Final Results

RNS Number : 3460Y

Compagnie de Saint-Gobain

20 February 2013

2012 Results

Paris, February 20, 2013 - Publication of sales for the fourth quarter of 2012 and of results for the year ended December 31, 2012.

KEY FIGURES (€m)	2011	2012	Change 2012/2011

Sales	42,116	43,198	+2.6%

Operating income	3,441	2,881	-16.3%

Recurring net income¹	1,736	1,126	-35.1%

Net income	1,284	766	-40.3%

2012 dividend: stable at €1.24, paid in cash or in shares, at shareholders' discretion

Ongoing pursuit of strategic goals:

· Refocus on Habitat: sale of Verallia North America announced for USD 1.7bn

· Development in high-growth countries, energy efficiency and energy markets and Building Distribution: €1.3bn invested in 2012, or 66% of the Group's capital expenditure and acquisitions

Swift roll-out of action plan to address economic climate:

· Priority focus on sales prices: up 1.7% (up 2.0% excluding Flat Glass)

· €520m in cost savings in 2012; €1,100m in 2013 (calculated on the 2011 cost base)

· Sharp improvement in operating WCR²: down 5.0 days, representing a gain of €555m

· Free cash flow³ after changes in operating WCR: up 73.2% to €1.4bn

· Strong balance sheet: net debt/equity at 47% and net debt/EBITDA at 1.9

Pierre-André de Chalendar, Chairman and Chief Executive Officer of Saint-Gobain, commented:

"2012 saw a further general slowdown in economies across Europe as well as slacker growth on our main markets (particularly Flat Glass) in Asia and emerging countries. Faced with this bleaker economic climate, which hit our trading and earnings performances, we were very quick to react, cutting another €520 million in costs and keeping a closer watch on cash. At the same time, we continued to pursue a selective investment policy focused on our strategic goals. The announced divestment of Verallia North America on very favorable financial terms confirms the refocusing of our business on the Habitat sector.

The global economic environment looks set to remain uncertain for the time being, despite the improvements expected in the US and Asia. We remain firmly committed to our strategic goals, while continuing to keep an extremely tight rein on cash. In 2013, we anticipate operating income to recover in the second half of the year, after having bottomed out in the second half of 2012 or first half of 2013".

1. Excluding capital gains and losses on disposals, asset write-downs and material non-recurring provisions.

2. Operating working capital requirements.

3. Excluding the tax effect of capital gains and losses on disposals, asset write-downs and material non-recurring provisions.

Operating performance

After a broadly satisfactory start to the year, the Group's businesses were hit as from the second quarter by the deteriorating economic climate in Europe and by difficult trading in Flat Glass, in both Europe and Asia and emerging countries. Sales edged down 1.9% on a like-for-like basis (comparable Group structure and exchange rates), with volumes down 3.6% and prices up 1.7% over the year as a whole. Barring Interior Solutions - buoyed by the upturn in residential construction in the US and the growing energy efficiency market in Europe - and Packaging (Verallia) - boosted by good household consumption levels, all of the Group's Business Sectors and Divisions saw sales decline over the year as a whole, affected by the slowdown in industrial and residential construction markets in Western Europe. While Latin America picked up in the second half, markets in Asia and emerging countries remained stable overall in 2012. Among the major geographic areas in which the Group operates, only North America remained upbeat, fuelled by the ongoing upturn in housing and despite tough 2011 comparatives for this market (roofing renovations had been boosted in this prior period by severe storms).

In this challenging economic environment, with commodity and energy costs jumping over the year, sales prices remained an important priority for the Group, and moved up 1.7%, or 2.0% excluding Flat Glass.

Despite profitability gains in North America, the Group's operating margin narrowed, to 6.7% versus 8.2% in 2011, impacted mainly by the decline in sales volumes in Western Europe and a sharply negative price/cost spread in Flat Glass.

