02.08.2007 05:05:00
|
Lafarge: Results for the First Half at June 30, 2007
Regulatory News:
The Board of Directors of Lafarge (NYSE:LR) (Paris:LG), chaired by Bruno
Lafont, met on August 1st 2007 to approve the
accounts for the half year ending June 30 2007.
KEY FIGURES UP IN H1
-- Sales
-- Net income Group share
up 4% to EUR 8,385 million
up 70% to EUR 934 million
-- Current operating income
-- Earnings per share
up 20% to EUR 1,360 million
up 71% to EUR 5.38
FURTHER GROWTH IN Q2
-- Sales
-- Net income Group share
up 2% to EUR 4,690 million
up 17% to EUR 572 million
-- Current operating income
-- Earnings per share
up 11% to EUR 1,015 million
up 18% to EUR 3.31
GROUP HIGHLIGHTS IN H1 2007
Record first half
-- Strong organic growth: sales up 6% in second quarter and 8%
in first half at constant scope and exchange rates.
-- Cost reductions implemented throughout the Group, in line
with our Excellence 2008 program.
-- Current operating income in our North American Cement and
Aggregates & Concrete businesses is up 21% in the first
half.
-- Operating margin is up 210 basis points in first half.
-- Cash flow from operations increases by 19% in the second
quarter and 13% in the first half (+24% excluding
one-offs).
-- Exchange rate fluctuations are significant: at constant
exchange rates, current operating income is up 15% in the
second quarter and up 24% in the first half.
-- Excluding capital gains on Roofing and Turkey disposals,
earnings per share is up 23% in the first half and 18% in
the second quarter.
Divestment of the Roofing business and of our activities in Central
Anatolia, Turkey.
Share buy-back of 1.8% of the Group’s
capital.
Launch of two new value-added concrete products, Extensia and
Chronolia, in France, the UK and North America.
Announcement of our "Sustainability
Ambitions 2012”, our road-map towards
sustainable leadership.
Appointment of new Group Executive Committee.
BRUNO LAFONT, CHAIRMAN AND CHIEF EXECUTIVE OFFICER OF LAFARGE,
COMMENTED: "The increase in our earnings in the first
half reflects the structural improvement in our operations and the cost
reductions implemented throughout the Group. Our margins are up sharply.
The quality of the results of our North American operations in the
current market environment is worth highlighting. We are confident for
the second half of the year.” CONSOLIDATED FINANCIAL STATEMENTS AT JUNE 30, 2007
In M€
6 MONTHS Q2
2006
2007
Variation 2006
2007
Variation
Sales
8,054
8,385
+ 4%
4,576
4,690
+ 2%
Current operating income
1,134
1,360
+ 20%
916
1,015
+ 11%
Net income Group share
548
934
+ 70%
490
572
+ 17%
Earnings per share in €
3.14€
5.38€
+ 71%
2.81€
3.31€
+ 18%
Cash flow from
operations
1,164
1,310
+ 13%
926
1,102
+ 19%
Excluding exceptionals(1)
1,164
1,439
+ 24% 926
1,102
+19%
Group net debt
10,610
9,445
- 11%
(1) Cash flow from operations for the first
quarter of 2007 includes an exceptional contribution of €129
million to the UK pension fund.
CURRENT OPERATING INCOME AT JUNE 30, 2007
In M€
6 MONTHS Q2
2006
2007
Variation 2006
2007
Variation
Cement
871
1,070
+ 23%
672
772
+ 15%
Aggregates & Concrete
188
244
+ 30%
206
226
+ 10%
Gypsum
110
82
- 25%
62
36
- 42%
Other
(35)
(36)
(24)
(19)
TOTAL
1,134
1,360
+ 20%
916
1,015
+ 11%
H1 2007 HIGHLIGHTS BY BUSINESS CEMENT
Sales up: + 5% to €2,779 million in the
second quarter; +7% to €4,974 million in
the first half.
Current operating income up: +15% in the second quarter; +23% in the
first half.
Strong improvement in operating margin: 21.5% compared to 18.8% in the
first half of 2006.
Positive trends in most of our markets.
Higher earnings in North America, in spite of the impact of the
residential market slowdown.
Strong increase in earnings in Central and Eastern Europe, and in Asia.
Sustained price increases, against a background of higher energy and
transportation costs.
AGGREGATES & CONCRETE
Sales stable at €1,724 million in the
second quarter; up 1% to €3,002 million in
the first half.
Current operating income up: +10% in the second quarter; +30% in the
first half.
Improvement in operating margin, to 8.1% compared to 6.3% in the first
half of 2006.
Positive pricing trends.
Increased contribution from value-added concrete products.
GYPSUM
Sales stable at €826 million in the first
half.
Current operating income and operating margin down, due to residential
market slowdown in North America.
Strong increase in results in all other markets.
CAPITAL EXPENDITURE AND DISPOSALS IN THE FIRST HALF OF 2007
In the first half, investments mainly concerned the following
operations:
-- Development capital expenditure, to increase production
capacity, totaled EUR 336 million in the first half (EUR
213 million in the first half of 2006). These investments
are part of our program to build 45 million tons of cement
production capacity, and include the reconstruction of our
Aceh plant in Indonesia, as well as the construction of new
production lines in Zambia, China, India, Ecuador and South
Africa. They also include new plasterboard production lines
at Silver Grove (U.S.) and in the United Kingdom, as well
as several debottlenecking investments at our Cement
operations in France, Spain and Nigeria.
-- Sustaining capital expenditure totaled EUR 389 million in
the first half (EUR 417 million in the first half of 2006).
-- Acquisitions totaled EUR 877 million (EUR 3,061 million in
the first half of 2006). They include the purchase of a 26%
stake in Heracles, in Greece, for EUR 322 million, rising
the Group's stake to 79.17%; a 35% interest in the new
entity Lafarge Roofing for EUR 217 million; the acquisition
of aggregates activities in the Chicago region; and the
acquisition of Cimpor shares on the market for a total of
EUR 150 million. As at 31 July 2007, Lafarge holds a 17%
stake in Cimpor.
Disposals mainly related to the sale of our Roofing business to PAI
Partners and the sale of our Cement, Aggregates & Concrete business in
Central Anatolia, Turkey.
OUTLOOK FOR 2007
The positive trends observed in the first half confirm our positive
market outlook for 2007, with strong growth expected in emerging
markets.
-- In the Cement business, we anticipate strong demand and
high prices on the whole, in spite of a slowdown in market
conditions in North America.
-- We expect another year of growth for our Aggregates &
Concrete business in 2007, with particularly strong
performance in emerging markets.
-- For the Gypsum business, 2007 should be a good year in
Western and Eastern Europe and in Asia, in terms of both
volumes and prices. Our North American operations should,
however, be strongly impacted by the residential market
slowdown.
Energy and transport costs are expected to be higher in 2007.
The action plans developed to reduce costs in all our businesses and
all countries as part of our "Excellence
2008” strategic plan should generate
substantial cost savings in 2007.
OSCAR FANJUL APPOINTED NON EXECUTIVE VICE CHAIRMAN OF THE LAFARGE
BOARD OF DIRECTORS
The Board of Directors of Lafarge, at a meeting on August 1st
chaired by Bruno Lafont, appointed Oscar Fanjul as non-executive Vice
Chairman of the Board.
Oscar Fanjul, 57, has been an independent member of the Lafarge Board
since 2005. He was founding Chairman and CEO of Repsol YPF, the Spanish
energy group, from 1985 to 1996. He is now Honorary Chairman of Repsol.
He is also a director of the boards of Areva, Marsh & McLennan and the
London Stock Exchange.
BRUNO LAFONT, CHAIRMAN AND CHIEF EXECUTIVE OFFICER OF LAFARGE, STATED:
"I am delighted that Oscar Fanjul has agreed to bring his experience and
remarkable skills to foster continuous improvement in the governance of
our Board of Directors."
NOTES TO EDITORS Lafarge is the world leader in building materials, with
top-ranking positions in all of its businesses: Cement, Aggregates &
Concrete and Gypsum. With 71,000 employees in over 70 countries, Lafarge
posted sales of Euros 17 billion and net income of Euros 1.4 billion in
2006.
Lafarge is the only company in the construction materials sector to be
listed in the 2007 ‘100 Global Most
Sustainable Corporations in the World’.
Lafarge has been committed to sustainable development for many years,
pursuing a strategy that combines industrial know-how with performance,
value creation, respect for employees and local cultures, environmental
protection and the conservation of natural resources and energy. To make
advances in building materials, Lafarge places the customer at the heart
of its concerns. It offers the construction industry and the general
public innovative solutions bringing greater safety, comfort and quality
to their everyday surroundings.
Additional information is available on the web site at www.lafarge.com.
Practical information:
Analysts & Investors conference call on Second Quarter Results to June 30, 2007
Following the release of Lafarge's Second Quarter Results to June
30, 2007, a conference call will be held on:
August 2nd, 2007 at 02:00 PM CET, in English (01:00 PM UK time; 08:00
AM EDT in North America), hosted by Jean-Jacques Gauthier,
Chief Financial Officer
If you wish to participate in the conference call, please dial:
From France: +33 (0)1 70 99 42 97
UK and International dial in number: +44(0)20 7806 1968
From USA, toll free (US only): +1718 354 1391
Conference call name: "Lafarge"
Please note that a playback will be available:
online through www.lafarge.com one hour after the end of the
conference call, or
by phone, from August 2nd, 2007 at 17:30 CET, to August 10th, 2007
at 00:00 AM CET at the following numbers:
From France: +33 (0)1 71 23 02 48
UK and International dial in number: +44 (0)20 7806 1970
From USA, toll free (US only): +1 718 354 1112
Pin code for all numbers: 2761428#
Statements made in this press release that are not historical facts,
including statements regarding our expectations on market trends, price
increases, energy costs, cost reduction and growth in our results, are
forward-looking statements made pursuant to the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. These
statements are not guarantees of future performance and involve risks,
uncertainties and assumptions ("Factors"), which are difficult to
predict. Some of the Factors that could cause actual results to differ
materially from those expressed in the forward-looking statements
include, but are not limited to: the cyclical nature of the Company's
business; national and regional economic conditions in the countries in
which the Group does business; currency fluctuations; seasonal nature of
the Company’s operations; levels of
construction spending in major markets; supply/demand structure of the
industry; competition from new or existing competitors; unfavorable
weather conditions during peak construction periods; changes in and
implementation of environmental and other governmental regulations; our
ability to successfully identify, complete and efficiently integrate
acquisitions; our ability to successfully penetrate new markets; and
other Factors disclosed in the Company's public filings with the French
Autorité des Marchés Financiers and the US Securities and Exchange
Commission including its Reference Document and annual report on Form
20-F. In general, the Company is subject to the risks and uncertainties
of the construction industry and of doing business throughout the world.
