Final Results

Final Results

Smurfit Kappa Group PLC

2011 Fourth Quarter Results

8 February 2012: Smurfit Kappa Group plc (“SKG” or the “Group”), one of the world’s largest integrated manufacturers of paper-based packaging products, with operations in Europe and Latin America, today announced results for the 3 months and 12 months ending 31 December 2011.

2011 Fourth Quarter & Full Year | Key Financial Performance Measures

€ m   FY 2011   FY 2010   Change   Q4 2011   Q4 2010   Change   Q3
2011 		  Change
               
Revenue €7,357 €6,677 10% €1,819 €1,749 4% €1,868 (3%)
 
EBITDA before Exceptional Items

and Share-based Payments (1)

€1,015 €904 12% €245 €257 (5%) €264 (7%)
 
EBITDA Margin 13.8% 13.5% - 13.4% 14.7% - 14.1% -
 
Operating Profit €590 €409 44% €149 €115 29% €162 (8%)
 
Basic EPS (cent) 93.0 22.9 306% 39.4 23.3 69% 22.2 77%
 
Pre-exceptional EPS (cent) 100.1 59.4 69% 30.4 34.2 (11%) 22.2 37%
 
Dividend per share (cent) 15 - - - - - - -
 
Return on Capital Employed (2) 12.5% 9.9% - - - - - -
 
Free Cash Flow (3) €394 €82 - €199 €23 - €117 -
                                 
                                 
Net Debt €2,752 €3,110 (12%) €2,921 (6%)
 
Net Debt to EBITDA (LTM)               2.7x   3.4x   -   2.8x   -
 

(1) EBITDA before exceptional items and share-based payment expense is denoted by EBITDA throughout the remainder of the management commentary for ease of reference. A reconciliation of profit for the period to EBITDA before exceptional items and share-based payment expense is set out on page 30.

(2) Pre-exceptional operating profit plus share of associates’ profit/average capital employed.

(3) Free cash flow is set out on page 10. The IFRS cash flow is set out on page 17.

Full Year 2011 Highlights

  • EBITDA growth of 12% to €1,015 million
  • Pre-exceptional EPS growth of 69% to €1.00
  • Improved EBITDA margin of 13.8% and ROCE of 12.5% reflects continued operating efficiency
  • Year-end net debt of €2.75 billion, exceeding net debt reduction target. Net debt/EBITDA of 2.7x
  • Launching amendment to further extend debt maturities. Cash balance of €857 million at year-end
  • Strong operating performance & capital structure now provide expanded range of strategic options
  • Dividend reinstatement. The Board recommends a final dividend of 15 cent (current yield of over 3%)

Performance Review & Outlook

Gary McGann, Smurfit Kappa Group CEO commented: “We are pleased to report EBITDA growth of 12% to €1,015 million and pre-exceptional EPS growth of 69% to €1.00 for the full year of 2011. Our strong free cash flow generation delivered a net debt reduction of €358 million to €2.75 billion in 2011, which exceeded our net debt reduction target. Lower net debt combined with a strong EBITDA outcome delivered a reduction of our net debt to EBITDA ratio to 2.7x at year-end.

Our strong financial performance demonstrates the benefits of our continued efficiency improvements and market-leading platform, which delivered material growth in our pan-European business. A number of significant development investments were carried out in 2011, reinforcing our position as the leading integrated business in our industry, in both Europe and Latin America. We are continuing our unrelenting focus on customer service, product innovation and operating efficiency.

Within the past 18 months, we have materially improved the financial profile and flexibility of SKG, by reducing net debt by approximately €540 million, while maintaining a strong liquidity position and diverse funding sources. The amendment request launched today, to extend the maturities of our Senior Credit Facility to 2016 and 2017 and to further increase our financial flexibility, forms part of an ongoing process of efficient balance sheet management.

The sustained strength of our operating performance together with our enhanced capital structure provide us with an expanded range of strategic and financial options. These include continued debt paydown, increased presence in higher growth markets and a progressive dividend stream. Opportunities will be prioritised to maximise shareholder returns, with a clear objective of maintaining a net debt to EBITDA ratio of below 3.0x through the cycle.

While macro-economic risks remain, in 2012 and beyond, we expect to continue delivering strong free cash flow through the cycle. As a consequence of our increased financial flexibility and sustained confidence in the long-term outlook for our business, we are satisfied that it is appropriate and timely for SKG to reinstate a sustainable dividend stream.

Consequently, the Board is recommending a final dividend of 15 cent per share for 2011, currently representing an annualised yield of over 3%.”

About Smurfit Kappa Group

Smurfit Kappa Group is a world leader in paper-based packaging with operations in Europe and Latin America. Smurfit Kappa Group operates in 21 countries in Europe and is the European leader in containerboard, solidboard, corrugated and solidboard packaging and has a key position in several other packaging and paper segments. Smurfit Kappa Group also has a growing base in Eastern Europe and operates in 9 countries in Latin America where it is the only pan-regional operator.

Forward Looking Statements

Some statements in this announcement are forward-looking. They represent expectations for the Group’s business, and involve risks and uncertainties. These forward-looking statements are based on current expectations and projections about future events. The Group believes that current expectations and assumptions with respect to these forward–looking statements are reasonable. However, because they involve known and unknown risks, uncertainties and other factors, which are in some cases beyond the Group’s control, actual results or performance may differ materially from those expressed or implied by such forward-looking statements.

Contacts  

Bertrand Paulet

Smurfit Kappa Group

 

Tel: +353 1 202 71 80

E-mail: ir@smurfitkappa.com

FTI Consulting

 

 

Tel: +353 1 663 36 80

E-mail: smurfitkappa@fticonsulting.com

 

2011 Fourth Quarter & Full Year | Performance Overview

Despite significantly higher input costs in 2011, the Group delivered a relatively strong and improved EBITDA margin of 13.8% for the full year, leading to an enhanced return on capital employed of 12.5%. This outcome primarily highlights the benefits of SKG’s efficient integrated model, together with a continuing focus on cost efficiency and fair product pricing. At the end of 2011, the Group’s stated target of 24% box price recovery from the 2009 low point was successfully achieved.

The Group’s improved performance in 2011 also reflects the increasing contribution of its Latin American business, which delivered an EBITDA growth of 19% and a margin of 18.4% for the full year. While Colombia and Venezuela performed well in 2011, earnings in Mexico and Argentina were somewhat weaker.

SKG’s objective remains one of generating consistently strong margins and returns through the cycle, underpinned by a superior commercial offering, and disciplined capital allocation decisions. In 2011 we significantly enhanced the efficiency of our integrated system, through judicious investments in our European packaging operations, the start-up of a greenfield box plant in Mexico, a major boiler re-build in our Piteå kraftliner mill in Sweden, significant rebuilds in our Hoya and Wrexen recycled mills in Germany and the closure of our high cost recycled mill in Nanterre, France.

Furthermore, consistent with its stated objective of expanding its packaging business in higher growth markets, in the fourth quarter and in January 2012 the Group concluded two bolt-on acquisitions, in Russia and Argentina respectively. In Russia we acquired a box plant in St Petersburg for €8 million (net of cash acquired), thereby further increasing its presence in the region. This action will help SKG to deepen its relationship on a wider geographic basis with its strong international customers, while also accessing attractive local business.

The Argentinian acquisition represents a further expansion and internationalisation of the Group’s growing Bag-in-box business. The consideration for the deal was US$15 million (net of cash acquired). This transaction was facilitated by SKG’s presence and experience in Argentina and represents an exciting opportunity to expand our business in this relatively high margin product and geographic area of our business.

The progressively weakening economic fundamentals that prevailed in Europe in the second half of 2011 clearly impacted consumption and output in the region, which led to a decline in packaging demand. Following a 2% underlying demand growth in the first half, SKG’s box volumes grew by 1% in quarter three, and declined by 2% in quarter four.

The somewhat softer demand environment that prevailed since the third quarter led to a rise in European recycled containerboard inventories, which combined with reducing raw material costs generated a significant decline in paper prices. From the peak in quarter two to the year-end, recycled containerboard prices have reduced by €115 per tonne, while OCC costs have only reduced by approximately €50 per tonne, thereby creating significant margin compression for non-integrated containerboard producers. Lower margins led to significant market-related downtime being announced for the year-end.

Early in 2012, a generally stable demand environment combined with renewed upward pressure on OCC costs led to widespread recycled containerboard price increases announcements for implementation in the first quarter, combined with additional downtime plans. The Group has announced price increases of €100 per tonne for recycled containerboard, and €60 per tonne for kraftliner.

