6309 cover for printer 3/19/02 10:29 AM Page 1
C
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Annual Report 2001
CRH plc
Belgard Castle
Clondalkin
Dublin 22
Ireland
Telephone
+353.1.404 1000
Fax
+353.1.404 1007
E-MAIL
mail@crh.com
WEBSITE
www.crh.com
REGISTERED OFFICE
42 Fitzwilliam Square
Dublin 2
Ireland
Telephone
+353.1.634 4340
Fax
+353.1.676 5013
E-MAIL
crh42@crh.com
P E R F O R M A N C E A N D G R O W T H
Lake Lucerne in Switzerland with the town
of Schwyz at the foot of the Great Mythen
(1,899 metres). WABAG AG, a CRH
subsidiary, extracts gravel from the bed
of the lake 140 metres below, processes
it onboard and ships it ashore for the
Lucerne market.
Contents
inside cover
Characteristics of CRH
inside cover Geographic and product spread
Page 1
Financial trends 1997 — 2001
2001 highlights
2
4
7
Investing for the future
Chairman(cid:213)s statement
Chief Executive(cid:213)s review
10 Operations reviews
26
30
32
34
36
38
40
46
47
48
54
56
79
81
Finance review
Environmental review
Human resources
Board of Directors
Corporate governance
Directors(cid:213) report
Report on Directors(cid:213) remuneration
Statement of Directors(cid:213) responsibilities
Independent auditors(cid:213) report
Financial statements
Accounting policies
Notes on financial statements
Principal subsidiary undertakings
Principal joint venture undertakings
82 Management
84
Shareholder information
Additional information for US investors
86
90 Group financial summary
92
93
Notice of Meeting
Index
CRH(cid:213)s strategic vision is clear and consistent
(cid:210)to be a leading international
building materials group
delivering superior
performance and growth(cid:211)
CRH plc, headquartered in Ireland and with
operations in 22 countries, operates in
three closely related core businesses:
Primary materials
Value-added building products
Specialist building materials distribution
CRH has 47,600 employees at more than 1,500
locations worldwide. The Group is organised on
a product basis with four Divisions in Europe
and the Americas.
CRH is listed on the Irish and London Stock
Exchanges and its ADRs are listed on NASDAQ
in the US. CRH has consistently delivered
superior long-term growth in total shareholder
return, averaging over 21% per annum since the
Group was formed in 1970.
Achieving performance and growth
CRH maximises performance from its existing
businesses through rigorous attention by experienced
local management teams, continuously improving
existing operations. These regional platforms
generate the profits, cash flow and organisational
strength to support an ongoing programme
of development.
CRH grows through investing in capacity
enhancements, developing new products and markets
and through acquiring and growing mid-sized
companies. This long-term development strategy is
augmented from time to time by larger deals that
extend the Group(cid:213)s geographic reach or product range
and offer new strategic platforms for future growth.
CRH¤ is a registered Trade Mark of CRH plc
6309 cover for printer 3/19/02 10:29 AM Page 2
C H A R A C T E R I S T I C S O F C R H
A tried and tested
development strategy
A decentralised organisation in a
value-adding structure
A focus on measured
performance
An experienced
management team
A remuneration policy that
rewards performance
A responsible neighbour
and employer
l Overall strategic direction is set by the
Board:
- build regional market leadership
positions
- provide exposure to further development
opportunities and create horizons for
further growth
- pay fair prices through negotiated deals
that meet sellers(cid:213) needs.
l The strategy is implemented by 14
devolved development teams reporting
to senior divisional management.
l Projects are approved subject to strict
tiered authorisation limits.
l There is a rigorous approach to
evaluation, project approval and
subsequent performance review.
l Experienced operational management
are given a high degree of individual
responsibility.
l Local autonomy, within Group guidelines
and controls, accommodates national and
cultural needs and capitalises on local
market knowledge.
l Lean divisional and group centres
provide co-ordination and support to
local operations.
l The Group(cid:213)s size and structure is
leveraged to drive margin improvement
and earnings growth.
l Product-based Best Practice teams
promote performance improvement
through the sharing of experience,
technologies and ideas.
l Key metrics are understood and
l A healthy mix and depth comprises:
l CRH(cid:213)s market-driven approach
l CRH companies conduct business with
consistently applied across the entire
Group.
l Financial control is exercised through
a rigorous annual budgeting process
and prompt monthly reporting.
l Monthly results are vetted by divisional
management and critically reviewed
at Group headquarters.
l Full year performance is regularly
re-forecast under prudent accounting
policies.
l Best Practice initiatives in production,
distribution and administration are
benchmarked against quantified targets.
- owner-entrepreneurs who have joined
with their companies
- internally developed operating managers
- highly qualified finance and
development professionals.
l There is experience at senior level of
managing through previous economic
cycles.
l Development of talented successors is a
priority of all managers.
l Regular formal reviews of management
development strategy are carried out by
each division.
l Guidance and support is given from the
Group Human Resources function.
is central to attracting, retaining and
motivating exceptional managers.
integrity as socially and environmentally
responsible neighbours.
l Performance-related rewards are based
l Our companies contribute to the
on measured targets for creation of
shareholder value.
enrichment of the local communities
in which they operate.
l There is a potential for a high proportion
l A safe and healthy workplace for
of compensation to be variable.
l Share options are granted to key managers
to encourage identification with
shareholders(cid:213) long-term interests.
l Employee share participation and savings-
employees is a key objective at all
Group locations.
l Safety improvement programmes are
driven by regular meetings of Safety
Best Practice groups.
related share option schemes create a
community of interest among different
regions and nationalities.
l The results of safety initiatives are
benchmarked against the highest
international standards.
A balanced business
Sales
Trading profit
Product end-use
Regional balance
CRH seeks to maintain a balance
in its geographic presence to
smooth the effects of varying
economic conditions
Geographical and product spread
Americas
Materials
Americas
Products & Distribution
Europe
Materials
Europe
Products & Distribution
Sectoral balance
CRH seeks to maintain a balanced
portfolio of products to reduce the
effects of varying demand across
building and construction sectors.
Primary materials
Number of operations:
US
Canada
Chile
Argentina
Ireland
UK
Portugal
Spain
France
Belgium
Netherlands
Germany
Switzerland
Denmark
Sweden
Poland
Finland
Estonia
Latvia
Russia
Ukraine
Israel
Cement
Aggregates
Asphalt and surfacing
Readymixed concrete
Value-added building products
Precast concrete products
Concrete blocks, pavers and rooftiles
Clay bricks, pavers and tiles
Insulation products
Security gates and fencing
279
248
103
61
84
11
1
11
1
Glass fabrication and rooflights
27
4
1
1
Distribution
DIY stores
Builders merchants
103
2
72
24
54
4
34
1
2
1
12
6
15
7
14
32
4
9
1
5
61
13
16
11
22
1
2
28
7
5
1
1
1
1
4
15
5
1
9
4
58
53
6
4
5
4
2
18
1
11
31
4
2
1
4
1
2
120
5
50
4
2
19
2
25
4
11
4
3
1
10
1
2
Residential
Non-residential
Infrastructure
New Construction
Repair, Maintenance
and Improvement
Annual volumes
10.6 m tonnes
165.9 m tonnes
37.3 m tonnes
1
2
3
3
2
12.3 m cubic metres
4.7 m tonnes
14.9 m tonnes
3.9 m tonnes
2.7 m cubic metres
1.5 m lineal metres
15.4 m square metres
This report is printed
on paper manufactured
to the highest environmental standards.
The wood pulp comes from forests
that are being continuously replanted.
Designed, produced and printed in Ireland
Designed by Michael Lunt
Produced by Patmacs
Printed by Wood Printcraft Limited
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 1
Pre-tax profit up 15% to ⁄803 million
Earnings per share up 1% to 115.32 cent
Cash earnings per share up 5% to 213.45 cent
F I N A N C I A L T R E N D S 1 9 9 7 - 2 0 0 1
2 0 0 1 H I G H L I G H T S
0
200
400
600
800
1,000
EBITDA*
⁄1,471m
2001
2000
1999
1998
1997
⁄m
0
300
600
900
1,200
1,500
0
Trading profit*
0
0
200
200
200
400
400
400
600
600
600
800
800
800
1,000
1,000
1,000
⁄976m
2001
2000
1999
1998
1997
⁄m
2001
2000
1999
1998
1997
⁄ cent
60
40
0
0
0
0
Basic earnings per share*
0
20
200
300
300
300
400
600
600
600
600
900
900
900
150
900
100
600
0
0
0
0
0
Cash earnings per share*
50
300
20
20
20
40
40
40
60
60
60
80
100
800
1,200
1,200
1,200
120
1,000
1,500
1,500
1,500
200
1,200
100
100
100
250
1,500
120
120
120
80
80
80
2001
2000
1999
1998
1997
⁄ cent
0
0
0
0
0
5
20
50
50
50
10
15
40
60
80
100
100
100
150
150
150
20
100
200
200
200
25
120
250
250
250
Dividend per share
2001
2000
1999
1998
1997
⁄ cent
0
0
0
0
50
5
5
5
100
10
10
10
150
15
15
15
200
20
20
20
250
25
25
25
213.45c
23.00c
* excluding exceptional items in 1999
0
5
10
15
20
25
115.32c
Dividend cover (times)
EBITDA interest cover (times)
EBIT interest cover (times)
4.85
8.5
5.6
Sales
Trading profit
Pre-tax profit
⁄ million
10,444
+ 18%
976
803
+ 10%
+ 15%
Basic earnings per share
115.32c
+ 1%**
Cash earnings per share
213.45c
+ 5%**
Dividend per share
23.00c
+ 11%**
** percentage changes in per share amounts are based on 2000
figures restated for the bonus element of the 1 for 4 Rights Issue
in March 2001
CRH
1
I N V E S T I N G F O R T H E F U T U R E
CRH focuses investment in four key areas:
people, market leadership, the environment
and technology. Investment in people
consists of training and development to
provide all employees with a path to
progress; a market-based remuneration
policy to attract, retain and motivate the
right people; and best practice programmes
to ensure an efficient, safe and healthy
workplace.
Attaining market leadership positions is
not just about investing in acquisitions or
development projects but being the leading
producer with the lowest costs. This is
achieved by enhancing existing businesses
to support strong organic growth while
driving continuous improvement in
products and processes.
Environmental investment projects include
dust and noise reduction, effluent and
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 2
Above: Glen-Gery is the leading clay brick
producer in the US northeast and midwest. The
company recently installed a US$3.5 million robotic
dehacker at its Mid-Atlantic, Pennsylvania plant.
This flagship plant produces 92 million bricks per
annum in a broad product line. The new dehacker
will increase efficiency, reduce the risk of repetitive
motion injuries and enhance product quality
through improved blending.
Right: In Poland, Bosta Beton has commissioned a
new readymixed concrete plant at Mszczonowska,
near the centre of Warsaw. The new plant, seen
here taking delivery of bulk cement from Group
.
zar(cid:151)w, was commissioned
company Cementownia O
in 2001. The strategic location of the Mszczonowska
operation will enable Bosta Beton to further
develop its position in the important Warsaw
market.
2
CRH
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 3
(cid:210)The process of maintaining superior performance and growth
involves continuously investing for the future. In 2001, we invested in
a wide range of projects which will contribute to overall profitability in
future years and strongly underpin the future development of the Group.(cid:211)
waste minimisation, energy efficiency, use
of recycled materials, restoration of worked-
out facilities and tree and shrub planting to
enhance the local surroundings. Environmental
investment programmes help us to be better
employers and neighbours within our
communities.
Investment in technology enables us to run
more efficient plants; to create more effective
processes; to develop product innovations;
to offer better and more focused service to
customers; and to measure and communicate
international best practice around the Group.
In 2001, CRH invested in a wide range
of projects which will contribute to overall
profitability in future years and strongly
underpin the future development of
the Group.
Above: In 2001, Dycore commissioned a new
highly automated factory at Lelystad in the
Netherlands to manufacture its newly-developed
insulated floor elements. These are highly
insulated prestressed units cast in self-
compacting concrete, which exceed the strict
Dutch regulations for thermal insulation in new
houses. Pictured is the first test-pouring with
self-compacting concrete.
Left: During 2001, P.J. Keating completed a major
upgrade to its crushing facility located at
Cranston, Rhode Island. This facility produces
750,000 tonnes of aggregate per year to supply
an on-site hot mix asphalt plant, as well as
servicing the Rhode Island aggregate market.
CRH
3
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 4
C H A I R M A N (cid:213) S S TAT E M E N T
Development activity
Financing expansion
The year to 31st December, 2001 was
another active year in terms of acquisition
of new businesses. More than 50 acquis-
itions were completed, at an overall cost
of ⁄1,080 million. The most significant
of these transactions were:
¥ Mount Hope Rock Products, an
integrated aggregates, asphalt and paving
company operating in the northern New
Jersey and New York City markets,
acquired in April 2001 at an effective
cost of US$144 million
¥ a 25% stake (together with a call option
over a further 25%) in the Mashav Group
in Israel, through the provision of equity
finance of US$48 million and arranging
preference capital (non-recourse to CRH)
amounting to a further US$97 million
¥ Hallett Materials and Des Moines
Asphalt, both headquartered in
Des Moines, Iowa, for a total
consideration of US$75 million.
The acquisition programme consisted, in
the main, of small and medium-sized deals,
spread across the major regions and
product groups. The acquisition of Mount
Hope strengthened our market and reserves
position in the important New Jersey
and New York City markets, while the
acquisition of a stake in Mashav represents
another step in the Europe Materials
Division(cid:213)s strategy to build strong market
positions in primary building materials.
We believe that the acquisition programme
completed in 2001 will support the Group(cid:213)s
overall strategy of enhancing value,
providing a sound basis for future growth
and maintaining market leadership.
The Group(cid:213)s strong growth over the past
three decades has been financed
substantially from internal cash flow,
supplemented by occasional equity
injections from shareholders.
While cash flow can support a reasonable
level of ongoing development activity, the
Board decided, in early March 2001, that
additional equity by way of a 1 for 4 Rights
Issue was desirable to ensure that the
Group would not be constrained in taking
advantage of attractive acquisition
opportunities. The issue was well
supported by existing shareholders and the
amount of capital raised, net of expenses,
was approximately ⁄1.1 billion.
This equity injection will ensure that we
are in a position to continue to implement
a development strategy which aims to
enhance the operational scale and strategic
strength of the Group.
Board
Jack Hayes retired from the Board
following the Annual General Meeting on
9th May, 2001. Jack made a major
contribution to the development of CRH,
both as an executive and more recently as
a non-executive Director. We are very
grateful to him for his contributions and
his wise counsel and wish him well in his
retirement.
We announced on 28th November, 2001
that, with effect from 1st January, 2002,
Tom Hill and John Wittstock would join
the Board as executive Directors. Tom,
who is Chief Executive Officer of Oldcastle
Materials, and John, who is Chief Executive
Officer of Oldcastle Products & Distribution,
Pat Molloy
Strong growth in challenging market
conditions
Market conditions in CRH(cid:213)s principal
markets were less favourable in 2001 than
they were in the preceding year. Economic
growth in Ireland, Europe and the United
States slowed considerably and demand for
our products in all markets was adversely
affected by the worldwide consequences of
the terrorist attacks in New York on 11th
September. Despite this, the Group
produced another excellent performance in
terms of growth, profits and development.
Details of the challenges faced during 2001,
and of the performance of the separate
divisions, are given in the reviews which
follow.
Profitability and earnings
Pre-tax profits increased by 15.2% to ⁄803
million. Earnings per share were 115.32c,
compared with 113.79c (restated) in 2000.
Cash earnings per share were 213.45c,
compared with 204.00c (restated) in 2000.
The weighted average number of shares
in issue, of course, increased significantly
as a consequence of the March 2001
Rights Issue.
In the circumstances, we regard the
outcome as very satisfactory and we
believe it compares very favourably with
the performance of our peer group.
A final dividend of 16.25c per share is
being recommended by the Board, which
will result in an increase of 10.7% in the
total dividend for the year. This is the 18th
consecutive year of dividend increase.
4
CRH
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 5
(cid:210)The competence and commitment of our management teams and employees
are the core strengths of CRH and are reflected in another year of
excellent performance in terms of growth, profits and development .(cid:211)
are responsible for the Group(cid:213)s operations
in the Americas - major contributors to
the performance and growth of the
overall Group.
These appointments bring the Board
membership to its full complement of 15,
comprising nine non-executive and six
executive Directors.
Management and staff
The conditions which obtained in 2001
represented particular challenges for
management and staff whose competence
and commitment are the core strengths of
CRH. I am very pleased to acknowledge the
contributions of all of our staff to the
success of our Group.
While there were many instances where
staff performed over and above the call of
duty, I am particularly pleased to highlight
the part played by our staff in the search
and rescue operation following the attacks
on the World Trade Center. Staff and
equipment from Tilcon New York, Pennsy
Supply and Buchanan Marine worked 24-
hour shifts to remove debris and provided
significant support to the rescue effort.
The quality of over 47,600 employees and
their tradition of high achievement will
ensure that the CRH Group takes full
advantage of the opportunities which
present themselves to our various
businesses in the year ahead and that we
continue to out-perform our competitors.
Corporate governance
The CRH Board and management are
committed to achieving the highest
standards of corporate governance and
ethical business conduct. A detailed
statement of CRH compliance with the
Principles of Good Governance, as set out
in the Combined Code, is given on pages
36 and 37.
Outlook 2002
Management(cid:213)s view of prospects for 2002
is set out in the Chief Executive(cid:213)s review
and in the operations reviews. Overall, in
uncertain conditions, we look to another
year of progress.
Below: Staff from Tilcon New York, Buchanan
Marine and Pennsy Supply, who volunteered
for the rescue efforts at Ground Zero following
the attacks of 11th September, together with
Pat Molloy and Liam O’Mahony.
CRH
5
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 6
(cid:210)In a difficult year for many of the economies in which we operate, CRH continued to
grow. Sales and profits reached new record levels. We broadened our regional spread
adding three countries to the Group, with a solid acquisition spend of ⁄1.1 billion on
over 50 deals. 2001 was another year of good progress.(cid:211)
Raboni’s newest branch at Ivry on the bank of the Seine
in the east of Paris supplies craftsmen and jobbers with
all their building materials needs.
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 7
C H I E F E X E C U T I V E (cid:213) S R E V I E W
Highlights
In a challenging environment across most
markets, the CRH Group made good
progress on many fronts in 2001:
¥ sales up 17.7% to a record ⁄10.4 billion
¥ profit before tax up 15.2% to a record
⁄803 million
¥ earnings per share before goodwill
amortisation up 2.7% to a record
127.05c, despite an effective weighted
increase of 15.3% in the number of
shares in issue following the March 2001
Rights Issue which raised ⁄1.1 billion
additional equity
¥ a substantial ⁄1.1 billion acquisition
spend on over 50 deals, spread across
all product groups and regions.
As always, the strength of CRH lies in the
commitment and expertise of our people
throughout all areas of our organisation.
To the 47,600 members of the CRH team
across the world, a very sincere thank
you for making this another fine year
for our Group.
11th September
The terrible events of 11th September in
New York, Pennsylvania and Washington
DC shocked the world to its core. Like
everybody around the world, we
sympathise with those who were caught up
in these tragic circumstances. Thankfully,
none of our American employees were
involved.
With operations on both sides of the
Atlantic, we were very proud of the part
played by our Americas Materials Division
in providing volunteers and equipment
to the rescue effort at Ground Zero at
the World Trade Center in the immediate
aftermath.
2001 operational performance
Once again in 2001, our US markets, on
balance, provided a more favourable
operating environment than our markets in
Europe. Predictions from economists at the
beginning of the year that 2001 would be
Europe(cid:213)s year were not fulfilled, with
economic growth rates faltering as the year
progressed. The cautious monetary policy
response from the European Central Bank
failed to counteract weakening consumer
confidence and residential construction
activity. In contrast, aggressive interest rate
cuts by the US Federal Reserve, both before
and after the outrages of 11th September,
helped support consumer spending and
residential construction activity.
After a strong start to the year in Ireland,
our Europe Materials Division had to cope
with the second quarter impact of measures
to prevent the spread of foot and mouth
disease. While still robust, the pace of
economic growth in Ireland declined
somewhat from the unsustainable rates of
prior years, particularly in the second half.
Marked volume declines resulted in a
sharp decline in profitability in Poland
after five years of good growth, while the
Finnish market also saw lower demand and
profits. These negative effects were more
than offset by continued good performance
in Spain and the full year impact of Jura(cid:213)s
materials operations in Switzerland — these
were acquired in November 2000 and
performed to expectation.
Our Europe Products & Distribution
Division experienced difficult trading
conditions, particularly in residential
markets. This led to production capacity
closures in its French concrete products
and German clay products operations at a
combined cost of ⁄10 million. Distribution
operations, however, were helped by the
strength of consumer spending. Overall,
profits from this Division were lower than
2000.
Following very strong performances in
recent years, the Americas Products &
Distribution Division also suffered a
reduction despite positive contributions
from recent acquisitions. Weakness in non-
residential markets, particularly reflecting
Liam O(cid:213)Mahony
difficulties in the telecommunications
sector and the electrical utility market in
California outweighed generally resilient
residential activity. This was compounded
by the impact of the events of 11th
September which led to a further softening
in demand only partly compensated for by
favourable fourth quarter weather
conditions.
These same favourable US weather
conditions, extending into early December,
prolonged the paving season and enabled
our Americas Materials Division to more
than offset the earlier major disruption of
its operations in the New York
metropolitan area following the destruction
of the World Trade Center. This good
weather rounded off a generally positive
year for the Division which enjoyed lower
bitumen costs than in 2000. Margins and
profits were well up.
This strong finish from the Americas
Materials Division, in particular, enabled
the Group as a whole to exceed the profit
range indicated in our November 2001
trading update statement. More detailed
discussion of the performance of the
Group(cid:213)s four Divisions are contained in the
individual operating reviews.
Development activity
2001 was another busy year on the
development front, with the completion of
over 50 individual acquisitions. These were
spread across all regions and product groups,
and represented a continuation of our
successful add-on strategy which has stood
us in good stead over the years. While
there were no major strategic moves, the
total acquisition and investment spend of
⁄1.1 billion was the third highest in the
Group(cid:213)s history.
The Europe Materials Division continued a
series of small bolt-on acquisitions in
Finland and Poland building on its existing
CRH
7
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 8
C H I E F E X E C U T I V E (cid:213) S R E V I E W continued
platforms. In addition, the Division
acquired a 25% stake in Mashav, the
holding company for Nesher Cement,
Israel(cid:213)s sole cement producer. As part of the
transaction, CRH secured a call option,
exercisable before January 2004, to acquire
an additional 25% of Mashav. The
investment represents our first move into
the growing Middle East building materials
market and represents a further step in the
Europe Materials Division(cid:213)s strategy to
build strong market positions in primary
building products in selected European and
related markets to the east.
Our Europe Products & Distribution team
substantially increased the scale of its
insulation activities with the purchase of
the leading manufacturer of polyethylene
insulation in Germany, and of the leading
expanded polystyrene producer in the
Nordic countries. 2001 also saw a
significant expansion of our DIY activities
in the Benelux, through the acquisition of
eight Gamma and Karwei stores. In France,
we acquired a specialist infrastructural
products distributor operating from three
locations to the northeast of Paris, as well
as a major supplier of precast concrete
products to the French utilities sector.
It was another busy year for the Americas
Materials Division which completed a total
of 16 deals. Its principal acquisition was
the purchase in April of Mount Hope Rock
Products, an integrated aggregates, asphalt
and paving company operating in the
northern New Jersey and New York City
markets. This was followed in July by our
entry into the Iowa market with the
acquisition of Hallett Materials, an
aggregates producer, and Des Moines
Asphalt, central Iowa(cid:213)s leading asphalt
paving contractor. 2001 also saw important
bolt-on deals which further expanded our
existing market positions in Utah,
Washington, Michigan, Ohio and
Pennsylvania.
Within Americas Products & Distribution,
the Architectural Products Group (APG)
was the most active on the acquisition
front, significantly strengthening its
Canadian operations with the buyout of
the Permacon minority interest and the
purchase of additional homecenter and
masonry product manufacturers in the
Ontario market. Other APG acquisitions
included a leading manufacturer of
packaged goods, with a substantial position
in the homecenter market operating from
seven plants in six southeastern states, and
Global Clay Products, the sole producer of
clay brick in Illinois and an ideal fit with
Glen-Gery(cid:213)s operations. The Precast Group
acquired its first significant position in
sanitary and storm manhole markets in the
northeast with a purchase in Long Island,
New York. The Distribution Group
acquired the largest distributor of
commercial and residential wallboard and
related products in New England.
8
CRH
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 9
A shareholder who invested
the equivalent of ⁄100 in 1970
and reinvested gross dividends
would now hold shares worth
⁄37,989 based on the share
price as of 31st December,
2001. This represents a 21.1%
compound annual return.
Total shareholder return 1970-2001
⁄37,989
Compound annual return of 21.1%
40,000
30,000
20,000
10,000
⁄100
1970
Our 14 development teams, which support
senior local and regional management in
seeking value-adding businesses, continue
to progress a wide variety of acquisition
opportunities and, bolstered by the March
2001 1 for 4 Rights Issue, the Group is
well-positioned to take advantage of
attractive opportunities as they arise.
Human resources
As the Group continues to expand, we are
investing increasing time and resources in
developing future leaders at all levels of
the organisation. This is done formally and
informally in all product groups, directed
by senior regional management with
support from central Human Resources.
The appointment of the CEOs of our two
American Divisions as executive Directors
of CRH represents the latest stage in our
organisational evolution. The product
group organisation has been extremely
successful in stimulating acquisition
activity, promoting the sharing of best
practice, and providing a sound and
balanced platform for the overall
development of CRH.
People are our key resource, and safety in
the workplace is of crucial importance. We
continue to actively implement our safety
programmes, and with both internal and
external benchmarking look for best
possible performance in this regard.
The environment
The Group(cid:213)s continued commitment to the
environment was further reflected in
October 2001 with CRH(cid:213)s election to the
Dow Jones Sustainability Indexes. This
recognised CRH(cid:213)s strong performance in
environmental policies, reporting, codes of
conduct and achievement. The task for the
future is to continue to build on progress
to date. We are fully committed to this
objective.
2001
Outlook 2002
In last year(cid:213)s Annual Report, I wrote of the
then considerable uncertainty as to the
direction of world markets. Following the
tumultuous events of 2001, uncertainty and
caution are again very much the bywords
as we look forward to 2002.
In Ireland, the less buoyant overall
economy is likely to lead to a decline in
private construction activities, offset in part
by strong infrastructural spend. UK
housing looks likely to remain at last year(cid:213)s
relatively low level. The outlook for
Mainland Europe is for continued sluggish
activity, with modest growth in some
markets counterbalanced by the ongoing
recession in Germany. Markets in the US
held up somewhat better than expected in
2001, and in 2002 continued strength in
infrastructure and a forecast second half
upturn in the economy may offset some
softness in private building, particularly in
the non-residential sector.
Overall, 2002 promises to be a particularly
challenging environment. We intend to
intensify our relentless internal emphasis
on cost efficiency, overhead reduction and
cash flow generation, which, together with
continued success on the development
front, should lead to a further year of
progress for the Group.
Tilcon New York’s Mount Hope facility in Wharton,
New Jersey is one of the largest granite quarries in
the US. Mount Hope operates 24 hours a day with
a 2,300 tph crushing plant, three on-site asphalt
plants and a soil remediation plant. Acquired in
April 2001, the facility is centrally located to serve
the densely populated and heavily travelled
northern New Jersey and New York City markets.
CRH
9
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 10
M AT E R I A L S : E U R O P E — operations review
Brian Griffin
(cid:210)Our markets in Ireland and
2001 overview
Spain and recent acquisitions
performed strongly in 2001
delivering overall growth in
Divisional sales of 14%,
counterbalancing a weaker
performance in the developing
Polish market and a slowdown
in Finland. Having added to
our senior management team
during the year, we are now
well-resourced to further extend
the business and accelerate our
campaign to add value to the
enterprise.(cid:211)
Europe Materials had a satisfactory
outcome in a year of some contrasts.
Construction markets in Ireland held up
well but the hectic growth of the last seven
years abated. Activity was strong in Spain
and also in our recently acquired Jura
Group in Switzerland. In contrast, the
Polish economy went into decline severely
affecting construction activity; cement
consumption fell by 20%. The downturn
in the fortunes of the technology industry
had an impact in Finland where demand
flattened and a more competitive market
hit our margins.
Acquisition activity was lower in the
Division, with the most significant deal
being the purchase in August of a 25%
interest in Mashav, the holding company
for Nesher Cement, Israel(cid:213)s sole cement
producer.
An overall 12% increase in trading
profits was achieved reflecting the full
year contribution from the Jura Group
companies acquired in 2000.
Ireland
After many years of strong growth,
construction activity in Ireland was flat
in 2001 and showed signs of weakening
in the second half of the year. Sales to the
residential sector were weaker than in
2000, while road construction work was
impacted by delays caused by foot and
mouth disease precautions with planned
projects falling behind schedule. The
public, commercial and industrial sectors
held up well, but the latter two showed
signs of weakness in the last quarter.
Profits were in line with the 2000 result.
The Roadstone-Wood companies expanded
primary materials output with plant
10 CRH
expansions at eight locations throughout
the country and developed two new
aggregate locations to supply the Dublin
and Galway markets. Downstream product
output was increased at a further five
locations. A total of ⁄35 million was
invested in these and other projects.
Irish Cement achieved record production
of clinker at both its Limerick and Platin
factories and continued its programme
of efficiency investments at both works
including new automated laboratory
facilities and self-service bulk cement
dispatch systems.
Premier Periclase continued to operate in a
very difficult refractory materials market,
which has been severely affected by the
world recession in steel and increasing
energy costs.
The Farrans Group in Northern Ireland had
another satisfactory year in a highly
competitive market and benefited from
increased activity in civil engineering and
road maintenance. The construction
division of Farrans continued its successful
involvement in a number of PFI (Private
Finance Initiative) contracts. During the
year, we acquired Tyrone Brick Limited in
Dungannon, the leading clay brick
manufacturer in Northern Ireland.
Spain
In Spain, construction activity continued to
expand with output up about 5%. The
residential market was again the main
driver along with strong infrastructural
investment. Sales in Beton Catalan
increased although margins were held back
in a more competitive market.
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 11
Results
⁄ million
Sales
Trading profit
2001
2000
% of Group
1,861
1,637
270
242
18%
27%
22%
Average net assets*
1,556
1,232
EBIT / sales margin
14.5%
14.8%
* including goodwill
Poland
GDP growth in Poland slowed dramatically
over the year and, at about 1.5%, was
significantly below that recorded in the
previous year. The impact of this downturn
in the economy on construction was severe
with output declining by over 10%.
Residential completions increased,
however this was not sufficient to offset
the impact of deterioration in government
finances, reduction in foreign direct
investment and a slowdown in
infrastructure and commercial investment.
The disproportionate reduction in cement-
intensive activities, compounded by a
fall-off in new project starts, led to a
decline in overall cement consumption of
20%. The impact of lower volumes at our
Cementownia O
was partly offset by improved efficiency
and pricing. The new kiln at O
continued to perform well with excellent
run factor, energy efficiency and
operational flexibility.
.
zar(cid:151)w and Rejowiec plants
.
zar(cid:151)w
Our concrete product and aggregate
companies were affected by declining
volumes in very competitive markets, and
margins suffered as a result.
The Group continues to extend its regional
coverage throughout Poland by selective
investment in concrete products, aggregate
and blacktop businesses to build leading
positions in key markets.
Finland / Baltics
Economic activity in Finland levelled in
2001 after strong growth since the mid-
nineties. The construction market slowed
in 2001 following a very busy year in 2000.
Housing starts were down by 11% and
non-residential construction was down by
5%, offset by increases in warehousing and
major industrial projects. Investment in
infrastructure was broadly in line with the
The medium-term outlook for the Spanish
economy is positive, although slightly
lower growth rates are anticipated. We
expect overall construction output to grow
by around 2% in 2002.
In Poland, GDP growth is forecast at 1.5%
with inflation below 6%. Very high interest
rates, which were a major contributing
factor to reduced investment, are now in
retreat. Foreign direct investment is
expected to increase and continue to
impact favourably on the economy.
Long-term prospects remain quite positive
as Poland continues to make steady
progress towards EU membership.
The Finnish construction market is
expected to be slower in 2002 offset to
some degree by a better performance
in the Baltic region.
Strong economic fundamentals with GDP
growth of 1.7% forecast and an extensive
infrastructure programme in Switzerland
will continue to underpin demand for our
products in that region.
In an unpredictable political climate, the
Israeli economy is forecast to grow by 2-3%
during 2002. Planned investment in
infrastructure is expected to boost cement
consumption by 4%.
With our strengthened senior management
team, we are now well-resourced to further
extend the business and accelerate our
campaign to add value to the enterprise.
previous year. Overall output declined by
about 5% and profits were lower than in
2000.
Activity in the Baltic region was mixed.
St. Petersburg enjoyed strong growth as
work on refurbishment gained pace in
preparation for the 300th anniversary
celebrations in 2003. Lohja Rudus is
continuing to expand to meet demand. In
Estonia, the market increased, while in
Latvia volumes remained flat.
Switzerland
The economy grew by about 2% in 2001.
Construction was up about 1.3% with gains
in infrastructure and commercial/industrial
activity and some decline in farming and
housing. Major public infrastructure
projects should continue to support the
market for our products.
Jura performed well in its first year with
CRH and is now fully integrated under a
new management structure. Sales and
profits were in line with expectations.
Israel
Despite the difficult political climate in the
region, Mashav performed to expectations
operating from highly efficient facilities.