The forward-looking statements are made as of this date and the Company
undertakes no obligation to update them, whether as a result of new
information, future events or otherwise.
Lafarge
Interim Report
at June 30, 2007
1
CONSOLIDATED KEY FIGURES
PAGE 2
2
REVIEW OF OPERATIONS AND FINANCIAL RESULTS
PAGE 4
3
CONSOLIDATED FINANCIAL STATEMENTS
PAGE 13
4
AUDITORS REPORT
PAGE 31
1. Consolidated key figures In order to reflect its divestment, the Roofing division is presented
as discontinued operations in the Group’s
financial statements. In compliance with IFRSs, the contribution of the
Roofing Division to the Group’s consolidated
statement of income and statement of cash flows, is presented on
specific lines for all the years presented. In the Group’s
consolidated balance sheet, Roofing assets and liabilities are shown on
separate lines for December 2006, only, with no restatement for prior
years. Hereinafter, and in our other shareholder and investor
communications, "current operating income”
refers to the subtotal "operating income
before capital gains, impairment, restructuring and other”
on the face of the Group’s consolidated
statement of income. This measure excludes from our operating results
those elements that are by nature unpredictable in their amount and/or
in their frequency, such as capital gains, asset impairments and
restructuring costs. While these amounts have been incurred in recent
years and may recur in the future, historical amounts may not be
indicative of the nature or amount of these charges, if any, in future
periods. The Group believes that the subtotal "current
operating income” is useful to users of the
Group’s financial statements as it provides
them with a measure of our operating results which excludes these
elements, enhancing the predictive value of our financial statements and
provides information regarding the results of the Group’s
ongoing trading activities that allows investors to better identify
trends in the Group’s financial performance. In addition, current operating income is a major component of the
Group’s key profitability measure, return on
capital employed (which is calculated by dividing the sum of "operating
income before capital gains, impairment, restructuring and other”,
after tax, and income from associates by the averaged capital employed).
This measure is used by the Group internally to: a) manage and assess
the results of its operations and those of its business segments, b)
make decisions with respect to investments and allocation of resources,
and c) assess the performance of management personnel. However, because
this measure has limitations as outlined below, the Group limits the use
of this measure to these purposes. The Group’s subtotal within operating
income may not be comparable to similarly titled measures used by other
entities. Further, this measure should not be considered as an
alternative for operating income as the effects of capital gains,
impairment, restructuring and other amounts excluded from this measure
do ultimately affect our operating results and cash flows. Accordingly,
the Group also presents "operating income”
within the consolidated statement of income which encompasses all
amounts which affect the Group’s operating
results and cash flows. Sales 6 Months % Variance 2nd Quarter % Variance
(million euros)
2007 2006 2007 2006
By geographical zone of destination
Western Europe
3,181
2,963
7%
1,673
1,604
4%
North America
2,068
2,296
-10%
1,297
1,411
-8%
Mediterranean Basin
361
390
-7%
201
231
-13%
Central and Eastern Europe
643
396
62%
400
279
43%
Latin America
424
396
7%
218
195
12%
Sub-Saharan Africa
833
821
1%
433
435
-
Asia
875
792
10%
468
421
11%
By business line
Cement
4,568
4,260
7%
2,561
2,430
5%
Aggregates & Concrete
2,997
2,968
1%
1,721
1,728
-
Gypsum
814
819
-1%
405
415
-2%
Other
6
7
-
3
3
-
Total
8,385
8,054
4% 4,690
4,576
2% Current operating income 6 Months % Variance 2nd Quarter % Variance
(million euros)
2007 2006 2007 2006
By geographical zone of destination
Western Europe
523
451
16%
343
311
10%
North America
179
188
-5%
241
261
-8%
Mediterranean Basin
102
103
-1%
67
70
-4%
Central and Eastern Europe
202
81
149%
164
96
71%
Latin America
77
75
3%
40
38
5%
Sub-Saharan Africa
174
173
1%
96
90
7%
Asia
103
63
63%
64
50
28%
By business line
Cement
1,070
871
23%
772
672
15%
Aggregates & Concrete
244
188
30%
226
206
10%
Gypsum
82
110
-25%
36
62
-42%
Other
(36)
(35)
-
(19)
(24)
-
Total
1,360
1,134
20 % 1,015
916
11% Other key figures 6 Months % Variance 2nd Quarter % Variance
(million euros, except per share data)
2007 2006 2007 2006
Net income - Group share
934
548
70%
572
490
17%
Earnings per share (in euros)
5.38
3.14
71%
3.31
2.81
18%
Cash flow from operations
1,310
1,164
13%
1,102
926
19%
Excluding exceptionals (1)
1,439
1,164
24% 1,102
926
19%
Net debt
9,445
10,610
(1) Cash flow from operations for the first
6 months of 2007 includes an exceptional contribution of €129
million to the UK pension fund (paid in 1st
quarter)
2. Review of operations and financial results Group highlights for the first six months of 2007
Record first half
-- Strong organic growth: sales up 6% in second quarter and 8%
in first half at constant scope and exchange rates.
-- Cost reductions implemented throughout the Group, in line
with our Excellence 2008 program.
-- Current operating income in our North American Cement and
Aggregates & Concrete businesses is up 21% in the first
half.
-- Operating margin is up 210 basis points in first half.
-- Cash flow from operations increases by 19% in the second
quarter and 13% in the first half (+24% excluding
one-offs).
-- Exchange rate fluctuations are significant: at constant
exchange rates, current operating income is up 15% in the
second quarter and up 24% in the first half.
-- Excluding capital gains on Roofing and Turkey disposals,
earnings per share is up 23% in the first half and 18% in
the second quarter.
Divestment of the Roofing business and of our activities in Central
Anatolia, Turkey.
Share buy-back of 1.8% of the Group’s
capital.
Launch of two new value-added concrete products, Extensia and
Chronolia, in France, the UK and North America.
Announcement of our "Sustainability
Ambitions 2012”, our road-map towards
sustainable leadership.
Appointment of new Group Executive Committee.
Overview of operations: sales and current operating income Consolidated sales and current operating income All data regarding sales, sales volumes and current operating income
include the proportional contributions of our proportionately
consolidated subsidiaries.
In the first semester of 2007, consolidated sales increased by 4.1% over
2006 to 8,385 million euros (2.4% in the second quarter, to 4,690
million euros).
Sales benefited from sustained organic growth (7.9% over the first six
months, 5.8% in the second quarter) reflecting solid trends in most of
our markets. After an exceptionally strong first quarter, the second
quarter marked the return to more normal trends although it was affected
in several regions by unfavorable weather conditions. Currency impacts
were unfavorable in the first six months of the year (-4.0%, or
295 million euros), mainly reflecting the depreciation of the US dollar,
the Canadian Dollar and the South African rand. Changes in the scope of
consolidation had a modest net positive impact on sales of 18 million
euros resulting from the positive contribution from the recently
acquired Yunnan cement operations in China and aggregates businesses in
the United States, partially offset by the impact of the disposal of our
Turkish joint venture in Central Anatolia (which operated in cement,
aggregates and concrete).
In the same period, the current operating income increased by 19.9%
(23.7% at constant scope and exchange rates), to 1,360 million euros. In
the second quarter, it increased by 10.8% (14.0% at constant scope and
exchange rates), to 1,015 million euros. After an exceptional first
quarter, the second quarter benefited from strong market conditions in
Central and Eastern Europe. Solid performance of our North American
operations that more than compensated the drop in volumes due to the
slowdown of the residential market resulted in an increase in our
results, when expressed in US dollars. Currency fluctuations negatively
impacted the current operating income by 40 million euros, as a result
of weaker US and Canadian dollars and South African rand. Changes in
scope of consolidation had a 6 million euros positive impact on the
current operating income.
Sales and Current operating income by segment Individual segment sales information is discussed below before
elimination of interdivisional sales. Cement 6 months % Variance Excluding foreign exchange and scope effects 2nd quarter % Variance Excluding foreign exchange and scope effects
(million euros)
2007 2006 2007 2006
Salesbeforeeliminationof inter-divisionalsales
4,974
4,641
+ 7.2%
+ 11.0%
2,779
2,642
+ 5.2%
+ 8.5%
Currentoperatingincome
1,070
871
+ 22.8%
+ 26.6%
772
672
+ 14.9%
+ 17.5%
Volumes trends for the first six months of 2007 were favorable, up 5.0%
at 65.7 million tonnes, reflecting solid growth in most of our markets,
North America being the noticeable exception and Central and Eastern
Europe, the main contributor. Pricing trends remained strong in both
quarters, reflecting a favorable global supply-demand balance in a
context of rising costs. Strong cost management continued in the second
quarter across the Division. At constant scope and exchange rates,
current operating income increased by 26.6%, with Eastern and Western
Europe, Asia and North America being the main drivers. In the second
quarter it increased by 17.5%, benefiting from sustained trends in
Central and Eastern Europe and strong performance of our North American
operations.
WESTERN EUROPE Sales: EUR 1,518 million at end of June 2007 (EUR 1,396 million in 2006) EUR 808 million in the second quarter of 2007 (EUR 775 million in 2006) Current operating income: EUR 365 million at end of June 2007 (EUR 316 million in 2006) EUR 244 million in the second quarter of 2007 (EUR 228 million in 2006)
Sales and current operating income for the first six months of the year
increased respectively by 8.7% to 1,518 million euros and by 15.5% to
365 million euros. In the second quarter, they increased respectively by
4.3% to 808 million euros and by 7.0% to 244 million euros. The second
quarter was contrasted, showing some growth in the UK, but softness in
France and Spain, affected by wet weather and local or national
elections. Our Greek operations suffered in the quarter from the
combination of rain in May, heat wave in June and social problems at one
of our plants. Pricing trends remained strong overall, in a context of
high energy costs. Current operating income at constant scope of
consolidation and exchange rates was up 15.0% compared to the first half
of 2006 (3.5% in the second quarter).
