ER 3099 BSL 2004 AR FA 30/8/04 12:20 PM Page a
BEING A PART OF
SOMETHING STRONG
ALWAYS MAKES YOU SMILE
BLUESCOPE STEEL LIMITED ANNUAL REPORT 2 0 0 3 / 0 4
ER 3099 BSL 2004 AR FA 30/8/04 12:20 PM Page b
AFTER TWO
OUTSTANDING YEARS
AND A LOT OF HARD
WORK, BLUESCOPE
STEEL’S PEOPLE HAVE
PLENTY OF REASONS
TO SMILE.
NET PROFIT AFTER TAX
OF $584 MILLION (UP 29%)
EARNINGS BEFORE
INTEREST AND TAX OF
$818 MILLION (UP 34%)
RETURN ON INVESTED
CAPITAL OF 18.5% (UP 28%)
EARNINGS PER SHARE
OF 77.8 CENTS (UP 36%)
DIVIDENDS OF 40 CENTS
PER SHARE, FULLY
FRANKED (UP 38%)
DEBT OF $593 MILLION
(GEARING OF 12.9% NET
DEBT BASIS)
REVENUE OF
$5.8 BILLION (UP 9%)
RECORD PRODUCTION
OF 6.6 MILLION TONNES
OF RAW STEEL (UP 2%)
CONFIDENT
INVOLVED
ENERGETIC
OPTIMISTIC
AGILE
RESPONSIVE
TRUSTED
ER 3099 BSL 2004 AR FA 30/8/04 12:20 PM Page 1
FOCUSED
CONFIDENT
GROWING
REWARDING
INSPIRED
RENEWED
LEADING
INVOLVED
VALUED
IMAGINATIVE
OPPORTUNITY
INNOVATIVE
AWARE
RESPECTED
ER 3099 BSL 2004 AR FA 30/8/04 12:20 PM Page 2
OUTSTANDING PERFORMANCE
“AS AN EMPLOYEE, BY MANAGING OUR CUSTOMERS WELL I AM
LOOKING AFTER OUR SHARE PRICE. AS A SHAREHOLDER, THAT
MAKES ME SMILE.”
MANDY ARMISTEAD // ACCOUNT MANAGER, BRAESIDE,
VICTORIA, AUSTRALIA.
MANDY PICTURED IN FRONT OF THE AWARD-WINNING MOONAH LINKS
HOUSE, MORNINGTON PENINSULA, AUSTRALIA WHICH USES NATURAL
SHADES OF COLORBOND® STEEL TO BLEND WITH THE NATIVE LANDSCAPE.
TOTAL DIVIDENDS OF 40 CENTS,
FUL
SHARE PRICE HAS MORE THA
ER 3099 BSL 2004 AR FA 30/8/04 12:20 PM Page 3
FULLY FRANKED.
NTS,
ORE THAN DOUBLED SINCE LISTING.
ER 3099 BSL 2004 AR FA 30/8/04 12:20 PM Page 4
ER 3099 BSL 2004 AR FA 30/8/04 12:20 PM Page 5
75 MANUFACTURING PLANTS
IN 16 COUNTRIES ACROSS
THREE CONTINENTS.
QUALITY PEOPLE AND PRODUCTS
“I AM PROUD TO WORK FOR BLUESCOPE LYSAGHT. THIS BUSINESS
LOOKS AFTER ITS PEOPLE WELL, AND CARES ABOUT
PRODUCT QUALITY.”
THONGLANG WONGMUAI // PRODUCTION OPERATOR AT THE
BLUESCOPE LYSAGHT RANGSIT PLANT, PRATHUMTHANI, THAILAND.
THONGLANG IS PICTURED HERE WITH CRIMP CURVE TRIMDEK® USED
IN STRUCTURAL DECKING APPLICATIONS.
ER 3099 BSL 2004 AR FA 30/8/04 12:20 PM Page 6
RECORD SLAB PRODUCTION OF
5.145
FROM PORT KEMBLA STE
ER 3099 BSL 2004 AR FA 30/8/04 12:20 PM Page 7
PROUDLY INNOVATIVE
“WE’RE EXPECTED TO BE IMAGINATIVE, AND TO INNOVATE. THIS
PROJECT HAS MADE A BIG DIFFERENCE TO THE BUSINESS AND
THE COMMUNITY, AND THAT MAKES US SMILE.”
ANDREW SPENCE // MECHANICAL ENGINEER,
PORT KEMBLA STEELWORKS
ANDREW IS PICTURED IN FRONT OF THE SINTER WASTE GAS TREATMENT
PLANT. IT CAPTURES AND TREATS GAS AND DUST EMISSIONS, SOME OF
WHICH WILL BE RECYCLED FOR COMMERCIAL PURPOSES.
N OF
BLA STEELWORKS, AUSTRALIA.
5.145 MILLION TONNES
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 8
STRONGER, WITH GREATER SCOPE
“NEW KNOWLEDGE, BEST IN CLASS PRACTICES, EXTRA CAPITAL
AND PEOPLE – IT ALL ADDS UP TO A FUTURE WORTH
SMILING ABOUT.”
KYEMBA McMILLIAN // INDUSTRIAL ENGINEER,
VISTAWALL ARCHITECTURAL PRODUCTS, TERRELL, TEXAS, USA.
KYEMBA WORKS WITH ADVANCED FABRICATION MACHINERY
SUCH AS THE HIGH-PRECISION ELUMATEC SBZ 130 SHOWN.
WE WELCOME BUTLER
MANUFACTURING – 4,400 PEOPLE AND
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 9
PLE AND GREAT POTENTIAL FOR
OUR VALUE ADDED PORTFOLIO.
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 10
POSITIONED TO GROW
“ASIA IS INCREDIBLY EXCITING… POSSIBLY THE LARGEST-SCALE
MODERNISATION IN HISTORY. WE’RE BUILDING A GREAT
REPUTATION HERE, AND PLENTY OF OTHER COMPANIES WOULD
LIKE TO HAVE OUR FOOTHOLD.”
MAY GOH // MANAGER EXTERNAL AFFAIRS, ASIA.
MAY PICTURED IN FRONT OF THE TALLEST BUILDING IN CHINA,
SHANGHAI’S JIN MAO TOWER, FEATURING BLUESCOPE STEEL’S
PREMIUM PRODUCTS.
A FORCE IN THE WORLD’S MOST DYN
NO.1 IN PREMIUM STEEL BUI
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 11
OST DYNAMIC REGION.
TEEL BUILDING PRODUCTS IN ASIA.
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 12
Graham Kraehe AO
CHAIRMAN
BUILDING OUR REPUTATION, AND OUR NAME
Since our public listing on 15 July 2002, BlueScope Steel has
become known as a company that creates shareholder value,
and a company that rewards its shareholders. In the 2003/04
financial year we continued building this reputation.
We also changed our name from BHP Steel to BlueScope
Steel, and we are delighted at how seamlessly this transition
was achieved. We are now identified by a unique name that
befits our strong reputation, and our new corporate brand is
widely recognised.
HIGH SHAREHOLDER RETURNS
The ability of BlueScope Steel to reward our shareholders is an
indication of our strength. Our Total Shareholder Return (growth
in share price plus dividends) from 15 July 2002 to 30 June 2004
ranks ‘BSL’ as one of the best performing stocks on the ASX.
The dividends we have declared represent an attractive yield.
Total dividends were 40 cents per share (fully franked), an
increase of 11 cents over last year. Our return on invested
capital was a strong 18.5 per cent.
We have also had great success with our Employee Share
Ownership initiatives. Over 99 per cent of our employees have
become BlueScope Steel shareholders. In March 2004, we
completed a share buyback program which resulted in some
60 million shares being re-purchased, at an average price of
$4.70 per share. The effect of this buyback is that earnings
per share this year are 4.2 cents higher than they otherwise
would have been.
REWARDING
SHAREHOLDERS
AS WE GROW
A$ 8
7
6
5
4
3
2
+ PAGE 12
BSL SHARE PRICE
ASX 100 (REBASED)
JUN 02
JUN 03
JUN 04
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 13
The Company’s Board and management are focused on
creating shareholder value. The strong performance over
the two years since public listing has delivered excellent
returns for shareholders.
STRONG PERFORMANCE
Over the past year, the major measures of our Company’s
performance continued to climb. NPAT increased by 29 per cent
to $584 million and earnings per share by 36 per cent to 77.8 cents.
US$206 million (net of cash acquired). Acquiring this company,
which was formerly listed on the New York Stock Exchange,
will increase our revenue by over A$1 billion on a full year basis.
In addition, the strong net cash flow generated by BlueScope
Steel – $315 million in FY04 – has allowed us to fund our growth
without placing undue strain on our balance sheet.
At 30 June 2004, total debt outstanding was $593 million,
a gearing ratio on a net debt/net debt plus equity basis of
12.9 per cent. BlueScope Steel has one of the strongest
balance sheets in the global steel industry.
Tragically, on 29 June 2004, a fatality occurred in our business,
at our Brisbane Logistics Terminal. This terrible occurrence
marred an otherwise impressive safety performance.
GROWTH – OUR STRATEGY IN ACTION
Our strategy is about increasing our market presence as a
steel solutions company. In line with this strategy, BlueScope
Steel has embarked on a significant growth program. Our
product range is growing, new offerings are available for our
customers, and we have made strategic acquisitions.
New manufacturing facilities are also being constructed, and
existing plants upgraded. These initiatives are summarised in this
Report. We are now well advanced in construction of our major
new metallic coating and painting facilities in China, at Suzhou
west of Shanghai, and Vietnam, near Ho Chi Minh City, while
a number of other new plant expansions are underway.
In total, the Board has, over the course of the past year, made
commitments to new capital projects with a planned value of
over A$1 billion. This includes a major landmark in the evolution
of our Company – the acquisition of Butler Manufacturing for
The Butler acquisition brings exciting new possibilities, intellectual
property and capabilities to BlueScope Steel. It also establishes
our Company as the leading pre-engineered building business
in both North America and China.
BEST PRACTICE GOVERNANCE
The corporate governance arrangements in place at BlueScope
Steel comply with the ASX Principles of Good Corporate
Governance and Best Practice Recommendations. These
arrangements are summarised in this Report. Ours is an effective
Board, a talented and experienced team with the vision to help
shape our future. I thank my fellow Directors for the leadership
they have provided. I would also like to acknowledge the contribution
made by John Crabb, who recently retired as a Director.
This financial year has seen BlueScope Steel achieve growth
and greater financial strength, while simultaneously rewarding our
shareholders. Our success has been made possible by adherence
to the principles of ‘Our Bond’, BlueScope Steel’s values statement.
Each of our 16,000 employees, under the leadership of Managing
Director and CEO Kirby Adams, can feel very proud of their
achievements since our public listing two years ago.
So, on behalf of the Board of Directors and all shareholders,
I congratulate and thank them for their efforts and their skill.
GRAHAM KRAEHE, AO CHAIRMAN
+ PAGE 13
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 14
OUR BOND
We and our customers proudly bring inspiration, strength and colour to communities
with BlueScope Steel.
Our customers are our partners.
Our success depends on our customers and suppliers choosing us. Our strength lies in working
closely with them to create value and trust, together with superior products, service and ideas.
Our people are our strength.
Our success comes from our people. We work in a safe and satisfying environment.
We choose to treat each other with trust and respect and maintain a healthy balance between
work and family life. Our experience, teamwork and ability to deliver steel inspired solutions
are our most valued and rewarded strengths.
Our shareholders are our foundations.
Our success is made possible by the shareholders and lenders who choose to invest in us. In
return, we commit to continuing profitability and growth in value, which together make us stronger.
Our communities are our homes.
Our success relies on communities supporting our business and products. In turn, we care
for the environment, create wealth, respect local values and encourage involvement.
Our strength is in choosing to do what is right.
+ PAGE 14
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 15
2004
$584m
2003
$452m
2004
77.8c
2003
57.1c
NET PROFIT AFTER TAX
EARNINGS PER SHARE
2004
18.5%
2003
14.5%
2004
40c
2003
29c
RETURN ON INVESTED CAPITAL
TOTAL DIVIDENDS
+ PAGE 15
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 16
We are committed to safe operations, providing inspired and
competitive solutions for our customers and strong financial
performance. Our focus is on total shareholder return.
NET PROFIT
AFTER TAX
OF $584M
Kirby Adams MANAGING DIRECTOR AND CEO
+ PAGE 16
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 17
2004
$5.8b
2003
$5.3b
2002
$4.6b
2004
$1.1b
2003
$881m
2004
$818m
2003
$611m
2002
$412m
2002
$160m
TOTAL REVENUE
EBITDA
EBIT
2004
$578m
2002
$154m
2003
$165m
CAPITAL EXPENDITURE
AND INVESTMENTS
It is two years since BlueScope Steel’s public listing, and in
that time we have matured, grown and become more agile.
During 2002/03 we worked hard to beat our prospectus forecast,
further improve our performance and establish our credibility.
As a consequence, we gained your permission to grow.
The 2003/04 financial year has seen us enter this growth phase.
We have further implemented our downstream value added
strategy, while continuing to reward shareholders. So with
another outstanding 12 months behind us, I am pleased to report
some of the highlights of your Company – BlueScope Steel.
A SECOND CONSECUTIVE OUTSTANDING YEAR
Once again, our financial performance has been strong.
Revenue for 2003/04 was $5.8 billion, up from $5.3 billion in
2002/03, and $4.6 billion in 2001/02. This indicates strong market
demand, but more importantly, it demonstrates that we have
positioned ourselves to capitalise on that demand. We continue
to develop long-term relationships of integrity with our
customers around the world.
Net profit after tax increased 29 per cent, or $132 million, to
$584 million. This is a measure of the skill with which people
across all our businesses have managed production volumes,
product mix, pricing and unit costs. Our earnings per share
of 77.8 cents was up 36 per cent from 57.1 cents in 2002/03,
and our after tax return on invested capital was a healthy
18.5 per cent. These two outcomes demonstrate how we
have maintained shareholder returns as a priority.
Our Board of Directors generously extended $27 million
of share offers to our employees in 2003 and 2004. As a result,
more than 99 per cent of our employees who have taken
advantage of our Employee Share Ownership Plans are now
sharing in the capital appreciation and dividends that are
flowing to all shareholders.
SAFETY – THE ZERO HARM IMPERATIVE.
During the financial year we have experienced many safety
successes, but one tragedy overshadows them all. On
29 June 2004, a contractor at our Brisbane Logistics Terminal
in Queensland, Australia, was killed in a forklift accident.
If we cannot operate our business safely, then all our
achievements are hollow. We must drive for even better
safety and must persevere towards our imperative
of Zero Harm.
It is my great hope that we shall never have another fatality.
To achieve this goal, we have implemented a global program
at every operating site to reduce and, where possible, eliminate
the interaction of people and forklifts.
Our safety performance has otherwise continued to improve.
Our lost time injury frequency rate is at a record low of 1.3
hours lost per million hours worked and our medical treatment
injury frequency rate has been similarly reduced, as shown
on page 23.
+ PAGE 17
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 18
A YEAR AS CHAIRMAN OF THE WORLD’S PEAK STEEL BODY.
This financial year coincided with Kirby Adams’ year as Chairman
of the International Iron and Steel Institute (IISI).
The Brussels-based IISI serves as a world forum for the
international steel industry and is one of the largest and most
dynamic industry associations in the world.
For the global steel industry, this is a time of great change and
progress. Enormous growth in consumption in China has driven
massive increases in world steel demand over the past two years.
The forecasts of the IISI indicate that this growth is likely to continue.
In 2003, China’s demand for steel was 233 million tonnes– 27 per cent
of global steel demand. In 2010, the IISI expects China’s demand to
reach 385 million tonnes, representing 35 per cent of global demand.
The IISI aims to consolidate steel’s position as a major foundation
of a sustainable world. To achieve this, a number of initiatives
are underway within the Institute. These cover: steel business
information, benchmarking of best practices, developing new
markets for steel, addressing sustainability and communicating
a positive image of steel.
WORLD APPARENT CONSUMPTION OF FINISHED STEEL
SOURCE: IISI
FORECAST
CHINA REST OF WORLD
595
576
601
563
668
631
705
385
295
233
123
153
1999
2001
2003
2005
2010
87
1995
103
1997
S
E
N
N
O
T
N
O
I
L
L
I
M
+ PAGE 18
EXCELLENCE IN STEELMAKING
BlueScope Steel’s strong financial results were achievable
because of our solid foundation of low cost, high quality
steelmaking. Our steelmaking operations were a major
contributor to profitability over the last financial year.
Port Kembla Steelworks in Australia, New Zealand Steel at
Glenbrook and North Star BlueScope Steel in Ohio, USA are
among the world’s finest steelmaking facilities. Each utilises a
completely different technique to produce steel – one from iron
ore and coke, one from ironsands, and one from scrap.
This financial year, Port Kembla Steelworks set a new production
record of 5.145 million tonnes. North Star BlueScope Steel
returned a strong profit and excellent operational performance,
and for the third year in a row it was rated the number one
flat rolled steel supplier in North America in the prestigious
Jacobsen survey. New Zealand Steel completed a
strong turnaround.
Our facilities have maintained their position at the low end
of the international cost curve, helping ensure that our
foundations remain strong and our comparative costs low.
GROWTH – ACCELERATING OUR PROGRAM
The past financial year has seen the Company accelerate its
growth program. In keeping with our strategy of developing our
downstream, value-added businesses, much of our investment
has been in these areas.
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 19
A RENEWED
SELF-BELIEF AND
CAN-DO SPIRIT.
COMMITTED // Employees like
Chelsea Patten and Matt Coghlan
at head office in Melbourne are
contributing to our success. +
In this financial year, we announced commitments to growth
projects totalling over A$1 billion. These projects are in China,
Vietnam, Thailand, Indonesia, North America, Australia and
New Zealand. Of course, this figure includes the US$206 million
acquisition of the US-based Butler Manufacturing – an event
which we consider company defining, and which brings 4,400
new employees into our Company. We have put a lot of energy
into making their transition to BlueScope Steel a great one.
Our steel coating, painting and rollforming businesses have also
shown solid growth, reflecting our overall Company strategy. In
Australia, innovative and timely products are adding even more
value to our steel. For example, our BlueScope Water business
has launched the Waterpoint® range of rainwater harvesting
products, as well as the HydroRib® range, which supports
stormwater management and irrigation.
In Asia, we are continuing to develop new brands in response
to local market demand, including the Lysaght SMARTRUSS®
system of steel roof trusses.
So this has been a year in which our Company has grown in
innovation, capability and geographical presence. This growth
is an expression of our strategy, and a response to global
economic conditions. Stories about these exciting products
follow in this Report.
A GLOBAL COMPANY
The recent acquisition of Butler Manufacturing substantially
increases our presence in China, and dramatically raises our
profile in downstream businesses in North America. It also
emphasises the fact that BlueScope Steel has become a more
global company, employing more than 16,000 people in 23 countries.
In Asia, for example, BlueScope Steel employees will soon number
more than 3,000. Our extensive BlueScope Lysaght rollforming
network is unmatched by any other company, with over 40 sites
across 13 countries. We are the largest Australian manufacturing
investor in China, Thailand, Indonesia, Malaysia and Vietnam.
In China, the Company is now the clear leader in pre-engineered
steel buildings and premium steel building materials – both are
high value-added applications of steel.
Our North American businesses have great potential. We have
already taken significant steps to improve the performance of the
Buildings Group, while the Vistawall business shows plenty of
promise for future growth.
To conclude, this has been a challenging and rewarding financial
year. BlueScope Steel is in a new growth phase and we are
executing that growth in a controlled manner. There is a renewed
self-belief and can-do spirit evident among our people. We are
committed to safe operations, providing inspired and competitive
solutions for our customers and strong financial performance.
Our focus is on total shareholder return.
KIRBY ADAMS, MANAGING DIRECTOR AND CEO
+ PAGE 19
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 20
AN INTERNATIONAL
STEEL SOLUTIONS
COMPANY.
DELIVERING QUALITY // Our rollformed
products from operations like those in
Thailand, above, enable the delivery of
innovative building solutions.
ICONIC ARENAS // The Melbourne
Cricket Ground, right, is one of many
landmark sporting arenas around the
world that feature BlueScope Steel’s
products. When the current re-build is
complete, the stadium will seat 100,000
people. Our Company has worked
with customers like fabricator Alfasi
Steel Constructions, and roof
manufacturer Fielders, to provide
structural steelwork and steel roofing.
XLERPLATE®, ZINCALUME® and
COLORBOND® steels all feature
prominently in the redevelopment.+
+ PAGE 20
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 21
BLUESCOPE STEEL IS AIMING TO ENHANCE ITS POSITION AS AN
INTERNATIONAL STEEL SOLUTIONS COMPANY. THIS DEMANDS ONGOING
INNOVATION IN EVERY ASPECT OF OUR BUSINESS.
+ THE STORY OF BLUESCOPE STEEL
FAMOUS ORIGINS
A GROWING REPUTATION
BlueScope Steel is a young company – we came into existence
in July 2002 with our spin-out from BHP Billiton and public listing
on the Australian Stock Exchange. We believe that our vitality
and can-do attitude are a reflection of our youth. However, within
our company are five famous businesses with long and substantial
steel industry histories covering Australia, New Zealand, the
United States and increasingly, the countries of Asia.
Our roots go back to The Broken Hill Proprietary Company
Limited, formed in 1885 to mine silver, lead and zinc in outback
New South Wales and moving into steel manufacturing in 1915.
John Lysaght (Australia) Pty Ltd was formed in 1918, as demand
for steel intensified during the First World War, to serve the
Australian building and construction industry. The galvanised
steel from Lysaght’s English factory was already well known
in Australia, and ‘corrugated iron’ has since become a unique
feature of the Australian architectural landscape.
In 1928, Australian Iron and Steel Limited (AIS) was formed
to operate a steelworks at Port Kembla in New South Wales,
close to the region’s rich coal deposits.
AIS was acquired by BHP in 1935, while John Lysaght
(Australia) became a wholly owned subsidiary in 1979.
New Zealand Steel was formed in 1968 to convert the ironsands
of Waikato North Head, near Auckland, into modern steel
products for the New Zealand and export markets. This unique
business became part of the BlueScope Steel portfolio in 1989.
Butler Manufacturing Company is an iconic US-based business
that began in 1901. It went on to establish highly successful
operations in pre-engineered buildings and window, roofing
and wall systems. In 1996 the company expanded into China.
Butler Manufacturing was acquired by BlueScope Steel on
27 April 2004.
So, while our Company is young, our component businesses
have deep roots, and embody many years of skill and
experience in the steel industry.
BlueScope Steel is the leading steel company in Australia and
New Zealand, and ranks among the top 50 companies on the
Australian Stock Exchange. We supply the majority of flat steel
products sold in these markets – used in vehicles, houses and
landmark buildings. Our products make a big difference to the
lives of people in many countries.
Within our portfolio are three very fine steelmaking facilities –
Port Kembla in Australia, Glenbrook in New Zealand, and Delta,
Ohio in the USA. We also have a network of roll-forming
facilities across Australia, Asia and the Pacific that is
unmatched by any other steel company. In keeping with our
downstream value-adding strategy, we are growing and
enhancing our reputation as a global steel solutions company –
expanding our existing capacity and constructing new facilities
across the Asia-Pacific region.
With the recent acquisition of Butler Manufacturing Company,
we are now the leader in pre-engineered buildings in North
America and China, and number one in premium steel building
products in China.
We supply customers in Australia, New Zealand, Asia, the
USA, Europe, the Middle East, the Pacific and elsewhere
with purpose-designed products backed by comprehensive
after-sales service.
FOCUSED ON THE FUTURE
BlueScope Steel is aiming to enhance its position as an
international steel solutions company. This demands ongoing
innovation in every aspect of our business. Advances, such as
the revolutionary Castrip® thin strip casting process, provide a
glimpse of tomorrow’s steelmaking technology. Brand building
and marketing initiatives will help drive steel into new
applications and expand our customer base.
Our global presence has positioned us to grow in conjunction
with some of the world’s most dynamic economies. BlueScope
Steel is a company firmly focused on the future.
+ PAGE 21
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 22
TOTAL REVENUE
$5.8b
WHERE
DOES THE
MONEY GO?
We generate revenue by
providing products and
solutions to our customers.
This revenue is distributed
to employees, suppliers and
governments in the
communities in which we
operate. Cash which is not
reinvested in the business is
returned to our shareholders.
Additional monies, not shown
here, are reinvested in the
business in other ways, such
as depreciation, and we
directly invested more than
$2 million in community
programs in the 2003/04 year.
+ PAGE 22
$1.1b
WAGES AND SALARIES
$1.6b
RAW MATERIALS
$1.6b
SUPPLIERS,
SERVICES AND UTILITIES
$200m
INCOME TAX
$420m
OUTWARD FREIGHT
$240m
DIVIDENDS TO
SHAREHOLDERS
$260m
SHARE BUYBACKS
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 23
29
16
14
8
4.8
3.7
4
3.4
94
95
96
97
98
99
00
01
FINANCIAL YEAR
LOST TIME INJURY FREQUENCY RATE
INJURIES RESULTING IN LOST TIME PER MILLION HOURS WORKED
2.7
02
1.8
03
1.3
04
47.1
29.1
22.4
21.9
17.5
12
9.1
6.7
97
98
99
00
01
02
03
04
FINANCIAL YEAR
MEDICAL TREATMENT INJURY FREQUENCY RATE
MEDICALLY TREATED INJURIES PER MILLION HOURS WORKED
+ HEALTH SAFETY ENVIRONMENT AND COMMUNITY
SAFETY – TOWARDS ZERO HARM
Tragically, a fatality occurred in our business on 29 June 2004
with the death of a contractor at our Brisbane Logistics
Terminal in Australia.
Our goal of Zero Harm remains firm. As shown by the charts
above, we have continued to make strong overall progress,
with many businesses reporting noteworthy results.
In the 2003/04 financial year, we achieved further reductions in
our two key safety indicators: Lost Time Injury Frequency Rate
(LTIFR) and Medical Treatment Injury Frequency Rate (MTIFR).