Outlook 2002
The outlook in Ireland is for some
reduction in construction activity
particularly in the housing, commercial
and industrial sectors although the impact
of the 2002 Budget on private housing
investment should benefit housing starts.
The National Development Plan is gaining
momentum with many large infrastructure
projects in the construction phase during
2002 generating strong demand for
materials.
CRH 11
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 12
M AT E R I A L S : E U R O P E — profile
Situated on the river Shannon close to Limerick
City, Irish Cement operates a modern one million
tonnes capacity cement plant.
Talsi pit, located 120 kilometres from Riga, is
the largest sand and gravel deposit in Latvia
with over 60 million cubic metres of reserves.
Ireland
Activities
Annualised production volumes Market leadership positions
Switzerland
Cement
Finland, Ireland, Israel (25%),
Poland, Switzerland, Ukraine
Aggregates
Estonia, Finland, Ireland, Latvia,
Poland, Spain, Switzerland
Asphalt
Finland, Ireland, Poland
Readymixed concrete
Estonia, Finland, Ireland, Latvia,
Poland, Russia, Spain, Switzerland
Concrete products
Ireland, Poland, Spain
Clay bricks
Ireland
12 CRH
10.6 million tonnes No.1 in Finland and Ireland
No.2 in Poland
No.2 in Switzerland
62.3 million tonnes No.1 in Finland and Ireland
Spain
2.9 million tonnes No.1 in Ireland
7.9 million cubic metres No.1 in Finland and Ireland
4.7 million tonnes No.1 block and rooftile producer
in Ireland
0.2 million tonnes No.1 producer
Finland
Estonia
Russia
Latvia
Poland
Ukraine
Israel
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 13
The Materials Division in Europe is a major producer of primary materials and value-added
manufactured products operating in 11 countries. In Ireland, CRH is a market leader in cement,
aggregates, readymixed concrete and asphalt. In Spain, CRH produces aggregates, readymixed
concrete and precast concrete products. In Poland, CRH is a leading low cost cement producer with
good market positions. In Finland, CRH is the market leader in cement, aggregates and readymixed
concrete. In Switzerland, CRH is a prominent producer of cement, aggregates and readymixed
concrete. In total, the Division employs 9,800 people at over 340 locations.
31%
36%
33%
80%
20%
Switzerland
Development strategy
Product end-use
To build and maintain strong
market positions in primary
building materials and related
products through organic
growth, greenfield development
and acquisitions in selected
European markets.
Infrastructure
Non-residential
Residential
Ireland
¥ Maintain our position as the
lowest cost/best value producer
¥ Continue to operate to the
highest environmental standards
New
RMI
Spain
¥ Strengthen our existing market
positions
¥ Expand selectively into related
products and regional markets
Ireland
Poland
¥ Develop a strong national
presence in the materials
industry
Finland
¥ Maintain our strong position in
cement, aggregates and
readymixed concrete
¥ Expand into other selected
product and geographic areas
Switzerland
¥ Enhance existing positions in
cement, aggregates and
readymixed concrete
¥ Acquire new businesses in
surrounding regions
Elsewhere
¥ Build on existing positions in
central and eastern Europe
¥ Selectively acquire materials
businesses in other European
countries
Spain
Finland
Estonia
Russia
Latvia
Poland
Ukraine
Israel
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 14
P R O D U C T S & D I S T R I B U T I O N : E U R O P E — operations review
Brian Hill
(cid:210)Weakness in new housing and
2001 overview
office building in 2001
necessitated stringent cost
cutting and restructuring. In
2002, we will benefit from the
steps already taken to
rationalise operations and we
look to a strong profit advance.
We continue to search for
acquisition opportunities across
our full range of activities.(cid:211)
In our major markets - the Benelux, Britain,
France and Germany - new house building
was depressed with completions at
historically low levels. Furthermore,
the office building sector weakened
significantly as the year progressed. These
sectors account for roughly 55% of our
business. In partial compensation, the
repair/maintenance/improvement and
infrastructure sectors were firm.
Against this background, Europe Products
& Distribution increased sales by 23% to
⁄2.2 billion reflecting the impact of
acquisitions. However, trading profits
at ⁄105 million were ⁄7 million lower
than 2000 after charging ⁄10 million
restructuring costs mainly in Germany
and recording a ⁄4.2 million loss on
disposals (2000: profit ⁄4.9 million),
primarily reflecting goodwill written-off
on the transfer of our Vebofoam insulation
business to the Gefinex Jackon joint
venture in which we acquired a 49% stake.
Our acquisition programme continued
during 2001. We completed 13 deals in
9 European countries investing a total of
⁄0.2 billion.
Concrete products
In the Netherlands, Dycore, whose
products serve the new housing and office
building markets, suffered from the
weakness in these sectors. Stringent cost
reduction measures mitigated the profit
impact. Struyk Verwo profits matched the
previous year in the competitive concrete
paving market.
In Belgium, Schelfhout and Omnidal
completed their first full year within
CRH. Both traded to expectation. Marlux
successfully commissioned its new paver
plant near Namur in Wallonia. Continued
difficult trading at Marlux’s French
14 CRH
subsidiary led to the decision to close
this plant.
Elsewhere in France, early in the year
we bought out the remaining 20%
shareholding in Dijon-based Prefaest,
which manufactures precast concrete
drainage systems and telecommunication
vaults. Subsequently, in April, we acquired
B(cid:142)ton Moul(cid:142) Industriel (BMI), a large
manufacturer of precast concrete products
for the utility sector. Prefaest and BMI have
been integrated, expanding CRH’s presence
in this sector.
In the UK, Forticrete’s markets in the
concrete masonry and rooftile sectors
were subdued. Although satisfactory,
profits did not quite match the previous
year’s record level.
Clay products
In the UK, Ibstock(cid:213)s clay brick deliveries
declined by 4% as a result of lower new
house building - house completions are
now at the lowest level since the Second
World War. Ibstock Brick succeeded in
offsetting the volume decline by price and
efficiency improvements and trading
profits were ahead of 2000. Ibstock also
commenced a major ⁄9 million project to
align its production capacity to reflect
trends in market demand with investment
at its Ellistown, Leicester, Atlas and Lodge
Lane brickworks. The major component of
the expenditure relates to conversion of the
Ellistown plant from wire-cut to soft mud
technology.
Conditions in the continental Europe brick
markets were extremely challenging. In the
Netherlands, deliveries fell by 2%. The
negative impact of lower volumes, and of a
major stock reduction programme, was
offset by higher gains on disposal of assets,
and profits increased. In Germany and
Poland, markets were even more difficult
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 15
Results
⁄ million
Sales
Trading profit
Average net assets*
EBIT / sales margin
* including goodwill
2001
2000
% of Group
2,175
1,763
105
112
1,432
1,236
4.8%
6.4%
21%
11%
20%
GenBud in Poland saw sales decline
slightly in a very difficult market. However,
excellent margin management and cost
control allowed GenBud show a small
profit advance.
Outlook 2002
Overall forecasts for the construction
industry in our key markets are more
sombre now than 12 months ago. The
common features across all our European
markets are weak new house building
numbers and sharply declining new office
building, offset by strength in the
infrastructure sector and resilience in
repair/maintenance/improvement.
Against this backdrop, our operating
emphasis in 2002 will be on further
efficiency improvement and cost reduction.
We will benefit from the steps already
taken to rationalise our operations and
reduce the workforce, and we will not
suffer the once-off restructuring costs and
goodwill write-off incurred in 2001. Thus,
we look to a strong advance at the trading
profit level.
Our development teams continue the
search for acquisition opportunities across
our full range of activities in Europe. We
expect further success in this area in 2002.
leading to trading losses. To address this,
stringent cost cutting measures, including
the closure of two brick plants in Germany
and a wide-ranging reduction of the
workforce in both Germany and Poland,
were successfully implemented.
Building products
CRH Fencing & Security (formerly Heras
Fencing) had a successful year with both
sales and profits ahead of the record levels
of 2000. In April, this group acquired VNP
bv, a small company engaged in access
control systems for industrial and
institutional premises. Whilst small, this
acquisition exposes us to a high value-
added growth sector complementary to
the more traditional fencing and security
gate business.
CRH Daylight & Ventilation had a
challenging year due to the depressed
German market where more than 50% of
its operations are based. Profits of the
German activities were lower; however,
the operations in the Benelux, the UK and
Ireland showed higher profits than in 2000.
Our Insulation Group had a successful
year both operationally and on the
development front. In May, we acquired
Gefinex, the leading manufacturer of
polyethylene insulation products in
Germany. Gefinex has a 49% stake in
Gefinex Jackon, co-leader in the German
extruded polystyrene market. Our legacy
Belgian extruded polystyrene business,
Vebofoam, was transferred to Gefinex
Jackon as part of this deal. In December,
we acquired ThermiSol, the leader in
expanded polystyrene insulation in the
Nordic countries. The CRH Insulation
Group is now a ⁄200 million pan-European
business with factories in Ireland, the UK,
the Benelux, Germany, Poland and the
Nordic countries of Denmark, Sweden
and Finland. Kimmenade, our Dutch
roofing business, had another strong year.
Distribution
Solid advances in sales and profits were
recorded by our Distribution businesses
and 2001 was an active year on the
acquisition front.
Our DIY homecentres achieved record
profits in the Netherlands. The integration
of the eight stores acquired late in 2000
was completed smoothly. In 2001, seven
further stores were acquired in the
Netherlands and one in Belgium, bringing
our chain to 59 stores in total. Our DIY
joint venture in Portugal, Max¥Mat, made
further progress and reported improved
results. Max¥Mat opened new stores in
Paredes in northern Portugal and Funchal
on the island of Madeira bringing the total
chain to 11 stores. Further openings are
planned in 2002.
The Dutch distribution businesses serving
professional customers had mixed fortunes.
Kelders Roofing and Bouwmaat did well,
whilst Bouwmaterialen, Syntec and
Garfield Aluminium profits were down on
the previous year.
In France, Mat(cid:142)riaux Service and Raboni
maintained the excellent profits of the
previous year in less buoyant market
circumstances. Buscaglia, the specialist
civil engineering merchant acquired in
May, made a good first-time contribution.
Our merchanting business in Switzerland
now trades under the Richner AG brand.
Profits improved and are ahead of our
expectations when we acquired the
business as part of CRH’s purchase of the
Jura Group in November 2000. Because
Richner lacked critical mass in the DIY
sector, we sold its two small DIY stores.
CRH 15
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 16
P R O D U C T S & D I S T R I B U T I O N : E U R O P E — profile
Above left: Forticrete’s Gemini
rooftile won the Queen’s Award for
Enterprise in 2001 for innovative
design, speed of installation and
superior environmental protection
for the home.
Above right: Shopping centre atrium
at Magdeburg, Germany. Natural
ventilation, daylight and fire safety
glass roof structure supplied and
installed by Brakel Aero.
Activities
Annualised production volumes Market leadership positions
Concrete blocks & pavers
Benelux, UK
4.0 million tonnes No.1 decorative patio tiles in Belgium
No.1 paving products in the Netherlands
No.1 architectural masonry in the UK
Precast concrete products
Benelux, France
2.0 million tonnes No.2 precast flooring in the Netherlands
No.1 utility precast in France
Clay bricks, pavers & rooftiles
Germany, Netherlands, Poland, UK
2.5 million tonnes No.1 clay pavers in Germany
No.1 quality facing bricks in the Netherlands
No.1 facing bricks in the UK
Fencing & security
Benelux, France, Germany, Poland, UK
Rooflights & ventilation
Benelux, Germany, Ireland, UK
1.5 million lineal metres No.1 security fencing in Europe
1.1 million square metres No.1 rooflights & ventilation in the Benelux
Insulation products
Benelux, Denmark, Finland, Germany,
Ireland, Poland, Sweden, UK
2.7 million cubic metres
Joint No.1 XPS insulation in Germany
No.1 EPS insulation in Ireland
Joint No.1 EPS insulation in the UK
No.1 EPS insulation in the Nordic region
Builders merchants
France, Netherlands, Poland,
Switzerland
DIY stores
Belgium, Netherlands, Portugal
122 branches No.2 builders merchants in ºle-de-France
No.1 roofing products in the Netherlands
No.3 builders merchants in Switzerland
70 stores Member of leading Dutch DIY chain
Joint No.1 DIY in Portugal
16 CRH
Portugal
Finland
Sweden
Ireland
Denmark
UK
Netherlands
Belgium
Germany
Poland
France
Switzerland
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 17
Products & Distribution in Europe is organised into three groups of related manufacturing
businesses and a distribution group. The manufacturing groups are involved in clay, concrete and
other building products. Distribution encompasses builders merchants and (cid:210)do-it-yourself(cid:211) stores.
The Division operates in 12 European countries with the Benelux, the UK, France, Germany and
Switzerland accounting for the bulk of its sales. We seek leadership positions in the markets in
which we operate. Products & Distribution has 11,400 employees at over 370 locations.
11%
28%
61%
62%
38%
UK
Finland
Sweden
Denmark
Netherlands
Belgium
Germany
Poland
France
Switzerland
Development strategy
Product end-use
To build leadership positions in
targeted European markets in
the manufacture and distribution
of building products through
organic investment and
acquisition.
Infrastructure
Non-residential
Residential
New
RMI
Ireland
Concrete products
¥ Strengthen current positions in
the Benelux, France and the UK
in architectural, structural and
utility sectors
¥ Reach out to neighbouring
regions by acquisition
¥ Realise efficiency and cost
improvement through product
development and best practice
exchange
Clay products
¥ Raise profitability through better
capacity utilisation, cost
efficiencies and continuous
improvement
¥ Consolidate market leadership
in the UK; grow positions in the
Netherlands and Poland;
participate in industry
restructuring in Germany
Building products
¥ Grow security fencing from
current strong bases in
Germany, Netherlands and the
UK into neighbouring regions
¥ Play active role in the
consolidation of the insulation
industry in Europe
¥ Continue integration and
product/technology exchange of
Daylight & Ventilation Group in
the Benelux, Germany, Ireland
and the UK
Distribution
¥ Build further on successful DIY
retail chains in the Benelux and
Portugal
¥ Expand merchanting businesses
in France, Netherlands and
Poland
¥ Develop further purchasing and
IT synergies
Portugal
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 18
M AT E R I A L S : T H E A M E R I C A S — operations review
Tom Hill
(cid:210)Lower energy costs,
2001 overview
improvements from recent
acquisitions, an active
development programme and
an extended construction
season all contributed to
another year of record profits
for the Americas Materials
Division in 2001.(cid:211)
18 CRH
The Division had a satisfactory year with
strong underlying growth in profitability
in addition to another busy development
year with 16 acquisitions at a combined cost
of ⁄0.45 billion. The largest acquisition
completed during the year was the
purchase of Mount Hope Rock Products,
an aggregate, asphalt and paving company
in northern New Jersey. The Materials
Division now operates in 25 states with
over 440 locations producing 104 million
tonnes of aggregates, 34 million tonnes of
asphalt and four million cubic metres of
readymixed concrete annually.
Energy prices declined from the historical
highs set in 2000. Prices declined sharply
for both bitumen, a major component of
asphalt, and natural gas, used as a burner
fuel in the production of asphalt. An
unusually warm and dry autumn assisted
volumes by extending the normal
construction season.
The highway market, accounting for almost
two-thirds of our business, is funded
primarily by the Federal government and
supplemented by state and local sources.
TEA-21, which provides Federal funding
from 1998-2003, saw significant growth in
2001. State and local funding was mixed
with most local sources staying steady,
though New York and Washington states
both reduced their support for highway
spending. Overall, we experienced growth
in our highway markets. Private
construction markets saw some moderate
declines with the northwest and the
intermountain west hit especially hard.
Both housing and non-residential
construction showed surprising strength
towards the end of the year.
Sales increased by 17% to ⁄3.2 billion
and trading profits rose by 30% to ⁄330
million, resulting in an increase in margin
to 10.4%, one percentage point higher than
2000(cid:213)s energy-impacted level.
Northeast
Pike Industries had an excellent year with
record sales and trading profits. Strong
highway and private markets along with
remarkably good autumn weather resulted
in buoyant markets in the northern New
England states of Vermont, New Hampshire
and Maine. In addition, Massachusetts
benefited from a return to more normal
state spending levels on maintenance as
the Boston (cid:210)Big Dig(cid:211) project began to wind
down. We expect maintenance spending in
Massachusetts to continue to improve over
the next few years. Rhode Island remained
competitive but margins improved as our
investment in new crushing and asphalt
facilities at our Cranston quarry reduced
costs.
Profits at Tilcon Connecticut declined
slightly as private markets softened, due
to higher unemployment and declining
consumer confidence. Public markets
were steady.
Tilcon New York had an outstanding year
with profits more than doubling due both
to significant underlying improvement and
the impact of acquisitions. Lower energy
costs, solid markets and an improved
performance at Dell/Millington all
contributed to the increase in profits.
Results were impacted somewhat by the
aftermath of 11th September as traffic on
the river system was shut down,
suspending our waterborne aggregate
deliveries for over a week. The acquisition
of Mount Hope Rock Products, based
25 miles west of New York City at their
flagship quarry (producing in excess of
four million tonnes of aggregates per
annum), exceeded expectations and its
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 19
Results
⁄ million
Sales
Trading profit
Average net assets*
EBIT / sales margin
* including goodwill
2001
2000
% of Group
3,168
2,712
330
254
2,575
10.4%
1,870
9.4%
30%
34%
37%
CPM in eastern Washington and northern
Idaho had another excellent year in a softer
market. The Central Washington Concrete
addition met our expectations. Icon in
Seattle continues to improve. The
immediate outlook for Washington state is
poor, with the private construction market
contracting as the aerospace and
technology sectors, both large local
employers, continue to suffer. In addition,
the state has been unable to pass a highway
programme, curtailing the paving market in
the region.
Outlook 2002
The events of 11th September have added a
large degree of uncertainty to the outlook
for 2002. Both residential and non-
residential construction are likely to
contract. Highway spending should remain
constant with higher Federal TEA-21
funding offset by lower state contributions.
Overall, we expect a flat to slightly
declining market. Internal initiatives and
continued development should result in
continued profit growth in 2002.
management and operations have been an
excellent fit with Tilcon New York. The
market in the New York metropolitan area
remains buoyant but large state budget
deficits in both New York and New Jersey
present some risk going forward.
Tilcon New York responded quickly to the
terrorist attack of 11th September providing
over 100 volunteer employees on the site
the next day along with mobile equipment
to help with the removal of cars and other
rubble. We thank these employees for their
courageous efforts.
In upstate New York, both Callanan, based
in Albany, and Dolomite, acquired in 2000
and based in Rochester, experienced profit
growth as they benefited from lower energy
prices while also concentrating on reducing
other costs.
Central
The Central region encompasses our Mid-
Atlantic operations in Pennsylvania and
Delaware, Thompson-McCully in Michigan,
and Shelly in Ohio and West Virginia.
Mid-Atlantic(cid:213)s results were in line with
last year. Strong performances by Pennsy
in Harrisburg, Pennsylvania and Tilcon in
Delaware were offset in part by reduced
profits at Slusser due to losses on some
highway projects.
Thompson-McCully had a much improved
year as lower energy costs and a rapid
recovery of highway market share by
asphalt from concrete resulted in higher
volumes and margins. Additional
investment in our bitumen storage facilities
in Michigan will enable us to take further
advantage of lower seasonal prices for this
key component of asphalt production. Klett
Construction in western Michigan,
acquired in February, surpassed
expectations.
Despite a flat highway market in Ohio and
a much reduced highway programme in
West Virginia, Shelly(cid:213)s profits rose due to
lower energy costs, management action to
reduce overheads and the positive impact
of recent acquisitions. In particular,
Northern Ohio Paving, in northeastern
Ohio, had an excellent year. In July, we
acquired a 50% stake in the Heritage
Group(cid:213)s dolomitic limestone quarry near
Toledo, Ohio and entered into a bitumen
supply relationship with Heritage.
West
Utah continues to be competitive, but
moderate energy costs and the contribution
from acquisitions resulted in profit growth.
Short-term results from the integration of
the aggregate assets acquired in April in
Salt Lake City did not meet initial targets.
Management remains optimistic however,
especially at the key Beck Street location
where we are combining adjacent quarry
operations, and expect to achieve
improvements in 2002. Our readymixed
concrete operations in Utah, boosted by the
new plants acquired in May, performed
well in a declining private construction
market. We expect further improvements as
the ongoing integration of these acquisitions
yields operational efficiencies and synergies.
Colorado was once again mixed and
management has taken strong action to
improve these operations. Idaho and
Wyoming had better results, despite a
difficult year in eastern Wyoming. Our
operations in South Dakota produced
another year of solid returns.
In August, we ventured into a new
state/region and acquired both Hallett
Materials and Des Moines Asphalt, based
in Iowa. These companies are a strategic
fit for each other and have exceeded
expectations.
CRH 19
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 20
M AT E R I A L S : T H E A M E R I C A S — profile
A recipient of the National Asphalt
Pavement Association’s Diamond
Achievement Award, this 350 tph
Callanan plant is a major producer
of recycled asphalt mixes at
East Kingston, NY.
Waycor, in the Western region, was the sole supplier
of construction materials on the rebuilding of the (cid:210)Big-I(cid:211)
in Albuquerque, New Mexico. This is the largest single
highway project ever awarded in New Mexico and will
cost US$270 million, using 127,000 cubic metres of
concrete and 900,000 tonnes of aggregates.
Activities
Aggregates
US
Asphalt
US
Annualised production volumes Market leadership positions
103.6 million tonnes No.4 national producer
34.4 million tonnes No.1 national producer
Readymixed concrete
US
4.2 million cubic metres
Top 15 in the US
20 CRH
Idaho
South Dakota
Michigan
Wyoming
Nebraska
Iowa
Washington
Oregon
Nevada
Utah
Colorado
New Mexico
Maine
Vermont
New York
New Hampshire
Massachusetts
Rhode Island
Connecticut
Pennsylvania
New Jersey
Ohio
Delaware
West
Virginia
Virginia
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 21
The Americas Materials Division operates in 25 states in the US, organised
into Northeast, Central and Western regions. CRH is the number four aggregate producer,
with leading market positions in the northeastern and western states. CRH remains the
number one asphalt producer in the US producing more than 34 million tonnes of asphalt
at over 240 locations. Readymixed concrete operations are in the top 15 in the US,
spread throughout the west and in Pennsylvania, Connecticut and New York in
the northeast. The Division employs 12,000 people at over 440 locations.
Washington
Oregon
Idaho
South Dakota
Michigan
Maine
Vermont
New York
New Hampshire
Massachusetts
Rhode Island
Connecticut
Wyoming
Nebraska
Iowa
Nevada
Utah
Colorado
Pennsylvania
New Jersey
Ohio
Delaware
West
Virginia
Virginia
Development strategy
New Mexico
To grow and improve our existing
strong market positions, and
continue excellent environmental
and safety records, while looking
for new growth regions in the
Americas.
Northeast
¥ Grow through acquisitions that
bolt-on to our existing strong
materials assets in large markets
¥ Improve existing operations
through best practices
Central
¥ Continued vertical integration of
our operations in Michigan, Ohio
and West Virginia through
selective materials acquisitions
¥ Integrate purchasing of key raw
materials
West
¥ Steady market growth with
strategic bolt-on acquisitions
¥ Expand in Iowa gaining a
vertically integrated market
position with aggregate and
asphalt operations
Product end-use
Infrastructure
Non-residential
Residential
¥ Leveraging synergies in strongest
markets, ensuring most effective
operation
New
RMI
65%
20%
15%
30%
70%
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 22
PRODUCTS & DISTRIBUTION: THE AMERICAS — operations review
John Wittstock
(cid:210)We had a solid year in a
2001 overview
slowing US economy and in
the aftermath of the 11th
The economic environment in 2001 was
impacted by a number of key factors:
¥ a recession in the manufacturing sector
September tragedy. Sales
dating from mid-2000
increased 17% and despite
some unforeseen market
disruptions in the Precast
Group, profits for the Division
almost matched the record
level of last year. While
current forecasts indicate
a construction decline in
the US, given our favourable
product/market balance, we
expect another year of progress
in 2002, bolstered by internal
improvement initiatives and
prudent development.(cid:211)
¥ a substantial increase in unemployment
with increases posted in at least eight
months
¥ peaking of overall construction activity
but continuation of a strong housing
market
¥ eleven interest rate reductions by the
Federal Reserve
¥ the tragic events of 11th September
affecting an already fragile economy and
reduced consumer confidence.
Additionally, the Argentine economy
continued in a deep recession that
ultimately led to the collapse of the national
government, default on the country(cid:213)s debt
and devaluation of the Peso.
Despite these challenging circumstances,
the Division was able to achieve a sales
increase of 17% while trading profits
declined only 3% from the very strong
performance last year. Discussions of each
of the product groups follow and highlight
the key achievements and challenges
during the year.
Architectural Products Group
The Architectural Products Group (APG),
with 142 locations in 32 states and two
Canadian provinces, achieved growth in
sales while operating profits were broadly
in line with 2000. It is the leading North
American producer of concrete masonry,
lawn, garden and paving products and a
regional leader in clay brick. Cementitious
dry mixes and lightweight aggregate are
also important product lines.
Results for APG(cid:213)s construction-oriented
product lines were generally favourable
with modest gains in both sales and profits.
Belgard¤, the group(cid:213)s professional
hardscapes business, achieved strong
increases in sales and profitability while
growth in its lawn and garden products
business was slowed by poor weather in
the spring period. Commissioning costs at
greenfield plants in the first half of the year
detracted from APG performance. Clay
brick producer Glen-Gery performed well
but higher natural gas prices resulted in
lower profits on similar sales to the prior
year. Westile, the concrete rooftile business,
significantly improved its profit
performance on stronger sales.
Development activity in 2001 included
seven acquisitions and the buyout of the
remaining 35% of Permacon, at a total cost
of ⁄185 million. Adams Products expanded
through the purchase of three block plants
from Unicon in the Carolinas. Permacon
acquired four masonry plants in Ontario
and completed a major upgrade of its
Bolton, Ontario paver plant. The Keystone
Group, formerly Best Block South, was
added securing an exclusive license to
manufacture proprietary Keystone¤
retaining walls in the southeast enhancing
our marketing capabilities in this fast-
growing product segment and region.
The acquisition of D(cid:142)cor Precast
strengthened our homecenter base in
Ontario, New York and Michigan. In
December, Glen-Gery purchased Global
Clay Products, a state-of-the-art clay brick
plant close to the large Chicago market.
W.R. Bonsal, with seven dry-mix plants in
the southeast, was acquired towards year-
end. It holds the exclusive license to
produce the widely recognised Sakrete¤
dry mixes in six southeastern states. With
American Stone Mix, the Sakrete¤ licensee
in the northeast and midwest, and its other
dry-mix operations, APG is now a leading
producer in this large product segment.
Precast Group
The Precast Group produces precast,
prestressed and polymer concrete and
concrete pipe. It is a national leader
with 64 production plants in 24 states
and eastern Canada.
While Precast achieved record sales
this year due to full year contributions
22 CRH
6309 CRH Corporate for printer 3/20/02 10:45 AM Page 23
Results
⁄ million
Sales
Trading profit
Average net assets*
EBIT / sales margin
* including goodwill
2000
% of Group
31%
28%
21%
2001
3,240
271
2,758
280
1,458
1,145
8.4%
10.2%
from 2000 acquisitions, it experienced
difficult trading in a generally soft market.
Key issues were a recession in the
telecommunications industry; a crisis in
the energy sector in California affecting
local utilities; weak markets in Utah,
Nevada and Tennessee; and delays in New
York projects after 11th September. Strong
performances in a number of locations
were not enough to offset these shortfalls
and profits were substantially below the
record levels in 2000.
Two bolt-on acquisitions were made in
2001. A production facility in Toccoa,
Georgia was purchased to provide
additional capacity in Georgia and the
Carolinas. At mid-year, we purchased two
production locations on Long Island, New
York, which supply utility precast products
to the important markets of New York City
and the Long Island area.
Four major plant expansions were
undertaken during the year. Spancrete(cid:213)s
South Bethlehem, New York, plant was
modernised doubling its hollow core plank
production capacity. Ramsey, Minnesota(cid:213)s
capacity was tripled through installation
of a new batch plant. Eastern Prestressed
added a new batch plant, overhead cranes
and casting beds at its facility in Hatfield,
Pennsylvania. Finally, a new precast
plant was constructed near Raleigh,
North Carolina.
The Precast Group is implementing a
modern ERP software system which will
provide a strong platform for future growth.
Glass Group
With 39 locations in 20 states and three
Canadian provinces, the Glass Group is
North America(cid:213)s leading custom fabricator
of architectural glass products for
residential and non-residential building. It
had another strong year of growth in sales
and trading profits with the successful
integration of Hoffer(cid:213)s and Laminated
Glass Corporation, acquired late in 2000.
Both met performance expectations while
contributing significant synergies.
Significant 2001 capital expenditures
provided the group with capacity
and advanced technology for low-cost
manufacturing. Seven computer-controlled
fabrication centers, two high-speed
tempering furnaces, three automatic
insulating-glass manufacturing lines
and three automated glass-cutting lines
were added.
Construction of a new glass fabrication
facility in Battle Ground, Washington,
consolidating two glass operations
previously housed in leased facilities,
was completed during the year. Through
expansion projects in Florida and Georgia,
the Glass Group substantially increased
its capacity to satisfy rapidly growing
demand for hurricane-resistant glass.
A rationalisation programme resulted in
the closure of two glass fabrication
operations in North Carolina and California
and a residential window business in
Texas.
Distribution Group
Sales and margin growth were key features
in a year of progress for Oldcastle(cid:213)s
distribution arm, Allied Building Products,
and led to improved results.
Allied is a specialist distributor of roofing
and siding products to residential and
commercial applications with an emphasis
on replacement projects. It has 103
branches in 27 states. In major
metropolitan areas, principally New York
and Boston, it also distributes gypsum
board and acoustical tile and grid to
commercial/office refurbishment projects.
A small but growing segment is involved
in the sale of waterproofing and related
products to highway and general civil
construction in addition to traditional
roofing customers.
Allied(cid:213)s activities are mainly in the
northern tier states of the US with a major
presence in New York/New Jersey and a
growing presence in cities throughout the
western states. Distribution, generally, is
highly people dependent. Significant staff
development occurred in 2001 resulting in
a stronger team and organisation structure.
Considerable progress was made internally
during 2001 with improvement in margins
through marketing initiatives and benefits
from information technology. This
continues to be a top priority. On the
development front, Allied(cid:213)s emphasis is
on opportunities in densely populated
markets. In 2001, we acquired United
Builders Supply, the largest distributor of
commercial and residential wallboard in
New England.
South America
Despite the difficult economic conditions
in Argentina and a significant fall in
rooftile volumes, Canteras Cerro Negro
performed relatively well as a result of
increased share of its domestic floor and
wall tile market, strong cost management,
and a growing export business. Conversely,
Superglass had a very difficult year due
to the macroeconomic situation and the
integration of new product lines, which
position it very well when economic
conditions improve. Overall results in
Argentina were down.
Our investment in Chile through Vidrios
Dell Orto performed as expected and
delivered improved profits. The company
installed a new computer system and
made good progress in its Best Practices
programme.
Outlook 2002
Current forecasts reflect a modest decline
in US construction with perhaps more
weakness in the non-residential sector than
housing. The outlook for Canada is much
the same. Argentina is expected to remain a
volatile environment. Despite this
backdrop, we expect 2002 to be a year of
further progress due to our product and
geographic balance, continued focus on
productivity, selective reinvestment in
existing businesses and prudent
acquisitions.
CRH 23
6309 CRH Corporate for printer 3/20/02 10:46 AM Page 24
P R O D U C T S & D I S T R I B U T I O N : T H E A M E R I C A S — profile
Sprint’s 200-acre World HQ campus in Kansas
City incorporated 7.5 million facing bricks from
three different Glen-Gery plants.
This prestige residence in Tucson, Arizona
features products from three Architectural
Products Group companies: roofing from
Westile, antique interlocking pavers from
Superlite and architectural detailing from
Concrete Designs.
Activities
Annualised production volumes Market leadership positions
Lightweight aggregates
US
Precast concrete products
Canada, US
0.9 million tonnes No.1 in US
2.3 million tonnes No.1 in US
Concrete masonry, pavers, rooftiles
Canada, US
6.2 million tonnes No.1 masonry and paving in US
No.1 paving in Canada
Clay bricks, pavers, tiles
Argentina, US
Glass fabrication
Canada, Chile, US
Roofing, siding and related products
US
1.2 million tonnes No.1 brick producer in northeast US
No.1 rooftiles in Argentina
No.3 wall and floor tiles in Argentina
14.3 million square metres No.1 custom tempered glass fabricator
in US
103 branches No.3 distributor
24 CRH
British Columbia
Alberta
Ontario
Quebec
Washington
Oregon
Nevada
California
Montana
North Dakota
Minnesota
Idaho
South Dakota
Wisconsin
Michigan
Maine
Vermont
New York
New Hampshire
Massachusetts
Rhode Island
Connecticut
Iowa
Pennsylvania
New Jersey
Illinois
Indiana
Ohio
Delaware
Maryland
West
Virginia
Virginia
Utah
Colorado
Kansas
Missouri
Kentucky
New Mexico
Oklahoma
Arizona
Tennesee
North Carolina
South Carolina
Georgia
Alabama
Texas
Louisiana
Florida
6309 CRH Corporate for printer 3/20/02 10:46 AM Page 25
The Products & Distribution Division in the Americas operates mainly in the United States with a
growing presence in Canada. The Division comprises four product groups — Precast, Architectural
Products, Glass and Distribution — each with leading local and national market positions. In South
America, the Division is a major producer of clay products in Argentina and has glass tempering
businesses in Argentina and Chile. The Division employs 14,400 people in over 350 locations.