NORTH AMERICA Sales: EUR 839 million at end of June 2007 (EUR 908 million in 2006) EUR 523 million in the second quarter of 2007 (EUR 551 million in 2006) Current operating income: EUR 127 million at end of June 2007 (EUR 110 million in 2006) EUR 146 million in the second quarter of 2007 (EUR 134 million in 2006)
Sales for the first six months of the year decreased by 7.6% (by 5.1% in
the second quarter), due to the unfavorable impact of exchange rates. At
constant scope and exchange rates, sales were almost stable in the first
six months, down 0.1%, the positive evolution of prices almost
offsetting a 5.5% drop in domestic volumes resulting from the continued
softening of the residential sector. In the second quarter sales
increased by 1.8%, the drop in domestic volumes being limited to 3.1%
thanks to May and June sales levels in the Lakes and Seaway region being
close to last year levels and to West market conditions remaining
favorable. Price increases were implemented in January or April in most
districts. Currency impacts were highly unfavorable over the first half
of the year (7.4%, or 68 million euros).
Current operating income increased by 15.4% to 127 million euros in the
first half year (by 9.0% in the second quarter to 146 million euros),
despite a 8 million euros unfavorable impact of exchange rates
(10 million euros in the second quarter). At constant scope of
consolidation and exchange rates, current operating income for the half
year grew by 25.2% (18.1% in the second quarter). Strong performance of
our plants, tight control over costs combined with continued pricing
achievement more than offset the decline in volumes and the inflated
energy cost, leading to improved results.
GROWING MARKETS Sales: EUR 2,617 million at end of June 2007 (EUR 2,337 million in 2006) EUR 1,448 million in the second quarter of 2007 (EUR 1,316 million in 2006) Current operating income: EUR 578 million at end of June 2007 (EUR 445 million in 2006) EUR 382 million in the second quarter of 2007 (EUR 310 million in 2006)
Overall sales grew by 12.0% over 2006 levels to 2,617 million euros
(10.0% in the second quarter, to 1,448 million euros), with Central and
Eastern Europe and Asia mainly contributing to this growth. At constant
scope of consolidation and exchange rates, half year sales increased by
17.1% (14.5% in the second quarter). Current operating income in growing
markets went up 29.9% to 578 million euros (up 23.2% in the second
quarter, to 382 million euros) compared to 2006, all regions but
Sub-Saharan Africa contributing to this growth. Currency fluctuations in
the first half of the year had a negative impact on current operating
income of 23 million euros, with Sub-Saharan Africa being the most
impacted region (12 million euros negative impact). Changes in the scope
of consolidation were negligible.
In the Mediterranean Basin,
following the sale of our Turkish joint venture in Central Anatolia on
February 27, sales and current operating income for the first six months
of the year declined respectively by 3.6% to 295 million euros and by
3.1% to 94 million euros compared to 2006 levels (by 9.8% to 166 million
euros and by 7.6% to 61 million euros in the second quarter). At
constant scope of consolidation and exchange rates, for the half year,
they increased by respectively 13.4% and 11.5% (7.4% and 9.6% in the
second quarter), mainly thanks to volume trends in Morocco, benefiting
from the contribution of the new line in Bouskoura. In Jordan, where
volumes were volatile month on month but flat overall over the period,
price increases implemented in the course of 2006 and in May 2007 just
offset sharp increase in energy cost. Turkey experienced strong growth
in the first quarter but the second quarter was affected by a severe
heat wave and pre-election uncertainty. In Egypt, planned long shutdown
and kiln upgrading in May and June at our Beni Suef plant resulted in
decreasing volumes in the second quarter, although market conditions
remained strong.
Central and Eastern Europe
performed strongly in the first and second quarters, all countries
contributing to record results. Very good market fundamentals overall,
strong performance of our operations and favorable weather conditions in
the first quarter, led to record sales and results across the region.
Sales grew by 61.6% to 501 million euros over the first six month of the
year and current operating income more than doubled, at 180 million
euros compared to 79 million euros in 2006. In the second quarter, sales
grew by 42.2% to 317 million euros and current operating income by
66.3%, to 148 million euros. At constant scope and exchange rates, first
half-year sales and current operating income were respectively up 59.4%
and 122.9% (up 39.5% and 62.7% in the second quarter). This strong
performance was achieved primarily by Romania, Poland and Russia, driven
by excellent market dynamics overall, strong performance in Romania and
Poland and favorable pricing conditions and cost containment in Russia.
In Latin America, sales grew by
8.9% to 329 million euros for the first six months of the year, and by
11.3% to 168 million euros in the second quarter. Sustained growth in
volumes was recorded in all countries. Positive mix, notably in
Venezuela and Brazil, contributed to favorable pricing, offsetting
strong rise in costs. Current operating income for the first six months
increased by 4.8% from last year level, at 65 million euros (by 9.7% in
the second quarter to 34 million euros). At constant scope and exchange
rates, current operating income for the first six months of the year was
up 13.7% (18.2% in the second quarter).
In Sub-Saharan Africa, sales were
almost stable over last year levels, at 774 millions euros for the first
half-year, decreasing slightly in the second quarter by 1.2% to 409
million euros, affected by a strongly negative impact of exchange rates,
mainly in South Africa. At constant scope of consolidation and exchange
rates, sales were up 8.3% for the first six months of the year and up
5.9% in the second quarter. They benefited from solid volume trends in
Kenya and South Africa, while Nigeria experienced decline in volumes,
despite growing market, due to power and gas supply disruptions at our
plants. Current operating income decreased by 2.7% in the first half of
the year compared to last year, at 145 million euros. At constant scope
of consolidation and exchange rates, current operating income was stable
in the first half, decreasing by 1.5% in the second quarter. Increased
energy related costs over the region and purchase of clinker in sold-out
countries offset most of the gains in sales.
In Asia, sales and current
operating income for the first six months of the year respectively grew
by 10.8% at 718 million euros and by 62.1% at 94 million euros
(respectively by 12.8% to 388 million euros and 25.5% to 59 million
euros in the second quarter). At constant scope of consolidation and
exchange rates, they increased respectively by 8.1% and by 58.1% in the
first half year (by 9.9% and 19.3% in the second quarter). Despite a
still difficult situation in South Korea and a slow start of the 9th
Malaysian plan projects, strong pricing gains in Malaysia and India,
good market conditions driven by strong demand from private sector,
together with sustained performance in the Philippines were the main
levers for this improvement. In China, volume trends were very positive,
showing, in the first half year, a 17.6% growth at constant scope of
consolidation and prices increased in some regions to offset rise in
costs. The integration of the ex-Shui On and the Yunnan assets is
still progressing in line with our plan.
Aggregates & Concrete 6 months % Variance Excluding foreign exchange and scope effects 2nd quarter % Variance Excluding foreign exchange and scope effects
(million euros)
2007 2006 2007 2006
Sales beforeeliminationof inter-divisionalsales
3,002
2,973
+ 1.0%
+ 5.1%
1,724
1,731
-0.4%
+ 3.2%
Currentoperatingincome
244
188
+ 29.8%
+ 32.3%
226
206
+ 9.7%
+ 13.1%
AGGREGATES AND OTHER RELATED PRODUCTS Sales: EUR 1,462 million at end of June 2007 (EUR 1,452 million in 2006) EUR 900 million in the second quarter of 2007 (EUR 897 million in 2006) Current operating income: EUR 124 million at end of June 2007 (EUR 97 million in 2006) EUR 142 million in the second quarter of 2007 (EUR 134 million in 2006)
Improved current operating income derived from strong pricing combined
with good cost control.
In Western Europe, the improvement
of the current operating income is driven by solid pricing. Positive
trends in volumes in France in the first quarter reversed in the second
quarter, due to lagging demand in the road segment.
In North America, softening
residential construction market and less favorable weather in the first
quarter drove volumes down in most regions. Current operating income
still showed encouraging growth resulting from strong pricing combined
with good cost control.
Elsewhere in the world, the trends
observed in the first quarter continued in the second quarter with
Central and Eastern Europe and South Africa benefiting from strong
market conditions. These conditions combined with cost savings
initiatives have driven strong margin growth.
CONCRETE AND OTHER RELATED PRODUCTS Sales: EUR 1,768 million at end of June 2007 (EUR 1,734 million in 2006) EUR 953 million in the second quarter of 2007 (EUR 955 million in 2006) Current operating income: EUR 120 million at end of June 2007 (EUR 91 million in 2006) EUR 84 million in the second quarter of 2007 (EUR 72 million in 2006)
The increase in current operating income is achieved mainly through
solid pricing, increased contribution of Value Added Products together
with cost reduction initiatives.
In Western Europe, sales increased
significantly, thanks to good pricing over the period, strong volumes in
the first quarter, particularly in France, and increased contribution of
Value Added Products.
In North America, less favorable
weather conditions in the first quarter and a further slowdown in the
residential construction market resulted in volume declines in most
regions. Significant price increase in all markets and strong cost
control allowed for an improving current operating income over the
period.
Elsewhere in the world,
substantial growth in most markets, strong pricing combined with good
cost control led to improved results.
Gypsum 6 months % Variance Excluding foreign exchange and scope effects 2nd quarter % Variance Excluding foreign exchange and scope effects
(million euros)
2007 2006 2007 2006
Sales beforeeliminationof interdivisionalsales
826
830
- 0.5%
+ 2.1%
411
420
- 2.1%
- 0.3%
Currentoperatingincome
82
110
- 25.5%
- 22.1%
36
62
- 41.9%
- 38.9%
Current operating income decreased strongly year on year, reflecting the
impact of the slowdown of the residential market in the United States,
which was partly offset by the significantly enhanced results elsewhere
(increasing by 31.6% over last year levels in the first half of the
year). Currency impacts decreased the current operating income by 4
million euros. In the second quarter, current operating income was 26
million euros below last year level.
WESTERN EUROPE Sales: EUR 473 million at end of June 2007 (EUR 439 million in 2006) EUR 235 million in the second quarter of 2007 (EUR 220 million in 2006) Current operating income: EUR 54 million at end of June 2007 (EUR 44 million in 2006) EUR 26 million in the second quarter of 2007 (EUR 20 million in 2006)
Sales were up overall, driven by increased volumes in all countries.
Volumes in France reflected the solid underlying demand and in the UK,
demand remained strong. Overall, the price trend was positive.
Current operating income improved in the first half of the year to 54
million euros in 2007 compared to 44 million euros in 2006 (26 million
euros compared to 20 million euros in the second quarter), reflecting
these favorable market conditions and cost control actions.
NORTH AMERICA Sales: EUR 146 million at end of June 2007 (EUR 213 million in 2006) EUR 67 million in the second quarter of 2007 (EUR 108 million in 2006) Current operating income: EUR 7 million at end of June 2007 (EUR 53 million in 2006) EUR -2 million in the second quarter of 2007 (EUR 34 million in 2006)
Decrease of the residential demand in the United States continued,
leading to a further decline in prices and volumes, which were at a
record level at the end of the second quarter last year.