1°) Performance of Group Business Sectors

Innovative Materials sales fell 4.4% on a like-for-like basis, hit by tough trading in Flat Glass and by the slowdown in High-Performance Materials, particularly in Western Europe. The Business Sector's operating margin fell to 7.7%, from 11.8% in 2011.

· Flat Glass reported a 6.6% decline in like-for-like sales, driven by a combination of adverse economic factors including a contraction in its main markets (automotive, construction and solar) in Western Europe, slack trading in Asia and emerging countries, lower float glass prices, and soaring raw material and energy costs. Only Latin America remained upbeat, with growth picking up pace in the second half. Despite measures taken to address the deteriorating economic climate (significant capacity reductions, restructuring, etc.), the operating margin for the Division was down sharply, at 2.0% of sales from 8.8% in 2011.

· After brisk first-half trading, High-Performance Materials (HPM) sales slipped 1.7% on a like-for-like basis over the year as a whole, chiefly due to the economic slowdown in the second half of 2012, particularly in Europe. Thanks to cost savings and to upbeat sales prices, the operating margin held up well, at 14.2% versus 15.7% in 2011.

Construction Products (CP) like-for-like sales dipped 1.3%, due to the decline in sales volumes in Western Europe and Asia. Sales prices remained upbeat. The operating margin fell to 8.3% from 9.5% in 2011.

· Interior Solutionsreported mild 1.3% organic growth for the year, buoyed by strong sales price momentum (especially in the US), which helped offset the impact of rising energy and raw material costs on earnings. Volumes were up in both North and especially South America, and also in Asia, but retreated in Western and Eastern Europe. In France, Isover continued to benefit from stricter energy efficiency regulations in the Habitat industry (and particularly from Thermal Regulation 2012 in France), and delivered organic growth of 5.4% for the year. The Division's operating margin improved, at 8.3% of sales versus 8.2% of sales in 2011.

· Exterior Solutionssaw like-for-like sales fall 3.7%, hit by the sharp drop in Pipe sales, while the Division's other businesses remained stable. Exterior Products continued to benefit from the upturn in residential construction in the US, but suffered from the very tough 2011 comparison basis (severe storms in the US in early 2011 had temporarily boosted roofing renovations). This temporarily conceals advances in the business. Industrial Mortars delivered double-digit growth in Asia and emerging countries, but the worsening economic crisis took its toll on trading in Western Europe. For the Division as a whole and Mortars in particular, sales prices remained upbeat, but could not fully offset the spike in raw material and energy costs. Consequently, despite the first effects of the cost cutting measures, the operating margin declined to 8.3% from 10.7% in 2011.

Building Distribution saw a 2.0% dip in like-for-like sales, reflecting the gradual deterioration in market conditions across all Western European countries as from the second quarter, not entirely offset by sales prices. Over the year as a whole, only Germany, Scandinavia, the US and Brazil continued to report positive organic growth. Trading in France proved resilient (down slightly), as a result of further market share gains, as in Scandinavia. The operating margin for the Business Sector came in at 4.0% versus 4.2% in 2011.

Packaging (Verallia) delivered 3.5% organic growth, buoyed by a strong uptrend in sales prices in the main countries in which it operates. Trading remained brisk in the US, France and Brazil, but fell back in Southern and Eastern Europe. However, the Business Sector's operating margin lost ground, falling to 10.9% of sales from 12.3% of sales in 2011, due mainly to difficulties in Southern Europe and to the time needed to fully pass on the rise in energy costs to sales prices.

2°) Analysis by geographic area

An analysis by geographic area reveals contrasting trends between Western Europe - where trading slowed - and North America - which reported modest organic growth. Asia and emerging countries remained stable, although there were stark differences from one country to the next.

Profitability improved in North America, but waned in all other geographic areas.