LTIFR was reduced by 28 per cent, and MTIFR was reduced by
26 per cent compared to 2002/03. 93 per cent of our employees
were involved in conducting monthly safety audits.
ENVIRONMENT – CONTINUING PROGRESS
The 2003/04 financial year has seen us make further progress
in improving the environmental performance of the Company’s
plants and operations.
BlueScope Steel products feature prominently in state-of-the-art
sustainable housing developments such as Melbourne’s
GreenSmart display village.
A range of water-saving measures are being implemented at
sites such as Port Kembla Steelworks and Western Port. Our
Springhill operation is adopting a water conservation strategy
that will save over 500,000 litres a day.
As a significant emitter of greenhouse gases, BlueScope Steel
is working to achieve improvements in the carbon intensity
of our operations and is continually taking steps to improve
our energy management.
We have also continued to focus on ensuring our environmental
management systems are robust.
COMMUNITY – OUR HOMES
The importance we place on our responsibilities as a corporate
citizen is evidenced in Our Bond, which states: ‘Our communities
are our homes.’ Our Bond links our success as a company to our
success as a community member. Consequently, we conduct
hundreds of projects and programs each year aimed at making
a positive impact on people’s lives.
Each year, BlueScope Steel supports a range of community
programs around the world. We collaborate with community
groups and support youth, the disadvantaged, the environment,
the arts and cultural diversity. Some programs are also direct
responses to emergency situations, such as earthquakes and
floods. We are proud of the fact that many people continue to
benefit from our programs. Over the 2003/04 financial year, we
have continued our efforts to be a valued member of every
community in which we operate.
HEALTH SAFETY ENVIRONMENT AND COMMUNITY REPORT // BlueScope Steel’s
credentials and progress in these areas will be reported in detail in the Company’s
2003/04 Health Safety Environment and Community Report. This will be available in
December 2004. Shareholders wishing to register and receive a copy of the Report
can do so by visiting our website www.bluescopesteel.com or contacting
BlueScope Steel Direct in Australia on 1800 675 230.
+ PAGE 23
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 24
+ OPERATIONS AROUND THE WORLD
54
53
107
106
111
60
57
51
55
52
56
108
61
109
50
38
37
36
49
48
46
40
41
42
59
110
58
43
45
44
47
34
9
35
33
8
28
6
29
15
14
13
12
21
22
11
10
4
23
20
2
16
18 17
19
1
25
24
27
5
26
3
7
63
62
64
100
101
102
+ PAGE 24
32
31
30
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 25
76
77
78
79
70
80
103
83
84
90
97
89
105
67
91
73
68
86
87
96
95
88
69
75
72
92
93
94
104
81
66
85
65
74
82
71
98
99
11%
1%
7%
23%
8%
50%
EMPLOYEE PROFILE BY COUNTRY
AT 30 JUNE 2004
AUSTRALIA
NEW ZEALAND
NORTH AMERICA
CHINA
SE ASIA
OTHER
A REGIONAL NETWORK STRADDLING 3 CONTINENTS
1
AUSTRALIA
STEEL PRODUCTION, ROLLING,
COATING AND PAINTING FACILITIES
Port Kembla, NSW,
Port Kembla Steelworks
Port Kembla, NSW, Springhill Works
Sydney, NSW, Chullora
1
2
3 Hastings, VIC, Western Port Works
4 Brisbane, QLD, Acacia Ridge
CORPORATE OFFICE
5 Melbourne, VIC
SERVICE CENTRES
4 Acacia Ridge, QLD
CRM, Port Kembla, NSW
1
Chullora, NSW
2
6
Sunshine, VIC
7 Braeside, VIC
8 Wingfield, SA
9 Myaree, WA
BLUESCOPE LYSAGHT AUSTRALIA
10 Archerfield, QLD
11 Rocklea, QLD
12 Rockhampton, QLD
13 Mackay, QLD
14 Townsville, QLD
15 Cairns, QLD
2
Chullora, NSW
16 Emu Plains, NSW
17 Smithfield, NSW
18 Minchinbury, NSW
19 Smeaton Grange, NSW
20 Cardiff, NSW
21 Tamworth, NSW
22 Dubbo, NSW
23 Coffs Harbour, NSW
24 Albury, NSW
25 Queanbeyan, ACT
26 Lyndhurst, VIC
27 Dandenong, VIC
28 Campbellfield, VIC
29 Geelong, VIC
30 Hobart, TAS
31 Launceston, TAS
32 Devonport, TAS
33 Gillman, SA
34 Darwin, NT
35 Forrestfield, WA
CANADA
REGIONAL SALES OFFICE
97 Toronto, ONT
MEXICO
BUTLER BUILDINGS
MANUFACTURING PLANT
98 Monterrey, Nuevo Leon
BUTLER SALES AND
ENGINEERING OFFICE
99 Mexico City
NEW ZEALAND
100 Glenbrook - New Zealand Steel
101 Waikato North Head -
Ironsands Mine
102 Taharoa - Ironsands Mine
INTERNATIONAL MARKETS
SALES OFFICES
103 USA - Long Beach, CA
104 USA - Miami, FL
105 USA - Pittsburgh, PA
76 USA - Seattle, WA
106 JAPAN - Tokyo
107 SOUTH KOREA - Seoul
108 CHINA - Hong Kong
61 TAIWAN - Kaohsiung
49 VIETNAM - Ho Chi Minh City
109 PHILIPPINES - Manila
110 SINGAPORE - Singapore
111 INDIA - New Delhi
ENGLAND - London (not shown)
THAILAND
36 Map Ta Phut, Rayong,
BlueScope Steel Thailand
BLUESCOPE LYSAGHT
37 Bangkok
38 Khon Kaen
36 Map Ta Phut, Rayong
MALAYSIA
40 Kapar, BlueScope Steel Malaysia
BLUESCOPE LYSAGHT MALAYSIA
41 Shah Alam, Kuala Lumpur
42 Kota Kinabalu, Sabah
43 Kuching Bintulu, Sarawak
INDONESIA
44 Cilegon, Java, BlueScope
Steel Indonesia
BLUESCOPE LYSAGHT INDONESIA
45 Jakarta
46 Medan
47 Surabaya
VIETNAM
48 Ba Ria-Vung Tau Province, BlueScope
Steel Vietnam (operational 2006)
BLUESCOPE LYSAGHT VIETNAM
49 Ho Chi Minh City
50 Hanoi
CHINA
51 Suzhou Province-BlueScope
Steel China (operational 2006)
52 Shanghai - BlueScope Butler
53 Tianjin - BlueScope Butler
BLUESCOPE LYSAGHT CHINA
54 Langfang
55 Shanghai
56 Guangzhou
57 Chengdu
OTHER BLUESCOPE LYSAGHT - ASIA PACIFIC
58 SINGAPORE - Jurong
59 BRUNEI - Bandar Seri Begawan
60 SRI LANKA - Colombo
61 TAIWAN - Kaohsiung
62 NEW CALEDONIA - Noumea
63 VANUATU - Port Vila
64 FIJI - Suva, Nadi and Lautoka
USA
CORPORATE OFFICES
65 Dallas, TX - Regional Headquarters
66 Kansas City, MO - Business Services
group & research facility
BUTLER BUILDINGS
MANUFACTURING PLANTS
67 Annville, PA
68 Laurinburg, NC
69 Galesburg, IL
70 Visalia, CA
71 San Marcos, TX
72 Birmingham, AL - Sales & Engineering
73 Staunton, VA - R-Steel
VISTAWALL MANUFACTURING PLANTS
74 Terrell, TX
75 Greeneville, TN
VISTAWALL SERVICE/
DISTRIBUTION CENTRES
76 Seattle, WA
77 San Francisco, CA
78 Sacramento, CA
79 Modesto, CA
80 Los Angeles, CA
81 Denver, CO
65 Dallas, TX
82 Houston, TX
83 Minneapolis, MN
84 Wausau, WI
85 St Louis, MO
86 Chicago, IL
87 Detroit, MI
88 Cincinnati, OH
89 Cleveland, OH
90 Warwick, RI
91 Washington, DC
92 Tucker, GA
93 Newnan, GA
94 Tampa, FL
JOINT VENTURE OPERATING SITES
95 Delta, OH - North Star BlueScope Steel
96 Crawfordsville, IN - Castrip
+ PAGE 25
ER 3099 BSL 2004 AR FA 30/8/04 12:21 PM Page 26
+ A SNAPSHOT OF OUR GROWING BRAND PORTFOLIO
WE HAVE STRENGTHENED OUR EXISTING BRANDS ...
… AND INTRODUCED SOME EXCITING NEW ONES
In Australia, we continue to drive our core product brands –
COLORBOND®, ZINCALUME®, XLERPLATE® steel and the
LYSAGHT® range. Vigorous marketing activity is ensuring that
COLORBOND® steel remains Australia’s No.1 pre-painted steel
brand. Over 40 per cent of new homes in Australia are now
built with a COLORBOND® steel roof, and increasingly, the
brand is being chosen for fencing.
We have also strengthened the LYSAGHT® range with a
number of new branded solutions. LYSAGHT POWERDEK®
has met with great success in Singapore and is now being
launched in Australia. The LYSAGHT® Metro branches are
increasing the visibility of the LYSAGHT® brand, as well as
the level of customer service.
In New Zealand, we have relaunched our COLORSTEEL® range
with a new suite of products and revitalised colour range.
COLORSTEEL® Endura™ and COLORSTEEL® Maxx™ are
designed to meet the demands of New Zealand's wide range
of environments.
In Asia, we lead the market with our Clean COLORBOND® steel
product. In line with our local business approach to the region,
we continue to develop and market a number of brands for
specific countries including Indonesia, Thailand, Vietnam,
Malaysia and China.
Our most visible new brand is our Company name. As a brand,
BlueScope Steel is becoming more widely recognised, and will
increase in impact as we grow and become stronger.
The purchase of Butler manufacturing has added a range of
world-leading building sector brands to our portfolio. These
include the ‘Butler’ and ‘Vistawall’ business brands, as well
as their services and products – ‘Butler Builder,’ ‘MR24 Roofing
System,’ ‘Naturalite,’ ‘Skywall’ and ‘Moduline’ are highly
recognised in their home markets.
We have also expanded the range of colours available in
the COLORGRAIN® Designer steel range. This is a unique
pre-painted steel product with a distinctive ‘consistently
inconsistent’ finish.
In Asia, we have integrated the ‘Butler’ business into
BlueScope Steel under the new BlueScope Butler brand, and
we are repositioning this as the region’s premium PEB brand.
In Australia, we have launched the new BlueScope Water
business, which is building new brands such as HYDRORIB™
steel for culverts, WATERPOINT™ rainwater tanks, and the
THINKTANK™ rainwater harvesting system. These will
complement our established range of premium coated
steel products. See story opposite.
+ PAGE 26
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 27
UNIQUE STEEL DESIGN //
Metecno Thailand General
Manager Chris Moor outside
Bangkok’s Oxygen Bar. The
building uses over 30 tonnes of
BlueScope Steel products, with
variable radius curves that
exemplify the rollforming craft.
The COLORBOND® steel exterior
is an undeniable attention grabber,
while the all-steel building was
also modelled to optimise interior
acoustics. A perforated steel
ceiling helps create the ideal
sound environment for both music
and conversation. With an all-white
space-age interior, Oxygen Bar
highlights the expressiveness and
design flexibility of steel.+
PRECIOUS RESOURCE // BlueScope
Water is working to make rainwater
tanks part of the urban Australian
environment.
+ BLUESCOPE WATER
As a steel solutions company with its origins in one of the world’s driest continents, it was
perhaps a natural step for BlueScope Steel to develop steel-based water management products.
During the year, we launched a new business called BlueScope Water. The foundation for this
business is the Company’s many years of experience supplying steel-based products to our
customers for the manufacture of rainwater tanks.
RAINWATER HARVESTING
Over nine million Australians live in urban communities with water restrictions. While the traditional
steel water tank has long been a familiar sight in the Australian bush, it is now increasingly
popular in towns and cities. Governments are mandating water conservation, and BlueScope
Water is working with councils and developers to introduce rainwater harvesting solutions
for both new and existing buildings.
BlueScope Water launched two rainwater tank brands during the year: the WATERPOINT CLASSIC®
and WATERPOINT SLIMLINE®. Steel water tanks will be available in a range of sizes, shapes
and colours, to suit almost any site and style of building. They are currently offered in the greater
Sydney area and will be available in other east coast capital cities later this year.
WATER INFRASTRUCTURE
Securing sustainable water supplies for cities is only part of the challenge. Modernising irrigation
and stormwater infrastructure is equally important.
The basis for BlueScope Water’s water infrastructure products is the HYDRORIB™ pipe system –
a unique ribbed profile pipe made from a steel composite material. HYDRORIB™ is lightweight, strong
and easy to install. The steel composite material increases resistance to corrosion and abrasion,
and offers outstanding performance over a long service life.
WATERPOINT™, WATERPOINT CLASSIC®, WATERPOINT SLIMLINE®, and HYDRORIB™ are trademarks
of BlueScope Steel Limited.
+ PAGE 27
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 28
BRIAN KRUGER
Chief Financial Officer
Age 42
Chief Financial Officer of
BlueScope Steel since the
Company’s public listing in July
2002, and responsible for finance,
treasury, taxation, supply,
investor relations, investments,
audit and insurance. From 1983
to 2002, held various positions
with the BHP Group including
Practice Leader, Corporate
Finance and Vice President
Finance, North Star BHP Steel.
KIRBY ADAMS
Managing Director and
Chief Executive Officer
Age 48
Appointed Managing Director
and Chief Executive Officer
of BlueScope Steel Limited
in July 2002, having been
Chief Executive Officer of its
predecessor business BHP
Steel since March 2000. Current
Chairman of the International
Iron and Steel Institute.
IAN CUMMIN
Executive Vice President
Human Resources
Age 49
Joined BlueScope Steel in
September 2003. Responsible for
the group management of human
resources and safety. In previous
roles has managed his own
consulting business and was
Executive General Manager
of Human Resources and
Corporate Services with
Southcorp Limited from 1995
until 2001. Has held senior
human resources and industrial
relations management positions
in the chemicals, energy and
construction industries.
EXECUTIVE
LEADERSHIP
TEAM
BlueScope Steel's Executive
Leadership Team is pictured
in the newly named BlueScope
Steel Indigenous Art Galleries
at the National Gallery of
Victoria in Melbourne.
BRINGING COLOUR TO
COMMUNITIES // BlueScope
Steel has undertaken a
long-term partnership with
NGV, which will involve a
major exhibition tour aimed
at bringing some of the finest
and most colourful indigenous
artworks in Australia to our
communities.+
+ PAGE 28
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 29
LANCE HOCKRIDGE
President, Industrial Markets
Age 50
President of BlueScope Steel’s
Industrial Markets businesses
comprising Port Kembla
Steelworks, New Zealand Steel
and the Company's North
American assets since 2000.
Butler Manufacturing and
Vistawall operations in North
America have been added to his
responsibilities. Previously held
various positions within the BHP
Group including Group General
Manager BHP Transport, Corporate
General Manager International
and President Long Products.
Currently Chairman of North Star
BlueScope Steel and a Director
of the Australian Industry Group.
KATHRYN FAGG
President, Market
and Logistics Solutions
Age 43
Responsible for BlueScope
Lysaght in Australia, BlueScope
Water, International Markets,
Logistics and Information
Services as well as the overall
marketing, sales and service
capability across BlueScope
Steel. Before joining the
Company in 2000, held a number
of senior positions with ANZ
Banking Group including
Managing Director Banking
Products and General Manager
Retail Banking, New Zealand.
Previously with McKinsey &
Company as an Associate, and
with Esso Australia Limited as a
petroleum engineer. Current
Chairperson of Parks Victoria.
MICHAEL COURTNALL
President, Asian Building
and Manufacturing Markets
Age 55
Responsible for the
performance of the BlueScope
Steel’s Asian steel businesses
since 2000. Previously held
various positions within the
BHP Group including President
Coated Steel Asia and Export
and Group General Manager
BHP Steel Americas. Previously
worked for Fletcher Steel in
New Zealand and British
Steel Corporation in the
United Kingdom.
NOEL CORNISH
President, Australian Building
and Manufacturing Markets
Age 54
Responsible for the Company’s
coated products businesses in
Australia since July 2002.
Previously held positions within
the BHP Group, including
President Packaging Products,
President North Star BHP Steel
and Group General Manager
Whyalla Steelworks. Vice
President of the Packaging
Council of Australia and
member of the International
Iron and Steel Institute
Packaging Committee.
+ PAGE 29
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 30
PERFORMANCE OVERVIEW
BLUESCOPE STEEL BUSINESS SEGMENTS
+ CORPORATE AND GROUP
+ COATED AND BUILDING
PRODUCTS AUSTRALIA
+ COATED AND BUILDING
PRODUCTS ASIA
HIGHLIGHTS
HIGHLIGHTS
HIGHLIGHTS
KEY CUSTOMERS: Building, construction,
automotive and packaging industries
and general manufacturers.
KEY CUSTOMERS: Building and construction
industries and general manufacturers.
+ Corporate name change to BlueScope
Steel effective 17 November 2003.
+ Company successfully acquires Butler
Manufacturing on 27 April 2004 and
creates new business segment.
+ Record domestic sales of 1.86 million tonnes.
+ Brownfield capacity programs continue at
+ Earnings before interest and tax reaches
$100 million.
Western Port, Springhill and Service Centres.
+ New major investments announced to build
+ Western Port achieves record production
performance for metal coating line number 4.
+ Strong Net Profit After Tax and Earnings
+ A number of annual production records
per Share performance for second
consecutive year.
+ Continued focus on rewarding
shareholders with total dividends
announced for FY2004 of 40 cents
per share, fully franked.
+ Successful share buyback program
concluded in March 2004 with
60 million shares purchased at
an average cost of $4.70 per share.
acheived in hot rolled, metal coating and
painting at Springhill.
+ Opened 8 new BlueScope Lysaght sites to
increase geographic presence in metro and
regional growth areas and more effectively
service customers.
+ Launched new BlueScope Water business
offering products for rainwater harvesting
and water infrastructure.
our position in downstream markets in
Vietnam, China and Thailand totalling
more than A$500 million.
+ Completed expansion to double paint line at
Indonesia’s metallic coating and painting facility
to 50,000 tonnes per annum.
+ Continued strong growth in steel roof trusses
and pre-engineered buildings.
EXTERNAL DESPATCHES (‘000s of tonnes)
1,855
Domestic
619
Export
EXTERNAL DESPATCHES (‘000s of tonnes)
438
Domestic
91
Export
REVENUE
$2.884 billion
REVENUE
$689 million
NET OPERATING ASSETS
(pre-tax)
$1.255 billion
RETURN ON NET ASSETS
16.0%
(pre-tax)
NET OPERATING ASSETS
(pre-tax)
$619 million
RETURN ON NET ASSETS
(pre-tax)
21.5%
TOTAL SALES % (TONNES)
TOTAL SALES % (TONNES)
75
14
11
100
AUSTRALIA
ASIA
REST OF
WORLD
ASIA/PACIFIC
+ PAGE 30
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 31
+ HOT ROLLED PRODUCTS
+ NEW ZEALAND STEEL
+ COATED AND BUILDING
PRODUCTS NORTH AMERICA
KEY CUSTOMERS: Engineering, construction,
mining and manufacturing industries and
export customers who re-roll our steel.
KEY CUSTOMERS: Building and construction
industry, roll-formers and manufacturing
industries.
KEY CUSTOMERS: Consumers of
pre-engineered buildings (PEB) and
aluminium and glass architectural products.
HIGHLIGHTS
HIGHLIGHTS
HIGHLIGHTS
+ Production records for slab (5.145 mt),
+ Record domestic market sales
+ New management structure in place
iron-making (5.024 mt) and hot rolled coil
(2.5 mt) at Port Kembla Steelworks.
of 261,000 tonnes due to strong economic
conditions and market share gains.
following acquisition of Butler Manufacturing.
+ Specialty parts production at Galesburg to
+ Paint line production increased by 11 per cent
be relocated with facility closing mid-CY2005.
+ Enterprise Bargaining Agreement
at Port Kembla concluded.
+ North Star BlueScope Steel capitalises
on strong pricing, good customer
relationships and record production
levels to improve earnings.
over last year to reach a record of 52,000
tonnes annually.
+ New kiln maintenance program introduced
to reduce length of down-time and improve
slab production in FY2005.
+ Castrip® process moves closer to
+ Commissioning of expanded metal coating
commercialisation with cumulative production
of 100,000 tonnes at partner Nucor’s
Crawfordsville, Indiana plant in USA.
line continues.
+ Despatches for Buildings Group up strongly
in May and June over same period in 2003.
+ Order entries for Vistawall up 7 per cent
in May and June over same period in 2003
but margins affected by increased cost
of aluminium feedstock.
+ Ability to access steel improves through
BlueScope Steel plants and resources.
EXTERNAL DESPATCHES (‘000s of tonnes)
981*
Domestic
1,504
Export
EXTERNAL DESPATCHES (‘000s of tonnes)
261
Domestic
325
Export
EXTERNAL DESPATCHES (‘000s of tonnes)
28
Domestic
1
Export
REVENUE
$2.732 billion*
REVENUE
$560 million
REVENUE
$191 million
NET OPERATING ASSETS
(pre-tax)
$1.859 billion
RETURN ON NET ASSETS
30.7%
(pre-tax)
NET OPERATING ASSETS
(pre-tax)
$428 million
RETURN ON NET ASSETS
(pre-tax)
14.1%
NET OPERATING ASSETS
(pre-tax)
$232 million
RETURN ON NET ASSETS
(17.5%)*
(pre-tax)
* Data excludes 50% share of North Star BlueScope Steel.
* This is a negative figure. Data covers only 2 months.
TOTAL SALES % (TONNES)
TOTAL SALES % (TONNES)
TOTAL SALES % (TONNES)
70
12
18
44
18
16
15
7
100
AUSTRALIA
AMERICAS REST OF
WORLD
NEW ZEALAND
AUSTRALIA
AMERICAS ASIA
REST OF
WORLD
AMERICAS
+ PAGE 31
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 32
$100m
RECORD EBIT
FOR OUR ASIAN BUSINESS
LOCAL FOCUS // Many of our products are developed to suit the climatic
conditions of specific Asian countries. BlueScope Steel’s products
feature throughout this international French school in Thailand.+
+ ASIA
COATED AND BUILDING PRODUCTS
Positioned in many of the world’s most energised economies,
BlueScope Steel’s Coated and Building Products Asia
businesses continued to grow during the year, in conjunction
with this powerhouse region.
BlueScope Steel began manufacturing in Asia in 1965, with
a rollforming facility in Singapore. Our network of metallic
coating, painting and rollforming operations is now the most
extensive of any company. We are also focused on growing
our leading position in pre-engineered buildings in Asia.
We are a leading Australian manufacturing investor in each
Asian country in which we operate. Our Asian businesses sell
to customers in the building, construction and manufacturing
industries across the Asia-Pacific region, and hold premium
positions in niche markets in a range of Asian countries with
our range of branded products.
As the results show, we have continued our progress in
building the profitability of our Asian businesses. In 1999/00,
our Asian business segment contributed $11 million in earnings
before interest and tax. This progressively increased to
$54 million in 2000/01, $71 million in 2001/02, and $84 million
in 2002/03. In 2003/04 this figure reached $100 million.
During the year, BlueScope Steel announced new Asian
investments totalling over A$500 million, with the expenditure
to occur over the next two years in Vietnam, China and
Thailand. These investments are targeted at building our
position in the downstream, value-added markets we service.
2004
$689m
2003
$569m
2002
$530m
2004
$100m
2003
$84m
2002
$71m
SALES REVENUE
EBIT
+ PAGE 32
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 33
SOLID FOUNDATIONS // Over the past 12 months, we have
approved investments of $500 million to drive the growth of our
Asian businesses. Construction of our new coating and painting
facility in Ba Ria, Vung Tau Province near Ho Chi Minh City in
Vietnam, above, is now well advanced.
DYNAMIC SKYLINE // Shanghai’s futuristic skyline is a showcase
of steel products.+
In 2003/04, Coated and Building Products Asia again
showcased the advantages of operating as a network of local
businesses. As participants in domestic markets we supply
products which meet our customers’ needs. We also offer our
customers shorter lead times, better technical support and
better delivery performance than our competitors.
This local focus is also demonstrated by our market-leading
brands, many of which have been tailored to specific countries.
For example our Clean Room Chicken Sheds have helped
control the spread of disease in Thailand. The expansion of our
Asian operations means BlueScope Steel will soon have over
3,000 employees working in the Asia-Pacific region. For our
Asia-based employees, the workplace is becoming safer. In
2003/04, this business segment achieved 2.5 million working
hours without any injuries that resulted in lost time.
Through BlueScope Lysaght Asia, we operate 23 steel
rollforming facilities in 12 countries in Asia and the Pacific –
China, Indonesia, Malaysia, Thailand, Vietnam, Brunei,
Singapore, Sri Lanka, Taiwan, Fiji, New Caledonia and Vanuatu.
These facilities produce and distribute the LYSAGHT® brand
of steel rollformed products and accessories for roofing
and walling applications, as well as structural decking and
pre-engineered buildings, using our own coated steel.
We also operate 60 sales and marketing offices across the
region, selling to the commercial, industrial and residential
sectors of the building and construction industry. Our Coated
Products Asia businesses include metallic coating and painting
facilities in Thailand, Malaysia and Indonesia. New facilities
are under construction in Vietnam and China, with a major
facility extension underway in Thailand.
Among our premium brands in Asia are Clean COLORBOND®
steel and ZINCALUME® steel, as well as the newly acquired
brands of the BlueScope Butler and Vistawall businesses, and
specific branded products developed for individual markets.
All hold strong market positions.
VIETNAM
BlueScope Lysaght Vietnam has built its current market position
from rollforming operations which commenced in Ho Chi Minh
City in 1993, and Hanoi in 1996. These two facilities have provided
the foundation for us to move into larger scale production.