The Group’s free cash flow generation of €394 million in 2011 was significantly stronger than in 2010, primarily reflecting a higher EBITDA, reduced absolute working capital levels, and lower cash interest costs year-on-year. The strong free cash flow performance delivered a €358 million reduction in net debt to €2.75 billion at year-end, thereby exceeding the Group’s stated guidance of €2.85 billion.

From a leverage perspective, the 12% reduction in net debt delivered in 2011, combined with SKG’s sustained strong operating performance, resulted in a reduction in its net debt to EBITDA ratio to 2.7x at December 2011, compared to 3.4x in the prior year. Moving forward, the Group’s objective is to maintain a net debt to EBITDA ratio of below 3.0x through the cycle.

Since the IPO in 2007, and despite significant macro-economic headwinds in the period, the Group’s net debt has reduced by approximately €800 million, thereby demonstrating SKG’s ability to generate strong free cash flow at all points in the cycle. The Group’s materially improved capital structure provides it with an expanded range of strategic and financial options to enhance shareholder value going forward.

2011 Fourth Quarter | Financial Performance

At €1,819 million for the fourth quarter of 2011, sales revenue was €70 million higher than in the same period last year. Allowing for the net positive impact of currency and hyperinflation accounting of €7 million and for the positive impact of €3 million relating to acquisitions net of disposals, revenue increased by €60 million year-on-year, the equivalent of over 3%.

Compared to the third quarter of 2011, sales revenue in the fourth quarter was 3%, or €49 million lower. Allowing for a net €10 million positive impact of acquisitions, currency and hyperinflation accounting, the underlying move was a decrease of €59 million, the equivalent of 3%.

At €245 million, EBITDA in the fourth quarter of 2011 was €12 million lower than the fourth quarter of 2010, the equivalent of a 5% reduction. Allowing for the net positive impact of currency and hyperinflation accounting of €4 million, the positive impact of €2 million relating to acquisitions and the absence of loss-making operations, EBITDA decreased by €18 million year-on-year, the equivalent of a 7% reduction. Compared to the third quarter of 2011, EBITDA showed an underlying decrease of €22 million in the fourth quarter, the equivalent of an 8% reduction.

While exceptional items charged within operating profit in the fourth quarter of 2011 were negligible, the exceptional finance income of €6 million related to the receipt of monies from the liquidator of a company in Spain that the Group had formerly invested in. Exceptional items charged within operating profit in the fourth quarter of 2010 primarily related to the disposal of the Group’s Polish paper sack plant and of its Rol Pin operation in France.

2011 Full Year | Financial Performance

Revenue of €7,357 million in the full year 2011 represented a 10% increase on the 2010 level. The net impact of currency, hyperinflation accounting and acquisitions net of disposals and closures, was negligible.

EBITDA of €1,015 million in 2011 was €111 million, or 12% higher than in 2010. Currency and hyperinflation accounting increased comparable EBITDA by €12 million, while acquisitions and the absence of loss-making operations added €8 million. As a result, the underlying increase in EBITDA was €91 million, or 10%.

Exceptional items charged within operating profit in 2011 amounted to €34 million and related primarily to the closure of the Nanterre mill in France in the second quarter. Exceptional items in 2010 amounted to €81 million, of which €64 million related mainly to the asset swap with Mondi and €17 million related to a currency trading loss on the devaluation of the Venezuelan Bolivar.

Operating profit after exceptional items for the year was €590 million compared to €409 million for 2010, an increase of 44%.

Net finance costs of €295 million were €13 million lower year-on-year primarily reflecting a lower average interest cost. The net finance costs include exceptional finance income of €6 million related to the receipt of monies from the liquidator of a company in Spain that the Group had formerly invested in.

Profit before income tax of €299 million compared to a profit before income tax of €103 million last year.

Adjusting for exceptional charges, pre-exceptional EPS was 100.1 cent for the full year 2011, a 69% increase on the 59.4 cent reported in 2010. The increased EPS in 2011 primarily reflects a 28% growth in pre-exceptional operating profit, and a somewhat lower net interest charge. Basic EPS was 93.0 cent for the full year 2011, compared to 22.9 cent for 2010.

2011 Fourth Quarter & Full Year | Free Cash Flow

The Group’s free cash flow performance of €394 million in 2011 clearly demonstrates its cash flow generation capability through the cycle. Compared to the €82 million delivered in 2010, SKG’s improved 2011 free cash flow performance primarily reflects a €111 million growth in EBITDA year-on-year, combined with a lower cash interest expense and a significant improvement in working capital.

In line with the Group’s stated guidance, capital expenditure for the full year 2011 equated to 89% of depreciation, the equivalent of €309 million.

The Group benefited from a strong working capital inflow in the fourth quarter, primarily highlighting lower end-market demand leading to reduced debtors, and improved creditor terms. For the full year, SKG’s free cash flow performance was supported by a working capital inflow of €43 million. At December 2011, working capital of €517 million represented 7.1% of annualised sales revenue, compared to 8.4% at the end of 2010.

Cash interest expense in 2011 of €245 million was 5% lower than in 2010, primarily reflecting a lower average interest cost year-on-year. Cash tax payments of €72 million in 2011 were €10 million lower than in 2010.

2011 Fourth Quarter & Full Year | Capital Structure

The Group’s net debt reduced by €358 million to €2,752 million in the full year 2011, mainly reflecting SKG’s strong free cash flow performance. The purchase of investments of €10 million related mainly to the acquisition of the St. Petersburg box plant in the fourth quarter. Currency negatively impacted net debt by €10 million in 2011, mainly reflecting the relative strengthening of the US dollar against the euro.

At €2,752 million at the end of 2011, the Group’s net debt is below its stated guidance of €2,850 million. From a leverage perspective, SKG’s net debt to EBITDA ratio of 2.7x at December 2011 is at its lowest level since the Smurfit Kappa merger in 2005, and well within its indicated leverage range. Moving forward, the Group intends to maintain a net debt to EBITDA ratio of below 3.0x through the cycle.

Furthermore, SKG continues to maintain a very strong liquidity position, with €857 million of cash on its balance sheet at December 2011 together with committed undrawn credit facilities of approximately €525 million. The Group’s average debt maturity profile is 4.4 years.

Senior Credit Facility Amendment Request

Notwithstanding the absence of material debt maturities until December 2013, the Group today announced that it is seeking the consent of its lenders to amend its Senior Credit Facility Agreement, in order to further extend its debt maturity profile and enhance its overall financial flexibility. A significant number of the Group’s top lenders have already confirmed their support for all of the proposed amendments and maturity extension.

The key amendment requests are to (a) extend the maturity of the Group’s Term Loans B and C to 2016 and 2017 respectively, (b) extend the maturity of the Revolving Credit Facility (‘RCF’) to 2016, and (c) seek flexibility to raise longer dated secured bonds, as and when market conditions are considered optimal, in order to refinance its existing facilities.

Subject to the approval of at least 66.66% of its lenders to the requested amendments, the Group will pay each consenting and extending Term Loan B and C lender an upfront fee of 50 basis points (‘bps’), and a margin increase of 50bps at current leverage levels. Extending lenders are also offered a 20% cash prepayment to be funded from existing cash balances.

Consenting and extending RCF lenders will receive an upfront fee of 65bps, an increased commitment fee, and a margin increase on drawn amounts.

For further details on the amendment request, please refer to the Group’s related press release and amendment request letter, available for download from SKG’s website at www.smurfitkappa.com.

Board of Directors

On February 2, 2012, Irial Finan was co-opted to the Board as an independent, non‐executive Director. Irial is currently Executive Vice President of The Coca-Cola Company and President of the Bottling Investments Group. His extensive experience across international markets with one of the world’s leading companies will meaningfully contribute to the Board and the continued development of SKG.

Dividend

Early in 2009, SKG took a number of pre-emptive actions to maximise its debt paydown capacity and underpin the financial strength of the Group in the increasingly challenging economic climate that prevailed at that time. Those actions included increased cost take-out initiatives and a temporary reduction in capital expenditure. The Group also deemed it prudent to suspend dividend payments in the circumstances.

Entering 2012, as a consequence of our increased financial flexibility and sustained confidence in the long-term outlook for our business, the Board is satisfied that it is appropriate and timely for SKG to reinstate a sustainable dividend stream.

In that context, the Board is recommending a final dividend of 15 cent per share for 2011. It is proposed to pay the final dividend on 11 May, 2012 to all ordinary shareholders on the share register at the close of business on 13 April, 2012.

The Directors intention is that interim and final dividends will be paid in October and May in each year in the approximate proportions of one third and two thirds.