Current operating income decreased from 53 million euros in the first
half of 2006 to 7 million euros this year, with a loss of 2 million
euros in the second quarter due to pricing and volumes decrease, as well
as the costs of the successful start up at Silver Grove.
OTHER COUNTRIES Sales: EUR 207 million at end of June 2007 (EUR 178 million in 2006) EUR 109 million in the second quarter of 2007 (EUR 92 million in 2006) Current operating income: EUR 21 million at end of June 2007 (EUR 13 million in 2006) EUR 12 million in the second quarter of 2007 (EUR 8 million in 2006)
Current operating income improved strongly thanks to record earnings in
Poland, Turkey and Asia.
Other (including holdings)
The current operating loss of our other operations amounted to 36
million euros in the first six months of 2007 compared to 35 million
euros in 2006.
Other income statement items Other elements EUR 82 million in the first six months of the operating income of 2007 (EUR -47 million in 2006) EUR -26 million in the second quarter of 2007 (EUR -35 million in 2006)
Gains on disposals, net, amounted to 164 million euros compared to a
loss of 2 million euros in the first six months of 2006. This strong
gain relates mainly to the disposal of our participation in the Ybitas
Lafarge joint venture operating in cement, aggregates and concrete in
Turkey sold to Cimpor on February 27 and to an accretive impact of the
investment of the EBRD in our Russian operations, effective on May 5.
Other operating expenses, amounted to 82 million euros, compared to
45 million euros in 2006, reflecting mainly a 20 million euros loss in
our insurance captives, related to an unusual high loss rate in our
cement and aggregates and concrete operations in the first part of the
year.
Finance costs EUR 244 million in the first six months of 2007 (EUR 187 million in 2006) EUR 96 million in the second quarter of 2007 (EUR 80 million in 2006)
In the first half year, finance costs, comprised of financial expenses
on net indebtedness and other financial income and expenses, increased
by 30% year on year. Financial expenses on net indebtedness increased by
11%, from 231 million euros to 257 million euros mainly as the result of
the additional interest expense from the acquisition of the Lafarge
North America minority interests, partly offset by the positive impact
due to the disposals of our Roofing business and the Turkish assets. The
acquisition of the National Bank of Greece interest in Heracles
completed in April and the progress made on the 500 million euros share
buy back program also contributed to the increase in financial expenses.
The average interest rate on our gross debt was 5.8% during the first
half of 2007 as compared to 5.4% in the first half of 2006, mainly
reflecting the increase of short-term interest rates affecting the short
term portion of our debt.
Other finance income decreased by 31 million euros, to 13 million euros,
as we benefited in the second quarter of 2006 from the 44 million euros
gain on the sale of our residual interest in Materis.
Income from associates EUR 27 million in the first six months of 2007 (EUR 18 million in 2006) EUR 15 million in the second quarter of 2007 (EUR 9 million in 2006)
Income from associates mainly benefited from improved results in our
associates operating in gypsum and aggregates and concrete. The
contribution of our 35% stake in the new Roofing entity was negligible,
financial expenses offsetting improved operating results.
Income tax EUR 307 million in the first six months of 2007 (EUR 264 million in 2006) EUR 256 million in the second quarter of 2007 (EUR 241 million in 2006)
Income tax expense for the first half year increased year on year,
mainly reflecting improved operating results. The effective tax rate is
25% vs. 29% in 2006. This reduction reflects the impact of the specific
taxation of the gain on the sale of our Turkish assets that was limited
to 9 million euros and the effect of tax optimizations.
Income from EUR 131 million in the first six months discontinued operations of 2007 (EUR -2 million in 2006) EUR 0 million in the second quarter of 2007 (EUR 13 million in 2006)
In compliance with IFRSs guidance, the Roofing division, following its
divestment on February 28, 2007, is presented in the Group’s
profit and loss statement until this date as discontinued operations.
The gain on the disposal, net of tax is also included in this line. Our
Roofing operations posted a net profit of 9 million euros from January 1
to February 28, 2007. At February 28, following the completion of the
disposal, we recorded a gain on the disposal amounting to 122 million
euros, net of selling costs and income taxes.
Minority interests: EUR 115 million in the first six months of 2007 (EUR 104 million in 2006) EUR 80 million in the second quarter of 2007 (EUR 92 million in 2006)
The change in minority interests is explained by the impact of the
acquisition of the minority interests of Lafarge North America on May
16, 2006, the effect of the purchase of the 26% stake of the National
Bank of Greece in our Greek operations and improved results mainly in
Morocco, Romania, Russia and Moldavia.
Net income, Group share: EUR 934 million in the first six months of 2007 (EUR 548 million in 2006) EUR 572 million in the second quarter in 2007 (EUR 490 million in 2006)
Net income for the first half year increased by 386 million euros,
reflecting improved operational performance, significant gains on
disposals and effect of tax optimization partly offset by higher finance
costs.
After adjusting for net capital gains on the sale of our roofing
division and our operations in Central Anatolia, Turkey, Net income,
Group share still increased strongly, by 23%, reflecting mostly the
strong appreciation of our operating profits.
Earnings per share: EUR 5.38 in the first six months of 2007 (EUR 3.14 in 2006) EUR 3.31 in the second quarter of 2007 (EUR 2.81 in 2006)
Basic earnings per share was up 71% compared to 2006. The average number
of shares outstanding during the first half year of 2007 was 173.7
million compared to 174.3 in the same period of 2006. The number of
shares outstanding as of June 30 (172.8 million shares) has reduced
versus the level reached at 2006 year end (175.3 million). We bought
back, during the first half of the year, about 3.1 million of shares for
353 million euros, as part of our 500 million euros share buy back
program announced in February.
Cashflow statement Net cash provided by operating activities in the first half year
decreased slightly by 34 million euros to 439 million euros (€
473 million at the end of June 2006)
Compared to last year, it was affected by increased working capital
requirements at June 30. In 2007, the net cash provided by operating
activities was reduced by the exceptional contribution of 129 million
euros to our UK pension plans paid in the first quarter.
Net cash provided by investing activities amounted to €
765 million (vs. net cash used in investing activities of €
3,655 million in the first six months of 2006)
Sustaining capital expenditures (i.e. ongoing upgrading and
modernization of existing facilities) totalled 389 million euros (417
million euros in the first half of 2006).
Capital expenditures for new capacity totalling 336 million euros (213
million euros in the first half of 2006), included expenditures on major
cement projects such as the reconstruction of our Aceh plant in
Indonesia (14 million euros), the extension of our capacities in Eastern
India (16 million euros), in South Africa (15 million euros), in Zambia
(15 million euros) and in China (22 million euros) which are part of our
plan to increase our cement capacity by 45 million tonnes by 2010. Also
included in this amount were the capacity extension in Silver Grove
(29 million euros) and the building of a new plant in the United Kingdom
(18 million euros) in our Gypsum Division. It also includes various
debottlenecking investments in cement (mainly in France, Spain and
Nigeria) for a total amount of 68 million euros.
External development totalled 877 million euros (3,061 million euros in
the first half of 2006), of which the most significant were:
the acquisition of the stake owned by the National Bank of Greece in
our operations in Greece in April (322 million euros)
the investment in the new Roofing entity (217 million euros)
the acquisition of additional shares in Cimpor (150 million euros)
Disposals of 2,387 million euros (96 million euros in the first half of
2006) were made up mainly of the sale of our Roofing Division to PAI
Partners (2,086 million euros received on February 28) and of our
participation in Ybitas Lafarge, operating in cement, aggregates and
concrete in Turkey, to Cimpor (250 million euros received on February
27).
Balance sheet statement As at June 30, 2007 total equity stood at €
11,732 million (€ 11,694 million at the end
of December 2006) and net debt at € 9,445
million (€ 9,845 million at the end of
December 2006).
The stability in equity reflects the positive impact of strong net
income (1,049 million euros), mostly offset by the impact of the
dividends payments (644 million euros), the share buy back program
(negatively affecting equity by 353 million euros) and the decrease in
minority interests following the buy-back of the stake of the National
Bank of Greece in Heracles Cement (reducing minority interests by 191
million euros).
The decrease of 400 million euros of the net consolidated debt reflects
mainly the favorable impact of the disposals of our Roofing division and
of our participation in Ybitas Lafarge in Turkey partly offset by the
impact of our share buy back program, of the acquisitions just mentioned
and by the usual seasonality effect on our working capital requirement.
Outlook for 2007
The positive trends observed in the first half confirm our positive
market outlook for 2007, with strong growth expected in emerging
markets.
-- In the Cement business, we anticipate strong demand and
high prices on the whole, in spite of a slowdown in market
conditions in North America.
-- We expect another year of growth for our Aggregates &
Concrete business in 2007, with particularly strong
performance in emerging markets.
-- For the Gypsum business, 2007 should be a good year in
Western and Eastern Europe and in Asia, in terms of both
volumes and prices. Our North American operations should,
however, be strongly impacted by the residential market
slowdown.
Energy and transport costs are expected to be higher in 2007.
The action plans developed to reduce costs in all our businesses and
all countries as part of our "Excellence
2008” strategic plan should generate
substantial cost savings in 2007.
Statements made in this report that are not historical facts, including
statements regarding our expectations on market trends, price increases,
energy and transportation costs, cost reduction and growth in our
results, are forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
These statements are not guarantees of future performance and involve
risks, uncertainties and assumptions ("Factors"), which are difficult to
predict. Some of the Factors that could cause actual results to differ
materially from those expressed in the forward-looking statements
include, but are not limited to: the cyclical nature of the Company's
business; national and regional economic conditions in the countries in
which the Group does business; currency fluctuations; seasonal nature of
the Company’s operations; levels of
construction spending in major markets; supply/demand structure of the
industry; competition from new or existing competitors; unfavorable
weather conditions during peak construction periods; changes in and
implementation of environmental and other governmental regulations; our
ability to successfully identify, complete and efficiently integrate
acquisitions; our ability to successfully penetrate new markets; and
other Factors disclosed in the Company's public filings with the French
Autorité des Marchés Financiers and the US Securities and Exchange
Commission including its Reference Document and annual report on Form
20-F. In general, the Company is subject to the risks and uncertainties
of the construction industry and of doing business throughout the world.
The forward-looking statements are made as of this date and the Company
undertakes no obligation to update them, whether as a result of new
information, future events or otherwise.
