BAM raises profit outlook for 2007 after a good first half year

Transcription

1 Runnenburg 9, 3981 AZ Bunnik / P.O. Box 20, 3980 CA Bunnik The Netherlands Telephone +31 (0) MRO bank s-gravenhage Date 6 September 2007 No. of pages 11 BAM raises profit outlook for 2007 after a good first half year Pre-tax result in first half year 2007: million (+28%) Net result in first half year 2007: million (+41%) German operations developing in accordance with expectations Order book again at record level: 14.7 billion Outlook for 2007 raised: net profit of at least 230 million Course of business during first half year 2007 Royal BAM Group has had a good first six months. The net profit rose by 41% to million compared with the same period last year (2006: 89.8 million). Turnover increased by more than 6% to 4.1 billion (2006: 3.9 billion). Most of the increase in turnover came from organic growth: the effect of acquisitions was approximately 1.5%. Virtually all sectors contributed to the increase in profits. The rise in the results of the Construction sector was realised primarily in the United Kingdom and Belgium, and is also closely related to the improvement in the German results. In the Property sector, AM s contribution to the results over the first six months of 2007 was comparatively high. However, at the same time the results from property development in the United Kingdom were lower. The increase in profits also stemmed from the higher results of BAM PPP and Tebodin, and from a considerably lower tax burden during the first six months of st half year st half year 2006 (x million) Result Turnover Result Turnover Construction , ,554 Property Civil engineering , ,713 Public private partnerships M&E contracting Consultancy and engineering Pensions 1) / intercompany Total for sectors , ,862 Group overhead Group interest charge Operating activities Dredging Result before tax Taxation Minority interests Net result ) With effect from 2007 all results on pensions are allocated to the sectors. The lower tax burden during the first six months of 2007 was based on, among other factors, a one-off tax gain in the United Kingdom, stemming from the sale of commercial property from the Group s own development in Other factors that helped lower the tax burden were the improved results in Germany and the reduced corporate income tax rate in the Netherlands.

2 Press release 6 September 2007, page 2 of 11 Construction Turnover and results in the Construction sector rose considerably during the first six months of Although the increase in turnover was realised primarily in the United Kingdom, more projects were started on the other domestic markets as well. The Dutch operating companies contributed favourably to the results. The long-term prospects for the Dutch residential construction market remain positive, as a result of the continuing demand. The Dutch non-residential construction market is developing well, both in the private and public sector. The operating companies are experiencing pressure on their margins, both in residential and nonresidential construction, as a result of increases in prices of subcontractors and suppliers, as well as a tight labour market. In addition, more and more clients are being confronted with insufficient budgets as a result of the increasing construction costs. Combined with time-consuming spatial planning procedures, this is causing contract awards to be delayed. In Belgium, both turnover and results continued to rise. Interbuild is operating successfully, particularly on the office markets of Brussels and Flanders. HBG UK further consolidated its position on the British non-residential construction market, and recorded excellent results, with a substantial increase in turnover. The British market is developing positively. During the first six months of this year, HBG UK took on a large number of new projects. Recently, it acquired a major contract for the realisation of the Mann Island development project in Liverpool. The order book is at a high level for almost all regions. During the first six months of this year, BAM Deutschland recorded a break-even result, as projected. BAM maintains the expectation of realising a similar result for the whole year. BAM Deutschland recently acquired three major non-residential construction projects, representing a joint value in excess of 170 million, including the construction of a football stadium in Dresden. The order book for the Construction sector as at 30 June 2007 was around 5.7 billion (year-end 2006: 4.7 billion). The increase in the order book was realised for the largest part in the United Kingdom. Property BAM recorded excellent results in the Property sector over the first six months of Turnover dropped compared with the same period last year, largely in the United Kingdom, owing to a smaller number of property transactions. In the Netherlands, the results from residential development remain good. Consumer demand for homes remains at a high level. However, clients with budget problems and time-consuming spatial planning procedures mean that contracts are being delayed. AM supplied a considerable contribution to the results, based partly on an above-average number of home completions during the first six months of In the first half year, the Group sold a total of more than 2,300 homes from its own development in the Netherlands (last year: 2,450). For 2007 as a whole, the Group expects to sell virtually the same number of homes as last year (approximately 5,400). The Group s supply of unsold and unlet premises in the Netherlands is small (23 homes and around 3,500 m 2 of office space). In June, AM completed the acquisition of IPMMC Vastgoed, reinforcing its position on the commercial property market. IPMMC Vastgoed has a development portfolio of around 550,000 m 2 of commercial property. In Belgium, BAM completed its acquisition of Kairos. The company is one of the largest and most successful operators in the Belgian property sector. Kairos turnover and results have been consolidated with effect from 1 April In the United Kingdom, fewer property transactions took place during the first six months of The British property company recently announced the sale of eight development projects, which will add substantially to turnover and results of the Property sector during the second half of The Irish property company performed well. New development projects are being launched selectively, in light of the wavering Irish housing market. In the long term, the demand for new homes is expected to remain high. The Property sector s order book as at 30 June 2007 was around 3.3 billion (year-end 2006: 3.2 billion). 2

