Annual Report 2009
PERF ORMANCE AND GRO WTH
PERF ORMANCE A ND G ROWTH
CRH is a diversified building
materials group which
manufactures and distributes
building material products
from the fundamentals of heavy
materials and elements to
construct the frame, through
value-added exterior products
that complete the building
envelope, to distribution channels
which service construction
fit-out and renewal.
Contents
inside cover
CRH at a Glance
1
2009 Key Financial Figures
2 to 3
CRH Overview
4 to 9
CRH Strategy in Action
10 to 11
Corporate Social Responsibility
12 to 13
Chairman’s Statement
14 to17
Chief Executive’s Review
18 to 35
Group Operations
36 to 39
Finance Review
40 to 41
Board of Directors
42 to 47
Corporate Governance Report
48 to 50
Directors’ Report
51 to 59
Report on Directors’ Remuneration
60
61
Statement of Directors’ Responsibilities
Independent Auditors’ Report
62 to 65
Financial Statements
66 to 71
Accounting Policies
72 to 119
Notes on Financial Statements
120 to 121
Shareholder Information
122 to 123
Management
124 to 128
Principal Subsidiary Undertakings
129
Principal Joint Venture and Associated Undertakings
130 to 131
Group Financial Summary
132 to 133
Index
Key Financial Figures 2009
Sales
EBITDA
Operating profit (EBIT)
Profit before tax
€ million
17,373
1,803
955
732
-17%
-32%
-48%
-55%
Operating cashflow
1,160 +103%
Basic earnings per share
Cash earnings per share
Dividend per share
Net Debt/EBITDA
EBITDA Interest cover
Dividend cover
-58%
-38%
–
cents
88.3
214.7
62.5
times
2.1
6.1
1.4
CRH at a Glance
Materials
Concrete Products
Exterior Products
Distribution
Cement
Aggregates
Asphalt
Readymixed Concrete
Structural Concrete
Architectural Concrete
Construction Accessories
Clay
Glass
Entrance Control
Building Products
Builders Merchants
DIY
CRH operates vertically integrated
primary materials businesses with
strategically-located long-term
reserves in all its major markets.
CRH has permitted reserves totalling
approximately 14 billion tonnes
worldwide: circa 11 billion tonnes
in the Americas and circa 3 billion
tonnes in Europe. These materials
businesses service both infrastructure
and new construction demand.
The Materials strategy is to build
and maintain strong vertically
integrated businesses with leading
market positions. This is achieved by
accumulating long-term permitted
reserves, continuously investing
in plant and equipment for quality,
efficiency and customer service,
while seeking out value-creating
expansion opportunities via greenfield
development and acquisitions in
selected markets.
CRH manufactures structural and
architectural concrete products for
use in residential, non-residential
and infrastructure applications.
These include building systems and
engineered concrete solutions for
use in the electrical, transportation,
drainage and communications
industries, architectural products to
enhance the facade and surroundings
of buildings, while construction
accessories produces components to
assist in the construction process.
The strategy of these businesses
is to build and expand leadership
positions in targeted markets in the
manufacture of concrete products
and related accessories. This is
achieved by continuously improving
the businesses with state-of-the-art
IT; exchange of process and product
know-how; leveraging engineering,
project management, logistics and
marketing skills; while also pursuing
new opportunities.
CRH produces a range of
complementary value-added building
products to complete the building
envelope, each of which serves to
provide a balanced exposure to
demand drivers. Principal products
include architectural glass, clay brick
and block, and entrance control
products. Additional products
include insulation and climate control
products.
The strategy of the Exterior Products
businesses is to develop current
strong positions and to seek new
platforms for growth in these
complementary product segments.
This is achieved by increasing the
penetration of CRH products;
edge-expansion into new
architectural products and solutions;
developing positions to benefit from
scale and best practice, and creating
competitive advantage through
product, process and end-use
innovation.
CRH distributes building materials to
general building contractors and
Do-It-Yourself (DIY) customers
in Europe and to professional
roofing/siding and interior products
contractors in the United States.
With a network of over 700 locations
in Europe and over 180 locations in
the United States, CRH is a leading
international player in building
materials distribution.
The strategy of the Distribution
businesses is to build and grow
a strong network of professional
builders’ merchants and DIY stores,
primarily in major metropolitan areas.
This is achieved by focussing on
organisational initiatives and best-
in-class IT to realise operational
excellence, optimise the supply
chain and provide superior customer
service, while seeking opportunities
to invest in new regions and other
attractive segments of building
materials distribution.
Geography
Products
End-use
New/RMI
Emerging Regions 15%
Distribution
13%
Residential
35%
New Build
55%
Western Europe 35%
Exterior Products
7%
Concrete Products 20%
Materials
60%
Non-residential
30%
North America
50%
Infrastructure
35%
45%
Repair
Maintenance
and
Improvement
(RMI)
Basis annualised EBITDA
Key Financial Figures 2009
Sales
EBITDA
Operating profit (EBIT)
Profit before tax
€ million
17,373
1,803
955
732
-17%
-32%
-48%
-55%
Operating cashflow *
1,160 +103%
Basic earnings per share
Cash earnings per share
Dividend per share
Net Debt/EBITDA
EBITDA Interest cover
EBIT Interest cover
Dividend cover
* see Finance Review table 3
-58%
-38%
–
cents
88.3
214.7
62.5
times
2.1
6.1
3.2
1.4
CRH’s strategic vision is clear and consistent –
be a responsible international leader in building
materials delivering superior performance and
growth.
CRH shares are listed on the Irish (ISE) and
London (LSE) stock exchanges and on the New
York Stock Exchange in the form of American
Depositary Receipts (ADRs).
The Group has consistently delivered superior
long-term growth in total shareholder return.
A shareholder who invested €100 equivalent
in 1970 and re-invested gross dividends would
hold shares valued at €47,762 based on a share
price of €19.01 at 31st December 2009. This
represents a 17% compound annual return.
EBITDA
Earnings per share
Dividend per share
Total Shareholder Return
€m
2,800
2,600
2,400
2,200
2,000
1,800
1,600
1,400
1,200
1,000
800
600
400
200
0
cent
280
260
240
220
200
180
160
140
120
100
80
60
40
20
0
cent
€000
65
60
55
50
45
40
35
30
25
20
15
10
5
0
65
60
55
50
45
40
35
30
25
20
15
10
5
0
’05
’06
’07
’08
’09
’05
’06
’07
’08
’09
’05
’06
’07
’08
’09
’05
’06
’07
’08
’09
CRH
1
CRH Overview
Europe Materials – 24% of Group
Europe Products – 16% of Group
Europe Distribution – 11% of Group
The Europe Materials Division is a major vertically
integrated producer of primary materials and
value-added manufactured products operating in
20 countries. The Division is actively involved in the
Group’s development efforts in Asia. Its principal
products are cement, aggregates, readymixed
concrete, concrete products, asphalt and lime.
The major markets are Poland, Ukraine, Finland,
Switzerland, Ireland, Spain and Portugal, together
with India and China in Asia and Turkey in the
Mediterranean. In total, the Division employs
approximately 12,600 people at over 520 locations.
Europe Products is organised as three groups of
related manufacturing businesses involved in
concrete, clay and building products. The Division
operates in 20 European countries with the
Netherlands, Belgium, the UK, Germany, France
and Switzerland being its major markets. Europe
Products seeks leadership positions in the markets
and sectors in which it operates and employs
approximately 18,500 people at over 500 locations.
The Distribution Division in Europe encompasses
professional builders merchants and Do-It-Yourself
(DIY) stores. The Division operates in eight European
countries with the Netherlands, Belgium, Germany,
Austria, France and Switzerland being its major
markets. Europe Distribution seeks leadership
positions in the markets and sectors in which it
operates and employs approximately 11,000 people
at over 700 locations.
Business Activities (EBITDA)
Business Activities (EBITDA)
Business Activities (EBITDA)
50%
Western Europe
15%
New
Regions
35%
Central &
Eastern Europe
50%
Concrete
20%
Building
Products
10%
Clay
20%
Construction
Accessories
60%
Benelux
40%
Other
End-use (EBITDA)
End-use (EBITDA)
End-use (EBITDA)
Residential
35%
New
85%
Residential
50%
New
75%
Residential
80%
New
30%
Non-residential
35%
Infrastructure
30%
Non-residential
35%
RMI
15%
Infrastructure
15%
RMI
25%
Non-residential
20%
RMI
70%
Annualised Production Volumes
Annualised Production Volumes
Outlets
Cement – 13.2m tonnes*
Aggregates – 51.4m tonnes
Asphalt – 3.5m tonnes
Readymixed Concrete – 9.6m cubic metres*
Concrete Products – 5.0m tonnes
Lime – 1.5m tonnes
Architectural Concrete – 6.4m tonnes
Precast Concrete – 6.4m tonnes
Clay – 1.9m tonnes
Insulation – 5.3m cubic metres
Fencing & Security – 3.0m lineal metres
Rooflight & Ventilation – 0.9m square metres
Builders Merchants – 479 branches
DIY – 241 stores
* Excludes CRH share of cement (circa 5.3m tonnes)
and readymixed concrete (circa 0.6m cubic metres)
attributable to associates, Uniland in Spain (26.34%),
Mashav in Israel (25%) and Yatai Cement in China (26%).