- InFrance and other Western European countries, like-for-like sales were down 2.5% and 4.3%, respectively, due to the sharp drop in Flat Glass and Pipe sales. Overall, all of the Group's other businesses were affected by the deteriorating economic environment in Western Europe as from the second quarter. In contrast, Packaging sales (Verallia) held up well throughout the year. The operating margin declined, both in France and in other Western European countries, to 5.4% and 5.3%, respectively (versus 6.6% and 6.7%, respectively, in 2011).

- North America posted 2.3% organic growth, with a positive contribution from all Business Sectors and especially Construction Products, where the gradual upturn in residential construction and positive trends in sales prices boosted trading. The operating margin continued to advance, up to 11.1% from 10.4% in 2011.

- Sales in Asia and emerging countries were virtually stable (down 0.1%) on a like-for-like basis, with the downturn in the Group's Asian markets (particularly in Flat Glass and Pipe) countered by upbeat trading in Latin America. Trading in Eastern Europe retreated slightly, as strong growth in Russia and the Baltics failed to fully offset the slowdown in other Eastern European countries. The operating margin fell sharply, chiefly reflecting tough trading conditions for Flat Glass, and came out at 6.8% of sales versus 10.2% of sales in 2011.

2012 consolidated financial statements

The Group's consolidated financial statements and the financial statements of the Group's parent company, Compagnie de Saint-Gobain, were approved and adopted by Saint-Gobain's Board of Directors at its meeting of February 20, 2013. These financial statements have been audited by the Statutory Auditors. Key consolidated data are shown below:


	2011	2012	%
	€m	€m	change


Sales and ancillary revenue	42,116	43,198	+2.6%

Operating income	3,441	2,881	-16.3%

Operating depreciation and amortization	1,511	1,550	+2.6%
EBITDA (op. inc. + operating depreciation/amortization)	4,952	4,431	-10.5%
Non-operating costs	(395)	(507)	+28.4%
Capital gains and losses on disposals, asset write-downs, corporate acquisition fees and earn-out payments	(400)	(390)	-2.5%

Business income	2,646	1,984	-25.0%

Net financial expense	(638)	(724)	+13.5%
Income tax	(656)	(476)	-27.4%
Share in net income of associates	8	12	+50.0%
Income before minority interests	1,360	796	-41.5%
Minority interests	(76)	(30)	-60.5%

Recurring¹ net income	1,736	1,126	-35.1%
Recurring¹ earnings per share² (in €)	3.30	2.14	-35.2%
Net income	1,284	766	-40.3%
Earnings per share² (in €)	2.44	1.46	-40.2%

Cash flow from operations³	3,421	2,791	-18.4%
Cash flow from operations excl. capital gains tax⁴	3,349	2,668	-20.3%
Capital expenditure	1,936	1,773	-8.4%
Free cash flow (excluding capital gains tax)⁴	1,413	895	-36.7%
Investments in securities	702	354	-49.6%
Net debt	8,095	8,490	+4.9%

1 Excluding capital gains and losses on disposals, asset write-downs and material non-recurring provisions.

2 Calculated based on the number of shares outstanding (excluding treasury stock) at December 31 (526,434,577 shares in 2012 versus 526,205,696 shares in 2011). Based on the number of shares comprising the share capital at December 31 (531,125,642 shares in 2012 versus 535,563,723 shares in 2011), recurring earnings per share comes out at €2.12 (versus €3.24 in 2011), and earnings per share comes out at €1.44 (versus €2.40 in 2011).

3 Excluding material non-recurring provisions.

4 Excluding the tax effect of capital gains and losses on disposals, asset write-downs and material non-recurring provisions.

Sales climbed 2.6% to €43,198 million, versus €42,116 million in 2011. The currency impact was a positive 1.8%, primarily reflecting gains in the US dollar and pound sterling against the euro. Changes in Group structure also had a positive impact of 2.7%, resulting mainly from the acquisitions of Build Center and Brossette (Building Distribution) and Solar Gard (High-Performance Materials), along with bolt-on acquisitions carried out by Construction Products (CP) in Asia and emerging countries and on energy efficiency markets in Europe.