3 Press release 6 September 2007, page 3 of 11 Civil engineering In the Civil engineering sector, BAM recorded favourable results in virtually all its countries over the first six months of Turnover rose slightly, primarily as a result of the increased activities in Germany and United States. In the Netherlands, the operating companies performed up to standard. The major projects taken on during the period contributed only modest results, as a result of, among other factors, the sharp increase in prices of subcontractors and suppliers. The volume on the Dutch civil engineering market continues to grow. Conditions are particularly favourable in the road construction, energy and telecommunications sectors. Although prices for new work are rising on the civil engineering market, they are not yet satisfactory. Regulations for air quality, among other things are causing more and more delays and postponements in infrastructure projects, as was recently the case with the widening of the A4 motorway between Zoeterwoude and Hoogmade. The Belgian operating companies addition to the results increased compared with the same period last year. An agreement was recently reached about the acquisition of civil engineering company Betonac of Belgian Limburg. This company, with annual turnover of around 100 million, provides a substantial addition to the Group s civil engineering activities in Belgium. Betonac specialises in constructing roads and infrastructure facilities. The proposed acquisition fits well in BAM s growth strategy as outlined toward the end of last year, in the strategic agenda for In the United Kingdom, Nuttall recorded a good result. The volume on the competitive British civil engineering market remains as favourable as ever, owing in part to the preparations for the 2012 Olympics. Nuttall s order book is at a high level. In Ireland, Ascon performed according to expectations. The fierce competition and the increasing complexity of contractual forms are having a slight downward effect on margins. The order book remains at a high level, thanks partly to major road construction projects. The civil engineering activities in Germany increased during the first six months of this year, as a result of, among other factors, a number of major projects that were won. Wayss & Freytag Ingenieurbau recorded a slight loss during the first six months of the year, caused primarily by under-recovery of fixed costs. A break-even result is expected for the last six months of the year. Interbeton which operates on non-european niche markets and US operating company Flatiron once more contributed favourably to the results. The negotiations about the possible sale of Flatiron as announced in May 2007 are progressing well, and are expected to be concluded in September. The order book for the Civil engineering sector rose further to 5.7 billion (year-end 2006: 5.5 billion). Public private partnerships BAM PPP recorded an excellent result over the first six months of the year. Three PPP contracts that were brought to financial close during the second quarter have lead to a more efficient level of tender costs being incurred for the first six months of Moreover, the favourable results from operational PPP contracts, combined with the termination of a UK school contract at the client s request, added to the results. BAM currently has 26 PPP contracts in portfolio, of which 17 are operational. This total includes the PPP contract recently awarded in joint venture for the construction of the M7/M8 Portlaoise Motorway in Ireland. In addition, ten tenders are pending over the Group s five home markets. BAM PPP was recently selected as the preferred bidder for a Scottish PPP contract to realise six schools. As part of its previously announced disposal strategy, BAM announced in May 2007 its intention to form a joint venture with investor DIF (Dutch Infrastructure Fund), to take over four UK operational PPP contracts from the Group. The transfer to the joint venture is expected to be finalised before the end of the year. This transaction will add to the results for the last six months. The PPP receivables (including the current portions) on the consolidated balance sheet rose slightly during the first six months of 2007, to 553 million (year-end 2006: 540 million), while the nonrecourse PPP loans also increased slightly to 521 million (year-end 2006: 500 million). The total net investment committed for the 26 PPP contracts in portfolio amounts to approximately 155 million, of which some 82 million had already been invested on 30 June 2007 (year-end 2006: 82 million). Only the revenues and income from operational PPP contracts are reported under the Public private partnerships sector. Construction and facilities management revenue related to PPP contracts is accounted for in the respective sectors. 3