British Columbia
Alberta
Ontario
Quebec
Washington
Oregon
Nevada
California
Montana
North Dakota
Minnesota
Idaho
South Dakota
Wisconsin
Michigan
Maine
Vermont
New York
New Hampshire
Massachusetts
Rhode Island
Connecticut
Utah
Colorado
Kansas
New Mexico
Oklahoma
Arizona
Iowa
Illinois
Indiana
Pennsylvania
New Jersey
Ohio
West
Virginia
Virginia
Delaware
Maryland
Missouri
Kentucky
Tennesee
North Carolina
South Carolina
Georgia
Alabama
Texas
Louisiana
Florida
Development strategy
To consolidate and expand from
existing strong positions ensuring
balanced growth across products
and regions, focusing on capturing
size, IT and best practice benefits;
building profitable, safe,
environmentally responsible
businesses with key strategic
advantages.
Architectural Products
¥ Integrate and develop the clay
bricks and paver businesses
¥ Grow with and serve homecenter
expansion with a growing array of
garden and patio products
¥ Increased penetration of
professional landscape market
through the Belgard¤ product line
Distribution
¥ Leverage IT investment and
infrastructure to continue improving
the existing business
¥ Acquire opportunistically to in-fill
regionally, leading to national
coverage
Glass
¥ Edge expansion through new
products, services and regions
¥ Manage industry trends through
cost control, organic growth and
better customer service
Precast
¥ In-fill geographic coverage through
acquisition or greenfield
¥ Pursue new product and new region
opportunities
South America
¥ Continued focus on cost control and
market initiatives in a difficult
economic cycle
¥ Explore export opportunities to
augment domestic markets
Product end-use
Infrastructure
Non-residential
Residential
New
RMI
15%
40%
45%
58%
42%
Chile
Argentina
6309 CRH Corporate for printer 3/20/02 10:46 AM Page 26
F I N A N C E R E V I E W
Harry Sheridan
Results
The good growth in sales of 17.7%, in
trading profits of 10% and in pre-tax
profits of 15.2% has been highlighted
elsewhere in the Annual Report. The key
components of 2001 performance are
analysed in Table 1 below.
Exchange translation effects
The average 2001 euro exchange rate was
3% weaker versus the US Dollar than in
2000 resulting in a net positive profit
before tax translation impact of ⁄12
million. The profit and loss impact of other
currency movements during 2001 was not
significant.
Incremental impact of acquisitions
The incremental 2001 EBITA effect of
acquisitions completed during 2000
principally reflects a positive contribution
from the Jura Group in Switzerland,
acquired at end-November 2000, and from
Glass Group deals in the United States,
partly offset by the first-time inclusion of
winter losses from The Shelly Group
(acquired February 2000) and Dolomite
(acquired June 2000). This, combined with
higher full year goodwill amortisation and
financing costs, resulted in a negative
impact of ⁄6 million at the profit before
tax level arising from acquisitions made
in 2000.
The impact of acquisitions completed
during 2001 principally reflects strong
acquisition activity in our Americas
Materials and Architectural Products
activities. Results from joint ventures
include an initial five-month contribution
from our 25% investment in the Mashav
Group, which owns Nesher Cement, Israel(cid:213)s
sole cement producer.
Benefits of share issues
The incremental interest income benefits
arising from the ⁄345 million share placing
in September 2000 and the income arising
on the March 2001 Rights Issue proceeds
amounted to ⁄50 million.
Ongoing operations
For the first time since 1992, ongoing
operations suffered a decline at the trading
profit level with increases in Ireland,
Britain and the Americas more than offset
by a decline in Mainland Europe reflecting
difficult trading exacerbated by exceptional
write-downs of ⁄10 million in our German
clay products and French concrete
products operations. Lower interest rates
combined with the benefits of our strong
free cash flow resulted in a positive
finance cost impact from ongoing
operations.
The strong growth in earnings and cash
earnings per share and net dividend over a
five and ten-year period are highlighted in
Table 2.
Financial indicators
Some key financial indicators which, taken
together, are a measure of performance and
financial strength, are set out in Table 3.
Lower interest rates combined with the
benefits of the 1 for 4 March 2001 Rights
Issue resulted in a significant improvement
in interest cover measures despite a
continued strong acquisition spend. The
Group regards interest cover based ratios as
more meaningful measures of financial
capacity than the ratio of debt to
shareholders(cid:213) funds as they match the
earnings and cash generated by a business
to the underlying funding costs.
The reduction in return on average capital
employed compared with 2000 reflects the
Table 1 Key components of 2001 performance
⁄ million
Sales
EBITA
Goodwill amortisation
Trading profit
Finance costs
Profit before tax
2000
8,870
931
(43)
888
(191)
697
Change
26 CRH
Exchange
translation
effects
182
20
(1)
19
(7)
12
2%
Incremental effect in 2001
of acquisitions & investments
completed during
2000
801
42
(10)
32
(38)
(6)
(1%)
2001
481
64
(5)
59
(24)
35
5%
Benefits
of share
issues
Profit
on
disposals
Closure
costs
—
—
—
—
50
50
7%
—
3
—
3
—
3
—
—
(10)
—
(10)
—
(10)
(1%)
Ongoing
2001
110
10,444
(15)
1,035
—
(15)
37
22
3%
(59)
976
(173)
803
15%
6309 CRH Corporate for printer 3/20/02 10:46 AM Page 27
challenging trading conditions experienced
during 2001. The underlying trend reflects
the impact of the larger acquisitions of
recent years, which have slightly diluted
overall returns on total average capital
employed.
Return on average equity in 2001 was also
affected by the tougher trading conditions
and by higher average equity levels post
the March Rights Issue which, as
anticipated, resulted in lower utilisation of
the Group(cid:213)s debt capacity. A continuation
of the strong level of acquisition activity
delivered in recent years should naturally
lead to the increased use of the Group(cid:213)s
debt capacity.
Cash generation
Cash earnings per share increased by 5%
in 2001, and the strong cash generation
characteristics of the Group combined
with the net proceeds of approximately
⁄1.1 billion from the Rights Issue enabled
us to spend a total of ⁄1.5 billion on
acquisitions, investments and capital
projects while delivering a ⁄0.7 billion
decrease in net debt. Table 4 on page 28
summarises CRH(cid:213)s cash flows for 2001
and 2000.
The ⁄1.1 billion acquisitions and
investments spend for 2001 reflects the
completion of over 50 deals across the
Group(cid:213)s operations.
The increased depreciation and
amortisation charge reflects the impact of
acquisitions completed in 2000 and 2001.
Proceeds from share issues principally
reflect the March 2001 Rights Issue, which
raised approximately ⁄1.1 billion (net of
expenses), augmented by issues under
Group share option, share participation and
scrip dividend schemes.
As part of the financing of our 25%
investment in Mashav, preference shares
in a subsidiary company were issued
on a non-recourse basis to a financial
institution. These shares are accounted
for as a minority interest.
Control of working capital levels remained
a key priority across our operations once
again resulting in a modest outflow despite
the increasing scale of the Group(cid:213)s
operations and the very favourable US
weather conditions in November and
December which resulted in seasonally
higher year-end working capital levels
than would normally be the case.
Against an evolving difficult market
background, the Group moved during 2001
to defer all non-essential capital projects.
Thus, while capital expenditure increased
in absolute terms, there was a relative
decline. Capital expenditure of ⁄452
million represented 4.4% of sales (2000:
4.9%) and amounted to 1.04 times
depreciation (2000: 1.22 times).
The decrease in tax payments primarily
reflects timing issues and lower taxable
profits in Finland and Poland.
Exchange rate movements between end-
2000 and end-2001 increased the euro
amount of net foreign currency debt by
⁄74 million principally due to the 4%
devaluation of the euro against the US Dollar.
Share price
The Company(cid:213)s Ordinary Shares traded
in the range ⁄14.45 to ⁄21.95 during 2001.
The year-end share price was ⁄19.83
(2000: ⁄18.05 restated for the bonus
element of the March 2001 Rights Issue).
Shareholders recorded a gross return of
11% (dividends and capital appreciation)
during 2001 following a negative return of
6% in 2000 and positive returns of 47% in
1999, 43% in 1998 and 37% in 1997.
Table 2 Compound average growth rates
Table 3 Key financial indicators
Sales
Earnings per share
Cash earnings per share
Net dividend
5 year
10 year
26%
19%
24%
14%
21%
19%
18%
12%
Interest cover* - EBITDA basis (times)
Interest cover* - EBIT basis (times)
2001
2000
1999
8.5
5.6
6.7
4.6
10.1
7.2
Debt to shareholders(cid:213) funds ratio
39.7
83.8
73.9
Debt to year-end market capitalisation ratio
18.3
31.9
19.9
Tax rate
27.0
27.8
26.6
Return on average capital employed**
14.0
16.3
17.5
Return on average equity**
12.8
16.6
18.3
Note: 1999 figures exclude exceptional items
* interest cover based on EBITDA, EBIT and interest excluding share of joint ventures
** these returns are calculated after charging goodwill amortisation
CRH 27
6309 CRH Corporate for printer 3/20/02 10:46 AM Page 28
CRH is one of eight building materials
companies included in the FTSE Eurotop
300, a market capitalisation weighted index
of Europe(cid:213)s largest 300 companies. At year-
end 2001, CRH(cid:213)s market capitalisation of
⁄10.3 billion (2000: ⁄8.2 billion) placed
it among the top four building materials
companies worldwide.
Financial risk management
The Group uses financial instruments
throughout its businesses: borrowings,
cash and liquid resources are used to
finance the Group(cid:213)s operations; trade
debtors and creditors arise directly from
operations; and derivatives, principally
interest rate and currency swaps and
forward foreign exchange contracts, are
used to manage interest rate risks and to
achieve the desired currency profile of
borrowings. The Group does not trade in
financial instruments.
Liquid resources
The Group finished the year in a very
strong financial position.
The Group holds significant cash balances
which are invested on a short-term basis.
At year-end 2001, 98% of the Group(cid:213)s cash,
short-term deposits and liquid resources
had a maturity of six months or less.
In addition, at year-end 2001, 96% of the
Group(cid:213)s gross debt was drawn under
committed term facilities, 89% of which
mature after more than one year, and the
Group held ⁄181 million of undrawn
committed facilities which had an average
maturity of three years.
Interest and currency management
The Group(cid:213)s policy is to fix interest rates
on a proportion of the Group(cid:213)s medium to
long-term net debt exposure in individual
currencies. In recent years, the Group(cid:213)s
target has been to fix interest rates on
approximately 50% of Group net debt. At
the end of 2001, 65% of the Group(cid:213)s net
debt was at interest rates which were fixed
for an average period of 4.9 years. US
Dollars accounted for approximately 60%
of net debt at the end of 2001 and 64% of
the US Dollar component of net debt was at
fixed rates.
CRH(cid:213)s activities are conducted principally
in the local currency of the country of
operation. The primary foreign exchange
risk arises from the fluctuating value of the
Group(cid:213)s net investment in different
currencies. The Group(cid:213)s policy has been to
spread the Group(cid:213)s net worth across the
currencies of the different operations and
thereby to reduce exposure to any one
currency. We believe that this is an
appropriate policy for an international
Group with international shareholders.
The bulk of the Group(cid:213)s net worth is
denominated in the world(cid:213)s two largest
currencies — the US Dollar and the euro —
which together accounted for 87% of the
Group(cid:213)s net worth at end-2001.
The weakening of the euro during 2001
resulted in a positive ⁄84 million currency
translation effect on shareholders(cid:213) funds,
mainly arising on US Dollar net assets.
This positive effect is stated net of the ⁄74
million adverse translation impact on net
foreign currency debt already referred to
above and a further ⁄23 million arising
from the devaluation of the Argentine
Peso as a result of the end of US$/Peso
convertibility in December 2001.
Note 20 to the financial statements
provides a detailed breakdown of debt
and capital employed by currency.
Interest and currency sensitivity
The Group monitors its exposure to
changes in interest and exchange rates by
estimating the impact of possible changes
on reported profit before tax and net worth.
The Group accepts interest rate and
currency risk as part of the overall risks of
operating in different economies and seeks
to manage these risks by following the
policies set out above.
We estimate that the maximum effect of a
rise of one percentage point in one of the
principal interest rates to which the Group
is exposed, without making any allowance
for the potential impact of such a rise on
exchange rates, would be a reduction in
profit before tax for 2001 of less than one
per cent.
A strengthening of the euro by 10% against
all the other currencies the Group operates
in would, when reported in euro, reduce
the Group(cid:213)s year-end 2001 net worth by an
estimated ⁄286 million and year-end 2001
net debt by ⁄175 million.
Summary
Once again the Group has demonstrated
its ability to deliver a strong level of free
cash flow and an active acquisition
programme across its four product
divisions. Supported by comfortable
EBITDA interest cover of 8.5 times (2000:
6.7 times) and a balanced mix of fixed and
floating rate debt and currency net worth,
CRH is ideally positioned to avail of the
development opportunities generated by
its development teams worldwide.
Table 4 Cash flow
⁄ million
Inflows
Profit before tax
Depreciation
Goodwill amortisation
Disposals
Share issues
Issue of preference shares
in subsidiary to minority
2001
2000
803
436
59
89
697
352
43
41
1,108
378
109
_
2,604
1,511
Outflows
Working capital
(61)
(75)
Capital expenditure
(452)
(430)
Acquisitions & investments
(1,080)
(1,605)
Dividends
Tax paid
Other
(103)
(82)
(79)
(29)
(140)
(23)
(1,804)
(2,355)
Net inflow/(outflow)
Translation adjustment
800
(74)
Decrease/(increase) in net debt
726
(844)
(107)
(951)
28 CRH
6309 CRH Corporate for printer 3/20/02 10:46 AM Page 29
In July 2001, Roadstone Dublin successfully completed
the 270,000 tonnes porous asphalt surfacing contract
for the Southern Cross Route Motorway in Dublin.
CRH 29
6309 CRH Corporate for printer 3/20/02 10:46 AM Page 30
thus responsibly re-using nearly 15 million
tonnes of secondary materials that would
otherwise have been landfilled. We
significantly reduced primary energy
demand through carefully increasing the
use of alternative fuels in our cement
kilns and recycled oil in asphalt plants
where specifically permitted, again with
significant commercial and environmental
benefit.
Our sustainability performance
We restored or landscaped another 750
hectares (1,850 acres) of worked-out
quarries and pits and planted another
493,000 trees, demonstrating our ongoing
commitment to longer-term sustainability.
We also carefully tend several sites
designated for their unique biodiversities;
many of our quarries are favoured habitats
for birds and wildlife, some of which might
otherwise be endangered.
Community involvement
We have a progressive policy of facilitating
requests for location visits from neighbours,
students and interested stakeholders,
particularly at our larger Materials
locations in both Europe and in the US.
This, together with continuing support for
innumerable local community initiatives,
maintains good relationships with our
neighbours and continues to yield
positive results.
E N V I R O N M E N TA L R E V I E W
(cid:210)We in CRH are committed to
the highest standards of
environmental responsibility at
every one of our 1,500 operating
locations. In 2001, we again
achieved significant progress on
those increasingly challenging
objectives.(cid:211)
The CRH Environmental Policy
The CRH Environmental Policy requires
our location managers to comply with all
applicable environmental legislation, to
continuously improve in line with best
industry environmental practice, to
optimise our use of energy and resources,
and to be good neighbours in every
community in which we operate.
Policy implementation
Environmental stewardship is embedded in
the daily line management of all our
activities, with environmental
responsibility continuing right up to Board
level. In parallel, an internal network of
Environmental Liaison Officers (ELOs)
provides regular technical support to line
management on universally intensifying
legislative demands. Each year, these ELOs
assist the Group Technical Advisor in
internally reviewing environmental
performance throughout the Group and the
results are reported to the Board.
Our compliance record
The year 2001 review again confirmed a
very high degree of compliance right across
our 1,500 locations. Of the few minor non-
compliances noted, most were of an
administrative nature only, and all have
been or are being proactively resolved to
the full satisfaction of the respective
permitting authorities. All acquisitions
during 2001 were, as always, subjected to
systematic due diligence, and were
subsequently integrated into the ELO
review structure. These review processes
ensure our continuing excellence in
environmental stewardship. Over 200 of
our locations, mainly in Northern Ireland,
Britain and Finland, have additionally
achieved ISO14001 certification, and this
number is anticipated to increase in the
years ahead.
Continuously improving
A record ⁄37 million was expended on a
myriad of small and large environmental
upgradings during 2001, which clearly
demonstrates our ongoing commitment to
continuous environmental improvement.
These plant upgrades related to specific
investments to minimise emissions to air
and water, and to minimise or eliminate
noise and waste, introducing more
environmentally friendly processes and
products, moving us to best industry
practice in all those areas. Other
investments in greenfield and rebuilt
facilities inherently also brought associated
significant environmental improvements.
Energy efficiency improvements
The Group continues to invest in energy
efficiency improvements. Over the last
decade, where economically and
technically feasible, our cement plants
have made significant gains in energy
efficiency and in reductions of CO2
emissions per tonne of cement. Our
seawater magnesia, lime, lightweight
aggregates and clay brick plants have
also, in parallel, made considerable strides.
We will continue, where practicable, to
improve energy efficiency and reduce the
overall Group emission of (cid:210)Greenhouse
Gases(cid:211) per tonne of product in line with
best industry practice.
Optimising our resources
We recycled 3.2 million tonnes of used
road materials into our asphalt products,
recycled 5.3 million tonnes of demolition
waste, and used 6.3 million tonnes of fly-
ash and slag in our processes and products,
30 CRH
6309 CRH Corporate for printer 3/20/02 10:46 AM Page 31
The Dow Jones Sustainability Indexes
CRH was elected to one of the leading
sustainability indicators, the Dow Jones
Sustainability Indexes, in October 2001.
The assessment of CRH was:
(cid:210)CRH has an excellent overall sustainability performance compared to the
industry average, and is clearly positioned among the best in the industry.
In the economic dimension, CRH scored above the industry average with a
good performance in codes of conduct. CRH(cid:213)s management capabilities in the
environmental dimension are very strong compared to the industry. It performed
well in terms of environmental reporting and policies. In addition, CRH(cid:213)s
performance in the social dimension is outstanding compared to its industry,
especially in stakeholder involvement and remuneration.(cid:211)
Some environmental highlights from
around the CRH Group:
Ireland Roadstone Provinces(cid:213)
Ballyknockane plant received an ERMCO
(European Ready Mixed Concrete
Organisation) Environmental Award at its
recent Berlin Congress.
Northern Ireland R.J. Maxwell, Farrans
Construction and Scotts were rated to be in
the top quintile of environmental
performers by the Arena Business Network.
Britain Forticrete(cid:213)s Gemini rooftile won
the Queen(cid:213)s Award for Enterprise for
innovative design, speed of installation and
better environmental protection for the
home. Forticrete launched its Ecotile¤,
Ecoslate¤ and Ecowall¤ products with
guaranteed superior environmental
qualities. Ibstock published its third
Environmental Report in accordance with
UK Government Guidelines, and brought to
11 the total number of its plants with
ISO14001 status.
Belgium and Germany Gefinex Jackon
converted its two XPS (Extruded
Polystyrene) plants from HCFCs to benign
blowing agents ahead of the industry in
accordance with the Montreal Protocol.
.
zar(cid:151)w, besides having one of the largest
Poland The new kiln at Cementownia
O
throughputs in Western Europe, also
achieves leading-edge energy efficiency
and environmental performance. The many
recent acquisitions in stone, readymixed
concrete and precast businesses have been
characterised by extensive plant
modernisation programmes.
Finland The Lohja Rudus Ruoholahti
plant in Finland received an ERMCO
Environmental Award. Lohja Rudus has
now also achieved ISO14001 certification
at 155 plants.
Switzerland Two of the Jura quarries
received awards from the Swiss Aggregates
Association for preservation of biodiversity
at its gravel pits.
Israel Nesher Cement received a highly
coveted Award for Environmental
Achievement from the United Nations
Environmental Program and International
Chamber of Commerce.
United States The Architectural Products
Group supplied one million Adams
(cid:210)Greenline(cid:211) blocks made of 50% recycled
material to the largest Environmental
Protection Agency (EPA) building in the
southeastern US, meeting the EPA(cid:213)s strict
guidelines for a more (cid:210)conservation-
minded approach to construction(cid:211).
The Precast Group continued to innovate to
complement its range of environmentally-
driven products, most recently with precast
bridges which allow fast-track construction
without damaging sensitive streams.
The Materials Group won a record 70 top
industry awards, 25 of which were made
by NSSGA (National Stone, Sand and
Gravel Association), and 45 by NAPA
(National Asphalt Pavement Association).
Pike Industries won 28 of these awards, the
New York State Group won five, the
Mid-Atlantic Group won five, Tilcon
Connecticut won nine, Tilcon New York
won 12, The Shelly Group won two,
Thompson-McCully won three, Des Moines
won two and the Northwest Group won
four. Many also received State Awards and
other significant local recognitions.
Argentina The clay rooftile and accessories
plant at Olavarr(cid:146)a, designed and built by
Cerro Negro itself, is ranked among world
leaders in terms of firing time and
flexibility of operation.
Opposite page: Restored gravel pit operated by
Central Pre-Mix in Yakima, Washington, USA.
Below left: Ibstock Brick Leicester, UK, an
Environment Technology Best Practice winner,
provides an excellent example of a worked-out
clay pit being restored to a wildlife habitat.
Below centre: Matti Lehtola of Envimetria, carrying
out routine water quality surveillance at a Lohja
Rudus gravel pit in Porvoo, Finland.
Below: This precast concrete arch bridge from
Oldcastle Precast(cid:213)s Rehoboth facility allowed
fast-track construction while preserving the
tranquillity of Buck Horn’s Brook in rustic
Rhode Island, USA.
CRH 31
6309 CRH Corporate for printer 3/20/02 10:46 AM Page 32
H U M A N R E S O U R C E S
Structured for performance and growth
The decentralised structure of CRH, which
gives local management a high degree of
individual responsibility and operational
autonomy, underpins our future growth.
This allows us to maintain a lean corporate
centre, which provides overall support in
areas such as IT, human resources,
technical management, financial control
and strategic direction.
CRH people
CRH has a unique blend of people coming
primarily from three distinct streams:
¥ owner-entrepreneurs who chose to
remain with us post acquisition. This
group has earned a reputation for
questioning the status quo and helps to
spread a (cid:210)can do(cid:211) attitude throughout
the organisation
¥ grassroots managers whose career
opportunities have been enhanced by
being part of a growing CRH
¥ highly skilled development professionals
who often get the opportunity to take up
line management positions after their
initial contribution in the business
development teams.
This unique blend of skills and
personalities produces a culture that has
been the hallmark of CRH since its
foundation. We seek to maintain a vibrant
and entrepreneurial approach to business
throughout the Group.
Leadership development
We continue to focus on the development
of tomorrow(cid:213)s generation of leaders and to
instil in them the necessary drive and
ambition to achieve the Group(cid:213)s perform-
ance and growth targets in the years ahead.
In the selection process, we seek out
people with integrity, leadership potential
and a willingness to learn.
Throughout their careers we help them
build on their personal attributes. Their
ability is constantly tested by challenging
roles and increasing responsibility,
supported by individual development
plans and mentoring.
A track record of outstanding performance
is a prerequisite for progress. Leaders are
expected to play a large part in managing
their own career development in order to
obtain the necessary breadth and depth of
functional experience and industry
knowledge as they progress towards
more senior roles.
A learning organisation
We have a commitment to creating the
environment which supports individual
and organisational learning. Appropriate
reward and recognition systems underpin
this process. Developing the competencies
for performance and growth of individual
operating companies remains the respons-
ibility of each business unit. Local training
initiatives have been supplemented by
leadership development programmes for
junior managers at divisional/regional level
and for more experienced managers with
identified leadership potential on a CRH-
wide basis:
¥ the CRH Management Development
Programme focuses on experienced
functional managers with the potential
to grow into Managing Director/
President positions in one of our
operating companies or to an equivalent
specialist role
¥ the CRH Young Managers Programme is
run at divisional level and focuses on
Participants attending the 2002 CRH Management
Development Programme.
Targeting future leaders at the 15th AIESEC
Graduates Careers Fair in Dublin.
32 CRH
6309 CRH Corporate 3 pages 3/19/02 8:35 AM Page 1
(cid:210)Our focus on growing future leaders lays the foundation for the continued
performance and growth of CRH. Identifying, recruiting and developing the best
available talent remains a key priority. Leadership development and succession
planning are an integral part of every manager(cid:213)s responsibility.(cid:211)
graduates with long-term potential and
two to five years’ experience in the
Group.
Both programmes draw on the experience
of an international faculty and receive
significant input from senior management
before, during and after the course. One of
the most effective means of developing
people for leadership positions is to
provide opportunities for individuals to
take on a wide range of responsibilities
throughout their careers. This form of
learning remains a key element of
individual development plans throughout
the organisation.
Health and safety
All CRH managers are required to comply
with health and safety legislation and to be
proactive in continuously improving
towards and beyond best industry practice.
The provision of safe and healthy work
places for all CRH employees is of
paramount importance. Safety performance
is benchmarked against industry peers;
many of our companies again won top
industry safety awards in 2001. A very high
priority is placed on regular safety training
and sharing of best practice in and between
all Group companies. We also require every
CRH employee and subcontractor to work
safely at all times, taking the safety
of colleagues, neighbours and the wider
environment into account.
Maximising the organisation(cid:213)s
performance
The formation of Best Practice/Continuous
Improvement groups throughout the
organisation has played an essential role
in identifying, promoting and applying as
widely as possible the ideas and
innovations that have made individual
businesses in the Group successful. These
groups are active in all regions and product
groups and are actively supported by the
central organisation. The introduction of
the Group Intranet in early 2001 has helped
to increase the effectiveness of many best
practice initiatives.
Responsibilities
CRH plc and its subsidiary and associated
companies are committed to being ethical
and responsible members of the business
communities in which they operate. All
directors, officers, employees, agents and
representatives are bound by the Group(cid:213)s
Code of Business Conduct. We are
committed to being fair employers,
ensuring equal opportunities and the
absence of discrimination.
In 2001, CRH companies throughout
Europe participated in local measures to
prevent the spread of foot and mouth
disease following the initial outbreak
in sheep, cattle and pigs in the United
Kingdom. These measures included
the cancellation in March of our annual
management conference in Dublin.
Business and the community
We have a long track record of supporting
educational, environmental and other
initiatives in the communities in which we
work. We have consistently adopted a low-
key approach to these activities, but the
dramatic events of 11th September, 2001
drew many of our people in the New York
area into the rescue efforts in a very
practical way. The wider response
throughout the CRH organisation in the
United States resulted in the collection of
over US$400,000 by employees, customers
and suppliers. This amount was matched
by the Group and was donated to a number
of specific charities.
Addressing public misunderstanding
of the quarrying industry is the goal
of (cid:210)Rocks Build our World(cid:211), a new
community outreach programme
initiated by the Jack B. Parson
Companies in Utah. Through visits
to schools in the area, and tours
of the various company facilities,
the aim is to educate children on
the value of quarry products and
how they benefit everyone in their
daily lives.
CRH 33
6309 CRH Corporate 3 pages 3/19/02 8:35 AM Page 2
B O A R D O F D I R E C T O R S
B.T. Alexander*
Barbara Alexander became a non-executive
Director in 1999. A US citizen, she had a
long career as a leading building sector
analyst and investment banker. She retired
as a Managing Director of UBS Warburg,
New York in 1999 and is currently a Senior
Advisor with that organisation. She is a
director of Centex Corporation,
Homestore.com, Inc., an Executive Fellow of
the Joint Center for Housing Studies at
Harvard University, a past Chairman of the
Board of Directors of that group and a
member of that Board(cid:213)s Executive
Committee. (Aged 53).
D. Dey*
David Dey became a non-executive Director
in 1995. After a long career with IBM
Corporation, he served as Managing Director
of a division of Plessey PLC and
subsequently as Managing Director of a
major subsidiary of BT PLC. He was also a
main board director of both companies. He
is Chairman of TfB Group Limited and a
director of Scottish Amicable plc.
(Aged 64).
D. Godson* BE, MIE, FIEI
Don Godson joined CRH as Development
Manager in 1968 having worked with a
number of leading US, UK and Irish
companies. He moved to the US in 1977 to
set up a Group presence there and became
Chief Executive of US operations in 1978.
He joined the CRH Board in 1980 and was
appointed Group Chief Executive in 1994,
a position he held until the end of 1999.
He is Chairman of Project Management
Limited and is also a director of Allied
Irish Banks plc and the Graduate School
of Business UCD. (Aged 62).
B.E. Griffin BSc
Managing Director,
CRH Europe Materials
Brian Griffin joined CRH in 1969. Before
joining the Group he worked in the
engineering and mining industries in the
UK and Africa. He has held a number of
senior management positions within the
Group, including Managing Director of
Irish Cement Limited. He was appointed
Managing Director of CRH Ireland in 1994,
joined the CRH Board in 1996 and was
appointed to his current position in 1998.
(Aged 59).
34 CRH
B.G. Hill BE, CEng, FIMechE, MEngSc, MBA
Group Managing Director,
CRH Europe Products & Distribution
Brian Hill joined CRH in 1971 and has
worked in senior management positions in
Ireland, the UK and Mainland Europe. He
became a CRH Board Director in 1990 and
was appointed to his current position in
1998. Based in the Netherlands, he is
responsible for managing and developing
the Group(cid:213)s products and distribution
businesses throughout Europe. (Aged 57).
T.W. Hill BA, MBA
Chief Executive Officer,
Oldcastle Materials
Tom Hill joined CRH in 1980. He was
appointed President of Oldcastle Materials,
Inc. in 1991 and became its Chief Executive
Officer in January 2000. A US citizen, he is
responsible for the Group(cid:213)s US aggregates,
asphalt and readymixed concrete
operations. He was appointed a CRH Board
Director with effect from 1st January, 2002.
(Aged 45).
D.M. Kennedy* MSc
David Kennedy became a non-executive
Director in 1989. He is a director of a
number of companies in Ireland and
overseas, including Trans World Airlines
Inc., Jurys Doyle Hotel Group plc, Bon
Secours Health System Limited and
Chairman of Drury Communications Ltd,
Lifetime Assurance and New Ireland
Holdings plc. He was formerly Chief
Executive of Aer Lingus plc. (Aged 63).
H.E. Kilroy*
Howard Kilroy became a non-executive
Director in 1995. He is a director of Jefferson
Smurfit Group plc, Smurfit-Stone Container
Corporation and Arnotts plc. (Aged 65).
K. McGowan*
Kieran McGowan became a non-executive
Director in 1998. He retired as Chief
Executive of IDA Ireland in December 1998.
He is a director of a number of companies
including Elan Corporation plc, Enterprise
Ireland and Irish Life & Permanent plc.
(Aged 58).
P.J. Molloy*
Chairman
Pat Molloy became Chairman of CRH in
2000 having been a non-executive Director
since 1997. He is Chairman of Bristol and
West plc, the Blackrock Clinic and
Enterprise Ireland. He retired as Group
Chief Executive of Bank of Ireland in
January 1998. (Aged 63).
A. O(cid:213)Brien* FCMA, FCIS
Tony O(cid:213)Brien became a non-executive
Director in 1992. He is Chairman of Cantrell
& Cochrane Group Ltd. He was formerly
Chairman of Anglo Irish Bank Corporation
plc and is a past President of The Irish
Business and Employers Confederation.
(Aged 65).
W.I. O(cid:213)Mahony BE, BL, MBA, FIEI
Chief Executive
Liam O(cid:213)Mahony joined CRH in 1971, prior
to which he worked as a civil engineer in
Ireland and the UK. He has held senior
management positions including Chief
Operating Officer of US operations and
Managing Director, Republic of Ireland
and UK Group companies. He joined
the CRH Board in 1992, was appointed
Chief Executive, Oldcastle, Inc. in
November 1994 and was appointed
Group Chief Executive with effect from
1st January, 2000. (Aged 55).
W.P. Roef*
Wil Roef became a non-executive Director
in 1995. A Dutch national, he is a former
Chief Executive Officer of Desseaux nv and
a former member of the management board
of DLW ag in Germany. He has served on
the Supervisory Board of CRH Nederland bv
since 1990. (Aged 64).
H.P. Sheridan BComm, MBA, FCA
Finance Director
Harry Sheridan joined CRH in 1967. Prior to
this he worked in the motor industry and in
a professional accountancy practice. He
held various senior management positions
in the financial area of the Group and was
appointed Finance Director in 1987. He is a
former President of the MBA Association.
He is Chairman of Gartmore Irish Growth
Fund PLC and a director of The Irish Stock
Exchange Limited. (Aged 58).
J.L. Wittstock BBA, CPA, MBA
Chief Executive Officer,
Oldcastle Products & Distribution
John Wittstock joined CRH in 1990 with the
acquisition of HGP Industries. Prior to
joining HGP, he worked in the brewing and
food industries. He became Chief Executive
Officer of Oldcastle Products & Distribution
in January 2000. A US citizen, he is
responsible for the Group(cid:213)s precast,
architectural products, glass and distribution
operations in the Americas. He was
appointed a CRH Board Director with effect
from 1st January, 2002. (Aged 52).