2011 Fourth Quarter & Full Year | Operating Efficiency

Commercial offering and innovation

In 2011, SKG secured significant incremental business from key pan-European customers. Overall, from 2006 to 2011, the Group’s pan-European business has grown by approximately 20% in a broadly stable market, thereby clearly demonstrating the adequacy of its offering with the needs of a globalising customer world. With approximately 80% of its pan-European business contracted from 1 to 6 years, SKG is clearly building long-term sustainable partnerships with its customers.

Using the skills and experience acquired in servicing the most demanding of international customers, we have continued to pay special attention to the recruitment and retention of local customers who benefit from best international standards from our businesses.

The Group’s strong commercial success is underpinned by its unique “one-stop-shop” offering, characterised by a broad and expanding geographic footprint, a diversified product range, and unrivalled design and innovation capabilities. On the design side, in 2011 SKG launched an improved version of its “paper to box” tool, a major breakthrough in the industry, allowing the definition of fit-for-purpose packaging at an optimised cost for our customers. The tool is based on in depth studies and is calibrated using a benchmark of over fifteen billion packages across all market segments.

On the innovation side, in 2011 SKG introduced a new range of “hybrid packages”, mixing corrugated and solidboard. These unique SKG packaging solutions offer the superior supply chain performance of corrugated combined with the attractive shelf appearance of solid board. Various FMCG projects have already shown the growth potential of this innovation.

Furthermore, using our extensive expertise in the retail sector, we have developed a patented box perforation called “Sharkline”, which optimizes retail ready packaging solutions. This innovation guarantees optimal protection in the supply chain while significantly lowering material costs, thereby offering better value to our customers.

Another of SKG’s unique competitive advantages is its strong drive to support our customers to meet their sustainability agenda, underpinned by an objective to be the first European company able to guarantee that all of its packaging solutions are coming from sustainable sources. As of today, approximately 50% of SKG’s corrugated operations are already “Chain of Custody” certified under PEFC or FSC, with a target to get to 90% by 2015.

The Group’s efforts to enhance its innovation and service offering are being recognised by a number of stakeholders. For example, in September 2011 SKG won two awards from the German print association, in a competition that included over 300 packaging designs from 90 different companies. During 2011, SKG also received sustainability-related awards from both Unilever and Coca-Cola Enterprises.

Within our paper operations, we continue to make significant investments in improving our substrates, optimising our raw materials and improving the basic product which assists our packaging innovation and sustainability efforts. Amongst the new outputs this year have been our “Royal 2000” kraftliner white paper offering from our French and Swedish mills. In addition, we commenced production of higher margin Recycled White Top liners in our Wrexen mill (Germany).

Our objective is to have the best integrated paper and board system in Europe. Significant investments in 2011 in our Piteå, Hoya, Wrexen, Nervión and other mill systems have improved the quality of our products and the efficiency of our production, and have moved us closer to achieving our sustainability targets which continue to differentiate our products in the end market.

Similar programmes are in progress in our Latin American operations with the objective to achieve international best in class standards in our products, service and systems. In that context, as well as continuing to upgrade our Latin American packaging plants, we invested in a greenfield box plant in Mexico in response to strong market opportunities. The investment in our Cerro Gordo mill in Mexico City in 2012 will further enhance the quality of our paper in the country.

As in Europe, we also continued our programme of progressing our sustainability and efficiency performance with significant investments in our mill systems in Cali, Colombia and in our Buenos Aires mill.

Our efforts to enhance our mills system in Europe and Latin America resulted in SKG being one of only two companies to win two of the awards at the 2011 PPI (“Pulp & Paper Industry”) Global awards.

Cost take-out programme

In 2011, SKG commenced a new 2-year cost take-out initiative, with a target to generate €150 million of savings by the end of 2012. This programme is based on a detailed bottom-up approach and is subject to a formal reporting system.

SKG generated €100 million of cost take-out benefits in 2011 (including €25 million in quarter four). This strong outcome partially mitigated the impact of materially higher input costs year-on-year, and contributed to the delivery of the Group’s relatively strong EBITDA margin of 13.8% in 2011.

Having exceeded its first year target, SKG is confident that it can improve on its two year target of €150 million, and is now engaged in re-assessing its areas of opportunity on a bottom-up basis.

Reorganisation of Specialties segment

With effect from 1 September, 2011 the Group transferred its Specialties businesses into its existing European Packaging segment. This reorganisation is increasing the focus of the Group’s commercial offering, and creates a platform for SKG to become a “one-stop-shop” for paper-based packaging solutions.

This initiative will also enhance the Group’s overall cost efficiency, and should contribute to improving the margins of its solid, graphic and carton board businesses.

From quarter three 2011 onwards, the segmental reporting for the Group reflects the new organisational structure. Comparative periods have been restated to reflect the new structure.

Corporate social responsibility

In its fourth annual sustainability report, released during the third quarter of 2011, SKG highlighted its continued progress and commitment to social and environmental best practices and cited tangible evidence of this.

2011 Fourth Quarter & Full Year | Performance Review

Europe

When including the volumes from acquired operations, the Group’s total corrugated volumes in the full year 2011 were 2% higher than in 2010. On a like-for-like basis however, following the 2% demand growth in the first half, demand for SKG’s corrugated packaging solutions grew by 1% in quarter three, and declined by 2% in quarter four.

As is usual within the Group’s business, it takes three to six months to fully pass through higher paper prices to box prices. As a result, SKG’s box prices were on average 2% higher in the third quarter compared with the second quarter, and remained generally stable through the fourth quarter. For the full year 2011, SKG’s European box prices were on average 11% higher than in 2010.

Higher box prices, together with the Group’s strong focus on cost efficiency contributed to deliver a European EBITDA margin of 13.4% in the full year 2011, slightly higher than 2010 levels despite a much tougher operating environment. In 2011 SKG’s European raw material and energy costs were approximately €350 million higher than in 2010.

At industry level, recycled containerboard inventories rose in the third quarter, as most paper producers continued to run at full capacity despite softening demand, in both domestic and export markets. Higher inventory levels led to a €115 per tonne reduction in European recycled containerboard prices during the second half of the year, reaching an absolute level of approximately €380 per tonne in January 2012.

On the raw materials side, downward pressure from European buyers combined with lower Chinese demand, led to a €50 per tonne reduction in OCC prices during the second half of 2011. Although somewhat mitigating the impact of lower paper prices, the reduction in OCC costs was not sufficient to avoid significant margin reduction for non-integrated recycled containerboard producers.

However, in the case of SKG, following the permanent closure of 10 less efficient containerboard mills since 2005, together with significant investments in its “champion” mills, the Group is equipped with an efficient and fully integrated recycled containerboard system. As indicated by its strong EBITDA margins, SKG’s integrated system should allow it to outperform in any operating environment.

The Group estimates that over 200,000 tonnes of market-related downtime was taken towards the year-end, which allowed for industry inventories to remain broadly stable in the seasonally weaker holiday period. Furthermore, renewed upward pressure on OCC costs and generally stable demand early in 2012 created a platform for the Group to announce a €100 per tonne recycled containerboard price increase.

On the kraftliner side, in the first eleven months of 2011, US imports into Europe were 15% higher than in the prior year, although this was somewhat offset by a 9% reduction in imports from other regions. Overall, net kraftliner imports into Europe increased by approximately 100,000 tonnes in the period. Lower priced US tonnage created downward pressure on domestic kraftliner prices, which have declined by approximately €100 per tonne since the beginning of 2011, to a level of approximately €540 per tonne in January 2012.

Reduced European kraftliner prices combined with the strengthening of the US dollar against the euro makes Europe a less attractive market for overseas exporters, which resulted in lower US imports into Europe in the fourth quarter. In that context, at the end of January 2012 the Group announced a kraftliner price increase of €60 per tonne.

Our Bag-in-box business continued to deliver strong growth in 2011, with bag volumes increasing by approximately 15% year-on-year. In January 2012, the Group acquired a bag-in-box operation in Argentina which together with our European, Russian and Canadian operations further enhances our global footprint. This business has significant growth opportunities globally and SKG is very well positioned to be a world leader in the years ahead.

Latin America

In the full year 2011, Latin American EBITDA of €237 million represented 23% of the Group’s total, and an 18.4% margin on revenue (compared to 17.8% in 2010). The 19% growth in EBITDA delivered in 2011 primarily reflects an improved performance in US dollar terms in Colombia and Venezuela, somewhat offset by a lower result in Mexico and Argentina.