Leadership Positions
Leadership Positions
Leadership Positions
Top 10 Cement – Western Europe
Leading national positions: Aggregates
and Readymixed Concrete
No.1 Building Materials – Poland
No.1 Cement – Northeastern China (26%)**
No.2 Cement – Andhra Pradesh, India (50%)**
No.1 Concrete Products – Western Europe
No.2 Clay facing bricks, pavers and blocks
– Western Europe
No.1 Construction Accessories
– Western Europe
No.1 Fencing & Security – Western Europe
Top 3 Building Materials Distributor
– Western Europe
**CRH share
2
CRH
Americas Materials – 37% of Group
Americas Products – 10% of Group
Americas Distribution – 2% of Group
The Americas Materials Division operates in 44
states in the United States. Operations are
geographically organised, segmented into East and
West sectors, each containing four regional
business units. These comprise integrated
aggregates, asphalt and readymixed concrete
operations with strategically located long-term
aggregates reserves. Americas Materials employs
approximately 18,000 people at over 1,400
operating locations.
The Americas Products Division operates primarily
in the United States and also has a significant
presence in Canada. Its product groups –
Architectural Products, Precast, Glass and MMI – all
have leading positions in national and regional
markets. The Division is also a leading producer of
clay tile products in Argentina and operates glass
fabrication businesses in Argentina and Chile.
Employees total approximately 16,400 at over 480
locations.
The Americas Distribution Division operates primarily
in the United States. Its sub divisions – exterior and
interior products – both have leading positions in
national and regional markets. Employees total
approximately 3,400 at over 180 locations.
Business Activities (EBITDA)
Business Activities (EBITDA) excluding MMI
Business Activities (EBITDA)
60%
East
40%
West
45%
APG
25%
Precast
5% S. America
25%
Glass
85%
Exterior
Products
15%
Interior
Products
End-use (EBITDA)
End-use (EBITDA)
End-use (EBITDA)
Residential
Non-residential
10%
25%
New
35%
Residential
40%
New
60%
Residential
55%
New
30%
Infrastructure
65%
RMI
65%
Non-residential
55%
RMI
70%
RMI
40%
Non-residential
45%
Annualised Production Volumes
Annualised Production Volumes
Outlets
Infrastructure
5%
Aggregates – 110.1m tonnes
Asphalt – 39.8m tonnes
Readymixed Concrete – 5.2m cubic metres
Architectural Concrete – 8.7m tonnes
Precast Concrete – 0.9m tonnes
Pipes & Prestressed Concrete – 0.3m tonnes
Clay – 0.7m tonnes
Glass Fabrication – 8.8m square metres glass
and 19.4k tonnes aluminium
Welded Wire Reinforcement – 77.7k tonnes
Fencing Products – 7.9m lineal metres
Exterior Products (Roofing/Siding)
– 132 branches
Interior Products – 52 branches
Leadership Positions
Leadership Positions
Leadership Positions
No.1 Asphalt – US
No.3 Aggregates – US
Top 5 Readymixed Concrete – US
No.1 Precast Concrete Products – US
No.1 Architectural Concrete Products
– Canada, US
No.1 Architectural Glass Fabrication – US
No.1 Engineered Aluminium Glazing
Systems – US
No.2 Construction Accessories – US
No.4 Roofing/Siding Distributor – US
No.4 Interior Products Distributor – US
CRH
3
Strategy
CRH strategy is to sustain and grow a geographically
diversified business with exposure to all segments of
construction demand, enabling CRH to achieve its strategic
vision to “be a responsible international leader in building
materials delivering superior performance and growth”.
In delivering this strategy, CRH excels in its business
operations, develops its people, builds regional market
leadership positions, reinvests in its existing assets and
acquires well-run, value-creating businesses while seeking
exposure to new development opportunities and creating
horizons for future growth. This approach has enabled CRH
to build a sustainable business model that can deliver
superior performance and growth through the business cycle.
In 2009, CRH had operations in 35 countries worldwide; 17
developed-world economies in Western Europe and North
America which together delivered approximately 85% of
Group EBITDA; and 18 developing economies in Central and
Eastern Europe, the Mediterranean Basin, South America and
Asia which together delivered approximately 15% of Group
EBITDA.
In the developed-world economies, CRH’s strategic focus is
to continue to reinvest in its established platforms for
operational efficiency, product quality and customer service,
and to develop these businesses further through bolt-on
acquisitions which achieve vertical integration, bolster our
strong long-term permitted reserves positions and fill-out
regional and product level positions. In Western Europe and
North America CRH has, over time, built a balanced portfolio
of businesses which can service the breadth of building
materials demand from the fundamentals of heavy materials
and elements to construct the frame, through value-added
exterior products that complete the building envelope, to
distribution channels which service construction fit-out and
renewal. In many of its regions, CRH’s diverse business base
is uniquely positioned to provide a broad product offering to
the construction industry.
In the developing economies of emerging regions, CRH’s
strategy is clear: to target premium assets as an initial footprint,
usually in cement and often in partnership with strong local
established businesses. We identify entry platforms that have
well-located quality operations and good regional market
positions with the potential to develop into integrated building
materials businesses over time. In the mid-1990s, CRH applied
this approach to its entry into the Polish market and today is
the leading integrated building materials company in Poland. In
2008 and 2009, CRH established two new platforms in India
and China and looks forward to developing further in these
high growth regions in the future.
4
CRH
Developed Regions 85%*
* Basis annualised EBITDA
CRH is an international group with strong regional, national and
international leadership positions. With operations in 35 countries,
CRH employed approximately 80,000 people at over 3,700 locations
in 2009. From a strong developed-world base, CRH is growing its
presence in emerging economic regions.
Emerging Regions 15%*
CRH
5
Shuangyang Cement plant, part of the 26% CRH-owned Yatai Cement is
the largest cement plant in northeastern China. Current clinker capacity
is 5 million tonnes based on five operating kilns. This will rise to 7 million
tonnes following the commissioning of a sixth kiln in the fourth quarter of
2010. Shuangyang is located in Jilin Province, 100km south of the
provincial capital Changchun.
6
CRH
Emerging Regions – Strategy in Action
.
.
In the early 2000s, CRH commenced a detailed review of Asian markets to identify
possible opportunities to enter the building materials sector in this region. Market size
and scale, population growth and GDP per capita were identified as key leading
indicators for our industry. China, the largest cement market in the world, and India,
the second largest, were identified as being of particular interest. With strong
population growth in both countries, GDP growth of 7% to 9% p.a. and progressive
urbanisation, the development potential was clear and CRH focussed on these two
countries as the primary targets for entry into Asian markets.
China
In February 2007, CRH completed its first transaction in China with the purchase of
Harbin Sanling Cement Company (‘Sanling Cement’) in Heilongjiang province,
northeast China. This single operation cement plant, with a capacity of 650,000 tonnes
per annum, is located approximately 45 km southeast of Heilongjiang’s largest city,
Harbin (population: 9 million).
In January 2009, CRH established a more significant position with the acquisition of a
26% associate shareholding in Yatai Building Materials Company (‘Yatai Cement’), the
leading player in China’s northeastern provinces (Heilongjiang, Jilin and Liaoning) and a
top 10 cement supplier in China. Yatai Cement has strong ambitions to grow and is
considered to be a primary consolidator of the cement industry in northeastern China.
In early 2009, Yatai Cement’s operations comprised four integrated cement plants and
four separate grinding stations in Jilin and Heilongjiang, with a cement capacity of
14 million tonnes per annum. Since then, Yatai Cement has expanded its market
presence by increasing its stake in Tonghua Cement in Liaoning and by acquiring Jinyuan
Cement in Jilin. Following these investments, and the completion in 2010 of an extensive
capital expenditure programme, the combined cement capacity of the enlarged Yatai
Cement group will be approximately 21 million tonnes. With excellent assets in a
high-growth region, CRH plans to work with its partner to build Yatai Cement into a
significant vertically integrated building materials group in northeastern China.
India
In May 2008, CRH entered the Indian building materials market through the acquisition
of a 50% stake in My Home Industries Limited (MHIL), a cement producer head-
quartered in Hyderabad with modern production facilities, strong market positions and
excellent reserves in central and eastern Andhra Pradesh. At the time of acquisition,
MHIL’s operations consisted of three cement production units at Mellacheruvu in central
Andhra Pradesh with an annual production capacity of approximately 3 million tonnes.
MHIL has since constructed a new grinding plant at Vishakapatnam on the coast of
Andhra Pradesh, increasing annual production to 4.2 million tonnes and expanding its
market footprint to include the Orissa and West Bengal markets. CRH looks forward to
further developing this business with our partner as the Indian economy and building
materials markets evolve.
Our investment focus in Asia is driven by the creation of both long and short-term
shareholder value. As the Chinese and Indian markets develop, more sophisticated
construction markets will emerge and, as has been our experience in Eastern Europe,
a wide range of value-added construction products will be required, enabling CRH to
roll out a broader range of products across the industry.
CRH
7
The Cowboys Stadium in Dallas, Texas completed in May 2009 is
the largest National Football League venue in the United States. Each of
Oldcastle’s six product groups provided materials for this 280,000 square
metre, 100,000 seat stadium. Most impressive is the “bowl” area of the
stadium which showcases a 46 metre sliding glass curtain wall,
the largest in the world, supplied by Oldcastle Glass.
8
CRH
Diverse Portfolio – Strategy in Action
CRH is a diversified building materials group which provides the sustainable advantages of
both vertical integration in manufacturing and of horizontal integration in servicing the
breadth of customer demand for building materials products. CRH’s broad geographic
and product footprint provides balance and stability of performance through the business
cycle and provides multiple platforms for growth.