In August 2003, we announced our intention to construct a
A$160 million metallic coating and painting facility in Ba Ria, Vung
Tau Province, 80 kilometres south east of Ho Chi Minh City.This will
be 100 per cent owned by BlueScope Steel. The facility will have an
annual production capacity of 125,000 tonnes of metallic coated and
50,000 tonnes of painted flat steel products. The zinc-aluminium
alloy coating technology utilised at the facility will be a first for
the Vietnam market.
Work progressed to schedule during the year. Initial earthworks were
completed, construction of the main plant buildings is progressing
well, and we expect the plant to start operating early in the 2006
calendar year. During the year we also conducted a successful
customer product-seeding program, one of a number of initiatives
designed to generate market demand for BlueScope Steel products.
+ PAGE 33
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 34
UNIQUE SOLUTIONS // Architect and Rangsit University
lecturer, Janejud Sri-Aroon, stands outside his redesigned
President Building at Rangsit University near Bangkok, Thailand.
The 11-storey building features a striking, curved wall of over
300 windows, and houses a 700-seat auditorium. The design
demonstrates energy conservation and acoustic principles to
the University’s 450 architecture students. Around five tonnes
of BlueScope Lysaght‘s ZINCALUME® steel were used in
construction, with many structures pre-fabricated to ensure
safety and minimise disruption. +
INDONESIA
Our Indonesia business is the country’s only local manufacturer
of zinc/aluminium coated and pre-painted steel. We market
a number of Indonesia-only brands to the building and
construction industries. These include PELANGI®, ABADI®,
GEMILANG® and ANCORTM steel.
In January 2004, an expansion was completed at our Indonesia
metallic coating and painting facility in Cilegon, near Jakarta,
doubling our paint line capacity from 25,000 to 50,000 tonnes
per year. Strong sales in residential roofing – up 50 per cent year
on year – means this capacity increase is now fully utilised.
We also have BlueScope Lysaght operations at three locations
– Jakarta, Medan and Surabaya. Sales of our LYSAGHT®
SMARTRUSSTM steel roof trusses increased sharply, by over
100 per cent, from the same period last year. During the year,
we also increased our metallic coating capacity from 90,000
tonnes to 100,000 tonnes. This was achieved largely through
software modifications. Sales of pre-engineered buildings
commenced in Indonesia this year, in line with our PEB
expansion strategy.
MALAYSIA
Our Malaysia operation serves customers in the building
and manufacturing markets in Malaysia, Singapore, Brunei,
Sri Lanka and China, and is currently the main supplier of
feedstock to BlueScope Steel’s China business. BlueScope
Steel (Malaysia) experienced robust demand in 2003/04. An
increase in domestic sales was supported by the development
of new applications in door and window frames, as well
as strong sales to the domestic hardware market.
BlueScope Steel owns 60 per cent of our metallic coating and
painting facility at Kapar-Selangor, in Malaysia. Our partner is
PNB Equity Resource Corporation Sdn Bhd, a large local equity
fund. BlueScope Lysaght operates rollforming facilities at Shah
Alam in Kuala Lumpur, Kota Kinabalu in Sabah and Bintulu in
Sarawak.
THAILAND
BlueScope Steel (Thailand) operates a high quality cold rolling,
metallic coating and painting facility, selling to local and export
markets. We own 75 per cent of this facility, with the remaining
25 per cent held by Loxley, a local investor. Market demand for
BlueScope Steel (Thailand) products was healthy during 2003/04.
Sales of PEBs increased significantly, with innovative new
products achieving strong sales in the chicken and duck shed
segments. LYSAGHT SMARTRUSSTM sales were also strong,
doubling year on year. Our growth initiatives for Thailand
reflect this demand. In January 2004, we announced a second
metallic coating line at our Rayong site, to more than double
our metallic coating capacity to 420,000 tonnes per annum.
This metallic coating line is scheduled for start up around the
middle of the 2005 calendar year, with significant construction
work having occurred during the year.
BlueScope Lysaght operates three rollforming facilities at
Bangkok, Khon Kaen and Rayong, supplying coated steel building
products for commercial, industrial and residential uses.
+ PAGE 34
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 35
CUSTOMER SATISFACTION // Jian
Kai, Chief Engineer Shanghai Xinan
(Group) Co. is a satisfied customer
of BlueScope Butler in China.
He is pictured inside a completed
pre-engineered building (PEB)
at Shanghai Industrial Park. +
NO. 1 IN CHINA WITH
BLUESCOPE BUTLER AND
BLUESCOPE LYSAGHT.
WE NOW OPERATE THE
WORLD’S LEADING
PRE-ENGINEERED
BUILDING BUSINESS.
+ OUR CHINA STORY
BlueScope Steel now holds the number one position in pre-engineered buildings and premium
steel building products in China. We are Australia’s leading manufacturing investor in that country.
Our involvement with China spans 89 years, since we began exporting steel there in 1915.
In 1995, we commenced operating on the ground in China, with the commissioning of our
Shanghai and Guangzou rollforming plant. In 2003, we opened two modern factories at
Langfang (near Beijing), and at Chengdu, both of which are operating profitably. These four
manufacturing centres cover the east, south, north and west growth regions of China.
To support these facilities, we have developed an extensive distribution network of over
30 sales and technical offices.
BlueScope Steel’s acquisition of Butler Manufacturing in April 2004 brings two additional
manufacturing sites to our China operations. These are in Shanghai (1996) and Tianjin (2003).
The addition of BlueScope Butler China to our portfolio has added great capabilities and
products, and a new group of employees skilled in premium PEB design and construction.
In February 2004, we commenced construction of a major metallic coating and painting
facility at Suzhou, 80 km west of Shanghai. This facility, which will involve capital investment
$A280 million, is planned for completion in 2006. It will supply China’s booming building and
construction markets. The new plant will manufacture 250,000 tonnes of metallic coated
steel, and 150,000 tonnes of painted steel. All our facilities in China are 100 per cent owned
by BlueScope Steel.
Demand for steel in China has exploded since 1995. At that time, China was consuming
13 per cent of world steel production. In 2003, it accounted for 27 per cent, or 233 million
tonnes of steel. The strong growth in China’s demand for steel is expected to continue.
China is modernising on an unprecedented scale, and BlueScope Steel has developed
an important niche in this dynamic market.
Consequently, we are poised to grow with China, and we look forward to an exciting future
for our operations in this vibrant and fascinating country.
+ PAGE 35
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 36
AESTHETIC BALANCE // Architect Bud Brannigan designed
Australia’s Tweed River Art Gallery. The building balances the
visual impact of its artwork with the beauty of the surrounding
landscape. Clad in COLORBOND® metallic steel, the gallery
changes its sheen with variations in the sub-tropical light.
1.86m
TONNES OF VALUE-ADDED STEEL
SOLD TO THE AUSTRALIAN MARKET
+ PAGE 36
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 37
+ AUSTRALIA
COATED AND BUILDING PRODUCTS
For the Coated and Building Products Australia segment,
2003/04 was a very good year. Our safety performance
continued to improve. For every million hours worked, less than
1.8 injuries occurred that resulted in lost work time. During the
year, this business segment further developed its position as
Australia’s leading supplier of metallic coated and pre-painted
steel products.
Our main markets – in the building and construction sector –
were especially robust. But the segment also achieved strong
sales to customers in the automotive, manufacturing and
packaging areas, and through our distributors. Coated and
Building Products Australia comprises a dynamic group of
businesses that produce many well-known brands. A number
of these have particularly high recognition in the marketplace –
COLORBOND® steel, ZINCALUME® steel and LYSAGHT®
are leading brands in Australia.
The business segment also works closely with some prominent
architectural firms, and during the year, its products featured
in some striking and award-winning examples of contemporary
Australian architecture. Our sales and marketing strengths
were also evident, with brand extensions such as
COLORBOND® fencing, supported by successful
advertising campaigns.
Innovative and timely product development – such as our
introduction of the new BlueScope Water range – and sharp
customer focus continue to make this segment an exciting
part of BlueScope Steel.
The major businesses are: Western Port, Victoria (hot rolling,
cold rolling, metal coating and painting), Springhill NSW (cold
rolling, metal coating and painting), Packaging Products (cold
rolling and metallic coating), Port Kembla NSW, Service Centre
network (seven sites across Australia) and Lysaght Australia
(27 sites across Australia).
WESTERN PORT
Western Port converts steel slab from our Port Kembla
Steelworks into hot and cold rolled coil, metallic coated and
pre-painted steel products. This business is of considerable
importance to the manufacturing, automotive, and building
and construction industry supply chains in southern Australia.
Western Port exemplifies BlueScope Steel’s world-leading
coating and painting capabilities.
Outstanding results were achieved in delivery performance –
95 per cent for the year – a record for the business segment.
Customer recognition was also a highlight, with the operation
receiving the prestigious Toyota President’s Award for
Excellence in Customer Service.
2004
$2.9b
2003
$2.7b
2002
$2.4b
2004
$197m
2003
$119m
2002
$57m
SALES REVENUE
EBIT
Western Port achieved excellent production performance
during the year. Metal Coating Line number 4 set an annual
record of 234,200 tonnes, up from 230,900 in 2001/02. Paint Line
number two almost equalled its 1999/00 record with 106,200
tonnes, falling short by just 0.2 per cent.
In 2003/04, Western Port undertook important steps to improve
its competitiveness. The implementation of a maintenance
alliance with Silcar resulted in greater plant reliability and
cost savings, due to uptime initiatives and better maintenance
planning. Environmental management was also a priority.
Innovative new technologies will decrease gas and electricity
consumption, and increase freshwater recycling by up to
80 per cent.
SPRINGHILL
Springhill is adjacent to Port Kembla Steelworks, from which
it sources hot rolled coil. Springhill adds value to hot rolled coil
through various facilities. A coupled pickling and cold rolling
mill increases the strength of steel, reduces thickness and
produces a bright, smooth surface. Three metallic coating
lines and a paint line produce branded products including
COLORBOND® steel and ZINCALUME® steel.
During 2003/04, Springhill achieved excellent performance with
a number of production records and process improvements.
The operation’s Cold Mill increased production to 904,000
tonnes, up 3.7 per cent from 2002/03. This was due to improved
cycle times and line speed, with equipment upgrades reducing
delays and enabling extra throughput.
+ PAGE 37
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 38
AWARD WINNERS // BlueScope Steel’s
outstanding customer service was
recognised with the 2004 Toyota
President’s Award. Our winning
employees are shown above.
WINNING PARTNERSHIP // Ray Borg,
Manager Corporate Purchasing Toyota,
and Brett Johnson, Manager Regional
Sales Victoria/Tasmania are shown,
right, at Toyota’s new Port Melbourne
headquarters. This building incorporates
BlueScope Steel products. +
IN AUSTRALIA, WE ARE INCREASINGLY DEFINED BY PRODUCT
INNOVATION, NEW END-USE CREATION, AND BRAND BUILDING.
Metal Coating production increased to 742,400 tonnes, up 0.7 per
cent from last year – the result of a range of process initiatives,
despite a delay caused by an equipment upgrade. New equipment
is expected to increase capacity by 35,000 tonnes in 2004/05.
And as a result of process improvements, Springhill’s Paint Line
number 3 increased production to 152,000 tonnes, up 2.0 per cent
from the previous year.
Springhill also introduced an important environmental initiative
– a water conservation plan that will save half a million litres a day.
PACKAGING PRODUCTS
This facility operates at Port Kembla, converting hot rolled coil
to tinplate and blackplate. It sells to both Australian-based
packaging manufacturers and export customers. Business
conditions remained difficult for the packaging sector during
the year. Significant efforts continue to be made to improve
throughput, quality and efficiency.
A new six-monthly production record was set on the
electrolytic tinning lines, with production of 171,870 tonnes,
an increase of 4.7 per cent compared with the previous record
set during 2002/03.
SERVICE CENTRE NETWORK
BlueScope Steel maintains a capital city network of Service
Centres, through which about 40 per cent of our coated and
painted sales are delivered. The Service Centres are hubs for
state-based sales activities, and offer custom slitting and shearing
services. During the year, we undertook initiatives to refresh and
energise this network, in recognition of our expanding customer
base and to enable us to better service our customers’ needs.
Record annual production of painted products was achieved by
the Service Centre paint lines. Production was 162,000 tonnes,
up 17 per cent on 2002/03. This result includes production of
90,000 tonnes at Acacia Ridge in Brisbane and 63,000 tonnes
at Port Kembla.
BlueScope Steel’s Service Centres are innovators. The solid
block painting process pioneered at Chullora in Sydney is an
example of innovation in action.
New facilities are being developed in Sydney and Western
Australia to support increased sales and customer needs. The
planning of our proposed COLORBOND® steel Centre in Penrith,
western Sydney, is at an advanced stage. This Centre will service
the nation’s fastest growing population corridor. Land has been
acquired, and good progress made with planning approvals
and provision of infrastructure.
+ PAGE 38
ER 3099 BSL 2004 AR FA 30/8/04 12:22 PM Page 39
CONTEMPORARY ARCHETYPE //
Architect Peter Woolard’s Virgo
Residence near Geelong, Victoria,
showcases ZINCALUME® steel
in LYSAGHT CUSTOM ORB® and
LYSAGHT KLIP-LOK® profiles.
The house showcases contemporary
Australian architecture.+
BLUESCOPE LYSAGHT AUSTRALIA
BlueScope Lysaght Australia operates at the value-added end
of our product chain, manufacturing and distributing finished
steel products and services for the domestic building and
construction industry, under the LYSAGHT® brand. This brand
has a strong presence in the Australian building products
market, stretching back to the establishment of John Lysaght
(Australia) Pty Ltd in 1918.
BlueScope Lysaght’s products are primarily manufactured
from COLORBOND®, ZINCALUME® GALVASPAN® and
DECKFORM® steels. These are purchased from our upstream
businesses, then cut and shaped (‘rollformed’) to make steel
roofing, walling, fencing, structural decking, and a range of
other steel building products and systems.
Today, many of the products manufactured by BlueScope
Lysaght are benchmarks for quality and performance. They
include such well-known brands as LYSAGHT TRIMDEK®,
LYSAGHT NEETASCREEN® fencing, LYSAGHT BONDEK®
and the perennial LYSAGHT CUSTOM ORB®.
High recognition of the LYSAGHT® brand and strong customer
relationships, are key elements in the BlueScope Lysaght
Australia business, which is an important channel for
BlueScope Steel’s metallic coated and painted products.
During the year, BlueScope Lysaght Australia further
developed this channel to market by opening new sites
and acquiring businesses, thereby increasing our geographic
presence in metropolitan and regional growth areas, and
improving our service offer to the residential sector. The
combination of new sites and acquisitions saw an expansion
of BlueScope Lysaght’s network from 19 to 27 sites, employing
900 people in total.
This expansion will enable existing and new customers to
be serviced more effectively. For example, our acquisition of
Acelowe Roofing, Coffs Harbour – a traditional alliance partner
of BlueScope Lysaght Australia – will assist us to capitalise
on strong growth occurring along the New South Wales
mid-north coast.
+ PAGE 39
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 40
HIGH ACHIEVER // Brad Love, 2004 New South Wales Group
Training Apprentice of the Year. Brad, a fourth year electrical
apprentice, has worked at Port Kembla Steelworks since 2001.
Assisted by a BlueScope Steel scholarship, Brad is now aiming
for a university degree.
HOT PERFORMANCE // Steel slab on a Port Kembla line. The
Steelworks exported its 10 millionth tonne of slab during the year.
1.5m
TONNES OF HOT ROLLED PRODUCTS
SOLD TO EXPORT CUSTOMERS
+ PAGE 40
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 41
+ HOT ROLLED PRODUCTS
This has been a record-breaking year for BlueScope Steel’s Hot Rolled Products business
segment. These businesses are Port Kembla Steelworks in New South Wales, Australia, and
our joint venture interests in the United States – North Star BlueScope Steel in Delta, Ohio,
and Castrip LLC. Most sales are to industrial customers.
In 2003/04, records were set in safety, production, revenue and profitability. During the
financial year we saw very strong pricing for our steel products. By serving our customers
well, we were able to capitalise on this market opportunity. Each business within this
segment uses a different steelmaking technique, and each met with great success during
the year.
2004
$2.7b
2003
$2.6b
2002
$2.1b
PORT KEMBLA STEELWORKS
2004
$565m
2003
$471m
In 2003/04, Port Kembla consolidated its reputation as one of the world’s finest steelworks.
Port Kembla Steelworks is fully integrated, which means all three major production phases –
ironmaking, steelmaking and shaping – take place at one site. It produces steel in the forms
of slab, hot rolled coil, and plate. The Steelworks provides direct employment for over 5,000
people, and occupies an 800 hectare site. It has its own deepwater seaport, road and rail
infrastructure, which give it significant competitive advantages.
SALES REVENUE
2002
$97m
EBIT
We use the Basic Oxygen Steelmaking (BOS) method, in which high-pressure oxygen heats
molten iron, scrap steel and other additives to produce three forms of steel (slab, hot rolled
coil and plate). Port Kembla Steelworks is placed at the low end of the international
steelmaking cost curve. To help maintain our leading position, we are continuing to invest
in the Steelworks.
Construction of a second Walking Beam Furnace, at an indicative cost of $100 million, will
enable us to convert a greater proportion of slab to hot rolled coil. This will increase the
value-added component of our output.
PORT KEMBLA’S BRANDED STEEL PRODUCTS –
NEW OPPORTUNITIES, NEW INNOVATIVE APPLICATIONS.
CLEAN POWER // Our XLERPLATE®
steel plate is an essential component
of towers at new wind farm projects
such as the one at Lake Bonney, near
Mt Gambier in South Australia, pictured
right. Ted Lojszczyk, Sales Manager
in our Adelaide office, manages the
relationship with this customer. +
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 42
A range of domestic and export customers buy from Port Kembla Steelworks. Our own
downstream businesses are a major buyer. Key customers include the other two listed
Australian steel companies – OneSteel and Smorgon Steel – as well as other steel
product fabricators, pipe and tube manufacturers and general distributors. Our
customers benefited from strong economic activity in Australia during 2003/04. Prominent
export customers include Steelscape and California Steel of the United States, Dongkuk
Steel of South Korea, and Sahaviriya Steel Industries of Thailand.
During the year, the Port Kembla Steelworks produced a record 5.145 million tonnes of
raw steel, up from 5.049 million tonnes in the previous year – a result of higher usage of
scrap steel, improvements in plant reliability and increased iron production. The operation
achieved an ironmaking record 5.024 million tonnes due to improved blast furnace technology
and process control. The previous record of 4.985 million tonnes of iron was set in 1997/98.
New safety records were also achieved, with over one million hours worked without
lost time through injury. And in 2003/04, Port Kembla Steelworks celebrated a number of
milestones. We exported our 10 millionth tonne of slab, and marked 25 years of slabcasting.
As a result of improvements in furnace process speed and control, we also produced a
record 2.501 million tonnes of hot rolled coil, beating the previous 1995/96 record by 2.6
per cent. A new, five-year Enterprise Bargaining Agreement, covering the majority of
our workforce at the site, was concluded.
Progress was also made in environmental management – a priority area for Port Kembla
Steelworks. A sinter waste gas treatment plant commissioned in July 2003, which
captures and treats gas and dust emissions, has made a real difference to the
environment of the Illawarra region.
We have continued building premium steel brands for our hot rolled products. The successful
launch of XLERPLATE® (steel plate) and XLERCOIL® (hot rolled coil) has assisted us in
capitalising on new opportunities – the steel plate used in the wind towers shown on the
previous page is a good example.
AMAZING CAREERS // People such as
Alison Halstead, Development Officer
Ironmaking Technology at Port Kembla
Steelworks, above, and Melissa Hildreth,
Electric Arc Furnace Operator at North
Star BlueScope Steel, right, are building
careers in roles where, traditionally,
women have not been involved. +
+ PAGE 42
NORTH STAR BLUESCOPE STEEL PROVIDING GROUNDBREAKING
ROLES FOR EXPERT PEOPLE.
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 43
NUMBER ONE AGAIN. NORTH STAR BLUESCOPE STEEL RECORDED
ITS THIRD SUCCESSIVE WIN IN THE COVETED JACOBSEN SURVEY.
STRONG PARTNERSHIPS // Doug
Kovach, District Sales Representative
at our Delta, Ohio joint venture
is responsible for servicing the
account of Worthington Industries.
Worthington, the largest customer
of the business, operates on a
neighbouring site and receives rail
shipments of over one-third of the
hot rolled coil produced each year.+
NORTH STAR BLUESCOPE STEEL
This was also an outstanding year for North Star BlueScope
Steel, the Ohio-based Steelworks of which we hold 50 per cent.
Our joint venture partner is a subsidiary of Cargill Inc, one of
the world’s largest private companies. In 2003/04, North Star
BlueScope Steel was able to capitalise on strong pricing and
good customer relationships to achieve excellent results.
The business earned its third successive win in the coveted
Jacobsen Survey, again voted ‘number one flat rolled steel
supplier in North America’. The customers of this business
include Worthington Steel, which buys around one-third of
production, Steel Technologies, Kenwal Steel Corporation
and National Material.
Financial performance was helped by a healthy spread between
the cost of scrap raw material and the selling price of finished
steel products. A scrap related surcharge, introduced in January,
helped compensate for the rapid escalation of scrap costs.
In 2003/04, the operation achieved record production of 1.669
million tonnes, up 3.8 per cent from the previous year. Capital
developments have been completed which will allow annual
capacity to increase to 1.724 million tonnes over the coming year.
North Star BlueScope Steel, known in the steel industry as a
‘mini-mill’, uses leading-edge steelmaking technologies and
processes to produce new steel from scrap metal. The operation
uses the Electric Arc Furnace (EAF) steelmaking method.
from demolished buildings can also be recycled using the EAF
method. The process also utilises iron and other materials.
CASTRIP®
At the cutting edge of steelmaking is a new strip casting process,
based on technology pioneered by BlueScope Steel and our
Japanese partner IHI at Port Kembla Steelworks in the late 1980s
and 1990s. In 2000, the technology was sufficiently advanced
to attract Nucor, a large and innovative US company.
Nucor (47.5 per cent) joined with BlueScope Steel (47.5 per cent)
and IHI (Ishikawajima-Harima Heavy Industries – 5 per cent) to
form Castrip LLC – a joint venture company formed to license
and commercialise thin strip casting technology.
The Castrip® technology allows direct production of thin hot rolled
coil from liquid steel, bypassing slab casting and hot rolling. There
is also potential to replace cold rolling. The process, if proven
commercially, will be lower in investment and operating costs than
current technologies, with smaller scale plants and environmental
advantages.
Our partner, Nucor, is utilising the technology at its facility in
Crawfordsville, Indiana, USA. In 2003/04, Castrip moved closer to
commercialisation, with material from Nucor’s Crawfordsville facility
introduced to market. In June 2004, cumulative production exceeded
100,000 tonnes since the plant began operating in May 2002.
Inside the mini-mill’s two furnaces, electrodes produce an arc
similar to a lightning bolt. The energy from the arc melts the
scrap to produce new steel. Cars are a significant source of
scrap, but washing machines, refrigerators, bicycles and steel
The Castrip® process produces ultra-thin hot band gauges that
can compete with traditional cold rolled steel. During the year,
a gauge record was set. The Castrip plant produced steel sheet
down to a thickness of 0.84 mm.
+ PAGE 43
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 44
$59m
RECORD EBIT FOR
NEW ZEALAND STEEL
STEEL FROM SANDS // Karl Partridge a production supervisor for New Zealand Steel, is involved in the conversion
of iron-rich sands to a wide range of steel products. The unique black ironsands are mined by New Zealand Steel
on the west coast of the North Island. +
+ PAGE 44
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 45
GROWING MARKET // Buildings
such as this New Zealand school
demonstrate the growing demand
for steel building products in
New Zealand. +
+ NEW ZEALAND STEEL
Our New Zealand Steel business is a unique, fully integrated
operation based at Glenbrook, near Auckland. The business
covers the entire steel supply chain, mining iron-rich sands on
the west coast of the North Island, producing a wide range of
steel products, and running an extensive customer service network.
In 2003/04, a record 261,000 tonnes of product (44 per cent
of New Zealand Steel’s production) was sold into strong
domestic markets. The balance was sold into export
markets, utilising BlueScope Steel’s international
sales network.
The Steelworks produces iron from ironsands by electrical
melting. This iron is converted to steel using conventional basic
oxygen steelmaking, cast into slab, and processed to produce
hot rolled coil. New Zealand Steel adds value to hot rolled coil
through cold rolling, painting, metallic coating, plate, welded
beam and pipe making facilities.
New Zealand Steel specialises in servicing key niche
export markets, and maintains a broad portfolio of export
customers. Customer demand for New Zealand Steel
products continued to grow during the year. Building
approvals exceeded expectations, driven in part by
New Zealand’s immigration policies.
A new maintenance initiative will reduce down-time and
improve slab production in 2004/05. Unplanned maintenance
in the fourth quarter of 2003/04 marginally affected slab
production, resulting in a 1.3 per cent decrease for the year.
In 2003/04 the operation increased paint line production to
53,000 tonnes, up 10.9 per cent from the previous year. A metal
coating line expansion was implemented, and further work in
the first half of the new financial year is expected to deliver this
facility’s expected capacity increase of 11.3 per cent, to 230,000
tonnes per year. Due to these upgrade works, total metal coating
production was 197,000 tonnes, down 7.5 per cent from last year.
The New Zealand Steel management team was reshaped
during the year and is focused on achieving further
manufacturing improvements and maximising the market
potential of the business.
2003
$549m
2004
$560m
2002
$467m
2004
$59m
2003
$44m
SALES REVENUE
2002
$12m
EBIT
+ PAGE 45
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 46
ENORMOUS POTENTIAL, NEW EXPERTISE AND CAPABILITIES – NORTH AMERICA
IS AN EXCITING FRONTIER FOR BLUESCOPE STEEL.
+ NORTH AMERICA
COATED AND BUILDING PRODUCTS
In April 2004, BlueScope Steel purchased the former Butler
Manufacturing Company, creating this new business segment.