SKG’s corrugated volumes in Colombia experienced relatively strong year-on-year growth of 5% in 2011, although the pace of demand growth was somewhat softer in the fourth quarter. Corrugated pricing in the fourth quarter increased by 1% compared to the third quarter, which together with continuing cost efficiency efforts supported the delivery of an enhanced EBITDA margin in the period.

SKG’s corrugated volumes in Venezuela were flat year-on-year in 2011. Continuing high inflation in the country was more than offset by the Group’s operating efficiency actions, as well as necessary price recovery. In July, the Venezuelan authorities issued precautionary measures over a further 7,253 hectares of the Group’s forestry land, with a view to acquiring it and converting its use to food production and related activities. Since the announcement from the authorities the Venezuelan team is working hard at local and regional level to find an accommodation that will ensure an optimal outcome for SKG, its customers, its employees and the communities.

Despite a 5% increase in box prices and a continuing focus on operating efficiency, in 2011 SKG’s Mexican EBITDA in US dollar terms was lower than in 2010. This primarily reflected significant inflationary pressure and a 1% box volume decline year-on-year. To further improve the efficiency of its Mexican integrated system, SKG is planning a re-build of its main Mexican containerboard machine in quarter one 2012.

High inflation continues to prevail in Argentina. As a result, and despite a material increase in SKG’s corrugated prices in 2011, EBITDA margins in the country contracted compared to 2010 levels. Consumer spending power was also affected by rising inflation, as outlined through the 2% reduction in the Group’s corrugated volumes in 2011, a trend that was sustained in the fourth quarter.

Despite some country-specific challenges from time to time, the Group believes that the geographic diversity of its business in the Latin American region, together with the proven ability of its local management to drive the business, will continue to deliver a strong performance through the cycle. Latin America remains SKG’s core target region for future growth.

Summary Cash Flow(1)
 
Summary cash flows for the fourth quarter and twelve months are set out in the following table.
  3 months to   3 months to   12 months to   12 months to
31-Dec-11 31-Dec-10 31-Dec-11 31-Dec-10
€m   €m   €m   €m
Pre-exceptional EBITDA 245 257 1,015 904
Exceptional items (1) (1) (6) (17)
Cash interest expense (61) (63) (245) (259)
Working capital change 133 (9) 43 (92)
Current provisions (4) (3) (11) (24)
Capital expenditure (113) (137) (309) (274)
Change in capital creditors 32 16 26 (28)
Sale of fixed assets 1 4 3 6
Tax paid (24) (28) (72) (82)
Other (9) (13) (50) (52)
             
Free cash flow 199 23 394 82
 
Share issues - 6 8 9
Sale of businesses and investments - (4) (4) (13)
Purchase of investments (9) (1) (10) (47)
Derivative termination (payments)/receipts 1 (1) - (3)
Dividends (1) (1) (5) (5)
             
Net cash inflow 190 22 383 23
 
Net cash acquired/disposed 1 (1) 1 (3)
Deferred debt issue costs amortised (4) (5) (16) (20)
Currency translation adjustments (18) (3) (10) (58)
             
Decrease/(increase) in net debt 169   13   358   (58)
 

(1) The summary cash flow is prepared on a different basis to the cash flow statement under IFRS. The principal difference is that the summary cash flow details movements in net debt while the IFRS cash flow details movement in cash and cash equivalents. In addition, the IFRS cash flow has different sub-headings to those used in the summary cash flow. A reconciliation of the free cash flow to cash generated from operations in the IFRS cash flow is set out below.

    12 months to   12 months to
31-Dec-11 31-Dec-10
        €m   €m
Free cash flow 394 82
 
Add back: Cash interest 245 259
Capital expenditure (net of change in capital creditors) 283 302
Tax payments 72 82
Less: Sale of fixed assets (3) (6)
Profit on sale of assets and businesses – non exceptional (15) (12)
Receipt of capital grants (in ‘Other’ per summary cash flow) (2) (3)
Dividends received from associates (in ‘Other’ per summary cash flow) (1) (1)
Non-cash financing activities (8) -
Exceptional finance income received (6)   -
Cash generated from operations 959   703
 

Capital Resources

The Group's primary sources of liquidity are cash flow from operations and borrowings under the revolving credit facility. The Group's primary uses of cash are for debt service and capital expenditure.

At 31 December 2011, Smurfit Kappa Funding plc had outstanding €217.5 million 7.75% senior subordinated notes due 2015 and US$200 million 7.75% senior subordinated notes due 2015. In addition Smurfit Kappa Treasury Funding Limited had outstanding US$292.3 million 7.50% senior debentures due 2025 and the Group had outstanding €209 million variable funding notes issued under the €250 million accounts receivable securitisation program maturing in November 2015.

Smurfit Kappa Acquisitions had outstanding €500 million 7.25% senior secured notes due 2017 and €500 million 7.75% senior secured notes due 2019. Smurfit Kappa Acquisitions and certain subsidiaries are also party to a senior credit facility. The senior credit facility comprises a €94 million amortising Tranche A maturing in 2012, an €822 million Tranche B maturing in 2013 and an €819 million Tranche C maturing in 2014. In addition, as at 31 December 2011, the facility includes a €525 million revolving credit facility of which there was €0.2 million drawn under facilities supported by letters of credit.

The following table provides the range of interest rates as of 31 December 2011 for each of the drawings under the various senior credit facility term loans.

BORROWING ARRANGEMENT   CURRENCY   INTEREST RATE
 
Term Loan A EUR 3.710%
Term Loan B EUR 4.208% - 4.709%
USD 3.516%
Term Loan C EUR 4.458% - 4.959%
USD 3.766%
 

Borrowings under the revolving credit facility are available to fund the Group's working capital requirements, capital expenditures and other general corporate purposes.

Market Risk and Risk Management Policies

The Group is exposed to the impact of interest rate changes and foreign currency fluctuations due to its investing and funding activities and its operations in different foreign currencies. Interest rate risk exposure is managed by achieving an appropriate balance of fixed and variable rate funding. At 31 December 2011 the Group had fixed an average of 75% of its interest cost on borrowings over the following twelve months.

Our fixed rate debt comprised mainly €500 million 7.25% senior secured notes due 2017, €500 million 7.75% senior secured notes due 2019, €217.5 million 7.75% senior subordinated notes due 2015, US$200 million 7.75% senior subordinated notes due 2015 and US$292.3 million 7.50% senior debentures due 2025. In addition, the Group also has €1,110 million in interest rate swaps with maturity dates ranging from April 2012 to July 2014.

Our earnings are affected by changes in short-term interest rates as a result of our floating rate borrowings. If LIBOR interest rates for these borrowings increase by one percent, our interest expense would increase, and income before taxes would decrease, by approximately €10 million over the following twelve months. Interest income on our cash balances would increase by approximately €9 million assuming a one percent increase in interest rates earned on such balances over the following twelve months.

The Group uses foreign currency borrowings, currency swaps, options and forward contracts in the management of its foreign currency exposures.

Group Income Statement – Twelve Months

  Unaudited   Audited
12 months to 31-Dec-11 12 months to 31-Dec-10
Pre-exceptional 2011   Exceptional 2011   Total 2011 Pre-exceptional 2010   Exceptional 2010   Total 2010
    €m   €m   €m   €m   €m   €m
Revenue 7,357 - 7,357 6,677 - 6,677
Cost of sales (5,290)   (15)   (5,305) (4,825)   -   (4,825)
Gross profit 2,067 (15) 2,052 1,852 - 1,852
Distribution costs (552) - (552) (546) - (546)
Administrative expenses (897) - (897) (838) (17) (855)
Other operating income 6 - 6 22 - 22
Other operating expenses -   (19)   (19) -   (64)   (64)
Operating profit 624 (34) 590 490 (81) 409
Finance costs (405) - (405) (431) - (431)
Finance income 104 6 110 123 - 123
Profit on disposal of associate 2 - 2 - - -
Share of associates’ profit (after tax) 2   -   2 2   -   2
Profit before income tax 327   (28) 299 184   (81) 103
Income tax expense (81) (45)
Profit for the financial year 218 58
 
Attributable to:
Owners of the Parent 206 50
Non-controlling interests 12 8
Profit for the financial year 218 58
 
Earnings per share:
Basic earnings per share - cent 93.0 22.9
Diluted earnings per share - cent 91.1 22.5
 