This balanced portfolio of business activities allows CRH supply building materials across
the construction spectrum from infrastructure to non-residential and residential; from new
build to repair, maintenance and improvement (RMI); serving all aspects of demand from
early to late-in-cycle products. CRH’s federal structure, strong local management teams
and culture of entrepreneurship ensures a focussed approach to local markets while still
capturing the benefits of operating within a larger group. This uniquely positions CRH
within its industry to leverage the capabilities of strong vertically integrated materials
businesses with high value-added, engineered products operations and strongly
franchised products and distribution networks.
A recent example of CRH’s diverse portfolio in action is the development of a new stadium
for the Dallas Cowboys American football team in Dallas, Texas. Operating as Oldcastle®,
CRH is the leading integrated building materials company in the United States with
operations in all 50 US states and in 4 Canadian provinces. By leveraging Oldcastle’s
broad product portfolio, CRH’s US operations were able to offer the stadium construction
team a wide variety of materials for this project and all six of CRH’s product groups in the
US provided materials to this landmark stadium.
Oldcastle Materials – The parking lot was paved with over 8,000 tonnes of Warm
Mix Asphalt produced with Recycled Asphalt Pavement (RAP) and Recycled Asphalt
Shingles (RAS)
Oldcastle Precast – Underground utility boxes and pads facilitate power distribution
for the stadium
Oldcastle APG – Securing the luxury suites, APG’s proprietary ProSpec® crack isolation
and waterproofing membrane keeps football fans dry; close to 1,900 litres of acrylic sealer
protect the concrete pavers; thousands of cubic metres of block fill, shotcrete and other
specialty concrete products support the massive structure
Oldcastle Glass – Oldcastle Glass’ Engineered Products division fabricated the
aluminium framing on all exterior entrance doors; all 400 luxury suites are encased by
heavy tempered glass with operable sliding/swinging doors; over 6,500 pieces of clear
tempered glass and aluminium framing elements enhance the many hand/guard rails;
the impressive “bowl” area of the stadium showcases a 46 metre sliding glass curtain
wall, the largest in the world
MMI Products – More than a quarter million dollars of Meadow Burke’s reinforcing bar,
supports and concrete forming accessories were used in the numerous precast elements
Allied Distribution – The interior finishes of the stadium incorporate over 400,000 square
metres of wallboard and over 420 tonnes of metal-stud framing and track
.
.
.
.
.
.
With one supplier to manufacture, manage and deliver product to major construction
projects, the benefits to the customer include improved efficiency and increased on-time
delivery as projects unfold. This is a unique and distinctive value proposition that is difficult
to replicate and is offered only by CRH/Oldcastle.
CRH
9
Corporate Social Responsibility
CRH’s CSR Strategy
CSR embraces four key aspects of CRH’s business, namely corporate
governance, environmental management and climate change, health & safety
management and social performance. In each of these areas, CRH has
clearly defined Group policies, objectives, implementation programmes,
review procedures and reporting mechanisms.
CRH’s positive commitment to CSR, which is underpinned by a set of core
values, is one of its defining characteristics. Despite the major changes in the
financial, economic and business climate worldwide in 2009, further progress
has been made as CRH pursued its ongoing mission of Sustainable
Performance and Growth and strove to meet the ever-increasing
expectations of all stakeholders. CRH believes that achieving these
expectations will be positive for the business and will enhance its strong
corporate performance.
Corporate Governance
Corporate governance at CRH is very highly rated by leading Socially
Responsible Investment (SRI) agencies. At board level CRH complies fully
with the requirements of IFRS reporting as well as those of the Combined
Code on Corporate Governance and also with the provisions of the
Sarbanes-Oxley Act in so far as they apply to CRH. CRH has implemented a
Code of Business Conduct throughout its operations. A detailed review of
corporate governance is addressed on pages 42 to 47 of this Report.
Environment and Climate Change
The Group Environmental Policy is implemented across all Group activities
and environmental performance is reviewed annually by the Board. CRH
continues, through ongoing systematic plant and system upgrading, to make
progress in increasing energy efficiency, reducing waste, optimising water
usage and recycling secondary materials and fuels. Restoration of worked-
out pits and quarries is progressing where relevant and biodiversity is actively
encouraged across the Group with many sites achieving public recognition in
this regard.
As part of its CSR commitments, CRH has been actively addressing climate
change through research and through developing pragmatic solutions
including significant investments in modern energy-efficient technologies in its
cement, lime and clay brick plants. The production of lower carbon cements
is now a priority. Furthermore, climate change is a driving force in many
activities, as a substantial proportion of CRH’s product portfolio is ideally suited
to assist in the implementation of strategies for adaptation to climate change.
The Group is well on target to meet its commitment to reduce specific
cement plant carbon emissions by 15% on 1990 levels by 2015.
Health & Safety
The health and safety of employees and contractors working for the Group is
a priority for the Board and for management at all levels of the organisation.
The implementation of Best Practice in safety management is actively
promoted and implemented across the Group and accident statistics
continue to improve year on year. CRH continues to commit significant
resources to improving health & safety at all its locations.
10 CRH
There were eight fatalities in 2009 in Group subsidiary companies. Each
fatality is a tragedy, not only for the immediate family, but also for colleagues
and the broader community. CRH deeply regrets each death and during
2009, introduced a Group-wide Strategic Plan for the Elimination of Fatalities.
The plan highlights the fundamental areas that must be carefully managed so
that fatal accidents are eliminated. It is backed up by specific training and
auditing programmes. It aims to develop a greater sense of vulnerability and
to instil a no-compromise philosophy regarding working safely. This CEO-led
plan is being implemented to complement existing safety initiatives and its
roll-out is being accompanied by a comprehensive communication
programme.
Social
CRH’s objective is to remain the employer of choice for all employees. CRH
actively supports social and community activities local to operations. In
addition, plant open days provide opportunities for neighbours living in the
vicinity of production plants to see at first hand the sustainable nature of CRH
production processes and for plant management to outline the contribution
to sustainable development that is made by CRH products.
Communications
CRH maintains an open-door policy on communications with key stakeholder
groups. At Group level, CRH discusses its CSR performance with the
investment community, SRI Rating Agencies and other interested parties. At
plant and company level, CRH is in regular dialogue with local communities,
authorities and regulatory agencies, underlining its commitment to operate as
a good neighbour.
Full details of CRH’s corporate social responsibility performance are published
in separate annual CSR Reports, which are available for download from
www.crh.com. CRH continues to ensure full independent verification of its
CSR reporting to the Global Reporting Initiative (GRI) A+ level. The verified
2009 CRH CSR Report will be available by mid-2010.
External Endorsements
CRH has maintained its distinguished record of being ranked among sector
leaders by leading SRI rating agencies. CRH continues as a constituent
member of the FTSE4Good Index and of the Dow Jones World and STOXX
Sustainability Indexes. CRH has again been ranked by Sustainable Asset
Management (SAM) as “Gold Class”.
CRH is committed to ethically and responsibly managing all aspects of
its operations in the interests of all its stakeholders – employees,
customers, suppliers, neighbours, local communities and shareholders.
CRH is committed to embedding Corporate Social Responsibility (CSR)
as an integral component of its performance and growth strategy and to
reporting annually to stakeholders on its CSR performance.
Students from the local community
learning about Shelly Materials’ role
in local conservation at the
company’s Dresden Wildlife Habitat
Council “Corporate Lands
for Learning” site in Ohio, USA.
A restoration project at the Rudus
Skogsgård gravel pit in Finland
where 48,000 trees and plants were
planted which are contributing
to increased biodiversity in the area.
CRH 11
Chairman’s Statement
Profitability and Earnings
2009 posed exceptionally difficult
operating challenges for CRH.
Demand levels were severely
impacted by weakened economic
activity and by the most extreme
winter for many years across our
major markets of Europe and North
America. During the year, the shift in
CRH’s short-term focus, initiated as
markets deteriorated during 2008,
continued with the implementation of
further wide-ranging cost reduction
measures across the Group.
Against this background, the Group
produced a profit before tax of
€732 million and earnings per share of
88.3 cent after restructuring and
impairment costs. The profit and
earnings outturns represent declines
of 55% and 58% compared with the
2008 outturn of €1.6 billion and
210.2 cent respectively. Despite the
reduction in profits, net debt at the end
of the year was €3.7 billion compared
with €6.1 billion at the end of 2008.
This was the result of an intensified
focus on cash generation, excellent
working capital management and
restrained capital expenditure across
the Group, together with reduced
levels of development expenditure and
the proceeds from the €1.2 billion
Rights Issue in March 2009.
Details of the challenges faced by
the Group during 2009 and of the
performances of the separate
Divisions are given in the Chief
Executive’s Review and in the
Operations and Finance Reviews
which follow.
Dividend
With good first-half operating cash
flow delivery and expected strong
second-half inflows, the Board
decided last August that it was
appropriate to maintain the interim
dividend at 18.5 cent (2008 adjusted
for 2009 Rights Issue: 18.48 cent).
Second-half cash generation has
exceeded our August expectations
and the Group has delivered full year
operating cash flow before dividends
of over €1.5 billion. Accordingly, the
Board has decided that it is
appropriate to pay a final dividend of
44.0 cent per share, a slight advance
on 2008’s Rights-adjusted final
dividend of 43.74 cent.
This gives a total dividend for the
year of 62.5 cent (2008: 62.2 cent),
an increase of 0.5%, representing the
26th consecutive year of dividend
growth. It is proposed to pay the final
dividend on 10th May 2010 to
shareholders registered at the close
of business on 12th March 2010.
The dividend of 62.5 cent represents
a gross cash outlay of approximately
€435 million. Deducting the €57
million scrip take-up on the 2009
interim dividend, and assuming no
scrip take-up on the final dividend,
would result in a net cash outlay
close to €378 million, 4.1 times
covered by 2009 operating cash flow
pre-dividends of over €1.5 billion.
