
0
1,666
72,549
174,066
179,897
Property, plant and equipment Land and buildings Technical plant and machinery Other plant, operating and office equipment Advance payments made and plant under construction
Investment property
481,058
-1,584
1,195
-1,198
18,069
461,402
231,648
421
11,822
1,675
504
-1,430
15,737
227,895
233,507
249,410
1,491,616
-1,254
19,410
22,983
17,831
1,514,924
849,084
757
57,658
19,092
76
-712
16,529
909,274
605,650
642,532
45,799
-307
1,699
2,272
3,108
46,355
36,152
-485
2,904
56
0
991
2,905
36,713
9,642
9,647
4,614
-204
34,104
-26,026
80
12,408
147
1
0
0
0
0
0
148
12,260
4,467
2,023,087
-3,349
56,408
-1,969
39,088
2,035,089
1,117,031
694
72,384
20,823
580
-1,151
35,171
1,174,030
861,059
906,056
14,568
0
2
1,986
4,075
12,481
6,052
-1
37
55
624
1,151
974
5,696
6,785
8,516
2,278,686
-3,563
64,004
51
44,993
2,294,185
1,184,217
460
85,709
21,236
1,536
0
37,811
1,252,275
1,041,910
1,094,469
88
25. Assets held for sale
26.2. Capital reserves
20. Inventories
The receivables from related parties remaining after consolidation
Inventories are made up as follows:
the default risks and the term structure for this category can be
Assets classified in line with IFRS 5 as held for sale relate to the
found in Note 37.
following operations:
The capital reserves have been formed from share premiums
are classified as financial assets and other receivables. Details on
Inventories TEUR
29/2/2012
28/2/2011
28/2/2011
0
700
ing on acquisitions made by the Group before 1 March 2004
Land held for sale
1,867
126
has been offset against reserves. In the IFRS opening balance
Assets held for sale
1,867
826
sheet the balancing item from the conversion of financial state-
43,373
17,981
Seed operations
810,414
533,205
898,238
592,022
Financial assets are made up as follows: Financial assets TEUR
Unfinished goods mainly consist of the thick juice required to pro-
Claims for damages
duce bioethanol.
Positive fair value of derivatives
Inventories of EUR 1,258,000 (previous year: EUR 1,787,000) are carried at net realisable value. Write-downs on inventories
Financial assets
cluded in the consolidated financial statements. Goodwill aris-
ments prepared in foreign currencies was offset against retained 29/2/2012
28/2/2011
711
4,206
Assets of the seed business designated as held for sale comprise
7,695
7,331
the entire business operations, including production facilities, in-
Retained earnings include statutory reserves of 10 per cent of
10
10
ventories, receivables and other assets attributed to the activities
subscribed capital, amounting to EUR 12,365,000 which, in line
4,776
9,546
in question, which were sold in the reporting year.
with statutory regulations (Sec. 150 AktG [German Stock Corpo-
13,192
21,093
Available-for-sale securities Other financial assets
or financial years and the current period by the companies in29/2/2012
40,836
44,451
Retained earnings are made up of the net income earned in pri-
Assets held for sale
23. Financial assets
TEUR
Work in progress Inventories
paid in the course of capital increases by Nordzucker AG. 26.3. Retained earnings
Raw materials, consumables and supplies Finished goods and merchandise
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| Annual Report Nordzucker 2011/2012
earnings.
ration Act]), are not available for distribution to shareholders.
amounted to EUR 2,306,000 (previous year: EUR 4,299,000). Of total financial assets, EUR 7,000 (previous year: EUR 32,000)
21. Trade receivables
are non-current.
Trade receivables are made up as follows:
With the exception of positive fair values of derivatives and
26. Shareholders’ equity
TEUR
Gross trade receivables Write-downs on trade receivables Trade receivables from external companies
29/2/2012
28/2/2011
197,963
159,474
3,540
3,577
194,423
155,897
Other comprehensive income is made up as follows:
Changes in Group shareholders’ equity are shown in the statement of changes in shareholders’ equity.
Trade receivables
26.4. Other comprehensive income
Other comprehensive income 29/2/2012
28/2/2011
Fair value adjustment to derivatives in cash flow hedges
246
2,064
dividend yield for the shareholders on the other. As of 29 February
Currency differences from the consolidation of foreign subsidiaries
51,436
52,920
2012 the equity ratio came to 44 per cent (previous year: 41 per
Other comprehensive income
51,682
54,984
available-for-sale securities, the financial assets have been classi-
Capital management at Nordzucker Group is founded on a strong
fied in the financial assets and other receivables category of finan-
equity base and a sustainable dividend policy in order to secure
cial instruments. Details of the default risks and term structure for
current operations on the one hand and to enable a reasonable
this category can be found in Note 37. Current financial assets are included in the financial investments
cent). The Executive Board will put a proposal at the Annual Gen-
class, which is part of the available-for-sale category, and are all
eral Meeting to distribute a dividend of EUR 1.00 per share (previ-
held at fair value.
ous year: EUR 0.46 per share).
TEUR
As of 28 February 2010 the reserve for fair value adjustments to derivatives in cash flow hedges came to EUR -1,161,000 and
Information on the default risks and the term structure of trade
Nordzucker AG’s Articles of Association do not require any partic-
exchange rate differences from the consolidation of foreign sub-
receivables is given in Note 37. Write-downs on trade receivables
24. Other assets
ular amount of equity. The Executive Board manages the Group
sidiaries recognised in equity to EUR 20,682,000.
Other assets are made up as follows:
market-oriented targets for the company which are measured in
26.5. Non-controlling interests
terms of specific financial indicators. The main financial indicators
Minority interests exist primarily in the following companies:
in the financial year amounted to EUR 905,000 (previous year: EUR 304,000).
with the aim of generating a profit. It does this by means of capital
for the Group are total profitability, return on sales, equity
Other assets
22. Receivables from related parties
TEUR
Receivables from other taxes
Receivables from related parties are made up as follows: Receivables from related parties TEUR
29/2/2012
29/2/2012
28/2/2011
31,510
23,196
Miscellaneous other assets
31,830
14,065
Other assets
63,340
37,261
102
0
Receivables from other related parties
131
28
Receivables from related parties
233
28
26.1. Subscribed capital As of 29 February 2012, subscribed capital (ordinary share capital) remained unchanged at EUR 123,651,328.00 and was divided
28/2/2011
Receivables from associated companies and joint ventures
ratio and return on equity, for which targets have been set.
into 48,301,300 registered common shares. Of total other assets, EUR 1,369,000 (previous year: EUR 1,530,000) are non-current.
The ordinary share capital is fully paid in and, as in the previous year, has a nominal share of subscribed capital of EUR 2.56 per share. As of the reporting date, Nordzucker Holding AG, Braunschweig, Germany, had provided evidence that it held more than 50 per cent of the shares, with 76.23 per cent.
Non-controlling interests 29/2/2012
28/2/2011
Sucros OY
26,924
27,720
AB Nordic Sugar Kèdainiai
14,278
12,107
1,708
1,308
Cukrownia Melno S.A., i.L.
211
218
Other companies
139
144
43,260
41,497
TEUR
Považský cukor a.s.
Non-controlling interests
90
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| Annual Report Nordzucker 2011/2012
27. Pension obligations
28. Other provisions
Provisions for pensions and similar obligations disclosed in the balance sheet changed as follows:
Provisions for pension obligations are made for accrued and current benefits of both currently active and former members of staff
Net pension obligations
of Nordzucker Group and of their surviving dependents.
TEUR
Benefit obligations are structured in line with the legal, fiscal and economic conditions in each country.
Change in present value of pension entitlements Present value of pension entitlements at the beginning of the financial year
Other provisions are made up as follows: 29/2/2012
28/2/2011
Other provisions TEUR
179,250
177,181
As of 1/3/2011
Exchange rate effects
Addition
Utilisation
Reversal
As of 29/2/2012
Recultivation obligations
7,912
-49
348
1,346
250
6,615
Expenses for anniversaries
2,173
-23
249
146
0
2,253
5,201
0
1,297
620
0
5,878 11,113
The Group has both defined contribution plans and defined benefit
Service cost in the financial year
2,058
1,917
Partial early retirement
plans. Pension commitments are based on collective agreements
Interest expense for pensions in the financial year
8,832
9,197
Profit sharing, bonuses and other gratuities
8,904
-32
11,140
7,997
902
and in a few cases on individual agreements with fixed benefit
Early retirement, severance pay
7,328
-61
530
2,856
302
4,639
amounts. The defined benefit plans have commitments both
Pension payments
-10,885
-11,220
Miscellaneous other provisions
40,750
-19
59,894
27,506
12,143
60,976
covered by provisions and funded by plan assets.
Transfers of pension obligations to other companies
-71
0
Other provisions
72,268
-184
73,458
40,471
13,597
91,474
Pension provisions are determined in accordance with IAS 19 on
Effects of curtailments and cancellations of pension plans
-2
-9
8,751
2,927
the basis of actuarial assumptions. The following weighted variables were used in the financial year 2011/2012 and the previous year:
Actuarial gain (-)/loss (+) in the financial year Effects of changes in exchange rates
Parameters of pension obligations
Present value of pension entitlements at the end of the financial year
1/3/2011 -29/2/2012
1/3/2010 -28/2/2011
Discount rate (%)
4.75
5.10
Change in plan assets
Salary increase (%)
2.50
2.00
Pension increase (%)
1.50
1.50
Present value of plan assets for funded pension obligations at the beginning of the financial year Contributions to pension funds/ plan assets Income from plan assets
For domestic companies in the Nordzucker Group the assumptions for life expectancy are taken from the actuarial tables 2005 G by Dr Klaus Heubeck.
Return on plan assets Present value of plan assets for funded pension obligations at the end of the financial year
Expenses of EUR 7,818,000 (previous year: EUR 8,121,000) were
Net pension obligations
incurred in 2011/2012 for defined benefit plans, which are made
Unrealised actuarial gains (+)/ losses (-)
up as follows:
Pension provisions
143
-743
Of total other provisions, EUR 23,415,000 (previous year:
Miscellaneous other provisions were made for bonuses and
EUR 19,218,000) are non-current.
commissions, onerous contracts, outstanding invoices and other anticipated expenses.
188,076
179,250
Provisions for recultivation obligations include the forecast expenses for the demolition of buildings and recultivation of land used for operations as well as demolition obligations at former production sites.
38,223
39,335
152
377
-3,682
-3,713
992
2,224
35,685
38,223
152,391
141,027
-12,383
-1,633
140,008
139,394
29. Financial liabilities Financial liabilities are made up as follows:
The provision for early retirement and severance payments covers the Group’s forecast obligations under existing collective early retirement agreements as part of a redundancy settlement in
Financial liabilities
connection with changes to the sugar market regime that will
TEUR
come into effect in subsequent years. This item also includes
Liabilities to banks
obligations under other individual agreements.