Group Income Statement – Fourth Quarter

  Unaudited   Unaudited
3 months to 31-Dec-11 3 months to 31-Dec-10
Pre-exceptional 2011   Exceptional 2011   Total 2011 Pre-exceptional 2010   Exceptional 2010   Total 2010
    €m   €m   €m   €m   €m   €m
Revenue 1,819 - 1,819 1,749 - 1,749
Cost of sales (1,310)   (3)   (1,313) (1,269)   -   (1,269)
Gross profit 509 (3) 506 480 - 480
Distribution costs (135) - (135) (136) - (136)
Administrative expenses (230) - (230) (207) (1) (208)
Other operating income 4 - 4 3 - 3
Other operating expenses -   4   4 -   (24)   (24)
Operating profit 148 1 149 140 (25) 115
Finance costs (110) - (110) (98) - (98)
Finance income 32 6 38 31 - 31
Share of associates’ profit (after tax) -   -   - 1   -   1
Profit before income tax 70   7 77 74   (25) 49
Income tax expense 18 8
Profit for the financial period 95 57
 
Attributable to:
Owners of the Parent 87 51
Non-controlling interests 8 6
Profit for the financial period 95 57
 
Earnings per share:
Basic earnings per share - cent 39.4 23.3
Diluted earnings per share - cent 39.2 22.9
 

Group Statement of Comprehensive Income

  Unaudited   Audited
12 months to 12 months to
31-Dec-11 31-Dec-10
    €m   €m
 
Profit for the financial year 218 58
 
Other comprehensive income:
Foreign currency translation adjustments (9) (53)
Defined benefit pension plans including payroll tax:
- Actuarial (loss)/gain (88) 33
- Movement in deferred tax 20 (8)
Effective portion of changes in fair value of cash flow hedges:
- Movement out of reserve 21 19
- New fair value adjustments into reserve (10) (20)
- Movement in deferred tax (1)   -
Total other comprehensive income (67)   (29)
     
Comprehensive income and expense for the financial year 151   29
 
Attributable to:
Owners of the Parent 136 25
Non-controlling interests 15   4
151   29
 

Group Balance Sheet

  Unaudited   Audited
31-Dec-11 31-Dec-10
    €m   €m
ASSETS
Non-current assets
Property, plant and equipment 2,973 3,008
Goodwill and intangible assets 2,210 2,209
Available-for-sale financial assets 32 32
Investment in associates 14 16
Biological assets 114 88
Trade and other receivables 5 5
Derivative financial instruments 6 2
Deferred income tax assets 177   134
5,531   5,494
Current assets
Inventories 690 638
Biological assets 10 7
Trade and other receivables 1,326 1,292
Derivative financial instruments 7 8
Restricted cash 12 7
Cash and cash equivalents 845   495
2,890   2,447
Total assets 8,421   7,941
 
EQUITY
Capital and reserves attributable to the owners of the Parent
Equity share capital - -
Capital and other reserves 2,336 2,315
Retained earnings (341)   (552)
Total equity attributable to the owners of the Parent 1,995 1,763
Non-controlling interests 191   173
Total equity 2,186   1,936
 
LIABILITIES
Non-current liabilities
Borrowings 3,450 3,470
Employee benefits 655 595
Derivative financial instruments 54 101
Deferred income tax liabilities 210 206
Non-current income tax liabilities 10 9
Provisions for liabilities and charges 55 49
Capital grants 13 14
Other payables 10   7
4,457   4,451
Current liabilities
Borrowings 159 142
Trade and other payables 1,504 1,351
Current income tax liabilities 36 5
Derivative financial instruments 59 27
Provisions for liabilities and charges 20   29
1,778   1,554
Total liabilities 6,235   6,005
Total equity and liabilities 8,421   7,941
 

Group Statement of Changes in Equity

   

Capital and other reserves

       
       
    Equity share capital   Share premium   Reverse acquisition reserve   Cash flow hedging reserve   Foreign currency translation reserve   Reserve for share-based payment   Retained earnings   Total equity attributable to the owners of the Parent   Non-controlling interests   Total equity
Unaudited €m €m €m €m €m €m €m €m €m €m
At 1 January 2011 - 1,937 575 (45) (216) 64 (552) 1,763 173 1,936
Shares issued - 8 - - - - - 8 - 8
Total comprehensive income and expense - - - 10 (12) - 138 136 15 151
Hyperinflation adjustment - - - - - - 73 73 8 81
Share-based payment - - - - - 15 - 15 - 15
Dividends paid to non-controlling interests -   -   -   -   -   -   -   -   (5)   (5)
At 31 December 2011 -   1,945   575   (35)   (228)   79   (341)   1,995   191   2,186
 
Audited
At 1 January 2010 - 1,928 575 (44) (174) 60 (669) 1,676 179 1,855
Shares issued - 9 - - - - - 9 - 9
Total comprehensive income and expense - - - (1) (50) - 76 25 4 29
Hyperinflation adjustment - - - - - - 40 40 6 46
Share-based payment - - - - - 4 - 4 - 4
Dividends paid to non-controlling interests - - - - - - - - (5) (5)
Purchase of non-controlling interests - - - - - - - - (2) (2)
Other movements -   -   -   -   8   -   1   9   (9)   -
At 31 December 2010 -   1,937   575   (45)   (216)   64   (552)   1,763   173   1,936
 

Group Cash Flow Statement

  Unaudited   Audited
12 months to 12 months to
31-Dec-11 31-Dec-10
    €m   €m
Cash flows from operating activities
Profit for the financial year 218 58
Adjustment for
Income tax expense 81 45
(Profit)/loss on sale/purchase of assets and businesses (17) 44
Amortisation of capital grants (3) (1)
Impairment of property, plant and equipment 15 -
Equity settled share-based payment expense 15 4
Amortisation of intangible assets 30 46
Share of associates’ profit (after tax) (2) (2)
Profit on disposal of associates (2) -
Depreciation charge 346 343
Net finance costs 295 308
Change in inventories (53) (79)
Change in biological assets - 21
Change in trade and other receivables (46) (187)
Change in trade and other payables 136 177
Change in provisions 4 (22)
Change in employee benefits (57) (56)
Other (1)   4
Cash generated from operations 959 703
Interest paid (253) (263)
Income taxes paid:
Irish corporation tax paid - (5)
Overseas corporation tax (net of tax refunds) paid (72)   (77)
Net cash inflow from operating activities 634   358
 
Cash flows from investing activities
Interest received 8 5
Exceptional finance income received 6 -
Mondi asset swap - (58)
Business disposals - (11)
Purchase of property, plant and equipment and biological assets (277) (297)
Purchase of intangible assets (5) (5)
Receipt of capital grants 2 3
(Increase)/decrease in restricted cash (5) 36
Disposal of property, plant and equipment 18 18
Disposal of associates 4 -
Dividends received from associates 1 1
Purchase of subsidiaries and non-controlling interests (11) (2)
Deferred consideration (6)   8
Net cash outflow from investing activities (265)   (302)
 
Cash flow from financing activities
Proceeds from issue of new ordinary shares 8 9
Increase in interest-bearing borrowings 57 152
Repayment of finance lease liabilities (9) (16)
Repayment of interest bearing borrowings (87) (285)
Derivative termination payments - (3)
Deferred debt issue costs - (5)
Dividends paid to non-controlling interests (5)   (5)
Net cash outflow from financing activities (36)   (153)
Increase/(decrease) in cash and cash equivalents 333   (97)
 
Reconciliation of opening to closing cash and cash equivalents
Cash and cash equivalents at 1 January 481 587
Currency translation adjustment 11 (9)
Increase/(decrease) in cash and cash equivalents 333   (97)
Cash and cash equivalents at 31 December 825   481
 

1. General Information

Smurfit Kappa Group plc (‘SKG plc’) (‘the Company’) (‘the Parent’) and its subsidiaries (together the ‘Group’) manufacture, distribute and sell containerboard, corrugated containers and other paper-based packaging products such as solidboard and graphicboard. The Company is a public limited company whose shares are publicly traded. It is incorporated and tax resident in Ireland. The address of its registered office is Beech Hill, Clonskeagh, Dublin 4, Ireland.

2. Basis of Preparation

The consolidated financial statements of the Group are prepared in accordance with International Financial Reporting Standards (‘IFRS’) issued by the International Accounting Standards Board (‘IASB’) and adopted by the European Union (‘EU’); and, in accordance with Irish law.

The financial information in this report has been prepared in accordance with the Listing Rules of the Irish Stock Exchange and with Group accounting policies. Full details of the accounting policies adopted by the Group are contained in the consolidated financial statements included in the Group’s annual report for the year ended 31 December 2010 which is available on the Group’s website; www.smurfitkappa.com. The accounting policies and methods of computation and presentation adopted in the preparation of the Group financial information are consistent with those described and applied in the annual report for the year ended 31 December 2010. The following new standards, amendments and interpretations became effective in 2011, however, they either do not have an effect on the Group financial statements or they are not currently relevant for the Group:

  • Amendments to IFRIC 14, Prepayments of a Minimum Funding Requirement
  • Classification of Rights Issues (Amendment to IAS 32)
  • IAS 24, Related Party Disclosure (Revised)
  • IFRIC 19, Extinguishing Financial Liabilities with Equity Instruments

In addition, a number of annual improvements to IFRSs were effective in 2011, however, none of these had or is expected to have a material effect on the Group financial statements.

