Shareholders General Meeting May 15, 2012

Transcription

1 Shareholders General Meeting May 15, 2012

2 Shareholders General Meeting Bruno Lafont - Chairman and CEO

3 Pre-AGM consultation Shareholders' areas of interest Debt reduction and financial solidity 76% Compensation and governance Dividend Financial results New organisation plan Presence in emerging markets Innovation and sustainable construction Share price Sustainable development Shareholders' club Safety 52% 45% 44% 41% 38% 33% 31% 20% 13% 8%

4 2011 Results Jean-Jacques Gauthier - Chief Financial Officer

5 2011 highlights Sales increased due to strength of volume growth in emerging markets Current operating income impacted by strong cost inflation, but growing in the 4 th quarter 2bn reduction in net debt Acceleration of cost-cutting, with 250m achieved for the year

6 Key figures Variation Sales ( m) 15,284 14,834 3% Current operating income ( m) 2,179 2,393-9% Net income Group share 2 ( m) % Earnings per share ( ) % Free cash flow ( m) 1,208 1,761-31% Net debt ( m) 11,974 13,993-14% 1 Under IFRSs, sales, current operating income and free cash flow are restated to take into account the reclassification of the Gypsum units as discontinued operations 2 Net income attributable to the owners of the parent company

7 Cement Higher volumes and strong cost inflation Stabilization in margins during the fourth quarter Variation Operating margin 2 Volumes (MT) % 21.7% 18.5% Sales 1 ( m) 10,622 10,280 3% Current operating income ( m) 1,968 2,230-12% Prior to elimination of inter-divisional sales 2 Current operating income/sales

8 Aggregates and Concrete Increase in current operating income driven by cost-cutting Variation Aggregates volumes (MT) Ready-mix concrete volumes (Mm 3 ) % Operating margin 2 4.2% 4.5% Sales 1 ( m) 5,238 5,093 3% Current operating income ( m) % Prior to elimination of inter-divisional sales 2 Current operating income/sales

9 Free Cash Flow m Cash flow from operations 1,577 1,737 Change in working capital Sustaining capex (389) (337) Free cash flow 1,208 1,761 1 As presented this year, with Gypsum activities classified as discontinued operations, in accordance with IFRS 5

10 Condensed balance sheet 1 Assets ( m) Equity and Liabilities ( m) Capital employed 29,942 o/w Goodwill 12,701 Prop, plant & equip. 15,542 Working capital 443 Equity 18,201 Provisions 2,353 Financial assets 755 Net assets held for sale 1,831 Net debt 11,974 Total 32,528 Total 32,528 1 Condensed statement of financial position

11 Significant debt reduction Down 2bn in 2011 and 5bn since 2008 Maximize cash flow generation Capital expenditures ( bn) Cumulative cost reductions ( m) 1, , WCR (strict definition) (days sales outstanding 1 ) target target Continue divestments: more than 1bn in asset sales in 2012 after 2.2bn in Restated for the Gypsum units reclassified as discontinued operations over past 4 years to ensure comparability

12 Strong Liquidity At March 31, 2012 ( bn) Amount Cash and cash equivalent 2.6 Confirmed credit lines 3.4 Total sources of liquidity 6.0 Drawn as of March 31, Short-term debt and short-term portion of long-term debt (2.9) Total available liquidity 3.1 Lafarge holds 2.6bn in cash and has 3.4bn in unused confirmed credit lines with an average maturity of 2.8 years

13 Strategy and Outlook Bruno Lafont - Chairman and CEO

14 Share performance since January 1 st, 2011 relative to the CAC Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Share price at January 1st, = 1 January 2011 Lafarge CAC 40

15 Limit our industrial investments to 800m in 2012 ( bn)

16 Our 2012 roadmap Maximize cash flow Continue debt reduction Reduce costs > 400m in 2012 Limit investments 800m in 2012 Continue divestments > 1bn in 2012

17 Focusing on our core business Breakdown of revenue by business line Others Aggregates & Concrete 34% Aggregates & Concrete 34% 1% Roofing 9% Gypsum 9% Cement 48% Cement 65%

18 Key strategic decisions Expansion of the cement business in emerging markets Focus on our core business Roofing division sold in 2007 Most of the Gypsum business sold in 2011 Acquisition of Orascom in 2008 Plan to set up a joint venture with Anglo American that will be the UK leader in building materials

19 Stronger presence in emerging markets Breakdown of revenue by markets Marchés émergents 32 % 32% Emerging markets Marchés émergents 57 % 57% Marchés matures 68 % 68% Developped markets Marchés matures 43 % 43%