3. Consolidated financial statements Consolidated statements of income 6 months
2nd quarter
December 31, (million euros, except per share data)
2007
2006 *
2007
2006
2006
Revenue 8,385 8,054 4,690 4,576 16,909
Cost of sales
(6,182)
(6,035)
(3,254)
(3,222)
(12,385)
Selling and administrative expenses
(843)
(885)
(421)
(438)
(1,752)
Operating income before capital gains, impairment, restructuring
and other
1,360
1,134
1,015
916
2,772
Gains on disposals, net
164
(2)
16
1
28
Other operating income (expenses)
(82)
(45)
(42)
(36)
(122)
Operating income
1,442
1,087
989
881
2,678
Finance costs
(327)
(259)
(137)
(121)
(582)
Finance income
83
72
41
41
97
Income from associates
27
18
15
9
30
Income from continuing operations before income tax
1,225
918
908
810
2,223
Income tax
(307)
(264)
(256)
(241)
(630)
Net income from continuing operations
918
654
652
569
1,593
Net income / (loss) from discontinued operations
131
(2)
-
13
(4)
Net income
1,049
652
652
582
1,589
Out of which : Group share 934 548 572 490 1,372
Minority interests
115
104
80
92
217
Earnings per share Net income - Group share
Basic earnings per share
5.38
3.14
3.31
2.81
7.86
Diluted earnings per share
5.30
3.12
3.26
2.79
7.75
From continuing operations
Basic earnings per share
4.62
3.15
3.30
2.73
7.88
Diluted earnings per share
4.55
3.13
3.25
2.71
7.77
From discontinued operations
Basic earnings per share
0.76
(0.01)
0.01
0.08
(0.02)
Diluted earnings per share
0.75
(0.01)
0.01
0.08
(0.02)
Basic average number of shares outstanding (in thousands)
173,670
174,341
-
-
174,543
* Figures have been restated as explained in Note 3 to the
Consolidated Financial Statements of the 2006 annual report on Form
20-F following the disposal of the Roofing division and therefore do
not match with financial reports published in the interim report at
June 30, 2006.
The accompanying notes are an integral part of these consolidated
financial statements. Consolidated balance sheets (million euros) June 30, At December 31, 2007
2006 *
2006 * ASSETS
NON CURRENT ASSETS
21,135
21,720
20,474
Goodwill
7,604
8,095
7,511
Intangible assets
408
368
426
Property, plant and equipment
11,499
11,920
11,183
Investments in associates
361
390
253
Other financial assets
1,023
659
830
Derivative instruments - assets
36
40
70
Deferred income tax assets
204
248
201
CURRENT ASSETS
7,703
7,420
9,367
Inventories
1,709
1,890
1,619
Trade receivables
3,322
3,408
2,674
Other receivables
1,188
944
1,126
Derivative instruments - assets
59
106
60
Cash and cash equivalents
1,425
1,072
1,155
Assets held for sale
-
-
2,733
TOTAL ASSETS
28,838
29,140
29,841
EQUITY & LIABILITIES
Common stock
709
705
707
Additional paid-in capital
6,477
6,355
6,420
Treasury shares
(410)
(92)
(72)
Retained earnings
3,436
2,126
3,023
Other reserves
129
121
31
Foreign currency translation
244
273
205
Shareholders’ equity - parent company 10,585 9,488 10,314
Minority interests
1,147
1,319
1,380
EQUITY
11,732
10,807
11,694 NON CURRENT LIABILITIES
11,699
11,550
11,962
Deferred income tax liability
661
571
529
Pension & other employee benefits liabilities
851
1,196
1,057
Provisions
1,042
996
935
Long-term debt
9,107
8,769
9,421
Derivative instruments - liabilities
38
18
20
CURRENT LIABILITIES
5,407
6,783
6,185
Pension & other employee benefits liabilities, current portion
87
143
120
Provisions, current portion
83
132
132
Trade payables
1,649
1,626
1,598
Other payables
1,587
1,802
1,668
Income tax payable
181
39
136
Short term debt and current portion of long-term debt
1,795
3,022
1,664
Derivative instruments - liabilities
25
19
25
Liabilities associated with assets held for sale
-
-
842
TOTAL EQUITY AND LIABILITIES
28,838
29,140
29,841
* Figures have been adjusted after the application by the Group
of IAS 19, Employee Benefits, allowing the recognition through
equity of the actuarial gains and losses under defined-benefit
pension plans (see Note 2)
The accompanying notes are an integral part of these consolidated
financial statements. Consolidated statements of cash flows 6 months
2nd quarter
December 31, (million euros)
2007
2006 *
2007
2006
2006 NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
Net income
1,049
652
652
582
1,589 Net income / (loss) from discontinued operations
131
(2)
-
13
(4) Net income from continuing operations
918
654
652
569
1,593 Adjustments for income and expenses which are non cash or not
related to operating activities, financial expenses or income taxes:
Depreciation and amortization of assets
468
464
238
235
932
Impairment losses
6
-
3
-
23
Income from associates
(27)
(18)
(15)
(9)
(30)
(Gains) on disposals, net
(164)
2
(16)
3
(28)
Finance costs (income)
244
187
96
80
485
Income taxes
307
264
256
241
630
Others, net
(71)
45
25
66
90
Change in operating working capital items, excluding financial
expenses and income taxes (see analysis below)
(845)
(638)
(616)
(346)
(257)
Net operating cash generated by continuing operations before
impacts of financial expenses and income taxes
836
960
623
839
3,438
Cash payments for financial expenses
(178)
(209)
(13)
(110)
(513)
Cash payments for income taxes
(193)
(225)
(124)
(149)
(543)
Net operating cash generated by continuing operations
465
526
486
580
2,382 Net operating cash generated by discontinued operations
(26)
(53)
-
52
184 Net cash provided by operating activities
439
473
486
632
2,566
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES
Capital expenditures
(796)
(682)
(439)
(378)
(1,639)
Investment in subsidiaries and joint ventures (1)
(432)
(2,981)
(341)
(2,911)
(3,151)
Investment in associates **
(221)
(6)
-
(4)
(10)
Investment in available for sale investments
(153)
(22)
(150)
(4)
(14)
Disposals (2)
2,387
96
42
73
180
Net decrease in long-term receivables
(5)
(1)
(11)
(5)
(15)
Net cash provided by (used in) investing activities from
continuing operations
780
(3,596)
(899)
(3,229)
(4,649) Net cash provided by (used in) investing activities from
discontinued operations
(15)
(59)
-
(34)
(198) Net cash provided by (used in) investing activities
765
(3,655)
(899)
(3,263)
(4,847)
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
Proceeds from issuance of common stock
44
12
27
8
48
Proceeds from issuance of common stock –
minority interests subscription
23
172
19
132
148
Decrease in treasury shares
(338)
6
(8)
2
26
Dividends paid
(521)
(447)
(521)
(447)
(447)
Dividends paid by subsidiaries to minority interests
(100)
(94)
(95)
(85)
(170)
Proceeds from issuance of long-term debt
882
2,673
812
2,641
3,341
Repayment of long-term debt
(1,165)
(1,407)
-
(814)
(2,213)
Increase (decrease) in short-term debt
193
1,639
148
765
1,148
Net cash provided by (used in) financing activities from
continuing operations
(982)
2,554
382
2,202
1,881 Net cash provided by (used in) financing activities from
discontinued operations
41
1
-
(18)
15 Net cash provided by (used in) financing activities
(941)
2,555
382
2,184
1,896
* Figures have been restated as explained in Note 3 to the
Consolidated Financial Statements of the 2006 annual report on Form
20-F following the disposal of the Roofing division and therefore do
not match with financial reports published in the interim report at
June 30, 2006.
** including the investment in the new Roofing entity for 217
million euros
The accompanying notes are an integral part of these consolidated
financial statements.
6 months
2nd quarter
December 31, (million euros)
2007
2006 *
2007
2006
2006 Increase / (decrease) in cash and cash equivalents from
continuing operations
263
(516)
(31)
(447)
(386)
Increase in cash and cash equivalents from discontinued operations
-
(111)
-
-
1
Net effect of foreign currency translation on cash and cash
equivalents
7
(36)
12
(12)
(97)
Cash and cash equivalents at beginning of year
1,155
1,735
1,444
1,531
1,735
Reclassification of cash and cash equivalents from discontinued
operations
-
-
-
-
(98)
Cash and cash equivalents at end of the year
1,425
1,072
1,425
1,072
1,155 (1) Net of cash and cash equivalents of companies acquired 8 2 4 (3) 5 (2) Net of cash and cash equivalents of companies disposed of 16 2 - (2) 4
SUPPLEMENTAL DISCLOSURES Analysis of changes in operating working capital items
(Increase) in inventories
(81)
(56)
(35)
30
(146)
(Increase) in trade receivables
(626)
(687)
(595)
(619)
(238)
(Increase) / decrease in other receivables –
excluding financial and income taxes receivables
(9)
(140)
15
(73)
(167)
Increase / (decrease) in trade payables
14
8
99
68
122
Increase / (decrease) in other payables –
excluding financial and income taxes payables
(143)
237
(100)
248
172
* Figures have been restated as explained in Note 3 to the
Consolidated Financial Statements of the 2006 annual report on Form
20-F following the disposal of the Roofing division and therefore do
not match with financial reports published in the interim report at
June 30, 2006.