The financial information includes all adjustments that management considers necessary for a fair presentation of such financial information. All such adjustments are of a normal recurring nature. Some tables in the financial information may not add precisely due to rounding.

The financial information presented in this preliminary release does not constitute ‘full group accounts’ under Regulation 40(1) of the European Communities (Companies: Group Accounts) Regulations, 1992 of Ireland insofar as such group accounts would have to comply with all of the disclosure and other requirements of those Regulations. The preliminary release was approved by the Board of Directors. The annual report and accounts will be approved by the Board of Directors and reported on by the auditors in due course. The annual accounts reported on by the auditors will not contain quarterly information. Accordingly, the financial information is unaudited. Full Group accounts for the year ended 31 December 2010 received an unqualified audit report and have been filed with the Irish Registrar of Companies.

3. Segmental Analyses

With effect from 1 September, 2011 the Group reorganised the way in which its European businesses are managed. As part of this reorganisation for commercial reasons, the businesses which previously formed part of the Specialties segment were operationally merged with the Europe segment (formally known as Packaging Europe) and are now managed on a combined basis to make decisions about the allocation of resources and in assessing performance. After this date, the Group ceased to produce financial information for Specialties as the financial information of all of its plants is now combined with the other Europe segment plants.

As a result, the Group has now two segments on the basis of which performance is assessed and resources are allocated: 1) Europe and 2) Latin America and segmental information is presented below on this basis. Prior year segmental information has been restated to conform to the current year segment presentation.

The Europe segment is highly integrated. It includes a system of mills and plants that produces a full line of containerboard that is converted into corrugated containers. It also includes the bag-in-box and solidboard businesses. The Latin America segment comprises all forestry, paper, corrugated and folding carton activities in a number of Latin American countries. Inter segment revenue is not material. No operating segments have been aggregated for disclosure purposes.

Segment disclosures are based on operating segments identified under IFRS 8. Segment profit is measured based on earnings before interest, tax, depreciation, amortisation, exceptional items and share-based payment expense (‘EBITDA before exceptional items’). Segmental assets consist primarily of property, plant and equipment, biological assets, goodwill and intangible assets, inventories, trade and other receivables, deferred income tax assets and cash and cash equivalents.

  12 months to 31-Dec-11   12 months to 31-Dec-10
Europe   Latin America   Total Europe   Latin America   Total
    €m   €m   €m   €m   €m   €m
Revenue and Results
Revenue 6,068   1,289   7,357 5,558   1,119   6,677
 
EBITDA before exceptional items 812 237 1,049 731 200 931
Segment exceptional items (19)   -   (19) (64)   (17)   (81)
EBITDA after exceptional items 793   237 1,030 667   183 850
 
Unallocated centre costs (34) (27)
Share-based payment expense (15) (4)
Depreciation and depletion (net) (346) (364)
Amortisation (30) (46)
Impairment of assets (15) -
Finance costs (405) (431)
Finance income 110 123
Profit on disposal of associate 2 -
Share of associates’ profit (after tax) 2 2
Profit before income tax 299 103
Income tax expense (81) (45)
Profit for the financial year 218 58
 
Assets
Segment assets 6,142 1,488 7,630 6,173 1,279 7,452
Investment in associates 1   13 14 3   13 16
Group centre assets 777 473
Total assets 8,421 7,941
 
  3 months to 31-Dec-11   3 months to 31-Dec-10
Europe   Latin America   Total Europe   Latin America   Total
    €m   €m   €m €m   €m   €m
Revenue and Results
Revenue 1,474   345   1,819 1,453   296   1,749
 
EBITDA before exceptional items 194 60 254 208 59 267
Segment exceptional items 4   -   4 (24)   (1)   (25)
EBITDA after exceptional items 198   60 258 184   58 242
 
Unallocated centre costs (9) (10)
Share-based payment expense (5) (1)
Depreciation and depletion (net) (84) (104)
Amortisation (8) (12)
Impairment of assets (3) -
Finance costs (110) (98)
Finance income 38 31
Share of associates’ profit (after tax) - 1
Profit before income tax 77 49
Income tax expense 18 8
Profit for the financial period 95 57
 

4. Other Operating Income

Other operating income of €6 million in 2011 includes a gain of over €3 million on the acquisition of a box plant in St. Petersburg.

In 2010 other operating income included insurance proceeds of €21 million in respect of the failure of a turbo generator in the Group's mill in San Felipe, Venezuela. The costs of the breakdown are included in the appropriate cost headings within operating profit.

5. Exceptional Items

  12 months to   12 months to
The following items are regarded as exceptional in nature: 31-Dec-11 31-Dec-10
    €m   €m
 
Impairment loss on property, plant and equipment 15 -
Reorganisation and restructuring costs 19 1
Currency trading loss on Bolivar devaluation - 17
Mondi asset swap - 41
Disposal of operations -   22
Exceptional items included in operating profit 34   81
 
Exceptional finance income (6)   -
Exceptional items included in net finance costs (6)   -
 

In June 2011, SKG closed its recycled containerboard mill in Nanterre, France. This resulted in an impairment loss on property, plant and equipment of €15 million for the year and reorganisation and restructuring costs of €20 million.

Also included in the reorganisation and restructuring costs was a release of an over-provision of €1 million in respect of the closure of the Sturovo mill, the cost in relation to which had been booked in 2009.

The exceptional finance income of €6 million in 2011 relates to the partial recovery of an investment held in a Spanish company which went into liquidation in 1993, but was the subject of a legal case.

In 2010, a currency translation loss of €17 million arose from the effect of the retranslation of the US dollar denominated net payables of the Venezuelan operations following the devaluation of the Bolivar Fuerte in January 2010.

During the second quarter of 2010 an asset swap agreement was completed with the Mondi Group (‘Mondi’). As a result of this, three corrugated plants in the UK were acquired and the Group’s Western European sack converting operations (excluding the Polish paper sack plant) were disposed. The transaction generated an exceptional loss of €41 million.

Disposal of operations in 2010 included the Polish paper sack plant which was sold to Mondi in the fourth quarter. The transaction generated an exceptional loss of €6 million. Also included is the disposal of our Rol Pin operation in France, a wood products operation, which took place in the fourth quarter of 2010. Exceptional costs as a result of this transaction amounted to €16 million.

In 2010, the €1 million in reorganisation and restructuring costs related to the rationalisation of the Group’s corrugated operations in Ireland.

6. Finance Costs and Income

  12 months to   12 months to
31-Dec-11 31-Dec-10
    €m   €m
Finance costs
Interest payable on bank loans and overdrafts 136 148
Interest payable on finance leases and hire purchase contracts 2 3
Interest payable on other borrowings 131 133
Unwinding discount element of provisions 1 -
Foreign currency translation loss on debt 15 38
Fair value loss on derivatives not designated as hedges 4 -
Interest cost on employee benefit plan liabilities 101 101
Net monetary loss – hyperinflation 15   8
Total finance costs 405   431
 
Finance income
Other interest receivable (8) (5)
Exceptional finance income (6) -
Foreign currency translation gain on debt (7) (7)
Fair value gain on derivatives not designated as hedges (12) (40)
Expected return on employee benefit plan assets (77)   (71)
Total finance income (110)   (123)
 
Net finance costs 295   308
 

7. Income Tax Expense

Income tax expense recognised in the Group Income Statement

  12 months to   12 months to
31-Dec-11 31-Dec-10
    €m   €m
Current taxation:
Europe 44 36
Latin America 65   28
109 64
Deferred taxation (28)   (19)
Income tax expense 81   45
 
Current tax is analysed as follows:
Ireland 8 4
Foreign 101   60
109   64
 

Income tax recognised in the Group Statement of Comprehensive Income

  12 months to   12 months to
31-Dec-11 31-Dec-10
    €m   €m

Arising on actuarial gains/losses on

defined benefit plans including payroll tax

(20)

8

Arising on qualifying derivative cash

flow hedges

1

 

-

(19)   8
 

The current taxation expense for Latin America includes a €23 million tax expense arising from the implementation of additional temporary taxes in Colombia on 1 January, which although payable over four years, was required to be expensed in quarter one 2011.