20 Strategic distribution of assets to support market growth Western Europe Central and Eastern Europe 22% 9% North America Asia 20% Latin America 16% 8% %: proportion of 2011 Group revenue 25% Middle East and Africa

21 Bring more value to our customers Harness the potential in our markets to increase our margins Add more products, services and integrated construction solutions to our offering for customers

22 Building differently Innovation as a growth driver Enhancing development vs research Being more local, closer to customers and their requirements Working more directly with all players in the construction chain

23 Building for everyone A new growth driver for the Group Several billion people with poor housing worldwide Reduce the cost of construction to facilitate access to housing

24 A new organization for a more innovative and a more performing Group A country-based organization A more simple and a more efficient organization

25 The new Executive Committee of the Group Thomas Farrell Jean-Jacques Gauthier Christian Herrault Jean-Carlos Angulo Eric Olsen Gérard Kuperfarb Bruno Lafont Guillaume Roux Jean Desazars de Montgailhard Alexandra Rocca

26 Safety Continuous progress in reducing lost time incidents rate Safety is our first priority

27 Governance Bruno Lafont - Chairman and CEO

28 Compensation paid to the Chairman and CEO k Total Fixed fee Variable fee * * Variable remuneration paid with respect to the previous year In 2008, the Board of Directors exceptionally increased the variable remuneration percentage for 2007 and awarded a bonus of 1,940,000

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33 Governance Bruno Lafont - Chairman and CEO

34 Governance A committed board and committees 2011 indicators Number of meetings Number of members Attendance rate Board % Audit committee % Corporate governance committee % Remunerations committee % Strategy committee %

35 Lafarge: a closer relationship An Individual Shareholders' Consultative Committee Information meetings with Bruno Lafont and Jean-Jacques Gauthier Presence at the Actionaria fair trade Shareholder relations department available on: actionnaires.individuels@lafarge.com Dedicated publications A shareholder area on

36 Shareholders Club discover the Group and its commitments Subscriptions Site visits to publications Cultural tours Conferences Visit the Shareholders Club booth as you leave the meeting room

37 Statutory Auditors Reports Christian Mouillon

38 Ordinary Shareholders Meeting Statutory Auditors Reports Reports Resolution Report on the consolidated financial statements 2 Report on the annual financial statements 1 Report on the report of the Chairman of the Board of Directors on internal control procedures and on corporate governance Special report on related-party agreements and commitments 4-5 All the above reports are presented in the Notice of Meeting

39 Objective of our procedures and audit approach Objective of our procedures: Obtain reasonable assurance that the accounts and financial information present a true and fair view Scope of our procedures: Procedures were performed by the joint statutory auditors in all material Group entities Audit Approach: Account was taken of the following specific characteristics of the Group Sector Organizational structure Geographic presence Internal control system

40 Reports on the annual and consolidated financial statements (1 st and 2 nd resolutions) Annual financial statements of Lafarge (page F-73) Unqualified certification Items brought to your attention in the section Justification of our assessments Measurement of financial assets based on estimates taking into account the current economic crisis and the political instability in certain countries where the Group is present Consolidated financial statements of Lafarge Group (page F-3) Unqualified certification Items brought to your attention in the section Justification of our assessments Measurement of goodwill based on estimates taking into account the current economic crisis and the political instability in certain countries where the Group is present

41 Other reports Report on the report prepared by the Chairman on internal control procedures (page 159) No comments Special report on related-party agreements and commitments (page F-94 to F-96) New agreement authorized during the fiscal year and presented to the General Meeting of Shareholders for approval: Decision to amend and maintain Mr. Bruno Lafont s employment contract Amendment to the Shareholder Agreement dated December 9, 2007 with NNS Holding Overview of agreements and commitments already approved by the General Meeting of Shareholders

42 Summary of resolutions

43 Summary of resolutions Approval of the 2011 Company financial statements (1) Net income amounting to 206m Approval of the 2011 consolidated financial statements(2) Net income, Group share, amounting to 593m Appropriation of earnings and setting of the dividend (3) Dividend set at 0.50 per share (loyalty dividend at 0.55)

44 Summary of resolutions New related-party agreements to be approved by the General Meeting (4-5) Detailed in the notice of meeting and in the Auditors Special report on related-party agreements and commitments Decision to amend and maintain Mr. Bruno Lafont s employment contract in view of his 29 years of service with the Lafarge group Amendment to the Shareholder Agreement dated December 9, 2007 with NNS Holding NNS Holding will not take part in the vote, impacting the quorum for the resolution