It is comprised of two businesses: the North American
Buildings Group and the Vistawall Group. Butler’s Directors
announced the Company was for sale in October 2003.
The acquisition by BlueScope Steel was completed on
27 April 2004 for A$277 million (net of cash acquired).
Acquisition of this business has helped fulfil our strategy to
increase the proportion of downstream (high value-added)
branded products we make and sell. Since acquisition, we
have worked to integrate the two businesses into our Company.
An integration team has been established in Dallas, Texas. We
are also well advanced in introducing BlueScope Steel’s policies
and procedures and in integrating information technology,
accounting and reporting, safety, environment and a range
of other systems.
NORTH AMERICAN BUILDINGS GROUP
The North American Buildings Group manufactures and
markets the renowned Butler® brand of pre-engineered
buildings (PEBs). These buildings are sold and erected by a
network of 1,100 Butler Builders, also a well-recognised brand
in North America. Starting life in the early 1900s with the iconic
Butler grain bin – still seen on many farms in the United States
– Butler® is now the market-leading brand for non-residential
PEBs in the United States, Canada and Mexico.
Today, Butler® buildings fulfil applications as diverse as
warehouses and distribution centres, schools, churches,
offices, restaurants and retail stores. Customers include major
retailers, such as Wal-Mart, manufacturers, transport and
logistics companies and government agencies.
A new management structure has been put in place for the
Buildings Group, introducing a regional reporting and profit
centre structure. Regional general managers, with accountability
for regional performance, have been appointed.
In June 2004, the Company announced that the high cost
manufacturing plant at Galesburg, Illinois, would close by
+ PAGE 46
mid calendar year 2005. Production at the plant – which
currently produces specialty components – will be moved to
another location in North America. These changes are
designed to lay the foundations for a turn-around in the
performance of the Buildings Group. After a prolonged
downturn in the US non-residential construction market,
Butler’s Buildings Group had suffered three years of financial
losses before being purchased by BlueScope Steel.
An improvement in non-residential construction activity in the
United States occurred during the first half of calendar 2004,
with Buildings Group despatches in May and June 2004 up
strongly over the same period in 2003. Higher steel prices and
a shortage of steel feedstock have presented challenges for
the Buildings Group since acquisition. The latter was partially
alleviated by sourcing steel products for the first time from
North Star BlueScope Steel and New Zealand Steel.
The North American Buildings Group also includes the R-Steel
business, which manufactures thermal panels (galvanised steel
embedded in an expanded polystyrene insulation), and Butler
Construction (BUCON), which works with major purchasers to
design, plan and construct large-scale building projects, in
conjunction with Butler Builders.
VISTAWALL GROUP
The Vistawall Group manufactures and markets extruded
aluminium and glass architectural products, including store-
fronts, curtain walls, doors, windows and skylights. The Group’s
other brands include Naturalite, Skywall and Moduline. Its
products are used in a range of non-residential building and
construction applications, including shopping centres, hotels,
motels, convention centres and office buildings.
Vistawall’s products are sold both independently, and as
part of a complete, turn-key Butler® building product offer.
The Vistawall business remained profitable throughout the
downturn in the US non-residential construction market. There
was a marked improvement in business for Vistawall in 2004,
with orders in May and June 2004 7 per cent higher than the
same period in 2003.
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 47
1,100
BUTLER BUILDERS
IN NORTH AMERICA
AWARD WINNER // Architect Jay Warren outside the Dallas
Convention Center. The redevelopment of the Center, which utilised
a Vistawall curtain wall system and entrances, won an architectural
award for Mr Warren's firm, HKS Architects. +
TWO GIANTS // Utah’s Rocky Mountains provide a dramatic backdrop to this 93,000 square metre Butler® pre-engineered
building – a Wal-Mart Distribution Center. PEBs of this size have been erected in just 28 working days. +
+ PAGE 47
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 48
The Directors photographed at New Zealand Steel, home of the market-leading Colorsteel® brand, during a Board meeting in March 2004. +
KEVIN McCANN
Non-Executive Director
(Independent),
Age 63, BA LLB (Hons), LLM
Director since: May 2002
Non-Partner Chairman of Partners
of Allens Arthur Robinson, a
national law firm. Was a Partner
of the firm from 1970 to 2004,
specialising in mergers and
acquisitions, mineral and
resources law and capital
markets transactions.
Currently Chairman of Healthscope
Limited, Origin Energy Limited,
Triako Resources Limited, and the
Sydney Harbour Federation Trust.
A Director of Macquarie Bank
Limited and member of the Defence
Procurement Advisory Board and
has served on the Boards of
Pioneer International Limited,
Ampol Limited and the State Rail
Authority of New South Wales. Also
a member of the Takeovers Panel.
Brings extensive legal expertise,
commercial experience as a
Director of a number of major
listed companies and experience
in corporate governance to the
Board.
TAN YAM PIN
Non-Executive Director
(Independent), Age 63,
BEc (Hons), MBA, CA
Director since: May 2003
Resides in Singapore. A
chartered accountant by
profession, was formerly
Managing Director of Fraser and
Neave Group, one of South-East
Asia's leading public companies,
and Chief Executive Officer of
its subsidiary company, Asia
Pacific Breweries Limited. A
Member of the Public Service
Commission of Singapore since
1990. Chairman of PowerSereya
Limited (Singapore) and is also
a member of the Supervisory
Board of the East Asiatic
Company Limited A/S (Denmark),
Keppel Land Limited (Singapore),
and International Enterprise
Singapore.
Brings extensive knowledge
of Asian markets, an area of
strategic importance to the
Company and has financial
and leadership skills that
complement the existing Board.
PAUL RIZZO
Non-Executive Director
(Independent),
Age 59, BCom, MBA
Director since: May 2002
A Director of National Australia
Bank Limited from September
2004. A member of the Advisory
Board of Mallesons Stephen
Jaques, Innovation Economy
Advisory Board for Victoria and
Chairman of Foundation for Very
Special Kids. Formerly Chief
Executive Officer and Dean,
Director and Professorial Fellow of
the Melbourne Business School.
Held positions as Group Managing
Director – Finance and
Administration of Telstra
Corporation Limited, Chief General
Manager – Retail Banking
Commonwealth Bank of Australia,
Chief Executive Officer of State
Bank of Victoria, and held a range
of senior executive positions at
Australia and New Zealand
Banking Group Limited.
Extensive financial experience is
valuable to the Board and in his
role as Chairman of the Audit
and Risk Committee.
DIANE GRADY
Non-Executive Director
(Independent), Age 56, BA (Hons),
MA (Chinese Studies), MBA
Director since: May 2002
A full time Non-Executive
Director of various companies
since 1994 and is currently a
Director of Woolworths Limited
and Wattyl Limited. Also a Trustee
of the Sydney Opera House, a
Director of the Australian Institute
of Management (New South Wales)
and a Governor of Ascham School.
As a former Partner with
McKinsey & Co, spent 15 years
consulting to clients in a broad
range of industries on strategic
and organisational issues.
In Australia, led the firm's
marketing, retailing and
consumer goods practice
and was a global leader
of McKinsey's Change
Management Centre.
Contributes expertise in areas
of strategy and organisational
performance and development.
+ PAGE 48
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 49
BLUESCOPE STEEL
BOARD OF DIRECTORS
AN EXPERIENCED TEAM, WITH
THE VISION TO SHAPE OUR FUTURE
JOHN CRABB
Non-Executive Director
(Independent), Age 64
Director from May 2002
to July 2004
Was Managing Director and
Chief Executive Officer of
Simsmetal Limited from 1988
until 2002. Joined the Simsmetal
Group in 1965 and held a variety
of management positions with
the group. Chairman of Capral
Aluminium Limited.
Resigned: 28 July 2004.
KIRBY ADAMS
Managing Director and Chief
Executive Officer, Age 48, BSc
(Industrial Eng), MBA
Director since: May 2002
Appointed Managing Director
and Chief Executive Officer of
BlueScope Steel Limited in July
2002. Joined the BHP group in
1995 and held various positions
including President BHP Services,
Group General Manager and
Chief Executive Officer BHP
Service Companies, and
Corporate General Manager
Planning and Development.
Current Chairman of the
International Iron and
Steel Institute.
GRAHAM KRAEHE AO
Chairman (Independent),
Age 61, BEc
Director since: May 2002
RON McNEILLY
Deputy Chairman (Independent),
Age 61, BCom, MBA, FCPA
Director since: May 2002
Has extensive background
in manufacturing and was
Managing Director and Chief
Executive Officer of Southcorp
Limited from 1994 to February
2001. Currently Chairman of the
National Australia Bank and a
board member of Djerriwarrh
Investments Limited. Former
Non-Executive Director of News
Corporation and Brambles.
Brings skills and experience in
manufacturing management and
in companies with substantial and
geographically diverse industrial
operations. Experience with a
wide range of organisations is
relevant for his role as Chairman
of the Board.
Deputy Chairman of the Board
with over 30 years’ experience in
the steel industry. He joined BHP
in 1962, and until 2002 held various
positions with the BHP (now BHP
Billiton) Group, including Executive
Director and President BHP
Minerals, Chief Operating Officer,
Executive General Manager and
Chief Executive Officer BHP
Steel. In the latter role, gained
practical experience of many
of the businesses that today
comprise BlueScope Steel.
Chairman of Melbourne Business
School Limited and Ausmelt
Limited, Deputy Chairman of
Worley Group Limited, and a
director of Alumina Ltd. Also
Vice President of the Australia
Japan Business Cooperation
Committee and a member of
the Council on Australia Latin
America Relations.
+ PAGE 49
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 50
+ DIRECTORS’ REPORT
FOR THE YEAR ENDED 30 JUNE 2004
The Directors of BlueScope Steel Limited ("BlueScope Steel") present their
report on the consolidated entity ("BlueScope Steel Group") consisting of
BlueScope Steel Limited and its controlled entities for the financial year
ended 30 June 2004.
PRINCIPAL ACTIVITIES
During the year the principal continuing activities of the BlueScope Steel
Group, based principally in Australia, New Zealand, China, Asia and North
America, were:
a. Manufacture and distribution of flat steel products;
b. Manufacture and distribution of metallic coated and painted
steel products; and
c. Manufacture and distribution of steel building products.
In addition, the BlueScope Steel Group extended its principal activities
to include:
d. Design and manufacture of pre-engineered steel buildings and building
solutions through the acquisition of Butler Manufacturing Company.
SIGNIFICANT CHANGES IN STATE OF AFFAIRS
The following significant events occurred during the year:
a. On 17 November 2003, following shareholder approval, the Company
changed its name from BHP Steel Limited to BlueScope Steel Limited.
b. On 27 April 2004, the BlueScope Steel Group acquired Butler Manufacturing
Company, a steel pre-engineered buildings and building components
business with operations in North America and China. The acquisition
cost $277 million (net of cash acquired) and is consistent with BlueScope
Steel’s long-term strategy to grow downstream branded products and
building solutions.
c. The BlueScope Steel Group is progressing a range of growth initiatives
aimed at expanding the manufacture and distribution of metallic coating and
painted steel products. The following projects are progressing to schedule:
- Vietnam: the construction of a new metallic coating (capacity: 125,000
tonnes) and painting (capacity: 50,000 tonnes per annum) facility. The
facility will cost approximately $160 million and is expected to commence
operation in early calendar year 2006;
- Thailand: installing a second metallic coating line (capacity: 200,000 tonnes
per annum) at the Map Ta Phut plant. The facility will cost approximately
$80 million and is expected to commence operations mid calendar year
2005; and
- China: a new metallic coating (capacity: 250,000 tonnes per annum) and
painting (capacity: 150,000 tonnes per annum) facility. The facility will cost
approximately $280 million and is expected to commence operation in mid
calendar year 2006.
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
The following matters or circumstances have arisen since 30 June 2004 that
have significantly affected, or may significantly affect, the BlueScope Steel
Group operations, results or state of affairs in future financial years.
a. On 1 July 2004 BlueScope Steel Group completed a debut debt raising
in the US private placement market totalling US$300 million with terms
of seven years (US$100 million) and 10 years (US$200 million).
b. On 28 July 2004, the Board approved an investment of approximately
$100 million to increase the nominal capacity of the Hot Strip Mill at Port
Kembla from 2.4 to 2.8 million tonnes per annum. The upgrade is expected
to be completed in the first quarter of financial year 2006/2007.
DIVIDENDS
BlueScope Steel paid a fully franked interim dividend of 12 cents per share
in March 2004 to its shareholders. On 19 August 2004, it was announced that
the Directors have declared a final fully franked dividend of 18 cents per
share, which is to be paid on 18 October 2004 (record date 5 October 2004)
to shareholders. The Directors have also declared a fully franked special
dividend of 10 cents also payable on 18 October 2004.
+ PAGE 50
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 51
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
REVIEW AND RESULTS OF OPERATIONS
Sales Revenue
Hot Rolled Products
New Zealand Steel
Coated and Building Products Australia
Coated and Building Products Asia
Coated and Building Products North America
Corporate and Group
Intersegment eliminations
Other Revenue
Operating Revenue/EBIT
Net unallocated expenses
Profit from ordinary activities before income tax
Income tax expense
Profit from ordinary activities after income tax expense
Net profit attributable to outside equity interest
Net profit attributable to members of BlueScope Steel
Earning per Share (cents)
SEGMENT REVENUES
2003
$M
SEGMENT REVENUES
2004
$M
SEGMENT RESULTS
2003
$M
SEGMENT RESULTS
2004
$M
2,625.5
548.6
2,728.3
568.6
–
715.9
(1,914.8)
30.0
5,302.1
2,731.5
560.2
2,883.5
689.1
191.5
669.0
(1,986.7)
31.5
5,769.6
471.2
44.4
118.5
84.0
–
(101.8)
(5.2)
611.1
(17.5)
593.6
(120.9)
472.7
(21.0)
451.7
57.1
565.1
58.5
196.7
100.2
(8.8)
(61.7)
(32.1)
817.9
(14.5)
803.4
(201.6)
601.8
(17.7)
584.1
77.8
The BlueScope Steel Group has achieved strong financial results for the
second consecutive year, delivering a net profit of $584.1 million and
earnings per share of 77.8 cents.
The company’s revenue increased $467.5 million to $5,769.6 million, primarily
due to additional despatch volumes and product mix, and improved price
being partly offset by a reduction in the A$ denominated value of sales, due
to the strengthening of the Australian dollar.
Net profit after tax increased $132.4 million to $584.1 million. This improvement
was due primarily to higher international and domestic steel prices, and higher
product despatches. These were partly offset by higher raw material and
operating costs, and the net impact of a higher AUD/USD on US$ denominated
revenues and costs.
Every reporting segment contributed to BlueScope Steel Group’s improved
performance. Earnings contributions of the Hot Rolled Products segment
increased as a result of stronger hot rolled coil and slab pricing and product
despatching. However, higher hot rolled coil and slab feed costs in the second
half of the year compressed margins in our downstream Australian Coated and
Building segment which otherwise delivered a very positive year on year result.
There was a marked improvement in the New Zealand Steel business with the
New Zealand domestic market remaining strong. In Asia, BlueScope Steel
continues to grow with sales revenue from this segment increasing 21%
to $689 million and EBIT of $100 million for the first time.
Butler Manufacturing Company, the world’s premier manufacturer of pre-
engineered buildings, was acquired in April 2004 bringing a new suite of building
and construction products to our Company in China and North America.
The Company commenced a number of growth initiatives, principally a new
China coating and painting facility, new Vietnam coating and painting facility
and a second Thailand coating line.
LIKELY DEVELOPMENTS AND EXPECTED RESULTS
During financial year 2004/05, the Company will continue to work on
improving those factors within its control.
The Company’s domestic and export markets continue to be strong. Steel
slab and hot rolled coil demand continues to be high, with a tightening of
markets globally. With increasing demand for steel worldwide, the Company
expects steel prices will remain attractive through the first half of financial
year 2004/05. China continues to play a pivotal role in global steel industry
supply and demand although the direct impact on our sales is currently less
that 5%. The Company remains optimistic about the economic prospects in
China and Asia generally.
The Company will experience significantly higher raw material costs for iron
ore, coking coal, energy and coating metals of aluminium, zinc and tin during
financial year 2004/05, together with higher rates on marine freight.
The Company is increasing its research and technology spending by 30% to
$40 million in financial year 2004/05 to further advance its competitive edge
and increasing its spending on repairs and maintenance by a further $40
million to ensure its increased production capacity and asset lives are
protected and extended.
The continued focus on monetary policy as well as elections in both the US and
Australia will also add to uncertainty for these economies and exchange rates.
Overall, the Company is experiencing a strong start to financial year 2004/05,
however, it is too early to be more definitive regarding the Company’s full
year results.
+ PAGE 51
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 52
INFORMATION ON DIRECTORS
The following were Directors for the year: Graham John Kraehe, AO
(Chairman), Ronald John McNeilly (Deputy Chairman), Kirby Clarke Adams
(Managing Director and Chief Executive Officer), John Crabb, Diane Jennifer
Grady, Harry Kevin (Kevin) McCann, Paul John Rizzo and Tan Yam Pin.
Particulars of the skills, experience, expertise and special responsibilities
of the Directors are set out on pages 48-49 and form part of this report.
Mr Crabb resigned as a Director of BlueScope Steel on 28 July 2004.
Laurence Mandie, BSc (Hons), LLB (Hons)
Laurence Mandie joined BlueScope Steel in 2002. He is responsible for the
legal affairs of the Market & Logistics Solutions businesses, and corporate
functions such as finance and IT, as well as being a company secretary for
the group. Mr Mandie joined BlueScope Steel from Freehills, a national law
firm, where he had worked in the Mergers & Acquisitions group and as
Acting General Counsel and Company Secretary of Pasminco Limited.
INFORMATION ON COMPANY SECRETARIES
Michael Barron, Chief Legal Officer and Company Secretary, BEc, LLB, ACIS
Michael Barron joined BlueScope Steel in 2002. He is responsible for the
legal affairs of BlueScope Steel and for Company Secretarial matters. Prior
to joining BlueScope Steel, Mr Barron held the position of group general
counsel of Orica Limited where he was employed for 16 years, holding a
variety of legal positions in Australia and overseas. His responsibilities at
Orica Limited included membership of the executive team and management
of the company secretarial, corporate affairs and internal audit functions.
Lisa Nicholson, BSc, LLB, Grad Dip CSP
Lisa Nicholson joined BlueScope Steel in May 2004. She is responsible for
Company Secretarial matters for BlueScope Steel and its subsidiaries. Prior
to joining BlueScope Steel Limited, Ms Nicholson worked in the company
secretariat department of Coles Myer Ltd for 3 years with responsibility for
compliance reporting, director-related parties and company policies. She
has also worked as a corporate lawyer for companies such as Lend Lease
Employer Systems Ltd and DaimlerChrysler Australia/Pacific Pty Ltd.
PARTICULARS OF DIRECTORS' INTERESTS IN SHARES
AND OPTIONS OF BLUESCOPE STEEL LIMITED
Director
G J Kraehe
K C Adams*
J Crabb
D J Grady
H K McCann
R J McNeilly
P Rizzo
Y P Tan
Ordinary shares
Share rights
104,190
902,212
41,572
30,432
20,131
512,239
22,657
131
0
1,448,800
0
0
0
0
0
0
* Kirby Adams’ current holding of BlueScope Steel Limited Ordinary shares has no connection with
any BlueScope Steel Limited executive remuneration program and such shares have been
acquired with his own funds.
MEETINGS OF DIRECTORS
The attendance of the current Directors at Board and Board Committee meetings from 1 July 2003 to 30 June 2004 is as follows:
BOARD MEETINGS
COMMITTEE MEETINGS
G J Kraehe
K C Adams
J Crabb
D J Grady
H K McCann
R J McNeilly
P Rizzo
Y P Tan
A
12
12
12
12
12
12
12
12
B
12
12
12
12
12
12
12
12
Audit and Risk
Remuneration and
Organisation Committee
A
*
*
*
*
7
7
7
*
B
*
*
*
*
6
7
7
*
A
6
*
*
6
*
6
*
1(1)
B
6
*
*
6
*
6
*
1
Health, Safety
& Environment
B
A
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
5
Nomination
A
2
*
2
2
2
2
2
2
B
2
*
2
2
2
2
2
2
(1) Mr Tan was appointed to the Remuneration and Organisation Committee at the Board meeting on 17 May 2004, which was prior to the Committee meeting on the same day.
All Directors have held office for the entire 2003/04 financial year. Mr Crabb resigned as a director of BlueScope Steel on 28 July 2004.
A = number of meetings held during the period 1 July 2003 to 30 June 2004 during the time the Director was a member of the Board or the Committee as the case may be.
B = number of meetings attended by the director from 1 July 2003 to 30 June 2004 while the director was a member of the Board or the Committee as the case may be.
* = not a member of the relevant Committee, however Directors who are not members of the relevant Committee often attend meetings.
The Non-Executive Directors met once during the 2003/04 financial year without the presence of management.
+ PAGE 52
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 53
NON-EXECUTIVE DIRECTORS' REMUNERATION
Fees and payments to Non-Executive Directors reflect the demands which
are made on, and the responsibilities of, the Directors. The Board has
determined to review Non-Executive Directors’ fees and payments annually.
The Board has sought the advice of an expert external remuneration
consultant to ensure Non-Executive Directors’ fees and payments reflect
their duties and are in line with the market. The Chairman’s fees are
determined independently to the fees of other Non-Executive Directors,
based on comparative roles in the external market. The Chairman is not
present at any discussions relating to determination of his own remuneration.
Non-Executive Directors do not receive share rights. Non-Executive Directors
are expected to accumulate over time a shareholding in the Company at
least equivalent in value to their annual remuneration. Non-Executive
Directors are required to salary sacrifice a minimum of 10% of their remuneration
each year to purchase BlueScope Steel shares (instead of cash fees), which
are acquired on-market. Shareholders approved this arrangement at the
Annual General Meeting in November 2003, and Non-Executive Directors
commenced participation in this arrangement in January 2004.
The current remuneration of Non-Executive Directors was last reviewed
with effect from 1 January 2004. The Chairman and Deputy Chairman’s
remuneration is inclusive of Board Committee fees. Other Non-Executive
Directors who chair a Board Committee receive additional yearly fees and
members of the Audit and Risk Committee also receive an additional yearly
fee. Mr Tan (a resident of Singapore) receives a travel and representation
allowance recognising his involvement in representing the Board in
activities with BlueScope Steel’s Asian business and the significant travel
requirement imposed in respect of attendance at meetings.
Non-Executive Directors’ fees are determined within an aggregate
Directors’ fee pool limit, which is periodically recommended for approval
by shareholders. The maximum fee pool limit currently stands at $1,750,000
per annum (inclusive of superannuation).
Compulsory superannuation contributions on behalf of each Director are
paid in addition to the fees. Non-Executive Directors do not receive any
other retirement benefits.
Details of the remuneration for the year ended 30 June 2004 for each
Non-Executive Director of BlueScope Steel is set out in the following table.
Name
GJ Kraehe
Base Committee Fee Non-monetary Superannuation
Fee $
$
331,712
Allowance $
_
Total
$
19,070 358,009
benefits $
7,227
RJ McNeilly
167,365
J Crabb
DJ Grady
116,058
116,058
HK McCann
116,058
PJ Rizzo
YP Tan
127,742
121,827
_
12,827
15,269
7,327
20,154
9,769
–
–
–
–
–
–
12,286 179,651
10,832 139,717
10,832 142,159
10,347 133,732
– 147,896
10,842 142,438
SENIOR EXECUTIVES' REMUNERATION
BlueScope Steel’s remuneration policy is directed at underpinning a high
performance organisation. The focus of its remuneration strategy is on
performance and accountability. Executive remuneration packages are
designed to support the delivery of outstanding returns for shareholders by
aligning performance-related reward with the value delivered to shareholders.
To compete, BlueScope Steel must be able to attract and retain the very best
talent that is available within the global steel industry, while maintaining
shareholder value. Our remuneration strategy enables BlueScope Steel to:
- Compete for executive talent by providing competitive remuneration; and
- Maintain an appropriate ‘at risk mix’ in total remuneration to ensure
BlueScope Steel delivers superior performance and grows shareholder value.
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
The Company complies with the legal requirements applicable to shareholder
approval for participation in equity-based executive remuneration plans.
Shareholder approval is sought for any shares or share rights to be granted
to its Executive Director.
The reward structure combines base salary, short-term and long-term
incentive plans and post-retirement benefit arrangements. The cost and
value of components of the remuneration package are considered as a
whole and are designed to ensure an appropriate balance between fixed
and variable performance-related components, linked to short-term and
long-term objectives and to reflect market competitiveness. Details of the
policy applied in each component are outlined below.
BASE SALARY
Base salaries are quantified by reference to the scope and nature of an
individual's role, performance, experience and market data. Base salary
drives the ultimate delivery of total remuneration including both short-term
and long-term incentive targets.
Market data is obtained from external sources to determine the market
value of positions.
INCENTIVE PLANS
The Short-Term Incentive Plan is an annual ‘at risk’ cash bonus scheme.
Goals are established for each participant under the following categories:
Shareholder Value Delivery – financial performance measures are used
including Net Profit After Tax, Cash Flow, and Earnings Before Interest and Tax.
Zero Harm – safety and environmental performance measures, including
Lost Time Injury Frequency Rates, Medical Treatment Injury Frequency Rates
and environmental measures.
Business Excellence – performance measures for the financial year ending
30 June 2004 were focused on delivery performance, days of inventory and
the cost of poor quality product.
Strategy – implementation of specific initiatives.
Executives have a weighting of 60% of their bonus on the Shareholder
Value measures.
For executives, target bonus levels range from 20% of base salary to 100%
of base salary and are set to reflect market competitiveness. For outstanding
results, participants may receive up to 150% of their target bonus amount.
The Long-Term Incentive Plan is an award of share rights to eligible executives.
Eligibility, performance hurdles and quantity of share rights awarded is at the
discretion of the Board. This decision is made annually taking into account the
annual business performance results. No financial assistance is provided to
executives in respect of any tax liability or costs arising from the exercising
of share rights.