4 Press release 6 September 2007, page 4 of 11 Mechanical and electrical contracting BAM Techniek recorded a good result, owing in part to a relatively large number of project completions during the first six months of The market conditions remain favourable, and the order book is at a high level, totalling 230 million. A large part of turnover is realised from small to medium-sized contracts for regular clients. Consultancy and engineering Tebodin once again achieved an excellent result. The margin realised over the first six months of 2007 was exceptionally high, partly as a result of the continuing high resource utilisation rate. The order book (30 June 2007: 116 million) is outstanding. The prospects remain favourable in almost all regions. Other The participation in dredging company Van Oord (21.5%) contributed significantly more to the results during the first half year of 2007 compared to last year. This contribution includes a preference dividend of 1.9 million. With effect from the first half year of 2007, results on pensions resulting from the (partial) release of pension provisions formed under IFRS will be allocated to the sectors (gross: 5.1 million profit). During the first half year of 2006, those gains and the results stemming from the further transfer of defined benefit plans to external parties were presented under the heading Pensions / intercompany (gross: 6.4 million profit). Geographical spread of turnover and results 1 st half year st half year 2006 (x million) Turnover Result Margin Margin Netherlands 1, % 4.8% Belgium % 2.2% United Kingdom 1, % 4.0% Ireland % 5.0% Germany % -6.1% United States % 3.5% Global businesses % 6.4% Pensions / intercompany Countries total 4, % 3.8% Group overhead Group interest Operating activities Dredging 13.2 Result before tax % 3.4% Order book The order book is once again at a record level, and as at 30 June 2007 totalled 14.7 billion (year-end 2006: 13.1 billion). The increase of around 12% as compared with the situation at year-end 2006 was realised largely in the Netherlands and the United Kingdom. As matters stand, 4.7 billion of the total order book will be carried out during the last six months of 2007, with 6.0 billion being carried out in 2008 and 4.0 billion during subsequent years. Financial position The cash position the balance of cash and cash equivalents less bank overdrafts was 349 million as at 30 June 2007 (year-end 2006: 551 million). The lower cash position stemmed to a great extent from seasonal patterns. Another factor was the acquisition of De Wilgen Vastgoed and IPMMC Vastgoed by AM in the Netherlands during the first six months of the year, and of Kairos in Belgium. 4