Like-for-like, sales slipped 1.9%, with the 1.7% increase in sales prices failing to fully offset the 3.6% downturn in volumes.

Operating income shed 16.3%, squeezed by both a decline in sales volumes and a sharply negative cost/price spread in Flat Glass, to come in at €2,881 million versus €3,441 million one year earlier. The operating margin was 6.7% (8.5% excluding Building Distribution) compared to 8.2% (10.9% excluding Building Distribution) in 2011.

EBITDA (operating income + operating depreciation and amortization) fell 10.5%. The consolidated EBITDA margin came in at 10.3% of sales (13.7% excluding Building Distribution), versus 11.8% of sales (16.0% excluding Building Distribution) in 2011.

Non-operating costs rose 28.4%, due to the rise in restructuring costs aimed at addressing the deteriorating economic climate in Europe. The accrual to the provision for asbestos-related litigation in the US was the same as in 2011, at €90 million (see "Update on asbestos claims in the US" on page 7).

The net balance of capital gains and losses on disposals, asset write-downs, and corporate acquisition fees was a negative €390 million. This amount includes €436 million in asset write-downs and €60 million in capital gains on disposals. Asset write-downs include €310 million taken against property, plant and equipment relating to solar businesses (restructuring plans and site closures), with the remainder relating primarily to cost cutting programs put in place in certain Building Distribution and Construction Products businesses in Southern Europe.

Business income fell 25.0% to €1,984 million, hit by the sharp rise in asset write-downs and non-operating costs (see above).

Net financial expense advanced €86 million (up 13.5%) to €724 million, chiefly reflecting the rise in average net debt over 2012 as a whole. The average cost of gross debt at December 31 fell slightly, to 4.7% from 4.8% in 2011.

In line with the 36.9% decline in pre-tax income, income tax expense was 27.4% lower, falling to €476 million from €656 million one year earlier. Due mainly to the rise in the income contribution from the United States (with an income tax rate of 39%), the tax rate on recurring net income rose to 34% from 29% in 2011.

Recurring net income (excluding capital gains and losses, asset write-downs and material non-recurring provisions) amounted to €1,126 million, a 35.1% fall on 2011. Based on the number of shares outstanding (excluding treasury stock) at December 31, 2012 (526,434,577 shares versus 526,205,696 shares at December 31, 2011), recurring earnings per share came out at €2.14, down 35.2% on 2011 (€3.30).

Net income came in at €766 million, a decline of 40.3% year-on-year. Based on the number of shares outstanding (excluding treasury stock) at December 31, 2012 (526,434,577 shares versus 526,205,696 shares at December 31, 2011), earnings per share came out at €1.46, down 40.2% on 2011 (€2.44).

Demonstrating the Group's strict financial discipline amid a slowing economy, capital expenditure was down 8.4% or €163 million over the year, after a fall of 21.3% or €276 million, in the second half. Capital expenditure totaled €1,773 million over the year as a whole, or 4.1% of sales, compared to 4.6% in 2011. Almost half of this amount relates to growth capex, earmarked almost entirely for Asia and emerging countries.

Cash flow from operations came in at €2,791 million, 18.4% lower than in 2011. Before the tax impact of capital gains and losses on disposals and asset write-downs, cash flow from operations fell 20.3% to €2,668 million, from €3,349 million in 2011.

Following the 25.0% fall in business income and despite the tight rein on capital expenditure:

- free cash flow (cash flow from operations less capital expenditure) fell 31.4%, to €1,018 million. Before the tax impact of capital gains and losses on disposals and asset write-downs, free cash flow stood at €895 million,down 36.7% on 2011 (€1,413 million), representing 2.1% of sales (versus 3.4% in 2011);

- the difference between EBITDA and capital expenditure was €2,658 million, versus €3,016 million in 2011, representing 6.2% of sales (7.2% in 2011).