Executives are expected to accumulate over time a shareholding in the
Company. For senior executives this shareholding is expected to be at least
equivalent in value to their annual base salary.
POST-RETIREMENT BENEFITS
BlueScope Steel operates superannuation funds in Australia, New Zealand
and North America for its employees. In these locations there are a
combination of defined benefit and accumulation type plans.
Contributions are also made to other international superannuation plans
for employees outside of Australia, New Zealand and North America.
OTHER BENEFITS
Additionally, executives are eligible to participate in an annual health
assessment program designed to ensure that executives have their health
status reviewed on a regular basis.
+ PAGE 53
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 54
DETAILS OF SENIOR EXECUTIVES' (INCLUDING EXECUTIVE DIRECTOR'S) REMUNERATION
The following information represents the annual salary for the year ended 30 June 2004 for the top six executives and the Managing Director and CEO.
Name
EXECUTIVE DIRECTOR
KC Adams
Managing Director and CEO 3
EXECUTIVES
LE Hockridge
President Industrial Markets
KJ Fagg
President Market and Logistics Solutions
BG Kruger
Chief Financial Officer
NH Cornish
President Australian Building
and Manufacturing Markets
M Courtnall
President Asian Building
and Manufacturing Markets
IR Cummin
Executive Vice President Human
Resources (from 1/9/03)
Cash Salary
and Fees
$
PRIMARY
At Risk Cash
Bonus2
$
Non-monetary
benefits
$
POST-EMPLOYMENT
Superannuation
EQUITY
Share Rights1
Sub total
$
$
$
Total
$
1,391,346
1,990,000
7,227
3,388,573
204,528
815,218
4,408,319
612,500
560,000
17,325
1,189,825
90,038
320,806
1,600,669
525,385
370,000
1,554
896,939
73,608
282,882
1,253,429
494,338
430,000
7,794
932,132
71,578
247,623
1,251,333
456,153
330,000
37,535
823,688
66,546
242,733
1,132,967
405,095
320,000
13,040
738,135
59,040
199,569
996,744
322,500
320,000
–
642,500
45,000
71,256
758,756
1. Valuation of equity remuneration in the form of share rights granted, excludes the effect of tenure risk. For each award, total fair value is pro-rated over the award period, from grant date to expected vesting date.
2. Refer to page 53 for details of the at risk cash bonus (Short-Term Incentive Plan). Amounts reflect the estimated annual cash bonus for the 12 months to 30 June 2004 based on actual performance.
Actual annual cash bonus amounts will be paid in September 2004.
3. Mr Adams has elected to take his short term incentive payment in the form of shares in the Company, under the Share Purchase Plan approved by Shareholders on 12 November 2003.
MANAGING DIRECTOR AND CHIEF EXECUTIVE OFFICER –
OUTLINE OF EMPLOYMENT CONTRACT
Outlined below are the key terms and conditions of employment contained
within the employment contract for Kirby Adams, the Managing Director
and Chief Executive Officer.
Kirby Adams’ employment contract, commenced on 1 July 2002. He receives
an annual base pay of $1,350,000. This amount is reviewed on an annual
basis in accordance with the Board's senior executive salary review policy.
In addition, Mr Adams is eligible to participate in the Short-Term Incentive
Plan and, subject to shareholder approval, Long-Term Incentive Plan awards.
Mr Adams may terminate the contract by giving three months’ written
notice, upon which he is entitled to his annual base pay, which has been
accrued but not paid up to the date of termination, plus any vested awards
under the Long-Term Incentive Plan, and any other payments which he is
eligible for under the Short-Term Incentive Plan. The company may
terminate the contract by giving one months’ written notice (or a payment in
lieu of notice based on Mr Adams’ annual base pay) and a gross termination
payment equal to 24 months of Mr Adams’ annual base pay, plus any
applicable Short-Term Incentive Plan and Long-Term Incentive Plan awards,
and reimbursement for the reasonable costs of relocation from Australia to
the United States of America. The company may also terminate the contract
on 30 days’ notice in the event of serious misconduct or a serious breach of
the contract. In this event, Mr Adams is only entitled to his annual base pay
which has accrued but not been paid up to the date of termination plus any
vested Long-Term Incentive Plan awards.
+ PAGE 54
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 55
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
SHARE RIGHTS GRANTED TO EXECUTIVE DIRECTORS AND THE MOST HIGHLY REMUNERATED OFFICERS
The Company has implemented performance-based executive plans
incorporating the granting of share rights.
The following share rights have been granted.
A. JULY 2002 AWARD
Nominated executives were awarded share rights in BlueScope Steel Limited
in lieu of the awards that would otherwise have been made under BHP Billiton
Limited's Long Term Incentive Plans in October 2001. For this award a once-only
increase equivalent to an additional 50% of the value of the award was made.
This once-only increase was to recognise that, but for the Steel separation, the
nominated employees would have been eligible for an award under the BHP
Billiton Limited's Long Term Incentive Plans in October 2001, and the first
performance period under the BlueScope Steel Long Term Incentive Plan will
be shorter than the three year period usually adopted under BHP Billiton Limited's
plans. A Share Right is a right to acquire an ordinary share in BlueScope Steel
Limited at a later date, subject to the satisfaction of certain performance criteria.
Performance Period
Under the July Award there are two potential performance periods.The first
performance period commenced on 15 July 2002 and ends on 30 September
2004. The Board will determine whether there will be a second performance
period. If such a determination is made, the second performance period will
commence on 15 July 2002 and end on 30 September 2005.
Vesting
The proportion of share rights that vest at the end of the relevant performance
period will be determined by the Company's performance measured in terms
of Total Shareholder Return (‘TSR’), relative to the TSR of the companies in
the ASX/S&P 100 index at the award grant date. The TSR performance hurdle,
and percentages of share rights that become exercisable on meeting the
performance hurdle is as follows:
TSR PERFORMANCE HURDLE FIRST PERFORMANCE PERIOD % OF SHARE RIGHTS THAT VEST SECOND PERFORMANCE PERIOD % OF SHARE RIGHTS THAT VEST
80th – 100th percentile
70th – < 80th percentile
60th – < 70th percentile
50th – < 60th percentile
< 50th percentile
100%
90%
70%
50%
50%
50%
50%
50%
50% of share rights awarded will lapse and 50% will be carried
over to a second performance period at the Board's discretion
None – all unvested share rights will lapse immediately.
Exercise Price
The share rights awarded in July 2002 comprised both nil priced and market
priced share rights. The exercise price established for the Market Priced
share rights was based on the volume weighted average price of the
BlueScope Steel Limited shares sold under the sale facility at the time of the
demerger from BHP Billiton and BlueScope Steel shares on the Australian
Stock Exchange during the first five trading days. Selected executives
received share rights with a nil exercise price.
DETAILS OF THE JULY 2002 AWARD
Grant Date
Exercise Date
Market Price Share Rights Nil Priced Share Rights
25 July 2002
25 July 2002
From 30 September 2004
From 30 September 2004
Latest Expiry Date
25 July 2007
Share rights Granted
14,335,000
Number of Participants
at Grant Date
105
99
$2.85
Number of Current
Participants
Exercise Price
Fair Value Estimate
at Grant Date1
Share rights Lapsed
since Grant Date
31 March 2006
2,800,300
12
11
nil
$5,734,000
$3,276,351
976,170
194,900
1 External valuation advice from PricewaterhouseCoopers Securities Limited has been used to
determine the value of the Executive share rights at grant date. The valuation has been made using
the Binomial Option Pricing Model using standard option pricing inputs such as the underlying stock
price, exercise price, expected dividends, expected risk-free interest rates and expected share price
volatility. In addition, specific factors in relation to the likely achievement of performance hurdles
and employment tenure have been taken into account. Currently, these fair values are not recognised
as expenses in the financial statements. However, were these grants to have been expensed they
would have been amortised over the vesting period resulting in an estimated increase in employee
benefits expense of $4.2 million for the 2004 (2003: $3.8 million) financial year. Note that no
adjustments to these amounts have been made to reflect actual forfeiture of shares.
B. SEPTEMBER 2002 PLAN
Executives were awarded share rights over ordinary shares in BlueScope
Steel Limited. These share rights are subject to achievement of performance
criteria and other terms on which they were awarded.
Performance Period
The performance period commenced on 1 October 2002 and ends
on 30 September 2005.
Vesting
The proportion of share rights that vest at the end of the relevant performance
period will be determined by the Company's performance measured in terms
of Total Shareholder Return (‘TSR’), relative to the TSR of the companies in
the ASX/S&P 100 index at the award grant date. The TSR performance
hurdle, and percentages of share rights that become exercisable on meeting
the performance hurdle is as follows:
TSR PERFORMANCE HURDLE
% OF SHARE RIGHTS THAT VEST
80th – 100th percentile
70th – < 80th percentile
60th – < 70th percentile
51st – < 60th percentile
< 51st percentile
100%
90%
70%
50%
None – all unvested share rights
will lapse immediately
Exercise Price
The exercise price for all share rights in the September award is nil.
+ PAGE 55
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 56
Restriction on Sale of Shares
The executive cannot sell the shares acquired under this award prior
to 30 September 2007. Furthermore, any executive who resigns during the
two-year holding period forfeits any shares acquired under this award.
DETAILS OF THE SEPTEMBER 2002 AWARD
Grant Date
Exercise Date
Expiry Date
Share rights Granted
Number of Participants at Grant Date
Number of Current Participants
Exercise Price
Fair Value Estimate at Grant Date1
Share rights Lapsed since Grant Date
Nil Priced Share Rights
30 September 2002
From 1 October 2005
30 September 2006
4,645,100
118
116
Nil
$4,552,198
191,600
1 External valuation advice from PricewaterhouseCoopers Securities Limited has been used to
determine the value of the Executive share rights at grant date. The valuation has been made using
the Binomial Option Pricing Model using standard option pricing inputs such as the underlying stock
price, exercise price, expected dividends, expected risk-ree interest rates and expected share price
volatility. In addition, specific factors in relation to the likely achievement of performance
hurdles and employment tenure have been taken into account. Currently, these fair values are not
recognised as expenses in the financial statements. However, were these grants to have been
expensed they would have been amortised over the vesting period resulting in an estimated
increase in employee benefits expense of $1.5 million for the 2004 (2003: $1.1 million) financial year.
Note that no adjustment to this amount has been made to reflect actual forfeiture of shares.
C. SEPTEMBER 2003 PLAN
Executives were awarded share rights over ordinary shares in BlueScope
Steel Limited. These share rights are subject to achievement of performance
criteria and other terms on which they were awarded.
Performance Period
The performance period commenced on 1 October 2003 and ends
on 30 September 2006.
Vesting
The proportion of share rights that vest at the end of the relevant performance
period will be determined by the Company's performance measured in terms
of Total Shareholder Return (‘TSR’), relative to the TSR of the companies in the
ASX/S&P 100 index at the award grant date. The TSR performance hurdle,
and percentages of share rights that become exercisable on meeting the
performance hurdle is as follows:
TSR PERFORMANCE HURDLE % OF SHARE RIGHTS THAT VEST
75th – 100th percentile
100%
51st – < 75th percentile
< 51st percentile
A minimum of 52% plus a further 2% for
each percentage ranking. Any unvested SRs
will be carried over to be assessed
at subsequent performance periods.
All SRs will be carried over to be assessed
at subsequent performance periods.
If the performance hurdles are not met at the end of the first performance
period (or are only partially met), four subsequent performance periods will
apply. The subsequent performance periods commence on 1 October 2003
and end on 31 March 2007, 30 September 2007, 31 March 2008 and
30 September 2008 respectively.
+ PAGE 56
Exercise Price
The exercise price for all share rights in the September 2003 award is Nil.
DETAILS OF THE SEPTEMBER 2003 AWARD
Grant Date
Exercise Date
Expiry Date
Nil Priced share rights
24 October 2003 (All executives
excluding MD & CEO)
13 November 2003 (MD & CEO)
From 1 October 2006
30 September 2008
Share rights Granted
2,511,600
Number of Participants at Grant Date
Number of Current Participants
Exercise Price
Fair Value Estimate at Grant Date1
Share rights Lapsed since Grant Date
144
143
Nil
$6,887,769
24,800
1 External valuation advice from PricewaterhouseCoopers Securities Limited has been used to
determine the value of the Executive share rights at grant date. The valuation has been made
using the Binomial Option Pricing Model using standard option pricing inputs such as the underlying
stock price, exercise price, expected dividends, expected risk-free interest rates and expected
share price volatility. In addition, specific factors in relation to the likely achievement of performance
hurdles and employment tenure have been taken into account. Currently, these fair values are
not recognised as expenses in the financial statements. However, were these grants to have
been expensed they would have been amortised over the vesting period resulting in an estimated
increase in employee benefits expense of $1.6 million for the 2004 financial year. Note that no
adjustment to this amount has been made to reflect actual forfeiture of shares.
Share rights granted to Directors and the top six senior executives during
the financial year ended 30 June 2004 were as follows:
NAME
NUMBER
TOTAL FAIR
VALUE1 GRANTED
$
EXERCISE PRICE
PER SHARE
$
Directors
K C Adams
Executives
L E Hockridge
K Fagg
B G Kruger
N Cornish
M Courtnall
I Cummin
273,300
97,100
82,600
77,700
71,200
64,000
94,700
860,895
313,633
266,798
250.971
229,976
208,981
305,881
Nil
Nil
Nil
Nil
Nil
Nil
Nil
1 External valuation advice from PricewaterhouseCoopers Securities Limited has been used to
determine the value of the Executive share rights. The valuation has been made using the Binomial
Option Pricing Model using standard option pricing inputs such as the underlying stock price,
exercise price, expected dividends, expected risk-free interest rates and expected share price
volatility. In addition, the likely achievement of performance hurdles of the share rights have
been taken into account.
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 57
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
ENVIRONMENTAL REGULATION
The Company’s values document, Our Bond and Health, Safety, Environment
and Community (‘HSEC’) Policy sets out the philosophy of the BlueScope
Steel Group with respect to the environment. The Company seeks to
continuously improve its performance by reducing and preventing pollution
and taking account of changing community expectations and evolving
scientific knowledge. A copy of Our Bond is available on BlueScope
Steel’s website – www.bluescopesteel.com
The BlueScope Steel Group has continued to focus on ensuring its systems are
robust and that environmental responsibilities are managed. The international
standard of ISO 14001 provides a framework for the Company’s environmental
management system. By 31 December 2003 all then existing BlueScope Steel
Group sites had attained certification to this standard. On 2 July 2004, an
external audit of the environmental management system at the Port Kembla
Steelworks located in New South Wales, Australia confirmed compliance
with ISO 14001. Acquisitions over the second half of the financial year have
resulted in new sites coming into the company. The BlueScope Steel Group
also has underway construction activities at a number of greenfield and
brownfield sites. The Company intends that its environmental management
system will be implemented at these sites.
The Company notified relevant authorities of 76 breaches of environmental
regulations occurring in the Company’s operations in Australia during the
reporting period. During the financial year, the Company was fined $70,500
under the Protection of the Environment Operations Act 1997 (NSW) (‘PEO
Act’) over an incident at the Port Kembla Steelworks in October 2001 that
caused contamination of Allans Creek, a fish kill and air emissions.
The Company was prosecuted by the NSW Department of Environment and
Conservation in relation to one Tier 2 offence under the PEO Act for failure
to maintain equipment following emissions to air arising from a loss of
power to the Port Kembla Steelworks in March 2003. A fine of $70,000 was
received in respect of that prosecution after the close of the financial year.
The Port Kembla Steelworks has entered into voluntary agreements with the
NSW Environment Protection Authority to investigate possible land contamination
of two areas within its site, the No.2 Steelworks and the recycling area.
The investigations have not revealed any immediate concerns however,
they have indicated areas that need to be investigated further.
BlueScope Steel periodically publishes reports concerning its environmental
performance and proposes to issue a 2004 Health, Safety, Environment and
Community Report prior to the end of the 2004 calendar year. The report will
provide further details on the Company’s environmental performance.
INDEMNIFICATION AND INSURANCE OF OFFICERS
BlueScope Steel has entered into Directors’ and Officers’ insurance policies
and paid an insurance premium in respect of the insurance policies, to the
extent permitted by the Corporations Act 2001. The insurance policies cover
former Directors of BlueScope Steel along with the current Directors of
BlueScope Steel (listed on pages 48 and 49). Executive officers and employees
of BlueScope Steel and its related bodies corporate are also covered.
In accordance with Rule 21 of its Constitution, BlueScope Steel, to the maximum
extent permitted by law, must indemnify any current or former Director or Secretary
of BlueScope Steel or any of its subsidiaries, against all liabilities (and certain
legal costs) incurred as such a Director or Secretary by a person, including a
liability incurred as a result of appointment or nomination by BlueScope Steel or
subsidiary as a trustee or as a Director, officer or employee of another corporation.
The current Directors of BlueScope Steel have each entered into an Access,
Insurance and Indemnity Deed with BlueScope Steel. The Deed addresses
the matters set out in Rule 21 of the Constitution and includes, among other
things, provisions requiring BlueScope Steel to indemnify a Director to the
extent to which they are not already indemnified as permitted under law,
and to use its best endeavours to maintain an insurance policy covering a
Director while they are in office and seven years after ceasing to be a Director.
The Directors have not included details of the nature of the liabilities covered
or the amount of the premium paid in respect of the Directors’ and Officers’
liability insurance contract, as (in accordance with normal commercial
practice) such disclosure is prohibited under the terms of the contract.
In respect of executive officers, under rule 21 of the Company’s Constitution
the Company, to the maximum extent permitted by law, may indemnify current
or former executive officers of the Company or any of its subsidiaries, against
all liabilities (and certain legal costs) incurred as such an executive officer to a
person, including a liability incurred as a result of appointment or nomination by
the Company or subsidiary as a trustee, or as a director, Officer or employee
of another corporation.
Under the terms of the agreement for the acquisition of Butler
Manufacturing Company, the Company undertook to assume Butler
Manufacturing's commitments to indemnify, and maintain insurance in
respect of, former Directors and officers of Butler Manufacturing against
liabilities incurred by them as Directors and officers, to the extent permitted
by Delaware law.
PROCEEDINGS ON BEHALF OF BLUESCOPE STEEL
As at the date of this report, there are no leave applications or proceedings
brought on behalf of BlueScope Steel under section 237 of the Corporations
Act 2001.
ROUNDING OF AMOUNTS
BlueScope Steel is a company of a kind referred to in Class Order 98/0100,
issued by the Australian Securities and Investments Commission, relating
to the ‘rounding off’ of amounts in the Directors’ Report. Amounts in the
Directors' Report have been rounded off in accordance with that Class
Order to the nearest hundred thousand dollars.
AUDITOR
Ernst & Young was appointed as auditor for BlueScope Steel at the 2002
Annual General Meeting.
This report is made in accordance with a resolution of the Directors.
G J KRAEHE, AO CHAIRMAN
K C ADAMS MANAGING DIRECTOR AND CEO
Melbourne 18 August 2004
+ PAGE 57
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 58
+ 2004 CORPORATE GOVERNANCE STATEMENT
INTRODUCTION
The Board operates in accordance with a set of corporate governance policies which take into account relevant best practice recommendations including the
ASX Corporate Governance Council Principles of Good Corporate Governance and Best Practice Recommendations (“ASX CGC Recommendations”). The Board
considers that BlueScope Steel complies with the requirements in the ASX CGC Recommendations.
For ease of reference, the table below notes those ASX CGC Recommendations that deal with information to be disclosed in the Corporate Governance Statement
and indicates where they can be found in this report.
DISCLOSURE REQUIRED BY THE ASX CGC RECOMMENDATIONS
REFERENCE
Functions reserved to the Board and those delegated to management
See Role of the Board on page 59
Skills experience and expertise relevant to the position of Director
See Information on Directors on pages 48, 49
Names of Directors considered by the Board to constitute independent
Directors and BlueScope Steel’s relevant thresholds
See Independent Non-Executive Directors on page 60
Procedure for independent professional advice
See Access to information and independent advice on page 60
Directors’ terms of office
Names of the Nomination Committee members and attendance
Composition of Board Chairperson and role of Chairman and Managing
Director and Chief Executive Officer
Code of conduct for Directors and executives
Securities Trading Policy
Audit and Risk Committee members and their qualifications
Audit and Risk Committee meetings and attendance
See Information on Directors on pages 48, 49
See Nomination Committee and Board Meetings
of Directors on pages 64 and 61
See Role and Composition of the Board on pages 59 and 60
See Guide to Business Conduct on page 65
See Share ownership and dealing on page 65
See Audit and Risk Committee on page 63
See Board Meetings of Directors on page 61
Financial statements sign-off and structure of Audit and Risk Committee
See Audit and Risk Committee on page 63
Procedures for ASX disclosure requirements
Shareholder communications strategy
Attendance of external auditor
Risk oversight committee
Risk management and internal controls
Performance evaluation
Company’s remuneration policies and disclosure
Remuneration and Organisation Committee members and attendance
See Shareholders on page 59
See BlueScope Steel’s website www.bluescopesteel.com
See the External audit on page 65
See Audit and Risk Committee on page 63
See Internal audit on page 63
See Performance evaluation on page 62
See Directors’ remuneration and Non-Executive Directors’
remuneration on page 62
See Remuneration and Organisation Committee and Board Meetings
of Directors on pages 64 and 61
Retirement benefits for Non-Executive Directors
Company code of conduct
See Directors’ remuneration on page 62
See Guide to Business Conduct on page 65
BlueScope Steel is a global organisation, with businesses operating in many
countries, including Australia, New Zealand, the United States, China and
throughout Asia. Entities within the BlueScope Steel Group must, therefore,
comply with a range of varying legal, regulatory and governance requirements.
The Board places great importance on the governance of BlueScope Steel
and, in particular, the need to focus on carrying out prudent risk-taking
activities which achieve a balance between:
- the generation of rewards for shareholders who invest their capital;
- the supply of goods and services of value to the BlueScope Steel’s global
customers; and
- the provision of safe and meaningful employment for employees in a way
which contributes to the welfare of the community.
This Corporate Governance Statement outlines the key aspects and
mechanisms of the Company’s governance framework, which were
established, and are continually reviewed, by the Board.
Summaries of the policies and charters (and a copy of the Audit and Risk
Committee charter) referred to in this Corporate Governance Statement
are available on BlueScope Steel’s website – www.bluescopesteel.com
+ PAGE 58
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 59
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
SHAREHOLDERS
THE BOARD OF DIRECTORS
A fundamental role in the governance of BlueScope Steel is performed by
shareholders who elect the Board. In accordance with BlueScope Steel’s
Constitution, one-third of the Directors must retire each year by rotation
and are subject to re-election.
The Board’s task is to govern on behalf of all shareholders. The Board
recognises that, to carry out this role, shareholders must receive high
quality relevant information in a timely manner. BlueScope Steel’s
arrangements for communicating with its shareholders are summarised on
BlueScope Steel’s website www.bluescopesteel.com. Timely disclosure of
relevant information will facilitate an efficient, competitive and informed
market in BlueScope Steel’s shares.
BlueScope Steel is subject to continuous disclosure obligations under the
Listing Rules of the Australian Stock Exchange, which are supplemented
by Australian corporations legislation. Subject to some limited exceptions,
under the continuous disclosure requirements, BlueScope Steel must
immediately notify the market, through the Australian Stock Exchange
of any information which a reasonable person would expect to have a
material effect on, or lead to a substantial movement in, the price or value
of its shares.
To achieve these objectives and satisfy the regulatory requirements,
the Board provides information to shareholders and the market in several
ways, including:
- Communicating with all shareholders in annual reports and financial
statements, releases of results to the Australian Stock Exchange each
half year and at BlueScope Steel’s Annual General Meeting;
- Releasing price sensitive announcements and other relevant significant
announcements directly to the market via the Australian Stock Exchange.
Copies of these announcements are immediately placed on BlueScope
Steel’s website – www.bluescopesteel.com;
- Conducting briefings with analysts and institutions from time to time – in
doing so, BlueScope Steel recognises the importance of making sure that
any price sensitive information provided during these briefings is made
available to all shareholders and the market at the same time and in
accordance with the requirements of the Australian Stock Exchange
and the Australian Securities and Investments Commission; and
- Providing information on BlueScope Steel’s website, which contains
extensive information about the BlueScope Steel Group and its activities,
including statutory reports and investor information.
BlueScope Steel has a Market Disclosure Committee, comprising the
Chairman, the Managing Director and Chief Executive Officer, the Chief
Financial Officer, Company Secretary, the Vice-President, Investor Relations
and the Executive Vice-President, Corporate Affairs, to monitor and assess
all significant information which may require disclosure. The Company
Secretary is responsible for providing announcements to the Australian
Stock Exchange. A summary of BlueScope Steel’s Continuous Disclosure
Policy is available on BlueScope Steel’s website – www.bluescopesteel.com.
ROLE OF THE BOARD
The Board is responsible for the effectiveness of governance practices and the
overall management and control of all entities within the BlueScope Steel Group.
The Board has developed and adopted a Charter that sets out:
- Its specific powers and responsibilities;
- The matters specifically reserved to the Board and those delegated
to the Managing Director and Chief Executive Officer; and
- Procedures aimed at ensuring the effective operation of the Board.
Matters reserved to the Board include those relating to:
• Values and standards – setting the Company’s values and standards
of conduct and monitoring adherence to these standards, in the interests
of the Company’s shareholders, employees, customers, suppliers and the
communities in which it operates and, generally, safeguarding the reputation
of the Company;
• Leadership – providing leadership of the Company within a framework
of prudent and effective controls which enable risk to be assessed
and managed;
• Direction and objectives – setting the Company’s direction, strategies and
financial objectives and being satisfied that the necessary financial and
human resources are in place for the Company to meet its objectives;
• Performance assessment – ensuring that the performance of management,
and the Board itself, is regularly assessed and monitored;
• Compliance – monitoring compliance with regulatory and ethical standards;
and
• Appointing Managing Director – appointing, terminating and reviewing
the performance of the Managing Director and Chief Executive Officer.