Liabilities from finance leases Financial liabilities
29/2/2012
28/2/2011
255,577
362,890
748
882
256,325
363,772
Expenses for pensions TEUR Service cost Effects of curtailments and cancellations of pension plans Amortisation of unrealised actuarial gains (-) and losses (+) Personnel expenses Interest expense for provisions for pension obligations in the financial year
29/2/2012
28/2/2011
2,058
1,917
-2
-9
The forecast return on pension plan assets is EUR 2,861,000 (pre-
As of 29 February 2012 liabilities to banks have the following
vious year: EUR 2,984,000); the variation based on past experi-
term structure:
ence for the reporting year was EUR -1,868,000 (previous year: EUR -760,000).
-209
0
1,846
1,908
8,832
9,197
Return on plan assets
-2,861
-2,984
Interest expense
5,971
6,213
Expenses for pensions
7,818
8,121
As of 28 February 2010 the present value of pension obligations
Liabilities to banks
TEUR
was EUR 177,181,000 (28 February 2009: EUR 137,657,000; 29
29/2/2012
February 2008: EUR 156,037,000), the present value of plan as-
28/2/2011
Remaining term of up to one year
Remaining term Remaining term of one to five years of more than five years
Total
167,741
81,008
6,828
255,577
87,738
268,804
6,348
362,890
sets was EUR 39,335,000 (28 February 2009: EUR 41,667,000; 29 February 2008: EUR 43,438,000), the unrealised actuarial gains (+) and losses (-) amounted to EUR -2,542,000 (as of 28 February
Interest on bank loans partly depends on certain financial indicators,
also been confirmed for Nordzucker Group companies in the
2009: EUR +10,942,000; 29 February 2008: EUR -7,055,000) and
such as the equity ratio and EBITDA in relation to debt and interest
Âfinancial year.
the pension provisions to EUR 135,304,000 (28 February 2009:
expense. Currently unused non-current and current lines of credit
EUR 106,932,000; 29 February 2008: EUR 105,544,000). No unre-
totalling EUR 409,957,000 (previous year: EUR 502,732,000) have
alised gains or losses were reported on plan assets in this period.
In the financial year Nordzucker did not pledge any financial assets within the meaning of IFRS 7.14 as collateral for financial liabilities.
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| Annual Report Nordzucker 2011/2012
30. Trade payables
Of total other financial liabilities, EUR 1,181,000 (previous year: EUR 1,447,000) are non-current.
Trade payables are made up as follows:
Notes to the consolidated cash flow statement
29/2/2012
28/2/2011
Liabilities towards sugar beet suppliers
326,752
136,615
Other trade payables
128,370
78,571
Trade payables
455,122
215,186
TEUR
Nordic Sugar Group and were settled in March 2011.
34. Components of cash and cash equivalents
With the exception of derivatives, the other financial liabilities are
The components of cash and cash equivalents are the same as in
classified as other financial liabilities and liabilities towards related
the balance sheet.
measurement categories defined in IAS 39 and listed under Note 3.8 – results from changes in fair value, write-downs, write-backs other earnings components from financial instruments not held at fair value through profit and loss. Net interest includes interest income of EUR 1,826,000 (previous year: EUR 2,302,000) and interest expense of EUR 30,289,000
parties. The negative fair values of derivatives are carried in the derivatives class of financial instruments.
Net income from financial instruments – classified under the
and disposals. Also included are interest income and expense and
The purchase price liabilities resulted from the acquisition of the Trade payables
| 93
No cash or cash equivalents disclosed in the consolidated cash
(previous year: EUR 41,468,000) from financial instruments not
flow statement was used for bank guarantees or escrow payments
measured at fair value through profit and loss.
for warranties. In the reporting period there was no interest income from im-
33. Other liabilities
31. Liabilities towards related parties
paired financial assets.
Other liabilities are made up as follows:
35. Non-cash transactions
Liabilities towards related parties are made up as follows:
TEUR
No significant non-cash transactions took place for financing and
Other liabilities
Liabilities towards related parties 29/2/2012
Liabilities towards associated companies and joint ventures
28/2/2011
5,500
7,223
Liabilities towards other related parties
11,498
10,590
Liabilities towards related parties
16,998
17,813
TEUR
Outstanding social security contributions Investment grants, subsidies and other support payments Deferrals Advance payments received for orders Miscellaneous other liabilities
EUR 5,500,000 of the item (previous year: EUR 5,500,000) is noncurrent.
Other liabilities
investing purposes in the reporting year and the previous year. 29/2/2012
28/2/2011
19,700
20,357
16,897
17,810
5,452
8,800
222
305
29,170
30,815
71,441
78,087
Liabilities towards related parties have been classified under other
Of total other liabilities, EUR 20,985,000 (previous year: EUR
financial liabilities and liabilities towards related parties.
23,762,000) are non-current.
37. Risk management 37.1. General remarks Nordzucker has a comprehensive system in place throughout
Other disclosures
the company for the early identification and permanent monitoring of risk as well as for risk measurement and limitation. The integrated risk management system is used to identify risks and
36. Other disclosures on financial instruments
the appropriate steps fully and to include them in operational
Financial instruments are defined as contracts that give rise to a
permanently as part of risk management, whereby appropriate
financial asset for one entity and a financial liability or equity in-
steps are developed and implemented. Operating and strategic
strument for the counterparty.
decision-making always takes risk aspects into account. The
and strategic planning. Potential risks such as default and credit risks, liquidity, exchange rate and interest rate risks are assessed
Group-wide reporting and controlling system ensures that all In this context, financial assets include cash and cash equivalents,
the responsible decision makers are continually informed.
contractual rights to receive cash or other financial assets such Liabilities from investment grants, subsidies and other support
as trade receivables, derivative financial instruments and equity
By the nature of its business Nordzucker Group is exposed to de-
32. Other financial liabilities
payments derive from public subsidies in connection with the
instruments of another company. Financial liabilities include con-
fault and credit risks, liquidity and exchange rate risks and interest
purchase or production of subsidised property, plant and equip-
tractual obligations to deliver cash or other financial assets. These
rate risks. These are controlled by means of suitable risk manage-
Other financial liabilities are made up as follows:
ment. They are reversed through profit and loss over the useful
include borrowing, current loans, trade payables and derivatives.
ment processes. Nordzucker Group uses derivative financial instruments to hedge against interest and exchange rate fluctua-
life of the subsidised assets. Other financial liabilities TEUR
29/2/2012
28/2/2011
0
73,614
Negative fair value of derivatives
13,002
9,402
Miscellaneous financial liabilities
4,079
5,888
Purchase price liabilities
Other financial liabilities
17,081
88,904
The following presentation provides information about the carry-
tions and to hedge costs of raw materials. The use of these deriv-
Miscellaneous other liabilities mainly consist of liabilities towards
ing amounts of the individual measurement categories. It also
atives is governed by Group guidelines and restricted to the
staff for outstanding wages and salaries as well as unused holiday
shows the fair value for each class of financial instrument. The
hedging of existing transactions or those which are sufficiently
entitlement.
presentation enables a comparison between carrying amounts
likely to take place. The guidelines define the individuals respon-
and fair values.
sible, the limits and reporting and stipulate a strict separation between trading and clearing. This transparent and functional man-
For cash and other current primary financial instruments, i.e. trade
ner of organising risk management processes applies to all types
receivables, financial assets, derivative financial instruments, and
of risk.
other receivables and liabilities, the fair value and the carrying amount on each balance sheet date are the same.
37.2. Default risk Credit or default risk is the risk that business partners do not
Nordzucker Group does not make use of the fair value option. As
meet their contractual payment obligations, causing Nordzucker
of the balance sheet date there are also no financial instruments
Group to suffer a loss as a result. As part of credit risk manage-
in the category “held to maturity”.
ment, business partners are subject to a credit scoring in order to reduce credit risk. Identifiable default risks are accounted for
94
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| Annual Report Nordzucker 2011/2012
Term to maturity
by write-downs, whereby the risk of default on receivables is in
In the reporting period there were no financial assets which
part limited by trade credit insurance.
would have become overdue and/or impaired had the contrac tual terms not been renegotiated.
Nordzucker Group does not see itself as exposed to a significant credit risk from any individual counterparty. As the customer
For the portion of the receivables portfolio which has neither
structure for the Nordzucker Group is diverse there is only a limit-
been written down nor is overdue there is no indication as of the
ed concentration of credit risk. There is therefore no special mon-
reporting date that Nordzucker Group’s debtors will not fulfil
itoring and management on the basis of specific risk categories to
their payment obligations.
avoid a concentration of risk.
As of 29/2/2012
Carrying amount
Gross inflow/ outflow
Term to maturity up to one year
Term to maturity from one to 5 years
Term to maturity more than 5 years
Financial liabilities
256,325
-265,666
172,998
84,871
7,797
Trade payables
455,122
-455,122
455,122
0
0
TEUR
Other financial liabilities and liabilities towards related parties
21,077
-21,077
15,577
5,500
0
Derivative financial liabilities
13,002
-13,002
13,002
0
0
Derivative financial assets
The following table shows total carrying amounts, the carrying
Total
7,695
7,695
7,695
0
0
753,221
-747,172
664,394
90,371
7,797
The maximum default risk is equal to the carrying amounts for the
amounts for financial assets which are neither overdue nor im-
individual categories of financial assets, less all write-downs, and
paired and the term structure of financial assets which are not
As of 28/2/2011
irrespective of any agreements to reduce risk. (See overview of
impaired but overdue, for the relevant classes of financial instru-
Financial liabilities
363,772
-386,051
88,467
289,143
8,441
classes and categories of financial instruments.)
ments:
Trade payables
215,186
-215,186
215,186
0
0
97,315
-97,315
91,815
5,500
0
Derivative financial liabilities
9,402
-9,402
9,402
0
0
Derivative financial assets
7,361
7,361
4,893
2,468
0
693,036
-700,593
409,763
297,111
8,441
Not written-down as of the reporting date and overdue as follows:
Term structure of financial assets
TEUR
As of 29/2/2012 Financial investments
Total carrying amount
Neither writtendown nor overdue as of the reporting date
20,439
20,439
Less than Between 31 30 days and 60 days 0
0
Between Between 61 and 90 91 and 180 days days 0
Other financial liabilities and liabilities towards related parties
Total More than 181 days
0
0
The term to maturity analysis includes all instruments held for
Foreign currency positions in Danish Crowns, Lithuanian Litas
which payments have been contractually agreed as of the report-
and Estonian Crowns are only exposed to an insignificant ex-
ing date. Forecast payments on expected future liabilities are not
change rate risk as these states are part of the European Union’s
included. Floating-rate interest payments on financial instruments
exchange rate mechanism. The exchange rate risk from foreign
are determined using the last interest rates set before the balance
currency positions in US Dollars is also insignificant as the
As of 28/2/2011
sheet date. Financial liabilities repayable at any time are catego-
amounts are minor.
Financial investments
20,486
20,486
0
0
0
0
0
rised according to their estimated repayment dates.
Financial assets and other receivables
13,780
13,780
0
0
0
0
0
37.4. Market risks
of actual currency risks using the natural hedge approach and
Trade receivables
155,961
130,450
13,464
1,472
7,617
624
2,334
Market risks arise from potential changes in risk factors, which
by using derivatives, especially for the Swedish, Norwegian and
Total
190,227
164,716
13,464
1,472
7,617
624
2,334
lead to fluctuations in market values or alterations in future cash
Eastern European areas, so that the remaining net risk exposure is
flows. The relevant risk factors for the Nordzucker Group are ex-
insignificant.