Reported 2009 dividend cover
of 1.4 times increases to 2.0 times
when asset impairment and
implementation costs associated
with the Group’s cost reduction
efforts are excluded.
Cost Reduction Programme
In response to weakening markets
over the past three years, the Group
has implemented a range of
measures, which are projected to
deliver total annualised gross savings
of approximately €1.65 billion over
the period 2007-2010 with total
costs to implement of €312 million. A
total of approximately €205 million of
restructuring charges were taken in
2009 and it is expected that a further
€45 million of implementation costs
will be incurred in 2010.
Development Activity
Total acquisition spend for 2009 was
approximately €0.46 billion. First-half
expenditure included the purchase of
a 26% stake in Yatai Cement, the
leading cement producer in north-
eastern China, along with six other
bolt-on acquisitions across the
Group’s Materials and Distribution
businesses. During the second half
of the year a further 10 transactions
were completed totalling €0.18
billion, details of which were
announced in the Development
Strategy Update in January 2010.
These will add substantial aggregates
reserves, with clear opportunities for
operating and purchasing synergies,
to our American Materials business,
Our EHL concrete products business
in Germany manufactured and
supplied approximately 2,750 square
metres of Cityplan slabs, 3,500
pieces of Cityplan facings and 1,800
linear metres of Concord block steps
and angle steps to the Aasee-
terraces development in Münster.
These elements were produced in a
special colour “Aasee-grey-yellow”,
drawn up by the architect in
cooperation with EHL.
12 CRH
as well as adding to our presence in
northeastern China and in Poland.
Financing Expansion
As a result of the Group’s intense focus
on cash generation and substantial
equity injection achieved by the Rights
Issue in March 2009, CRH has the
financial strength to take advantage of
acquisition opportunities that enhance
our strategic positioning and represent
exceptional value for money.
CRH remains well positioned in terms
of debt facilities with year-end net
debt of under €4 billion, which has an
attractive maturity profile. In May 2009,
the Group raised €0.75 billion with a
debut issue on the Eurobond market.
Market Indices
During 2009, the Company joined the
Dow Jones EURO STOXX 50® Index,
which comprises 50 of the leading
blue-chip companies in the Eurozone
and is licensed to financial institutions.
Also in 2009, CRH was added to the
Dow Jones EURO STOXX® Select
Dividend 30 Index. CRH is also a com-
ponent of a number of other indices,
including the ISEQ 20, the FTSEurofirst
300 and the S&P Europe 250.
Litigation
.
arów S.A., had
z
In December, we received notification
from the Polish Office for Competition
and Consumer Protection that, arising
from an investigation into the Polish
cement industry, it had concluded that
seven companies, including CRH
subsidiary Grupa O
been involved in anti-competitive
practices. As a result, fines were
levied, including a fine of PLN 104.97
million (approximately €25.6 million)
on Grupa O
the investigation are a matter of
serious concern to CRH. The Group’s
Code of Business Conduct sets clear
standards for the conduct of its
operations in the various territories in
which the Group operates and
expressly prohibits any anti-
competitive behaviour. We always
.
understood that Grupa Oz
.
arów. The conclusions of
z
arów
conducted an independent
commercial policy, which has been
verified by analysis undertaken, at the
request of CRH, by leading Polish
economic experts. We have appealed
the conclusions of the investigation
and the fine.
Officer of Brown and Root Services.
He brings valuable international
experience to the Board and his
appointment continues the process of
Board renewal at a pace which is
consistent with the maintenance of the
Board’s teamwork and core values.
Corporate Governance
A statement setting out CRH’s key
governance principles and practices is
provided on pages 42 to 47. The
Board and Management of CRH are
committed to achieving the highest
standards of Corporate Governance
and ethical business conduct and are
satisfied that appropriate systems of
internal control are in place
throughout the Group.
From 2010, the Board has decided to
present the Report on Directors’
Remuneration to shareholders for the
purposes of an advisory vote. There is
no legal obligation on the Company to
do this and the outcome of the vote is
not binding on the Company. The
Board believes that such a resolution
is good practice and is an
acknowledgement of shareholders’
entitlement to have a ‘say on pay’.
Board and Senior Management
Terry Neill will retire from the Board at
the conclusion of the Annual General
Meeting on 5th May 2010. Terry has
been a non-executive Director since
2004 and Chairman of the
Remuneration Committee since 2008.
He has made a very significant
contribution to the effectiveness of the
Board and I wish to thank him for his
valued advice and commitment to the
interests of shareholders.
John Kennedy was co-opted to the
Board on 24th June 2009 as a
non-executive Director. John is
Chairman of Wellstream Holdings plc,
a UK listed company and during a
30 year career in the international
industrial and energy services related
sectors he has served as Executive
Vice President of Halliburton
Company, President of Dresser
Enterprises and Chief Operations
As provided for in the Company’s
Articles of Association, John Kennedy
is proposed for election at the Annual
General Meeting on 5th May 2010.
Also in accordance with the Articles of
Association and best practice in
relation to the re-election of Directors,
Utz-Hellmuth Felcht, Dan O’Connor
and Liam O’Mahony will retire from
the Board and seek re-election at the
Annual General Meeting. I have
conducted a formal evaluation of the
performance of all Directors and can
confirm that each of the Directors
continues to perform effectively and to
demonstrate commitment to the role.
Notwithstanding Liam O’Mahony’s
former service as an executive, the
Board considers him to be
independent. In forming this view, the
Board has reviewed his performance
in his capacity as a non-executive
Director since January 2009. Based
on this review, the Board is satisfied
that Liam’s ability to exercise
independent judgement, and to act in
the best interests of the Group, is in
no way compromised by his former
service as an executive. I strongly
recommend that John Kennedy,
Utz-Hellmuth Felcht, Dan O’Connor
and Liam O’Mahony be re-elected to
the Board.
Angela Malone retired as Group
Company Secretary during the year
after 14 years in that role and I wish to
thank her for her very significant
contribution to the work of the Board
over that time. She was replaced as
Group Company Secretary by Neil
Colgan and I wish Neil every success
in that position.
The Board notes with regret the
death, in November 2009, of Paddy
Dempsey, a former executive Director
of the Company. Paddy had a record
Kieran McGowan
Chairman
of long and distinguished service and
made a major contribution to CRH
over that time.
Management and Staff
The performance of CRH during
2009, particularly in relation to cost
reduction, cash generation and overall
operational excellence, demonstrated
once again the strength, depth and
resilience of our management and
staff. There is a unique culture of
performance and achievement
throughout the Group and this will
ensure that even in the current
exceptionally difficult economic
environment CRH has the capacity to
deliver superior performance. On
behalf of the Board, I thank Myles Lee
and all CRH employees for their
commitment to the success of the
Group.
Conclusion
Management’s views on the outlook
for 2010 are set out more
comprehensively in the Chief
Executive’s Review and the various
Operations Reviews. The overall
trading outlook for 2010 remains
challenging given forecasts for a slow
pace of recovery from the global
recession and the lag effect for
recovery in construction markets.
Against the background of this
environment, our attention and efforts
will be focussed strongly on ensuring
that our businesses are well
positioned, through continuing cost
reduction, cash generation and
excellence in operational
management, to deal with whatever
trading circumstances may evolve.
Kieran McGowan
1st March 2010
CRH 13
The CRH team worldwide responded promptly in 2009 to the extremely
difficult trading conditions and delivered strong cash generation in a
difficult operating and financial environment. For 2010, management
remains focussed on operational delivery while continuing to evaluate
acquisition opportunities that offer compelling value and strategic fit.
Myles Lee
Idaho Sand & Gravel Company paving
a section of the scenic State Highway 55
which follows the Payette River in Valley
County, Idaho. This project included
removal of 63,500 square metres of
existing pavement, laying of 11,090 tonnes
of asphalt, installation of 20 storm drain pipe
crossings and required that single lane
traffic be safely maintained during weekday
construction on this busy tourist route.
14 CRH
Chief Executive’s Review
Earnings per share fell 58% to
88.3c (2008: 210.2c adjusted for
the March 2009 Rights Issue).
Myles Lee
Chief Executive
Overview
The extreme turbulence experienced
in financial markets in the second half
of 2008 took its toll on world
economic activity in 2009, most
particularly in Europe and the US.
Construction activity in these regions
was hard hit as residential and
non-residential markets declined, with
government-funded infrastructure
investment only partially
compensating. Against this backdrop,
and despite significant ongoing cost
reduction efforts, CRH suffered a
significant profit decline.
Key aspects of our 2009 results
include:
.
.
.
.
EBITDA for 2009 was €1,803
million, in line with the guidance
provided in the Trading Update
Statement of 5th January 2010,
representing a decline of 32%
compared with €2,665 million in
2008. EBITDA is stated after
charging costs associated with the
Group’s restructuring efforts of
€205 million (2008: €62 million).
Depreciation and amortisation
costs amounted to €848 million
(2008: €824 million) and include
impairment charges of €41 million
(2008: €14 million).
Operating profit fell 48% to €955
million (2008: €1,841 million) after
restructuring and impairment
charges of €246 million (2008: €76
million). Excluding these charges,
operating profit fell 37%.
Profit before tax and impairment
charges of €773 million was 53%
below 2008 but ahead of the
guidance of €750 million provided
in the January 2010 Trading
Update. After impairment charges
of €41 million (2008: €14 million),
profit before tax of €732 million
showed a decline of 55% on 2008.
.
.
.
.
.