The accompanying notes are an integral part of these consolidated
financial statements. Consolidated statements of changes in equity
Out-standingshares Treasuryshares Common stock Addit-ional paid-in capital Treasury shares Retained earnings Changes in fair value and other reserves Foreign currency translation Share-holders’ equity –
Parent company Minority interests Equity
(number of shares) (million euros) Balance atJanuary 1, 2006*
175,985,303
1,785,074
704
6,316 (98)
2,025 (37)
741
9,651
2,533
12,184
Available for sale investments
48
48 48
Cash-flow hedge instruments
6
6 6
Deferred taxes and others
1
1 1
Actuarial gains / (losses)
103
103
30
133
Change in translation adjustments
(468)
(468)
(93)
(561) Income and expenses recognized directly in equity - - - - - 158 (468) (310) (63) (373)
Net income
548
548
104
652 Total income and expenses for the period (comprehensive income)
-
-
-
- -
548 158
(468)
238
41
279
Dividends
(447)
(447)
(135)
(582)
Issuance of common stock (dividend reinvestment plan)
- -
Issuance of common stock (exercise of stock options)
184,384
1
11
12 12
Share based payments
28
28 28
Treasury shares
(118,090)
6
6 6
Other movements – minority interests
-
(1,120)
(1,120) Balance at June 30, 2006
176,169,687
1,666,984
705
6,355 (92)
2,126 121
273
9,488
1,319
10,807
Balance atJanuary 1, 2007
176,625,142
1,372,260
707
6,420 (72)
3,023 31
205
10,314
1,380
11,694
Available for sale investments
59
59 59
Cash-flow hedge instruments
21
21 21
Deferred taxes and others
(6)
(6) (6)
Actuarial gains / (losses)
24
24
(1)
23
Change in translation adjustments
39
39
3
42 Income and expenses recognized directly in equity - - - - - - 98 39 137 2 139
Net income
934
934
115
1,049 Total income and expenses for the period (comprehensive income)
-
-
-
- -
934 98
39
1,071
117
1,188
Dividends
(521)
(521)
(123)
(644)
Issuance of common stock (exercise of stock options)
527,254
2
42
44 44
Share based payments
15
15 15
Treasury shares
2,955,814
(338)
(338) (338)
Other movements – minority interests
-
(227)
(227) Balance at June 30, 2007
177,152,396 4,328,074
709 6,477 (410)
3,436 129 244 10,585 1,147 11,732 * Figures have been adjusted after the application by the Group
of IAS 19, Employee Benefits, allowing the recognition through
equity of the actuarial gains and losses under defined-benefit
pension plans (see Note 2).
The accompanying notes are an integral part of these consolidated
financial statements. Income and Expenses for the period 6 months
December 31, (million euros)
2007
2006 *
2006 Net income
1,049
652
1,589
Available for sale investments
59
48
145
Cash-flow hedge instruments
21
6
(38)
Deferred taxes and others
(6)
1
16
Actuarial gains / (losses)
23
133
45
Change in translation adjustments
42
(561)
(682)
Income and expenses recognized directly in equity
139
(373)
(514)
Total income and expenses for the period (comprehensive income)
1,188
279
1,075 of which Group share 1,071 238 977 of which Minority interests 117 41 98
* Figures have been restated as explained in Note 3 to the
Consolidated Financial Statements of the 2006 annual report on Form
20-F following the disposal of the Roofing division and therefore do
not match with financial reports published in the interim report at
June 30, 2006.
The accompanying notes are an integral part of these consolidated
financial statements. Notes to the consolidated financial statements Note 1. Business description
Lafarge S.A. is a French limited liability company (société anonyme)
governed by French law. Our commercial name is "Lafarge”.
The company was incorporated in 1884 under the name "J
et A Pavin de Lafarge”. Currently, our
by-laws state that the duration of our company is until December 31,
2066, and may be amended to extend our corporate life. Our registered
office is located at 61 rue des Belles Feuilles, 75116 Paris, France.
The company is registered under the number "542105572
RCS Paris” with the registrar of the Paris
Commercial Court (Tribunal de Commerce de Paris).
The Group organizes its operations into three divisions: Cement,
Aggregates & Concrete and Gypsum. The Roofing Division was sold on
February 28, 2007. The Group retains a 35% ownership interest in the new
entity which owns the Roofing Division after the contemplated divestment
(see Note 3).
The Group’s shares have been traded on the
Paris stock exchange since 1923 and have been a component of the French
CAC-40 market index since its creation. They are also included in the
SBF 250 index and the Dow Jones Eurostoxx 50 index. Since July 23, 2001,
the Group’s shares have traded on the New
York Stock Exchange ("NYSE”)
in the form of American Depositary Shares, or ADSs under the symbol "LR”.
Each ADS represents one-fourth of one share.
As used herein, the terms "Lafarge S.A.”
or the "parent company”
refer to Lafarge a société anonyme organized under French law, without
its consolidated subsidiaries. The terms the "Group”
or "Lafarge”
refer to Lafarge S.A. together with its consolidated companies.
The Board of Directors examined these interim financial statements on
August 1st, 2007.
Note 2. Summary of significant accounting policies
The Group interim condensed consolidated financial statements at June
30, 2007 are prepared in accordance with International Accounting
Standard (IAS) 34 Interim Financial Reporting and with the
accounting policies applied by the Group at December 31, 2006, except
the change in method described below. These accounting policies are
described in Note 2 to the Consolidated Financial Statements of the 2006
annual report on Form 20-F and are compliant with the International
Financial Reporting Standards ("IFRS”)
as endorsed by the European Union, which does not differ for the Group
from the IFRS as published by International Accounting Standards Board ("IASB”).
The adoption by the European Union of the following standards,
amendments or interpretations which are mandatory since January 1st,
2007 did not have any impact on the Group consolidated financial
statements as of June 30, 2007:
IFRS 7 – Financial Instruments: Disclosures
Amendment to IAS 1- Presentation of Financial Statements: Capital
Disclosures
IFRIC 7 – Applying the Restatement
Approach under IAS 29 Financial Reporting in Hyperinflationary
Economies
IFRIC 8 – Scope of IFRS 2
IFRIC 9 – Reassessment of Embedded
Derivatives
IFRIC 10 – Interim Financial Reporting and
Impairment
The measurement procedures used for the interim condensed consolidated
financial statements are the followings:
Interim period income tax expense results from the estimated annual
Group effective income tax rate applied to the pre-tax result of the
interim period excluding unusual material items. This estimated annual
tax rate takes into consideration, in particular, the expected impact
of tax planning operations. The income tax charge related to any
unusual item of the period is accrued using its specific applicable
taxation (i.e. specific taxation for gains on disposals).
Compensation costs recorded for stock options, employee benefits are
included on a prorate basis of the estimated costs for the year.
On January 1, 2007, the Group adopted the option offered by the
amendment to IAS 19, Employee Benefits, to recognize through equity all
actuarial gains and losses under defined-benefit pension plans.
Previously, the Group applied the corridor method, under which actuarial
gains or losses amounting to more than 10% of the greater of the future
obligation and the fair value of plan assets were recognized in the
income statement over the expected remaining working lives of the
employees. Where appropriate, adjustments resulting from applying the
asset ceiling to net assets relating to overfunded plans are treated in
similar way.
The table below summarizes the impact on the balance sheet:
(million euros) June 30, 2006
December 31, 2006 Published Balance sheet IAS 19 applica-tion impact Adjusted Balance sheet Published Balance sheet IAS 19 applica-tion impact Adjusted Balance sheet
ASSETS
NON CURRENT ASSETS 21,701 19 21,720 20,447 27 20,474 of which Goodwill 8,076 19 8,095 7,484 27 7,511 CURRENT ASSETS 7,420
-
7,420
9,367
-
9,367 TOTAL ASSETS 29,121
19
29,140
29,814
27
29,841
EQUITY & LIABILITIES
Other reserves
125
(4)
121
120
(89)
31
Shareholders’ equity - parent
company 9,492 (4) 9,488 10,403 (89) 10,314
Minority interests
1,327
(8)
1,319
1,391
(11)
1,380
EQUITY 10,819 (12) 10,807 11,794 (100) 11,694 NON CURRENT LIABILITIES 11,519 31 11,550 11,859 103 11,962 of which Deferred income tax liability 575 (4)
571
577 (48) 529 of which Pension & other employee benefits liabilities 1,161 35 1,196 906 151 1,057 CURRENT LIABILITIES 6,783 - 6,783 6,161 24 6,185 of which Liabilities associated with assets held for sale -
-
-
818
24
842 TOTAL EQUITY AND LIABILITIES 29,121
19
29,140
29,814
27
29,841
On June 30, 2007, amortization of actuarial gains and losses in the
consolidated income statement would have been 6 million euros before
income tax and 4 million euros after tax.
Note 3. Significant operations 3.1 - Roofing activities divestment
On February 28, 2007, we finalized the sale of our Roofing business to
an investment fund managed by PAI Partners for 1.9 billion euros in cash
and the assumption by the purchaser of 481 million euros of financial
debt and pension liabilities as at December 31, 2006.
This Division was presented as a discontinued operation in our financial
statements as of December 31, 2006; the characteristics of this
operation are described in Note 3 to the Consolidated Financial
Statements of the 2006 annual report on Form 20-F.
The gain on the disposal of this activity as well as the net result
until the sale date are presented on the line "net
income / (loss) from discontinued operations”
in the consolidated statement of income.
In turn, we invested 217 million euros alongside the fund managed by PAI
Partners in the new entity holding the Roofing business, whereby we
retained a 35% stake in this entity, which is accounted for as an
investment in associates.
As of June 30, 2007, components of net income / (loss) from discontinued
operations are as follows : net result from the Roofing Division from
January 1 to February 28, 2007 for 9 million euros and 65% of the gain
on disposal, net of tax and costs directly attributable to the sale for
122 million euros.
As of June 30, 2007, the value of the 35% ownership interest in the new
entity accounted for as an investment in associates (presented on the
line "investments in associates”)
amounts to 83 million euros. It corresponds to the price paid (217
million euros) less 35% of the gain on disposal cancelled for the
retained stake and to the net result of the entity from March till June
2007.
The net cash attributable to the Roofing Division until the disposal
date are shown on separate lines of the statement of cash flows : "net
operating cash generated by discontinued operations”,
"net cash provided by (used in) investing
activities from discontinued operations” and "net
cash provided by (used in) financing activities from discontinued
operations”.
The following table provides the net cash flows directly attributable to
the Roofing division:
NET CASH FLOW FROM DISCONTINUED OPERATIONS 6 months
December 31, (million euros)
2007
2006
2006
Net cash provided by operating activities
(26)
(53)
184
Net cash used in investing activities
(15)
(59)
(198)
Net cash provided by (used in) financing activities
41
1
15
Total cash-flow
-
(111)
1 3.2 – Divestment in Turkey
On February 27, 2007 we sold our 50% interest in the Turkish company
Ybitas Lafarge Orta Anadou Cimento to Cimentos de Portugal (Cimpor) for
250 million euros (net of cash disposed of). The taxation of the related
gain on sale was limited to 9 millions euros, which impacts positively
the effective tax rate of the semester.
3.3 – Acquisition of minority interests
in Heracles
In April 2007 we acquired a bloc of approximately 18.5 million shares in
Heracles General Cement Company from the National Bank of Greece,
increasing our ownership in this subsidiary from 53.17% to 79.17%. The
transaction was carried out at a price of €17.40
per share representing a total consideration of 321.6 million euros. The
preliminary goodwill arising from this operation amounts to 130 million
euros.
Note 4. Business segment and geographic area information
Operating segments are defined as components of an enterprise that are
engaged in providing products or services and that are subject to risks
and returns that are different from those of other business segments.