Financial assets and other receivables Trade receivables Total
5,721
5,721
0
0
0
0
0
194,422
157,703
23,524
830
1,957
9,866
542
220,582
183,863
23,524
830
1,957
9,866*
542
Furthermore, the Nordzucker Group hedges a large proportion
*) The receivables are offset by corresponding liabilities, which were applied after the reporting date.
change rate and interest rate fluctuations. b. Interest rate risk a. Exchange rate risk
Due to its borrowing activities Nordzucker Group is exposed to
Due to its business operations in different countries which are
interest rate risk. Financing is arranged in various currency areas,
not part of the Eurozone, Nordzucker Group is exposed to an
although the relevant currency is the Euro. Interest rate risks
exchange rate risk.
from financing activities denominated in Hungarian Forints,
The total carrying amount of financial instruments in the classes
37.3. Liquidity risk
financial investments, financial assets, and other receivables and
Liquidity risk is the risk that the company cannot meet its pay-
trade receivables before impairment is EUR 224,122,000 (previ-
ment obligations at the contractually agreed time. To ensure
IFRS 7 requires the disclosure of a sensitivity analysis to illustrate
Zloty or Danish Crowns are insignificant as the amounts in-
ous year: EUR 193,804,000). Write-downs of EUR 3,540,000
the Nordzucker Group’s liquidity, the liquidity needs are moni-
the dimensions of exchange rate risks. A sensitivity analysis shows
volved are minor.
(previous year: EUR 3,577,000) were made.
tored and planned centrally. Sufficient cash is held to be able
the effects which changes in given exchange rates would have on
to meet all obligations when they are due. Current lines of
profit and loss and equity for Nordzucker Group as of the report-
As of the reporting date Group companies hold a total of EUR
In the current and previous reporting period Nordzucker Group
credit, which can be drawn down as needed, provide addition-
ing date. The effects are determined by applying a hypothetical
256.3 million (previous year: EUR 437.7 million) in interest-bear-
has neither pledged nor sold collateral within the meaning of
al liquidity.
change of 10 per cent in the exchange rates to the amount of the
ing or interest rate-sensitive instruments. Floating rate instru-
relevant items in foreign currencies (the net risk position in the
ments account for EUR 244.6 million (previous year: EUR 341.2
The following table shows contractually agreed (undiscounted)
foreign currency) as of the reporting date. It is assumed that the
million) and fixed rate instruments for EUR 11.7 million (previous
interest and capital repayments for the primary financial liabili-
exposure at year-end is representative of the whole year.
year: EUR 96.5 million).
IFRS 7.15.
Swedish Crowns, Norwegian Crowns, Lithuanian Litas, Polish
ties and for derivative financial instruments. The net risk position is adjusted for planned transactions within the next twelve months and for existing hedging instruments (even if no hedge accounting takes place in accordance with IAS 39).
96
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| Annual Report Nordzucker 2011/2012
Overview by category and by class of financial instruments for the previous year (2010/2011) Nordzucker AG, Braunschweig, Germany
Assets Valuation
Total 28/2/2011
Valuation category
Amortised cost
Cash & cash equivalents/ cash reserve
Loans and receivables
Fair Value Available for sale financial assets (AFS)
Held for trading (FVTPL-HFT)
Derivatives in hedging relationships under IAS 39
TEUR
At cost
Financial investments
20,476
10
0
0
133
0
20,343
10
0
0
0
0
Financial assets and other receivables
13,780
0
0
0
13,780
0
0
0
0
0
0
0
155,961
0
0
0
155,961
0
0
0
0
0
0
0
0
7,361
0
0
0
0
0
0
0
0
0
7,361
50,289
0
50,289
0
0
0
0
0
0
0
0
0
240,506
7,371
50,289
0
169,874
0
20,343
10
0
0
0
7,361
Trade receivables Derivatives Cash and cash equivalents Total
Fair value
Nominal value
At cost
Fair value
At cost
Fair value
At cost
Fair value
At cost
Fair value
Equity and liabilities Valuation
Financial liabilities valued at amortised cost
Valuation category
TEUR
Amortised cost
Total 28/2/2011
At cost
Fair value
At cost
Fair value
Fair Value Derivatives in hedging relationships under IAS 39
At cost
Fair value
Held for trading (FVTPL-HFT)
At cost
Fair value
Fair value option (FVTPL-FVO)
At cost
Fair value
Financial liabilities
363,772
0
363,772
0
0
0
0
0
0
0
Trade payables
215,186
0
215,186
0
0
0
0
0
0
0
97,315
0
97,315
0
0
0
0
0
0
0
0
9,402
0
0
0
9,402
0
0
0
0
676,273
9,402
676,273
0
0
9,402
0
0
0
0
Other financial liabilities and liabilities towards related parties Derivatives Total
At cost
Fair value
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| Annual Report Nordzucker 2011/2012
Overview by category and by class of financial instruments for the financial year 2011/2012 Nordzucker AG, Braunschweig, Germany
Assets Valuation
Total 29/2/2012
Valuation category
Amortised cost
Cash & cash equivalents/ cash reserve
Loans and receivables
Fair Value Available for sale financial assets (AFS)
Held for trading (FVTPL-HFT)
Derivatives in hedging relationships under IAS 39
TEUR
At cost
Financial investments
20,429
10
0
0
70
0
20,359
10
0
0
0
0
5,721
0
0
0
5,721
0
0
0
0
0
0
0
194,423
0
0
0
194,423
0
0
0
0
0
0
0
0
7,695
0
0
0
0
0
0
0
5,910
0
1,785
7,407
0
7,407
0
0
0
0
0
0
0
0
0
227,980
7,705
7,407
0
200,214
0
20,359
10
0
5,910
0
1,785
Financial assets and other receivables Trade receivables Derivatives Cash and cash equivalents Total
Fair value
Nominal value
At cost
Fair value
At cost
Fair value
At cost
Fair value
At cost
Fair value
Equity and liabilities Valuation
Financial liabilities valued at amortised cost
Valuation category
TEUR
Amortised cost
Total 29/2/2012
At cost
Fair value
At cost
Fair value
Fair Value Derivatives in hedging relationships under IAS 39
At cost
Fair value
Held for trading (FVTPL-HFT)
At cost
Fair value
Fair value option (FVTPL-FVO)
At cost
Fair value
Financial liabilities
256,325
0
256,325
0
0
0
0
0
0
0
Trade payables
455,122
0
455,122
0
0
0
0
0
0
0
21,077
0
21,077
0
0
0
0
0
0
0
0
13,002
0
0
0
1,228
0
11,774
0
0
732,524
13,002
732,524
0
0
1,228
0
11,774
0
0
Other financial liabilities and liabilities towards related parties Derivatives Total
At cost
Fair value
100 | Annual Report Nordzucker 2011/2012
| 101
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
Overview of the net earnings from financial instruments Nordzucker AG, Braunschweig, Germany
29/2/2012 TEUR
From subsequent valuation
From interest
From dividends
At fair value
Currency conversion
Write-down
Write-back
Disposal
Net income/loss 2011/2012
1,167
0
0
0
0
0
0
1,167
659
0
0
-773
-907
2
0
-1,019
-613
3,471
-2,587
0
0
0
0
271
0
0
2,116
0
0
0
0
2,116
Financial liabilities held at amortised cost (FLAC)
-29,676
0
0
0
0
0
0
-29,676
Total
-28,463
3,471
-471
-773
-907
2
0
-27,141
Cash and cash equivalents/cash reserve Loans and receivables Available-for-sale financial assets (AFS) Held-for-trading financial instruments (FAHFT and FLHFT)
28/2/2011 TEUR
From subsequent valuation
From interest
From dividends
At fair value
Currency conversion
Write-down
Write-back
Disposal
Net income/loss 2010/2011
Cash and cash equivalents/cash reserve
1,078
0
0
0
0
0
0
1,078
Loans and receivables
1,068
0
0
-56
-804
467
0
675
156
1,981
4,830
0
0
0
0
6,967
Financial liabilities held at amortised cost (FLAC)
-41,469
0
0
0
0
0
0
-41,469
Total
-39,167
1,981
4,830
-56
-804
467
0
-32,749
Available-for-sale financial assets (AFS)
102 | Annual Report Nordzucker 2011/2012
| 103
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
In accordance with IFRS 7 interest rate risks are illustrated using
In addition to the natural hedge approach, derivative spread
As of the balance sheet date the Group holds derivatives aimed
●
NORDZUCKER GmbH & Co. KG, Braunschweig
sensitivity analyses. The sensitivity analysis determines the effect
hedges for less than a year are carried out to reduce exchange
at hedging currency risks and price risks for sugar and energy, in
●
fuel21 GmbH & Co. KG, Klein Wanzleben
of a change in market interest rates on profit and loss and equity
rate risk for beet payments by the Eastern European compa-
addition to the interest rate hedges.
●
Norddeutsche Flüssigzucker GmbH & Co. KG, Braunschweig
as of the reporting date. To hedge interest rate risks from floating
nies. Exchange rate risks are also hedged by means of appro-
rate instruments the Nordzucker Group has taken out cash flow
priate derivatives such as currency futures – including for peri-
The net amount covered by currency hedges was EUR 5,823,000
are exempt from the obligation to prepare annual financial state-
hedges for a nominal amount of EUR 196.6 million, so that an
ods of less than a year.
as of the reporting date. The derivatives generally mature in less
ments in accordance with the regulations applicable to compa-
than one year.
nies with limited liability pursuant to Sec. 264b German Commer-
amount of EUR 48.0 million is exposed to interest rate risk (previous year: around EUR 47.9 million). The fair value of the hedging
The existing interest rate risk for floating rate loans is reduced
instruments is EUR -1,228,000 (previous year: EUR 2,468,000). In
by means of interest rate derivatives. All interest rate deriva-
The Group does not measure the derivatives itself. The fair value
view of the remaining duration of the derivatives, a hypothetical
tives are designated as cash flow hedges for hedge accounting
calculation (mark-to-market) is carried out by the contracting banks
change in the relevant interest rates for instruments held by the
purposes in line with IAS 39.
using recognised mathematical models and existing market data.
cial Code (HGB).
Nordzucker Group of +/- 50 basis points would therefore not have a significant effect in relation to the Group’s equity.
To hedge the interest rate risk, two interest rate swaps with a total nominal value of EUR 196.6 million have been closed.
c. Hedging transactions
Interest is generally exchanged monthly.
For the Nordzucker Group, related parties within the meaning of IAS
38. Significant subsidiaries and joint ventures
24 are individuals and companies which control the Group or exercise significant influence over it or are controlled or significantly in-
The Nordzucker Group uses derivative financial instruments
fluenced by the Group. The first category includes the active mem-
solely to hedge exchange rate and interest rate risks as well as
The nominal values and market values are made up as follows:
price risks for raw materials.