Dividend per share of 62.5c
showed a slight increase on the
Rights-adjusted 2008 dividend of
62.2c. 2009 represents CRH’s 26th
consecutive year of dividend
growth.
Significant working capital
reduction together with capital
expenditure restraint contributed to
operating cash flow of €1.2 billion,
double the 2008 level of €0.6
billion.
Net debt reduced to €3.7 billion
(2008: €6.1 billion) reflecting strong
operating cash flow and proceeds
from the March 2009 Rights Issue
which raised just over €1.2 billion
net of expenses.
With year-end net debt to EBITDA
of 2.1 times and 2009 EBITDA/net
interest of 6.1 times, CRH has one
of the most flexible balance sheets
in its sector.
My thanks to all the CRH team
worldwide for responding promptly to
the extremely difficult trading
conditions and for delivering such
strong cash generation in a difficult
operating and financial environment.
2009 Operations
Trading in the first half of 2009 proved
extremely demanding with most
markets impacted by weakening
economic activity, not helped by the
most severe first-quarter weather for
many years in both Europe and North
America. Reported sales for the first
half of 2009 declined by 15% (21%
excluding acquisition and exchange
translation effects), EBITDA fell 41%
and operating profit and profit before
tax were down 66% and 82%
respectively.
While conditions in the second half of
2009 remained challenging, a robust
performance by the Americas
Materials Division combined with
increasing benefits from cost
reduction measures resulted in
improvements in the rate of profit
decline compared to the first half of
the year despite second-half asset
impairment charges. Second-half
sales fell by 19% (18% excluding
acquisition and translation effects),
while EBITDA declined by 26% with
operating profit down 37% and profit
before tax 39% lower than the second
half of 2008.
Europe Materials experienced sharp
profit reductions in Ireland, Finland
and Ukraine with 2009 cement
volumes showing falls of between
35% and 45% on 2008 levels. These
factors combined with adverse
translation effects due to weakness in
the Polish Zloty and Ukrainian Hryvnia
were the main factors influencing the
reported 26% reduction in sales, 46%
reduction in EBITDA and 59%
reduction in operating profit.
Europe Products & Distribution was
less affected in its core Eurozone
markets with reported sales down
12%, EBITDA down 25% and
operating profit down 39%. RMI
(repair maintenance and improvement)
oriented Distribution operations
proved more resilient than Products
operations, where an improved
performance from Clay activities was
more than offset by lower profits in
Concrete and Building Products
businesses.
CRH 15
Chief Executive’s Review continued
Americas Materials saw second-half
benefits from infrastructure projects
funded by the American Recovery and
Reinvestment Act. However, with
weaker residential and rapidly declining
non-residential demand, overall
aggregates volumes for the year fell
23%, with asphalt down 15% and
readymixed concrete lower by 32%.
As a result reported US Dollar
revenues fell by 19%. However, strong
pricing and lower energy costs
delivered an overall improvement in
margins limiting the US Dollar EBITDA
and US Dollar operating profit declines
to 12% and 16% respectively.
Americas Products & Distribution,
which relies heavily on residential and
non-residential activity suffered
severely. High-teen percentage sales
declines in Architectural Products and
Roofing & Siding Distribution were
outweighed by more significant
declines in other segments leaving
overall US Dollar sales revenue 25%
lower than in 2008. US Dollar EBITDA
was 58% lower, while US Dollar
operating profit fell 89% exacerbated
by significant losses in MMI due to
steel price erosion.
Throughout 2009 we continued the
cost reduction efforts initiated in 2007
and progressively implemented further
cost and efficiency measures across
the Group. Combined savings from
these cost actions over the four
years 2007 to 2010 are estimated
at €1.65 billion. These measures are
outlined in the Chief Operating Officer’s
review on page 19.
2009 Rights Issue & Development
Maintenance of a strong balance
sheet and a disciplined and rigorous
approach to acquisition activity have
always been core financial principles
for CRH and this conservative
approach to balance sheet
management and development has
ensured a solid ongoing financial
position over the long term. In March
2009, the Board decided it was
appropriate to strengthen CRH’s
financial flexibility to ensure that the
Group could take advantage, in its
traditional long-established disciplined
manner, of an expected increased
flow of development opportunities
driven by deleveraging and portfolio
rationalisation across the sector.
The Rights Issue, on the basis of
2 New Ordinary Shares for every
7 existing Ordinary Shares at €8.40
per New Ordinary Share, raised
€1.238 billion net of expenses and
was strongly supported by CRH’s
broadly spread investor base.
To date, the flow of acquisition
opportunities arising has been lower
than anticipated, as the mid-2009
recovery in bond markets facilitated
significant fundraising across the
sector thereby alleviating short-term
financial pressures for many
participants. In addition, a greater
than expected deterioration in industry
trading conditions as 2009
progressed was not matched by
reductions in vendor expectations.
Against this background the Group
invested a total of €0.46 billion during
2009 on 17 transactions.
First-half expenditure included the
purchase of a 26% associate stake in
Yatai Cement, the leading cement
manufacturer in northeastern China,
plus six other acquisitions across the
Group’s Materials and Distribution
segments. Second-half spending of
€0.18 billion principally comprised
four important bolt-on transactions
in our Americas Materials Division
completed in November/December
plus six smaller Materials transactions
in Poland, China and the US.
For 2010, management remains
focussed on operational delivery while
continuing to evaluate acquisition
opportunities that offer compelling
value and strategic fit. CRH expects to
see more acquisition opportunities as
industry participants, both public and
private, re-evaluate their portfolios and
seek to restore flexibility to their
balance sheets.
2009 Organisation and People
As outlined in the 2008 Annual Report,
the second half of 2008 and beginning
of 2009 saw significant position
changes at senior management level in
CRH, all of which were filled from within
the organisation. In very difficult circum-
stances the new leaders have stepped
up to their roles with energy and
commitment ensuring the continued
effective functioning of the senior team
and indeed the wider organisation.
On July 14th 2009, Van Neerbos
Bouwmarkten celebrated the
opening of its flagship DIY-store in
Amsterdam. This new store, the
largest Gamma store in the
Netherlands, added 10,000m2 of
selling-space, reinforcing CRH’s
market-leading position with the
GAMMA brand in the Netherlands.
Over 8,000 people visited the store
on its opening day and
approximately 250,000 customers
have visited the store since then.
16 CRH
Responding to the evolving market
environment during 2009 has
obviously required a substantial
re-thinking of organisation structures
and staffing levels with a consequent
reduction in employment levels in all
business segments. These reductions,
while painful and regrettable, have
been necessary to limit the impact on
the Group of sharply lower levels of
demand for our products.
Corporate Social Responsibility
(CSR)
A positive commitment to CSR is at
the centre of CRH’s philosophy and
management approach. Throughout
the Group we strive to operate to best
international practice in the areas of
corporate governance, environment
and climate change, health & safety
and social performance. Our
commitment in this regard is set out on
page 10 of this Report and in the
separate annual CSR Report which is
available for download from our
website, www.crh.com.
Once again in 2009, CRH was
included in the Dow Jones World
and STOXX Sustainability Indexes
on the basis of a rigorous analysis
of performance carried out by
Sustainability Asset Management
(SAM) of Zurich who have rated CRH
as “Gold Class”. We are also a
member of the FTSE4Good Index and
have been rated amongst the world’s
most highly ranked companies by
GovernanceMetrics International (GMI)
which focuses on performance in the
area of corporate governance.
Strategy
CRH’s strategy continues to be
focussed on the manufacture and
distribution of building materials, with
approximately 80% of our business in
heavyside – cement, aggregates,
asphalt, readymixed concrete and
concrete products – and the
remaining 20% split between lightside
value-added building products and
distribution. This mix provides a
balanced exposure to residential/
non-residential/infrastructure
end-uses and also to new build/RMI,
each of which displays different
cyclical characteristics in terms of
timing, amplitude and duration.
In geographical terms CRH is
balanced roughly 35% Western
Europe/50% North America/15%
Emerging Regions, the latter
comprising significant operations in
Eastern Europe built up over the last
decade and more recently-established
positions in Asia.
With a challenging trading backdrop
for many of our businesses over the
past two years, management’s
emphasis has been firmly
concentrated on operational delivery
and establishing a base from which to
deliver a strong rebound in margins
and earnings as markets stabilise and
recover over the coming years. This
was accompanied by a curtailment of
development activity from mid-2008
as the economic environment
deteriorated and financial uncertainty
spiked in the aftermath of the Autumn
2008 financial crisis. However,
value-enhancing acquisitions have
been, and will continue to be, a core
driver of CRH’s long-term
development and with the re-
commencement of acquisition activity
since mid-2009 we believe that CRH
is well positioned to deliver an
improving deal flow as industry
valuations adjust and trading visibility
improves.
In addition to our development efforts
we are continuing to re-evaluate
elements of our existing portfolio
which, given recent significant
changes in the economic
environment, may no longer offer the
opportunities for growth and/or
returns originally envisaged.
2010 Outlook
We expect a difficult demand
backdrop through much of 2010 with
continuing declines in non-residential
activity across our markets not helped
by a poor start to the year as a result
of prolonged severe weather in
Europe and North America during
January and February.
In Europe, concerns remain relating to
fiscal deficits in a number of countries,
although some markets have proved
resilient. In Poland, which has
weathered the economic downturn
better than many other European
countries, our operations are
well-placed to benefit from
infrastructure-driven growth in 2010.