*Non-executive
6309 CRH Corporate 3 pages 3/19/02 8:35 AM Page 3
Board Committees
Acquisitions
P.J. Molloy, Chairman,
D. Dey, D. Godson,
D.M. Kennedy, K. McGowan,
W.I. O(cid:213)Mahony, H.P. Sheridan
Audit
K. McGowan, Chairman,
D. Dey, D. Godson,
D.M. Kennedy, H.E. Kilroy
Finance
P.J. Molloy, Chairman,
A. O(cid:213)Brien, W.I. O(cid:213)Mahony,
H.P. Sheridan
Remuneration
P.J. Molloy, Chairman,
B.T. Alexander, H.E. Kilroy,
A. O(cid:213)Brien, W.P. Roef
Nomination
P.J. Molloy, Chairman,
B.T. Alexander, H.E. Kilroy,
A. O(cid:213)Brien, W.I. O(cid:213)Mahony,
W.P. Roef
Senior independent Director
A. O(cid:213)Brien
Picture - left to right:
Harry Sheridan, Wil Roef, Kieran McGowan,
David Dey, Brian Hill, Pat Molloy, Don Godson,
Barbara Alexander, David Kennedy, Tony O(cid:213)Brien,
Brian Griffin, Liam O(cid:213)Mahony, Howard Kilroy.
Inset: left: John Wittstock, right: Tom Hill.
6309 Finance Section for print 3/19/02 8:39 AM Page 1
C O R P O R AT E G O V E R N A N C E
The Directors are committed to maintaining the highest
standards of corporate governance and this statement describes
how CRH applies the Principles of Good Governance set out in
the Combined Code, derived by the Committee on Corporate
Governance from the Committee(cid:213)s Final Report and from the
Cadbury and Greenbury Reports.
Board composition
It is the practice of CRH that a majority of the Board comprises
non-executive Directors and that the Chairman be non-executive.
At present, there are six executive and nine non-executive
Directors. One non-executive Director is a former executive
of the Company - see biographical details on page 34. All of
the Directors bring independent judgement to bear on issues
of strategy, performance, resources, key appointments and
standards. The Board meets regularly throughout the year and
all Directors have full and timely access to the information
necessary to enable them to discharge their duties. There
is a formal schedule of matters reserved to the Board for
consideration and decision but other matters are delegated to
Board Committees. Membership of the Committees is set
out on page 35.
The Acquisitions Committee has the power to approve
acquisitions and capital expenditure projects within limits
agreed by the Board.
The Audit Committee, which comprises only non-executive
Directors, meets a minimum of five times per year. Its brief is to
review the interim and annual financial statements, internal
control matters and the scope and effectiveness of internal and
external audit. The Finance Director and Internal Audit Director
normally attend meetings of the Committee, while the external
auditors attend as required and have direct access to the
Committee Chairman at all times.
The Finance Committee advises on financial and accounting
policies and practices.
The Nomination Committee advises the Board on all Board
appointments.
The Remuneration Committee, which consists solely of non-
executive Directors, determines the Group’s policy on executive
remuneration and considers and approves salaries and other
terms of the remuneration package for the executive Directors.
Senior independent Director Mr. A. O(cid:213)Brien succeeded Mr. D.M.
Kennedy as the senior independent Director with effect from
27th February, 2002.
Directors(cid:213) remuneration
The Board(cid:213)s report on Directors(cid:213) remuneration is set out on pages
40 to 45.
36 CRH
6309 Finance Section for print 3/19/02 8:39 AM Page 2
Communications with shareholders
Communications with shareholders are given high priority and
there is a regular dialogue with institutional shareholders, as
well as presentations at the time of the release of the annual
and interim results. The Company(cid:213)s website, www.crh.com,
provides the full text of the Annual and Interim Reports, the
Form 20-F, which is filed annually with the US Securities and
Exchange Commission, and copies of presentations to analysts
and investors. News releases are made available, in the
pressroom section of the website, immediately after release to
the Stock Exchanges.
The Company(cid:213)s Annual General Meeting affords individual
shareholders the opportunity to question the Chairman and the
Board. In addition, the Company responds throughout the year to
numerous letters from shareholders on a wide range of issues.
Internal control
The Directors have overall responsibility for the Group(cid:213)s system
of internal control and for reviewing its effectiveness. Such a
system is designed to manage rather than eliminate the risk
of failure to achieve business objectives and can only provide
reasonable and not absolute assurance against material
misstatement or loss.
The Directors confirm that the Group(cid:213)s ongoing process for
identifying, evaluating and managing its significant risks is
in accordance with the Turnbull guidance (Internal Control:
Guidance for Directors on the Combined Code, published in
September 1999). The process has been in place throughout
the accounting period and up to the date of approval of the
Annual Report and financial statements and is regularly
reviewed by the Board.
Group management has responsibility for major strategic
development and financing decisions. Responsibility for
operational issues is devolved, subject to limits of authority, to
product group and operating company management.
Management at all levels is responsible for internal control over
the respective business functions that have been delegated. This
embedding of the system of internal control throughout the
Group(cid:213)s operations ensures that the organisation is capable of
responding quickly to evolving business risks, and that
significant internal control issues, should they arise, are
reported promptly to appropriate levels of management.
The Board receives, on a regular basis, reports on the key risks to
the business and the steps being taken to manage such risks. It
considers whether the significant risks faced by the Group are
being identified, evaluated and appropriately managed, having
regard to the balance of risk, cost and opportunity. In addition,
the Audit Committee meets with internal auditors on a regular
basis and satisfies itself as to the adequacy of the Group(cid:213)s
internal control system. The Audit Committee also meets with
and receives reports from the external auditors. The Chairman
of the Audit Committee reports to the Board on all significant
issues considered by the Committee and the minutes of its
meetings are circulated to all Directors.
The Directors confirm that they have conducted an annual
review of the effectiveness of the system of internal control up to
and including the date of approval of the financial statements.
This had regard to the processes for identifying the principal
business risks facing the Group, the methods of managing those
risks, the controls that are in place to contain them and the
procedures to monitor them.
Going concern
After making enquiries, the Directors have a reasonable
expectation that the Company, and the Group as a whole, have
adequate resources to continue in operational existence for the
foreseeable future. For this reason, they continue to adopt the
going concern basis in preparing the financial statements.
Compliance
The Directors confirm that the Company has complied
throughout the accounting period with all of the provisions
of the Combined Code.
CRH 37
6309 Finance Section for print 3/19/02 8:39 AM Page 3
D I R E C T O R S (cid:213) R E P O R T
The Directors submit their report and financial statements for
the year ended 31st December, 2001.
Financial statements and dividends
Group turnover at ⁄10,444 million was 17.7% higher than in 2000.
Group profit on ordinary activities before taxation amounted to
⁄803 million, an increase of ⁄106 million (15.2%) on the previous
year. Group profit after taxation increased by 16.5%. Basic
earnings per share amounted to 115.32 cent compared with
113.79 cent (restated for the bonus effect of the March 2001
Rights Issue) in the previous year, an increase of 1.3%.
An interim dividend of 6.75 cent (restated 2000 : 6.10 cent) per
share was paid in November 2001. It is proposed to pay a final
dividend of 16.25 cent per share on 13th May, 2002 to
shareholders registered at close of business on 15th March, 2002.
The total dividend of 23.00 cent compares with a restated
dividend of 20.77 cent in 2000, an increase of 10.7%.
Shareholders will have the option of receiving new shares in
lieu of cash dividends.
The retained profit for the year amounted to ⁄462 million.
The financial statements for the year ended 31st December, 2001
are set out in detail on pages 48 to 78.
Books and records
The Directors are responsible for ensuring that proper books and
accounting records, as outlined in Section 202 of the Companies
Act 1990, are kept by the Company. The Directors have
appointed appropriate accounting personnel, including a
professionally qualified Finance Director, in order to ensure
that those requirements are complied with.
The books and accounting records of the Company are
maintained at the principal executive offices located at
Belgard Castle, Clondalkin, Dublin 22.
Business review
The total spend of ⁄1.1 billion on business expansion in 2001
was the third highest in the Group(cid:213)s history. In all over 50
acquisitions were completed. The most significant of these deals
were Mount Hope Rock Products, an integrated aggregates,
asphalt and paving company operating in the northern New
Jersey and New York City markets, Hallett Materials and Des
Moines Asphalt, both headquartered in Des Moines, Iowa, and a
25% stake (together with a call option over a further 25%) in the
Mashav Group in Israel.
Outlook 2002
infrastructural spend. UK housing looks likely to remain at
last year(cid:213)s relatively low level. The outlook for Mainland
Europe is for continued sluggish activity, with modest growth
in some markets counterbalanced by the ongoing recession
in Germany. Markets in the US held up somewhat better
than expected in 2001, and in 2002 continued strength in
infrastructure and a forecast second half upturn in the economy
may offset some softness in private building, particularly the
non-residential sector.
Overall, 2002 promises to be a particularly challenging
environment. We intend to intensify our relentless internal
emphasis on cost efficiency, overhead reduction and cash flow
generation, which, together with continued success on the
development front, should lead to a further year of progress for
the Group.
Disapplication of pre-emption rights
A special resolution will be proposed at the Annual General
Meeting to renew the Directors(cid:213) authority to disapply statutory
pre-emption rights in relation to allotments of shares for cash.
In respect of allotments other than for rights issues to ordinary
shareholders and employees(cid:213) share schemes, the authority is
limited to Ordinary/Income Shares having a nominal value of
⁄8,864,000, representing 5% approximately of the issued
Ordinary/Income share capital at 4th March, 2002. This
authority will expire at the conclusion of the Annual General
Meeting in 2003.
Board of Directors
Mr. J.J. Hayes retired from the Board on 9th May, 2001.
Mr. B.G. Hill, Mr. K. McGowan, Mr. A. O(cid:213)Brien and Mr. W.P. Roef
retire from the Board by rotation and, being eligible, offer
themselves for re-election.
Mr. T.W. Hill and Mr. J.L. Wittstock were appointed to the Board
with effect from 1st January, 2002. In accordance with the
provisions of Article 109, they retire and, being eligible, offer
themselves for re-election.
Articles of Association
Resolution 6 to be proposed at the Annual General Meeting
seeks shareholders(cid:213) approval for certain changes to the Articles
of Association.
The amendments contained in paragraphs (a), (b) and (c) of
Resolution 6 provide for electronic communication between the
Company and shareholders, in accordance with the Electronic
Commerce Act, 2000 and any subsequent legislation.
In Ireland, the less buoyant overall economy is likely to lead to a
decline in private construction activities, partly offset by strong
The addition of Article 132(b)(v) will cancel elections made by
shareholders to receive dividends on their holding of Income
38 CRH
6309 Finance Section for print 3/19/02 8:39 AM Page 4
Shares instead of their Ordinary Shares. The Income Shares were
created in 1988 and are issued with and tied to the Ordinary
Shares. This arrangement afforded shareholders the opportunity
to receive dividends with different tax credits. As the 1998
Finance Act abolished the system of tax credits, these dividend
elections are no longer relevant. Dividends paid after 8th May,
2002 will be paid on the Ordinary Shares only.
Article 134(b)(ii) deals with the calculation of the price of shares
allotted under the Group(cid:213)s scrip dividend scheme. Under the
original provision, it was intended that the price would be
calculated over a period of five days, commencing on the
ex-dividend date and ending on the record date. With the
introduction of the system of three-day rolling settlement, the
gap between ex-dividend and record dates has been reduced
by two days. The proposed change reflects this reduction.
Corporate governance
Statements by the Directors in relation to the Company(cid:213)s
appliance of corporate governance principles, compliance with
the Combined Code, the Group(cid:213)s system of internal controls and
the adoption of the going concern basis in the preparation of the
financial statements are set out on pages 36 and 37.
Safety, Health and Welfare at Work Act, 1989
CRH pursues an active policy of providing safe systems of work
and safety training for its employees worldwide and safety
performance is regularly reported on to the Board. The above Act
imposes certain obligations on employers and appropriate
measures have been taken to ensure that health and safety
standards are complied with at all relevant locations and that all
relevant Group companies meet the requirements of the Act.
Subsidiary and joint venture undertakings
The Group has over 650 subsidiary and joint venture
undertakings. The principal ones as at 31st December, 2001 are
listed on pages 79 to 81.
Auditors
The Auditors, Ernst & Young, Chartered Accountants, are
willing to continue in office and a resolution authorising the
Directors to fix their remuneration will be submitted to the
Annual General Meeting.
Annual General Meeting
The report on Directors(cid:213) remuneration is set out on pages 40
to 45.
Your attention is drawn to the Notice of Meeting set out on
page 92.
Former Chairman
Reference was made in the 1999 Directors(cid:213) report to official
enquiries in Ireland into the affairs of Ansbacher (Cayman)
Limited, a company in respect of which the late J.D. Traynor, a
former non-executive Chairman of CRH plc between 1987 and
1994, was for a period non-executive Chairman.
It is anticipated that a report arising from such enquiries will be
published in the next few months.
Substantial holdings
As at 4th March, 2002 the Company had received notification of
the following interests in its Ordinary share capital:
Name
Holding
%
Bank of Ireland Nominees Limited
28,696,050
5.50
Putnam Investment Management, LLC and
The Putnam Advisory Company, LLC
33,550,476
6.43
The Capital Group Companies, Inc. and
its affiliates
26,158,887
5.01
Each of the above states that these shares are not beneficially
owned by them.
On behalf of the Board,
P.J. Molloy, W.I. O(cid:213)Mahony, Directors
4th March, 2002
CRH 39
6309 Finance Section for print 3/19/02 8:39 AM Page 5
40 CRH
R E P O R T O N D I R E C T O R S (cid:213) R E M U N E R AT I O N
The Remuneration Committee
The Remuneration Committee of the Board consists solely of
non-executive Directors of the Company. The terms of reference
for the Remuneration Committee are to determine the Group(cid:213)s
policy on executive remuneration and to consider and approve
salaries and other terms of the remuneration packages for the
executive Directors. The Committee receives advice from leading
independent firms of compensation and benefit consultants
when necessary and the Chief Executive is fully consulted about
remuneration proposals. The Chairman(cid:213)s remuneration is
decided in the absence of the Chairman. Membership of the
Remuneration Committee is set out on page 35.
Remuneration policy
CRH is an international group of companies, with activities in 22
countries. Our policy on Directors(cid:213) remuneration is designed to
attract and retain Directors of the highest calibre who can bring
their experienced and independent views to the policy, strategic
decisions and governance of CRH.
In setting remuneration levels the Remuneration Committee
takes into consideration the remuneration practices of other
international companies of similar size and scope. Executive
Directors must be properly rewarded and motivated to perform
in the best interest of the shareholders. The spread of the Group(cid:213)s
operations requires that the remuneration packages in place in
each geographical area are appropriate and competitive for that
area.
Performance related rewards, based on measured targets, are
a key component of remuneration. CRH strategy of fostering
entrepreneurship in its regional companies requires well
designed incentive plans that reward the creation of shareholder
value through organic and acquisitive growth. The typical
elements of the remuneration package for executive Directors are
basic salary and benefits, a cash incentive bonus, a contributory
pension scheme and participation in the share option plan. It is
policy to grant options to key management to encourage
identification with shareholders(cid:213) interests and to create a
community of interest among different regions and nationalities.
The Group also operates share participation plans and savings-
related share option schemes for eligible employees in all regions
where the regulations permit the operation of such plans. In
total there are in excess of 2,100 employees of all categories who
are shareholders in the Group.
Executive Directors(cid:213) remuneration
Basic salary and benefits
The basic salaries of executive Directors are reviewed annually
having regard to personal performance, company performance,
step changes in responsibilities and competitive market practice
in the area of operation. Employment related benefits consist
6309 Finance Section for print 3/19/02 8:39 AM Page 6
principally of a company car. No fees are payable to executive
Directors.
Performance related cash incentive plan
The executive Directors(cid:213) cash incentive plan for 2001, under
which a bonus could be paid up to a maximum of 60% of basic
salary for meeting clearly defined and stretch profit targets and
strategic goals, comprised five separate components, based on
annual and rolling three-year performance targets.
The two components related to annual performance were:
(i) Individual performance: Strategic priorities and action plans
were agreed at the start of the year, and quantified where
possible. The maximum award was 10% of basic salary.
(ii) Regional and/or Group profitability: Challenging targets
generally in excess of budget were set for the year. The
maximum award for this component was 25% of basic salary.
The three components related to rolling three-year performance,
under which the total maximum earnings potential was 25% of
basic salary for the year, were as follows:
(iii) Earnings per share growth targets.
(iv) Return on net assets targets.
(v) Total shareholder returns relative to an independently
selected group of international peers.
In addition, the Chief Executive has a special long-term incentive
plan under which targets have been set for a five-year period.
Exceptionally challenging goals have to be achieved in respect of
total shareholder returns by comparison with a peer group,
growth in earnings per share and the strategic development of
the Group. The total maximum earnings potential is 40% of
average basic salary. While accruals are made on an annual basis,
there is no commitment to any payment until the end of the five-
year period.
Share option scheme
Under the terms of the share option scheme approved by
shareholders on 3rd May, 2000, two types of options are
available subject to different performance conditions as set out
below:
(i) Exercisable only when earnings per share (EPS) growth
exceeds the growth of the Irish Consumer Price Index by 5%
compounded over a period of at least three years subsequent
to the granting of the options.
(ii) Exercisable, if over a period of at least five years subsequent
to the granting of the options, the growth in EPS exceeds
the growth of the Irish Consumer Price Index by 10%
compounded and places the Company in the top 25% of
EPS performance of a peer group of international building
materials companies. If below the 75th percentile, these
options are not exercisable.
The percentage of share capital which can be issued under the
scheme and individual grant limits comply with institutional
guidelines. Subject to satisfactory performance, options are
expected to be awarded annually, ensuring a smooth progression
over the life of the share option scheme. Grants of share options
are at the market price of the Company(cid:213)s shares at the time of
grant, and are made after the final results announcement
ensuring transparency.
Non-executive Directors(cid:213) remuneration
The remuneration of non-executive Directors is determined by
the Board of Directors as a whole. The fees paid to non-executive
Directors are set at a level which will attract individuals with the
necessary experience and ability to make a substantial
contribution to the Company(cid:213)s affairs and reflect the time and
travel demands of their Board duties.
Pensions
Pensions for executive Directors are calculated on basic salary
only (no incentive or benefit elements are included) and in
general aim to provide two-thirds of salary at retirement for full
service. There is provision for executive Directors to retire at 60
years of age and, in the case of the Chief Executive, to retire on
completion of five years in the role of Chief Executive.
Since 1991, it has been your Board(cid:213)s policy that non-executive
Directors do not receive pensions. A defined benefit scheme was
in operation prior to 1991 in which one current non-executive
Director still participates.
Directors(cid:213) service contracts
No executive Director has an employment contract extending
beyond twelve months.
Directors(cid:213) remuneration and interests in share capital
Details of Directors(cid:213) remuneration charged against profit in the
year are given on page 42. Details of individual remuneration
and pension benefits for the year ended 31st December, 2001 are
given on page 43. Directors(cid:213) share options and shareholdings are
shown on page 44 and page 45 respectively.
CRH 41
6309 Finance Section for print 3/19/02 8:39 AM Page 7
Report on Directors(cid:213) remuneration
DIRECTORS(cid:213) REMUNERATION
Notes
1
2
3
Executive Directors
Basic salary
Cash incentive bonus
Benefits
Other remuneration
Provision for Chief Executive long-term
incentive plan
Pension fund contributions
Total executive Directors(cid:213) remuneration
Non-executive Directors
Fees
Benefits
Other remuneration
1
Total non-executive Directors(cid:213) remuneration
4
Payments to former Directors
Total Directors(cid:213) remuneration
2001
⁄(cid:213)000
2000
⁄(cid:213)000
2,150
857
73
11
---------------------
3,091
2,045
1,048
76
22
---------------------
3,191
376
533
---------------------
4,000
==========
304
481
---------------------
3,976
==========
355
—
359
---------------------
714
==========
363
9
409
---------------------
781
==========
101
==========
4,815
==========
46
==========
4,803
==========
Notes to Directors(cid:213) remuneration
1 See analysis of 2001 remuneration by individual on page 43.
2 As set out on page 41, the Chief Executive has a special long-term incentive plan tied
to the achievement of exceptional growth and key strategic goals. While a provision is
made, there is no commitment to any payment until after employment to the full term
has been completed.
3 The pension charge for the year represents contributions made to pension funds as
advised by independent actuaries.
4 Consulting and other fees paid to a number of former Directors.
42 CRH
6309 Finance Section for print 3/19/02 8:39 AM Page 8
Individual remuneration for the year ended 31st December, 2001
Basic salary
and fees
Incentive
bonus
(i)
Other
remuneration
(ii)
⁄(cid:213)000
⁄(cid:213)000
⁄(cid:213)000
Executive Directors
D. Godson (iv)
B.E. Griffin
B.G. Hill
W.I. O(cid:213)Mahony
H.P. Sheridan
—
430
430
840
450
-------------------
2,150
========
Non-executive Directors
B.T. Alexander
A.D. Barry (v)
D. Dey
D. Godson (iv)
J.J. Hayes (v)
D.M. Kennedy
H.E. Kilroy
K. McGowan
P.J. Molloy
A. O(cid:213)Brien
W.P. Roef
38
—
38
38
13
38
38
38
38
38
38
-------------------
355
========
—
193
125
350
189
-------------------
857
========
—
—
—
—
—
—
—
—
—
—
—
-------------------
—
========
—
—
11
—
—
-------------------
11
========
11
—
11
11
29
21
11
19
212
11
23
-------------------
359
========
Benefits
(iii)
⁄(cid:213)000
—
21
12
21
19
-------------------
73
========
—
—
—
—
—
—
—
—
—
—
—
-------------------
—
========
Total
2001
Total
2000
⁄(cid:213)000
⁄(cid:213)000
—
644
578
1,211
658
-------------------
3,091
109
641
569
1,216
656
-------------------
3,191
======== ========
49
—
49
49
42
59
49
57
250
49
61
-------------------
714
47
75
47
35
153
56
47
47
180
47
47
-------------------
781
======== ========
Pension entitlements
Pension benefits earned by Directors during the year and the accumulated total accrued
pension at 31st December, 2001 were as follows:
Executive Directors
B.E. Griffin
B.G. Hill
W.I. O(cid:213)Mahony
H.P. Sheridan
Non-executive Director
D.M. Kennedy
Increase in
accrued pension
during 2001
(i)
⁄(cid:213)000
Transfer
value of
increase
(ii)
⁄(cid:213)000
Total accrued
pension at
year-end
(iii)
⁄(cid:213)000
20
19
35
20
1
319
284
516
307
281
267
511
291
11
12
(i) Incentive bonus Under the
executive Directors(cid:213) cash
incentive plan for 2001, a bonus
of up to a maximum of 60% of
basic salary could be paid for
meeting clearly defined and
stretch profit targets and strategic
goals. The structure of the 2001
incentive plan is set out on
page 41.
(ii) Other remuneration
Executive Director: Travel and
housing allowance for Mr. Hill,
based overseas.
Non-executive Directors:
Includes remuneration for
Chairman and for Board
Committee work. Mr. Hayes
received per diem fees for
consultancy services unrelated
to Board or Committee work.
(iii) Benefits Relate to the use of
a company car.
(iv) Mr. Godson became a
non-executive Director on
1st April, 2000.
(v) Mr. Barry retired on 3rd May,
2000. Mr. Hayes retired on
9th May, 2001.
(i) The increase in accrued pension
during the year excludes inflation.
(ii) The transfer value of the
increase in accrued pension has
been calculated on the basis of
actuarial advice. These transfer
values do not represent sums
paid or due, but are the amounts
that the pension scheme would
transfer to another pension
scheme in relation to the benefits
accrued in 2001 in the event of
the member leaving service.
(iii) Accrued pension shown is that
which would be paid annually on
normal retirement date, based
on service to the end of the year.
CRH 43
6309 Finance Section for print 3/19/02 8:39 AM Page 9
Report on Directors(cid:213) remuneration
DIRECTORS(cid:213) INTERESTS
The Company(cid:213)s Register of Directors(cid:213) Interests contains full details of Directors(cid:213) shareholdings and options to subscribe for shares.
Directors(cid:213) share options
Details of movements on outstanding options and those exercised during the year are set out in the table below:
Options exercised during 2001
Weighted
average
exercise
price
Weighted
average market
price at date
of exercise
⁄
6.53
⁄
20.00
4.11
20.23
D. Godson
B.E. Griffin
B.G. Hill
W.I. O(cid:213)Mahony
H.P. Sheridan
31st December
2000*
Granted
in 2001
Exercised
in 2001
31st December
2001
Weighted average
option price at
31st December
2001
219,560
120,758
208,582
175,648
214,071
—
442,262
323,851
—
—
—
120,758
225,049
—
—
---------------------
2,050,539
==========
—
—
—
—
—
75,000
—
—
125,000
150,000
783
—
—
125,000
783
-------------------
476,566
=========
219,560
—
—
54,890
—
—
—
—
—
—
—
—
—
—
—
-------------------
274,450
=========
⁄
—
15.81
10.05
14.08
9.55
18.28
9.03
11.41
18.28
18.28
15.39
15.81
9.79
18.28
15.39
—
120,758 (a)
208,582 (b)
120,758 (a)
214,071 (b)
75,000 (c)
442,262 (a)
323,851 (b)
125,000 (c)
150,000 (d)
783 (e)
120,758 (a)
225,049 (b)
125,000 (c)
783 (e)
---------------------
2,252,655
==========
Options by price
31st December
2000*
Granted
in 2001
Exercised
in 2001
31st December
2001
Earliest exercise
date
Expiry
date
⁄
2.2754
4.1058
6.5347
6.5347
7.0899
7.0899
7.1015
7.1015
12.6416
12.6416
14.5652
14.5652
14.6563
14.6563
17.2615
17.2615
18.28
18.28
15.39
101,944
109,780
301,895
312,873
21,956
131,736
27,445
54,890
93,313
186,626
76,846
153,692
38,423
76,846
307,384
54,890
—
—
—
---------------------
2,050,539
==========
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
325,000
150,000
1,566
-------------------
476,566
=========
—
54,890
219,560
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
-------------------
274,450
=========
(a)
(a)
(a)
(b)
(a)
(b)
(a)
(b)
(a)
(b)
(a)
(b)
(a)
(b)
(a)
(b)
(c)
(d)
(e)
101,944
54,890
82,335
312,873
21,956
131,736
27,445
54,890
93,313
186,626
76,846
153,692
38,423
76,846
307,384
54,890
325,000
150,000
1,566
---------------------
2,252,655
==========
March 2002
March 2002
March 2002
March 2002
March 2002
March 2002
March 2002
April 2002
April 2002
September 2002
October 2004
April 2006
April 2006
April 2007
April 2007
April 2007
April 2007
April 2008
April 2008
April 2009
April 2009
April 2009
April 2009
April 2010
April 2010
April 2011
April 2011
November 2004
* Restated for the bonus element of the 1 for 4 Rights Issue in March 2001
44 CRH
6309 Finance Section for print 3/19/02 8:39 AM Page 10
No options lapsed during the year.
The market price of the Company(cid:213)s
shares at 31st December, 2001
was ⁄19.83, and the range during
2001 was ⁄14.45 to ⁄21.95.
(a) Granted under the 1990 share
option scheme, these options
are only exercisable when
earnings per share (EPS) growth
exceeds the growth of the Irish
Consumer Price Index over a
period of at least three years
subsequent to the granting
of the options.
(b) Granted under the 1990 share
option scheme, these options
are only exercisable if, over a
period of at least five years
subsequent to the granting of
the options, the growth in EPS
would place the Company in the
top 25% of the companies listed
in the FTSE 100 Stock Exchange
Equity Index.
(c) Granted under the 2000 share
option scheme, these options
are only exercisable when EPS
growth exceeds the growth of
the Irish Consumer Price Index
by 5% compounded over a
period of at least three years
subsequent to the granting
of the options.
(d) Granted under the 2000 share
option scheme, these options
are only exercisable if, over a
period of at least five years
subsequent to the granting of
the options, the growth in EPS
exceeds the growth of the Irish
Consumer Price Index by 10%
compounded and places the
Company in the top 25% of EPS
performance of a peer group of
international building materials
companies. If below the 75th
percentile, these options are not
exercisable.
(e) Granted under the 2000
savings-related share option
scheme.
Directors(cid:213) interests in share capital at 31st December, 2001
The interests of the Directors and Secretary in the shares of
the Company as at 31st December, 2001, which are beneficial
unless otherwise indicated, are shown below. The Directors and
Secretary have no beneficial interests in any of the Group(cid:213)s
subsidiary, joint venture or associated undertakings.
Ordinary Shares
31st December
2001
31st December
2000
Directors
B.T. Alexander
D. Dey
D. Godson
B.E. Griffin
B.G. Hill
D.M. Kennedy
- Non-beneficial
H.E. Kilroy
K. McGowan
P.J. Molloy
A. O(cid:213)Brien
W.I. O(cid:213)Mahony
W.P. Roef
H.P. Sheridan
Secretary
A. Malone
1,881
2,780
500,000
242,213
386,384
53,261
9,250
55,887
2,061
7,687
2,430
351,212
1,370
741,058
1,500
2,203
429,383
240,601
350,678
42,218
—
44,445
1,021
6,092
1,926
320,637
1,083
666,369
18,890
----------------------
2,376,364
==========
16,531
----------------------
2,124,687
==========
There were no transactions in the above Directors(cid:213) and
Secretary(cid:213)s interests between 31st December, 2001 and 4th
March, 2002.
Mr. T.W. Hill and Mr. J.L. Wittstock became Directors on 1st
January, 2002 and their holdings at that date are set out below.
There were no transactions in the interests of Mr. Hill and
Mr. Wittstock between 1st January and 4th March, 2002.
T.W. Hill*
J.L. Wittstock
1st January, 2002
43,234
42,201
* Mr. T.W. Hill(cid:213)s shareholding includes 13,000 shares which are
held in the form of American Depository Receipts (ADRs).
One ADR represents one Ordinary Share of the Company.
CRH 45
6309 Finance Section for print 3/19/02 8:39 AM Page 11
S TAT E M E N T O F D I R E C T O R S (cid:213) R E S P O N S I B I L I T I E S
in respect of the financial statements
Company law in Ireland requires the Directors to prepare financial
statements for each financial year which give a true and fair view of the
state of affairs of the Company and of the Group and of the profit or loss
of the Group for that period. In preparing those financial statements, the
Directors are required to:
¥ select suitable accounting policies and then apply them consistently;
¥ make judgements and estimates that are reasonable and prudent;
¥ comply with applicable accounting standards, subject to any material
departures disclosed and explained in the financial statements;
¥ prepare the financial statements on the going concern basis unless
it is inappropriate to presume that the Company, and the Group as
a whole, will continue in business.
The Directors are responsible for keeping proper books of account which
disclose with reasonable accuracy at any time the financial position of the
Company and which enable them to ensure that the financial statements
are prepared in accordance with accounting standards generally accepted
in Ireland and comply with the provisions of the Companies Acts, 1963 to
2001, and of the European Communities (Companies: Group Accounts)
Regulations, 1992. They are also responsible for safeguarding the assets
of the Group and hence for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
46 CRH
6309 Finance Section for print 3/19/02 8:39 AM Page 12
I N D E P E N D E N T A U D I T O R S (cid:213) R E P O R T
to the members of CRH public limited company
We have audited the Group’s financial statements for the
year ended 31st December, 2001 which comprise the
Group profit and loss account, Statement of total
recognised gains and losses, Group balance sheet,
Company balance sheet, Group cash flow statement and
the related notes 1 to 32. These financial statements have
been prepared on the basis of the accounting policies set
out therein.
Respective responsibilities of Directors and Auditors
The Directors’ responsibilities for preparing the Annual
Report and the Financial Statements in accordance with
applicable Irish law and accounting standards are set out
in the Statement of Directors’ Responsibilities.
Our responsibility is to audit the financial statements
in accordance with relevant legal and regulatory
requirements, Auditing Standards issued by the
Auditing Practices Board for use in Ireland and the
United Kingdom and the Listing Rules of the Irish
Stock Exchange.
We report to you our opinion as to whether the financial
statements give a true and fair view and are properly
prepared in accordance with the Companies Acts. We
also report to you our opinion as to: whether proper
books of account have been kept by the Company;
whether, at the balance sheet date, there exists a financial
situation which may require the convening of an
extraordinary general meeting of the Company; and
whether the information given in the Directors(cid:213) report is
consistent with the financial statements. In addition, we
state whether we have obtained all the information and
explanations we consider necessary for the purposes of
our audit and whether the Company balance sheet is in
agreement with the books of account.
We report to you if, in our opinion, any information
specified by law or by the Listing Rules regarding
Directors(cid:213) remuneration and transactions with the
Group is not given and, where practicable, include
such information in our report.
We review whether the Corporate governance statement
reflects the Company(cid:213)s compliance with the seven
provisions of the Combined Code specified for our
review by the Listing Rules, and we report if it does not.
We are not required to consider whether the Board’s
statements on internal control cover all risks and
controls, or form an opinion on the effectiveness of the
Group(cid:213)s corporate governance procedures or its risk and
control procedures.
We read the other information contained in the Annual
Report and consider whether it is consistent with the
audited financial statements. This other information
comprises the Directors’ report, Chairman’s statement,
Chief Executive’s review, Operations reviews, Finance
review and the Corporate governance statement. We
consider the implications for our report if we become
aware of any apparent misstatements or material
inconsistencies with the financial statements. Our
responsibilities do not extend to any other information.
Basis of audit opinion
We conducted our audit in accordance with Auditing
Standards issued by the Auditing Practices Board. An
audit includes examination, on a test basis, of evidence
relevant to the amounts and disclosures in the financial
statements. It also includes an assessment of the
significant estimates and judgements made by the
Directors in the preparation of the financial statements,
and of whether the accounting policies are appropriate to
the Group(cid:213)s circumstances, consistently applied and
adequately disclosed.