29/2/2012
Derivative Finanzinstrumente TEUR
28/2/2011
Nominal value
Fair value
Nominal value
Fair value
196,550
-1,228
260,450
2,468
Forward interest rate swaps
Significant subsidiaries and joint ventures
bers of the Executive Board and Supervisory Board of Nordzucker Group stake
Central Europe region
in the Nordzucker Group are also defined as related parties.
fuel21 GmbH & Co. KG, Klein Wanzleben
100 %
Receivables from and liabilities towards related parties are based
Norddeutsche Flüssigzucker GmbH & Co. KG, Braunschweig
100 %
on arm’s length transactions.
Nordic Sugar A/S, Copenhagen, Denmark
100 %
Nordic Sugar AB, Malmö, Sweden
100 %
Suomen Sokeri OY, Kantivik, Finland
100 %
Sucros OY, Säkvlä, Finland
80 %
AB Nordic Sugar Kèdainiai, Vilnius, Lithuania
71 %
It is generally assumed that the hedged transactions will actually
hedges is recognised in equity without effect on profit and loss.
take place. If a hedging transaction is cancelled, the amounts ac-
In the reporting period EUR -2,587,000 (previous year: EUR
cumulated in other comprehensive income during the term of
Eastern Europe region
4,830,000) was recognised in equity.
the transaction are reversed when the hedged item is recognised
Považský cukor a.s., Trencianska Teplá, Slowakia
>97 %
Nordzucker Polska S.A., Przeżmierowo, Poland
>99 %
Mátra Cukor Rt., Hatvan, Hungary
>99 %
shows when the cash flows from cash flow hedges take place and what effects on profit and loss are expected:
Nordzucker Irland Limited, Dublin, Ireland
100 %
Joint ventures
Interest rate hedges
sidiaries, parent company, associated companies and joint ventures
100 %
The effective portion of changes in the market value of cash flow
in profit and loss or if it no longer takes place. The following table
AG and its majority shareholder Nordzucker Holding AG. The sub-
NORDZUCKER GmbH & Co. KG, Braunschweig
Northern Europe region
TEUR 29/2/2012
39. Related party transactions
NP Sweet A/S, Copenhagen/Denmark
50 %
Melasse Extraktion Frellstedt GmbH, Frellstedt, Germany
50 %
The following commercial relationships existed with related parties in addition to those existing with fully consolidated subsidiaries: Related party transactions TEUR
Balance sheet Receivables from related parties Liabilities towards related parties
TEUR
Income statement Services provided to related parties Net financial income/loss
29/2/2012
28/2/2011
233
27
16,997
17,813
1/3/201129/2/2012
1/3/2010 28/2/2011
107
108
-216
-1,702
Begin
End
Nominal amount
Forward interest rate swap
23/8/2010
22/8/2013
78,275
1 month Euribor
The list of Nordzucker AG’s and the Group’s equity investments
Receivables from related parties result almost exclusively from
Forward interest rate swap
28/2/2011
22/8/2013
58,275
1 month Euribor
is filed with and published in the electronic edition of the Ger-
trade in goods and services. No write-downs were necessary for
man Federal Gazette (Elektronischer Bundesanzeiger).
the receivables listed.
The following trading companies structured as limited partner-
Of total liabilities towards related parties EUR 5,500,000 are owed
ships (GmbH & Co. KG)
to MEF Melasse-Extraktion Frellstedt GmbH, Frellstedt (previous
Forward interest rate swap
Interest rate
28/2/2011
31/8/2012
60,000
1 month Euribor
Forward interest rate swap
23/8/2010
22/8/2013
103,325
1 month Euribor
Forward interest rate swap
28/2/2011
22/8/2013
97,125
1 month Euribor
year: EUR 5,500,000), EUR 3,628,000 to Union Zucker Südhanno-
Forward interest rate swap
28/2/2011
31/8/2012
60,000
1 month Euribor
ver GmbH, Nordstemmen (previous year: EUR 2,897,000), EUR
28/2/2011
104 | Annual Report Nordzucker 2011/2012
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
1,966,000 to Nordharzer Zucker-AG, Schladen (previous year:
As of 29 February 2012 items of property, plant and equipment
EUR 1,233,000), and EUR 5,693,000 to Nordzucker Holding AG,
held at EUR 42,214,000 (previous year: EUR 45,030,000) have
Braunschweig (previous year: EUR 6,746,000). There were no
been pledged as collateral for liabilities.
43. Supervisory Board and Executive Board In the financial year 2011/2012 the Supervisory Board was made
Ulf Gabriel, electrician, Banteln (since 15 June 2011)
up as follows:
Dieter Woischke, electrician, Algermissen
As shareholder representatives
Marina Strootmann, industrial clerk, Braunschweig
The Group’s other financial obligations are made up as follows:
Hans-Christian Koehler, farmer, Barum-Eppensen, Chairman (since 7 July 2011
The members of the Executive Board in the financial year
Nordzucker Holding AG, Braunschweig, and net financial in-
Other financial obligations
Hartwig Fuchs, Hamburg, Chief Executive Officer
come/loss results from associated companies and joint ventures.
Dr Harald Isermeyer, farmer, Vordorf, Chairman (until 7 July 2011)
TEUR
liabilities to Eurosugar S.A.S., Paris, France (previous year: EUR 1,723,000). These companies are shareholders of Nordzucker AG and the liabilities relate to current settlement accounts. The re-
41. Other financial obligations
maining liabilities relate to other related parties and largely stem from trade in goods and services. The provision of services for related companies concerns
Purchase commitments for property, plant and equipment
40. Contingent liabilities
Maintenance obligations
The Group has the following contingent liabilities:
Operating leases/rent
Finance leases Other financial obligations
29/2/2012
28/2/2011
15,448
11,305
0
764
985
1,052
7,594
8,168
24,027
21,289
Contingent liabilities TEUR
Liabilities for securities
29/2/2012
28/2/2011
1,288
12,222
As of 29 February 2012, total future payment obligations from rental and lease contracts are made up as follows:
Remaining term of up to one year
Future payments for finance leases Future payments for operating leases
Remaining Remaining term of term of more one to five years than five years
Total
168
580
237
985
3,662
3,058
874
7,594
Finance-lease
TEUR
Gerhard Borchert, farmer, Brome Michael Gerlif, CFO of Lekkerland AG & Co. KG, Frechen Rainer Knackstedt, farmer, Dedeleben
Rental and leasing agreements
TEUR
Helmut Meyer, farmer, Betheln, Vice Chairman
Remaining term of up to one year
Remaining Remaining term of term of more one to five years than five years
Total
Principal
135
496
227
858
Interest
33
84
10
127
168
580
237
985
Payment
42. Auditors’ fees
tory audit of financial statements for the Nordzucker Group and Nordzucker AG, as well as other audit-related services for EUR
Companies in the Nordzucker Group purchased services for EUR
88,000, tax advisory services for EUR 40,000 and other services
380,000 from Ernst & Young GmbH in connection with the statu-
for EUR 178,000.
Matts Eskel Rosendahl, consultant, Huddinge (since 7 July 2011)
| 105
2011/2012 were as follows:
Axel Aumüller, Oelber a.w.W., Chief Operating Officer Mats Liljestam, Höllviken, Sweden, Chief Marketing Officer Dr Niels Pörksen, Limburger Hof, Chief Agricultural Officer Dr Michael Noth, Braunschweig, Chief Financial Officer.
44. Remuneration report
Hans-Heinrich Prüße, farmer, Lehrte-Ahlten
In the following section the principles of remuneration for mem-
Hans Jochen Bosse, farmer, Ohrum
AG are described and the amount of their remuneration dis-
Dr Karl-Heinz Engel, Managing Director of Hochwald NahrungsmittelWerke GmbH, Riol
of the Executive Board and Supervisory Board.
Dr Clemens Große Frie, CEO of AGRAVIS Raiffeisen AG, Münster/Hanover
44.1. Remuneration of the Executive Board
Dr Hans Theo Jachmann, Managing Director of Syngenta Agro GmbH and Syngenta Germany GmbH, Maintal
The structure and amount of Executive Board remuneration are
Jochen Johannes Juister, farmer, Nordhastedt
the Supervisory Board.
Andreas Scheffrahn, farmer, Cramme
bers of the Executive Board and Supervisory Board of Nordzucker closed, together with disclosures on shares held by members
determined and regularly reviewed by the full Supervisory Board following a proposal from the Human Resources Committee of
The criteria for determining the remuneration of individual Executive Board members are their responsibilities, personal performance, the economic situation, business success, future prospects, sus-
As employee representatives
tainable corporate development and also the extent to which the
Rolf Huber-Frey, businessman, Freiburg
remuneration is generally accepted considering the sphere of
Wolfgang Wiesener, metalworker, Uelzen, Vice Chairman
the company.
Gerd von Glowczewski, metalworker, Schladen
monetary payments, benefit commitments and other commit-
Sigrun Krussmann, laboratory technician, Seelze
remuneration components consist of a fixed annual salary, paid
Dr Andreas Schwarz, chemist in technical chemistry and process engineering, Braunschweig (until 28 February 2011)
performance-related payment. The variable bonus can be up to a
comparison and remuneration structures applicable elsewhere in
The total remuneration of Executive Board members includes ments such as the provision of a company car. The monetary in twelve equal monthly instalments, as well as an earnings and maximum of 50 per cent of total compensation (total compensa-
106 | Annual Report Nordzucker 2011/2012
| 107
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
tion is made up of fixed annual salary and the variable bonus).
last two financial years. There are no share-based remuneration
The pension commitments given to members of the Executive
The remuneration of the Supervisory Board is defined in Sec. 14
In line with the German Corporate Governance Code (GCGC),
components.
Board are solely defined contribution commitments.
of the Articles of Association of Nordzucker AG.
closely to the sustainable development of the company. For this
Benefit commitments made to Executive Board members in the event
Former Executive Board members received pensions of EUR
According to these rules, members of the Supervisory Board re-
reason, starting in 2012/2013, 45 per cent of the variable remu-
that their appointment to the Executive Board ends prematurely are
717,000 and a bonus of EUR 75,000 was paid retrospectively
ceive a fixed remuneration of EUR 13,000 and a dividend-related
neration will be dependent on achieving the goals for the finan-
limited to the value of the remaining term of their contract.
to one former Executive Board member. Nordzucker AG has
payment of EUR 500 for every per cent of dividend distributed
recognised provisions of EUR 9,463,000 (previous year: EUR
above 5 per cent. Subject to approval at the Annual General
Executive Board remuneration will in future be tied even more
cial year as a short-term incentive (STI). The remaining 55 per cent will be distributed as a long-term incentive (LTI) dependent
The Human Resources Committee of the Supervisory Board has
8,717,000) for pension obligations to former Executive Board
Meeting, the dividend for the financial year 2011/2012 will be
on the average achievement of goals set for the last three finan-
proposed the following bonuses for the individual members of
members.