5 Press release 6 September 2007, page 5 of 11 Interest-bearing debts as at 30 June 2007 were 2,179 million (year-end 2006: 1,897 million). This increase was primarily the result of the increased financing for property development acitivites in the Netherlands and the Dutch and Belgian acquisitions referred to above. A substantial portion of the interest-bearing debts are non-recourse PPP loans and project financing facilities ( 908 million) and subordinated loans ( 247 million, including 48 million in preference shares and 49 million third-party shareholders AM). The net debt position as at 30 June 2007 amounted to 1,559 million (year-end 2006: 1,136 million). The capital ratio (capital base as a percentage of the balance sheet total) was 15.5% as at 30 June 2007 (year-end 2006: 14.7%). In August, BAM further strengthened its financing structure with a new 550 million committed financing facility, with a term of five years. The facility will be used in part for redeeming uncommitted bilateral credit lines. The Group also extended the term of the 150 million subordinated loan by two years, until 2013, simultaneously raising the loan by 50 million to 200 million. The other conditions for the subordinated loan have also been improved. In addition to the committed long-term facilities, BAM will retain 155 million in bilateral credit facilities. The Group is confident that this structure will serve to optimally support its operations and strategy in the years to come. Results per ordinary share The average number of ordinary shares ranking for dividend increased slightly as compared with the first six months of last year, to million shares (2006: million shares). That increase resulted from the conversion of convertible preference shares into ordinary shares. On balance, the net profit rose to 1.02 per ordinary share in the first six months of 2007 (2006: 0.73). Taking into account the full conversion of the convertible preference shares, the net profit per ordinary share rose to 0.95 (2006: 0.68). Forecast for 2007 Based on current information and in light of the quality of the order book, the Group expects to record turnover in excess of 9 billion for 2007 and a net profit of at least 230 million. These forecasts do not include the impact of the sale of the US operating company Flatiron. Further information Press: A.C. Pronk. +31 (0) ac.pronk@bamgroep.nl Analysts: P. Juge. +31 (0) p.juge@bamgroep.nl Audio webcast The Executive Board of Royal BAM Group will provide an explanation of the half year results 2007 during the press conference ( a.m.) and the analysts meeting (12.00 a.m p.m.) on 6 September Both of these meetings can be followed via a live audio webcast ( The meetings will be held in Dutch. It will also be possible to opt for a simultaneous English translation of the analysts meeting. 5

6 Press release 6 September 2007, page 6 of 11 Annexes 1. Condensed income statement 2. Figures per ordinary share with 0.10 nominal value 3. Consolidated balance sheet 4. Changes in the equity attributable to the Company's shareholders 5. Condensed cash flow statement 6. Explanatory notes to the half year report

7 Press release 6 September 2007, page 7 of Condensed income statement (x million) 2 nd quarter 1 st half year ,255 2,117 Revenue 4,101 3, Operating result before amortisation. depreciation and impairments Amortisation and depreciation Impairments Operating result Finance income Finance expense Result from associates Result before tax Income tax Net result for the period Net result attributable for minority interest Net result attributable to shareholders Figures per ordinary share with 0.10 nominal value (x 1, unless otherwise indicated) 2 nd quarter 1 st half year Net result Net result (fully diluted) Cash flow Equity attributable to shareholders Highest closing share price Lowest closing share price Share price at end of period , , , ,507 Average number of shares ranking for dividend (x 1.000) 123, ,826 Average number of shares ranking for dividend (fully diluted) (x 1.000) 135, ,480 7

8 Press release 6 September 2007, page 8 of Consolidated balance sheet (x million) 30 June December June 2006 Property. plant and equipment Intangible assets PPP receivables Associates Other financial assets Derivative financial instruments Deferred tax assets Non-current assets 2, , ,904.2 Inventories 1, , ,273.9 Trade and other receivables 2, , ,168.2 Current income tax receivable Derivate financial instruments Cash and cash equivalents Assets held for sale Current assets 4, , ,061.2 Total assets 6, , ,965.4 Equity attributable to the Company's shareholders Minority interest Group equity Borrowings 1, , ,485.4 Derivative financial instruments Employee benefit obligations Provisions Deferred tax liabilities Non-current liabilities 2, , ,962.8 Borrowings Trade and other payables 3, , ,919.2 Derivate financial instruments Provisions Current income tax payable Current liabilities 3, , ,348.6 Total equity and liabilities 6, , ,965.4 Capital base 1,