We planned and performed our audit so as to obtain all
the information and explanations which we considered
necessary in order to provide us with sufficient evidence
to give reasonable assurance that the financial statements
are free from material misstatement, whether caused
by fraud or other irregularity or error. In forming our
opinion we also evaluated the overall adequacy of the
presentation of information in the financial statements.
Opinion
In our opinion the financial statements give a true and
fair view of the state of affairs of the Company and of the
Group as at 31st December, 2001 and of the profit of the
Group for the year then ended and have been properly
prepared in accordance with the provisions of the
Companies Acts, 1963 to 2001 and the European
Communities (Companies: Group Accounts)
Regulations, 1992.
We have obtained all the information and explanations
we consider necessary for the purposes of our audit. In
our opinion proper books of account have been kept by
the Company. The Company balance sheet is in
agreement with the books of account.
In our opinion the information given in the Directors’
report is consistent with the financial statements.
In our opinion the Company balance sheet does not
disclose a financial situation which, under the
provisions of the Companies (Amendment) Act, 1983,
would require the convening of an extraordinary general
meeting of the Company.
Ernst & Young
Registered Auditors
Dublin
4th March, 2002
CRH 47
6309 Finance Section for print 3/19/02 8:39 AM Page 13
G R O U P P R O F I T A N D L O S S A C C O U N T
for the year ended 31st December, 2001
Notes
1
Turnover, including share of joint ventures
Less: share of joint ventures
Group turnover
Cost of sales
Gross profit
2 Operating costs
10 Goodwill amortisation
3, 4 Group operating profit
Share of joint ventures(cid:213) operating profit
Operating profit, including share of joint ventures
Profit on disposal of fixed assets
13
1
Trading profit, including share of joint ventures
6 Group interest payable (net)
Share of joint ventures(cid:213) net interest
Profit on ordinary activities before taxation
Taxation on profit on ordinary activities
7
Profit on ordinary activities after taxation
Profit applicable to equity minority interests
Preference dividends
27
8
Profit for the year attributable to ordinary shareholders
8 Dividends paid
8 Dividends proposed
Profit retained for the financial year
9
Earnings per Ordinary Share
- basic
- diluted
Continuing operations
----------------------------------------------------
Acquisitions
2001
⁄m
9,962.7
183.1
----------------
9,779.6
(6,714.2)
----------------
3,065.4
(2,130.0)
(54.0)
----------------
881.4
19.7
----------------
901.1
16.3
----------------
917.4
========
2001
⁄m
480.8
53.6
----------------
427.2
(309.1)
----------------
118.1
(59.9)
(5.2)
----------------
53.0
5.8
----------------
58.8
—
----------------
58.8
========
Total
2001
⁄m
10,443.5
236.7
----------------
10,206.8
(7,023.3)
----------------
3,183.5
(2,189.9)
(59.2)
----------------
934.4
25.5
----------------
959.9
16.3
----------------
976.2
(169.7)
(3.6)
----------------
802.9
(217.0)
----------------
585.9
(3.8)
(0.1)
----------------
582.0
(35.3)
(84.7)
----------------
462.0
========
115.32c
114.25c
Total
2000
⁄m
8,869.8
168.0
----------------
8,701.8
(5,945.4)
----------------
2,756.4
(1,854.8)
(43.3)
----------------
858.3
16.5
----------------
874.8
12.8
----------------
887.6
(190.0)
(0.9)
----------------
696.7
(193.7)
----------------
503.0
(4.6)
(0.1)
----------------
498.3
(26.7)
(66.7)
----------------
404.9
========
Restated
113.79c
112.03c
P.J. Molloy, W.I. O(cid:213)Mahony, Directors
48 CRH
6309 Finance pg 49-80 3/13/02 2:51 PM Page 1
M O V E M E N T S O N P R O F I T A N D L O S S A C C O U N T
At 1st January
Profit retained for the financial year (i)
Currency translation effects:
— on results for the year
— on foreign currency net investments
Goodwill written-back on disposal (note 13 (i))
At 31st December
The profit and loss account is analysed as follows
Parent company
Subsidiary undertakings
Joint ventures
Cumulative goodwill previously written-off directly against reserves
2001
⁄m
1,992.2
462.0
0.5
83.5
6.3
----------------
2,544.5
========
687.3
2,157.8
22.4
(323.0)
----------------
2,544.5
========
2000
⁄m
1,496.4
404.9
(4.5)
95.4
—
----------------
1,992.2
========
56.4
2,248.6
16.5
(329.3)
----------------
1,992.2
========
(i) Historical cost profit (after taxation, minority interests and dividends) retained for the financial year does not
differ materially from reported profit.
S TAT E M E N T O F T O TA L R E C O G N I S E D G A I N S A N D L O S S E S
for the year ended 31st December, 2001
Profit for the year attributable to ordinary shareholders
Currency translation effects:
— on results for the year
— on foreign currency net investments
Total recognised gains and losses for the financial year
2001
⁄m
582.0
0.5
83.5
----------------
666.0
========
2000
⁄m
498.3
(4.5)
95.4
----------------
589.2
========
CRH 49
6309 Finance pg 49-80 3/13/02 2:51 PM Page 2
G R O U P B A L A N C E S H E E T
as at 31st December, 2001
Notes
Fixed assets
10 Intangible asset - goodwill
11 Tangible assets
12 Financial assets:
Joint ventures
- share of gross assets
- share of gross liabilities
- loans to joint ventures
Other investments
Current assets
14 Stocks
15 Debtors
19, 20 Cash, short-term deposits and liquid resources
Creditors (amounts falling due within one year)
Bank loans and overdrafts
16 Trade and other creditors
Corporation tax
Dividends proposed
Net current assets
Total assets less current liabilities
Creditors (amounts falling due after more than one year)
18 Loans
16 Deferred acquisition consideration
Corporation tax
22 Capital grants
23 Provisions for liabilities and charges
Capital and reserves
Called-up share capital
24 Equity share capital
24 Non-equity share capital
Equity reserves
25 Share premium account
25 Other reserves
Profit and loss account
26 Shareholders(cid:213) funds
27 Minority shareholders(cid:213) equity interest
P.J. Molloy, W.I. O(cid:213)Mahony, Directors
50 CRH
2001
2000
⁄m
⁄m
⁄m
⁄m
1,153.5
5,150.5
954.6
4,550.9
434.6
(180.2)
27.1
34.3
----------------
1,002.1
1,693.0
1,463.3
----------------
4,158.4
----------------
503.5
1,478.7
91.9
84.7
----------------
2,158.8
----------------
2,853.5
173.8
50.9
----------------
177.3
1.2
2,002.5
9.9
2,544.5
----------------
116.3
(59.3)
15.0
32.0
----------------
903.0
1,535.7
1,361.9
----------------
3,800.6
----------------
1,071.5
1,422.4
34.5
66.7
----------------
2,595.1
----------------
2,910.2
213.6
41.3
----------------
140.9
1.2
930.9
9.9
1,992.2
----------------
104.0
----------------
5,609.5
1,205.5
----------------
6,815.0
3,165.1
17.3
521.8
----------------
3,110.8
========
3,075.1
35.7
----------------
3,110.8
========
315.8
----------------
6,619.8
1,999.6
----------------
8,619.4
3,078.2
15.7
655.0
----------------
4,870.5
========
4,735.4
135.1
----------------
4,870.5
========
6309 Finance pg 49-80 3/13/02 2:51 PM Page 3
C O M PA N Y B A L A N C E S H E E T
as at 31st December, 2001
Notes
Fixed assets
12 Financial assets
Current assets
15 Debtors
Cash, short-term deposits and liquid resources
Creditors (amounts falling due within one year)
16 Trade and other creditors
Dividends proposed
Net current assets
Total assets less current liabilities
Capital and reserves
Called-up share capital
24 Equity share capital
24 Non-equity share capital
Equity reserves
25 Share premium account
25 Revaluation reserve
25 Profit and loss account
Shareholders(cid:213) funds
2001
2000
⁄m
⁄m
⁄m
⁄m
2,892.7
1,151.9
73.3
35.7
----------------
109.0
----------------
3.1
84.7
----------------
87.8
----------------
177.3
1.2
2,006.6
41.5
687.3
----------------
21.2
----------------
2,913.9
========
69.1
30.5
----------------
99.6
----------------
9.8
66.7
----------------
76.5
----------------
140.9
1.2
935.0
41.5
56.4
----------------
23.1
----------------
1,175.0
========
2,913.9
----------------
2,913.9
========
1,175.0
----------------
1,175.0
========
P.J. Molloy, W.I. O(cid:213)Mahony, Directors
CRH 51
6309 Finance pg 49-80 3/13/02 2:51 PM Page 4
G R O U P C A S H F L O W S TAT E M E N T
for the year ended 31st December, 2001
Notes
28 Net cash inflow from operating activities
Dividends received from joint ventures
Returns on investments and servicing of finance
Interest received
Interest paid
Finance lease interest paid
8 Preference dividends paid
Taxation
Irish corporation tax paid
Overseas tax paid
Capital expenditure
11 Purchase of tangible assets
22 Less: - capital grants received
- new finance leases
13 Disposal of fixed assets
Acquisition and disposal of subsidiary undertakings and joint ventures
29 Acquisition of subsidiary undertakings
Deferred acquisition consideration
12 Investments and advances to joint ventures
8 Equity dividends paid
Cash outflow before use of liquid resources and financing
Cash outflow from management of liquid resources
Financing
26 Issue of shares
27 Issue of preference shares by a subsidiary to minority shareholders
26 Expenses paid in respect of share issues
(Decrease)/increase in term debt
Capital elements of finance leases repaid
Increase in cash and demand debt in the year
P.J. Molloy, W.I. O(cid:213)Mahony, Directors
52 CRH
2001
⁄m
1,383.0
-----------------
11.3
-----------------
62.9
(248.3)
(0.5)
(0.1)
-----------------
(186.0)
-----------------
(15.2)
(63.9)
-----------------
(79.1)
-----------------
(452.3)
0.1
0.1
-----------------
(452.1)
89.0
-----------------
(363.1)
-----------------
(748.7)
(77.8)
(187.5)
-----------------
(1,014.0)
-----------------
(78.9)
-----------------
(326.8)
-----------------
(53.1)
-----------------
1,104.7
109.2
(20.6)
(791.4)
(6.6)
-----------------
395.3
-----------------
15.4
=========
2000
⁄m
1,168.5
-----------------
7.8
-----------------
65.0
(247.0)
(0.1)
(0.1)
-----------------
(182.2)
-----------------
(11.7)
(128.3)
-----------------
(140.0)
-----------------
(429.5)
—
3.9
-----------------
(425.6)
41.4
-----------------
(384.2)
-----------------
(1,548.6)
(61.9)
(6.7)
-----------------
(1,617.2)
-----------------
(64.1)
-----------------
(1,211.4)
-----------------
(176.8)
-----------------
366.8
—
(7.4)
1,129.7
(0.8)
-----------------
1,488.3
-----------------
100.1
=========
6309 Finance pg 49-80 3/13/02 2:51 PM Page 5
R E C O N C I L I AT I O N O F N E T C A S H F L O W T O M O V E M E N T I N N E T D E B T
Notes
Increase in cash and demand debt in the year
Cash inflow/(outflow) from movement in term debt
Cash inflow from management of liquid resources
19 Change in net debt resulting from cash flows
19, 29 Loans and finance leases, net of liquid resources, acquired with subsidiary undertakings
New finance leases
19 Translation adjustment
Movement in net debt in the year
Net debt at 1st January
Net debt at 31st December
2001
⁄m
15.4
798.0
53.1
-----------------
866.5
(66.1)
(0.1)
-----------------
800.3
(74.2)
-----------------
726.1
(2,619.8)
-----------------
(1,893.7)
=========
2000
⁄m
100.1
(1,128.9)
176.8
-----------------
(852.0)
12.1
(3.9)
-----------------
(843.8)
(106.7)
-----------------
(950.5)
(1,669.3)
-----------------
(2,619.8)
=========
CRH 53
6309 Finance pg 49-80 3/13/02 2:51 PM Page 6
A C C O U N T I N G P O L I C I E S
Basis of accounting
Rates used for translation of results and balance sheets into euro:
The financial statements are prepared under the historical cost
convention as modified by the revaluation of certain fixed assets.
Basis of consolidation
The financial statements consolidate the financial statements of
CRH plc and its subsidiary undertakings.Turnover and results of
subsidiary undertakings are consolidated in the Group profit and
loss account from the dates on which control over the operating
and financial decisions is obtained. The Group’s share of
turnover and results of joint ventures, which are entities in
which the Group holds an interest on a long-term basis and
which are jointly controlled by the Group and one or more
other venturers under a contractual arrangement, are accounted
for from the dates on which the joint venture agreements
are finalised.
Accounting periods
The consolidated financial statements include the financial
statements of the Company and all subsidiary and joint venture
undertakings, made up to 31st December.
Turnover
Turnover represents the value of goods and services supplied to
external customers and excludes intercompany sales and value
added tax.
Goodwill
With effect from 1st January, 1998, goodwill, being the excess
of the consideration over the fair value of net assets at the date
of acquisition of subsidiary and joint venture undertakings, is
capitalised, and related amortisation based on its estimated
useful life of 20 years is charged against operating profits.
Goodwill arising prior to that date was written-off immediately
against reserves. On disposal of an undertaking acquired prior to
1st January, 1998, goodwill eliminated against reserves in respect
of that undertaking is included in the determination of the profit
or loss on disposal.
Translation of foreign currencies
These financial statements are presented in euro. Results and
cash flows of subsidiary and joint venture undertakings based
in non-euro countries have been translated into euro at average
exchange rates for the year, and the related balance sheets have
been translated at the rates of exchange ruling at the balance
sheet date. Adjustments arising on translation of the results of
non-euro subsidiary and joint venture undertakings at average
rates, and on restatement of the opening net assets at closing
rates, are dealt with in retained profits, net of differences on
related currency borrowings. All other translation differences are
included in arriving at operating profit.
euro 1 =
US Dollar
Average rates
Year-end rates
2001
2000
2001
2000
0.8956
0.9236
0.8901
0.9305
Pound Sterling
0.6218
0.6095
0.6120
0.6241
Polish Zloty
Swiss Franc
3.6721
4.0082
3.4953
3.8498
1.5104
1.5137
1.4774
1.5232
Argentine Peso
0.8956
0.9236
1.4019
0.9305
Capital grants
Capital grants received in respect of the purchase of tangible
fixed assets are treated as a deferred credit, a portion of which is
released to the profit and loss account annually over the useful
economic life of the asset to which it relates.
Pensions and other post-retirement obligations
Costs and liabilities in respect of pensions and other post-
retirement obligations are measured in accordance with the
provisions of Statement of Standard Accounting Practice (SSAP)
24 and are independently assessed in accordance with the advice
of professionally qualified actuaries.
The regular cost of pensions and other post-retirement
obligations is charged to operating profit over the employees’
service lives on the basis of a constant percentage of earnings.
Variations from regular cost, arising from periodic actuarial
valuations, are charged to operating profit over the expected
remaining service lives of current employees.
Tangible fixed assets
Depreciation and amortisation
Depreciation is calculated to write-off the book value of each
tangible fixed asset during its useful economic life on a straight
line basis at the following rates:
Land and buildings: The book value of mineral-bearing land,
less an estimate of its residual value, is amortised over the period
of the mineral extraction in the proportion which production for
the year bears to the latest estimates of mineral reserves. In
general, buildings are depreciated at 2.5% p.a.
Plant and machinery: These are depreciated at rates ranging
from 3.3% p.a. to 20% p.a. depending on the type of asset.
Transport: In general, transport equipment is depreciated
at 20% p.a.
54 CRH
Financial instruments
Financial instruments include (i) borrowings, (ii) cash, deposits
and liquid resources, and (iii) interest and currency swaps,
forward contracts and other derivatives.
It is the Group’s policy to partially hedge its investment in
foreign currencies by maintaining a net debt position in all
foreign currencies, and to maintain within net debt a mix of
fixed and floating interest rates.
Derivatives, principally interest and currency swaps and forward
foreign exchange contracts, are used to manage interest rate risks
and to achieve the desired currency profile of borrowings.
Interest differentials arising on these derivatives are recognised
in net interest expense over the period of the related contract.
Where derivatives are used to hedge cross-currency cash flows
arising from trading activities, the underlying transaction is
recorded at the contract rate.
Where operations use derivatives to manage the cost of future
expected energy usage, gains and losses arising thereon are
deferred until maturity.
6309 Finance pg 49-80 3/13/02 2:52 PM Page 7
Impairment of fixed assets
The carrying value of tangible assets is reviewed for impairment
if events or changes in circumstances indicate that the carrying
value may not be recoverable. Under Irish GAAP, impairment is
assessed by comparing the carrying value of an asset with its
recoverable amount (being the higher of net realisable value and
value in use). Net realisable value is defined as the amount at
which an asset could be disposed of net of any direct selling
costs. Value in use is defined as the present value of the future
cash flows obtainable through continued use of an asset
including those anticipated to be realised on its eventual
disposal.
Leasing
Assets held under leasing arrangements that transfer
substantially all the risks and rewards of ownership to the
Group are capitalised. The capital element of the related rental
obligations is included in bank loans and overdrafts. The interest
element of the rental obligations is charged to the profit and loss
account so as to produce a constant rate of charge. Operating
lease rentals are charged to the profit and loss account.
Stocks
Stocks are stated at the lower of cost, mainly average cost, and
net realisable value. In the case of finished goods and work-in-
progress, cost includes direct materials, direct labour and
attributable overheads. Net realisable value is the estimated
proceeds of sale less all further costs to completion, and less all
costs to be incurred in marketing, selling and distribution.
Long-term contracts
Amounts recoverable on long-term contracts, which are included
in debtors, are stated at the net sales value of the work done less
amounts received as progress payments on account. Cumulative
costs incurred, net of amounts transferred to cost of sales, after
deducting foreseeable losses, provision for contingencies and
payments on account not matched with turnover, are included as
long-term contract balances in stocks.
Deferred taxation
Deferred taxation is provided under the liability method on all
material timing differences.
Liquid resources
Liquid resources are current asset investments which are held as
readily disposable stores of value. Liquid resources include
investments in government gilts and commercial paper and
deposits of less than one year.
CRH 55
6309 Finance pg 49-80 3/13/02 2:52 PM Page 8
N O T E S O N F I N A N C I A L S TAT E M E N T S
1 Segmental information
Geographical analysis by destination
Turnover
Republic of Ireland
Britain & Northern Ireland
Mainland Europe
The Americas
Less: share of joint ventures(cid:213) turnover
Group turnover
Trading profit, including share of joint ventures
Republic of Ireland
Britain & Northern Ireland
Mainland Europe
The Americas
Geographical analysis by origin
Turnover
Republic of Ireland
Britain & Northern Ireland
Mainland Europe
The Americas
Less: share of joint ventures(cid:213) turnover
Group turnover
Trading profit, including share of joint ventures
Republic of Ireland
Britain & Northern Ireland
Mainland Europe
The Americas
2001
⁄m
703.6
680.0
2,652.2
6,407.7
-----------------
10,443.5
(236.7)
-----------------
10,206.8
=========
150.2
61.5
163.2
601.3
-----------------
976.2
=========
736.9
664.8
2,635.7
6,406.1
-----------------
10,443.5
(236.7)
-----------------
10,206.8
=========
156.3
56.2
162.5
601.2
-----------------
976.2
=========
%
6.7
6.5
25.4
61.4
-------------
100
======
15.4
6.3
16.7
61.6
-------------
100
======
7.1
6.4
25.2
61.3
-------------
100
======
16.0
5.8
16.6
61.6
-------------
100
======
2000
⁄m
670.7
697.8
2,031.2
5,470.1
-----------------
8,869.8
(168.0)
-----------------
8,701.8
=========
138.5
56.1
159.6
533.4
-----------------
887.6
=========
707.3
679.0
2,014.0
5,469.5
-----------------
8,869.8
(168.0)
-----------------
8,701.8
=========
144.1
50.8
159.3
533.4
-----------------
887.6
=========
%
7.5
7.9
22.9
61.7
-------------
100
======
15.6
6.3
18.0
60.1
-------------
100
======
8.0
7.6
22.7
61.7
-------------
100
======
16.2
5.7
18.0
60.1
-------------
100
======
56 CRH
6309 Finance pg 49-80 3/13/02 2:52 PM Page 9
1 Segmental information continued
Net assets
Republic of Ireland
Britain & Northern Ireland
Mainland Europe
The Americas
Trade and other investments
Unallocated liabilities - dividends proposed
Reconciliation of total net assets
Total assets less current liabilities
Less cash, short-term deposits and liquid resources
Add bank loans and overdrafts
Less deferred acquisition consideration
due after more than one year
Less provisions for liabilities and charges
(excluding deferred tax)
Analysis by class of business (i)
Turnover (ii)
Building materials
Merchanting & DIY
Less: share of joint ventures(cid:213) turnover
Group turnover
Trading profit, including share of joint ventures
Building materials
Merchanting & DIY
Net assets
Building materials
Merchanting & DIY
Trade and other investments
Unallocated liabilities - dividends proposed
%
4.5
7.9
29.5
58.1
-------------
100
======
81.9
18.1
-------------
100
======
93.1
6.9
-------------
100
======
93.2
6.8
-------------
100
======
2001
⁄m
325.9
572.5
2,130.6
4,201.7
-----------------
7,230.7
34.3
(84.7)
-----------------
7,180.3
=========
8,619.4
(1,463.3)
503.5
(173.8)
(305.5)
-----------------
7,180.3
=========
8,552.9
1,890.6
-----------------
10,443.5
(236.7)
-----------------
10,206.8
=========
908.9
67.3
-----------------
976.2
=========
6,740.0
490.7
-----------------
7,230.7
34.3
(84.7)
-----------------
7,180.3
=========
%
5.2
8.5
29.4
56.9
-------------
100
======
83.4
16.6
-------------
100
======
94.2
5.8
-------------
100
======
93.0
7.0
-------------
100
======
2000
⁄m
316.2
518.2
1,793.1
3,462.0
-----------------
6,089.5
32.0
(66.7)
-----------------
6,054.8
=========
6,815.0
(1,361.9)
1,071.5
(213.6)
(256.2)
-----------------
6,054.8
=========
7,395.6
1,474.2
-----------------
8,869.8
(168.0)
-----------------
8,701.8
=========
836.2
51.4
-----------------
887.6
=========
5,665.2
424.3
-----------------
6,089.5
32.0
(66.7)
-----------------
6,054.8
=========
CRH 57
6309 Finance pg 49-80 3/13/02 2:52 PM Page 10
Notes on financial statements
1 Segmental information continued
(i) Group activities fall into two segments, the building materials segment, which is engaged in the production of
construction related products and services, and the merchanting & DIY segment, which is engaged in the
marketing and sale of builders(cid:213) supplies to the construction industry and of materials for the (cid:210)do-it-yourself(cid:211)
market.
(ii)
Inter-segment sales are not material.
The impact of acquisitions completed during 2001 (see note 29 for detailed list) is summarised below:
Britain & Northern Ireland
Mainland Europe
The Americas
Total acquisitions, including share of joint ventures
Turnover
⁄m
7.6
136.4
336.8
-----------------
480.8
=========
Net assets at
Trading 31st December
2001
⁄m
profit
⁄m
0.2
12.4
46.2
-----------------
58.8
=========
20.6
186.9
650.5
-----------------
858.0
=========
Analysis by class of business ⁄433.2 million of the turnover and ⁄55.2 million of the trading profit relating to 2001
acquisitions is classified under the building materials segment.
Continuing operations
---------------------------------------------------
Acquisitions
⁄m
⁄m
1,127.6
1,006.3
(1.6)
(2.3)
-----------------
2,130.0
=========
29.4
30.6
(0.1)
—
-----------------
59.9
=========
Total
2001
⁄m
1,157.0
1,036.9
(1.7)
(2.3)
-----------------
2,189.9
=========
2001
⁄m
436.1
59.2
1.4
3.8
Total
2000
⁄m
990.0
868.5
(1.7)
(2.0)
-----------------
1,854.8
=========
2000
⁄m
351.7
43.3
0.4
3.2
2.3
2.0
2 Operating costs
Distribution costs
Administrative expenses
Other operating income:
- capital grants released
- income from financial assets
3 Operating profit
This is arrived at after charging
Depreciation
Goodwill amortisation - subsidiaries
Goodwill amortisation - joint ventures
Auditors(cid:213) remuneration
and after crediting
Income from financial assets
58 CRH
6309 Finance pg 49-80 3/13/02 2:52 PM Page 11
4 Directors(cid:213) emoluments and interests
Directors(cid:213) emoluments and interests are given in the report on Directors(cid:213) remuneration on pages 40 to 45.
5 Employment
The average number of Group employees by region was as follows
Republic of Ireland
Britain & Northern Ireland
Mainland Europe
The Americas
Employment costs charged against Group operating profit
Wages and salaries
Social welfare costs
Pension costs
6 Interest payable (net)
Interest payable on bank loans and overdrafts repayable wholly within five years:
— by instalments
— not by instalments
Interest payable on other borrowings
Interest receivable from joint ventures
Other interest receivable
Net Group interest payable
Share of joint ventures(cid:213) net interest payable
2001
2000
2,628
4,007
14,652
26,358
-----------------
47,645
=========
⁄m
1,773.5
191.7
95.8
-----------------
2,061.0
=========
2,581
3,917
12,187
23,803
-----------------
42,488
=========
⁄m
1,454.0
158.5
76.4
-----------------
1,688.9
=========
2001
⁄m
2000
⁄m
4.0
130.8
98.7
-----------------
233.5
-----------------
(1.3)
(62.5)
-----------------
(63.8)
-----------------
169.7
3.6
-----------------
173.3
=========
4.5
178.3
71.1
-----------------
253.9
-----------------
(0.6)
(63.3)
-----------------
(63.9)
-----------------
190.0
0.9
-----------------
190.9
=========
CRH 59
6309 Finance pg 49-80 3/13/02 2:52 PM Page 12
Notes on financial statements
7 Taxation on profit on ordinary activities
Ireland
Corporation tax at 20% (2000 : 24%)
Less manufacturing relief
Overseas tax
Deferred tax (note 23)
Taxation on disposal of fixed assets
Share of joint ventures(cid:213) tax
Taxation on profit on ordinary activities
2001
⁄m
2000
⁄m
28.9
(12.2)
-----------------
16.7
124.7
65.6
5.4
4.6
-----------------
217.0
=========
33.5
(18.1)
-----------------
15.4
117.4
54.6
2.7
3.6
-----------------
193.7
=========
The following table relates the applicable Republic of Ireland statutory tax rate to the effective tax rate of the
Group, obtained by computing the tax charge as a percentage of profit on ordinary activities before taxation:
Irish corporation tax rate
Manufacturing relief
Higher tax rates on overseas earnings
Current year losses not utilised
Other, mainly expenses not deductible for tax purposes
8 Dividends
Profit and loss account
Non-equity
5% Cumulative Preference Shares ⁄3,174 (2000 : ⁄3,174)
7% (cid:212)A(cid:213) Cumulative Preference Shares ⁄77,505 (2000 : ⁄77,505)
—
Equity (i)
Interim — paid 6.75c per Ordinary Share (restated 2000 : 6.10c)
Final — proposed 16.25c per Ordinary Share (restated 2000 : 14.67c)
Cash flow statement
Dividends to shareholders
Less preference dividend separately disclosed
Less issue of shares in lieu of dividend (ii)
Dividends paid by subsidiary undertakings to minority shareholders
Equity dividends paid
2001
2000
(% of profit before taxation)
20.0
(1.5)
4.5
—
4.0
-----------------
27.0
=========
24.0
(2.6)
3.1
(0.3)
3.6
-----------------
27.8
=========
2001
⁄m
2000
⁄m
—
0.1
-----------------
0.1
=========
35.3
84.7
-----------------
120.0
=========
102.1
(0.1)
(23.9)
0.8
-----------------
78.9
=========
—
0.1
-----------------
0.1
=========
26.7
66.7
-----------------
93.4
==========
81.9
(0.1)
(18.2)
0.5
-----------------
64.1
=========
Comparative per share amounts for 2000 have been restated to reflect the bonus element of the March 2001
Rights Issue - see note 9 (i) below.
In accordance with the scrip dividend scheme, shares to the value of ⁄23.9 million were issued in lieu of
dividends. This amount has been added to shareholders(cid:213) funds (see note 26).
(i)
(ii)
60 CRH
6309 Finance pg 49-80 3/13/02 2:52 PM Page 13
9 Earnings per Ordinary Share
The computation of basic and diluted earnings per share is set out below:
Numerator
For basic and diluted earnings per share
Profit after tax, minority interests and preference dividends (⁄ millions)
Denominator
For basic earnings per share
Weighted average number of shares (millions) in issue for the year
Effect of dilutive potential Ordinary Shares (employee share options)
Denominator for diluted earnings per share
Earnings per Ordinary Share
- basic
- diluted
2001
2000
582.0
=========
504.7
4.7
-----------------
509.4
=========
115.32c
114.25c
498.3
=========
Restated
(i)
437.9
6.9
-----------------
444.8
=========
Restated
(i)
113.79c
112.03c
(i) As set out in note 24 (iv), in March 2001, 103,622,311 new Ordinary Shares were issued at ⁄10.50 per share on
the basis of one new Ordinary Share for every four existing Ordinary Shares under the terms of a Rights Issue.
The actual cum rights price on 6th March, 2001, the last day of quotation cum rights, was ⁄18.9390, and the
theoretical ex rights price for an Ordinary Share was therefore ⁄17.2512 per share. The comparative earnings
per share figures are calculated by applying the factor 1.0978 (18.9390/17.2512) to the published average
number of shares for 2000 in order to adjust for the bonus element of the Rights Issue.
10 Intangible asset - goodwill
With effect from 1st January, 1998, goodwill, being the excess of the consideration over the fair value of net assets
at the date of acquisition of subsidiary undertakings, is capitalised, and related amortisation based on its estimated
useful life of 20 years is charged against operating profits. Goodwill arising prior to that date was written-off
immediately against reserves.
Cost
At 1st January
Arising on acquisitions during the year (note 29)
Translation adjustment
At 31st December
Amortisation
At 1st January
Amortised during the year
Translation adjustment
At 31st December
Net book amount at 31st December
2001
⁄m
1,019.8
236.5
23.6
-----------------
1,279.9
-----------------
65.2
59.2
2.0
-----------------
126.4
-----------------
1,153.5
=========
2000
⁄m
650.3
348.9
20.6
-----------------
1,019.8
-----------------
21.1
43.3
0.8
-----------------
65.2
-----------------
954.6
=========
CRH 61
6309 Finance pg 49-80 3/13/02 2:52 PM Page 14
Notes on financial statements
11 Tangible assets
Cost/valuation
At 1st January
Translation adjustment
Reclassifications
Additions at cost
Acquisitions (note 29)
Disposals
At 31st December
Accumulated depreciation
At 1st January
Translation adjustment
Depreciation for year
Disposals
At 31st December
Land and
buildings
⁄m
Plant and
machinery
⁄m
Assets in
course of
Transport construction
⁄m
⁄m
2,445.3
81.2
(27.9)
97.5
341.3
(22.5)
-----------------
2,914.9
-----------------
264.3
7.2
77.6
(1.3)
-----------------
347.8
-----------------
3,170.4
90.9
82.1
235.7
131.9
(71.0)
-----------------
3,640.0
-----------------
1,101.7
31.0
305.0
(43.4)
-----------------
1,394.3
-----------------
2,245.7
=========
2,068.7
=========
364.7
14.2
9.7
39.0
21.7
(22.0)
-----------------
427.3
-----------------
145.2
6.7
53.5
(13.8)
-----------------
191.6
-----------------
235.7
=========
219.5
=========
81.7
2.6
(63.9)
80.1
1.5
—
-----------------
102.0
-----------------
—
—
—
—
-----------------
—
-----------------
102.0
=========
81.7
=========
Total
⁄m
6,062.1
188.9
—
452.3
496.4
(115.5)
-----------------
7,084.2
-----------------
1,511.2
44.9
436.1
(58.5)
-----------------
1,933.7
-----------------
5,150.5
=========
4,550.9
=========
Net book amount at 31st December, 2001 2,567.1
=========
2,181.0
=========
Net book amount at 1st January, 2001
Land and buildings purchased since 31st December, 1980 are reflected at cost. Land and buildings (excluding
buildings of a specialised nature) purchased prior to 31st December, 1980 were revalued by professional
valuers at that date, on an existing use basis. The Group has elected to adopt the transitional arrangements of
Financial Reporting Standard 15 - Tangible Fixed Assets (FRS 15) by not implementing a revaluation policy and
by continuing to carry these assets at the revalued book amounts.