45 Summary of resolutions Composition of the Board of Directors (6-12) Ian Gallienne Ratification-Renewal (6-7) Gérard Lamarche Appointment (8) Paul Desmarais Jr. Renewal (9) Jérôme Guiraud Renewal (10) Michel Rollier (independent) Renewal (11) Nassef Sawiris Renewal (12) Following the meeting the Board will be composed of 16 directors, 10 of which are independant (62.5%)

46 Summary of resolutions Statutory and Alternate Auditors (13-16) Deloitte & Associés (Statutory) Renewal (13) Ernst & Young et Autres (Statutory) Appointment (14) BEAS (Alternate) Renewal (15) Auditex (Alternate) Renewal (16) Authorization to buy back shares (17) Maximum unit purchase price / Maximum total amount of the program: 80 / 500m Maximum percentage of capital authorized for buyback: 5% No purchase during periods of public offering on the Company s shares Period: 18 months Powers to carry out formalities (18)

47 Your questions

48 Voting on resolutions

49 Electronic voting: instructions Your voting keypad should be used by you and you alone The number of votes you have, corresponding to the number of shares you own and/or represent, will appear on the screen Use these buttons Do not use these buttons

50 Electronic voting: instructions Vote during the allotted time As soon as the resolution submitted for voting appears on the screen, the following will appear: Voting is open! The time remaining for you to vote will be indicated by an electronic hourglass Any votes not entered during the allotted time will not be counted

51 Electronic voting: instructions Vote during the allotted time When the time for voting runs out, the following will appear: Voting is closed! The votes will then be counted The results of the vote will appear shortly afterwards

52 Electronic voting: instructions Please return your voting keypad when you leave the meeting You will be charged for your keypad if it is not returned Please turn off your mobile phone during voting

53 1 st resolution Approval of the 2011 Company financial statements and transactions YES ABST. NO Pour Abstention Contre

54 2 nd resolution Approval of the 2011 consolidated financial statements and transactions YES ABST. NO Pour Abstention Contre

55 3 rd resolution Appropriation of earnings and setting of the dividend YES ABST. NO Pour Abstention Contre

56 4 th resolution Approval of a new related-party agreement (convention réglementée): amendment to Mr. Bruno Lafont s employment contract YES ABST. NO Pour Abstention Contre

57 5 th resolution Approval of a new related-party agreement (convention réglementée): amendment to the Shareholder agreement with NNS Holding Sàrl YES ABST. NO Pour Abstention Contre

58 6 th resolution Ratification of the cooptation of Mr. Ian Gallienne as a Director YES ABST. NO Pour Abstention Contre

59 7 th resolution Renewal of the term of office of Mr. Ian Gallienne as a Director YES ABST. NO Pour Abstention Contre

60 8 th resolution Appointment of Mr. Gérard Lamarche as a Director YES ABST. NO Pour Abstention Contre

61 9 th resolution Renewal of the term of office of Mr. Paul Desmarais Jr. as a Director YES ABST. NO Pour Abstention Contre

62 10 th resolution Renewal of the term of office of Mr. Jérôme Guiraud as a Director YES ABST. NO Pour Abstention Contre

63 11 th resolution Renewal of the term of office of Mr. Michel Rollier as a Director YES ABST. NO Pour Abstention Contre

64 12 th resolution Renewal of the term of office of Mr. Nassef Sawiris as a Director YES ABST. NO Pour Abstention Contre

65 13 th resolution Renewal of the appointment of Deloitte & Associés as Statutory Auditor YES ABST. NO Pour Abstention Contre

66 14 th resolution Appointment of Ernst & Young et Autres as Statutory Auditor YES ABST. NO Pour Abstention Contre

67 15 th resolution Renewal of the appointment of BEAS as Alternate Auditor YES ABST. NO Pour Abstention Contre

68 16 th resolution Renewal of the appointment of Auditex as Alternate Auditor YES ABST. NO Pour Abstention Contre

69 17 th resolution Authorization granted to the Company to buy and sell its own shares YES ABST. NO Pour Abstention Contre

70 18 th resolution Powers to carry out corporate formalities YES ABST. NO Pour Abstention Contre

71 Shareholders General Meeting May 15, 2012

72 Next General Meeting 7 May 2013 at 3.30pm Salle Pleyel, Paris

73 Shareholders General Meeting May 15, 2012