8. Employee Post Retirement Schemes – Defined Benefit Expense

The table below sets out the components of the defined benefit expense for the year:

  12 months to   12 months to
31-Dec-11 31-Dec-10
    €m   €m
 
Current service cost 27 29
Past service cost 2 (1)
Gain on settlements and curtailments (1)   (2)
28   26
 
Expected return on plan assets (77) (71)
Interest cost on plan liabilities 101   101
Net financial expense 24   30
Defined benefit expense 52   56
 

Included in cost of sales, distribution costs and administrative expenses is a defined benefit expense of €28 million for the year (2010: €26 million). Expected return on plan assets of €77 million (2010: €71 million) is included in finance income and interest cost on plan liabilities of €101 million (2010: €101 million) is included in finance costs in the Group Income Statement.

The amounts recognised in the Group Balance Sheet were as follows:

    31-Dec-11   31-Dec-10
      €m   €m
Present value of funded or partially funded obligations (1,715) (1,548)
Fair value of plan assets 1,486   1,357
Deficit in funded or partially funded plans (229) (191)
Present value of wholly unfunded obligations (426)   (404)
Net employee benefit liabilities (655)   (595)
 

The employee benefits provision has increased from €595 million at 31 December 2010 to €655 million at 31 December 2011. The main reason for this is the significant increase in liabilities due to lower discount rates as a result of lower AA corporate bond yields, which was not fully offset by plan asset returns.

9. Earnings Per Share

Basic

Basic earnings per share is calculated by dividing the profit attributable to the owners of the Parent by the weighted average number of ordinary shares in issue during the period.

  3 months to   3 months to   12 months to   12 months to
31-Dec-11 31-Dec-10 31-Dec-11 31-Dec-10
    €m   €m   €m   €m
Profit attributable to the owners of the Parent 87 51 206 50
 
Weighted average number of ordinary shares in issue (million) 222 219 222 219
 
Basic earnings per share – cent 39.4   23.3   93.0   22.9
 

Diluted

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares which comprise convertible shares issued under the management equity plans.

  3 months to   3 months to   12 months to   12 months to
31-Dec-11 31-Dec-10 31-Dec-11 31-Dec-10
    €m   €m   €m   €m
Profit attributable to the owners of the Parent 87 51 206 50
 
Weighted average number of ordinary shares in issue (million) 222 219 222 219
Potential dilutive ordinary shares assumed 1   4   4   4
Diluted weighted average ordinary shares 223   223   226   223
 
Diluted earnings per share – cent 39.2   22.9   91.1   22.5
 

10. Property, Plant and Equipment

Property, Plant and Equipment

  Land and buildings   Plant and equipment   Total
    €m   €m   €m
Year ended 31 December 2011
Opening net book amount 1,128 1,880 3,008
Reclassification 19 (25) (6)
Additions 4 282 286
Acquisitions 2 7 9
Impairment losses recognised in the Group Income Statement (5) (10) (15)
Depreciation charge for the year (50) (296) (346)
Retirements and disposals (2) (1) (3)
Hyperinflation adjustment 21 23 44
Foreign currency translation adjustment (2)   (2)   (4)
At 31 December 2011 1,115   1,858   2,973
 
Year ended 31 December 2010
Opening net book amount 1,151 1,915 3,066
Reclassification 25 (25) -
Additions 5 249 254
Acquisitions 10 21 31
Depreciation charge for the year (50) (293) (343)
Retirements and disposals (11) (7) (18)
Hyperinflation adjustment 16 18 34
Foreign currency translation adjustment (18)   2   (16)
At 31 December 2010 1,128   1,880   3,008
 

11. Share-based Payment

Share-based payment expense recognised in the Group Income Statement

  12 months to   12 months to
31-Dec-11 31-Dec-10
    €m   €m
 
Charge arising from fair value calculated at grant date 3 4
Charge arising from deferred annual bonus plan 12   -
15   4
 

The Group grants equity settled share-based payments to employees as part of their remuneration; there are no cash-settled share-based payments.

In March 2007 upon the IPO becoming effective, all of the then class A, E, F and H convertible shares and 80% of the class B convertible shares vested and were converted into D convertible shares. The class C, class G and 20% of the class B convertible shares did not vest and were re-designated as A1, A2 and A3 convertible shares.

The A1, A2 and A3 convertible shares vested on the first, second and third anniversaries respectively of the IPO. The D convertible shares resulting from these conversions are convertible on a one-to-one basis into ordinary shares, at the instance of the holder, upon the payment by the holder of the agreed conversion price. The life of the D convertible shares arising from the vesting of these new classes of convertible share ends on 20 March 2014.

In March 2007, SKG plc adopted the 2007 Share Incentive Plan (the ‘2007 SIP’). The 2007 SIP was amended in May 2009. Incentive awards under the 2007 SIP are in the form of new class B and new class C convertible shares issued in equal proportions to participants at a nominal value of €0.001 per share. On satisfaction of specified performance criteria the new class B and new class C convertible shares will automatically convert on a one-to-one basis into D convertible shares. The D convertibles may be converted by the holder into ordinary shares upon payment of the agreed conversion price. The conversion price for each D convertible share is the average market value of an ordinary share for the three dealing days immediately prior to the date that the participant was invited to subscribe less the nominal subscription price. Each award has a life of ten years from the date of issuance of the new class B and new class C convertible shares. The performance period for the new class B and new class C convertible shares is three financial years.

The new class B and new class C convertible shares issued during and from 2009 are subject to a performance condition based on the Company’s total shareholder return over the three-year period relative to the total shareholder return of a peer group of companies (‘TSR Condition’). Under that condition, 30% of the new class B and class C convertible shares will convert into D convertible shares if the Company’s total shareholder return is at the median performance level and 100% will convert if the Company’s total shareholder return is at or greater than the upper quartile of the peer group. A sliding scale will apply for performance between the median and upper quartiles. However, notwithstanding that the TSR condition applicable to any such award may have been satisfied, the Compensation Committee retains an overriding discretion to disallow the vesting of the award, in full or in part, if, in its opinion the Company's underlying financial performance or total shareholder return (or both) has been unsatisfactory during the performance period.

The awards made in 2007 and 2008 lapsed in March 2010 and March 2011 respectively and ceased to be capable of conversion to D convertible shares. The awards made in 2009 vested in February 2012 with the TSR condition being in the upper quartile of the peer group. The Compensation Committee were of the opinion that the Company’s underlying financial performance and total shareholder return had been satisfactory during the performance period and therefore confirmed the vesting.

A combined summary of the activity under the 2002 Plan, as amended, and the 2007 SIP, as amended for the year from 1 January 2011 to 31 December 2011 is presented below.

        Number of convertible shares

000’s

At 1 January 2011       14,947
Forfeited in the year (231)
Lapsed in the year (2,266)
Exercised in the year (1,796)
At 31 December 2011 10,654
 

At 31 December 2011, 5,867,163 shares were exercisable and were convertible to ordinary shares. The weighted average exercise price for all shares exercisable at 31 December 2011 was €4.60.

The weighted average exercise price for shares outstanding under the 2002 Plan, as amended, at 31 December 2011 was €4.60. The weighted average remaining contractual life of the awards issued under the 2002 Plan, as amended, at 31 December 2011 was 1.2 years.

The weighted average exercise price for shares outstanding under the 2007 SIP, as amended, at 31 December 2011 was €5.44. The weighted average remaining contractual life of the awards issued under the 2007 SIP, as amended, at 31 December 2011 was 8.0 years.

Deferred Annual Bonus Plan

In May 2011, the SKG plc Annual General Meeting approved the adoption of the SKG plc 2011 Deferred Annual Bonus Plan (‘DABP’) which replaces the existing long-term incentive plan, the 2007 SIP.

The size of award to each participant under the DABP will be subject to the level of annual bonus earned by a participant in any year. As part of the revised executive compensation arrangements, the maximum annual bonus potential for participants in the DABP has been increased from 100% to 150% of salary. The actual bonus paid in any financial year will be based on the achievement of clearly defined annual financial targets for some of the Group’s Key Performance Indicators (‘KPI’) being EBITDA(1), Return on Capital Employed (‘ROCE’) and Free Cash Flow (‘FCF’), together with targets for health and safety and a comparison of the Group’s financial performance compared to that of a peer group.

The proposed structure of the new plan is that 50% of any annual bonus earned for a financial year will be deferred into SKG plc shares (Deferred Shares) to be granted in the form of a Deferred Share Award. The Deferred Shares will vest (i.e. become unconditional) after a three year holding period based on continuity of employment.