In the United States, recent data
releases on residential construction
activity have been below expectations
and the likely timing of recovery in US
residential activity remains unclear. On
infrastructure, the extension of the
SAFETEA-LU Federal Highway
funding programme is currently the
subject of intense debate in the US
Senate and House of Representatives
with progress anticipated over the
next 10 days. Recent euro-weakness
and the relative strengthening of the
Polish Zloty and US Dollar compared
with 2009 will, if maintained, be
beneficial in 2010.
The significant adjustments to our
cost base achieved over the past
three years and our ongoing
restructuring measures, together with
our substantial balance sheet
capacity, have strengthened the
Group operationally and position CRH
well to respond to upside demand
developments and to avail of
value-enhancing acquisition
opportunities as these arise across
our markets.
Myles Lee
1st March 2010
CRH 17
Ibstock Brick’s Ashdown and
Ellistown plants supplied over
150,000 Bexhill Red and 7,000
Arden Red bricks to this new
retirement home at Halebarns,
Cheshire, UK. These natural clay
bricks were chosen to enhance
the Victorian and Edwardian
references in the design of
the building.
18 CRH
Group Operations
The global economic crisis of 2008 and 2009
that destabilised markets, reduced consumer
confidence and tightened credit around the
world, impacted almost every company in
Europe and North America and CRH was no
exception. Our results reflect the weakest
economic environment in over half a century.
To mitigate the impact of these conditions,
we acted aggressively to manage our
operations, focussing on action items that
were directly within our control.
Albert Manifold
Chief Operating Officer
Cost Reduction
As markets declined we were quick to remove excess capacity from our manufacturing and
distribution networks and we scaled our operations to market demand. We were proactive in cutting
costs and continued with the implementation of cost reduction programmes that are expected to
produce more than €1.65 billion of savings in the four years to 2010, of which approximately
€0.85 billion was realised in 2009. Some 40% of the gross savings of €1.65 billion is estimated to be
permanent in nature.
Restructuring costs of €205 million to implement these programmes have been expensed in 2009
and we anticipate a further €45 million of implementation costs in 2010. Incremental savings in 2010,
after implementation costs, are estimated at €260 million. These initiatives have regrettably
necessitated a reduction in staffing levels as we structure our operations to the new market demand
environment.
Operational Excellence
Commitment to operational excellence has been a core value of CRH for forty years. In these
challenging times, we continue to focus across the Group on initiatives that maximise our operational
effectiveness and eliminate inefficiencies. We will continue to concentrate on setting key performance
indicators for the operational elements within our control that contribute most to our performance. In
this way, we aim to manage our costs and improve CRH’s competitive positions.
Safety
Our commitment to safety is unwavering. In 2009, our operations continued to improve their overall
safety performance with record results achieved on the key safety metrics. However, there were
regrettably eight fatalities in Group subsidiary companies during the year. We have, therefore,
launched a specific CEO-led plan to eliminate fatalities. This plan was rolled-out across all locations in
2009 and is being implemented and monitored with the highest level of commitment from
management at all levels. Safety remains a key priority for the Group and will continue to receive
strong focus and attention at all operating locations.
Overall
We have, in 2009, shown our willingness to make difficult decisions and to react rapidly to changing
trading conditions. For 2010, we continue to focus on the essentials of managing through these
difficult times, scaling our operations to the market, managing our capacity and controlling our costs.
We are concentrating on the elements within our control that contribute the most to our performance,
including customer satisfaction and operational excellence. The challenges we face today are
significant – but so too are our strengths. Over the medium term, we look forward to accelerating our
growth and to building our leadership in low-cost efficient operations, employee development and
customer service.
CRH 19
Significant energy efficiencies, clinker
factor improvements and emissions
reductions are being achieved following
the commissioning of the new €200 million
Kiln 3 production line at Irish Cement’s
Platin Works in Ireland. Lower carbon
CEM II cements now account for over
80% of the company’s product portfolio.
20 CRH
Europe Materials
Operations Review
Europe Materials experienced very
challenging trading conditions in
almost all markets in 2009. The
financial crisis severely impacted
investment in new housing and private
non-residential building. Government-
funded infrastructure and public
building reduced this impact
somewhat.
Henry Morris
Managing Director
Europe Materials
The financial crisis created very difficult market conditions for Europe
Materials leading to significantly reduced volumes and a drop in margins.
In response, initiatives launched to cut costs and reduce capacity during
2008 were intensified and helped mitigate the impact on profitability.
A curtailment of capital expenditure, together with a reduction in working
capital, resulted in a strong cashflow performance for the year.
Results
€ million
% of
Group
2009
2008
Change Organic Acquisitions Restructuring Impairments Exchange
Analysis of Change
Sales Revenue
16%
2,749
3,696
EBITDA*
Operating Profit*
24%
27%
434
257
(947)
(372)
(783)
(263)
806
631
(374)
(260)
Average Net Assets
3,312
3,173
EBITDA Margin
15.8%
21.8%
Operating Profit Margin
9.3%
17.1%
* EBITDA and Operating Profit exclude profit on disposal
of non-current assets
53
14
10
–
(56)
(56)
–
–
(9)
(217)
(67)
(59)
CRH 21
Europe Materials continued
Ireland
Construction activity in Ireland fell
steeply during the year and cement
volumes were down 45% on 2008
levels. Following the market
contraction experienced in 2008, the
residential and commercial sectors
reduced further, reflecting the overall
weakness in the wider economy, while
the agriculture and infrastructure
sectors, which remained resilient in
2009, weakened as the year
progressed. Additional cost-reduction
programmes were implemented
across all the Irish businesses to
reduce capacity with consequent
one-off rationalisation costs. The
decline in sales volumes and the
impact of the significant rationalisation
costs resulted in lower margins and
an operating loss after €6 million asset
impairment charges and €58 million
restructuring costs.
Benelux
Cementbouw, our cement trading,
readymixed concrete and aggregates
business, faced a difficult second half
of the year in which volumes declined.
While cost reductions and lower fuel
prices limited the impact of lower
volumes, overall operating profit
declined.
Central and Eastern Europe
The Polish economy continued to
expand with modest 1.5% GDP
growth in 2009. Interest rates were
reduced to 3.5% as inflation
weakened in the second half of the
year but unemployment increased.
Construction activity in the first half
was impacted by a more severe
winter than in previous years and by
the uncertainty in international
financial markets. Activity in the
second half improved, especially in
infrastructure, and volumes were
broadly in line with 2008 levels.
Overall for the year, cement volumes
were down 10% and volumes of
products such as walling and
readymixed concrete to the weaker
residential and commercial segments
were also down. This reflects weaker
residential, commercial and industrial
construction markets offset by
increased public spend on
infrastructure and civil engineering.
However, with stiff competition in all
product areas, margins were under
pressure. While this was somewhat
offset by significant cost savings
initiatives, overall operating profit
declined.
In Ukraine GDP fell by 14% in 2009
and consequently construction
volumes contracted significantly in the
first half. Our cement sales volumes
stabilised somewhat at a lower level in
the second half to finish the year 35%
below the record 2008 levels. While
operating profit for the year was well
below 2008, stable pricing and
significant cost savings, particularly in
the area of fuel, resulted in a reasonable
performance in a difficult year.
Finland and the Baltics
and is expected to increase further
during 2010. Overall construction
output in Finland declined by about
15%. Reductions of almost one third
were seen in the new residential and
new non-residential sectors which are
important drivers for cement demand
and which contributed to our cement
volumes in Finland being 40% lower
than in 2008. Central government
finances are stable however, and a
fiscal stimulus package which
focussed on residential and
infrastructure construction helped to
mitigate somewhat the volume
declines. A wide range of cost-
reduction initiatives, including
extensive production shutdowns and
layoffs, were implemented across all
businesses and price increases were
applied to recover higher energy
input costs.
Economic output in Finland declined
by 7.8% in 2009 as the international
downturn negatively impacted on the
export-led industrial base. Unemploy-
ment reached almost 9% by year-end,
Our operations in the Baltic States
of Estonia and Latvia, and in
St. Petersburg in Russia, suffered
an unprecedented contraction in
volumes. In response, significant
Northeast
China
Andhra Pradesh
India
22 CRH
operating adjustments were
implemented including the temporary
suspension of some business lines
until such time as trading conditions
improve.
Overall operating profit declined
compared with 2008.
Switzerland
GDP declined by 3.4% in 2009,
exports dropped by 12.5% but private
consumption remained stable.
Construction output rose by 3.3%,
the highest growth since 2004.
Civil engineering, supported by the
national stimulus programme, grew
by 8.8% and residential construction
was up by 2.3%. Industrial
construction activity declined.
Lower fuel costs partly due to high
usage of alternative fuels, together
with increased volumes in our cement
business and better margins in our
downstream readymixed concrete
and aggregates business, led to
a profit outcome ahead of 2008.
Market leadership
positions
Cement
Top 10 Western Europe
No.1 Finland, Ireland
No.2 Portugal, Switzerland
No.3 Poland, Ukraine, Tunisia (49%)*
No.1 Aegean region, Turkey (50%)*
No.1 Northeast China (26%)*
No.2 Andhra Pradesh, India (50%)*
Aggregates
No.1 Finland, Ireland
Asphalt
No.1 Ireland
Readymixed Concrete
No.1 Finland, Ireland
No.2 Portugal, Switzerland
Agricultural & Chemical Lime
No.1 Ireland
No.2 Poland
Iberia
Spanish construction activity
continued its decline in 2009, falling
by about 20%. Residential and
non-residential building fell steeply,
only partly compensated by
infrastructure spend, resulting in a
lower profit outcome.
The Portuguese economy declined by
2.7% in 2009; however construction
fell by about 7% with the residential
sector registering the largest decline.