The Group operates in the following three business segments - Cement,
Aggregates & Concrete and Gypsum - and one business segment sold during
the first quarter of 2007 - Roofing - each of which represents
separately managed strategic business segments that have different
capital requirements and marketing strategies. Each business segment
develops, manufactures and sells distinct products.
Group management internally evaluates its performance based upon
operating income before capital gains, impairment, restructuring and
other, share in net income of associates and capital employed (defined
as the total of goodwill, intangible and tangible assets, investments in
associates and working capital) as disclosed in its business segment and
geographic area information.
Continuing operations:
The Cement segment produces and sells a wide range of cement and
hydraulic binders adapted to the needs of the construction industry.
The Aggregates & Concrete segment produces and sells aggregates, ready
mix concrete, other concrete products and other products and services
related to paving activities.
The Gypsum segment mainly produces and sells drywall for the
commercial and residential construction sectors.
Discontinued operations:
The Roofing segment produces and sells roof tiles, roofing accessories
and chimney systems.
The accounting policies applied to segment earnings comply with those
described in Note 2 to the Consolidated Financial Statements of the 2006
annual report on Form 20F.
The Group accounts for intersegment sales and transfers at market prices.
(a) Business segment information June 30, 2007 (million euros) Cement
Aggregates & Concrete
Gypsum
Other (1)
Total
Statement of income
Gross revenue
4,974
3,002
826
6
8,808
Less: intersegment
(406)
(5)
(12)
-
(423)
Revenue 4,568
2,997
814
6
8,385
Operating income before capital gains, impairment, restructuring and
other
1,070
244
82
(36)
1,360
Gains on disposals, net
148
2
-
14
164
Other operating income (expenses)
(51)
(22)
(2)
(7)
(82)
Including impairment on assets and goodwill (4)
-
-
(2)
(6) Operating income 1,167
224
80
(29)
1,442
Finance costs
(327)
Finance income
83
Income from associates
5
7
13
2
27
Income taxes
(307)
Net income from continuing operations
918 Net income from discontinued operations -
-
-
131
131 Net income
1,049
Other information
Depreciation and amortization
(289)
(128)
(35)
(16)
(468)
Other segment non cash income (expenses) of operating income
(46)
(13)
(2)
31
(30)
Capital expenditures
457
208
111
20
796
Capital employed
15,703
5,021
1,588
362
22,674
Balance Sheet
Segment assets
18,418
6,008
1,965
2,148
28,539
Unallocated assets (a)
299
Total Assets
28,838
Segment liabilities
2,291
1,290
363
1,536
5,480
Unallocated liabilities and equity (b)
23,358
Total Equity and Liabilities
28,838
(a) Deferred tax assets and
derivative instruments
(b) Deferred tax liability,
financial debt and equity
(1) including net income from
discontinued operations, from investment in associates, as well as,
in capital employed, the 35% investment in the new Roofing entity. June 30, 2006 (million euros) Cement
Aggregates & Concrete
Roofing **
Gypsum
Other
Total
Statement of income *
Gross revenue
4,641
2,973
-
830
7
8,451
Less: intersegment
(381)
(5)
-
(11)
-
(397)
Revenue 4,260
2,968
-
819
7
8,054
Operating income before capital gains, impairment, restructuring and
other
871
188
-
110
(35)
1,134
Gains on disposals, net
(1)
4
-
(5)
-
(2)
Other operating income (expenses)
(14)
(6)
-
7
(32)
(45)
Including impairment on assets and goodwill -
-
-
-
-
- Operating income 856
186
-
112
(67)
1,087
Finance costs
(259)
Finance income
72
Income from associates
2
7
-
9
-
18
Income taxes
(264)
Net income from continuing operations
654 Net income from discontinued operations -
-
(2)
-
-
(2) Net income
652
Other information
Depreciation and amortization
(287)
(129)
-
(34)
(14)
(464)
Other segment non cash income (expenses) of operating income
(37)
(19)
-
38
(18)
Capital expenditures
399
181
-
82
20
682
Capital employed *
14,835
4,687
2,273
1,556
197
23,548
Balance Sheet *
Segment assets
16,921
5,405
2,493
1,875
2,052
28,746
Unallocated assets (a)
394
Total Assets
29,140
Segment liabilities
2,035
1,184
690
316
1,709
5,934
Unallocated liabilities and equity (b)
23,206
Total Equity and Liabilities
29,140
(a) Deferred tax assets and
derivative instruments
(b) Deferred tax liability,
financial debt and equity
* Figures have been adjusted after the application by the Group
of IAS 19, Employee Benefits, allowing the recognition through
equity of the actuarial gains and losses under defined-benefit
pension plans (see Note 2)
** Disconstinued operations (see Note 3 to the Consolidated
Financial Statements of the 2006 annual report on Form 20-F)
December 31, 2006 (millions d'euros) Cement
Aggregates & Concrete
Roofing **
Gypsum
Other
Total
Statement of income
Gross revenue
9,641
6,449
-
1,632
14
17,736
Less: intersegment
(794)
(10)
-
(22)
(1)
(827)
Revenue 8,847
6,439
-
1,610
13
16,909
Operating income before capital gains, impairment, restructuring and
other
2,103
564
-
198
(93)
2,772
Gains on disposals, net
7
3
-
(8)
26
28
Other operating income (expenses)
(114)
(12)
-
(21)
25
(122)
Including impairment on assets and goodwill (3)
(1)
-
(19)
-
(23) Operating income 1,996
555
-
169
(42)
2,678
Finance costs
(582)
Finance income
97
Income from associates
3
11
-
16
-
30
Income taxes
(630)
Net income from continuing operations
1,593 Net income from discontinued operations -
-
(4)
-
-
(4) Net income
1,589
Other information
Depreciation and amortization
(575)
(258)
-
(69)
(30)
(932)
Other segment non cash income (expenses) of operating income
(157)
(35)
-
(24)
142
(74)
Capital expenditures
931
436
-
222
50
1,639
Capital employed *
15,209
4,585
-
1,433
163
21,390
Balance Sheet *
Segment assets
17,661
5,295
-
1,695
2,126
26,777
Assets held for sale
-
-
2,733
-
-
2,733
Unallocated assets (a)
331
Total Assets
29,841
Segment liabilities
2,316
1,174
-
365
1,791
5,646
Liabilities associated with assets held for sale
-
-
842
-
-
842
Unallocated liabilities and equity (b)
23,353
Total Equity and Liabilities
29,841
(a) Deferred tax assets and
derivative instruments
(b) Deferred tax liability,
financial debt and equity
* Figures have been adjusted after the application by the Group
of IAS 19, Employee Benefits, allowing the recognition through
equity of the actuarial gains and losses under defined-benefit
pension plans (see Note 2)
** Disconstinued operations (see Note 3 to the Consolidated
Financial Statements of the 2006 annual report on Form 20-F) (b) Geographic area information June 30, 2007 June 30, 2006 December 31, 2006 Revenue Capital expenditure Segment assets Revenue Capital expenditure Segment assets Revenue Capital expenditure Segment assets (million euros)
(1)-(2)
(2) Western Europe 3,181 216 10,974 2,963 181 12,446 5,953 501 10,266 Of which: France
1,375
98
3,509
1,299
101
3,327
2,524
255
3,047
Germany
111
4
383
98
4
737
224
14
272
Spain
368
20
1,002
345
8
1,056
672
33
1,000
United Kingdom
734
67
2,776
673
44
3,356
1,387
127
3,100
North America 2,068 241 7,797 2,296 277 7,492 5,116 562 7,296 Of which: United States
1,309
177
6,381
1,536
212
6,171
3,216
430
6,192
Canada
759
64
1,416
760
65
1,321
1,900
132
1,104
Mediterranean Basin 361 45 1,346 390 36 1,157 807 74 1,240 Central and Eastern Europe 643 101 1,739 396 39 1,326 1,014 112 1,552 Latin America 424 24 1,465 396 34 1,389 796 74 1,446 Sub-Saharan Africa 833 71 1,532 821 37 1,396 1,622 148 1,416 Asia 875
98
3,686 792
78
3,540 1,601
168
3,561 Total 8,385
796
28,539 8,054
682
28,746 16,909
1,639
26,777
(1) including discontinued operations
(2) Figures have been adjusted after the application by the Group
of IAS 19, Employee Benefits, allowing the recognition through
equity of the actuarial gains and losses under defined-benefit
pension plans (see Note 2) Note 5. Income taxes
The income tax expense for the period ended June 30, 2007 is calculated
as explained in Note 2 and is detailed as follows:
6 months December 31, (million euros)
2007
2006
2006
Current income tax
213
183
467
Deferred income tax
94
81
163
Income tax
307
264
630 Note 6. Earnings per share
The computation and reconciliation of basic and diluted earnings per
share from continuing operations for the periods ended June 30, 2007,
June 30, 2006 and December 31, 2006 are as follows:
6 months December 31, 2007
2006
2006 Numerator (in million euros)
Net income from continuing operations - Group share
803
550
1,375
Adjusted net income from continuing operations - Group share
803
550
1,375
Denominator (in thousands of shares)
Weighted average number of shares outstanding
173,670
174,341
174,543
Effect of dilutive securities — stock
options
2,687
1,304
2,308
Total potential dilutive shares
2,687
1,304
2,308
Weighted average number of shares outstanding —
fully diluted
176,357
175,645
176,851
Basic earnings per share (euros) from continuing operations 4.62
3.15
7.88 Diluted earnings per share (euros) from continuing operations 4.55
3.13
7.77 Note 7. Debt
The debt split is as follows:
June, 30 December 31, (million euros)
2007
2006
2006
Long-term debt excluding put options on shares of subsidiaries
8,901
8,585
9,215
Put options on shares of subsidiaries, long-term
206
184
206
Long-term debt
9,107
8,769
9,421
Short-term debt and current portion of long-term debt excluding put
options on shares of subsidiaries
1,684
2,944
1,553
Put options on shares of subsidiaries, short-term
111
78
111
Short-term debt and current portion of long-term debt
1,795
3,022
1,664
Total debt excluding put options on shares of subsidiaries
10,585
11,529
10,768
Total put options on shares of subsidiaries
317
262
317
Total debt
10,902
11,791
11,085
Analysis of debt excluding Put options on shares of
subsidiaries by maturity June 30, December 31, (million euros)
2007
2006
2006
Repayable in more than five years
6,700
3,477
4,569
Repayable between one and five years
2,201
5,108
4,646
Long-term debt (*)
8,901
8,585
9,215
Short-term debt and current portion of long-term debt (*)
1,684
2,944
1,553
Total debt (*)
10,585
11,529
10,768 (*) excluding put options on
shares of subsidiaires
At June 30, 2007, 1,768 million euros of short-term debt (mainly
commercial paper and short-term borrowings) have been classified as
long-term based upon the Group’s ability to
refinance these obligations on a medium and long-term basis through its
committed credit facilities.