9 Press release 6 September 2007, page 9 of Changes in equity attributable to the Company's shareholders (x million) 1 st half year 2007 Full year st half year 2006 Position as at 1 January Net result attributable to shareholders Fair value cash flow hedges Exchange rate differences Total result Conversion of preference shares Dividend paid Other changes Total change Position at end of period Condensed cash flow statement (x million) 1 st half year 2007 Full year st half year 2006 Net result for the period Adjustments for: - Taxation Amortisation and depreciation Impairments Result on sale of property. plant and equipment Finance income and expense Result from associates Changes in provisions Changes in working capital (excluding net liquidities) Cash flow from operations Interest paid Income tax paid Net cash flow from operating activities Net cash flow from investing activities Net cash flow from financing activities Decrease in net liquidities Net liquidities at beginning of the year Exchange rate differences on net liquidities Net liquidities at end of period Of which in construction consortiums and other partnerships

10 Press release 6 September 2007, page 10 of Explanatory notes to the half year report 2007 This interim financial report for the first half year of 2007 was compiled in accordance with IAS 34. Interim Financial Reporting. This report should be read in conjunction with the consolidated financial statements for the 2006 financial year. The accounting principles used in this interim financial report are consistent with the principles applied and described in the consolidated financial statements for the 2006 financial year. Segment reporting From the 2007 financial year onward, Royal BAM Group will report separately on its construction activities and on its property activities. BAM offers with this breakdown clearer information about the Group s operational and financial situation. The return and risk profiles for construction and for property are different. The basic assumption remains that both activities are closely-linked, often also within one single operating company. With effect from this financial year, the Group s segments have become the following sectors: Construction, Property, Civil engineering, Public private partnerships, Mechanical and electrical contracting and Consultancy and engineering. Business combinations On 19 March 2007, AM acquired Dutch property development company De Wilgen Vastgoed. The company specialises in development of inner-city property projects in the western part of the Netherlands (the Randstad urban region), especially in the province of South-Holland. On 29 March 2007, the Group acquired the Belgian property developer Landsbeeck nv and its subsidiary Kairos (the companies will continue under the trade name Kairos). Both companies have been active on the high-end office development market since 1989, focussing mainly on Brussels, Antwerp and the other urban areas in Flanders. On 5 June 2007, AM acquired the Dutch property development company IPMMC Vastgoed. The company is an independent, specialist property development company involved in development, consultancy and management of commercial property projects in the Netherlands. The total purchase price of the aforementioned acquisitions amounts to million, of which million has been paid as at 30 June The payment of the remainder of 7.9 million is dependent on the future operational results of the acquired entities (earn out agreements). This amount is reported under current liabilities as at 30 June The acquisitions are accounted for according to the purchase method of accounting. The goodwill identified amounts to 35.5 million after initial allocation of the cost of the acquisitions to the assets, liabilities and contingencies acquired. The fair value of the acquired assets and liabilities on the date of acquisition amounted to million, compared to a book value of 90.4 million (including cash and cash equivalents acquired of 38.6 million). The fair value adjustments relate for 16.6 million to the value of among others the brand name and client portfolio (intangible assets) and for 11.1 million to the valuation of existing contracts. Aforementioned acquisitions will not have a material impact on the Group s revenue and result in

11 Press release 6 September 2007, page 11 of 11 To the General Meeting of Shareholders of Royal BAM Group nv Review report Introduction We have reviewed the company interim financial information for the six-month period ended 30 June 2007, of Royal BAM Group nv, Bunnik, which comprises the consolidated balance sheet as at 30 June 2007, the condensed consolidated profit and loss account, the consolidated statement of changes in equity, the consolidated cash flow statement for the six-month period then ended and the explanatory notes as set out on pages 7 to 10. We have not reviewed the figures for the second quarter 2007 as included in the interim financial information. Management is responsible for the preparation and presentation of this condensed consolidated interim financial information in accordance with IAS 34, Interim Financial Reporting as adopted by the European Union. Our responsibility is to express a conclusion on this interim financial information based on our review. Scope We conducted our review in accordance with Dutch law including standard 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. 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 auditing standards 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. Conclusion Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated interim financial information as at 30 June 2007 is not prepared, in all material respects, in accordance with IAS 34, Interim Financial Reporting, as adopted by the European Union. Amsterdam, 5 September 2007 PricewaterhouseCoopers Accountants N.V. mr. drs. J. van Hees RA 11