A summary of the Board Charter is available at BlueScope Steel’s
website – www.bluescopesteel.com
The Board has delegated responsibility for the day-to-day operation and
administration of the BlueScope Steel Group to the Managing Director and Chief
Executive Officer, Mr Kirby Adams. The Executive Leadership Team assists the
Managing Director and Chief Executive Officer in the day-to-day management
of the business. The levels of authority for management are documented in
detail in a Delegation of Authority Policy established under the Board Charter.
The Delegation of Authority Policy is readily available on the Company’s intranet
to all employees, along with detailed guidelines setting the internal approvals
that must be obtained in order to enter into specific transactions.
The roles of the Chairman, and the Managing Director and Chief Executive
Officer are separate.
During the financial year the Board reviewed the operation of the delegations
to the Managing Director and Chief Executive Officer under the Board Charter
and the Delegation of Authority Policy and made some modifications to improve
the operation of the policy and increased the authority of the Managing
Director and Chief Executive Officer for the conduct of certain transactions.
The Board has approved a risk management programme that is being adopted
progressively throughout BlueScope Steel. The programme involves identification
and assessment of significant risks and rating of the effectiveness of
associated controls. Mitigation strategies are developed and implemented.
Periodic reports are made to the Board on progress with this work and the
Audit and Risk Committee reviews selected detailed business risk reports.
+ PAGE 59
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 60
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
Access to information and independent advice
Directors are entitled to full access to the information required to discharge
their responsibilities, including access to executives of the BlueScope
Steel Group.
The Board (as well as Board Committees and individual Directors) may also
obtain independent professional advice, at the expense of the Company, in
carrying out their responsibilities, including in the absence of BlueScope
Steel’s management, where they consider it appropriate to do so.
Procedures have been adopted to set out the practical steps by which
independent professional advice is to be obtained.
The Board is assisted by the Company Secretary, who advises on the
management of meetings, the implementation of governance procedures
and compliance with regulatory requirements.
Composition of the Board
For the 2003/04 financial year, the Board comprised eight Directors, including
seven independent Non-Executive Directors and one Executive Director (the
Managing Director and Chief Executive Officer). Since 28 July 2004, with the
resignation of John Crabb, there are six Non-Executive Directors.
The Board collectively brings significant commercial, business, operational,
financial, legal and international experience in a range of industries. The
Directors all bring skills and expertise which, in aggregate, combine to form
a Board which is equipped to discharge its responsibilities. For the Directors’
biographies, their term of office and information about their skills, experience
and qualifications relevant to their position please refer to pages 48 and 49.
BlueScope Steel’s Constitution and the Listing Rules of the Australian Stock
Exchange require that no member of the Board (other than the Managing
Director and Chief Executive Officer) may serve for more than three years
without being re-elected by shareholders at an Annual General Meeting of
BlueScope Steel. Also, one-third of the Directors (not including the Managing
Director and Chief Executive Officer) must retire, and are eligible to be re-elected
by the shareholders at each Annual General Meeting. The Managing Director
and Chief Executive Officer serves as a Director until he ceases to be the Chief
Executive Officer. At the 2004 Annual General Meeting, Ron McNeilly and
Diane Grady will stand for re-election.
Where the Board appoints a person as a Director (rather than the shareholders),
that person must resign at the Annual General Meeting following their
appointment and seek approval of shareholders to continue as a Director.
Independent Non-Executive Directors
The Board, excluding the Director in question, assesses the independence
of each Non-Executive Director at least annually in light of the interests
disclosed by that Director, as part of its overall commitment to standards
of corporate governance in line with best practice.
The Board believes that independence is one important attribute of an
effective Non-Executive Director. Other important attributes include
business acumen and experience, an inquiring mind and personal integrity.
In addition, the Board as a whole must work together effectively to combine
and leverage the skills, knowledge and experience of its members to provide
leadership to BlueScope Steel in generating value for shareholders and
meeting the expectations of other stakeholders. The work of the Board must
be supported by robust structures and processes that facilitate depth and
breadth of understanding of BlueScope Steel’s business, foster open and
constructive debate, define roles and responsibilities clearly and ensure
proper compliance with laws.
The governance process implemented by the Board has been designed,
as a whole, to address all of these issues in a manner that will maximise
the contribution of the Board to the success of the business.
In assessing the independence of a Non-Executive Director, consideration
is given to the underlying purpose behind each of the specific relationships
identified as relevant to independence (see below), and the overall purpose
of independence.
The Board considers that the overall purpose of independence is to ensure
that a Director does not have a relationship where there are, or are
perceived to be, matters which could materially interfere with the Director:
• Making decisions on matters that regularly come before the Board
or its committees;
• Objectively assessing information and advice given, or obtained,
by management;
• Setting policy for general application across the BlueScope Steel group
of companies; and
• Generally, carrying out the performance of his or her role as a Director, or
which could inhibit free Board discussion of matters coming before the Board.
The Board considers all of the circumstances relevant to a Director, in
determining whether the Director is free from any interest and any business
or other relationship which could, or could reasonably be perceived to,
materially interfere with the Director’s ability to act in the best interests of
BlueScope Steel. Amongst the circumstances considered by the Board are
a range of factors, including the relations described in Box 2.1 of the ASX
CGC Recommendations.
In determining whether a sufficiently material relationship (as described in
Box 2.1 of the ASX CGC Recommendations) exists between BlueScope Steel
and a third party, the Board has regard to all the circumstances of the
relationship, including, among other things:
• expenses/revenues – the proportion of a class of expenses or revenues that
the relationship represents to both BlueScope Steel and the third party;
• strategic importance – the strategic importance to BlueScope Steel’s
business of the goods or services purchased or supplied by BlueScope Steel;
• uniqueness of services – the extent to which the services supplied are
integral to the operation of BlueScope Steel’s business, including the extent
to which the services provided are unique and not readily replaceable;
• goods/services – the nature of the goods or services;
• transaction – the nature of the transaction; and
• value – the value of the transaction to BlueScope Steel and the other party
to the transaction.
+ PAGE 60
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 61
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
Materiality is considered from the perspective of both BlueScope Steel
and its Directors.
The Board considers that each Non-Executive Director is independent when
assessed on the criteria above, taking into account all relevant matters and
relationships of the particular Non-Executive Director. Relevantly, the
Board’s reasons include:
- Mr Kraehe is the Non-Executive Chairman of the National Australia Bank
Limited, a supplier of banking services and funding facilities. The National
Australia Bank Limited forms part of a consortium of eleven banks providing
funding to the BlueScope Steel Group. Decisions required by the consortium
are by majority of the banks (as a minimum). Having considered the goods
and services supplied by the National Australia Bank Limited and the materiality
criteria set out above, the Board considers that this relationship is not material
for the purpose of independence. Mr Kraehe does not participate in any
decisions regarding transactions with the National Australia Bank Limited.
- Mr McCann was a partner of Allens Arthur Robinson from 1974 until 30 June
2004, a national law firm, which is one of a number of law firms that provide
legal advisory services to BlueScope Steel. He will remain as a non-partner
Chairman of the firm until the end of the calendar year. Allens Arthur
Robinson is not the exclusive or primary provider of legal services to
BlueScope Steel and provides legal services to BlueScope Steel on normal
terms and conditions. The Board considers that, having regard to Mr McCann’s
role with the firm, the amount of the fees paid to Allens Arthur Robinson and
the nature of the services supplied, and based on the materiality criteria set
out above, Allens Arthur Robinson is not a material professional adviser for
the purposes of independence. The Board also notes that Mr McCann is
not involved in Allens Arthur Robinson providing legal advice to BlueScope
Steel or in selecting BlueScope Steel’s legal advisers.
- Mr Rizzo will become a Director of the National Australia Bank Limited,
a supplier of banking services and funding facilities, in September 2004.
Mr Rizzo will not participate in any decisions regarding transactions with
National Australia Bank Limited. Mr Rizzo is also a member of the Advisory
Board of Mallesons Stephen Jaques, a national law firm, which is one of a
number of law firms that provide legal advisory services to BlueScope Steel.
It is noted that Mallesons Stephen Jaques is not the exclusive or primary
provider of legal services to BlueScope Steel. The Board considers that,
having regard to Mr Rizzo’s role with the firm, the amount of the fees paid
to Mallesons Stephen Jaques and the nature of the services supplied, and
based on the materiality criteria set out above, Mallesons Stephen Jaques
is not a material supplier for the purposes of independence. The Board also
notes that Mr Rizzo is not involved in Mallesons Stephen Jaques providing legal
advice to BlueScope Steel or in selecting BlueScope Steel’s legal advisers.
- None of Mr McNeilly, Mr Crabb, Ms Grady or Mr Tan had any relationships
that required assessment for independence purposes.
Board succession planning and training
The Board is conscious of the need to ensure that proper processes are
in place to deal with succession issues at Board level. This will require the
Board periodically to assess the skill-set necessary to meet the BlueScope
Steel Group’s demands.
The Board has established a Nomination Committee, chaired by Mr Graham
Kraehe, and comprising all the Non-Executive Directors.
Newly appointed Directors receive appropriate induction and training. This
includes management briefings to familiarise themselves with the significant
operations of the BlueScope Steel Group. Arrangements are made for new
Directors to visit BlueScope Steel’s major operational sites at Port Kembla
and Western Port. New Directors also receive briefing materials, which
include minutes of recent Board meetings and copies of fundamental Board
and Company policies.
Each Non-Executive Director has received a formal letter of appointment
setting out the expectations and time commitments, among other things,
required of them.
Board meetings
During the 2003/2004 financial year, the Board has met 12 times to review
matters such as the financial performance of the BlueScope Steel Group,
current trading and key business initiatives, and the BlueScope Steel
Group’s strategy, budget and business plans. Included in the Board’s
schedule was a separate meeting held to specifically consider BlueScope
Steel’s Group strategy.
Procedures are also in place to ensure that Directors can meet to consider
and decide urgent matters, as and when they arise.
Materials for Board and Board committee meetings are circulated to the
Directors in advance. The agenda for meetings is formulated with input from
the Managing Director and Chief Executive Officer, the Chairman and the
Executive Leadership Team. Directors are free to nominate matters for
inclusion on the agenda for any Board or Board Committee meeting.
The Chairman regularly requests a member of the Board, review the conduct
of the Board meeting at its conclusion.
Members of senior management frequently make presentations to the Board,
and telecommunication technologies may be utilised to facilitate participation.
In the 2003/04 financial year, Board meetings have been held in various
locations, including in Melbourne (where BlueScope Steel’s head office is
located), Sydney, Asia (home to our various Asian operations), New Zealand
(home to the New Zealand Steel operations), Port Kembla (home to BlueScope
Steel’s integrated steelworks operations in Australia) and Western Port (home
to BlueScope Steel’s major steel rolling and coating operations in Australia).
The Board has a programme to meet at various sites in Australia, Asia and
the United States during the remainder of 2004 and in 2005.
Meetings without management
The Non-Executive Directors hold occasional meetings without
the presence of management.
Conflicts of interest
The Board is conscious of its obligations to ensure that Directors avoid
conflicts of interest (both real and apparent) between their duty to
BlueScope Steel and their own interests. The Board has adopted a
procedure to ensure that conflicts and potential conflicts of interest are
disclosed to the Board. Where a matter is to be considered by the Board,
the Chairman (or where the Chairman has a conflict or potential conflict, the
Deputy Chairman) in consultation with Company Secretary may implement
procedures to avoid the Director with the interest acting or being perceived
to act in conflict with his or her duties to BlueScope Steel. The Company
Secretary maintains a register of Directors’ interests.
+ PAGE 61
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 62
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
Directors’ remuneration
Under BlueScope Steel’s Constitution the maximum remuneration payable
by the company for the services of Non-Executive Directors in total is
$1,750,000 per annum. Shareholder approval is required to increase this
amount. The total remuneration paid to the Non-Executive Directors in the
financial year ended 30 June 2004 was well under the maximum amount
provided in the Constitution.
Non-Executive Directors receive remuneration based on membership of the
Board, and for chairing Board committees. Non-Executive Directors do not
receive any performance-based incentives and are not entitled to any
retirement benefits. Details of remuneration paid to the Non-Executive
Directors are listed in the Directors’ Report on page 53.
Non-Executive Directors are expected to accumulate over time a
shareholding equivalent in value to their annual fee. At the 2003 Annual
General Meeting of BlueScope Steel, shareholders approved a
Non-Executive Director Share Plan, under which Non-Executive Directors
are required to receive part of their remuneration as BlueScope Steel
shares (rather than cash).
For equity-based remuneration available to executive Directors or
executives, shareholder approval will be sought as required by the
Corporations Act 2001 or the ASX Listing Rules. At the 2004 Annual General
Meeting, shareholder approval will be sought to permit Mr Adams to
participate in BlueScope Steel’s Long-Term Incentive Plan. Awards under
equity-based remuneration plans are only made in accordance with the
performance thresholds set out in the terms of those plans (the relevant
thresholds are described further in the Directors’ Report on page 56).
PERFORMANCE EVALUATION
Board
The Board reviews its effectiveness and individual performance regularly.
In its Corporate Governance Statement last year, the Board foreshadowed
that it would undertake its first review of Board effectiveness towards the
end of the 2003/2004 financial year after approximately two years of working
together. The Board has now completed this review utilising an expert
external consultant. Interviews were conducted with each Board member
and with senior management and additional feedback was gathered by
completion of a detailed (confidential) questionnaire. The review concluded
that the Board is functioning well with an appropriate mix of skills and
experience on the Board and effective working relationships amongst Board
members and between the Board and management.
The Nomination Committee has also reviewed the performance of individual
Directors seeking re-election.
Board Committees
The Charter of each BlueScope Steel Board Committee requires the
Committee to regularly review its performance and, where necessary, make
recommendations to the Board for improving the committee’s effectiveness.
During the financial year each Board Committee conducted a formal review
of its performance that involved seeking feedback from Committee members,
management and other regular Committee participants such as, in the case
of the Audit and Risk Committee, the external auditors.
Executives
All BlueScope Steel executives are subject to annual performance planning
and review.
The annual performance planning and review involves a key executive being
evaluated by their immediate superior, usually the Managing Director and
Chief Executive Officer. The executive is assessed against:
- achievement of financial goals;
- completion of key job specifications and goals;
- achievement of other specific business objectives; and
- contribution towards specific business plan objectives.
In assessing a key executive’s performance, the Managing Director and
Chief Executive Officer may consult with the Chairman. The outcomes of
performance reviews are reported to the Remuneration and Organisation
Committee, which has overall responsibility for ensuring that performance
management processes are in place for all key executives. The
Remuneration and Organisation Committee (formerly the Remuneration
Committee) considers executive remuneration.
The Remuneration and Organisation Committee also considers the overall
amount of any short-term incentive to be provided to eligible executives, and
reviews and approves the specific amount of any short-term incentive bonus
award to particular senior executives. This takes into account the overall
performance of BlueScope Steel against a range of measures, and the
contribution made by a particular executive.
The Chairman and the Board conduct the performance evaluation of the
Managing Director and Chief Executive Officer. The evaluation of the
Managing Director and Chief Executive Officer involves an assessment
of a range of factors including the overall performance of BlueScope Steel
and the achievement of specific pre-determined goals.
BOARD COMMITTEES
Given the importance of certain matters to corporate governance, the Board
has established a number of committees to assist in the execution of its
responsibilities:
- the Audit and Risk Committee;
- the Remuneration and Organisation Committee
(formerly the Remuneration Committee);
- the Health, Safety and Environment Committee; and
- the Nomination Committee.
Other Committees of the Board may be formed from time
to time to deal with specific matters.
Each of the Board’s Committees operates under terms of reference (charters),
detailing their role and responsibilities. The charters contain a number of
common features, including the ability of a committee to obtain independent
professional advice at the expense of BlueScope Steel, the requirement for
reporting to the Board and periodic reviews of committee operations.
The number of Board Committee meetings held during the year ended
30 June 2004 and the attendance at those meetings by members is set
out in the Directors’ Report on page 52.
Regular reports of the Committees’ activities are provided to the Board
and minutes are circulated to all Directors.
+ PAGE 62
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 63
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
Audit and Risk Committee
The Audit and Risk Committee assists the Board in the effective discharge of
its responsibilities for financial reporting, internal controls, risk management,
internal and external audit and insurance (with the exception of Directors’
and Officers’ Liability Insurance).
The primary objectives of the Audit and Risk Committee, as set out
in its Charter, are to:
External reporting
• review of financial statements – review all published financial statements
which are required to be signed by Directors, prior to approval by the Board;
• review of reports – review the annual report and the Directors’ report to
the extent that such a report discusses the financial position or operating
results of BlueScope Steel;
• accounting policies – review and assess the appropriateness of BlueScope
Steel’s accounting policies and principles; compliance processes) review
and consider the processes used by management
to monitor and ensure compliance with laws, regulation and other
requirements relating to external reporting of financial information;
• regulatory changes – review proposed professional and regulatory
pronouncements regarding accounting policies and financial reporting
and assess their impact on BlueScope Steel.
Internal control and risk management
• risk management systems – consider whether BlueScope Steel has
effective risk management systems in place to review, assess and manage
business, financial and operational risk;
• internal controls – review and approve management’s programs and
policies which deal with the adequacy and effectiveness of internal controls
over BlueScope Steel’s business processes, including the determination of
financial statements;
• theft and fraud reports – receive reports concerning material actual and
suspected breaches of law, including fraud and theft and assess systems
to manage this risk;
• litigation and contingencies – review any litigation, claim or other
contingency which could have a material effect upon the financial position
or operating results of BlueScope Steel;
• superannuation plans – receive reporting concerning the accounting
treatment of BlueScope Steel’s superannuation plans and determine
questions of accounting treatment raised;
• related party transactions – review and monitor related party transactions
and assess their propriety.
External audit
• appointment/replacement – make recommendations to the Board on the
appointment, reappointment or replacement and remuneration of the
external auditor;
• terms of engagement – review and agree with the external auditor
the terms of engagement;
• effectiveness and independence – monitor the effectiveness
and independence of the external auditor;
• scope of audit – review the scope of the external audit with the external
auditor including identified risk areas and approve external audit plans;
• non-audit services – review and assess provision of non-audit services
by the external auditor;
• policies for non-audit services – develop policies for approval by the Board,
in respect of the provision of non-audit services by the external auditor;
• coordination with internal audit – ensure the external auditor
is coordinated with internal audit programs;
• external audit findings – review and monitor management’s responsiveness
to the external audit findings;
• external auditor meetings – on a regular basis meet with the external
auditor without the presence of management.
Internal audit
• appointment – approve the internal auditor;
• scope of audit and plan – review and assess the scope of the audit and the
internal audit plan, work program and resources and approve internal
audit plans;
• internal audit findings – review and monitor management’s responsiveness
to the internal audit findings;
• internal auditor meetings – on a regular basis meet with the internal auditor
without the presence of management.
Insurance
• insurance responsibility for reviewing and approving all aspects of the
company’s insurance programme except for the Directors’ and Officers’
Liability insurance, which is the responsibility of the Board.
A complete copy of the Audit and Risk Committee Charter is available
on BlueScope Steel’s website – www.bluescopesteel.com
The Audit and Risk Committee meets before the finalisation of all major
financial announcements of BlueScope Steel and, in any event, is required
to meet four scheduled times a year.
The Committee assists the Board with the implementation of the risk
management programme approved by the Board. The programme involves
identification and assessment of significant risks and rating of the
effectiveness of associated controls. Mitigation strategies are developed
and implemented. Periodic reports are made to the Board on progress with
this work and the Audit and Risk Committee reviews selected detailed
business risk reports.
As required by its charter, the Audit and Risk Committee is composed
entirely of independent Non-Executive Directors.
The members of the Audit and Risk Committee are Mr Paul Rizzo (Committee
Chairman), Mr Kevin McCann and Mr Ron McNeilly. In addition to their
experience of business, each member of the Committee brings particular
experience relevant to the functions of the Committee. Mr Rizzo has
significant financial management and reporting experience. Mr McNeilly
has an understanding of the industry in which BlueScope Steel operates
and Mr McCann has both financial and legal experience which is valuable
to the functioning of the Audit and Risk Committee.
All Board members are invited to attend meetings of the Audit and Risk
Committee, with standing invitations also extended (except for certain
consultations referred to above) to the Managing Director and Chief Executive
Officer, Chief Financial Officer and the external and internal auditors.
+ PAGE 63
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 64
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
Health, Safety and Environment Committee
The primary objectives of the Health, Safety and Environment Committee,
as set out in its Charter, are to:
• HSEC Policy adopt a Health, Safety, Environment and Community (HSEC)
• Managing Director selection selection of the Managing Director
and Chief Executive officer;
• Managing Director compensation compensation and all performance
related matters for the Managing Director and Chief Executive Officer; and
Policy and, as it considers necessary, recommend changes to that policy;
• executive termination payments termination payments
• compliance monitor BlueScope Steel’s compliance with the approved
to executive Directors.
HSEC Policy;
• HSEC standards assess the HSEC standards of BlueScope Steel;
• HSEC risks assess the operations of BlueScope Steel and make
recommendations for assessing, avoiding, eliminating, controlling
and minimising HSEC risks;
• legislation assess compliance by BlueScope Steel with applicable legislation;
• acceptable practices research and recommend the adoption of acceptable
HSEC practices in the industries in which BlueScope Steel operates;
• incident reporting receive reports concerning HSEC incidents within
BlueScope Steel; and
• implications consider HSEC issues that may have strategic, business
and reputational implications for BlueScope Steel.
The Chairman of the Committee for the 2003/04 financial year was
Mr John Crabb, an independent Non-Executive Director and because of
the importance of health, safety and the environment to BlueScope Steel’s
operations, all Directors are members of the Committee. The composition
of the Committee has been reviewed during the year and the Committee
resolved to maintain its existing membership. Following Mr Crabb’s resignation
as a Director of BlueScope Steel on 28 July 2004, the Board has appointed
Mr McNeilly as Chair of the Committee. The Health, Safety and Environment
Committee charter requires that the Committee meets at least four
scheduled times per year.
Remuneration and Organisation Committee
(formerly the Remuneration Committee)
The Remuneration and Organisation Committee assists the Board
in ensuring that BlueScope Steel:
• human resources strategy has a human resources strategy aligned to the
overall business strategy, which supports the BlueScope Steel Business
Charter Our Bond;
• practices and policies has remuneration policies and practices that are
observed and that enable it to attract and retain executives and Directors
who will create value for shareholders;
• remuneration and performance fairly and responsibly rewards executives
having regard to the performance of BlueScope Steel, the creation of value
for shareholders, the performance of the executive and the external
remuneration environment; and
• succession plans and implements the development and succession
of executive management and Directors.
The Remuneration and Organisation Committee has authority to advise the
Board on specific remuneration matters, as well as determining certain
matters. The specific areas of responsibility are human resources strategy,
remuneration policy, executive incentive and equity based plans, awards
under executive incentive and equity based plans, executive Directors and
senior management remuneration, performance management, succession
planning, termination, succession and Non-Executive Director remuneration.
The Board has ultimate authority over the following matters:
• contract variation changes to the remuneration or contract terms
of executive Directors;
• incentive plans the design of new equity plans or executive cash-based
incentive plans;
• incentive awards total level of award proposed from equity plans
or executive cash-based incentive plans;
+ PAGE 64
The Remuneration and Organisation Committee is composed entirely
of independent Non-Executive Directors.
The members of the Remuneration and Organisation Committee are
Ms Diane Grady (Committee Chairman), Mr Graham Kraehe and Mr Ron
McNeilly. All members of the Remuneration and Organisation Committee
are independent Non-Executive Directors. The committee meets at least
four scheduled times a year.
The Committee seeks advice and guidance, as appropriate, from the
Managing Director and Chief Executive Officer, and the Executive Vice
President Human Resources. It may also seek advice from external experts,
as appropriate, including in the absence of management of BlueScope Steel.
Information on BlueScope Steel’s remuneration policies in respect of the
costs and benefits of those policies and the link between remuneration paid
to Directors and executives and Company performance is detailed in the
Directors’ Report on pages 53 to 56.
Nomination Committee
The Nomination Committee of the Board is responsible for reviewing
the membership of the BlueScope Steel Board and for consideration of
candidates for membership of the Board. Mr Graham Kraehe chairs the
Committee. All Non-Executive Directors are members of the Committee.
The Board believes that the responsibilities of the Committee will be
performed most effectively if all Non-Executive Directors are involved.
Detailed work of the Committee may be delegated to a sub-committee.
The purpose of the Committee is to assist the Board in the effective discharge
of its responsibilities for ensuring that the Board is comprised of individuals
who are best able to discharge the responsibilities of Directors’ having
regard to the law and the highest standards of governance. This purpose
will be achieved by:
• required skills assessing the skills required on the Board;
• Board skills assessing the extent to which the required skills
are represented on the Board from time to time;
• review processes establishing processes for the review of the performance
of the Board as a whole and individual Non-Executive Directors; and
• Board candidates establishing processes for the identification of suitable
candidates for appointment to the Board.
Executive Leadership Team
BlueScope Steel’s Executive Leadership Team (ELT) is responsible to the
Managing Director and CEO for the day-to-day leadership and management
of BlueScope Steel as a whole. The ELT performs its role in consultation
with, and obtains guidance from the Board and Board committees.
The ELT’s specific responsibilities, include:
• BlueScope Steel corporate strategy developing and implementing
the strategic direction of the BlueScope Steel Group;
• business area strategies reviewing and developing strategies
for business areas;
• safety reviewing and developing safety strategy, high level processes
and procedures;
• capital expenditure reviewing and endorsing all capital proposals over
$5 million. The ELT recommends to the Board all capital proposals over
$25 million;
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 65
+ BLUESCOPE STEEL LIMITED DIRECTORS’ REPORT
• human resources reviewing and discussing human resource talent and
succession and developing human resource strategies and practices;
• policies and standards discussing and endorsing major policies and
standards that have been delegated to management by the Board in areas
such as Human Resources, Information Technology, Risk Management and
Finance; and
• performance reviewing company and business unit financial performance
and operational performance and agreeing any necessary actions.