The original historical cost of revalued assets cannot be obtained without unreasonable expense. The analysis of
total cost/valuation is as follows:
At valuation 31st December, 1980
At cost post 31st December, 1980
Tangible assets include leased assets as follows
Cost
Accumulated depreciation
Net book amount at 31st December
Depreciation charge for year
62 CRH
⁄m
60.7
2,854.2
-----------------
2,914.9
=========
2000
⁄m
17.1
(8.6)
-----------------
8.5
=========
2.0
=========
2001
⁄m
18.9
(10.1)
-----------------
8.8
=========
2.0
=========
6309 Finance pg 49-80 3/13/02 2:52 PM Page 15
11 Tangible assets continued
Future tangible asset purchase commitments
Contracted for but not provided in the financial statements
Authorised by the Directors but not contracted for
2001
⁄m
2000
⁄m
124.4
68.7
=========
145.8
53.4
=========
12 Financial assets
Group
At 1st January
Translation adjustment
Arising on acquisition of subsidiaries
Investments and advances (ii)
Disposals and repayments
Retained profit less dividends paid
At 31st December
Joint ventures
-------------------------------------------------------------------------
Share of
net assets
Goodwill
Loans
⁄m
⁄m
⁄m
48.2
(0.1)
14.4
124.5
—
7.4
-----------------
194.4
=========
8.8
(0.3)
—
52.9
—
(1.4)
-----------------
60.0
=========
15.0
0.1
5.0
7.0
—
—
-----------------
27.1
=========
Other
investments
(i)
⁄m
32.0
0.4
8.2
3.1
(9.4)
—
-----------------
34.3
=========
Total
⁄m
104.0
0.1
27.6
187.5
(9.4)
6.0
-----------------
315.8
=========
(i) Other investments include investments listed on a recognised stock exchange at cost of ⁄4.7 million
(2000 : ⁄4.7 million). The market value of these investments at 31st December, 2001 amounted to
⁄11.7 million (2000 : ⁄10.5 million).
(ii) The major investment during 2001 was the acquisition in August of a 25% share in the Mashav Group in Israel
for a total cost of ⁄162.8 million. The investment was made by a newly established subsidiary company which
is funded in part by third party preference capital of ⁄109.2 million that is non-recourse to CRH. This preference
capital is included in minority shareholders(cid:213) equity interest in the balance sheet at 31st December, 2001. As part
of this transaction, CRH has secured a call option, exercisable before January 2004, to acquire an additional
25% of Mashav. During the year, the Group also acquired a 50% stake in a limestone quarry operation in Ohio.
Company - investment in subsidiary undertakings
At 1st January at cost/valuation
Investments
At 31st December
Shares
⁄m
853.2
1,084.0
-----------------
1,937.2
=========
Loans
⁄m
298.7
656.8
-----------------
955.5
=========
Total
⁄m
1,151.9
1,740.8
-----------------
2,892.7
=========
The Company(cid:213)s investment in its subsidiary undertakings was revalued at 31st December, 1980 to reflect the
surplus on revaluation of fixed assets of subsidiary undertakings (see note 11). The original historical cost of the
shares equated to approximately ⁄9.1 million.
At valuation 31st December, 1980
At cost post 31st December, 1980
⁄m
46.7
1,890.5
-----------------
1,937.2
=========
CRH 63
6309 Finance pg 49-80 3/13/02 2:52 PM Page 16
Notes on financial statements
13 Disposal of fixed assets
Tangible assets at net book amount
Financial assets at net book amount
Goodwill previously written-off against reserves (i)
Profit on disposal of fixed assets
Proceeds on disposal of fixed assets
2001
⁄m
57.0
9.4
6.3
-----------------
72.7
16.3
-----------------
89.0
=========
2000
⁄m
24.9
3.7
—
-----------------
28.6
12.8
-----------------
41.4
=========
(i)
In May 2001, as part of the acquisition of the Gefinex insulating business in Germany, the Group transferred its
wholly-owned Vebofoam expanded polystyrene business to Gefinex Jackon, a joint venture in which CRH
acquired a 49% stake. The loss recognised on this transfer amounted to ⁄5.1 million, including ⁄5.8 million of
goodwill previously written-off against reserves. In addition, previously written-off goodwill of ⁄0.5m relating to
other discontinued operations was also included in the computation of net profit on disposal of fixed assets
during the year.
14 Stocks
Raw materials
Work-in-progress
Finished goods
15 Debtors
2001
⁄m
226.7
97.5
677.9
------------------
1,002.1
=========
2000
⁄m
236.4
74.5
592.1
-----------------
903.0
=========
Group
-----------------------------------------------
2000
⁄m
2001
⁄m
Company
---------------------------------------------------
2000
⁄m
2001
⁄m
Amounts falling due within one year
Trade debtors
Long-term contract debtors
Other debtors
Amounts owed by Group undertakings
Amounts owed by joint ventures
Prepayments and accrued income
1,354.7
132.4
107.6
—
1.6
96.7
-----------------
1,693.0
=========
1,183.4
119.5
147.1
—
0.7
85.0
-----------------
1,535.7
=========
—
—
—
73.3
—
—
-----------------
73.3
=========
—
—
—
69.1
—
—
-----------------
69.1
=========
64 CRH
6309 Finance pg 49-80 3/13/02 2:52 PM Page 17
16 Trade and other creditors
Amounts falling due within one year
Trade creditors
Irish income tax and social welfare
Other income tax and social welfare
Value added tax
Deferred acquisition consideration
Other creditors
Accruals and deferred income
Amounts owed to Group undertakings
Amounts owed to joint ventures
Amounts falling due after more than one year
Deferred acquisition consideration, due as follows:
- Between one and two years
- Between two and five years
- After five years
17 Movements in working capital
At 1st January
Translation adjustment
Acquisition of subsidiary undertakings (note 29)
Deferred acquisition consideration:
— deferred in current year (note 29)
— paid during the year
Interest accruals
Increase in working capital
At 31st December
Movement in prior year
Group
-----------------------------------------------
2000
⁄m
2001
⁄m
Company
------------------------------------------------
2000
⁄m
2001
⁄m
788.5
4.1
29.4
38.1
74.5
185.5
358.3
—
0.3
-----------------
1,478.7
-----------------
65.1
79.7
29.0
-----------------
173.8
-----------------
782.3
4.2
26.1
30.1
73.5
176.0
330.0
—
0.2
-----------------
1,422.4
-----------------
63.7
107.4
42.5
-----------------
213.6
-----------------
—
—
—
—
—
2.8
—
0.3
—
-----------------
3.1
-----------------
—
—
—
-----------------
—
-----------------
—
—
—
—
—
9.5
—
0.3
—
-----------------
9.8
-----------------
—
—
—
-----------------
—
-----------------
1,652.5
=========
1,636.0
=========
3.1
=========
9.8
=========
Stocks
⁄m
903.0
21.8
71.3
—
—
—
6.0
-----------------
1,002.1
=========
70.0
=========
Debtors
⁄m
1,535.7
38.0
134.4
—
—
(0.4)
(14.7)
-----------------
1,693.0
=========
40.6
=========
Creditors
⁄m
(1,636.0)
(49.2)
(106.9)
(27.8)
77.8
16.6
73.0
-----------------
(1,652.5)
=========
(31.5)
=========
Total
⁄m
802.7
10.6
98.8
(27.8)
77.8
16.2
64.3
-----------------
1,042.6
=========
79.1
=========
CRH 65
6309 Finance pg 49-80 3/13/02 2:52 PM Page 18
Notes on financial statements
18 Loans
Bank loans
Other term loans
— unsecured
— secured*
— unsecured
— secured*
Less loans repayable within one year
*Secured on specific tangible assets
Repayments fall due as follows
Within one year
Between one and two years
Between two and three years
Between three and four years
Between four and five years
After five years
Loans fully repayable within five years
Not by instalments
By instalments
Loans fully repayable in more than five years
Not by instalments
By instalments**
** ⁄17.4 million (2000 : ⁄25.4 million) falls due for payment after five years.
Finance lease obligations included above, net of interest, are due as follows
Within one year
Between one and two years
Between two and five years
After five years
2001
⁄m
1,417.2
33.8
1,737.4
33.3
-----------------
3,221.7
368.2
-----------------
2,853.5
=========
368.2
289.9
759.5
128.3
219.7
1,456.1
-----------------
3,221.7
=========
1,692.5
60.0
-----------------
1,752.5
-----------------
1,442.0
27.2
-----------------
1,469.2
-----------------
3,221.7
=========
2.8
2.6
3.7
9.9
-----------------
19.0
=========
2000
⁄m
2,079.4
55.3
1,682.3
32.0
-----------------
3,849.0
938.8
-----------------
2,910.2
=========
938.8
296.6
267.6
661.9
143.6
1,540.5
-----------------
3,849.0
=========
2,177.9
107.6
-----------------
2,285.5
-----------------
1,519.1
44.4
-----------------
1,563.5
-----------------
3,849.0
=========
6.4
0.7
2.0
9.7
-----------------
18.8
=========
Borrowing facilities
Various borrowing facilities are available to the Group. The undrawn committed facilities available at 31st December,
2001, in respect of which all conditions precedent had been met, mature as follows:
Within one year
Between one and two years
Between two and five years
After five years
66 CRH
⁄m
14.6
1.2
165.1
—
-----------------
180.9
=========
6309 Finance pg 49-80 3/13/02 2:52 PM Page 19
19 Analysis of net debt
Cash
Bank overdrafts and demand loans
Total cash and demand debt
Short-term deposits and liquid resources
Loans repayable within one year
Loans repayable after one year
Finance leases
Total term finance
Net debt
20 Treasury information
Interest rate and currency profile
At 1st
January
2001
⁄m
240.0
(132.7)
-----------------
107.3
-----------------
1,121.9
-----------------
(932.4)
(2,897.8)
(18.8)
-----------------
(3,849.0)
-----------------
(2,619.8)
=========
Cash
flow Acquisitions
Non-cash Translation
changes adjustment
⁄m
14.3
1.1
-----------------
15.4
-----------------
53.1
-----------------
910.6
(119.2)
6.6
-----------------
798.0
-----------------
866.5
=========
⁄m
—
—
-----------------
—
-----------------
0.8
-----------------
(19.1)
(41.5)
(6.3)
-----------------
(66.9)
-----------------
(66.1)
=========
⁄m
—
—
-----------------
—
-----------------
—
-----------------
(302.5)
302.5
(0.1)
-----------------
(0.1)
-----------------
At 31st
December
2001
⁄m
261.2
⁄m
6.9
(3.7)
-----------------
(135.3)
-----------------
3.2
-----------------
26.3
-----------------
(22.0)
(81.3)
(0.4)
-----------------
(103.7)
-----------------
125.9
-----------------
1,202.1
-----------------
(365.4)
(2,837.3)
(19.0)
-----------------
(3,221.7)
-----------------
(1,893.7)
=========
(0.1)
=========
(74.2)
=========
The interest rate and currency profile of the Group(cid:213)s net debt and net worth as at 31st December, 2001 was as follows:
Weighted average fixed debt interest rates
Weighted average fixed debt periods - years
euro US Dollar
⁄m
⁄m
4.9%
2.0
7.4%
6.8
Pound
Sterling
⁄m
6.9%
1.3
Swiss
Franc
⁄m
3.6%
2.7
Other
⁄m
12.0%
2.5
Total
⁄m
6.9%
4.9
Fixed rate debt
Floating rate debt
Cash and liquid resources - floating rate
(173.6)
(416.4)
621.6
-----------------
(726.8)
(776.4)
360.4
-----------------
(98.0)
(423.9)
287.1
-----------------
(136.4)
(285.6)
143.5
-----------------
(91.2)
(228.7)
50.7
-----------------
(1,226.0)
(2,131.0)
1,463.3
-----------------
Net debt by major currency
31.6
(1,142.8)
(234.8)
(278.5)
(269.2)
(1,893.7)
Loans to joint ventures
Deferred acquisition consideration falling
due after more than one year
24.6
—
1.8
0.7
—
27.1
(2.4)
-----------------
(169.8)
-----------------
(1.6)
-----------------
—
-----------------
—
-----------------
(173.8)
-----------------
Net financial assets and liabilities
(excluding short-term debtors and creditors)
53.8
(1,312.6)
(234.6)
(277.8)
(269.2)
(2,040.4)
Capital employed at 31st December, 2001 1,472.7
(4.8)
Minority shareholders(cid:213) interests
(15.0)
Capital grants
-----------------
3,931.2
—
—
-----------------
505.9
—
(0.7)
-----------------
303.7
(3.5)
—
-----------------
713.1
(126.8)
—
-----------------
6,926.6
(135.1)
(15.7)
-----------------
Shareholders(cid:213) funds (net worth) at
31st December, 2001
1,506.7
=========
2,618.6
=========
270.6
=========
22.4
=========
317.1
=========
4,735.4
=========
CRH 67
6309 Finance pg 49-80 3/13/02 2:52 PM Page 20
Notes on financial statements
20 Treasury information continued
The corresponding interest rate and currency profile of the Group(cid:213)s net debt and net worth as at 31st December, 2000
was as follows:
Weighted average fixed debt interest rates
Weighted average fixed debt periods - years
Fixed rate debt
Floating rate debt
Cash and liquid resources - floating rate
Net debt by major currency
Loans to joint ventures
Deferred acquisition consideration falling
due after more than one year
Net financial assets and liabilities
(excluding short-term debtors and creditors)
Capital employed at 31st December, 2000
Minority shareholders(cid:213) interests
Capital grants
Shareholders(cid:213) funds (net worth) at
31st December, 2000
euro US Dollar
⁄m
⁄m
4.8%
2.8
7.4%
7.5
Pound
Sterling
⁄m
6.9%
2.2
Swiss
Franc
⁄m
3.6%
3.8
Other
⁄m
14.7%
2.8
Total
⁄m
6.8%
5.6
(218.9)
(528.5)
337.2
-----------------
(410.2)
(702.9)
(1,397.8)
624.7
-----------------
(1,476.0)
(96.1)
(418.4)
277.2
-----------------
(237.3)
(134.3)
(291.9)
96.4
-----------------
(329.8)
(57.1)
(135.8)
26.4
-----------------
(166.5)
(1,209.3)
(2,772.4)
1,361.9
-----------------
(2,619.8)
13.6
—
1.4
—
—
15.0
(9.9)
-----------------
(203.6)
-----------------
(0.1)
-----------------
—
-----------------
—
-----------------
(213.6)
-----------------
(406.5)
(1,679.6)
(236.0)
(329.8)
(166.5)
(2,818.4)
1,346.4
(4.7)
(16.5)
----------------
3,332.6
—
—
-----------------
484.5
—
(0.8)
-----------------
341.1
(6.8)
—
-----------------
441.9
(24.2)
—
-----------------
5,946.5
(35.7)
(17.3)
-----------------
918.7
1,653.0
========= =========
247.7
=========
4.5
=========
251.2
=========
3,075.1
=========
The amounts shown above take into account the effect of currency swaps, forward contracts and other derivatives
entered into to manage these currency and interest rate exposures.
Floating rate debt comprises bank borrowings bearing interest at rates fixed in advance for periods ranging from
overnight to one year largely by reference to inter-bank interest rates (US$ LIBOR, Sterling LIBOR, Swiss Franc
LIBOR, Euribor).
Cash deposits and liquid investments comprise cash deposits placed on money markets for periods of up to six
months and high quality liquid investments such as commercial paper and bonds.
As explained in the Finance review on pages 26 to 28, the Group(cid:213)s policy is to spread its net worth across the
currencies of the countries in which it invests. Interest rate swaps are entered into only for the purpose of managing
the Group(cid:213)s mix of fixed and floating rate debt. Currency swaps are entered into only for the purpose of managing
the Group(cid:213)s mix of fixed and floating rate debt by currency to ensure that the Group(cid:213)s debt funding sources match
the currency of the Group(cid:213)s operations. In line with Group policy, all derivative contracts are entered into with highly-
rated counterparties. Gains and losses arising on the re-translation of net worth are dealt with in the statement of
total recognised gains and losses.
Transactional currency exposures arise in a number of the Group(cid:213)s operations and these result in net currency gains
and losses which are recognised in the profit and loss account. As at 31st December, 2001, these exposures were
not material.
68 CRH
6309 Finance pg 49-80 3/13/02 2:52 PM Page 21
20 Treasury information continued
Fair values of debt, cash and liquid resources
A comparison by category of book values and fair values of all the Group(cid:213)s financial assets and financial liabilities
(excluding short-term debtors and creditors) at 31st December, 2001 and 31st December, 2000 is set out below:
Derivative contracts
Gross debt
⁄m
Gains
⁄m
Losses
⁄m
Cash and
liquid
resources
⁄m
Other
financial
instruments
⁄m
Total
⁄m
2000 book value
2000 fair value
(3,993.9)
(4,104.7)
-----------------
47.4
116.5
-----------------
(35.2)
(40.8)
-----------------
1,361.9
1,361.9
-----------------
(198.6)
(198.6)
-----------------
(2,818.4)
(2,865.7)
-----------------
Unrecognised gains and losses
as at 31st December, 2000
(110.8)
=========
69.1
=========
(5.6)
=========
—
=========
—
=========
(47.3)
=========
2001 book value
2001 fair value
(3,394.5)
(3,517.8)
-----------------
69.2
153.8
-----------------
(31.7)
(55.4)
-----------------
1,463.3
1,463.3
-----------------
(146.7)
(146.7)
-----------------
(2,040.4)
(2,102.8)
-----------------
Unrecognised gains and losses
as at 31st December, 2001
(123.3)
=========
84.6
=========
(23.7)
=========
—
=========
—
=========
(62.4)
=========
Reconciliation of movement in unrecognised gains and losses:
At 31st December, 2000
Portion recognised in 2001
Arising in 2001
At 31st December, 2001
(110.8)
14.3
(26.8)
-----------------
(123.3)
=========
69.1
(14.4)
29.9
-----------------
84.6
=========
Of which, expected to be recognised:
- in 2002
- after 2002
(60.9)
(62.4)
-----------------
(123.3)
=========
45.0
39.6
-----------------
84.6
=========
(5.6)
2.4
(20.5)
-----------------
(23.7)
=========
(15.9)
(7.8)
-----------------
(23.7)
=========
—
—
—
-----------------
—
=========
—
—
-----------------
—
=========
—
—
—
-----------------
—
=========
—
—
-----------------
—
=========
(47.3)
2.3
(17.4)
-----------------
(62.4)
=========
(31.8)
(30.6)
-----------------
(62.4)
=========
Other financial instruments comprise loans to joint ventures and deferred acquisition consideration due after more
than one year.
Most of the fair value of derivative contracts arises from interest and currency swaps. A small portion arises from
contracts to hedge future energy costs.
The book value of fixed rate debt and fixed rate swaps is the outstanding principal value of debt/swaps. The fair
value of swaps and fixed rate debt is the net present value of future interest and capital payments discounted at
prevailing interest rates. When the fixed interest rates on debt and swaps differ from prevailing rates, fair value will
differ from book value. The fair value of floating rate instruments approximates book value.
As the Group has a policy of fixing interest rates on a portion of net debt, the fair value of such debt will be above
book value when prevailing interest rates are below the fixed rates being paid by the Group.
At both 31st December, 2001 and 31st December, 2000, interest rates were generally below the fixed rates being
paid by the Group. As a consequence, the fair value of the Group(cid:213)s fixed interest rate instruments included a net
unrecognised loss of ⁄62.4 million (2000 : ⁄47.3 million).
CRH 69
6309 Finance pg 49-80 3/13/02 2:52 PM Page 22
Notes on financial statements
21 Guarantees
The Company has given letters of guarantee to secure obligations of subsidiary undertakings as follows:
⁄3,247.8 million in respect of loans, bank advances and future lease obligations, ⁄122.5 million in respect
of deferred acquisition consideration and ⁄17.7 million in respect of other obligations.
Pursuant to the provisions of Section 17, Companies (Amendment) Act, 1986, the Company has guaranteed the
liabilities of its wholly-owned subsidiary undertakings in the Republic of Ireland for the financial year to 31st December,
2001 and as a result such subsidiary undertakings have been exempted from the filing provisions of Section 7,
Companies (Amendment) Act, 1986.
22 Capital grants
At 1st January
Translation adjustment
Acquisitions/disposals
Received
Released to Group profit and loss account
At 31st December
23 Provisions for liabilities and charges
2001
⁄m
17.3
—
—
0.1
-----------------
17.4
(1.7)
-----------------
15.7
=========
2000
⁄m
18.8
0.1
0.1
—
-----------------
19.0
(1.7)
-----------------
17.3
=========
At 1st
January
2001
⁄m
265.6
125.7
21.1
18.9
10.3
Acquisitions
⁄m
Provided
during year
⁄m
Utilised
during year
⁄m
Reversed Translation
adjustment
⁄m
unused
⁄m
9.0
1.0
(0.6)
1.0
2.4
65.6
68.7
3.8
6.0
7.8
—
(44.2)
(3.3)
(4.3)
—
(0.1)
(1.0)
(1.0)
(6.5)
(1.3)
9.3
4.5
0.7
0.9
—
At 31st
December
2001
⁄m
349.5
155.6
20.7
21.5
12.7
26.7
53.5
-----------------
14.9
3.3
-----------------
31.0
=========
3.1
41.3
-----------------
196.3
=========
(1.7)
(44.3)
-----------------
(0.3)
(3.4)
-----------------
4.0
(2.1)
-----------------
(104.3)
(7.1)
========= =========
17.3
=========
46.7
48.3
-----------------
655.0
=========
Deferred taxation (i)
Insurance (ii)
Post-retirement obligations (iii)
Guarantees and warranties (iv)
Rationalisation and
redundancy (v)
Environment and
remediation (vi)
Other
Total
521.8
=========
(i) Deferred taxation
Deferred taxation represents the following total timing differences
Fixed assets, principally depreciation
Stock relief
Other timing differences
2001
⁄m
545.9
1.0
(197.4)
-----------------
349.5
=========
The disposal of freehold property at its revalued amount would not, under current legislation, give rise to any
significant tax liability.
70 CRH
6309 Finance pg 49-80 3/13/02 2:52 PM Page 23
23 Provisions for liabilities and charges continued
(ii) Insurance
This provision relates to workers(cid:213) compensation (employer(cid:213)s liability) and third party liabilities or claims covered
under the Group(cid:213)s self-insurance schemes. Due to the time frame that is often involved in such claims, a significant
part of this provision is subject to actuarial valuation. Where this is not appropriate, other external assessments are
made.
(iii) Post-retirement obligations
These comprise provisions for post-retirement healthcare obligations and life assurance obligations in respect of
certain current and former employees in the United States in addition to early retirement for certain senior executives
throughout the Group. The method of accounting for these provisions is similar to that used for pension obligations.
The early retirement provisions are calculated using assumptions broadly in line with those set out in note 31 relating
to pensions, while the principal actuarial assumptions used in determining the required provisions are that healthcare
costs will increase by 6% per annum.
(iv) Guarantees and warranties
Some products carry formal guarantees of satisfactory performance of varying periods following their purchase by
customers. Provision is made for the estimated cost of honouring unexpired warranties. The expected timing of any
payments under such guarantees and warranties is uncertain.
(v) Rationalisation and redundancy
These provisions relate to obligations under various rationalisation and redundancy programmes throughout the
Group, none of which are individually material. The Group expects these provisions to be utilised within three years.
(vi) Environment and remediation
These provisions include obligations for site remediation and improvement costs to be incurred in compliance with
local or national environmental regulations and best practice. These provisions are expected to be utilised within two
to ten years.
24 Share capital
Authorised
At 1st January
Increase 9th May
At 31st December
Number of Shares ((cid:213)000)
Allotted, called-up and fully paid
At 1st January
Rights Issue (iv)
Share options and share participation (v)
Shares issued in lieu of dividends (vi)
At 31st December
Number of Shares ((cid:213)000)
Equity
Non-equity
Ordinary
Shares of
⁄0.32 each
Income
Shares of
⁄0.02 each
5%
Cumulative
Preference
Shares of
⁄1.27 each
7% (cid:212)A(cid:213)
Cumulative
Preference
Shares of
⁄1.27 each
⁄m
176.0
59.2
-----------------
235.2
=========
735,000
=========
132.6
33.2
0.6
0.5
-----------------
166.9
=========
521,408
=========
(i)
⁄m
(ii)
⁄m
11.0
3.7
-----------------
14.7
=========
735,000
=========
8.3
2.1
—
—
-----------------
10.4
=========
521,408
=========
0.2
—
-----------------
0.2
=========
150
=========
0.1
—
—
—
-----------------
0.1
=========
50
=========
(iii)
⁄m
1.1
—
-----------------
1.1
=========
872
=========
1.1
—
—
—
-----------------
1.1
=========
872
=========
CRH 71
6309 Finance pg 49-80 3/13/02 2:52 PM Page 24
Notes on financial statements
24 Share capital continued
(i) Income Shares
The Income Shares were created on 29th August, 1988 for the express purpose of giving shareholders the choice
of receiving dividends on either their Ordinary Shares or on their Income Shares (by notice of election to the
Company which may be revoked). The Income Shares carried a different tax credit to the Ordinary Shares. The
creation of the Income Shares was achieved by the allotment of fully paid Income Shares to each shareholder equal
to his/her holding of Ordinary Shares but the shareholder is not entitled to an Income Share certificate, as a
certificate for Ordinary Shares is deemed to include an equal number of Income Shares and a shareholder may
only sell, transfer or transmit Income Shares with an equivalent number of Ordinary Shares. Income Shares carry
no voting rights. Due to changes in Irish tax legislation since the creation of the Income Shares, dividends on the
Company(cid:213)s Shares no longer carry a tax credit.
(ii) 5% Cumulative Preference Shares
The holders of the 5% Cumulative Preference Shares are entitled to a fixed cumulative preferential dividend at a
rate of 5% per annum and priority in a winding up to repayment of capital, but have no further right to participate in
profits or assets and are not entitled to be present or vote at general meetings unless their dividend is in arrears.
Dividends on the 5% Cumulative Preference Shares are payable half yearly on 15th April and 15th October in each
year.
(iii) 7% (cid:212)A(cid:213) Cumulative Preference Shares
The holders of the 7% (cid:212)A(cid:213) Cumulative Preference Shares are entitled to a fixed cumulative preference dividend at a
rate of 7% per annum, and subject to the rights of the holders of the 5% Cumulative Preference Shares, priority in a
winding up to repayment of capital but have no further right to participate in profits or assets and are not entitled to
be present or vote at general meetings unless their dividend is in arrears. Dividends on the 7% (cid:212)A’ Cumulative
Preference Shares are payable half yearly on 5th April and 5th October in each year.
(iv) Rights Issue
In March 2001, 103,622,311 new Ordinary Shares were issued at a price of ⁄10.50 per share, to support the
Group(cid:213)s ongoing development strategy and to broaden its investor base. The aggregate nominal value of the
Shares placed was ⁄35.3 million and the total consideration amounted to ⁄1,088.0 million before issue expenses
and stamp duty of ⁄20.4 million.
(v) Share schemes
Share option schemes: Under the terms of the employees(cid:213) share option schemes, options are exercisable at prices
varying from ⁄2.2754 / Stg£1.8097 to ⁄18.28 / Stg£11.16. At 31st December, 2001, options over 19,097,434
shares had not yet been exercised. This figure includes options over 8,098,296 shares and 6,890,519 shares which
can only be exercised after the expiration of three years and five years respectively from the dates of grant of those
options and after specific EPS growth targets have been achieved.
Savings-related share option schemes: Under the terms of the savings-related share option schemes, options
over 269,308 shares and 599,512 shares have been granted pursuant to three and five-year contracts respectively
and are exercisable at prices of ⁄15.39 and Stg£8.7719. The price at which the options were granted under the
schemes represented a discount of 15% to the market price on the date of grant. These options are normally
exercisable within a period of six months after the third or fifth anniversary of the contract, whichever is applicable.
In accordance with UITF 17 (cid:212)Employee share schemes(cid:213), no stock compensation expense has been recorded in
relation to savings-related share option schemes.
Share participation schemes: At 31st December, 2001, 4,003,830 Ordinary Shares had been appropriated to
participation schemes. The Ordinary Shares appropriated pursuant to these Schemes were issued at market value
on the dates of appropriation.
During the ten-year period commencing on 3rd May, 2000, the total number of Ordinary Shares which may be
issued, in respect of the share option schemes, the savings-related share option schemes, the share participation
schemes and any subsequent share option schemes, may not exceed 15% in aggregate of the issued Ordinary
share capital from time to time.
(vi) Shares issued in lieu of dividends
In May 2001, 826,335 Ordinary Shares were issued to the holders of Ordinary Shares who elected to receive
additional Ordinary Shares at a price of ⁄17.31 per share, instead of part or all of the cash element of their 2000
final dividend. In November 2001, 580,073 Ordinary Shares were issued to the holders of Ordinary Shares who
elected to receive additional Ordinary Shares at a price of ⁄16.51 per share, instead of part or all of the cash
element of their 2001 interim dividend.
72 CRH
6309 Finance pg 49-80 3/13/02 2:52 PM Page 25
25 Reserves
Group
At 1st January
Premium on shares issued
Expenses paid in respect of share issues
At 31st December
Company
At 1st January
Premium on shares issued
Expenses paid in respect of share issues
Profit before taxation
Corporation tax
Dividends received from Group undertakings
Dividends
Currency translation effects on foreign currency net investments
At 31st December
Share
premium
account
⁄m
930.9
1,092.2
(20.6)
-----------------
2,002.5
=========
Share
premium Revaluation
reserve
account
⁄m
⁄m
935.0
1,092.2
(20.6)
—
—
—
—
—
-----------------
2,006.6
=========
41.5
—
—
—
—
—
—
—
-----------------
41.5
=========
Other
reserves
⁄m
9.9
—
—
-----------------
9.9
=========
Profit
and loss
account
⁄m
56.4
—
—
2.0
(0.4)
749.2
(120.1)
0.2
-----------------
687.3
=========
In accordance with Section 3 (2) of the Companies (Amendment) Act, 1986, the profit and loss account of the
Company has not been presented separately in these financial statements.
26 Reconciliation of movements in shareholders(cid:213) funds
At 1st January
Profit retained for the financial year
Currency translation effects:
— on results for the year
— on foreign currency net investments
Issue of shares
Issued in lieu of dividends
Expenses paid in respect of share issues
Goodwill written-back on disposal (note 13 (i))
At 31st December
2001
⁄m
3,075.1
462.0
0.5
83.5
1,104.7
23.9
(20.6)
6.3
-----------------
4,735.4
=========
2000
⁄m
2,201.7
404.9
(4.5)
95.4
366.8
18.2
(7.4)
—
-----------------
3,075.1
=========
CRH 73
6309 Finance pg 49-80 3/13/02 2:52 PM Page 26
Notes on financial statements
27 Minority shareholders(cid:213) equity interest
At 1st January
Profit on ordinary activities after taxation
Dividends paid and proposed
Arising on acquisition (mainly buyout of minority interests)
Preference shares issued by a subsidiary (note 12 (ii))
Translation adjustment
At 31st December
28 Reconciliation of operating profit to net cash inflow from operating activities
Group operating profit
Depreciation
Goodwill amortisation
Capital grants released
Net movement on provisions during the year
Increase in working capital (note 17)
Net cash inflow from operating activities
2001
⁄m
35.7
3.8
(0.8)
(13.7)
109.2
0.9
-----------------
135.1
=========
2001
⁄m
934.4
436.1
59.2
(1.7)
19.3
(64.3)
-----------------
1,383.0
=========
2000
⁄m
37.0
4.6
(0.5)
(6.2)
—
0.8
-----------------
35.7
=========
2000
⁄m
858.3
351.7
43.3
(1.7)
(4.0)
(79.1)
-----------------
1,168.5
=========
29 Acquisition of subsidiary undertakings
The principal acquisitions during 2001, none of which is large enough to warrant separate disclosure as a material
acquisition for the Group, were:
Britain & Northern Ireland
Materials Division: Tyrone Brick.
Products & Distribution Division: Kevington Building Products.
Mainland Europe
Materials Division: 8 bolt-on aggregate and readymix businesses in Finland and PRD Budostal in Poland.
Products & Distribution Division: La Soci(cid:142)t(cid:142) Beton Moul(cid:142) Industriel, Buscaglia and the buyout of Prefaest in France;
Gefinex, including a 49% stake in Gefinex Jackon, in Germany; Zoontjens, Cox Bouwmarkten, Bos Bouwstoffen and
Karwei Gorinchem in the Netherlands; Gamma Aalst in Belgium and ThermiSol in the Nordic countries.
The Americas
Materials Division: Mount Hope Rock Products in New Jersey; County Asphalt in New York; Fuller Sand & Gravel in
Vermont; Hallett Materials and Des Moines Asphalt in Iowa; Foss Lewis & Sons Construction and certain assets of
Hanson and US Aggregates in Utah; Wenatchee Sand & Gravel and Central Washington Concrete in Washington;
Klett Construction and Thompson Asphalt Products in Michigan; Pennsylvania Lime in Pennsylvania; and Tri-County
Limestone and Hardin Quarry in Ohio.
Products & Distribution Division: Big M of Culpeper in Virginia; certain assets of Unicon in the Carolinas; Best Block
South and W.R. Bonsal in the Southeast; Global Clay Products in Illinois; S&S Glass Specialties in Ohio; New Basis
Toccoa in Georgia; certain assets of AFCO in Long Island and United Builders Supply in New England.
D(cid:142)cor Precast, Blue Circle Canada and the buyout of Groupe Permacon in Canada.