EUR 1.00 (previous year: EUR 0.46) per share, or 39.06 (previous
cial years. A trial run of the new Executive Board remuneration
the Executive Board for the financial year 2011/2012. The full
system will first be held in the 2011/2012 financial year. As an
Supervisory Board will vote on the proposals at its meeting on
In the financial year 2011/2012 members of the Executive Board
receives treble the fixed remuneration for a normal member while
interim solution, the LTI will be calculated using figures from the
24 May 2012.
received neither loans nor advances from the company.
the two Deputies and the Chairman of the Audit and Finance
year: 17.97) per cent. The Chairman of the Supervisory Board
Committee each receive one and a half times the amount. In 44.2. Remuneration of the Supervisory Board
300.00 per meeting for attendance at meetings in their capacity
Remuneration of members of the Management Board 2011/2012
The remuneration of the Supervisory Board is based on the size
Cash payments
Pensions
Other
1)
Total
Variable annual bonus
Salary
EUR Hartwig Fuchs
450,000
430,962
160,000
15,926
1,056,888
Axel Aumüller
341,667
327,212
125,000
28,298
822,177
Mats Liljestam
342,235
327,756
108,000
26,812
804,803
Dr Niels Pörksen
362,500
347,163
125,000
14,663
849,326
Dr Michael Noth
380,000
363,923
125,000
16,273
885,196
1,876,402
1,797,016
643,000
101,972
4,418,390
Total 1)
addition, each member of the Supervisory Board receives EUR
Non-cash benefit for tax purposes, e.g. for company car, etc.
For the financial year 2010/2011 the members of the Executive Board were remunerated as follows: Remuneration of members of the Management Board 2010/2011 Cash payments
Pensions
Other 1)
Total
as members of the Supervisory Board.
of the company, the duties and responsibilities of the members of the Supervisory Board and the economic situation of the com-
Subject to the approval of the dividend proposal at the Annual
pany. The remuneration includes a dividend-related component
General Meeting the following payments will be made for the
and an attendance fee, in addition to a fixed payment. The Chair-
financial year 2011/2012:
man and Deputy Chairman and the Chairman of the Audit and Finance Committee receive additional remuneration.
Remuneration of members of the Supervisory Board 2011/2012 Fixed remuneration
Variable remuneration
Attendance fee
Total
Total previous year
Hans-Christian Koehler
32,180.33
17,031.25
13,500.00
62,711.58
32,969.31
Helmut Meyer
19,500.00
17,031.25
4,800.00
41,331.25
32,584.38
Wolfgang Wiesener
13,000.00
17,031.25
3,900.00
33,931.25
27,199.45
Dr Harald Isermeyer
22,092.89
17,031.25
9,300.00
48,424.14
69,784.38
Hans-Heinrich Prüße
13,000.00
17,031.25
5,700.00
35,731.25
25,484.38
Gerhard Borchert
13,000.00
17,031.25
5,700.00
35,731.25
26,084.38
Rolf Huber-Frey
13,000.00
17,031.25
1,800.00
31,831.25
24,884.38
Dieter Woischke
19,500.00
17,031.25
6,300.00
42,831.25
29,369.31
Hans-Jochen Bosse
13,000.00
17,031.25
2,100.00
32,131.25
23,684.38
Dr Clemens Große Frie
13,000.00
17,031.25
3,600.00
33,631.25
22,184.38
Sigrun Krussmann
13,000.00
17,031.25
4,200.00
34,231.25
23,684.38
Dr Karl-Heinz Engel
13,000.00
17,031.25
1,200.00
31,231.25
21,884.38
EUR
Salary
Variable annual bonus
Hartwig Fuchs
450,000
380,333
160,000
7,914
998,247
Dr Hans Theo Jachmann
13,000.00
17,031.25
3,000.00
33,031.25
22,784.38
Axel Aumüller
316,667
269,753
125,000
26,825
738,245
Jochen Johannes Juister
13,000.00
17,031.25
2,400.00
32,431.25
23,384.38
Mats Liljestam
317,235
270,237
108,000
21,226
716,698
Andreas Scheffrahn
17,226.78
17,031.25
7,200.00
41,458.03
23,984.38
Dr Niels Pörksen
320,883
273,302
125,000
21,574
740,759
Gerd von Glowczewski
13,000.00
17,031.25
2,400.00
32,431.25
23,684.38
Dr Michael Noth
313,542
267,091
108,000
14,910
703,543
Rainer Knackstedt
13,000.00
17,031.25
3,000.00
33,031.25
23,384.38
1,718,327
1,460,716
626,000
92,449
3,897,492
Michael Gerlif
13,000.00
17,031.25
3,000.00
33,031.25
23,684.38
Marina Strootmann
13,000.00
17,031.25
4,200.00
34,231.25
20,837.89
Ulf Gabriel
9,234.97
12,098.70
1,800.00
23,133.67
-
Matts Eskel Rosendahl
EUR
Total 1)
Non-cash benefit for tax purposes, e.g. for company car, etc.
8,453.55
11,074.97
1,800.00
21,328.52
-
Henning Hansen-Hogrefe
-
-
-
-
12,854.71
Gert Lindemann
-
-
-
-
14,431.21
Dr Andreas Schwarz
-
-
-
-
24,284.38
310,188.52
346,767.42
90,900.00
747,855.94
573,111.96
Total
108 | Annual Report Nordzucker 2011/2012
| 109
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance List of investments
List of investments Furthermore the members of the Supervisory Board are reim-
The annual financial statements for the financial year 2011/2012
bursed for all out-of-pocket expenses incurred in the exercise
show a net balance sheet profit of EUR 48,301,300. The Executive
of their duties as well as any VAT payable on their remuneration
Board proposes to use this net balance sheet profit to pay a divi-
and on the reimbursed expenses. The total amount of these
dend for the financial year 2011/2012 (EUR 1.00 per share with di-
reimbursements was EUR 37,000 (previous year: EUR 49,000).
vidend entitlement).
Nordzucker AG, Braunschweig, as of 29 February 2012 Shareholding direct Company name, Registered Office
Shortened form
%
fuel 21
100
NFZ KG
100
NZ SPEZIAL
100
NZ KG
100
indirect %
via subsidiary
NS AS
100
NSH AS
Titoconcerto
100
NSH AS
In the financial year 2011/2012 members of the Supervisory Board received neither loans nor advances from the company.
46. Events after the reporting date
Consolidated subsidiaries
44.3. Shares held by members of the Executive Board
In view of the rise in average prices tracked by the EU price re-
fuel 21 GmbH & Co. KG (Stadt Wanzleben-Börde, Germany)
and Supervisory Board Members of the Executive Board hold no shares.
porting system to over EUR 700 per tonne, the European Commission decided on 12 April 2012 to approve another 250,000 tonnes of non-quota sugar and 13,000 tonnes of non-quota iso-
As of 29 February 2012, members of the Supervisory Board and
glucose for the European market. A reduced surplus levy of EUR
related parties held under 1 per cent of the issued share capital of
211 per tonne of sugar was set for these volumes. The first dead-
Nordzucker AG. The shares bear no relation to the remuneration
line for applications is 2 May 2012; applications may be made for
of the Supervisory Board.
up to 50,000 tonnes per company and application date. If the volume is not taken up by the first deadline, further application
44.4. Miscellaneous
dates are 23 May, 6 June and 20 June 2012. Three tenders were
Board members of Nordzucker AG are indemnified by Nordzucker
also opened for imports of world market sugar. On 2 May, 23
AG against third-party liability as allowed by law. For this pur-
May and 6 June 2012 all qualifying parties can enter a bid for the
pose the company has taken out D&O insurance for members
customs duty to be paid on import sugar. The maximum amount
of the Boards of Nordzucker AG. The insurance policy is taken
that each applicant can apply for in each tender is 45,000 tonnes.
out or renewed annually and covers the personal liability of Braunschweig, Germany, 20 April 2012
of the German Corporate Governance Code.
Nordzucker Eastern Europe GmbH (Vienna, Austria) Nordzucker Polska S.A. (Opalenica, Poland) Cukrownia Melno S.A. [in liquidation] (Opalenica, Poland) Považský cukor a.s. (Trencianska Tepla, Slovakia) Matra Cukor z.r.t. (Hatvan, Hungary) Nordic Sugar Holding A/S (Copenhagen, Denmark) Nordic Sugar A/S (Copenhagen, Denmark) Titoconcerto AB (Burlöv, Sweden) Nordic Sugar AB (Burlöv, Sweden) Nordic Sugar UAB [in liquidation] (Vilnius, Lithuania) Nordic Sugar Oy (Kantvik, Finland) Suomen Sokeri Oy (Kantvik, Finland) SIA Nordic Sugar (Riga, Latvia)
45. Dividend proposal Hartwig Fuchs The dividends that can be distributed to shareholders are defined Axel Aumüller
Mats Liljestam
Dr Michael Noth
Dr Niels Pörksen
sheet profit as determined under German commercial law and disclosed in the annual financial statements of Nordzucker AG.
NORDZUCKER GmbH & Co. KG (Braunschweig, Germany)
Sucros Oy (Säkylä, Finland)
Executive Board
in the German Stock Corporation Act (AktG) as the net balance
NORDZUCKER SPEZIAL GmbH (Braunschweig, Germany)
AB Nordic Sugar Kedainiai (Kedainiai, Lithuania)
Board members for claims for damages arising in the course of their work. It includes an excess in accordance with Sec. 3.8
Norddeutsche Flüssigzucker GmbH & Co. KG (Braunschweig, Germany)
Ingolf Wesenberg & Co. AS (Oslo, Norway)
NZ EE
100
NZ Polska
99.87
Melno
84.32
Povazsky
96.798
Matra
99.89
NSH AS
100
NS AB
100
Titoconcerto
NS Kedainiai
70.6
NS AS
NS UAB
100
NS AS
NS Oy
100
NS AS
Sucros Oy
80
NS Oy
Suomen Oy
80
Sucros Oy
NS SIA
100
NS AS
IW AS
50
NS AS
100
NZ Ireland
Nordzucker (Ireland) Limited (Dublin, Ireland)
NZ Ireland
SugarPartners Holdings Limited [in liquidation] (Dublin, Ireland)
SP Holdings
100
110 | Annual Report Nordzucker 2011/2012
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| 111
List of investments Auditors‘ report
Auditors‘ report
Shareholding direct Company name, Registered Office
Shortened form
%
indirect %
via subsidiary
Joint ventures included proportionately SWEETGREDIENTS GmbH & Co. KG (Nordstemmen, Germany)
Norddeutsche Zucker-Raffinerie Gesellschaft mit beschränkter Haftung (Frellstedt, Germany) NP Sweet A/S (Copenhagen, Denmark) Eurosugar S.A.S. (Paris, France)
evidence supporting the disclosures in the consolidated financial
statements and the group management report:
statements and the group management report are examined primarily on a test basis within the framework of the audit. The
SG KG
50
NZ SPEZIAL
Associated companies accounted for using the equity method MEF Melasse-Extraktion Frellstedt GmbH (Frellstedt, Germany)
We issued the following opinion on the consolidated financial
MEF
50
NZR NP Sweet ES
NZ KG
50
NZ KG
50
NSH AS
”We have audited the consolidated financial statements prepared
audit includes assessing the annual financial statements of those
by Nordzucker AG, Braunschweig, comprising the balance sheet,
entities included in consolidation, the determination of entities
the income statement, statement of consolidated income, the
to be included in consolidation, the accounting and consolidation
notes to the consolidated financial statements, the cash flow
principles used and significant estimates made by management,
statement and the statement of changes in shareholders’ equity,
as well as evaluating the overall presentation of the consolidated
together with the group management report for the fiscal year
financial statements and the group management report. We believe
from 1 March 2011 to 29 February 2012. The preparation of the
that our audit provides a reasonable basis for our opinion.