Our Secil joint venture, with three
cement plants in Portugal, suffered
from reduced domestic demand but
increased its export volumes albeit at
lower prices. While Secil enjoyed a
good performance in its activities
outside Portugal due to favourable
demand and pricing coupled with
lower fuel costs, operating profit
overall was down on 2008.
Eastern Mediterranean
As expected, the Turkish economy
and domestic Turkish construction
activity continued to contract in 2009.
Strong export demand however
helped selling prices in the Aegean
region to stabilise in the second half of
the year and the implementation of
strong cost-control measures and
improved operating efficiencies helped
partly to offset the downturn in
domestic demand. Overall operating
profit was lower than 2008.
China
Our Chinese operations performed
well in 2009 with cement volumes in
northeast China increasing by 12%
due to strong demand from
infrastructure projects which were
funded by the government stimulus
programme. This increased demand
created a favourable pricing
environment that enabled our
wholly-owned Sanling Cement to
improve on prior year’s performance;
our new associate Yatai Cement, in
which CRH has a 26% share,
exceeded expectations and reached
record volumes.
Concrete Products
No.1 blocks and rooftiles, Ireland
India
* CRH share
My Home Industries Limited (MHIL),
our 50% cement joint venture in the
Andhra Pradesh region of southern
India, had a strong performance in the
first half of 2009 which benefited from
strong government investment in
housing and infrastructure. However,
following the national elections,
market conditions weakened in the
second half with newly-commissioned
cement capacity putting pressure on
volumes and prices across our market.
This resulted in operating profit for the
year broadly in line with 2008. The
new grinding plant near Vishakapatnam
in eastern Andhra Pradesh was
commissioned in August 2009.
Outlook
Further declines in construction
activity in Ireland are anticipated in
2010. Lower consumer confidence,
continuing restricted credit availability,
unsold building stock and supply
overcapacity will continue to put
further pressure on volumes and
margins.
Polish GDP is forecast to grow by
between 1.5% and 2% in 2010,
however unemployment is expected
to continue to increase. Inflation levels
are expected to continue to decline
and interest rates are likely to remain
low. An increase in overall
construction activity is expected,
supported by a significant increase in
infrastructure contracts awarded and
a number of sports and stadium
projects required for the European
Football Championships in 2012.
In Ukraine, construction activity is
forecast to increase modestly in 2010
resulting in improved volumes of
cement. This together with continued
focus on cost efficiencies should
deliver improved margins.
Construction demand in Finland is set
to fall further by a mid single-digit
percentage in 2010, with continued
weak levels of activity in non-residential
construction partially offset by
improving residential construction and
relatively stable infrastructure volumes.
Switzerland is expected to stabilise at
current levels. Both residential
construction and infrastructure will
continue to grow and are expected to
compensate for a decline in
non-residential activity.
In Portugal, the outlook remains
challenging with a further decline in
residential activity likely to be offset by
increased infrastructural activity. Cost
efficiencies and improved use of
alternative fuels should help maintain
margins, but export markets are
expected to be more challenging.
Turkish GDP is forecast to grow by
2.5% in 2010 and domestic
construction activity is expected to
increase at a similar rate. The positive
trends experienced during the second
half of 2009 are forecast to continue
into 2010 although cement exports
are likely to face stiff competition.
Cement demand is expected to grow
strongly in northeast China due to the
continuing Government stimulus
package and an improving residential
market. We anticipate further margin
improvement at our Sanling Cement
business. The ongoing investment
programme with Yatai Cement,
together with a full year’s contribution
from new acquisitions, will bring Yatai
Cement’s total cement capacity to
21 million tonnes.
In India, we expect growth in demand
in the Andhra Pradesh region to
recover during 2010 and this should
ease the pressure resulting from
additional supply capacity. A full year
contribution from MHIL’s new grinding
plant is expected to add to sales
growth and performance.
Overall we anticipate more stable
markets for Europe Materials’
products in 2010 and we expect to
benefit from lower energy prices and
cost reductions in our operations.
Industry capacity reductions and some
increase in demand later in the year
should be supportive to margins.
However, the year has commenced
with severe weather in many markets
and the extent to which this will impact
on demand and pricing levels for the
year as a whole remains uncertain.
CRH 23
Our Stradal concrete products business
in France supplied 33 standard Beryl
poles (reversed cylinder-cone shaped),
95 anti-parking bollards and a fountain
bollard, all designed in black quartz,
which were erected in Caveirac, France,
during the creation of a new roundabout.
24 CRH
Europe Products & Distribution
Operations Review
Throughout 2009, tough markets across all
sectors where our businesses operate resulted
in a decline in operating profit. The management
team responded vigorously to the challenge
taking radical and effective action to mitigate
these effects. We continue to focus on
commercial initiatives, cost reduction and
performance improvement plans across all
our businesses.
Máirtín Clarke
Managing Director
Europe Products & Distribution
The squeeze on credit and falling consumer confidence hit the housing sector across
all regions. Non-residential activity also declined. The repair, maintenance and
improvement sectors were more resilient. Overall, the Division saw sales decrease by
12%, EBITDA decline by 25% and operating profit decline 39%.
With few exceptions our businesses experienced volume and price pressure. Towards
year-end some improvement in UK brick deliveries was evident. While some degree of
stability has returned to markets in Europe, we expect trading in 2010 to be
challenging.
The Division carried on from 2008 with the implementation of significant cost
reduction actions. Capital expenditure was again cut back and tighter working capital
management yielded a very positive outcome on cash flow. Our focus continued on
defending margins and conserving cash throughout our businesses.
Results
€ million
% of
Group
2009
2008
Change Organic Acquisitions Restructuring Impairments Exchange
Analysis of Change
Sales Revenue
38%
6,635
7,498
(1,062)
191
EBITDA*
Operating Profit*
27%
26%
487
253
650
(137)
418
(165)
(129)
16
10
(863)
(163)
Average Net Assets
3,877
4,096
EBITDA Margin
7.3%
8.7%
Operating Profit Margin
3.8%
5.6%
* EBITDA and Operating Profit exclude profit on disposal
of non-current assets
–
(29)
(29)
–
–
(7)
8
(13)
(10)
CRH 25
Europe Products & Distribution continued
Concrete Products
This group manufactures concrete
products for two principal end-uses:
pavers, tiles and blocks for
architectural use, and floor and wall
elements, beams and vaults for
structural use. In addition, sand lime
bricks are produced for the
residential market. Our businesses
experienced difficult market
circumstances, mainly in residential-
related markets and increasingly, as
the year progressed, in the non-
residential sector. Good progress in
public sector niche markets in France
and the Netherlands was outweighed
by major weaknesses in Denmark
and Eastern Europe.
Architectural
Architectural operations faced
difficult conditions in most markets
and performed below 2008. Our
Belgian, French and Danish paver
and tile businesses suffered from
weak residential markets and falling
consumer confidence. Results in
our Dutch and German operations
improved driven by targeted
commercial initiatives. After a strong
performance in 2008 the Slovakian
market weakened considerably. In
response to the continuing difficult
market conditions, further factory
closures in Belgium, France, the UK
and Germany were made and
overhead costs were reduced
significantly.
Structural
Our structural concrete operations
delivered operating profit well below
2008. The businesses were severely
impacted by difficult conditions in
residential markets and declining
non-residential activity. Our Belgian
business supplying the industrial and
farming sector delivered strong
results. Due to major restructuring
initiatives taken at our Dutch and
Swiss businesses in 2008, results in
these operations were ahead in 2009.
The programme of factory closures
and general cost reduction continued
in 2009 especially in Denmark,
Belgium and Hungary where volumes
and prices remained weak.
Clay Products
Building Products
The Clay Products group principally
produces clay-facing bricks, pavers,
blocks and roof tiles and operates in
the UK, the Netherlands, Germany,
Poland and Belgium and also
supplies various export markets.
For the year as a whole, volumes in
the UK brick industry declined
considerably although some upturn
was visible in the last quarter.
Following the major reorganisation
plans implemented in 2008,
additional factory closures and
production shutdowns took place.
The benefits from these measures
coupled with strong product
innovation resulted in an operating
profit outcome well ahead of 2008.
In Mainland Europe, lower volumes
and energy price increases led to
lower operating profit despite good
progress and benefits from the
new country-based organisation
serving two operating regions,
Central Europe and Eastern
Europe.
The Building Products group is active
in lightside building materials and is
organised in three business areas:
Construction Accessories, Building
Envelope Products and Insulation
Products. Market conditions in 2009
deteriorated with the non-residential
sector slowing significantly. With
volumes declining, the operating profit
outcome was lower than in 2008
despite relatively robust pricing.
Construction Accessories
This business unit is the market leader
in construction accessories in
Western Europe. Falling demand,
especially in the non-residential
sector, offset somewhat by new
innovative products brought to
market, resulted in lower operating
profit. Our UK business acquired in
2008 exceeded our expectations
aided by strong export figures. The
main focus is on realising greater
commercial synergies and back-office
cost reduction through a more
integrated organisational structure.