74 CRH
6309 Finance pg 49-80 3/13/02 2:52 PM Page 27
29 Acquisition of subsidiary undertakings continued
Tangible assets
Financial assets
Stocks
Debtors
Creditors
Taxation, including deferred taxation
Provisions
Capital grants
Minority shareholders(cid:213) equity interest
Net assets acquired at fair value
Goodwill arising on acquisition
Consideration
Satisfied by
Cash payment
Cash acquired on acquisition
Bank overdrafts assumed on acquisition
Net cash outflow
Loans and finance leases, net of liquid resources, acquired on acquisition
Deferred acquisition consideration
2001
⁄m
496.4
27.6
71.3
134.4
(106.9)
(8.4)
(22.0)
—
13.7
-----------------
606.1
236.5
-----------------
842.6
=========
747.6
(22.6)
23.7
-----------------
748.7
66.1
27.8
-----------------
842.6
=========
Fair values on acquisition
The fair values were calculated as follows
Fixed assets
Working capital
Provisions
Taxation, including deferred taxation
Minority shareholders(cid:213) equity interest
Acquisitions completed in 2001
Book
values
⁄m
285.7
126.9
(4.8)
(2.7)
10.2
-----------------
415.3
=========
Revaluation
⁄m
216.6
(0.5)
—
(0.6)
—
-----------------
215.5
=========
Adjustments
Accounting to Jura Group
provisional
fair values
⁄m
policy
alignment
⁄m
—
(20.1)
0.7
0.5
—
-----------------
(18.9)
=========
21.7
(7.5)
(17.9)
(5.6)
3.5
-----------------
(5.8)
=========
2000
⁄m
1,088.9
28.6
141.7
350.0
(255.5)
(77.0)
(24.7)
(0.1)
6.2
-----------------
1,258.1
348.9
-----------------
1,607.0
=========
1,695.0
(226.2)
79.8
-----------------
1,548.6
(12.1)
70.5
-----------------
1,607.0
=========
Fair
values
⁄m
524.0
98.8
(22.0)
(8.4)
13.7
-----------------
606.1
=========
No provisions were made in respect of reorganisation, redundancies or related asset write-downs in the twelve
months preceding the effective dates of acquisition.
The fair values set out above include provisional valuations for certain acquisitions completed in 2001; any eventual
revisions to these provisional values will be reflected in the 2002 financial statements.
CRH 75
6309 Finance pg 49-80 3/13/02 2:52 PM Page 28
Notes on financial statements
29 Acquisition of subsidiary undertakings continued
The Jura Group
The acquisition of the Jura Group was completed on 30th November, 2000. It had not been possible to complete
the investigation for determining fair values for this acquisition by 5th March, 2001 and accordingly estimated
fair values were used in the financial statements for the year ended 31st December, 2000. The final fair value
adjustments incorporated during 2001 are set out below.
Final fair
value
⁄m
308.6
101.3
(38.0)
(44.3)
(3.4)
-----------------
324.2
—
-----------------
324.2
=========
2000
⁄m
45.3
55.9
-----------------
101.2
=========
Provisional
values at 31st
December, 2000 Revaluation
⁄m
⁄m
Accounting
policy
alignment
⁄m
286.9
108.8
(20.1)
(38.7)
(6.9)
-----------------
330.0
—
-----------------
330.0
=========
21.7
(0.6)
(17.9)
(5.6)
3.5
-----------------
1.1
—
-----------------
1.1
=========
—
(6.9)
—
—
—
-----------------
(6.9)
—
-----------------
(6.9)
=========
Fixed assets
Working capital
Provisions
Taxation, including deferred taxation
Minority shareholders(cid:213) equity interest
Goodwill
Consideration
30 Operating leases
Operating lease rentals (charged before arriving at operating profit)
Hire of plant and machinery
Other operating leases
Annual commitments under operating leases which expire
Within one year
After one but within five years
After five years
2001
⁄m
52.7
65.4
-----------------
118.1
=========
Land and buildings
Other leases
⁄m
4.9
25.2
15.5
-----------------
45.6
=========
⁄m
9.1
25.7
2.9
-----------------
37.7
=========
31 Pensions
The Group operates either defined benefit or defined contribution pension schemes in all its operating areas, with the
exception of Spain, France, Poland and South America. Scheme assets are held in separate trustee administered funds.
Total pension costs for the year amounted to ⁄95.8 million (2000 : ⁄76.4 million) of which ⁄46.1 million (2000 : ⁄39.7
million) was paid in respect of defined contribution schemes.
The pension costs relating to the Group’s defined benefit schemes are assessed in accordance with the advice of
independent qualified actuaries. In Ireland and Britain, either the entry age or aggregate methods are used to assess
pension costs, while in the Netherlands and the United States, the projected unit credit method is used. The actuarial
valuations range from April 1997 to December 2001.
The assumptions which have the most significant effect on the results of the actuarial valuations are those relating to the
rate of return on investments and the rate of increase in remuneration and pensions. It was assumed that the rate of return
on investments would, on average, exceed annual remuneration increases by 2% and pension increases by 3% per annum.
The market value of the Group’s defined benefit schemes as at 31st December, 2001 totalled ⁄1,377.6 million, and at
the dates of the most recent actuarial valuations, all but four of the schemes had a surplus on a current funding level
basis; the combined deficiency of ⁄5.1 million in these four schemes, which have combined assets of ⁄120.2 million, is
being funded over the weighted average service lives of the members. After allowing for expected future increases in
earnings and pensions in payment, the valuations indicated that the actuarial value of total scheme assets was sufficient
to cover 100% of the benefits that had accrued to the members of the combined schemes as at the valuation dates.
76 CRH
6309 Finance pg 49-80 3/13/02 2:52 PM Page 29
31 Pensions continued
At the year-end, ⁄53.6 million (2000 : ⁄44.2 million) was included in creditors in respect of pension liabilities and
⁄5.7 million (2000 : ⁄3.9 million) was included in debtors in respect of pension prepayments.
In general, actuarial valuations are not available for public inspection; however, the results of valuations are advised to
members of the various schemes.
Financial Reporting Standard 17 - Retirement Benefits
A new accounting standard, Financial Reporting Standard 17 - Retirement Benefits (FRS 17), was issued by the
Accounting Standards Board in November 2000 and represents a significant change in the method of accounting for
pension costs compared with the previous rules as set out in SSAP 24. The new accounting rules prescribed by FRS
17 do not become mandatory for the Group until 2003 and, while early adoption is permitted, the Group has elected to
avail of the transitional provisions outlined in the standard, which for 2001, permit the use of the SSAP 24 regulations
for determining pension cost but require the additional disclosure of the balance sheet impact of the adoption of FRS
17 as at 31st December, 2001.
The Group operates defined benefit pension schemes in Ireland, Britain and Northern Ireland, the Netherlands,
Switzerland and the US. The valuations employed for FRS 17 disclosure purposes have been updated by the various
schemes(cid:213) independent and qualified actuaries to take account of the requirements of the new accounting standard in
order to assess the liabilities of the combined defined benefit pension schemes as at 31st December, 2001. The
valuations have been completed using the projected unit method.
Financial assumptions
Scheme liabilities:
The major long-term assumptions used by the Group(cid:213)s actuaries to calculate scheme liabilities under FRS 17 as at
31st December, 2001 are as follows:
Republic of
Ireland
Britain &
N. Ireland Netherlands Switzerland
Rate of increase in salaries
Rate of increase in pensions in payment
Inflation
Discount rate
4%
2%
2%
5.75%
4.5%
3%
2.5%
5.75%
4%
2%
2%
5.75%
2.25%
1.5%
1.5%
4%
Scheme assets:
The long-term rate of return expected at 31st December, 2001, analysed by class of investment, is as follows:
Republic of
Ireland
Britain &
N. Ireland Netherlands Switzerland
Equities
Bonds
Property
Other
8.5%
5.5%
7%
4.5%
8%
5%
7%
4.5%
8.5%
5.5%
7%
4.5%
The net pension asset as at 31st December, 2001 is analysed as follows:
Republic of
Ireland
⁄m
Britain &
N. Ireland Netherlands Switzerland
⁄m
⁄m
⁄m
6.5%
4%
4%
2.5%
US
⁄m
Equities
Bonds
Property
Other
Total market value of assets
Actuarial value of liabilities
448.6
112.2
59.3
9.9
-----------------
630.0
(440.6)
-----------------
219.0
106.5
—
3.0
-----------------
328.5
(386.6)
-----------------
42.1
33.2
—
0.5
-----------------
75.8
(92.6)
-----------------
48.7
72.7
28.7
23.2
-----------------
173.3
(157.6)
-----------------
86.6
52.7
—
30.7
-----------------
170.0
(186.3)
-----------------
US
4.5%
—
2.5%
7%
US
9%
7%
7%
3%
Total
⁄m
845.0
377.3
88.0
67.3
-----------------
1,377.6
(1,263.7)
-----------------
Recoverable surplus/(deficit)
in schemes
Related deferred tax
asset/(liability)
(18.9)
-----------------
Net pension asset/(liability)
170.5
=========
189.4
(58.1)
(16.8)
15.7
(16.3)
113.9
17.4
-----------------
(40.7)
=========
5.9
-----------------
(10.9)
=========
(5.5)
-----------------
10.2
=========
6.5
-----------------
(9.8)
=========
5.4
-----------------
119.3
=========
CRH 77
6309 Finance pg 49-80 3/13/02 2:52 PM Page 30
Notes on financial statements
31 Pensions continued
Net assets
Total Group net assets excluding pension asset
Pension asset
Total Group net assets including pension asset
Reserves
Profit and loss account excluding pension asset
Pension asset
Profit and loss account including pension asset
Impact of FRS 17 on reported profit for 2001
Total
⁄m
4,870.5
119.3
-----------------
4,989.8
=========
2,544.5
119.3
-----------------
2,663.8
=========
The following is a pro-forma indication of the impact on the Group profit and loss account for 2001 if the Group had
implemented FRS 17 in full for the year ended 31st December, 2001:
Impact on Group operating profit
Pension cost/current service cost
Past service cost (benefit enhancements)
Total operating charge
Impact on other finance income
Expected return on pension scheme assets
Interest on pension scheme liabilities
Net return
Total net impact on reported profits
SSAP 24
pension
expense
⁄m
95.8
—
-----------------
95.8
=========
—
—
----------------
—
=========
----------------
95.8
=========
Total net
pension
cost under
FRS 17
⁄m
Incremental
profit
impact of
FRS 17
⁄m
100.3
8.1
-----------------
108.4
=========
(4.5)
(8.1)
-----------------
(12.6)
=========
93.5
(65.8)
-----------------
27.7
=========
-----------------
80.7
=========
93.5
(65.8)
-----------------
27.7
=========
-----------------
15.1
=========
32 Board approval
The Board of Directors approved the financial statements on 4th March, 2002.
78 CRH
6309 Finance pg 49-80 3/13/02 2:52 PM Page 31
P R I N C I PA L S U B S I D I A R Y U N D E R TA K I N G S
Materials: Europe
Incorporated and operating in
% held
Products and services
Incorporated and operating in
% held
Products and services
Britain & Northern Ireland
Farrans Limited
(trading as Farrans (Construction),
Ready Use Concrete, R.J. Maxwell
& Son, Scott)
100 Aggregates, readymixed concrete,
mortar, coated macadam, asphalt,
precast concrete, concrete
products, rooftiles, building and
civil engineering contracting
Premier Cement Limited
100 Marketing and distribution of
cement
T.B.F. Thompson (Properties) Limited 100 Property development
Tyrone Brick Limited
100 Brick manufacture
Spain
Beton Catalan Group
Beton Catalan s.a.
Cabi s.a.
100 Readymixed concrete
100 Cementitious materials
Cantera de Aridos Puig Broca s.a.
100 Aggregates
Explotacion de Aridos Calizos s.a.
100 Aggregates
Formigo i Bigues s.a.
100 Aggregates
Formigons Girona s.a.
100 Readymixed concrete and precast
concrete products
Suberolita s.a.
100 Readymixed concrete and precast
Finland
Finnsementti Oy
Lohja Rudus Oy Ab
Poland
100 Cement
100 Aggregates and readymixed
concrete
Tamuz s.a.
Switzerland
JURA-Holding
concrete products
100 Aggregates
100 Cement, aggregates and
readymixed concrete
B-Complex S.A.
69.60 Readymixed concrete and
concrete paving
Ukraine
Behaton Sp. z o.o.
99.96 Readymixed concrete and
Bosta Beton Sp. z o.o.
Cementownia O
.
zar(cid:151)w S.A.
Cementownia Rejowiec S.A.
concrete paving
80.98 Readymixed concrete
100 Cement
100 Cement
Drogomex Sp. z o.o.
99.92 Asphalt paving
Faelbud S.A.
97.28 Readymixed concrete, concrete
products and concrete paving
Holding Cement Polski S.A.
100 Holding company
Mirbud Sp. z o.o.
91.35 Readymixed concrete, concrete
Podilsky Cement
75.86 Cement
Products & Distribution: Europe
Incorporated and operating in
% held
Products and services
Belgium
Marlux nv
products and concrete paving
Omnidal nv
O.K.S.M.
Polbet S.A.
99.29 Aggregates
82.26 Concrete paving
Prefabet Kozienice S.A.
74.08 Concrete products
Republic of Ireland
Irish Cement Limited
100 Cement
Remacle sa
Schelfhout nv
Britain & Northern Ireland
Cox Building Products Limited
100 Decorative concrete paving
100 Precast concrete wall and
floor elements
100 Precast concrete products
100 Precast concrete wall elements
100 Domelights, ventilation systems
and continuous rooflights
Premier Periclase Limited
100 High quality seawater magnesia
CRH Fencing Limited
100 Security fencing
Roadstone-Wood Group
Forticrete Limited
100 Concrete masonry products and
Breton Roecrete Limited
100 Prestressed concrete flooring and
rooftiles
precast concrete
Ibstock Brick Limited
100 Clay brick
Clogrennane Lime Limited
100 Burnt and hydrated lime
Springvale EPS Limited
100 EPS insulation and packaging
John A. Wood Limited
100 Aggregates, concrete products,
asphalt, agricultural and
chemical limestone and
readymixed concrete
Ormonde Brick Limited
100 Clay brick
Roadstone Dublin Limited
Roadstone Provinces Limited
100 Aggregates, readymixed concrete,
mortar, coated macadam, asphalt,
contract surfacing and concrete
blocks
100 Aggregates, readymixed concrete,
mortar, coated macadam, asphalt,
contract surfacing, concrete
blocks and rooftiles
Denmark
ThermiSol A/S
Finland
ThermiSol Oy
France
100 EPS insulation
100 EPS insulation
B(cid:142)ton Moul(cid:142) Industriel sa
100 Precast concrete products
Buscaglia sa*
100 Builders merchants
Mat(cid:142)riaux Service sa*
100 Builders merchants
Raboni sa*
100 Builders merchants
CRH 79
6309 Finance pg 49-80 3/13/02 2:52 PM Page 32
P R I N C I PA L S U B S I D I A R Y U N D E R TA K I N G S
Products & Distribution: Europe continued
Materials: The Americas
Incorporated and operating in
% held
Products and services
Incorporated and operating in
% held
Products and services
Germany
United States
AKA Ziegelwerke GmbH & Co KG*
100 Clay brick, pavers and rooftiles
Oldcastle Materials, Inc.
100 Management company
Brakel Aero GmbH
Gefinex GmbH
Greschalux GmbH
100 Rooflights, glass roof structures
and ventilation systems
94.9 PE insulation
100 Domelights and ventilation
systems
Heras Deutschland GmbH
100 Security fencing
JET Kunststofftechnik GmbH
100 Domelights, ventilation systems
and continuous rooflights
Callanan Industries, Inc.
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
CPM Development Corporation
100 Aggregates, asphalt, readymixed
concrete, prestressed concrete and
related construction activities
Cundy Asphalt Paving
Corporation, Inc.
100 Aggregates, asphalt and related
construction activities
Dolomite Products Co, Inc.
100 Aggregate, asphalt and
Netherlands
Clay bricks
CRH Kleiwaren bv
100 Holding company
Evans Construction Company
readymixed concrete
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
Kleiwarenfabriek Buggenum bv
100 Clay brick
Hills Materials Company
100 Aggregates, asphalt, readymixed
Kleiwarenfabriek Fa(cid:141)ade Beek bv
100 Clay brick
Kleiwarenfabriek Joosten Kessel bv
100 Clay brick
Kleiwarenfabriek Joosten Wessem bv
100 Clay brick
Oldcastle Iowa, Inc.
100 Aggregates, asphalt and related
construction activities
concrete and related construction
activities
Kooy Bilthoven bv
Concrete products
Dycore bv
Struyk Verwo bv
Security fencing
Heras Hekwerk bv
Merchanting and retailing
100 Clay brick
Oldcastle MMG, Inc.
100 Aggregates, asphalt, readymixed
100 Concrete flooring elements
100 Concrete paving products
100 Security fencing
concrete and related construction
activities
Oldcastle SW Group, Inc.
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
Pennsy Supply, Inc.
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
Garfield Aluminium bv
100 Aluminium stockholding
Pike Industries, Inc.
100 Aggregates, asphalt and related
Kelders Dakmaterialen bv
100 Roofing materials merchant
Syntec bv
100 Locksmiths, tools and
ironmongery
Van Neerbos Bouwmaterialen bv
100 Builders merchants
Van Neerbos Bouwmarkten bv
100 DIY stores
construction activities
P.J. Keating Company
100 Aggregates, asphalt and related
construction activities
Thompson-McCully Enterprises
Company, Inc.
100 Aggregates, asphalt and related
construction activities
Tilcon Capaldi, Inc.
100 Aggregates, asphalt and related
Van Neerbos Bouwmaten bv
100 Cash & Carry building materials
construction activities
Rooflights & ventilation
Tilcon Connecticut, Inc.
100 Aggregates, asphalt, readymixed
BIK Bouwprodukten bv
100 Domelights and continuous
Brakel/Atmos bv
rooflights
100 Glass roof structures, continuous
rooflights and ventilation systems
Kimmenade Nederland bv
100 Seamless roofing systems
concrete and related construction
activities
Tilcon New York, Inc.
100 Aggregates, asphalt and related
construction activities
The Shelly Company
100 Aggregates, asphalt and related
construction activities
Vaculux bv
Poland
100 Domelights
CERG Sp. z o.o.
CRH Klinkier Sp. z o.o.
51 Clay brick
100 Clay brick
GenBud S.A.
56 Builders merchants
Gozdnickie Zaklady Ceramiki
Betowlanej Sp. z o.o.
100 Clay brick
Patoka Industries Sp. z o.o.
99.19 Clay brick
Termo Organika S.A.*
100 EPS insulation
Republic of Ireland
Aerobord Limited
Sweden
ThermiSol AB
Switzerland
Richner AG
80 CRH
100 EPS insulation and packaging
100 EPS insulation
100 Builders merchants
Products & Distribution: The Americas
Incorporated and operating in
% held
Products and services
Argentina
Canteras Cerro Negro S.A.
98.27 Clay rooftiles, wall tiles and
floor tiles
CRH Sudamericana S.A.
100 Management company
Superglass S.A.
100 Fabricated and tempered glass
products
Canada
Oldcastle Building Products Canada, Inc. 100 Masonry, patio and hardscape
(trading as Groupe Permacon, D(cid:142)cor
Precast, Armourguard Glass Products,
Wescan, Synertech Moulded Products)
products, fabricated and
tempered glass products,
polymer concrete utility trenches
and boxes
6309 Finance Section for print 3/19/02 8:40 AM Page 14
P R I N C I PA L S U B S I D I A R Y U N D E R TA K I N G S
P R I N C I PA L J O I N T V E N T U R E U N D E R TA K I N G S
Products & Distribution: The Americas
Materials: Europe
Incorporated and operating in
% held
Products and services
Incorporated and operating in
% held
Products and services
United States
CRH America, Inc.
Oldcastle, Inc.
100 Holding company
100 Holding company
Oldcastle Building Products, Inc.
100 Holding company
Architectural Products Group
American Stone Mix
100 Pre-mixed products
Big River Industries, Inc.
100 Lightweight aggregate and fly-ash
Bonsal American, Inc. (trading as
W. R. Bonsal)
100 Pre-mixed products
CCI Manufacturing, Inc.
(trading as Custom-Crete,
Nova Concrete Express)
100 Specialty stone products and
concrete
Israel
Mashav Initiating and Development
Limited
25
Cement
Republic of Ireland
Kemek Limited*
50
Commercial explosives and
Products & Distribution: Europe
Incorporated and operating in
% held
Products and services
Glen-Gery Corporation
100 Clay brick
Germany
Oldcastle Architectural, Inc.
100 Holding company
Gefinex Jackon GmbH
49 XPS insulation
Oldcastle APG Midwest, Inc.
(trading as Akron Brick & Block, 4D,
Miller Material Co., Schuster(cid:213)s
Building Products)
Oldcastle APG National, Inc.
(trading as Alwine Block, Arthur
Whitcomb, Balcon, Betco Block,
Big (cid:210)M(cid:211) of Culpeper, Domine Builders
Supply, Foster-Southeastern, Gomoljak,
Lehigh Valley Block, Oldcastle Easton,
Rochester Block & Products,
Trenwyth Industries)
Oldcastle APG South, Inc.
(trading as Adams Products, Big Rock
Building Products, Bosse Concrete
Products, Eagle-Cordell Concrete,
Goria Enterprises, Jewell Concrete
Products, Keystone Group)
Oldcastle APG West, Inc.
(trading as Amcor Masonry Products,
Central Pre-Mix Concrete Products,
Sakrete of the Pacific Northwest,
Sierra Building Products,
Superlite Block, Young Block)
100 Masonry, hardscape and patio
products
Netherlands
100 Specialty masonry, hardscape and
patio products
100 Masonry, pavers and patio
products
Bouwmaterialenhandel de Schelde bv
Eclips Bouwmarkten bv
EcoTherm bv
50 DIY stores
50 DIY stores
50
Polyurethane insulation
Portugal
Modelo Distribui(cid:141)(cid:139)o de Materiais
de Constru(cid:141)(cid:139)o sa
Republic of Ireland
Williaam Cox Ireland Limited
50
Cash & Carry building materials
50
Continuous rooflights and glass
constructions
100 Masonry, landscaping and patio
products
Incorporated and operating in
% held
Products and services
Materials: The Americas
United States
Buckeye Redi Mix, LLC*
White Rock Quarry, LLC
Readymixed concrete
45
50 Aggregates
Oldcastle Concrete Designs, Inc.
100 Specialty concrete products
Oldcastle Westile, Inc.
100 Concrete rooftile and pavers
Distribution Group
Allied Building Products Corp.
(trading as Allied Building Products,
Keystone Builders Supply,
United Builders Supply)
Glass Group
Oldcastle Glass, Inc.
100 Distribution of roofing, siding
and related products
Products & Distribution: The Americas
100 Fabricated and tempered
glass products
Chile
Vidrios Dell Orto, S.A.
49.95 Glass refabricator
Incorporated and operating in
% held
Products and services
Precast Group
Oldcastle Precast, Inc.
(trading as Utility Vault, Amcor
Precast, Brooks Products, Rotondo
Precast, NC Products, Cloud Concrete
Products, Spancrete Northeast,
Superior Concrete, W.R. White,
Strescon Industries, Cayuga Concrete
Pipe, Kerr Concrete Pipe, AFCO Precast,
Chase Precast, Thorn Orwick, Cal Pipe)
100 Precast concrete products,
prestressed plank and
structural elements
United States
Architectural Products Group
Stable Earth Holdings, LLC
50
Specialty masonry products
* Audited by firms other than Ernst & Young
Pursuant to Section 16 of the Companies Act, 1986, a full list of subsidiaries and
joint ventures will be annexed to the Company(cid:213)s Annual Return to be filed in the
Companies Registration Office in Ireland.
CRH 81
6309 Finance Section for print 3/19/02 8:40 AM Page 15
M A N A G E M E N T
Senior Group Staff
Paul Barry
Internal Audit Director
Maeve Carton
Group Controller
Jack Golden
Human Resources Director
Myles Lee
General Manager
Finance
Angela Malone
Company Secretary
Rossa McCann
Group Treasurer
Jim O(cid:213)Brien
Group Technical Advisor
(cid:131)imear O(cid:213)Flynn
Group Planning Manager
Pat O(cid:213)Shea
Group Taxation Manager
Ronan Tierney
Investor Relations Manager
82 CRH
Europe
Materials
Brian Griffin
Managing Director
Albert Manifold
Business Development
Director
Neillus McDonnell
Finance Director
Tony Macken
Business Development
Manager
Declan Doyle
Managing Director
CRH Poland
Tony O(cid:213)Loghlen
Managing Director
CRH Ireland
Henry Morris
Regional Director
Switzerland & Finland
M(cid:135)irt(cid:146)n MacAodha
Regional Director
Middle East
Finland
Aulis Miettunen
Managing Director
Finnsementti
Lauri Ratia
Managing Director
Lohja Rudus
The Americas
Michael O(cid:213)Driscoll
Chief Financial Officer
Gary Hickman
Vice President Tax &
Compliance
Materials
North America
Tom Hill
Chief Executive Officer
Mark S. Towe
President & Chief
Operating Officer
Glenn A. Culpepper
Chief Financial Officer
Frank Heisterkamp
Vice President
Development
Michael Brady
Vice President
Development
Joseph A. Abate
Chairman
Tilcon Group
Poland
Eamon Geraghty
President
Holding Cement Polski
Andrzej Ptak
President
Cementownia O
.
zar(cid:151)w
Spain
Sebastia Alegre
Managing Director
CRH Spain
Josep Masana
Chief Financial Officer
Divisional Director
Josep Perxas
Switzerland
Divisional Directors
Urs Sandmeier
Martin Glarner
Ireland
Donal Dempsey
Managing Director
Roadstone Dublin
Leo Grogan
Managing Director
Premier Periclase
Michael Grogan
Managing Director
Roadstone Provinces
John Hogan
Managing Director
John A. Wood
Jim Nolan
Managing Director
Irish Cement
Noel Quinn
Managing Director
Farrans
Farrans Divisional
Directors
Ralph Clarke
John Gillvray
William McNabb
Graham McQuillan
Carmine Abate
President
Tilcon — Connecticut
Don Eshleman
President
Mid-Atlantic Group
Chris Madden
President
New York State Group
Mike Murphy
Chairman
Northwest Group
Dan Murphy
President
Northwest Group
Val Staker
President
Mountain Group
Ken Nesbitt
President
Southwest Group
John Parson
President
Jack B. Parson
Randy Pike
President
Pike Group
Bill Sandbrook
President
Tilcon — New York
Bob Thompson
Chairman
Thompson-McCully
Dennis Rickard
President
Thompson-McCully
Mark Shelly
President
Shelly Group
Jim Rasmussen
Chairman
Iowa Group
Kurt Rasmussen
President
Iowa Group
6309 Finance Section for print 3/19/02 8:40 AM Page 16
Products & Distribution
Brian Hill
Group Managing
Director
Rudy Aertgeerts
Vice President
Development
Philippe D(cid:142)n(cid:142)c(cid:142)
Vice President
Finance
Ivan Kingston
Vice President
Development
Michael Stirling
Human Resources
Director
Clay products
Ibstock Brick
Liam Hughes
Managing Director
Geoff Bull
Finance Director
Martyn Clamp
Operations Director
Mainland Europe
Jan van Ommen
Product Group Director
Aidan Grimes
Finance/Development
Director
Concrete products
M(cid:135)irt(cid:146)n Clarke
Product Group Director
Edwin Nijman
Finance Director
Edwin van den Berg
Development Director
Gert Vermeiden
Business Development
Advisor
Cees Wortel
Business Development
Advisor
Jan van Dongen
Managing Director
Dycore
Ruddy Frans
Managing Director
Omnidal
Chris Schelfhout
Managing Director
Schelfhout
Wayne Sheppard
Managing Director
Forticrete
Products & Distribution
John L. Wittstock
Chief Executive Officer
Nelson Gibson
Vice President
Development
Dan Krug
Vice President
Human Resources
North America
Architectural
Products
Joe McCullough
Chief Executive Officer
Doug Black
President & Chief
Operating Officer
Alex Frelier
Robert McNally
Marty Sedwick
Vice Presidents
Development
Tom Solberg
Vice President
Operations
Paul Valentine
Vice President
Finance
Bertin Castonguay
President
APG Canada
Tim Friedel
President
APG West
Keith Haas
President
APG South
Pat O(cid:213)Sullivan
President
APG National
Michael Wojno
President
APG Midwest
Steve Matsick
President
Glen-Gery
Glass
Ted Hathaway
President & Chief
Executive
Dominic Maggiano
Chief Financial Officer
Jim Avanzini
Group President
Marc St. Nicolaas
Managing Director
Struyk Verwo
Dirk Vael
Managing Director
Marlux
Michel Welters
Managing Director
Utility Products
Denis Diot
Managing Director
BMI-Prefaest
Bernard Hermant
Managing Director
Remacle
Distribution
Stephan Nanninga
Product Group Director
Kees van der Drift
Finance/Development
Director
Emiel Hopmans
Managing Director
DIY Benelux
Anton Huizing
Managing Director
Merchants Nederland
Wim van Deelen
Managing Director
Garfield Aluminium
Roy Orr
Group President
Kevin Schulz
Region President
Dale Sensing
Region President
Precast
Jim Schack
President & Chief
Executive Officer
Dave Steevens
Vice President
Development
Bob Quinn
Vice President
Finance
Tom Conroy
President
Northeast Division
Pete Kelly
President
Southeast Division
Ray Rhees
President
Central Division
Erik de Groot
Managing Director
Syntec
Arnold Jansen
Managing Director
Van Neerbos Bouwmaten
Jos de Nijs
Managing Director
Kelders Roofing
Materials
Mark van Ommen
Managing Director
Van Neerbos
Builders Merchants
Thibaut d(cid:213)Aligny
Managing Director
Mat(cid:142)riaux Service
Louis Bruzi
Managing Director
Raboni
Heinz Burkart
Managing Director
Richner AG
Miecszyslaw Hauswirt
Managing Director
GenBud
Anibal Victorinos
Ramos
Managing Director
Max¥Mat
Mark Schack
President
Western Division
David Shedd
President
Communication
Division
Distribution
Bob Feury
Chairman
Michael Lynch
President & Chief
Executive Officer
Robert Feury Jr.
Chief Operating Officer
Greg Bloom
Vice President
Regional Managers
John Fetherman
John McLaughlin
Ray Steele
Ed Szalkiewicz
Brian Reilly
Chief Financial Officer
John DeYoung
Director of Development
Building products
Les Tench
Product Group Director
Erwin Thys
Finance/Development
Director
Erik Bax
Managing Director
Fencing & Security
Paul van der Horst
Managing Director
Roofing Products
Gerben Stilma
Managing Director
Daylight & Ventilation
Kees Verburg
Managing Director
Insulation
Des Clinton
Managing Director
EPS Ireland/Poland
Peter Cooke
Managing Director
EPS UK/Nordic
Countries
Shaun Gray
Managing Director
XPS/PE/PUR/PIR
South America
Juan Carlos Girotti
Managing Director
CRH Sudamericana
Canteras Cerro Negro
Argentina
Ricardo Garbesi
Managing Director
Superglass
Alejandro Javier Bertr(cid:135)n
Business Development
Manager
Diego Enrique Carnevale
Business Development
Manager
Chile
Bernardo Alamos
Joint Managing Director
Vidrios Dell Orto
Claudio Rivera
Joint Managing Director
Vidrios Dell Orto
CRH 83
6309 Finance Section for print 3/19/02 8:40 AM Page 17
S H A R E H O L D E R I N F O R M AT I O N
Dividend payments
An interim dividend of 6.75 cent, with scrip alternative, was paid in
respect of Ordinary and Income Shares on 9th November, 2001.
A final dividend of 16.25 cent, if approved, will be paid in respect of
Ordinary and Income Shares on 13th May, 2002. A scrip alternative
will be offered to shareholders.
Dividend Withholding Tax ((cid:210)DWT(cid:211)) must be deducted from dividends
paid by an Irish resident company, unless a shareholder is entitled to
an exemption and has submitted a properly completed exemption
form to the Company(cid:213)s Registrars. DWT applies to dividends paid by
way of cash or by way of shares under a scrip dividend scheme and
is deducted at the standard rate of Income Tax (currently 20%).
Non-resident shareholders and certain Irish companies, trusts, pension
schemes, investment undertakings and charities may be entitled to
claim exemption from DWT and have been sent the relevant form.
Further copies of the form may be obtained from Capita Corporate
Registrars Plc. Shareholders should note that DWT will be deducted
from dividends in cases where a properly completed form has not
been received by the record date for a dividend. Individuals who are
resident in Ireland for tax purposes are not entitled to an exemption.
Shareholders who wish to have their dividend paid direct to a bank
account, by electronic funds transfer, should contact Capita Corporate
Registrars Plc to obtain a mandate form. Tax vouchers will be sent to
the shareholder(cid:213)s registered address under this arrangement.
Dividends are paid in euro. In order to avoid costs to shareholders,
dividends are paid in Sterling and US Dollars to shareholders resident
in the UK and the US respectively, unless they require otherwise.
Dividends in respect of 5% Cumulative Preference Shares are paid
half-yearly on 15th April and 15th October.
Dividends in respect of 7% (cid:212)A(cid:213) Cumulative Preference Shares are paid
half-yearly on 5th April and 5th October.
CREST
Transfer of the Company(cid:213)s shares takes place through the CREST
settlement system. Shareholders have the choice of holding their
shares in electronic form or in the form of share certificates.
On 4th March, 2002 a total of 467,327,342 Ordinary Shares (89.62%
of the total in issue) in 6,850 accounts (28.70% of the total number of
accounts) were held in uncertificated form in CREST compared with
54,114,495 Ordinary Shares in 17,016 accounts held in certificated
form.
84 CRH
6309 Finance Section for print 3/19/02 8:40 AM Page 18
Share price data
Financial calendar
2001
⁄
Share price at 31st December
19.83
Market capitalisation
10.3bn
Share price movement
during the year: - high
- low
21.95
14.45
2000
⁄
18.05*
8.2bn
19.99*
14.53*
* Per share amounts for 2000 have been restated for
the bonus element of the 1 for 4 Rights Issue in
March 2001.