Operating working capital requirements (WCR) improved sharply amid a slowdown in trading, falling 5 days to 29 days' sales at December 31, 2012, a record low for the Group. This performance represents a gain of €555 million.

Investments in securities came in at €354 million, almost half the figure for 2011 (€702 million), reflecting the Group's emphasis on cash generation. Investments in securities relate chiefly to acquisitions focused on the Group's key growth drivers, namely Asia and emerging countries, energy efficiency and consolidation in the Construction Products and Building Distribution businesses (in particular, with the purchase of Brossette on April 1, 2012).

Net debt rose 4.9%, or €395 million, to €8.5 billion at December 31, 2012. Net debt represents 47% of consolidated equity versus 44% one year earlier. The net debt to EBITDA ratio came out at 1.92, slightly above the end-2011 figure (1.63). Based on the proforma financial statements at December 31, 2012 (following the sale of Verallia North America), the Group's net debt falls to €7.5 billion, giving a net debt to equity ratio of 41% and a net debt to EBITDA ratio of 1.77.

Update on asbestos claims in the US

Some 4,000 claims were filed against CertainTeed in 2012, stable compared with 2011. At the same time, 9,000 claims were settled (versus 8,000 in 2011), and 4,000 claims were transferred to inactive dockets. As a result, the total number of outstanding claims at December 31, 2012 fell sharply, to 43,000 from 52,000 at December 31, 2011.

A total of USD 67 million in indemnity payments were made in the 12 months to December 31, 2012, down sharply compared to 2011 (USD 82 million).

In light of these trends, and particularly the decrease in indemnity payments and the €90 million provision accrual in 2012 (see p.6), the total provision for CertainTeed's asbestos-related claims amounted to around USD 550 million at December 31, 2012, compared to USD 504 million at December 31, 2011.

Action plan to address the deteriorating economic climate

The Group once again showed its extensive capacity to adapt to the deterioration in the economic climate as from the second quarter in Western Europe and in Flat Glass as a whole. It also showed steely financial discipline while pursuing its strategic goals, by:

- continuing to give priority to sales prices, which rose 1.7% over the year (2.0% excluding Flat Glass), and helped curb the impact of rising raw material and energy costs;

- rolling out new cost cutting measures representing savings of €520 million over the year as a whole (including €110 million in Flat Glass). The cost cutting program primarily focused on Western Europe, Asia and emerging countries (for Flat Glass and Pipe in particular) will be extended and intensified in 2013, bringing its full-year impact (in 2013) to €1,100 million (calculated on the 2011 cost base) - including €240 million in Flat Glass - instead of the €750 million initially forecast;

- slashing operating working capital requirements (WCR), with a gain of 5 days (€555 million) over the year as a whole, representing a rise of €613 million (73.2%) in cash generated (free cash flow* + change in operating WCR) to reach €1,450 million;

- keeping capital expenditure and financial investments in check (down 19% on 2011), particularly in the second half (down 39% on second-half 2011). Spending focused primarily (66%) on strategic growth drivers, namely Asia and emerging countries, energy efficiency and energy markets, and consolidation of the Group's strengths in Construction Products and Building Distribution;

- entering a new phase in its strategy of refocusing on Habitat, with the signature of an agreement concerning the sale of Verallia North America on very favorable pricing terms (USD 1.7 billion, or 6.5 x EBITDA). This transaction also enables the Group to reinforce its balance sheet and consolidate its financial strength. Accordingly, taking into account this disposal and on a pro forma basis at December 31, 2012:

- the gearing ratio (net debt to equity) falls from 47% to 41%,

- the net debt to EBITDA ratio falls from 1.92 to 1.77;

- increasing its R&D expenditure by 11.1%, up to €479 million.

* Excluding the tax effect of capital gains and losses on disposals, asset write-downs and material non-recurring provisions.