At the same time as the grant of a Deferred Share Award, a Matching Share Award can be granted up to the level of the Deferred Share Award. Following a three year performance period, the Matching Shares may vest up to a maximum of 3 times the level of the Matching Share Award. Matching Awards will vest provided the Committee consider that Company’s ROCE and Total Shareholder Return (‘TSR’) are competitive against the constituents of a comparator group of international paper and packaging companies over that performance period. The actual number of Matching Shares that will vest under the Matching Awards will be dependent on the achievement of the Company’s FCF(2) and ROCE targets measured over the same three year performance period on an inter-conditional basis.

The actual performance targets assigned to the Matching Awards will be set by the Compensation Committee on the granting of awards at the start of each three year cycle. The Company will lodge the actual targets with the Company’s auditors prior to the grant of any awards under the DABP.

In June 2011, conditional Matching Share Awards totalling 654,814 SKG plc shares were awarded to eligible employees which gives a potential maximum of 1,964,442 SKG plc shares that may vest based on the achievement of the relevant performance targets for the three-year period ending on 31 December 2013.

Deferred Awards and Deferred Matching Awards will be granted to eligible employees in respect of the year ended 31 December 2011. The Deferred Matching Awards may vest based on the achievement of the relevant performance targets for three-year period ending on 31 December 2014.

(1) Earnings before exceptional items, share-based payment expense, net finance costs, tax, depreciation and intangible asset amortisation.

(2) In calculating FCF, capital expenditure will be set at a minimum of 90% of depreciation for the 3 year performance cycle.

12. Analysis of Net Debt

  31-Dec-11   31-Dec-10
    €m   €m
Senior credit facility
Revolving credit facility(1) – interest at relevant interbank rate + 2.5% on RCF1 and +2.75% on RCF2(8) (6) (8)
Tranche A term loan(2a)—interest at relevant interbank rate + 2.5%(8) 94 164
Tranche B term loan(2b)—interest at relevant interbank rate + 3.125%(8) 822 816
Tranche C term loan(2c)—interest at relevant interbank rate + 3.375%(8) 819 814
Yankee bonds (including accrued interest)(3) 226 219
Bank loans and overdrafts 71 75
Cash (857) (502)
2015 receivables securitisation variable funding notes(4) 206 149
2015 cash pay subordinated notes (including accrued interest)(5) 376 370
2017 senior secured notes (including accrued interest)(6) 490 488
2019 senior secured notes (including accrued interest)(7) 492   490
Net debt before finance leases 2,733 3,075
Finance leases 13   26
Net debt including leases 2,746 3,101
Balance of revolving credit facility reclassified to debtors 6   9
Net debt after reclassification 2,752   3,110
 

(1) Revolving credit facility (‘RCF’) of €525 million split into RCF1 and RCF2 of €152 million and €373 million (available under the senior credit facility) to be repaid in full in 2012 and 2013 respectively. (Revolver loans - nil, drawn under ancillary facilities and facilities supported by letters of credit - €0.2 million)

(2a) Tranche A term loan due to be repaid in certain instalments up to 2012

(2b) Tranche B term loan due to be repaid in full in 2013

(2c) Tranche C term loan due to be repaid in full in 2014

(3) US$292.3 million 7.50% senior debentures due 2025

(4) Receivables securitisation variable funding notes due November 2015

(5) €217.5 million 7.75% senior subordinated notes due 2015 and US$200 million 7.75% senior subordinated notes due 2015

(6) €500 million 7.25% senior secured notes due 2017

(7) €500 million 7.75% senior secured notes due 2019

(8) The margins applicable to the senior credit facility are determined as follows:

Debt/EBITDA ratio   Tranche A and RCF1   Tranche B   Tranche C   RCF2
 
Greater than 4.0 : 1 3.25% 3.375% 3.625% 3.50%
 
4.0 : 1 or less but more than 3.5 : 1 3.00% 3.125% 3.375% 3.25%
 
3.5 : 1 or less but more than 3.0 : 1 2.75% 3.125% 3.375% 3.00%
 
3.0 : 1 or less 2.50% 3.125% 3.375% 2.75%
 

13. Venezuela

Hyperinflation

As discussed more fully in the 2010 annual report, Venezuela became hyperinflationary during 2009 when its cumulative inflation rate for the past three years exceeded 100%. As a result, the Group applied the hyperinflationary accounting requirements of IAS 29 to its Venezuelan operations at 31 December 2009 and for all subsequent accounting periods.

The index used to reflect current values is derived from a combination of Banco Central de Venezuela’s National Consumer Price Index from its initial publication in December 2007 and the Consumer Price Index for the metropolitan area of Caracas for earlier periods. The level of and movement in the price index at December 2011 and 2010 are as follows:

    31-Dec-11   31-Dec-10
Index at year end   265.6   208.2
Movement in year   27.6%   27.2%
 

As a result of the entries recorded in respect of hyperinflationary accounting under IFRS, the Group Income Statement is impacted as follows: Revenue €70 million increase (2010: €23 million increase), pre-exceptional EBITDA €11 million increase (2010: €3 million decrease) and profit after taxation €32 million decrease (2010: €33 million decrease). In 2011, a net monetary loss of €15 million (2010: €8 million loss) was recorded in the Group Income Statement. The impact on our net assets and our total equity is an increase of €41 million (2010: €14 million increase).

Devaluation

The Venezuelan government announced the devaluation of its currency, the Bolivar Fuerte (‘VEF’), on 8 January 2010. The official exchange rate generally applicable to SKG was changed from VEF 2.15 per US dollar to VEF 4.3 per US dollar. For 2010 a loss of €17 million arose from the effect of retranslation of the US dollar denominated net payables of its Venezuelan operations and associated hyperinflationary adjustments, which is included within operating profit. In addition, the Group recorded a reduction in net assets of €223 million in relation to these operations, which is reflected in the Group Statement of Comprehensive Income as part of foreign currency translation adjustments.

Control

The nationalisation of foreign owned companies by the Venezuelan government continues and would suggest that the risk of similar such action against the Group’s operations in Venezuela remains. In July, the Venezuelan authorities issued precautionary measures over a further 7,253 hectares of the Group’s forestry land, with a view to acquiring it and converting its use to food production and related activities. Market value compensation is either negotiated or arbitrated under applicable laws or treaties in these cases. However, the amount and timing of such compensation is necessarily uncertain.

The Group continues to control operations in Venezuela and, as a result, continues to consolidate all of the results and net assets of these operations at year end in accordance with the requirement of IAS 27.

In 2011, the Group’s operations in Venezuela represented approximately 6% (2010: 5%) of its total assets and 17% (2010: 15%) of its net assets. In addition, cumulative foreign translation losses arising on our net investment in these operations amounting to €190 million (2010: €199 million) are included in the foreign exchange translation reserve.

Supplemental Financial Information

EBITDA before exceptional items and share-based payment expense is denoted by EBITDA in the following schedules for ease of reference.

Reconciliation of Profit to EBITDA

  3 months to   3 months to   12 months to   12 months to
31-Dec-11 31-Dec-10 31-Dec-11 31-Dec-10
    €m   €m   €m   €m
 
Profit for the financial period 95 57 218 58
Income tax expense (18) (8) 81 45
Impairment loss on property, plant and equipment 3 - 15 -
Reorganisation and restructuring costs (4) 1 19 1
Currency trading loss on Bolivar devaluation - 1 - 17
Mondi asset swap - 23 - 63
Profit on disposal of associate - - (2) -
Share of associates' operating profit (after tax) - (1) (2) (2)
Net finance costs 72 67 295 308
Share-based payment expense 5 1 15 4
Depreciation, depletion (net) and amortisation 92   116   376   410
EBITDA 245   257   1,015   904
 

Supplemental Historical Financial Information

€m   Q4, 2010   FY, 2010   Q1, 2011   Q2, 2011   Q3, 2011   Q4, 2011
           
Group and third party revenue 2,833 10,769 2,956 3,124 3,109 2,919
Third party revenue 1,749 6,677 1,803 1,867 1,868 1,819
EBITDA 257 904 243 264 264 245
EBITDA margin 14.7% 13.5% 13.5% 14.2% 14.1% 13.4%
Operating profit 115 409 147 132 162 149
Profit before tax 49 103 78 58 85 77
Free cash flow 23 82 12 66 117 199
Basic earnings per share - cent 23.3 22.9 15.6 15.7 22.2 39.4
Weighted average number of shares used in EPS calculation (million) 219 219 221 222 222 222
Net debt 3,110 3,110 3,061 3,003 2,921 2,752
Net debt to EBITDA (LTM) 3.44 3.44 3.18 2.98 2.84 2.71

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