Taking into account the one year extension of the 1,825 million euros
syndicated credit facility granted by the banks participating to the
syndicate on June 15, 2007, 1,768 million euros of short-term debt have
been classified as a debt repayable in more than five years (until July
28, 2007).
Average spot interest rate
The average spot interest rate of the debt after swaps, as at June 30,
2007, is 5.8% (5.4% as of June 30, 2006 and 5.8% as of December 31,
2006).
Securitization programs
In January 2000, the Group entered into a multi-year securitization
agreement in France with respect to trade receivables. This program was
renewed in 2005 for a 5-year period.
Under the program, the subsidiaries agree to sell on a revolving basis,
some of their accounts receivables. Under the terms of the arrangement,
the subsidiaries involved in these programs do not maintain control over
the assets sold and there is neither entitlement nor obligation to
repurchase the sold receivables. In these agreements, the purchaser of
the receivables, in order to secure his risk, only finance a part of the
acquired receivables as it is usually the case for similar commercial
transactions. As risks and benefits cannot be considered as being all
transferred, these programs do not qualify for derecognition of
receivables, and are therefore accounted for as secured financing.
Trade receivables therefore include sold receivables totaling 265
million euros as of June 30, 2007 (265 million euros as of June 30, 2006
and 265 million euros as of December 31, 2006).
The current portion of debt includes 230 million euros as of June 30,
2007, related to these programs (230 million euros as of June 30, 2006
and 230 million euros as of December 31, 2006).
The agreements are guaranteed by subordinated deposits totaling 35
million euros as of June 30, 2007 (35 million euros as of June 30, 2006
and 35 million euros as of December 31, 2006).
The Group owns no equity share in the special purpose entities.
Put options on shares of subsidiaries
As part of the acquisition process of certain entities, the Group has
granted third party shareholders the option to require the Group to
purchase their shares at predetermined conditions. These shareholders
are either international institutions, such as the European Bank for
Reconstruction and Development, or private investors, which are
essentially financial or industrial investors or former shareholders of
the acquiring entities. Assuming that all of these options were
exercised, the purchase price to be paid by the Group, including debt
and cash acquired, would amount to 354 million euros at June 30, 2007
(354 million euros at December 31, 2006).
Out of the outstanding debt at June 30, 2007, 133 million euros and 8
million euros can be exercised in 2007 and 2008, respectively. The
remaining 213 million euros can be exercised starting 2009.
Put options granted to minority interests of subsidiaries are classified
as debt. Out of the total options granted by the Group, the options
granted to minority interests amounted to 317 million euros at June 30,
2007 (317 million euros at December 31, 2006), the remaining options
were granted on shares of associates or joint ventures.
This specific debt is recorded by reclassifying the underlying minority
interests and recording goodwill in an amount equal to the difference
between the carrying value of minority interests and the value of the
debt (respectively 164 million euros at June 30, 2007 and 177 million
euros at December 31, 2006).
Note 8. Dividends distributed
The following table indicates the dividend amount per share the Group
distributed for the year 2006 in 2007 and the dividend amount per share
distributed for the year 2005 in 2006.
(euros, except total dividend distribution)
2006 approved in 2007
2005 approved in 2006
Total dividend distribution (million euros)
521
447
Base dividend per share
3.00
2.55
Increased dividend per share
3.30
2.80
Note 9. Legal and arbitration proceedings
On December 3, 2002, the European Commission imposed a fine on us in the
amount of 250 million euros on the grounds that some of our subsidiaries
had allegedly colluded on market shares and prices with their
competitors between 1992 and 1998 for wallboard, essentially in the
United Kingdom and Germany. We vigorously challenge this decision and
have brought the case before the Court of First Instance (CFI) in
Luxembourg, which has jurisdiction over such matters, on February 14,
2003. The proceedings before the court ended following the hearing that
took place on January 25, 2007, during which Lafarge and the European
Commission presented their respective arguments. The CFI’s
decision is unlikely to be issued before 2008. As a bank guarantee was
given on our behalf, no payment will have to be made before the decision
of the court.
Following investigations on the German cement market, the German
competition authority, the Bundeskartellamt, announced on April 14,
2003, that it was imposing fines on German cement companies, including
one in the amount of 86 million euros on Lafarge Zement, our German
cement subsidiary for its alleged anti-competitive practices in Germany.
Lafarge Zement believes that the amount of the fine is disproportionate
in light of the actual facts and has brought the case before the Higher
Regional Court, the Oberlandesgericht, in Düsseldorf. The court’s
decision is not expected before 2008. No payment nor any guarantee is
required to be made or given prior to the court’s
decision.
A provision of 300 million euros was recorded in our financial
statements for the year ended December 31, 2002 in connection with the
two matters above and we recorded additional provisions in each of our
annual financial statements since 2003 in relation to interest on part
of these amounts for a total amount of 45 million euros at June 30, 2007.
In late 2005, several class action lawsuits were filed in the United
States District Court for the Eastern District of Louisiana. In their
complaints, plaintiffs allege that our subsidiary, Lafarge North America
Inc., and several other defendants are liable for death, bodily and
personal injury and property and environmental damage to people and
property in and around New Orleans, Louisiana, which they claim resulted
from a barge that allegedly breached the Industrial Canal levee in New
Orleans during or after Hurricane Katrina. Lafarge North America Inc.
intends to vigorously defend itself in this action. Lafarge North
America Inc. believes that the claims against it are without merit and
that these matters will not have a materially adverse effect on its
results of operations, cash flows and financial position.
Finally, certain of our subsidiaries have litigation and claims pending
in the normal course of business. Management is of the opinion that
these matters will be resolved without any significant effect on the
company’s and/or the group's financial
position, results of operations and cash flows. To the company's
knowledge, there are no other governmental, legal or arbitration
proceedings which may have or have had in the recent past significant
effects on the company and/or the group's financial position or future
profitability.
Note 10 Commitments and Contingencies a) Collateral guarantes and other guarantees
Collateral guarantees and other guarantees provided by the Group are as
follows:
(million euros)
June 30, 2007
December 31, 2006
Securities and assets pledged
41
6
Property collateralizing debt
350
354
Guarantees given
208
241
Total
599
601 b) Contractual obligations
The following details the Group’s
significant contractual obligations.
Payments due per period (million euros)
Less than one year One to five years More than five years June 30, 2007
December 31, 2006
Debt *
1,684
2,201
6,700
10,585
10,768
of which finance lease obligations 7 29 23 59 59
Scheduled interest payments **
517
1,455
1,782
3,754
3,638
Net scheduled obligation on interest rate swaps ***
5
10
(18)
(3)
(27)
Operating leases
196
372
267
835
857
Capital expenditures and other purchase obligations
1,139
665
417
2,221
1,948
Other commitments
93
40
41
174
167
Total
3,634
4,743
9,189
17,566
17,351
* Debt excluding put options on shares of subsidiaries (see Note
7)
** scheduled interest payments associated with variable rate are
computed on the basis of the rates in effect at June 30
*** scheduled interest payments of the variable leg of the swaps
are computed based on the rates in effect at June 30
The Group leases certain land, quarries, building and equipment. Total
rental expense under operating leases was 93 million euros and 187
million euros for the periods ended June 30, 2007 and December 31, 2006,
respectively.
Future expected funding requirements or benefit payments related to our
pension and postretirement benefit plans are not included in the above
table, because future long-term cash flows in this area are uncertain.
Refer to the amount reported under the "current
portion” of pension and other employee
benefits liabilities in the balance sheet or in Note 24 to the
Consolidated Financial Statements of the 2006 annual report on Form 20-F
for further information on these items.
c) Other commitments
The following details the other commitments of the Group:
(million euros)
June 30, 2007
December 31, 2006
Unused confirmed credit lines
3,081
3,547
Put option to purchase shares in associates or joint ventures
37
37
Total
3,118
3,584 Note 11. Transactions with related parties
There were no significant related-party transactions during the period.
Note 12. Subsequent events
AUDITORS REPORT
This is a free translation into English of the Statutory Auditors'
review report issued in French language and is provided solely for the
convenience of English-speaking readers. This report should be read in
conjunction with, and construed in accordance with French law and
professional auditing standards applicable in France. Statutory Auditors' review report on the first half-year financial
information for 2007
To the Shareholders,
In our capacity as Statutory Auditors and in accordance with the
requirements of Article L. 232-7 of French Commercial Law (Code de
commerce), we hereby report to you on:
the review of the accompanying condensed half-year consolidated
financial statements of Lafarge, for the period from January 1 to June
30, 2007,
the verification of information contained in the half-year management
report.
These condensed half-year consolidated financial statements are the
responsibility of the Board of Directors. Our role is to express a
conclusion on these financial statements based on our review.
We conducted our review in accordance with professional standards
applicable in France. A review of interim financial information consists
of making inquiries, primarily of persons responsible for financial and
accounting matters, and applying analytical and other review procedures.
A review is substantially less in scope than an audit conducted in
accordance with professional standards applicable in France and
consequently does not enable us to obtain assurance that we would become
aware of all significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.
Based on our review, nothing has come to our attention that causes us to
believe that the accompanying condensed half-year consolidated financial
statements are not prepared, in all material respects, in accordance
with IAS 34 - standard of the IFRSs as adopted by the European Union
applicable to interim financial information.
Without qualifying the conclusion expressed above, we draw your
attention to Note 2 "Summary of significant accounting policies" of the
notes to the consolidated financial statements which sets out changes in
accounting method introduced as of January 1, 2007 related to the
adoption of the option offered by the amendment to IAS 19, Employee
Benefits, to recognize through equity all actuarial gains and losses
under defined-benefit pension plans.
In accordance with professional standards applicable in France, we have
also verified the information given in the half-year financial report
commenting the condensed half-year consolidated financial statements
subject to our review.
We have no matters to report as to its fair presentation and consistency
with the condensed half-year consolidated financial statements.
Neuilly-sur-Seine and Paris-La Défense, August 2, 2007
The Statutory Auditors
French original signed by
DELOITTE & ASSOCIES ERNST & YOUNG Audit
Arnaud de Planta Jean-Paul Picard Christian Mouillon Alain Perroux
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