consolidated financial statements and the group management report in accordance with IFRS as applicable in the EU and the
50
Our audit has not led to any reservations.
supplementary German commercial regulations applicable in Subsidiaries not consolidated in accordance with Sec. 296 paragraph 2 German Commercial Code (HGB)
accordance with Sec. 315a (1) HGB is the responsibility of the
In our opinion, based on the findings of our audit, the consolidated
Nordwestdeutsche Zucker Handelsgesellschaft mbH (Nordstemmen, Germany)
Company’s management. Our responsibility is to express an
financial statements comply with IFRS as applicable in the EU and
opinion on the consolidated financial statements and the group
the supplementary German commercial regulations applicable in
management report based on our audit.
accordance with Sec. 315a (1) HGB and give a true and fair view
Bioethanolgesellschaft Klein Wanzleben mbH (Stadt Wanzleben-Börde, Germany) Norddeutsche Flüssigzucker Verwaltungs-GmbH (Braunschweig, Germany) Nordzucker Verwaltungs-GmbH (Braunschweig, Germany) SWEETGREDIENTS Verwaltungs GmbH (Nordstemmen, Germany)
NwdZH
100
Bioethanol KW
100
NFZ GmbH
100
NZ GmbH
of the net assets, financial position and results of operations of the
100
SG GmbH
50
NZ KG SG KG
We conducted our audit of the consolidated financial statements
Group in accordance with accepted principles of proper accounting.
in accordance with Sec. 317 HGB [“Handelsgesetzbuch”: German
The group management report is consistent with the consolidated
Commercial Code] and German generally accepted standards for
financial statements and as a whole provides a suitable view of the
the audit of financial statements promulgated by the Institut der
Group’s position and suitably presents the opportunities and risks
Wirtschaftsprüfer [Institute of Public Auditors in Germany] (IDW).
relating to future development.”
Those standards require that we plan and perform the audit such Associated companies not consolidated in accordance with Sec. 311 paragraph 2 German Commercial Code (HGB)
that misstatements materially affecting the presentation of the net
Nordzucker Bioerdgas GmbH & Co. KG (Braunschweig, Germany)
assets, financial position and results of operations in the consoli-
Nordzucker Bioerdgas Verwaltungs-GmbH (Braunschweig, Germany) Tereos TTD, a.s. (Dobrovice, Czech Republic)
NZ BEG KG
50
NZ BEG GmbH
50
TTD
35.38
Hanover, 27 April 2012
dated financial statements in accordance with accepted principles
Ernst & Young GmbH
of proper accounting and in the group management report are
Wirtschaftsprüfungsgesellschaft
detected with reasonable assurance. Knowledge of the business activities and the economic and legal environment of the Group and expectations as to possible misstatements are taken into
Hentschel
account in the determination of audit procedures. The effective-
Wirtschaftsprüfer Wirtschaftsprüfer
Spalthoff
ness of the accounting-related internal control system and the
[German Public Auditor]
[German Public Auditor]
112 | Annual Report Nordzucker 2011/2012
| 113
CORPORATE GOVERNANCE. TRANSPARENCY FOR OUR SHAREHOLDERS. Hans-Christian Koehler Chairman of the Supervisory Board
»
In the financial year 2011/2012, the Supervisory Board concentrated on supporting the company‘s strategic further development.
114 | Annual Report Nordzucker 2011/2012
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| 115
Report by the Supervisory Board
Report by the Supervisory Board of Nordzucker AG Financial year 2011/2012 sugar imports from countries which are allowed to supply prefer-
resolutions and matters for discussion by the full Supervisory
In addition the Human Resources Committee looked closely at
ence sugar to the EU. The company also has a strong sugar trad-
Board. The committee chairs report to the Supervisory Board on
the system of Executive Board remuneration and in particular at
ing department, which can open up new sales channels for the
the work of the committees at the subsequent Supervisory Board
the arrangements for the long-term performance component.
sugar Nordzucker exports from the EU.
meeting.
Finally, the Human Resources Committee prepared the Supervisory Board decisions on variable remuneration for the Executive
The Executive Committee of the Supervisory Board met four
optimise and secure its financing beyond the year 2015. The
times in the reporting period. The Supervisory Board Executive
refinancing was approved by the Supervisory Board at its meet-
Committee dealt with matters of corporate governance and im-
Financial statements 2011/2012
ing on 24 May 2011.
portant current topics and prepared the following Supervisory
Ernst & Young GmbH Wirtschaftsprüfungsgesellschaft, Hanover,
Board meetings.
audited the 2011/2012 financial statements and management report for Nordzucker AG and gave an unqualified certificate of
The topics of cost-effectiveness and efficiency remain a high
Hans-Christian Koehler, Chairman of the Supervisory Board
Board members.
The company’s good financial performance made it possible to
priority given the further adjustments that are due to be made to
The Audit and Finance Committee met five times during the re-
confirmation. This also applies to the consolidated financial state-
the sugar market regime. The Supervisory Board therefore heard
porting period. In addition the committee held several telephone
ments in accordance with IFRS and the Group management report.
regular reports on the implementation of cost-cutting measures
conference calls. The Audit and Finance Committee examined the
Under Sec. 292a of the German Commercial Code (HGB) these
taken as part of the company’s long-term efficiency improvement
financial statements and management reports for Nordzucker AG
IFRS consolidated financial statements exempt the company from
programme. The targets for the financial year 2011/2012 were
and the Group for the financial year 2010/2011 in the presence of
the obligation to prepare consolidated financial statements in line
met, so that the programme has again resulted in lower costs for
the auditors. Furthermore, the Audit and Finance Committee made
with German law. The Executive Board proposal on the use of
all areas of the company. The Supervisory Board will continue to
a recommendation to the Supervisory Board for its proposal to
distributable profit and the auditors’ reports were presented to
accompany and monitor the implementation of the efficiency
the Annual General Meeting on the election of auditors for the
the Supervisory Board in good time. They have been examined
programme closely.
financial year 2011/2012. Its work also included appointing the
thoroughly by the Audit and Finance Committee and by the
auditors for the financial year 2011/2012, verifying their inde-
Supervisory Board and discussed in depth in the presence of the
The Supervisory Board of Nordzucker AG held five ordinary meet-
The Supervisory Board dealt thoroughly with Group planning for
pendence and setting their remuneration. The Audit and Finance
auditors. The Supervisory Board concurs with the result of the
ings in the financial year 2011/2012 to discuss the company’s op-
the financial year 2011/2012, including planned capital expenditure,
Committee also dealt with Group and investment planning, the
audit and concluded from its own examination that it has no ob-
erating and strategic development. The members of the Supervi-
mid-term planning and regular earnings forecasts for the financial
financial restructuring, quarterly reports and the interim financial
jections to make. The Supervisory Board approved the financial
sory Board advised the Executive Board on the management of
year 2011/2012.
statements for Nordzucker AG and the Group, earnings forecasts
statements as prepared by the Executive Board, which are there-
for the financial year 2011/2012, the risk management system,
by adopted. The Supervisory Board approved the Executive Board’s
provided the Supervisory Board with regular, prompt and com-
Furthermore, in the meeting held on 10 March 2011 we discussed
the effectiveness, capacities and findings of the internal audit
proposal for the use of distributable profit.
prehensive information on corporate planning, the course of
at length compliance with the recommendations and suggestions
department, the internal control system and Nordzucker AG’s
business, the current state of the company, its strategic develop-
of the German Corporate Governance Code. The Executive Board
statement on the German Corporate Governance Code. The
Personnel matters concerning the Supervisory Board
ment and transactions of great importance. Furthermore, all mat-
and Supervisory Board have issued an updated statement of com-
examination and approval of the separate and consolidated finan-
Ulf Gabriel was appointed to the Supervisory Board of Nordzucker
ters requiring the authorisation of the Supervisory Board were
pliance in accordance with Sec. 161 AktG (Stock Corporation Act),
cial statements for the past financial year as well as the proposal
AG on 15 June 2011 by resolution of the Braunschweig district
presented to us for approval. After thorough review and discus-
which has been made permanently available to shareholders on
for election of the auditors for the financial year 2012/2013 were
court following the departure of Dr Andreas Schwarz.
sion the Supervisory Board gave its approval to the Executive
Nordzucker AG’s website. At the meeting on 10 March 2011 the
prepared at an additional meeting outside the period under review.
Board proposals. In addition to the Supervisory Board meetings
Supervisory Board also adopted concrete targets for its own com-
Separate meetings took place between the Chairman of the Audit
In its constitutive meeting on 7 July 2011 the Supervisory Board
the Chairman of the Supervisory Board was in regular contact
position to reflect the recommendation 5.4.1 of the German
and Finance Committee, the Chairman of the Supervisory Board
elected Hans-Christian Koehler as its Chairman. For professional
with the Executive Board and was informed of the current state
Corporate Governance Code, which have been published in the
and the auditors.
reasons Dr Harald Isermeyer was no longer able to stand for re-
of business and major transactions. All of the Supervisory Board’s
Corporate Governance Report. At the meeting on 29 September
discussions and decisions were aimed at protecting and increas-
2011 the Supervisory Board adopted a revised version of its own
The Human Resources Committee met five times in the reporting
Board thanks Dr Harald Isermeyer for his successful work as Chair-
ing the company’s assets.
rules of procedure and other measures resulting from the efficiency
period. At its meetings during and outside the reporting period the
man over many years and is very grateful that he is to remain on
review carried out in 2010/2011 in line with 5.6 of the German
Human Resources Committee prepared the renewed appointment
the Supervisory Board as an ordinary member.
Corporate Governance Code.
of Hartwig Fuchs as Chief Executive Officer of Nordzucker AG un-
the company and monitored its activities. The Executive Board
In the financial year 2011/2012 the Supervisory Board focused on
election as Chairman of the Supervisory Board. The Supervisory
til January 2016, which was adopted on 24 May 2012. Previously
The shareholder representative Helmut Meyer and the employee
opment. The Supervisory Board was therefore kept abreast of
In November 2011 the Supervisory Board held a meeting in Sweden
the Human Resources Committee had prepared the renewed
representative Dieter Woischke were elected as Deputy Chairmen.
European and global developments on the sugar market and
and took the opportunity to visit the refinery in Arlöv and the
appointment of Dr Michael Noth as Chief Financial Officer until
At its constitutive meeting the Supervisory Board also elected
their importance for Nordzucker by the Executive Board. The
sugar factory in Ortöfta.