The members of the Executive Leadership Team are Kirby Adams (Managing
Director and Chief Executive Officer), who is Chairman of the ELT, Lance
Hockridge (President Industrial Markets), Noel Cornish (President Australian
Building and Manufacturing Markets), Mike Courtnall (President Asian Building
and Manufacturing Markets), Kathryn Fagg (President Market and Logistics
Solutions), Brian Kruger (Chief Financial Officer) and Ian Cummin (Executive
Vice President Human Resources). The ELT meets monthly, generally at
BlueScope Steel sites.
ACCOUNTABILITY AND AUDIT
Internal control and risk management
The Board has overall responsibility for the BlueScope Steel Group’s
systems of internal control. These systems are designed to ensure effective
and efficient operations, including financial reporting and compliance with
laws and regulations, with a view to managing the risk of failure to achieve
business objectives. It must be recognised, however, that internal control
systems can provide only reasonable and not absolute assurance against
the risk of material loss.
The Board reviews the effectiveness of the internal control systems and risk
management on an ongoing basis, and monitors risk through the Audit and Risk
Committee (see the Audit and Risk Committee). The Board regularly receives
information about the financial position and performance of BlueScope Steel.
For annual and half-yearly accounts released publicly, the Managing Director
and Chief Executive Officer and the Chief Financial Officer sign-off to the Board:
- the accuracy of the accounts and that they represent a true and fair view, in
all material respects, of the BlueScope Steel Group’s financial condition and
operational results, and have been prepared in accordance with applicable
accounting standards; and
- that the representations are based on a system of risk management and internal
compliance and control relating to financial reporting which implements the
policies adopted by the Board, and that those systems are operating
efficiently and effectively in all material respects.
PricewaterhouseCoopers assists the Board by providing a comprehensive
internal audit service.
External audit
Ernst & Young are BlueScope Steel’s external auditors.
The lead audit partner and review partner of our external auditors rotate
every five years. The current lead audit partner and review partner were
first appointed for the 2001/02 audit of BlueScope Steel.
Non-audit work is prohibited, where independence may be compromised
or conflicts arise. Any proposal for the performance of permitted non-audit
related work by the auditor will require prior consultation with, and approval
of, the Chief Financial Officer for certain matters under $300,000 in value.
The Audit and Risk Committee must approve permitted services with a value
above this amount.
Representatives of Ernst & Young attend the Annual General Meetings of
BlueScope Steel and are available to answer questions from shareholders
as appropriate.
Share ownership and dealing
Details of shares in BlueScope Steel Limited held by Directors are set out
in the Directors‘ Report on page 52.
The Board has put in place a Securities Trading Policy covering dealings
in BlueScope Steel’s shares. The objective of the Policy is to ensure that
shareholders, customers and the business community have confidence that
Directors and senior management comply with the law and best practice in
corporate governance, and handle confidential information lawfully and with
integrity. The Policy highlights the restrictions imposed by Australian corporations
legislation on trading in BlueScope Steel shares and other entities' securities
at a time when a person has non-public price sensitive information.
Under the Policy, Directors and senior management are required to notify the
Company Secretary and obtain clearance before dealing in BlueScope Steel
Limited shares. Directors and senior management are prohibited from dealing
in BlueScope Steel Limited shares outside designated trading windows.
Any dealings in BlueScope Steel’s shares by a Director are reported to the
Board at its next meeting. The Australian Stock Exchange is notified of any
share dealings by a Director within five business days.
Corporate social responsibility
BlueScope Steel is committed to meeting high standards of compliance with
respect to its health, safety, environmental and community responsibilities,
which are essential to the way in which the BlueScope Steel Group
conducts its business.
Some of these important issues are the responsibility of the Health, Safety
and Environment committee. However, BlueScope Steel views these matters
as key issues, for which BlueScope Steel can have an impact in every aspect
of its operations and interactions within the communities in which it operates.
The Health, Safety, Environmental and Community Policy addressing these issues
can be found on BlueScope Steel’s website www.bluescopesteel.com
BlueScope Steel Guide to Business Conduct
BlueScope Steel Limited has a Guide to Business Conduct which provides
an ethical and legal framework for all employees in the conduct of
BlueScope Steel’s business. The Guide defines how the BlueScope Steel
Group relates to its customers, employees, shareholders and the community.
At the core of the Guide to Business Conduct is the desire to build trust between
BlueScope Steel and these stakeholders, through the implementation of
principles of legal compliance and proper process; fair competition; the
application of industry best practice to the health, safety and well-being
of BlueScope Steel’s employees; a focus on long-term benefits rather than
short-term advantage for individuals; cooperation, driven by BlueScope
Steel’s belief in people and teamwork; and respect for the diverse range
of people and cultures.
The Guide to Business Conduct provides a common behavioural framework
for all BlueScope Steel’s employees, irrespective of their specific job, direct
employer or location around the world.
The Guide to Business Conduct applies to all employees of BlueScope Steel.
It also applies to the activities of Non-Executive Directors, to extent that the
provisions of the Guide are relevant to a Director’s conduct in relation
to BlueScope Steel.
Political contributions
BlueScope Steel does not contribute funds to any political party, politician,
or candidate for public office. It may, however, incur costs for attendance at
events hosted by a political party for briefing purposes or for the purpose of
meeting and having dialogue with political figures and contributes to the public
debate of policy issues that may affect it in the countries in which it operates.
+ PAGE 65
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 66
+ CONCISE FINANCIAL REPORT
30 JUNE 2004
EXPLANATORY STATEMENT TO THE CONCISE FINANCIAL REPORT
BlueScope Steel Limited legally separated from the BHP Billiton Group on 22 July 2002, having listed on the Australian Stock Exchange on 15 July 2002.
For accounting purposes the effective separation date was 1 July 2002, and therefore the financial results for the previous corresponding 12 month period
to 30 June 2003 in this report reflect a complete 12 months’ results. However, certain cash flows associated with the separation were not complete until after
30 June 2002 and therefore cash flows from investing and financing activities in the previous corresponding period are not reflective of the underlying BlueScope
Steel Group which separated from the BHP Billiton Group. Where necessary these transactions have been highlighted in this report.
On 17 November 2003, the Company changed its name from BHP Steel Limited to BlueScope Steel Limited.
+ BLUESCOPE STEEL LIMITED CONSOLIDATED STATEMENT OF FINANCIAL PERFORMANCE
FOR THE YEAR ENDED 30 JUNE 2004
Revenue from ordinary activities
Changes in inventories of finished goods and work in progress
Raw materials and consumables used
Employee benefits expense
Depreciation and amortisation expenses
Diminution in value of non-current assets
External services
Freight on external despatches
Carrying amount of non-current assets sold
Other expenses from ordinary activities
Borrowing costs expense
Shares of net profits of associates and joint venture partnership accounted for using the equity method
Profit from ordinary activities before income tax expense
Income tax expense
Profit from ordinary activities after income tax expense
Net profit attributable to outside equity interest
Net profit attributable to members of BlueScope Steel Limited
Decrease in retained profits on adoption of revised accounting standard: AASB 1028 ‘Employee Benefits’
Net increase (decrease) in foreign currency translation reserve
Total revenue, expenses and valuation adjustments attributable to members
of BlueScope Steel Limited recognised directly in equity
Total changes in equity other than those resulting from transactions with owners as owners
Basic earnings per share
The above consolidated statement of financial performance should be read in conjunction
with the accompanying notes and discussion and analysis.
Notes
7
5
2004
$M
5,769.6
1.7
(2,145.6)
(1,075.2)
(286.7)
(1.4)
(800.0)
(418.7)
(6.0)
(288.7)
(16.8)
71.2
803.4
(201.6)
601.8
(17.7)
584.1
–
12.7
12.7
596.8
Cents
77.8
2003
$M
5,302.1
36.1
(2,029.3)
(1,031.9)
(270.1)
(12.6)
(734.7)
(410.0)
(4.5)
(298.7)
(22.0)
69.2
593.6
(120.9)
472.7
(21.0)
451.7
(2.8)
(77.9)
(80.7)
371.0
Cents
57.1
+ PAGE 66
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 67
+ BLUESCOPE STEEL LIMITED DISCUSSION AND ANALYSIS OF CONSOLIDATED STATEMENT OF FINANCIAL PERFORMANCE
FOR THE YEAR ENDED 30 JUNE 2004
DISCUSSION AND ANALYSIS OF CONSOLIDATED STATEMENT
OF FINANCIAL PERFORMANCE
A breakdown of revenue and profit from ordinary activities before income
tax by reporting segment is set out in note 2.
Key points to note on revenue from ordinary activities are:
• The BlueScope Steel Group acquired Butler Manufacturing Company and
its controlled entities on 27 April 2004. In addition, a number of other minor
controlled entities were acquired during the year. These acquisitions
contributed an additional $237.5 million revenue for the year.
• Revenue from existing operations increased primarily due to higher steel
prices and higher product despatches, partly offset by the impact of a higher
AUD/USD on USD denominated revenues.
Key points to note on the profit from ordinary activities before income
tax expense are:
• Earnings before interest and tax (EBIT) increased 34% from $611.1 million
to $817.9 million. This improvement was due primarily to higher international
and domestic steel prices, and higher product despatches. These were
partly offset by the higher raw material and operating costs, and by the net
impact of a stronger AUD/USD on USD denominated revenues and costs.
• The previous corresponding period included significant one-off costs
associated with changing the Company’s name to BlueScope Steel
($20.0 million) and improving the financial position of the Australian
and New Zealand defined benefit superannuation funds ($31.8 million).
INCOME TAX
The effective tax rate for the 12 months ended 30 June 2004
was 25.1% (2003: 20.4%).
Following a company-wide review of tax accounting practices the Company has:
- Recognised an under provision of deferred tax liabilities in relation to prior
period North Star BlueScope Steel income;
- Commenced tax effecting North Star BlueScope Steel's income;
- Recognised the tax benefit of certain carried forward tax losses in New
Zealand and Asia, reflecting increased certainty of recoverability; and
- Recognised an over provision for deferred tax liabilities at Port Kembla
Steelworks in relation to depreciable assets. As this related to timing
differences that existed prior to the acquisition of the Port Kembla
Steelworks in July 2002, the adjustment was made against net tangible
assets rather than benefiting tax expense.
These changes, together with the continued utilisation of unbooked tax
losses in New Zealand and utilisation of unbooked tax losses and tax
exemptions in certain Asian operations explain the difference from the
Australian tax rate of 30%.
+ PAGE 67
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 68
+ BLUESCOPE STEEL LIMITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT YEAR ENDED 30 JUNE 2004
Current assets
Cash assets
Receivables
Inventories
Other financial assets
Other
Total current assets
Non-current assets
Receivables
Inventories
Investments accounted for using the equity method
Other financial assets
Property, plant and equipment
Deferred tax assets
Intangible assets
Other
Total non-current assets
Total assets
Current liabilities
Payables
Interest bearing liabilities
Current tax liabilities
Provisions
Other
Total current liabilities
Non-current liabilities
Interest bearing liabilities
Deferred tax liabilities
Provisions
Total non-current liabilities
Total liabilities
Net assets
Equity
Parent entity interest
Contributed equity
Reserves
Retained profits
Total parent entity interest
Outside equity interest in controlled entities
Total equity
The above consolidated statement of financial position should be read in conjunction
with the accompanying notes and discussion and analysis.
+ PAGE 68
Notes
2004
$M
119.4
989.2
891.4
–
43.7
2003
$M
91.0
639.6
639.4
4.1
17.6
2,043.7
1,391.7
7.1
71.1
236.3
4.6
3,288.6
58.0
60.1
12.6
3,738.4
5,782.1
728.3
416.0
154.3
294.7
92.5
1,685.8
176.7
388.3
337.7
902.7
2,588.5
3,193.6
1,914.9
(77.5)
1,302.9
3,140.3
53.3
3,193.6
10.8
58.2
151.6
4.5
3,085.6
37.3
4.5
8.9
3,361.4
4,753.1
493.0
101.5
108.0
258.7
8.1
969.3
66.4
395.1
231.2
692.7
1,662.0
3,091.1
2,182.1
(91.2)
961.4
3,052.3
38.8
3,091.1
6
7
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 69
+ BLUESCOPE STEEL LIMITED DISCUSSION AND ANALYSIS OF CONSOLIDATED STATEMENT FINANCIAL POSITION
FOR THE YEAR ENDED 30 JUNE 2004
DISCUSSION AND ANALYSIS OF
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
The major impact on the consolidated statement of financial position arose
due to the acquisition of the Butler Manufacturing Company on 27 April 2004,
together with a number of other minor controlled entities during the year.
The total impact of these acquisitions were as follows:
In order to facilitate the purchase of the Butler Manufacturing Company, a
$217 million bridging facility was negotiated with existing borrowing facilities
utilised to pay the total purchase price of $277.2 million (net of cash acquired).
Subsequent to the end of the financial year, the BlueScope Steel Group
completed a debut debt raising in the US private placement market for
US$300 million. These funds have been used to refinance existing
borrowings including the bridging finance.
Cash
External receivables
Inventories
Property, plant and equipment
Deferred tax assets
Other financial assets
Other assets
External payables
Deferred tax liability
Provision for restructuring
Other provisions
Net borrowings
Goodwill on consolidation
Deferred purchase price
Cash consideration
$M
72.5
211.0
174.2
187.0
43.3
3.8
35.1
(178.4)
(0.9)
(23.4)
(167.5)
(44.4)
312.3
51.5
(1.3)
362.5
Other key notes on balance sheet movements, other than as noted above,
are as follows:
ASSETS AND LIABILITIES
- An increase in receivables due to higher sales volumes and prices, together
with lower utilisation of the Company's receivables securitisation program.
- An increase in inventories due to higher sales volumes and raw material costs.
- An increase in deferred tax assets arising from the booking of tax losses
in New Zealand and Asia due to increased certainty of recoverability.
- An increase in provision for income tax in line with increased earnings from
Australian operations.
EQUITY
- The Company's first share buyback program commenced on 14 March 2003
and concluded on 13 March 2004 at which time 60,679,153 shares had been
purchased leaving 732,320,847 shares on issue. The total cash cost of the
buyback was $285.3 million including $0.4 million of transaction costs.
RELATIONSHIP BETWEEN DEBT AND EQUITY
The current gearing ratio, calculated as net debt over net debt plus equity, is
12.9% (2003: 2.4%). The increase in the gearing ratio has been largely driven
by the acquisition of the Butler Manufacturing Company on 27 April 2004.
Total BlueScope Steel Group debt outstanding at 30 June 2004 is $592.7
million (2003: $167.9 million).
+ PAGE 69
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 70
+ BLUESCOPE STEEL LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2004
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Dividends received
Interest received
Other revenue
Borrowing costs
Income taxes paid
Net cash inflow/(outflow) from operating activities
Cash flows from investing activities
Payment for purchase of controlled entities, net of cash acquired*
Payments for property, plant and equipment
Payments for investments
Proceeds from sale of property, plant and equipment
Proceeds from sale or redemption of investments
Associate loan receivable repaid (advanced)
Net cash inflow/(outflow) from investing activities
Cash flows from financing activities
Proceeds from issues of shares*
Share buyback
Employee share plan
Proceeds from demerger borrowings*
Proceeds from other borrowings
Financing provided by BHP Billiton*
Repayment of borrowings
Repayment of finance leases
Dividends paid
Dividends paid to outside equity interests in controlled entities
Net cash inflow/(outflow) from financing activities
Net increase/(decrease) in cash held
Cash at the beginning of the financial year
Effects of exchange rate changes on cash
Cash at the end of the financial year
Notes
4
2004
$M
5,948.3
(5,099.9)
848.4
1.0
2.6
43.3
(15.8)
(119.4)
760.1
(290.0)
(289.1)
(5.5)
11.8
6.5
(11.2)
(577.5)
–
(259.4)
(9.2)
–
3,469.5
–
(3,114.0)
(0.3)
(241.6)
(3.0)
(158.0)
24.6
91.0
2.5
118.1
2003
$M
5,443.3
(4,695.3)
748.0
1.9
2.3
15.0
(26.6)
(29.2)
711.4
(716.1)
(183.3)
(26.1)
8.6
–
35.6
(881.3)
2,045.4
(25.9)
–
565.0
1,117.1
(1,797.2)
(1,657.0)
–
(71.4)
(5.2)
170.8
0.9
98.7
(8.6)
91.0
* The prior year consolidated cash flows from investing and financing activities include cash flows related to the separation of BlueScope Steel Limited from the
BHP Billiton Group, including the acquisition of the BlueScope Steel (AIS) Pty Ltd Group on 3 July 2002.
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes and discussion and analysis
+ PAGE 70
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 71
+ BLUESCOPE STEEL LIMITED DISCUSSION AND ANALYSIS OF
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2004
+ BLUESCOPE STEEL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
DISCUSSION AND ANALYSIS OF
CONSOLIDATED STATEMENT OF CASH FLOWS
CASH FLOWS FROM OPERATING ACTIVITIES
The increase in net operating cash flow primarily reflects an increase in
operating cash profits partly offset by an increase in net working capital.
The increase in net working capital primarily reflects:
- An increase in receivables mainly due to higher prices and despatch
volumes, together with lower utilisation of the Company’s receivables
securitisation program.
- An increase in inventory in the current year primarily reflecting higher raw
material and operating costs, together with a build-up of iron ore stocks
and an increase in slab stocks due to the timing of export shipments.
- Lower year-on-year increase in provisions primarily due to significant
increases in provisions for the Company’s name change, Short Term
Incentives, and redundancy entitlements being made in the previous
corresponding period.
CASH FLOWS FROM INVESTING ACTIVITIES
The increase in investing cash flow, after excluding the purchase
of the AIS Group from BHP Billiton in the previous corresponding period,
primarily reflects the following:
- The acquisition of Butler Manufacturing Company.
- Expenditure associated with the Vietnam and China coating line
developments, the second Thailand metal coating line and the New Zealand
metal coating capacity expansion.
- The receipt of funds loaned to North Star BlueScope Steel in the previous
corresponding period.
These were partly offset by lower expenditure on the Sinter Plant emissions
project at Port Kembla Steelworks.
CASH FLOWS FROM FINANCING ACTIVITIES
Major financing cash flows are as follows:
- $259.4 million of shares bought back (2003: $25.9 million).
- The payment of $241.6 million in dividends (2003: $71.4 million).
This amount includes $53.8 million in special dividend payments.
- During the period the company borrowed an additional $355.5 million of
debt. This was primarily due to the acquisition of the Butler Manufacturing
Company with operating cash flows covering payments made for the share
buyback, capital expenditure, dividends and tax.
In the previous corresponding period, cash flows associated with the
separation from the BHP Billiton Group included:
- $2,045.4 million proceeds from the issue of shares;
- ($716.1) million purchase of the AIS Group. This includes the Port Kembla
Steelworks, New Zealand Steel and Packaging Products;
- $565.0 million proceeds from the raising of external debt; and
- ($1,797.2) million repayment of loans to the BHP Billiton Group.
NOTE 1
BASIS OF PREPARATION OF THE CONCISE FINANCIAL REPORT
The Concise Financial Report has been prepared in accordance with the
requirements of the Corporations Act 2001 and Accounting Standard AASB
1039 ‘Concise Financial Reports’.
The Concise Financial Report relates to the consolidated entity incorporating
the assets and liabilities of all entities controlled by BlueScope Steel Limited
as at 30 June 2004 and the results of all controlled entities for the year then
ended. The accounting policies adopted are consistent with those of the
previous year.
CHANGES IN ACCOUNTING POLICIES
AASB 1028 ‘Employee Benefits’ (applicable from 1 July 2002)
Under this revised Standard, the liability for wages and salaries, annual
leave and other employee entitlements to be settled within the next 12 months
are recognised in the financial statements at remuneration rates at which
they are expected to be settled, rather than at wage and salary rates current
as at reporting date. The adjustments to the prior year consolidated financial
statements as a result of the changes in AASB 1028 were:
- $4.0 million increase in provision for employee benefits
- $1.2 million increase in deferred taxes
- $2.8 million decrease in opening retained profits.
ROUNDING OF AMOUNTS
The company is of a kind referred to in Class Order 98/0100, issued by the
Australian Securities and Investments Commission, relating to the ‘rounding
off’ of amounts in financial reports. Amounts in the Concise Financial Report
have been rounded off in accordance with that Class Order to the nearest
hundred thousand dollars.
a. International Financial Reporting Standards (IFRS)
The Australian Accounting Standards Board (AASB) is adopting Australian
equivalents to IFRS for application to reporting periods beginning on or after
1 January 2005. The adoption of Australian equivalents to IFRS will be first
reflected in the consolidated entity’s financial statements for the half-year
ending 31 December 2005 and the year ending 30 June 2006.
Entities complying with Australian equivalents to IFRS for the first time
will be required to restate their comparative financial statements to
amounts reflecting the application of IFRS to that comparative period.
Most adjustments required on transition to IFRS will be made,
retrospectively, against opening retained earnings as at 1 July 2004.
BlueScope Steel Limited has commenced transitioning its accounting
policies and financial reporting from current Australian Standards to
Australian equivalents to IFRS. The company engaged its external auditors,
Ernst & Young, to perform a diagnostic to isolate key areas that will be
impacted by the transition to IFRS. This assessment has formed the basis
of structuring the IFRS conversion project within the company. The release
of the Australian equivalents to IFRS has enabled specific information
to be gathered on the impact on accounting systems, future results,
accounting policies and procedures.
Although the Company has not quantified the impacts on the financial
statements, the transition is currently on schedule. Updates of the Company’s
IFRS implementation plan are provided to the Audit and Risk Committee.
+ PAGE 71
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 72
+ BLUESCOPE STEEL LIMITED NOTES TO THE FINANCIAL STATEMENTS
30 JUNE 2004 CONTINUED
Major changes identified to date that will be required to the Company’s
existing accounting policies include the following:
i. Employee benefits
Under AASB 119 ‘Employee Benefits’, employer sponsors are required to
recognise the net deficit in employer sponsored defined benefit funds as a
liability. This will result in a change in the Group's current accounting policy
in which a liability is only recognised where a legal obligation exists. The
Company has defined benefit superannuation plans with deficits in Australia
and New Zealand that will require an actuarially determined liability to be
recorded. The company also has combined deficits in defined benefit
superannuation plans in North America, however due to existing legal
requirements relating to these funds, a liability has already been recognised.
The liability to be recognised under AASB 119 would be higher than the
deficits disclosed in note 37 of the full Financial Report. AASB 119 requires
the deficit to be grossed up for employer contributions tax (Australia 15%,
New Zealand 33%) and for the accrued benefits disclosure to be discounted
using a government bond rate. At present, the accrued benefits liability is
discounted using the expected return on the fund assets which typically
is a higher rate than the government bond rate.
ii. Income tax
Under AASB 112 ‘Income Taxes’, the company will be required to use the balance
sheet liability method. This method focuses on the tax effect of transactions
and other events that affect amounts recognised in either the statement of
financial position or a tax-based balance sheet. The impact of this requirement
on the opening 1 July 2004 balance sheet is not expected to be significant.
Under current Australian Accounting Standards income tax losses can only
be brought to account as an asset if they are considered virtually certain of
realisation. AASB 112 requires income tax losses to be brought to account
as an asset if they are probable of realisation. Probable is defined as more
likely than not. The Group's unbooked tax losses shown in note 5(b) of the
full Financial Report, will be assessed for recognition using the less stringent
probable of realisation test.
iii. Impairment of assets
AASB 136 ‘Impairment of Assets’ determines the recoverable amount of
cash generating assets by assessing the higher of fair value less costs to
sell and value in use. In determining value in use, future cash flows are to be
discounted using a risk adjusted pre tax discount rate. Cash generating units
(CGUs) are described as the smallest group of assets that generate cash
flows from continuing use that are largely independent.
The BlueScope Steel Group currently assesses the recoverable value of
income generating units (IGUs) using future cash flows discounted at a pre
tax company-wide discount rate. IGUs are defined as a groups of assets
working together to generate cash flows. The concept of CGUs will require
certain assets to be assessed for recoverability on a stand alone basis
rather than being grouped into an IGU. As a result, an impairment may be
identified through the use of a CGU approach compared to an IGU approach.
The risk adjusted discount rate required by AASB 136 requires inclusion of
a country risk premium. Therefore, certain BlueScope Steel assets’ future
cash flows will be discounted at higher rates, increasing the possibility of
asset impairment being taken through the statement of financial performance.
iv. Share based payments
Under AASB 2 ‘Share Based Payments’, the company will be required to
recognise an expense in the statement of financial performance for the fair
value of share rights granted to employees as remuneration. It applies to all
share rights issued after 7 November 2002 which have not vested as at
1 January 2005. BlueScope Steel Limited issues share rights to senior
executives in the organisation as part of its remuneration strategy which
focuses on performance and accountability and aligning performance-
related reward with the value delivered to shareholders. The fair values
and other details, including the expense that would otherwise have been
recognised, on all outstanding share rights granted by the company are
disclosed in note 33 of the full Financial Report.
AASB 2 will only apply in respect to the September 2003 share rights
granted and any future grants. The fair value of these grants are to be
expensed over the expected vesting period with a corresponding increase
in share capital. No tax deduction is allowed for the amount expensed.
In addition, the Company announced its intention to award 150 shares at nil
cost to approximately 16,000 BlueScope Steel employees in September 2004.
Under AASB 2 the fair value of this issue will be required to be expensed in the
year ended 30 June 2005, whereas under the current Australian Accounting
Standards the shares are issued at nil cost and no expense is recognised.
v. Goodwill
Under AASB 3 ‘Business Combinations’, goodwill will no longer be able to
be amortised but instead will be subject to annual impairment testing.
This will result in a change in the Group’s accounting policy which currently
amortises goodwill over its useful life not exceeding 20 years. Under the
new policy, amortisation will no longer be charged, but goodwill will be
written down to the extent it is impaired. The impact on the Company’s
reported results is not expected to be material given the amount of goodwill
currently recorded in the financial statements (refer note 17 of the full
Financial Report).
vi. Classification of financial instruments
Under AASB 139 ‘Financial Instruments: Recognition and Measurement’,
financial assets are only able to be derecognised where an entity transfers
substantially all the risks and rewards of ownership of the financial asset.