Dividend

At its meeting of February 20, Compagnie de Saint-Gobain's Board of Directors decided to recommend to the June 6, 2013 Shareholders' Meeting a dividend of €1.24 per share, unchanged from 2011. The Board also decided that shareholders may receive their dividends in cash or in shares*, at their own discretion. The dividend represents 58% of recurring earnings per share, 85% of earnings per share, and a dividend yield of 3.8% based on the closing share price at December 31, 2012 (€32.22). The record date is set for June 11 and will be followed by an option period of 15 days, from June 12 to 26. Consequently, the dividends will be paid in cash or in shares on July 5, 2013.

* For dividends paid in shares, Compagnie de Saint-Gobain's Board of Directors will recommend that the Shareholders' Meeting set the issue price for the new shares by applying a 10% discount to the average opening share price over the 20 trading days preceding the June 6, 2013 AGM, after deducting the discount from the amount of the dividend.

Outlook for 2013

After a difficult year in 2012 affected by the sharp decline in Flat Glass markets and slowdown in European economies, the outlook for 2013 appears very uncertain for the time being. However, the year should see an ongoing economic recovery in North and South America and Asia, although significant uncertainties will continue to plague Europe.

Against this backdrop, the Group expects the following trends in its main markets:

- in North America, the gradual upturn in the residential new-build and renovation markets should continue, while industrial output should remain at a good level;

- in Asia and emerging countries, trading overall should get back into positive territory, although trends are likely to differ widely from one country to the next, with moderate growth in Brazil and China, a slowdown in India, and stability in Eastern Europe;

- in Western Europe, industrial markets and particularly automotive, should continue to contract, while construction market trends should remain very uncertain for the time being. Regulatory measures promoting energy efficiency in new-builds and existing homes should shore up demand, however, and allow the Group to outperform its underlying markets;

- lastly, household consumption should hold firm overall.

In the face of persistently unsettled market conditions, in 2013 Saint-Gobain will continue to demonstrate its extensive capacity to adapt to changes in its markets, by swiftly implementing the necessary adjustments in countries and/or businesses where trading continues to suffer (in particular Flat Glass and Southern Europe), but also by continuing to pursue its strategic goals, namely development in high-growth countries and on energy efficiency and energy markets, and consolidation in Building Distribution and Construction Products. Profitability will be a constant focus, underpinned by strict financial discipline.

Its action priorities will be to continue:

- increasing sales prices, with the aim of passing on the rise in raw material and energy costs;

- stepping up its cost cutting measures in order to achieve savings of €1,100 million in 2013 (calculated on the 2011 cost base);

- keeping a close watch on cash management and financial strength;

- continuing to pursue its strategic goals, through a selective investment policy (capex and financial investments);

- pursuing its R&D efforts.

For 2013, the Group is therefore anticipating:

- its operating income to recover in the second half, after having bottomed out between mid-2012 and mid-2013;

- a high level of free cash flow, namely as a result of a €200 million reduction in capital expenditure;

- a robust balance sheet, strengthened by the disposal of Verallia North America.

Given the deterioration in the global (and particularly European) economic environment in 2012 and the deep-seated uncertainties plaguing the short-term macro-economic outlook, the Group's 2015 financial targets set in 2010 are unlikely to be met at this date. However, aside from the current lack of visibility, the Group is firmly pursuing its strategy, underpinned by two key growth drivers: high value-added products for mature markets in the environment and energy efficiency sectors, and the growth of Habitat markets in Asia and emerging countries.

In the second half of 2013, the Group will present its outlook for the mid to long-term taking into account the economic environment.

The Group will also maintain strict financial discipline, by continuing to apply stringent financial criteria (to capital expenditure, disposals and acquisitions, and restructuring operations) and by pursuing its shareholder-focused policy defined in 2010 (dividend to remain stable or to increase from one year to the next, and to be paid as soon as possible in cash and the number of shares comprising the share capital gradually stabilizing, at a level close to today's figure of around 530 million shares).

Forthcoming results announcement

- Sales for the first quarter of 2013: April 25, 2013, after close of trading on the Paris Bourse.

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