Shareholdings as at 31st December, 2001
Ownership of Ordinary Shares
Announcement of final results
for 2001
5th March, 2002
Ex-dividend date
13th March, 2002
Record date for dividend
15th March, 2002
Latest date for receipt
of scrip forms
26th April, 2002
Annual General Meeting
8th May, 2002
Dividend payment date and first day
of dealing in scrip dividend shares
13th May, 2002
Announcement of interim
results for 2002
3rd September, 2002
Category
Number of shares held
% of total
Registrars
Individuals
Nominees
Insurance companies
Other corporate bodies
Pension funds
(cid:213)000
42,875
457,170
4,149
12,168
5,046
-----------------
521,408
========
8.22
87.68
0.80
2.33
0.97
-----------------
100
========
Enquiries concerning shareholdings should be
addressed to:
Capita Corporate Registrars Plc,
P.O. Box 7117, Dublin 2.
Telephone: +353 (0) 1 810 2400
Fax: +353 (0) 1 810 2422
Holdings
1 - 1,000
1,001 - 10,000
10,001 - 100,000
100,001 - 1,000,000
Over 1,000,000
Number of accounts % of total
13,745
8,946
1,223
196
55
56.88
37.02
5.06
0.81
0.23
-----------------
24,165
========
-----------------
100
========
Stock Exchange listings
CRH registered shares have a primary listing on both
the Irish and London Stock Exchanges and its ADRs
are listed on NASDAQ in the US.
CRH 85
6309 Finance Section for print 3/19/02 8:40 AM Page 19
A D D I T I O N A L I N F O R M AT I O N F O R U S I N V E S T O R S
CRH shares are traded in the US on the National Association of
Securities Dealers Automated Quotation System ((cid:210)NASDAQ(cid:211))
in the form of American Depositary Shares ((cid:210)ADSs(cid:211)) and held
in the form of American Depositary Receipts ((cid:210)ADRs(cid:211)). The
ticker symbol is CRHCY. The administration of the ADRs is
handled by Citibank, N.A. of New York. Each ADS represents
one Ordinary Share of the Company.
CRH will be filing an Annual Report on Form 20-F in respect
of the year ended 31st December, 2001 with the Securities and
Exchange Commission (SEC). This report is available to
shareholders when filed and copies will be supplied on
application to the Secretary.
The consolidated financial statements on pages 48 to 78 are
prepared in accordance with accounting principles generally
accepted in the Republic of Ireland ((cid:210)Irish GAAP(cid:211)).
Irish GAAP, which are consistent with accounting principles
generally accepted in the United Kingdom, differ in certain
significant respects from accounting principles generally
accepted in the United States ((cid:210)US GAAP(cid:211)). The adjustments
necessary to state net income and shareholders’ equity under
US GAAP are shown in the table on page 88.
(i) Accounting for derivative instruments and hedging
activities
In June 1998, the US Financial Accounting Standards Board
((cid:210)FASB(cid:211)) issued Statement of Financial Accounting Standard
((cid:210)SFAS(cid:211)) No. 133 (cid:210)Accounting for Derivative Instruments and
Hedging Activities(cid:211). SFAS 133 requires that, for US GAAP
purposes only, all derivatives be recognised on the balance
sheet at fair value. Derivatives which are not hedges must be
adjusted to fair value through income. If a derivative is a
hedge, depending on the nature of the hedge, changes in the
fair value of the derivative are either offset against the change
in fair value of the hedged item through income, or recognised
in the statement of other comprehensive income until the
hedged item is recognised in income. The ineffective portion
of a derivative(cid:213)s change in fair value is immediately recognised
in income. The adoption of SFAS 133 on 1st January, 2001
resulted in ⁄16.9 million, the cumulative effect of the
accounting change, being charged against income in 2001
under US GAAP. The cumulative effect on other
comprehensive income was ⁄24.8 million.
(ii) Stock-based employee compensation expense
Under the terms of the Group(cid:213)s employee share option
schemes, as described in note 24 to the financial statements,
options can only be exercised after the expiration of three
years or five years from the dates of grant and after specific
EPS growth targets have been achieved. The number of shares
that may be acquired by employees is therefore not fully
determinable until after the date of the grant, and accordingly
the share option schemes are variable plans within the
meaning of the US Accounting Principles Board Opinion No.
25, (cid:210)Accounting for Stock Issued to Employees(cid:211) ((cid:210)APB 25(cid:211)).
Under Irish GAAP, such employee options do not currently
result in charges against income.
US GAAP, as set forth in SFAS 123 (cid:210)Accounting for Stock-
Based Compensation(cid:211), encourage, but do not require,
companies to adopt a fair value approach to valuing share
options that would require compensation cost to be recognised
based on the fair value of share options granted.
The Group has elected, as permitted by SFAS 123, to follow
the intrinsic value based method of accounting for share
options as set out in APB 25. Compensation expense is booked
to income each period from the date of grant, or the date on
which achievement of the EPS growth targets is deemed
probable, if later, to the (cid:210)date of measurement(cid:211) based on the
difference between the price an employee must pay to acquire
the shares underlying the option and the quoted market price
of the shares at the end of each period. The (cid:210)date of
measurement(cid:211) is the first date on which the relevant EPS
growth targets have been achieved.
(iii) Goodwill
With effect for accounting periods ended on or after 23rd
December, 1998, Irish GAAP require goodwill to be capitalised
and amortised periodically against income. This is consistent
with current US GAAP (see paragraph below referring to SFAS
141 and SFAS 142 issued by the FASB in June 2001). As
permitted by Irish GAAP, all goodwill written-off prior to the
1998 financial year against equity reserves under the Group’s
former accounting policy remains eliminated against those
reserves and has not been reinstated in the Group balance
sheet. This is not permitted under US GAAP, and accordingly
an adjustment is required under US GAAP to capitalise and
amortise periodically through the income statement all
goodwill eliminated against shareholders(cid:213) equity. For the
purposes of this reconciliation, a useful life of 40 years has
been adopted for goodwill arising prior to 1998.
In June 2001, the FASB issued SFAS 141 (cid:210)Business
Combinations(cid:211) and SFAS 142 (cid:210)Goodwill and Other Intangible
Assets(cid:211), both of which are effective for fiscal years beginning
after 15th December, 2001. Under the new rules, goodwill will
no longer be amortised under US GAAP, but will be subject to
annual impairment tests in accordance with the Statements.
Under the transitional arrangements set out in SFAS 142,
goodwill arising on acquisitions completed after 30th June,
2001 has not been amortised for US GAAP purposes, and the
goodwill adjustment in the reconciliation on page 88 includes
a reduction of ⁄2.9 million to the goodwill amortisation charge
under Irish GAAP in respect of these acquisitions.
The Group will apply the new rules on accounting for goodwill
and other intangible assets beginning 1st January, 2002. During
2002, the Group will perform the first of the required
impairment tests of goodwill and indefinite-lived intangible
assets as of 1st January, 2002 and has not yet determined what
the effect of these tests will be on the earnings and financial
position of the Group.
(iv) Loss on transfer of Vebofoam
A ⁄5.1 million loss was recognised under Irish GAAP on
transfer of the Group(cid:213)s wholly-owned subsidiary Vebofoam to
Gefinex Jackon, a joint venture in which CRH acquired a 49%
stake as part of the deal in May 2001 to acquire Gefinex in
Germany (see Note 13(i) on page 64). This loss was arrived at
after taking into account goodwill of ⁄5.8 million previously
written-off against Group equity reserves. Under US GAAP,
86 CRH
6309 Finance Section for print 3/19/02 8:40 AM Page 20
this loss was further adjusted by the cumulative amount
amortised to income in respect of Vebofoam goodwill.
period. Under US GAAP, dividends are charged in the period
in which the dividends are declared.
(v) Property revaluations
Under Irish GAAP, properties may be restated on the basis of
appraised values in financial statements prepared in all other
respects in accordance with the historical cost convention.
Such restatements are not permitted under US GAAP and
accordingly adjustments to net income and shareholders(cid:213)
equity are required to eliminate the effect of such restatements.
(vi) Capital grants deferred
Under Irish GAAP, capital grants received in respect of the
purchase of tangible fixed assets are treated as a deferred
credit, a portion of which is released to the income statement
annually over the useful economic life of the asset to which it
relates. Under US GAAP, this deferred credit would be netted
against the gross cost of the relevant tangible fixed asset and
the depreciation expense would be reduced accordingly.
However, the differing presentation of capital grants under
Irish and US GAAP does not give rise to any difference with
respect to net income and shareholders(cid:213) equity.
(vii) Impairment of fixed assets
Under Irish GAAP, impairment is assessed by comparing the
carrying value of an asset with its recoverable amount (being
the higher of net realisable value and value in use). Net
realisable value is defined as the amount at which an asset
could be disposed of net of any direct selling costs. Value in
use is defined as the present value of the future cash flows
obtainable through continued use of an asset including those
anticipated to be realised on its eventual disposal. Under US
GAAP, an asset is deemed to be impaired if the sum of the
expected future cash flows (undiscounted and before interest
charges) is less than the carrying value. If the latter criterion
is satisfied, the quantum of impairment is determined by
comparing the carrying value of the asset against its fair value.
These financial statements do not reflect any asset
impairments under either Irish or US GAAP in the years
ended 31st December, 2001 and 31st December, 2000.
(viii) Pensions
Under Irish GAAP (as set out in SSAP 24 — see note 31 to the
financial statements), pension costs in respect of the Group(cid:213)s
defined benefit plans are assessed in accordance with the
advice of independent actuaries, using assumptions and
methods which, taken as a whole, produce the actuaries(cid:213) best
estimates of the cost of providing the pension benefits
promised. US GAAP specifically require the use of the
projected unit credit method for costing purposes, and the
assumptions used must be based on current market rates.
(ix) Debt issue expenses
Under Irish GAAP, costs relating to the issue of debt securities
are written-off in the income statement in the period in which
costs are incurred. US GAAP require such expenses to be
amortised to income over the life of the debt.
(x) Dividends
Under Irish GAAP, dividends declared after the end of an
accounting period in respect of that accounting period are
deducted in arriving at the retained earnings at the end of that
(xi) Deferred taxation
The adjustments to net income under US GAAP referred
to above give rise to movements in deferred taxation which
are shown separately in the reconciliation on page 88. While
Irish GAAP, and the Group(cid:213)s accounting policy for deferred
taxation, allow for deferred taxation to be provided on material
temporary differences to the extent that the taxation is
expected to become payable/recoverable, in practice the
Group expects all temporary differences to become
payable/recoverable and has therefore fully provided in its
Irish GAAP financial statements for deferred taxation on all
such differences as required by SFAS 109.
(xii) Other investments
Under Irish GAAP, investments listed on a recognised stock
exchange are shown at cost. US GAAP require that these
investments be measured at fair value in the financial
statements with the adjustment recognised in other
comprehensive income where the securities are considered
to be available for sale.
(xiii) Rights Issue
In accordance with US GAAP, an amount of approximately
⁄874 million, equal to the fair market value of the bonus
element of the Rights shares issued, is charged to accumulated
income and credited to additional paid-in capital. This
difference in presentation between Irish and US GAAP has
no net impact on total shareholders(cid:213) equity.
(xiv) Consolidated statement of cash flows
The consolidated statement of cash flows prepared under
Irish GAAP (see page 52) presents substantially the same
information as that required under US GAAP by SFAS 95
(cid:210)Statement of Cash Flows(cid:211). Irish and US GAAP differ,
however, with regard to the classification of items within the
statement and as regards the definition of cash. Under US
GAAP, cash and cash equivalents include short-term
investments with a maturity of three months or less at the date
of acquisition. Under Irish GAAP, movements in short-term
investments are classified as management of liquid resources,
which includes bank overdrafts. Under Irish GAAP, cash flows
are presented separately for nine categories, comprising:
operating activities; dividends received from joint ventures;
returns on investments and servicing of finance; taxation;
capital expenditure; acquisition and disposal of subsidiary
undertakings and joint ventures; equity dividends paid;
management of liquid resources; and financing. US GAAP,
however, require only three categories of cash flow activity to
be reported: operating, investing and financing. Cash flows
from taxation and returns on investments and servicing of
finance shown under Irish GAAP would, with the exception
of preference dividends paid, be included as operating
activities under US GAAP. The payment of dividends would
be included as a financing activity under US GAAP.
CRH 87
6309 Finance Section for print 3/19/02 8:40 AM Page 21
R E C O N C I L I AT I O N T O U S G A A P
Effect on net income:
Net income (profit attributable to ordinary shareholders) as
reported in the Group profit and loss account
US GAAP adjustments:
Cumulative adjustment on adoption of SFAS 133 (i)
Loss on derivative instruments (i)
Stock-based employee compensation (ii)
Goodwill amortisation (iii)
Adjustments to profit on disposal - primarily Vebofoam (iv)
Adjustments due to elimination of revaluation surplus (v)
— depreciation
— profit on disposal
Pensions (viii)
Amortisation of debt issue expenses (ix)
Deferred taxation (xi)
Net income attributable to ordinary shareholders under US GAAP
Arising from:
Net income from continuing operations
Cumulative adjustment on adoption of SFAS 133 (i)
Net income attributable to ordinary shareholders under US GAAP
Net income per share
Basic net income arising from continuing operations per Ordinary Share/
ADS under US GAAP
Cumulative adjustment on adoption of SFAS 133 (i)
Basic net income per Ordinary Share/ADS under US GAAP
2001
⁄m
2000
⁄m
582.0
498.3
(16.9)
(8.2)
(19.6)
(8.3)
0.8
0.4
0.8
22.1
0.1
(2.5)
--------------------
550.7
==========
567.6
(16.9)
--------------------
550.7
==========
112.46c
(3.35c)
--------------------
109.11c
==========
—
—
(6.2)
(12.3)
—
0.4
—
26.4
0.9
(3.8)
--------------------
503.7
==========
503.7
—
--------------------
503.7
==========
Restated*
115.02c
—
--------------------
115.02c
==========
* 2000 net income per share has been restated for the bonus element of the 1 for 4 Rights Issue in March 2001.
Cumulative effect on shareholders(cid:213) equity:
Shareholders(cid:213) equity as reported in the Group balance sheet
4,735.4
3,075.1
US GAAP adjustments:
Hedging instruments - fair value adjustments (i)
Goodwill (iii)
Elimination of revaluation surplus (v)
Pensions (viii)
Debt issue expenses prepaid (ix)
Proposed dividends (x)
Deferred taxation - due to temporary differences (xi)
Other investments (xii)
Shareholders(cid:213) equity under US GAAP
88 CRH
(11.7)
348.9
(29.7)
144.3
3.2
84.7
(37.0)
7.0
--------------------
5,245.1
==========
—
355.8
(30.8)
121.9
2.9
66.7
(31.5)
5.8
--------------------
3,565.9
==========
6309 Finance Section for print 3/19/02 8:40 AM Page 22
S TAT E M E N T O F C O M P R E H E N S I V E I N C O M E
Comprehensive income under US GAAP is as follows:
Net income attributable to ordinary shareholders under US GAAP
Other comprehensive income:
— cumulative adjustment on adoption of SFAS 133 (i)
— derivative instruments - fair value adjustments
— currency translation adjustment
— unrealised gain/(loss) on investment
Comprehensive income
Accumulated other comprehensive income as at 31st December
Accumulated foreign currency translation
Cumulative fair value adjustment on derivatives
Valuation of available for sale securities
2001
⁄m
550.7
24.8
(11.4)
88.7
0.8
-------------------
102.9
-------------------
2000
⁄m
503.7
—
—
107.0
(0.4)
--------------------
106.6
-------------------
653.6
==========
610.3
==========
393.5
13.4
4.4
--------------------
411.3
==========
304.8
—
3.6
--------------------
308.4
==========
CRH 89
6309 Finance Section for print 3/19/02 8:40 AM Page 23
G R O U P F I N A N C I A L S U M M A R Y
Turnover, including share
of joint ventures
Less: share of joint ventures
Group trading profit
Share of joint ventures(cid:213) operating profit
Exceptional items
(a)
Trading profit, including
share of joint ventures
Interest payable (net)
-Group
-share of joint ventures
Profit on ordinary activities before taxation
Taxation on profit on ordinary activities
Taxation on exceptional items
Profit on ordinary activities after taxation
Employment of capital
Fixed assets
-Intangible asset - goodwill
-Tangible assets
-Financial assets
Net current assets
Other liabilities
(b)
(c)
Financed as follows
Equity shareholders(cid:213) funds
Non-equity share capital
Minority shareholders(cid:213) equity interest
Capital grants
Deferred and future taxation
Debt/(cash)
Convertible capital bonds
(d)
(e)
Purchase of tangible assets
Acquisitions and investments
Total capital expenditure
Depreciation and goodwill amortisation
(f)
Earnings per share (cent)
(f)
Dividend per share (cent)
Cash earnings per share (cent) (f) (g)
(g)
Dividend cover (times)
90 CRH
1991
⁄m
1992
⁄m
1993
⁄m
1994
⁄m
1995
⁄m
1,608.5
124.8
---------------------
1,483.7
==========
108.4
7.2
—
---------------------
1,576.4
132.7
---------------------
1,443.7
==========
90.9
9.7
—
---------------------
1,904.8
110.5
---------------------
1,794.3
==========
118.5
7.2
—
---------------------
2,193.3
128.5
---------------------
2,064.8
==========
156.3
16.9
—
---------------------
2,520.0
92.9
---------------------
2,427.1
==========
216.5
8.1
—
---------------------
115.6
100.6
125.7
173.2
224.6
(28.9)
(6.3)
---------------------
80.4
(14.7)
—
---------------------
65.7
==========
—
539.6
57.8
120.2
—
---------------------
717.6
==========
472.6
1.2
3.6
15.5
29.6
34.6
160.5
---------------------
717.6
==========
36.4
43.7
---------------------
80.1
==========
52.5
19.84
7.23
35.92
2.73
(23.7)
(3.7)
---------------------
73.2
(13.2)
—
---------------------
60.0
==========
—
570.2
66.8
111.8
—
---------------------
748.8
==========
468.9
1.2
3.1
14.2
33.8
54.2
173.4
---------------------
748.8
==========
43.5
85.2
---------------------
128.7
==========
49.1
18.05
7.56
32.98
2.38
(28.1)
(2.3)
---------------------
95.3
(17.6)
—
---------------------
77.7
==========
—
718.0
57.3
106.2
—
---------------------
881.5
==========
733.9
1.2
4.4
13.4
44.0
(108.6)
193.2
---------------------
881.5
==========
61.2
98.5
---------------------
159.7
==========
61.1
22.34
8.36
40.09
2.50
(23.4)
(1.6)
---------------------
148.2
(27.7)
—
----------------------
120.5
==========
—
806.5
73.0
114.4
—
----------------------
993.9
==========
756.4
1.2
13.0
12.7
43.7
(30.4)
197.3
---------------------
993.9
==========
65.6
202.7
----------------------
268.3
==========
71.0
30.72
9.36
49.11
3.27
(19.1)
(1.6)
---------------------
203.9
(41.8)
—
---------------------
162.1
==========
—
895.2
118.2
132.9
(13.0)
---------------------
1,133.3
==========
868.2
1.2
11.7
12.1
48.9
189.3
1.9
---------------------
1,133.3
==========
109.2
164.3
---------------------
273.5
==========
81.1
41.14
10.52
61.97
3.87
6309 Finance Section for print 3/19/02 8:40 AM Page 24
1996
⁄m
1997
⁄m
1998
⁄m
1999
⁄m
2000
⁄m
2001
⁄m
3,354.1
152.0
---------------------
3,202.1
==========
272.7
10.8
—
---------------------
4,234.3
154.7
---------------------
4,079.6
==========
343.5
14.2
—
---------------------
5,210.9
176.6
---------------------
5,034.3
==========
436.4
15.4
—
---------------------
6,733.8
134.4
---------------------
6,599.4
==========
651.6
11.8
64.2
---------------------
8,869.8
168.0
---------------------
8,701.8
==========
871.1
16.5
—
---------------------
10,443.5
236.7
---------------------
10,206.8
==========
950.7
25.5
—
---------------------
283.5
357.7
451.8
727.6
887.6
976.2
(24.3)
(3.3)
---------------------
255.9
(58.3)
—
---------------------
197.6
==========
—
1,235.5
127.3
255.3
(25.0)
---------------------
1,593.1
==========
1,055.8
1.2
12.5
11.1
70.3
442.2
—
---------------------
1,593.1
==========
150.0
532.2
---------------------
682.2
==========
103.6
48.65
11.80
74.43
4.02
(32.1)
(4.1)
---------------------
321.5
(75.7)
—
---------------------
245.8
==========
—
1,518.8
131.5
313.4
(60.8)
---------------------
1,902.9
==========
1,308.4
1.2
13.7
10.4
104.0
465.2
—
---------------------
1,902.9
==========
147.3
240.5
---------------------
387.8
==========
129.1
58.11
13.54
88.94
4.27
(37.5)
(5.4)
---------------------
408.9
(99.9)
—
---------------------
309.0
==========
138.2
2,287.6
52.6
512.5
(286.3)
---------------------
2,704.6
==========
1,552.8
1.2
285.3
19.9
115.9
729.5
—
---------------------
2,704.6
==========
232.1
603.8
---------------------
835.9
==========
165.9
72.08
15.61
111.21
4.59
(91.8)
(0.9)
---------------------
634.9
(152.0)
(25.7)
---------------------
457.2
==========
629.2
3,225.8
66.6
607.9
(430.3)
---------------------
4,099.2
==========
2,200.5
1.2
37.0
18.8
172.4
1,669.3
---------------------
4,099.2
==========
360.1
1,420.7
---------------------
1,780.8
==========
275.0
97.02
18.22
161.23
5.29
(190.0)
(0.9)
---------------------
696.7
(193.7)
—
---------------------
503.0
==========
954.6
4,550.9
104.0
915.1
(469.8)
---------------------
6,054.8
==========
3,073.9
1.2
35.7
17.3
306.9
2,619.8
—
---------------------
6,054.8
==========
429.5
1,605.1
---------------------
2,034.6
==========
395.0
113.79
20.77
204.00
5.34
(169.7)
(3.6)
---------------------
802.9
(217.0)
—
---------------------
585.9
==========
1,153.5
5,150.5
315.8
1,039.8
(479.3)
---------------------
7,180.3
==========
4,734.2
1.2
135.1
15.7
400.4
1,893.7
—
---------------------
7,180.3
==========
452.3
1,080.1
---------------------
1,532.4
==========
495.3
115.32
23.00
213.45
4.85
(a) Group operating profit plus
profit on disposal of fixed
assets.
(b) Excluding bank advances
and cash, short-term
deposits and liquid
resources which are
included under debt.
(c) Includes deferred
acquisition consideration
due after one year and
provisions for liabilities and
charges excluding
deferred taxation.
(d) Debt/(cash) = loans +
bank advances - cash,
short-term deposits and
liquid resources.
(e) Including supplemental
interest.
(f) Per share amounts for
1991 to 2000 have been
restated for the bonus
element of the March 2001
1 for 4 Rights Issue.
(g) Excluding exceptional
items in 1999.
CRH 91
6309 Finance Section for print 3/19/02 8:40 AM Page 25
N O T I C E O F M E E T I N G
The Annual General Meeting of CRH plc will be held at Jurys Hotel,
Ballsbridge, Dublin at 3 p.m. on Wednesday, 8th May, 2002 for the
following purposes:
1. To consider the Company(cid:213)s financial statements and the
Reports of the Directors and Auditors for the year ended
31st December, 2001.
(cid:210)Expressions referred to in writing shall be construed as
including references to printing, lithography, photography,
electronic and other modes of representing or of reproducing
words in visible form and cognate words shall be similarly
construed.(cid:211)
(c) by inserting after Article 126 a new Article to be known as
Article 127 and the accompanying heading as follows:-
2. To declare a dividend on the Ordinary and, in the event of
Resolution 6 below not being passed, the Income Shares.
(cid:210)USE OF ELECTRONIC COMMUNICATION
3. To re-elect the following Directors:
Mr. B.G. Hill
Mr. K. McGowan
Mr. A. O(cid:213)Brien
Mr. W.P. Roef
in accordance with Article 103
Mr. T.W. Hill
Mr. J.L. Wittstock
in accordance with Article 109.
4. To authorise the Directors to fix the remuneration of the
Auditors.
5. To consider and, if thought fit, to pass as a Special Resolution:
That in accordance with the powers, provisions and limitations of
Article 11(e) of the Company(cid:213)s Articles of Association, the
Directors be and they are hereby empowered to allot equity
securities for cash and in respect of sub-paragraph (iii) thereof up
to an aggregate nominal value of ⁄8,864,000.
Special Business
6. To consider and, if thought fit, to pass as a Special Resolution:
That the Articles of Association be amended as follows:-
(a) by inserting in Article 2 following the definition of (cid:210)The
Directors(cid:211) a new definition as follows:-
(cid:210) (cid:210)Electronic Communication(cid:211) means information
communicated or intended to be communicated to a person,
other than its originator, that is generated, communicated,
processed, sent, received, recorded, stored or displayed by
electronic means or in electronic form but does not include
information communicated in the form of speech unless the
speech is processed at its destination by an automatic voice
recognition system. Any references in this definition, Article 2
or Article 127 to (cid:210)addressee(cid:211), (cid:210)electronic(cid:211), (cid:210)information(cid:211),
(cid:210)originator(cid:211) or (cid:210)person(cid:211) shall have the same meaning as in
Section 2 of the Electronic Commerce Act, 2000, or as that
Section may be amended by subsequent legislation.(cid:211)
(b) by deleting the third last paragraph of Article 2 commencing
with the words (cid:210)Expressions referred to in writing(cid:211) and
inserting in its place the following:
127. Notwithstanding anything to the contrary contained in
these Articles, whenever any person (including without
limitation the Company, a Director, the Secretary, a
member or any officer or person) is required or
permitted by these Articles to give information in writing,
such information may be given by electronic means or in
electronic form, whether as electronic communication or
otherwise, but only if the use of such electronic or other
communication conforms with all relevant legislation.(cid:211)
(d) by inserting after paragraph (b)(iv) of Article 132 a new
paragraph to be known as Article 132(b)(v) as follows:-
(cid:210)(v) An election made pursuant to paragraph (b)(i) of this
Article shall be deemed to be withdrawn with effect
from 8th May, 2002.(cid:211)
(e) by substituting (cid:210)three(cid:211) for (cid:210)five(cid:211) in the third last line of
paragraph (b)(ii) of Article 134.
(f) by the re-numbering of Articles as a consequence of the
addition of these Articles and paragraphs and by the
consequential re-numbering of references in Articles and
in the Index to other Articles.
For the Board, A. Malone, Secretary,
42 Fitzwilliam Square, Dublin 2.
3rd April, 2002
Notes
(1) The final dividend, if approved, will be paid on the Ordinary and, in the
event of Resolution 6 above not being passed, the Income Shares on
13th May, 2002.
(2) Any member entitled to attend and vote at this Meeting may appoint
a proxy who need not be a member of the Company.
(3) Pursuant to Regulation 14 of the Companies Act, 1990 (Uncertificated
Securities) Regulations, 1996, the Company hereby specifies that only
those shareholders registered in the Register of Members of the
Company as at 6 p.m. on Monday, 6th May, 2002 shall be entitled to
attend or vote at the Annual General Meeting in respect of the number
of shares registered in their name at that time.
(4) The holders of preference shares, although entitled to receive copies
of the reports and financial statements, are not entitled to attend and
vote at this Meeting in respect of their holdings of such shares.
92 CRH
6309 Finance Section for print 3/19/02 8:40 AM Page 26
I N D E X
A
Accounting policies
Acquisition of subsidiary undertakings (note 29)
Additional information for US investors
Analysis of net debt (note 19)
B
Board approval (note 32)
Board Committees
Board of Directors
C
Capital grants (note 22)
Chairman’s statement
¥ Board
¥ Corporate Governance
¥ Development activity
¥ Financing expansion
¥ Management and staff
¥ Outlook 2002
¥ Profitability and earnings
¥ Strong growth in challenging market conditions
Characteristics of CRH
Chief Executive’s review
¥ 11th September
¥ 2001 operational performance
¥ Development activity
¥ Environment, The
¥ Highlights
¥ Human resources
¥ Outlook 2002
¥ Total shareholder return 1970-2001
Company balance sheet
Corporate governance
CREST
D
Debtors (note 15)
Directors’ emoluments and interests (note 4)
Directors(cid:213) interest in share capital
Directors’ interests in share options
Directors’ remuneration, report
Directors’ report
Disposal of fixed assets (note 13)
Dividend payments (shareholder information)
Dividends (note 8)
E
Earnings per Ordinary Share (note 9)
Employment costs (note 5)
Employee numbers (note 5)
Environmental review
¥ Community involvement
¥ Compliance record, Our
¥ Continuously improving
¥ Dow Jones Sustainability Index
54
74
86
67
78
35
34
70
4
4
5
4
4
5
5
4
4
inside cover
7
7
7
7
9
7
9
9
9
51
36
84
64
59
45
44
40
38
64
84
60
61
59
59
30
30
30
30
31
CRH 93
6309 Finance Section for print 3/19/02 8:40 AM Page 27
Page
Page
I N D E X continued
E
Environmental review (continued)
¥ Energy efficiency improvements
¥ Environmental highlights, from around the Group
¥ Environmental policy
¥ Optimising our resources
¥ Policy implementation
¥ Sustainability performance, Our
Exchange rates
F
Finance review
¥ Benefits of share issues
¥ Cash flow
¥ Cash generation
¥ Compound average growth rates
¥ Exchange translation effects
¥ Financial indicators
¥ Financial risk management
¥ Incremental impact of acquisitions
¥ Interest and currency management
¥ Interest and currency sensitivity
¥ Key components of 2001 performance
¥ Key financial indicators
¥ Liquid resources
¥ Ongoing operations
¥ Results
¥ Share price
¥ Summary
Financial assets (note 12)
Financial calendar
Financial trends 1997-2001
30
31
30
30
30
30
54
26
26
28
27
27
26
26
28
26
28
28
26
27
28
26
26
27
28
63
85
1
I
Independent auditors’ report
Intangible asset - goodwill (note 10)
Interest payable, net (note 6)
Investing for the future
L
Loans (note 18)
M Management
Materials: Europe - operations review
¥ 2001 overview
¥ 2001 results
¥ Activities
¥ Annualised production volumes
¥ Development strategy
¥ Finland/Baltics
¥ Ireland
¥ Israel
¥ Market leadership positions
¥ Outlook 2002
¥ Poland
¥ Product end-use
¥ Profile
¥ Spain
¥ Switzerland
Materials: The Americas - operations review
¥ 2001 overview
¥ 2001 results
¥ Activities
¥ Annualised production volumes
¥ Central
¥ Development strategy
G
Geographical and product spread
inside cover
¥ Market leadership positions
Group balance sheet
Group cash flow statement
Group financial summary
Group profit and loss account
Guarantees (note 21)
H
Highlights
Human resources
¥ Business and the community
¥ Health and safety
¥ Leadership development
¥ Learning organisation, A
¥ Maximising the organisation(cid:213)s performance
¥ People, CRH
¥ Structured for performance and growth
¥ Responsibilities
¥ Northeast
¥ Outlook 2002
¥ Product end-use
¥ Profile
¥ West
Minority shareholders’ equity interest (note 27)
Movements in working capital (note 17)
N
Notes on financial statements
Notice of Meeting
O
Operating costs (note 2)
Operating leases (note 30)
Operating profit, details of certain charges/income (note 3)
50
52
90
48
70
1
32
33
33
32
32
33
32
32
33
94 CRH
47
61
59
2
66
82
10
10
11
12
12
13
11
10
11
12
11
11
13
12
10
11
18
18
19
20
20
19
21
20
18
19
21
20
19
74
65
56
92
58
76
58
6309 Finance Section for print 3/19/02 8:40 AM Page 28
Operations review
¥ Materials: Europe
¥ Materials: The Americas
¥ Products & Distribution: Europe
¥ Products & Distribution: The Americas
Outlook 2002
¥ Chairman’s statement
¥ Chief Executive’s review
¥ Materials: Europe
¥ Materials: The Americas
¥ Products & Distribution: Europe
¥ Products & Distribution: The Americas
P
Pensions (note 31)
¥ FRS 17
Principal joint venture undertakings
Principal subsidiary undertakings
Products & Distribution: Europe - operations review
¥ 2001 overview
¥ 2001 results
¥ Activities
¥ Annualised production volumes
¥ Building products
¥ Clay products
¥ Concrete products
¥ Development strategy
¥ Distribution
¥ Market leadership positions
¥ Outlook 2002
¥ Product end-use
¥ Profile
Products & Distribution: The Americas - operations review
¥ 2001 overview
¥ 2001 results
¥ Activities
¥ Annualised production volumes
¥ Architectural Prodcuts Group
¥ Development strategy
¥ Distribution Group
¥ Glass Group
¥ Market leadership positions
¥ Outlook 2002
¥ Precast Group
¥ Product end-use
¥ Profile
¥ South America
Provisions for liabilities and charges (note 23)
Page
R
Reconciliation of movements in shareholders’ funds (note 26) 73
Reconciliation of net cash flow to movement in net debt
Reconciliation of operating profit to net cash inflow
from operating activities (note 28)
Reconciliation to US GAAP
Registrars
Reserves, share premium account and other (note 25)
S
Segmental information (note 1)
Share capital (note 24)
Share price data
Shareholder information
Shareholdings as at 31st Decemeber, 2001
Statement of Directors’ responsibilities
Statement of total recognised gains and losses
Stock Exchange listings
Stocks (note 14)
Strategic vision
T
Tangible assets (note 11)
Taxation on profit on ordinary activities (note 7)
Total shareholder return 1970-2001
Trade and other creditors (note 16)
Treasury information (note 20)
53
74
88
85
73
56
71
85
84
85
46
49
85
64
inside flap
62
60
9
65
67
10
18
14
22
5
9
11
19
15
23
76
77
81
79
14
14
15
16
16
15
14
14
17
15
16
15
17
16
22
22
23
24
24
22
25
23
23
24
23
22
25
24
23
70
CRH 95