The Company’s sale of receivable program does not currently meet the
requirement of substantially transferring all of the risk and rewards of
ownership. As a result, the sale of receivables program will be recorded
as a liability rather than an offset against trade debtors (refer note 7 of
the full Financial Report).
vii. Hedge accounting
Under AASB 139 ‘Financial Instruments: Recognition and Measurement’,
in order to achieve a qualifying hedge, the Company is required to meet
the following criteria:
- Identify the type of the hedge;
- Identify the hedged item or transaction;
- Identify the nature of the risk being hedged;
- Identify the hedging instrument;
- Demonstrate that the hedge has and will continue to be effective; and
- Document the hedging relationship.
The impact of this standard is not expected to have a material impact on the
financial statements of the Company given the low level of hedging activity
currently undertaken (refer note 32 of the full Financial Report).
The above should not be regarded as a complete list of changes in
accounting policies that will result from the transition of Australian
equivalents to IFRS, as not all standards have been analysed in detail, and
some decisions have not been made where specific accounting policy
elections are available.
+ PAGE 72
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 73
+ BLUESCOPE STEEL LIMITED NOTES TO THE FINANCIAL STATEMENTS
30 JUNE 2004 CONTINUED
NOTE 2
SEGMENT INFORMATION
BUSINESS SEGMENTS
The consolidated entity has five business reporting segments: Hot Rolled
Products, Coated and Building Products Australia (formerly Coated Products
Australia), New Zealand Steel, Coated and Building Products Asia (formerly
Coated Products Asia) and Coated and Building Products North America.
On 3 July 2002, BlueScope Steel Limited acquired BlueScope Steel (AIS)
Pty Ltd from the BHP Billiton Group. The operating assets of BlueScope
Steel (AIS) Pty Ltd includes Port Kembla Steel Works, Packaging Products
and New Zealand Steel. For accounting purposes, the effective acquisition
date was 1 July 2002 and therefore the financial results for the previous
corresponding 12 month period to 30 June 2003 reflects a full year's results.
HOT ROLLED PRODUCTS
Hot Rolled Products includes the Port Kembla Steelworks, a steel making
operation with an annual production capacity of 5.1 million tonnes of crude
steel. The Port Kembla Steelworks manufactures and distributes slab,
hot rolled coil and plate. Slab and hot rolled coil is supplied to Coated
and Building Products Australia for further processing, as well as to
other domestic and export customers.
The segment also includes a 50% interest in the North Star BlueScope Steel
joint venture, a steel mini-mill in the United States, and a 47.5% shareholding
in Castrip LLC.
COATED AND BUILDING PRODUCTS AUSTRALIA
Coated and Building Products Australia (formerly Coated Products Australia)
markets a range of products and material solutions to the Australian building
and construction industry and is also a key supplier to the Australian
automotive sector, major white goods manufacturers and general
manufacturers. Coated and Building Products Australia is a leader in
metallic coating and painting technologies supplying a wide range of
branded products such as COLORBOND® pre-painted steel, ZINCALUME®
zinc/aluminium alloy-coated steel and the LYSAGHT® range of building
products. The Coated and Building Products business comprises two main
production facilities at Springhill in New South Wales and Western Port in
Victoria together with a network of manufacturing and distribution facilities
throughout Australia.
The segment also includes Packaging Products, an operation producing
tinplate and blackplate in Australia which are used by the packaging industry
in applications for food, beverages, paint, oil and other steel packaging.
COATED AND BUILDING PRODUCTS NORTH AMERICA
On 27 April 2004, BlueScope Steel Limited acquired Butler Manufacturing
Company, a leading designer and manufacturer of pre-engineered steel
building systems for the non-residential market in North America, with six
manufacturing plants across the US and Mexico.
Butler has two main North American divisions: the North American Buildings
Group, which designs, manufactures and markets pre-engineered steel
buildings and component systems; and Vistawall, which manufactures
and sells extruded aluminium and glass products for the building and
construction sector.
COATED AND BUILDING PRODUCTS ASIA
Coated and Building Products Asia (formerly Coated Products Asia)
manufactures and distributes a range of metallic coated and painted steel
products primarily to the building and construction industry and to some
sections of the manufacturing industry across Asia and the Pacific.
On 27 April 2004, BlueScope Steel Limited acquired the Butler
Manufacturing Company, which includes BlueScope Butler China, a
business which designs, manufacturers and markets pre-engineered steel
building systems and components across China. In addition, Vistawall has
operations in China which manufacture and sell extruded aluminium and
glass products for the building and construction sector.
NEW ZEALAND STEEL
The New Zealand Steel operations at Glenbrook, New Zealand, produces
a full range of flat steel products for both domestic and export markets.
It has an annual production capacity of 0.6 million tonnes.
CORPORATE AND GROUP
Corporate and Group relates primarily to logistics, export trading and
corporate activities
INTERSEGMENT PRICING AND SEGMENT ACCOUNTING POLICIES
Intersegment sales are made on a commercial arm’s-length basis.
Segment accounting policies are the same as the consolidated entity's
policies outlined in the full Financial Report.
+ PAGE 73
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 74
+ BLUESCOPE STEEL LIMITED NOTES TO THE FINANCIAL STATEMENTS
30 JUNE 2004 CONTINUED
NOTE 2 SEGMENT INFORMATION
PRIMARY REPORTING – BUSINESS SEGMENTS
2004
Sales to external customers
Intersegment sales
Intersegment elimination
Total sales revenue
Other revenue
Intersegment elimination
Total other revenue
Total segment revenue
Segment result
Intersegment elimination
Total segment result
Unallocated revenue less
unallocated expenses
Profit from ordinary activities before income
tax expense
Income tax expense
Net profit
Segment assets
Unallocated assets 2
Intersegment elimination
Total assets
Segment liabilities
Unallocated liabilities 2
Intersegment elimination
Total liabilities
Investments in associates and joint
venture partnership
Acquisition of property, plant
and equipment, intangibles
and other non-current
segment assets 3
Depreciation and amortisation expense
Other non-cash expenses
Hot Rolled
Products 1
New Zealand
Steel
$M
1,268.6
1,462.9
2,731.5
4.7
4.7
2,736.2
565.1
565.1
$M
484.7
75.5
560.2
1.3
1.3
561.5
58.5
58.5
Coated and
Building
Products
Australia
$M
2,742.3
141.2
2,883.5
3.2
3.2
2,886.7
196.7
196.7
Coated and
Building
Products
Coated and
Building
Products
Asia North America
$M
$M
Consolidated
Corporate
and
Group
673.8
15.3
689.1
11.5
11.5
700.6
100.2
100.2
191.1
0.4
191.5
2.0
2.0
193.5
(8.8)
$M
377.6
291.4
669.0
9.5
9.5
678.5
(61.7)
(8.8)
(61.7)
2,311.8
520.9
1,684.0
822.7
518.9
124.2
452.6
92.8
428.7
203.3
286.9
147.8
232.1
–
–
–
4.2
–
236.3
64.5
127.8
0.4
26.5
35.4
(1.0)
104.2
93.6
1.6
164.1
22.3
1.2
176.0
3.6
0.2
4.0
4.0
(0.9)
539.3
286.7
1.5
$M
5,738.1
1,986.7
(1,986.7)
5,738.1
32.2
(0.7)
31.5
5,769.6
850.0
(32.1)
817.9
(14.5)
803.4
(201.6)
601.8
5,982.5
124.7
(325.1)
5,782.1
1,612.1
1,225.6
(249.2)
2,588.5
1. The Hot Rolled Products segment results includes $71.1 million share of net profits of joint venture partnership.
2. External borrowings, sale of receivables program, cash and tax balances are classified as unallocated.
3. Includes property, plant and equipment acquired on 27 April 2004 from the purchase of the Butler Manufacturing Company for $186.1 million.
This is reflected in the Coated and Building Products North America and Asia segments.
+ PAGE 74
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 75
+ BLUESCOPE STEEL LIMITED NOTES TO THE FINANCIAL STATEMENTS
30 JUNE 2004 CONTINUED
NOTE 2 SEGMENT INFORMATION
PRIMARY REPORTING – BUSINESS SEGMENTS CONTINUED
Consolidated
Corporate
and
Group
Hot Rolled
Products1
New Zealand
Steel
$M
1,198.7
1,426.8
2,625.5
6.3
6.3
2,631.8
471.2
471.2
$M
468.7
79.9
548.6
2.0
2.0
550.6
44.4
44.4
Coated and
Building
Products
Australia
$M
Coated and
Building
Products
Asia
$M
2,622.9
105.4
2,728.3
6.9
6.9
2,735.2
118.5
553.5
15.1
568.6
6.7
6.7
575.3
84.0
$M
428.3
287.6
715.9
6.2
6.2
722.1
(101.8)
118.5
84.0
(101.8)
2,236.3
501.4
1,607.1
483.2
108.1
396.5
78.0
399.0
79.3
138.3
2003
Sales to external customers
Intersegment sales
Intersegment eliminations
Total sales revenue
Other revenue
Intersegment eliminations
Total other revenue
Total segment revenue
Segment result
Intersegment eliminations
Total segment result
Unallocated revenue less unallocated expenses
Profit from ordinary activities before income tax expense
Income tax expense
Net profit
Segment assets
Unallocated assets 2
Intersegment elimination
Total assets
Segment liabilities
Unallocated liabilities 2
Intersegment elimination
Total liabilities
Investments in associates and joint venture partnership
151.6
Acquisition of property, plant and equipment, intangibles
and other non-current segment assets 3
Depreciation and amortisation expense
Other non-cash expenses
1,898.4
119.9
(0.9)
–
346.5
37.0
11.9
–
49.2
83.5
1.0
–
40.3
24.6
0.9
–
10.8
5.1
0.2
1. The Hot Rolled Products segment result includes $69.2 million share of net profits of joint venture partnership.
2. External borrowings, sale of receivables program, cash and tax balances are classified as unallocated.
3. Includes property, plant and equipment acquired on 3 July 2002 from the purchase of BlueScope Steel (AIS) Pty Limited for $2,175.5 million.
This is primarily reflected in the Hot Rolled Products and New Zealand Steel reporting segments.
$M
5,272.1
1,914.8
(1,914.8)
5,272.1
28.1
1.9
30.0
5,302.1
616.3
(5.2)
611.1
(17.5)
593.6
(120.9)
472.7
4,936.1
28.6
(211.6)
4,753.1
1,091.1
738.6
(167.7)
1,662.0
151.6
2,345.2
270.1
13.1
+ PAGE 75
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 76
+ BLUESCOPE STEEL LIMITED NOTES TO THE FINANCIAL STATEMENTS
30 JUNE 2004 CONTINUED
NOTE 3 REVENUE
NOTE 5 EARNINGS PER SHARE
Sale of goods
Services
Sales revenue
Other revenue
Total revenue
NOTE 4 DIVIDENDS
Total dividends paid
2004
$M
5,614.5
123.6
5,738.1
31.5
5,769.6
2004
$M
241.6
2003
$M
5,144.6
127.5
5,272.1
30.0
5,302.1
2003
$M
71.4
As at 30 June 2004, the Company’s franking credits available for
subsequent years is $148.0 million (2003: $85.3 million). The franking
credits balance includes franking credits that are expected to arise from
the payment of income tax payable as at the end of the financial year.
A fully franked final dividend of 13 cents ($100 million) and a fully franked
special dividend of 7 cents ($53.8 million) per fully paid ordinary share
was paid on 10 October 2003. A fully franked interim dividend of 12 cents
per fully paid ordinary share was paid on 29 March 2004 ($87.9 million).
The Directors have declared a fully franked final dividend of 18 cents and
a fully franked special dividend of 10 cents per fully paid ordinary share.
The estimated final dividend payable of $131.8 million and the special
dividend payable of $73.2 million, to be paid on 18 October 2004 (record date
5 October 2004), have not been recognised as a liability at 30 June 2004.
Basic earnings per share
2004
Cents
77.8
2003
Cents
57.1
There is no diluted earnings per share impact from the executive share rights
scheme as it is the current intention of the company to satisfy their
entitlements through the buyback and cancellation of an equivalent number
of BlueScope Steel Limited issued shares.
Weighted average number of shares
Weighted average number of ordinary
shares used as the denominator
in calculating basic earnings per share
Reconciliations of earnings used
in calculating earnings per share
Basic earnings per share
Net profit
Net profit attributable to outside
equity interest
Earnings used in calculating basic
earnings per share
2004
Number
2003
Number
750,542,940
791,544,061
2004
$M
2003
$M
601.8
472.7
(17.7)
(21.0)
584.1
451.7
NOTE 6 MOVEMENTS IN ORDINARY SHARE CAPITAL
Opening balance
Demerger from BHP Billiton
Share buyback
Employee share plan
Less: Transaction costs arising on share buyback
2004
Shares
784,685,949
–
(52,365,102)
–
2003
Shares
100,000,000
693,000,000
(8,314,051)
–
732,320,847
784,685,949
2004
$M
2,182.1
–
(257.7)
(9.2)
0.3
1,914.9
2003
$M
164.0
2,045.4
(27.2)
–
0.1
2,182.1
SHARE BUYBACK
The company commenced a 10% on-market buyback of share capital on 14 March 2003. The total number of shares that could be repurchased was 79,300,000. At the
conclusion of the share buyback on 13 March 2004, the total number of shares bought back was 60,697,153 ($285.3 million, including $0.4 million of transaction costs).
EMPLOYEE SHARE PLAN
In September 2003, the company provided 200 BlueScope Steel Limited shares at nil cost to 9,403 eligible employees (1,880,600 shares). The objective was
to recognise and reward employees for their contribution to the company's first year financial and workplace safety performance and provide them with the
opportunity to become long term shareholders. An equivalent number of shares were bought back at $4.88 per share.
+ PAGE 76
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 77
+ BLUESCOPE STEEL LIMITED NOTES TO THE FINANCIAL STATEMENTS
30 JUNE 2004 CONTINUED
NOTE 7 RETAINED PROFITS
Retained profits
Retained profits at the beginning of the financial year
Net profit attributable to members of BlueScope Steel Limited
Adjustment resulting from adoption of revised accounting standard AASB 1028 ‘Employee Benefits’
Dividends paid
Aggregate of amounts transferred from reserves
Notes
1
4
2004
$M
961.4
584.1
–
(241.6)
(1.0)
1,302.9
2003
$M
387.7
451.7
(2.8)
(71.4)
196.2
961.4
NOTE 8 EVENTS OCCURRING AFTER REPORTING DATE
PRIVATE PLACEMENT– DEBT
On 1 July 2004, the BlueScope Steel Group completed a debut debt raising in the US private placement market for US$300 million.
These funds have been used to refinance existing borrowings including bridging finance utilised for the acquisition of Butler Manufacturing Company.
Of the US$300 million notes issued, US$100 million are due for repayment in 2011, and US$200 million are due in 2014.
HOT STRIP MILL UPGRADE
On 28 July 2004, the BlueScope Steel Group announced Board approval for investment of approximately $100 million to increase the nominal capacity of the Hot
Strip Mill at Port Kembla Steelworks from 2.4 to 2.8 million tonnes per annum. The upgrade is expected to be completed in the first quarter of the 2006/07 financial
year and will be undertaken in a manner that will minimise the impact on current plant operations.
NOTE 9 FULL FINANCIAL REPORT
Further financial information can be obtained from the full Financial Report which is available from the Company, free of charge, on request. A copy may be
requested by contacting the Company’s share registrar whose details appear in the Corporate Directory. Alternatively, both the full Financial Report and the
Concise Financial Report can be accessed via the internet at: www.bluescopesteel.com
DIRECTORS' DECLARATION
The Directors declare that in their opinion, the Concise Financial Report of the consolidated entity for the year ended 30 June 2004 as set out
on pages 50 to 57 complies with Accounting Standard AASB 1029: ‘Concise Financial Reports’.
The financial statements and specific disclosures included in this Concise Financial Report have been derived from the full financial report
for the year ended 30 June 2004.
The Concise Financial Report cannot be expected to provide as full an understanding of the financial performance, financial position and financing
and investing activities of the consolidated entity as the full financial report, which as indicated in note 9, is available on request.
This declaration is made in accordance with a resolution of the Directors.
G J KRAEHE, AO CHAIRMAN
K C ADAMS MANAGING DIRECTOR & CEO
Melbourne 18 August 2004
+ PAGE 77
INDEPENDENCE
We are independent of the company, and have met the independence
requirements of Australian professional ethical pronouncements and the
Corporations Act 2001. In addition to our audit of the full and Concise
Financial Reports, we were engaged to undertake the services disclosed
in the notes to the financial statements of the full financial report. The
provision of these services has not impaired our independence.
AUDIT OPINION
In our opinion, the Concise Financial Report of BlueScope Steel Limited
complies with Accounting Standard AASB 1039 ‘Concise Financial Reports’.
Ernst & Young
A I Beckett
Partner
Melbourne
18 August 2004
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 78
+ INDEPENDENT AUDIT REPORT
TO THE MEMBERS OF BLUESCOPE STEEL LIMITED
SCOPE
The Concise Financial Report and Directors' responsibility
The Concise Financial Report comprises the statement of financial position,
statement of financial performance, statement of cash flows, accompanying
notes to the financial statements, and the Directors' declaration for the
consolidated entity, for the year ended 30 June 2004. The consolidated entity
comprises both BlueScope Steel Limited (the company) and the entities
it controlled during the year.
The Directors of the company are responsible for preparing a Concise
Financial Report that complies with Accounting Standard AASB 1039 ‘Concise
Financial Reports’, in accordance with the Corporations Act 2001. This
includes responsibility for the maintenance of adequate accounting records
and internal controls that are designed to prevent and detect fraud and
error, and for the accounting policies and accounting estimates inherent
in the Concise Financial Report.
Audit approach
We conducted an independent audit on the Concise Financial Report in
order to express an opinion on it to the members of the company. Our audit
was conducted in accordance with Australian Auditing Standards in order to
provide reasonable assurance as to whether the Concise Financial Report is
free of material misstatement. The nature of an audit is influenced by factors
such as the use of professional judgment, selective testing, the inherent
limitations of internal control, and the availability of persuasive rather than
conclusive evidence. Therefore, an audit cannot guarantee that all material
misstatements have been detected.
We performed procedures to assess whether in all material respects
the Concise Financial Report is presented fairly in accordance with the
Accounting Standard AASB 1039 ‘Concise Financial Reports’.
We formed our audit opinion on the basis of these procedures, which included:
- testing that the information in the Concise Financial Report is consistent
with the full financial report, and
- examining, on a test basis, information to provide evidence supporting the
amounts, discussion and analysis, and other disclosures in the Concise
Financial Report that were not directly derived from the full financial report.
We have also performed an independent audit of the full financial report of
the company for the year ended 30 June 2004. Our audit report on the full
financial report was signed on 18 August 2004, and was not subject to any
qualification. For a better understanding of our approach to the audit of the
full financial report, this report should be read in conjunction with our audit
report on the full financial report.
+ PAGE 78
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 79
+ SHAREHOLDER INFORMATION
DISTRIBUTION SCHEDULE
RANGE
1–1,000
1,001–5,000
5,001–10,000
10,001–100,000
100,001 and over
Total
NO. OF HOLDERS
NO. OF SHARES
% OF ISSUED CAPITAL
118,874
53,743
6,756
3,450
158
182,981
48,977,215
119,121,654
48,206,791
71,426,193
444,588,994
732,320,847
6.69
16.27
6.58
9.75
60.71
100.00
There were 5,235 holders with less than a marketable parcel of BlueScope Steel shares
(that is, a parcel with a value of less than $500) as at Friday, 13 August 2004.
TWENTY LARGEST REGISTERED SHAREHOLDERS AS FRIDAY 13 AUGUST 2004
RANK
NAME OF SHAREHOLDER
TOTAL UNITS
% OF ISSUED CAPITAL
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
J P MORGAN NOMINEES AUSTRALIA LIMITED
NATIONAL NOMINEES LIMITED
WESTPAC CUSTODIAN NOMINEES LIMITED
CITICORP NOMINEES PTY LIMITED
ANZ NOMINEES LIMITED
AMP LIFE LIMITED
QUEENSLAND INVESTMENT CORPORATION
COGENT NOMINEES PTY LIMITED
RBC GLOBAL SERVICES AUSTRALIA NOMINEES PTY LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
IAG NOMINEES PTY LIMITED
IOOF INVESTMENT MANAGEMENT LIMITED
GOVERNMENT SUPERANNUATION OFFICE
COGENT NOMINEES PTY LIMITED
WESTPAC FINANCIAL SERVICES LIMITED
PSS BOARD
TRANSPORT ACCIDENT COMMISSION
CSS BOARD
VICTORIAN WORKCOVER AUTHORITY
HEALTH SUPER PTY LTD
Total for Top 20
Total other investors
Grand total
97,660,101
92,994,899
79,364,054
20,972,719
20,873,680
13,709,146
13,634,023
13,015,932
9,830,416
6,285,374
5,023,815
4,550,190
4,331,268
4,231,937
2,567,143
2,368,908
2,334,536
2,110,464
1,805,634
1,397,437
399,061,676
333,259,171
732,320,847
13.34
12.70
10.84
2.86
2.85
1.87
1.86
1.78
1.34
0.86
0.69
0.62
0.59
0.58
0.35
0.32
0.32
0.29
0.25
0.19
54.49
45.51
100.00
On Thursday 19 August 2004, the Company announced an on-market buyback of up to 18,400,000 fully-paid ordinary shares.
+ PAGE 79
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 80
+ CORPORATE DIRECTORY
DIRECTORS
G J Kraehe AO Chairman
R J McNeilly Deputy Chairman
K C Adams Managing Director and Chief Executive Officer
D J Grady
H K McCann
P J Rizzo
Y P Tan
J Crabb resigned 28 July 2004
SECRETARY
M G Barron
EXECUTIVE LEADERSHIP TEAM
K C Adams Managing Director and Chief Executive Officer
N Cornish President Australian Building and Manufacturing Markets
M Courtnall President Asian Building and Manufacturing Markets
I Cummin Executive Vice President Human Resources
K Fagg President Market and Logistics Solutions
L Hockridge President Industrial Markets
B Kruger Chief Financial Officer
Other direct reports to Managing Director
M G Barron Company Secretary and Chief Legal Officer
D Goodwin Executive Vice President Corporate Affairs
S Mann Executive Vice President Strategy and Business Development
NOTICE OF ANNUAL GENERAL MEETING
The Annual General Meeting of BlueScope Steel Limited
will be held on Tuesday, 19 October 2004
commencing at 2.00 pm (local time)
The Westin, 1 Martin Place,
Sydney, Australia
REGISTERED OFFICE
Level 11, 120 Collins Street (BlueScope Steel Centre)
Melbourne, Victoria 3000
+ 61 3 9666 4000
SHARE REGISTRAR
ASX Perpetual Registrars Limited
Level 4, 333 Collins Street
Melbourne, Victoria 3000
+ 61 3 9615 9130 or 1300 855 998
AUDITOR
Ernst & Young Chartered Accountants
Level 33, 120 Collins Street
Melbourne, Victoria 3000
STOCK EXCHANGE
BlueScope Steel Limited shares are quoted
on the Australian Stock Exchange (ASX code: BSL).
WEBSITE ADDRESS
www.bluescopesteel.com
ACKNOWLEDGMENTS
Page 28, left to right.
Ginger Riley Munduwalawala
Mara c.1937–2002
Mara country (1992)
synthetic polymer paint on canvas, 244.0 x 244.0 cm
Presented through The Art Foundation of Victoria by the artist, Fellow, 1997
© Courtesy of the artist's estate and Alcaston Gallery, Melbourne
Djambu Barra Barra
Wagilak born c.1946
Preparing for ceremony 1988
synthetic polymer paint on canvas, 176.8 x 218.7 cm
Purchased from Admission Funds, 1990
© Courtesy of the artist and Alcaston Gallery, Melbourne
+ PAGE 80
Ian Abdulla
Ngarrindjeri born 1947
Night story 1997
synthetic polymer paint on canvas, 122.4 x 183.4 cm
Purchased 1998
© Ian Abdulla, 1997/Licensed by VISCOPY, Sydney 2004
Ginger Riley Munduwalawala
Mara c.1937–2002
Ngak Ngak and the Four Archers 1993
synthetic polymer paint on canvas, 171.0 x 288.7 cm
Gift of the National Gallery Society of Victoria, 1994
© Courtesy of the artist's estate and Alcaston Gallery, Melbourne
Design and production: ERD Design Communications Photography: Jean-Marc LaRoque,
Peter Hyatt, Ray Boudreau. Printing: Impact Printing Paper: Spicers Paper. Editorial pages
on Impress Matt. Financial pages on Precision. Both papers are Australian made and
produced using Plantation Fibre and Regrowth Pulp. The paper is produced under ISO 14001
and Forest Stewardship Council accredited environmental systems and practices.
ER 3099 BSL 2004 AR FA 30/8/04 12:23 PM Page 81
The 16,000 staff who are the strength behind Australia’s
XLERPLATE®, GALVASPAN® steel and LYSAGHT® continue
leading steel company have something to tell you.
to be as strong, durable and architecturally pleasing as
Our new name is BlueScope Steel.
This unique name reflects our strong reputation
and recognises optimism, vision and the colour
we bring to the world.
And while our name’s changed, the products
we make haven’t. COLORBOND®, ZINCALUME®,
they’ve always been.
Just as importantly, they’re backed by the same
company whose innovation, technical support and
warranties are second to none.
For more details visit www.bluescopesteel.com
BlueScope Steel. The new name in steel.
ER 3099 BSL 2004 AR FA 30/8/04 12:24 PM Page 82
BLUESCOPE STEEL LIMITED
LEVEL 11, 120 COLLINS STREET, MELBOURNE
VICTORIA 3000 AUSTRALIA
WWW.BLUESCOPESTEEL.COM
9 3 2 0 0 7 5 0 4 0 9 6 3