August 2014, which was adopted by the Supervisory Board on
Gerhard Borchert, Helmut Meyer, Hans-Heinrich Prüße, Sigrun
providing support for the company’s continued strategic devel-
29 September 2011. The Supervisory Board welcomes the renewed
Krussmann and Dieter Woischke as members of the Supervisory
Wilmar International. Since the reform of the sugar market regime
Supervisory Board committees
appointments of Hartwig Fuchs as Chief Executive Officer and
Board Executive Committee. The Supervisory Board elected Dr
in 2006, the EU sugar market has changed from an export to an
The Supervisory Board has set up committees to discharge its
Dr Michael Noth as Chief Financial Officer as key factors for the
Harald Isermeyer and Dieter Woischke to the Human Resources
import market. The aim is to improve access via Wilmar to raw
duties efficiently. The committees prepare the Supervisory Board
company’s continued successful development.
Committee. The Supervisory Board appointed Gerhard Borchert,
Supervisory Board welcomes the programme of cooperation with
116 | Annual Report Nordzucker 2011/2012
Welcome | Horizon | Management report | Consolidated financial statements | Notes | Corporate Governance
| 117
Report of the Supervisory Board Corporate governance report Statement of compliance with GCGC
Dr Harald Isermeyer, Hans-Heinrich Prüße and Helmut Meyer to
The Supervisory Board would like to thank the Executive Board
Supervisory Board monitors the Executive Board and advises it
the Nomination Committee. Hans-Christian Koehler is Chairman
and all the staff for their personal and highly successful commit-
on the management of the company. The Supervisory Board
functions at customers, farmers’ associations or other business
of the Supervisory Board and therefore a member and Chairman
ment.
regularly discusses the course of business and company planning
partners;
at least three Supervisory Board seats for people who hold no
as well as corporate strategy and its implementation. It examines
of the Supervisory Board Executive Committee, the Human Resources Committee and the Nomination Committee. In addition the Super-
l
Braunschweig, Germany, 24 May 2012
and approves the annual financial statements of Nordzucker AG
l
at least two Supervisory Board seats for women.
and the consolidated financial statements for the Group, giving
visory Board elected Michael Gerlif, Dr Harald Isermeyer, Andreas Scheffrahn and Marina Strootmann to the Audit and Finance Com-
Hans-Christian Koehler
due regard to the auditors’ report and the results of the exami-
mittee. Andreas Scheffrahn was elected as Committee Chairman.
Chairman of the Supervisory Board
nation by the Audit Committee. Major Executive Board decisions are subject to its approval.
At present these targets have been met. According to the rules of procedure for the Supervisory Board, an age limit of 65 years applies to proposals for election to the
In order to reflect recommendation 5.4.1 of the German Corporate
Supervisory Board.
Governance Code, the Supervisory Board decided on 10 March
Corporate governance report for the financial year 2011/2012
2011 to take the following elements relating to its composition
The remuneration of the Executive Board and the Supervisory Board
into account:
as well as company shares held by members of the Executive and Supervisory Boards are dealt with in the notes to the consolidated
l
at least three Supervisory Board seats for people with a par-
statements (Nos. 45.2 and 45.3). Neither members of the Executive
Corporate governance covers the system of managing and
This includes making a declaration on the recommendations
ticularly international background (e.g. from having worked
Board nor members of the Supervisory Board bought or sold com-
monitoring a company, including its organisational structure,
of the Code, which reflects the contents of the statement of
abroad or holding foreign citizenship);
pany shares for more than EUR 5,000 in the calendar year.
its corporate policies and guidelines as well as the internal and
compliance required under Sec. 161 AktG. To the extent that
external mechanisms of control and monitoring. Nordzucker
the Code refers to statutory obligations of publicly quoted com-
AG attaches great importance to well-structured, authentic
panies outside the scope of its recommendations, these are not
corporate governance as it ensures that the management of the
applicable to Nordzucker AG. The company also assumes no
company is carried out in the spirit of long-term value creation.
voluntary obligation to adhere to them.
It fosters the confidence of shareholders, financial markets, business partners, staff and the general public in the management
The actions of all our staff are aimed at earning an appropriate
and monitoring of the Nordzucker Group.
and sustainable profit, continually generating growth and increasing our market share. Continuous improvement of all busi-
Corporate governance is the foundation for the decision-making
ness processes by competent, well-managed staff earning per-
and controlling processes at Nordzucker AG. The activities of
formance-related pay secures the existence and the systematic
Nordzucker AG are carried out in accordance with clearly de-
long-term development of the company in an ever-changing
fined guidelines. These guidelines ensure that the company’s
competitive environment.
actions are systematically aligned with the interests and expectations of shareholders, customers, business partners and staff.
Declaration by Nordzucker AG on the German Corporate Governance Code in line with Sec. 161 AktG (German Stock Corporation Act)
3. It is particularly important for the company to be able to draw on agricultural expertise. As a result, the recommendation to deal with personal conflicts of interest affecting Supervisory Board members is of secondary importance (Item 5.5.3).
The Executive Board and Supervisory Board of Nordzucker AG, 4. As Nordzucker AG is included in the consolidated financial
Meeting high standards for food and animal feed quality and
Braunschweig, have examined the recommendations of the
safety, conserving resources, continuously minimising and pre-
German Corporate Governance Code (version: 26 May 2010)
statements of Nordzucker Holding AG, the latter has special
For publicly traded companies the principles of good company
venting environmental damage as well as safeguarding health
in detail. Although the German Corporate Governance Code is
information requirements (Item 6.3).
management are laid down in the German Corporate Governance
and safety at work are an integral part of all Nordzucker’s activi-
not binding for Nordzucker AG, which is not publicly listed,
Code (hereafter known as the Code). The Code consists of
ties. Particular importance is attached to avoiding and prevent-
the c ompany has complied and continues to comply with the
To the extent that the Code refers to statutory obligations of
recommendations and suggestions for good company manage-
ing errors.
recommendations it contains, with the following exceptions:
publicly quoted companies outside the scope of its recommen-
companies. Section 161 of the German Stock Corporation Act
The Executive Board of Nordzucker AG is responsible for de-
1. We do not convene the Annual General Meeting and send
(AktG) stipulates that publicly traded companies must issue an
termining company policy. It sets corporate strategy, plans
out the related documents by electronic means due to our
annual statement on compliance with the Code’s recommenda-
and approves company budgets, decides on the allocation of
shareholder structure (Item 2.3.2).
tions. This declaration relates to both past and future periods.
resources and monitors company development. The Executive
As Nordzucker AG is not listed on a stock exchange it is not le-
Board is also responsible for preparing the quarterly and annual
gally obligated to issue a statement in accordance with Sec. 161
financial statements for Nordzucker AG and the consolidated
including a financial expert as defined in Sec. 100 paragraph
Hartwig Fuchs Hans-Christian Koehler
AktG. The Code is intended for listed companies, but non-listed
financial statements.
5 AktG in our Supervisory Board who – although not the Chair-
Chief Executive
Chairman of the
man – is also a member of the Audit Committee (Item 5.3.2).
Officer
Supervisory Board
ment and also describes statutory obligations for publicly listed
dations, these are not applicable to Nordzucker AG. The com-
companies are also well advised to follow its recommendations. Nordzucker AG therefore studies the Code’s recommendations
The Supervisory Board of Nordzucker AG has twenty-one mem-
closely on a voluntary basis and reports at regular intervals, gen-
bers. Two thirds of the Supervisory Board members represent
erally annually, on the company’s own corporate governance.
the shareholders and one third represents the workforce. The
pany also assumes no voluntary obligation to adhere to them. Please refer to the corporate governance report for more details. Braunschweig, May 2012
2. We go beyond the requirements for non-listed companies by
| 119
118 | Annual Report Nordzucker 2011/2012
Glossary Finance Cash flow Net inflow of funds. Difference between receipts and spending expenses within one accountingperiod. For the sake of simplicity, the cash flow is determined on the basis of net income, plus non-spending expenses, in particular write-downs and changes in non-current provisions. The cash flow is available to the company for investment, repayment of liabilities and distribution of profits. Consolidation The Group accounts are drawn up as if all Group member companies formed one uniform company in law. All expenditures and earnings as well as all interim trade results and other transactions between the Group members are eliminated by way of offsetting (expense and result as well as interim result consolidation). Stakes held in Group companies are set off against their equity capital (capital consolidation), and all intra-Group receivables and liabilities are eliminated (debt consolidation) because such legal relationships do not exist within a legal entity. Summation and consolidation of the remaining items of the annual financial statements result in the consolidated balance sheet and the consolidated income statement. Declaration of compliance Annual declaration made and published by the Management and Supervisory Boards of listed companies in accordance with Sec. 161 German Stock Corporation Act (AktG) stating to which extent the company management complies with the recommendations of the Commission of the German Corporate Governance Code and which recommendations are not applied. Dividend The amount of a stock corporation‘s net income apportioned to each individual share. Dividends are either expressed as a percentage of the par value or as a currency amount per share (earnings per share). The Annual General Meeting votes on the distribution of the dividends. Dividends are paid out on an annual basisin Germany. EBIT (earnings before interest and taxes) This figure supplies information on the results of current operations. Differences in capitalisation are not accounted for, therefore the general interest rate level and tax rates are not considered. EBITDA (‚Earnings before interest, taxes depreciation and amortization‘) Stands for earnings before interest, taxes, depreciation and amortisation. This key indicator is a way of measuring operating performance before capital expenditure. Equity method An accounting method in which shares in a company are initially recognised at cost and subsequently adjusted to reflect the shareholder‘s interest in the net assets of the investeecompany. Equity ratio A financial indicator describing the relationship between shareholders‘ equity and total assets. EURIBOR (Euro InterBank Offered Rate) is the interest rate for term deposits in Euros in the interbank market. Finance lease In contrast to an operating lease the lessor transfers the risk of the investment and thereby the economic ownership of the asset to the lessee.
Forward swap An agreement between two parties e.g. to swap future interest rate payments at different fixed rates on an existing amount.
Operating lease A lease is classified as an operating lease under IFRS if it does not transfer essentially all the risks and rewards of ownership of the leased asset.
German Corporate Governance Code Guidelines formulated in 2002 on the management and supervision of German companies listed on the stock exchange. The German Corporate Governance Code outlines nationally and internationally accepted standards of responsible business management, which primarily aim at transparency and clarity. The Code defines the responsibility of Management and Supervisory Boards and sets forth or makes recommendations on how to protect the rights of shareholders, how executive and supervisory bodies should be filled and how their members should be remunerated. Non-listed companies are also recommended to comply with the Corporate Governance Code.
Registered share The subscribed share capital of Nordzucker AG is divided into registered shares with a nominal value of EUR 2.56 each.
Hedge accounting under IAS 39 Refers to the way in which two or more contracts (or financial instruments) between which hedging relationships exist are recognised in the balance sheet. This method differs from conventional accounting methods. IFRS (International Financial Reporting Standards) and IAS (International Accounting Standards) are accounting standards that render balance sheet and disclosure methods comparable on a global scale. These accounting standards have been compulsory for listed companies in Germany and throughout the EU since the beginning of 2005. Impairment test This test must be conducted regularly according to IFRS in order to verify the valuation of non-current assets. It may r esult in the recognition of impairment. Interest rate swap Contractual agreement on the swap of interest cash flows at specific points in time according to a basic notional principal. Interestrate swaps enable variable interest rate agreements to be converted to fixed interest rates. International Accounting Standards Board (IASB) is an independent international committee of accounting experts that develops and revises International Financial Reporting Standards (IFRS) as needed. International Financial Reporting Interpretations Committee (IFRIC) is the name of a group within the International Accounting Standards Committee Foundation (IASC). The job of IFRIC is to publish interpretations of IFRS and IAS accounting standards in cases where it becomes apparent that the standard is capable of being interpreted differently or incorrectly or when new circumstances emerge which have not been dealt with fully in the previous standards. Joint venture A cooperation between companies in which a new, legally independent business unit is created in which the founding companies (two or more) invest capital. In addition to capital the founding companies generally contribute a significant amount of technology, intellectual property rights, technical or other expertise and operating equipment. Natural hedge approach Minimising currency risks by financing foreign currency investments in the same currency, for example. Net debt Financial liabilities minus cash and cash equivalents.
Return on equity A figure which shows the profitability of capital employed and is calculated by dividing net income for the year by shareholders‘ equity. Return on revenues A financial indicator obtained by dividing net income for the year by revenues and enabling an analysis of a com pany‘s profitability. Syndicated loan Lending by several banks (syndicate) on the basis of standardised contract documents and identical terms and conditions. Total profitability This indicator is calculated by dividing EBITDA (earnings before interest, taxes, depreciation and amortisation) by t otal output (revenues plus changes in inventories). Volatility (‘unpredictable, liable to change’) A market is volatile if it is subject to major price fluctuations. Volatility is the statistical means of measuring market fluctuations. Sugar and bioethanol Bioethanol (agricultural alcohol) Ethanol produced from biomass (renewable substances containing carbon). Starch (e.g. from wheat or maize) is broken down by enzymes into glucose. Yeast is then added and the glucose is fermented to create ethanol. When sugar beet is used to produce ethanol, the raw juice or thick juice created as a by-product of sugar extraction is fermented directly. Unlike fossil fuels, bioethanol is CO2-neutral and has long-term economic benefits. In Germany, the Biofuel Quota Act has been in force since 2007, which stipulates the amount of bioethanol to be blended with petrol. CO2 (carbon dioxide, ‘greenhouse gas’) Chemical compound consisting of carbon and oxygen which, like carbon monoxide, is a carbon oxide. This colourless and odourless gas is a natural component of air. It is created when substances containing carbon are burnt, and during cellular respiration. Plants and some bacteria convert CO2 into biomass. Combined drilling Combined drilling is the term used for applying fertiliser below the level of the seed at the same time the seed is planted. Cossettes Pressed beet chippings are a by-product of the sugar production process. They are used as animal feed. Crystal sugar The term for standard grade sugar, used in industry and the home for a variety of purposes, particularly for making deserts and cakes. In a second processing step the crystal sugar is turned into caster sugar, which retails under the name of household sugar for instance. Emission The release of substances into the environment. Insecticide An insecticide is a plant protection product that is used to kill, dispel or control insects in their various stages of development.
Insecticides are used in agriculture and forestry to protect stocks and materials and for hygiene purposes. Isoglucose Sugar made primarily from corn starch and used in beverages and preserved fruit. Isoglucose is a regulated market product. Molasses Syrupy by-product of sugar production. Used to manufacture yeasts and animal feed. Mulch seeding Mulch seeding is a ploughless sowing method in which the remains of a catch crop or the stubble of the preceding crop cover the soil before and after sowing and protect it from erosion and siltation. Pelleted seed Pelleting is a special form of impregnation whereby the seed is coated with a pelleting substance and insecticides, so that every grain of seed has a standardised weight and size. Pelleted seed is required when sugar beet is sown individually, because it obviates the need for time-consuming hoeing to separate the beet in the spring. Treating the seed with insecticide saves on work and resources and is environmentally compatible because 80 grams of the active ingredient can be enough to treat seed for one hectare against insects. Pellets By-product of sugar production. These extracted, dried sugar beet pellets are sold molassedor unmolassed as animal feed. Raw cane sugar Sugar made from sugar cane. This can then be refined to convert it into white sugar. Raw juice Sugary juice extracted from sugar beet which can be processed to make sugar or bioethanol. Refining Used in a general sense to describe a process of cleaning or purifying raw materials. For sugar this means bleaching brown raw sugar (from sugar cane or sugar beet) by a (repeated) series of different processes. Strip tilling In some cases beet has also been sown recently using the strip tilling method. This is a special method of sowing individual seeds in which the soil is only tilled in the seed row to a depth of 25 cm. This is done by chisel coulters attached in front of the drilling machine. Initial findings suggest that the advantages compared with conventional mulch seeding with seed bed preparation in the spring include greater energy efficiency and reduced work intensity per hectare, the conservation of ground water and good protection against soil erosion. Thick juice Concentrated, purified sugar juice containing some 70 to 75 per cent solid material. Thick juice is produced at the end of the steam dryer unit before the sugar undergoes the actual crystallisation process in the sugar factory‘s juice boilers. White sugar is normal household sugar and is made from raw sugar. Sugar industry ACP countries (Africa, Caribbean and Pacific) This encompasses 77 states, most of them former French or British colonies. The EU has granted these countries preferential access to the European market and dutyfree imports of 1.3 million tonnes of raw sugar since 1975 by means of the Cotonou Agreement. As of 2008, the EU wants to replace this treaty with Economic Partnership Agreements (EPA) with the ACP
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countries. In terms of sugar, this should place the countries on an equal footing with the least developed countries (LDC).
food industry have been marketed in Germany, Poland, Slovakia and Hungary under the SweetFamily brand since November 2004.
Dansukker Nordic Sugar, part of the Nordzucker Group, offers consumers a wide range of sweet sugar products from sugar beet and sugar cane under the brand name of Dansukker. The assortment is refined continuously in keeping with the needs of modern households and includes for example various types of granulated sugar, sugar cubes and icing sugar, brown sugar and syrups as well as organic and fairtrade products.
WTO (World Trade Organisation) Multinational organisation located in Geneva, in which 150 member states negotiate world trade liberali sation.
Doha development round is the name for a package of activities that the economic and trade ministers of the WTO members states were supposed to work through at the fourth world trade conference in Doha (capital of Qatar) in 2001 and complete by 2005. The main topics of negotiations included the liberalisation of agricultural trade, improved market access for developing countries and matters relating to intellectual property. Negotiations were suspended as no agreement was reached at the WTO conference in Cancun in 2003. They were resumed in July 2004 and again suspended unresolved in late July 2006 by the WTO general director Pascal Lamy. LDC (Least developed countries) LDC r elate to an EU resolution of 2001 according to which the 50 least d eveloped countries in the world may import any goods except arms into the EU free of any duty. Sugar falls under a special transitional arrangement until 2009. As of July 1, 2009, sugar can also be imported into the EU free of duty and with no restriction of quantities. Reference price The reference price stipulated in the sugar market regime for EU quota sugar serves as a basis for minimum beet prices. In this way, the European Commission also provides orientation for pricing sugar of the standard Category II supplied loose ex works in the new market regulation period beginning July 1, 2006. Market prices for sugar which are significantly above or below the EU reference price may trigger market regulation measures. Sugar market regime A common market organisation for sugar founded in 1968 (active in the EEC/EC/EU) which regulates prices for sugar and sugar beet, maximum production quantities for sugar, and import safeguards. The previous regulation (EC) No. 1260/2001 was replaced on July 1, 2006 by regulation (EC) No. 318/2006, which was passed by the ministers of agriculture of the EU member states on February 20, 2006. Sugar marketing year The reform also heralds a change in the marketing year used by the common market organisation for EU sugar. In the future, the year will begin on October 1 and end on September 30. This excludes the 2006/2007 marketing year, which begins on July 1, 2006 and ends on September 30, 2007. Sugar quota Sugar quotas were introduced in the EU to limit sugar production and prevent surpluses. Volumes produced within these quotas benefit from a sales and price guarantee. SweetFamily SweetFamily is the Nordzucker Group‘s international umbrella brand. Beet sugar products for end consumers, bakers and the
Certification, quality assurance and consumer protection DIN EN ISO 9001 This standard is part of the EN ISO 9000 series, which documents the principles of quality management activities. EN ISO 9001 deals in particular with requirements of quality management systems for which organisations must show that they are capable of supplying products which conform to customer and regulatory demands.
Important dates
Financial calendar Annual General Meetings July 3, 2012 09.00 a.m. Union-Zucker Südhannover GmbH, Atrium at the country estate Gräflicher Landsitz Hardenberg, Nörten-Hardenberg July 10, 2012
10.00 a.m. Nordharzer Zucker Aktiengesellschaft, city hall Braunschweig
July 11, 2012
10.00 a.m. Nordzucker Holding Aktiengesellschaft, city hall Braunschweig
July 12, 2012
10.00 a.m. Nordzucker AG, city hall Braunschweig
DIN EN ISO 14001 This internationally valid standard lays down globally acknowledged specifications for environmental management.
Online publications DIN EN ISO 22000 Covers rules for internationally accepted food safety management standards. EMAS II (Eco-Management and Audit Scheme) Voluntary system used by the EU as an environmental management instrument and to promote environmental action. DS 2403:2008 Danish energy management standard. FSSC 22000 is the first global food safety norm covering food production. The norm was developed specially for companies producing or processing animal or plant-based products or ingredients. GMP B2 (Good Manufacturing Practice B2) Dutch standard of quality control for animal feed from non-resident suppliers. IFS Standard (International Food Standard) This standard is a means of safeguarding food safety and consumer protection. OHSAS 18001 (Occupational Health and Safety Assessment Series) is not a norm, but can be used as a certification basis for management systems relating to health and safety at work. The structure of OHSAS is oriented towards DIN EN ISO 14001. This makes it suitable for use as an integrated management system. PAS 220 (Publicly Available Specification 220) Certification standard developed to define basic requirements for the certification of production processes with the food supply chain and intended to assist in controlling food safety standards. It is intended to be used in conjunction with DIN EN ISO 22000. ISO 22000 and PAS 220 are generally known as FSSC 22000. Q&S Standard German feed standard established by Q&S-GmbH, Bonn, Germany, to guarantee feed quality.
The following publications can be downloaded from www.nordzucker.de • Annual Report • Declaration of compliance • Sustainability Report
Nordzucker AG K端chenstrasse 9 38100 Braunschweig Germany Telephone: +49 (0)531 2411 0 Fax: +49 (0)531 2411 100 info@nordzucker.de www.nordzucker.de Corporate Communications Klaus Schumacher Telephone: +49 (0)531 2411 366 pr@nordzucker.de Investor Relations Bianca Deppe-Leickel Telephone: +49 (0)531 2411 335 ir@nordzucker.de Shares register Claus-Friso Gellermann Telephone: +49 (0)531 2411 118 aktien@nordzucker.de
Printed copies of this Annual Report for the Nordzucker Group are also available in German. Alternatively, the report can be downloaded in German or English from the internet under www.nordzucker.de from the download center as a PDF.