Market leadership
positions
Architectural Concrete
No.1 paving products: Benelux,
France, Slovakia
No.1 paving/landscape walling:
Germany
No.1 architectural masonry: UK
No.2 paving products: Denmark
Structural Concrete Products
No.1 precast flooring: Benelux
No.1 precast architectural concrete:
Denmark
No.1 utility precast: France
No.1 precast structural elements:
Hungary, Switzerland
No.1 concrete fencing and lintels: UK
Clay Products
No.1 facing bricks: UK
No.2 facing bricks, pavers & blocks:
Europe
Insulation Products
No.1 EPS: Ireland, Netherlands,
Poland, Nordic region
No.1 (joint) XPS: Germany (50%)*
No.1 XPE: Germany
No.1 PUR/PIR: Netherlands
26 CRH
Building Envelope Products
These operations specialise in
systems and products for entrance
and climate control solutions, and are
mainly active in non-residential
construction focussing on the growing
RMI, safety and comfort market
segment. Volumes at our Entrance
Control operations in fencing, security
and access systems were lower than
2008. Our Rooflight & Ventilation
business, which specialises in climate
control, suffered a decline in activity
although pricing remained generally
robust. Sales to the industrial sector
continued in line with 2008. The
Roller Shutters business turned in a
satisfactory performance being only
marginally behind 2008 due to
successful new product launches and
tighter cost control. As part of our
annual strategic review of businesses
we have decided to exit climate
control activities and concentrate on
the more focussed Fencing, Security
and Shutters businesses that, for the
future, offer us greater market
leadership potential in Europe.
Construction Accessories
No.1 Western Europe
Fencing & Security
No.1 security fencing and perimeter
protection: Europe
Rooflight & Ventilation
No.1 (joint) glass structures, plastic
rooflights, natural ventilation and
smoke exhaust systems: Europe
Builders Merchants
No.1 Austria, Netherlands, Switzerland,
France: Burgundy, Rhône-Alps
and Franche-Comté,
Germany: Sachsen-Anwalt,
Niedersachsen, northern Nord
Rhein Westfalen
No.2 Ile-de-France
DIY Stores
No.1 Netherlands, No.2 Belgium
Member of Gamma franchise
No.5 Germany (48%)*
Member of Hagebau franchise
No.2 (joint) Portugal (50%)*
* CRH share
Insulation Products
Our Insulation business manufactures
a variety of high quality foam products
for use in the residential, non-
residential and industrial buildings
sectors. The decline in residential
markets, across Europe, and price
pressure in Eastern Europe were the
main reasons for lower operating
profit, although these effects were
tempered by strong demand for RMI
products driven by ongoing European
legislation for energy efficiency.
Following rigorous strategic analysis
we have decided to exit the Insulation
sector as we no longer see a route to
becoming a pan-European leader in
this sector.
Distribution
Trading conditions for our distribution
businesses continued to be very
difficult in 2009 with the residential
sectors across all our markets
showing various degrees of decline.
Price discipline and tight management
in purchasing resulted in gross
margins in line with 2008. However,
operating profit declined 29%. The
principal focus is on further cost
reduction at overhead level, improved
category management and greater
benefits from operational excellence
by leveraging our economies of scale.
Professional Builders Merchants
With 479 locations in six countries,
Professional Builders Merchants has
strong market positions in all its
regions. Benelux: Markets were weak
in 2009 and this resulted in lower
sales and operating profit compared
with 2008. France: All regions
experienced a slowdown and further
restructuring costs resulted in
operating profit well down on 2008.
Trading results at our associate Trialis
(in which we acquired a 34.8%
shareholding in July 2008) were below
expectations as its markets in the
southwest of France proved to be
very difficult. Switzerland: Compared
with other Western European
construction markets, the Swiss
market was less impacted. However
the combination of lower volumes in
heavyside materials and additional
restructuring costs resulted in a lower
operating profit outcome versus 2008.
Austria: Despite slowing sales from a
weaker residential market, our
initiatives to improve gross margin
and reduce overheads contributed
to an increase in operating profit.
Germany: Bauking, in which we have
a 48% joint-venture stake, operates
primarily in northwest Germany. Sales
in this region suffered and despite a
small increase in gross margin and
relentless cost control, like-for-like
operating profit was down. Our
Sanitary, Heating and Plumbing
(SHAP) business in Germany,
acquired in 2008, is a leading player
in the northwest part of the country.
Benefiting from a robust demand for
heating equipment, performance was
in line with expectations. We see this
business as a platform for further
SHAP growth in Germany.
DIY
The DIY Europe platform has activities
in five countries with 241 stores
under five different brands: Gamma
(the Netherlands and Belgium),
Karwei (the Netherlands), Hagebau
(Germany), Maxmat (Portugal) and
Jelf BricoHouse (Spain).
The Netherlands: Despite a sharp
decrease in consumer confidence,
sales and operating profit in the first
half of 2009 were relatively robust but
thereafter demand declined further
especially in the fourth quarter, with
full-year operating profit lower than
2008. Increased competition and
promotional campaigns had a
negative impact on margins; however,
this was mitigated by efficient store
operations, tight cost control and
sharp franchise formula management.
Belgium: Gamma Belgium with 19
locations had lower sales and
operating profit mainly due to weaker
consumer confidence and demand.
Germany: Bauking operates 51 DIY
stores under the brand name
Hagebau. Although Bauking managed
to keep costs under tight control,
operating profit declined in a very
competitive market. Portugal: The
economic environment continued to
be difficult and operating profit was
down on 2008. Spain: We entered the
Spanish DIY market in May 2007 in
the Alicante/Valencia region. Market
circumstances have been very
challenging and results, while below
expectations, were broadly in line with
2008.
Outlook
The markets for our businesses will
continue to be difficult in 2010.
With the exception of the UK, the
residential sector will be challenging
especially in the Netherlands. The
non-residential sector is expected to
weaken further. Public sector
investments in France and
Government infrastructure initiatives
in the Netherlands should provide
some upturn in related concrete and
distribution businesses. The RMI
sector is expected to decline but at a
slower pace than the new building
sector. With the exception of Poland,
Eastern Europe market conditions will
be very demanding. The effects of our
comprehensive cost-reduction
programme initiated in late 2007 will
be continued through into 2010. More
benign energy prices should provide
some relief on the cost side.
CRH 27
Pike Industries, laying 181,000
tonnes of asphalt during the
reconstruction of 23 miles of the
I-295 highway in Maine, a project
financed under the US Federal
stimulus programme.
28 CRH
Americas Materials
Operations Review
Americas Materials faced a very challenging
environment in 2009 with severe volume declines
across all product lines. The benefit of lower
energy costs along with aggressive actions to
reduce fixed cost, improve operating efficiency
and increase prices yielded higher operating
margins. US Dollar sales revenue and operating
profit declined 19% and 16% respectively, and
the operating profit margin for the Division
increased by 0.3 percentage points to 9.5%.
Mark Towe
Chief Executive Officer
The Americas
Doug Black
Chief Executive Officer
Americas Materials
The Federal stimulus bill provided some additional public projects for our asphalt and
paving business, yet continued weakness in residential, commercial and state/local
infrastructure construction resulted in volume declines of 23% in aggregates, 15% in
asphalt, 32% in readymixed concrete, and a 14% drop in construction revenue.
Aggregates and readymixed concrete selling prices rose 6% and 3% respectively,
while our asphalt operations saw prices decline 2% reflecting lower input costs.
Efforts that began in early 2008 to systematically execute commercial and operating
best practices delivered excellent results in 2009. Coupled with aggressive fixed cost
reductions, these fundamental changes are now ingrained in our culture and will yield
more significant benefits as the economy strengthens.
Results
€ million
% of
Group
2009
2008
Change Organic Acquisitions Restructuring Impairments Exchange
Sales Revenue
25%
4,280
5,007
(727)
(1,024)
EBITDA*
Operating Profit*
37%
43%
670
407
724
462
(54)
(55)
(87)
(72)
25
5
3
–
(11)
(11)
–
–
–
272
39
25
Analysis of Change
Average Net Assets
4,515
4,379
EBITDA Margin
15.7%
14.5%
Operating Profit Margin
9.5%
9.2%
* EBITDA and Operating Profit exclude profit on disposal
of non-current assets
CRH 29
Americas Materials continued
Overview
Americas Materials faced a very
challenging environment in 2009 with
an overall US Dollar revenue decline of
19%. Residential construction
remained weak at low levels of
demand, while the non-residential
sector experienced a severe decline
from strong 2008 levels, reflecting
continued tight credit and increasing
unemployment. The Federal stimulus
bill (American Recovery and
Reinvestment Act ‘ARRA’) provided
some additional public projects which
had a positive impact primarily on the
Division’s asphalt and paving
business, but this was more than
offset by lower state spending on
infrastructure. Overall product
volumes were down sharply and with
minimal impact from acquisitions,
aggregates volumes declined by 23%,
asphalt was down 15% and
readymixed concrete decreased 32%
on 2008 levels.
In order to offset lost economies of
scale associated with significantly
lower volumes, the Division focussed
on delivering high quality materials
and service to customers and
capturing maximum value for our
products. As a result, aggregates and
readymixed concrete selling prices
rose 6% and 3% respectively, while
our asphalt operations saw prices
decline 2% reflecting lower input
costs.
The price of energy used at our
asphalt plants, consisting of fuel oil,
recycled oil, electricity and natural
gas, declined by 26%. Diesel and
gasoline prices, which are important
inputs to aggregates, readymixed
concrete and paving operations,
declined by 32% and 21%
respectively versus the prior year.
Liquid asphalt prices overall were
14% lower in 2009, following a very
volatile year in 2008. Additionally, in
late 2008, we expanded our winter-fill
capacity (which has historically been
concentrated in the east and central
United States) by adding storage in
Utah, Washington and Idaho, thereby
further reducing our exposure to the
fluctuating cost of liquid asphalt.
Across all business segments our
teams focussed internally on
implementing best operating practices
and tracking real-time metrics to drive
efficiency improvements while
adjusting to significantly reduced
levels of production. These efforts
helped maintain and improve our
product margins. Additionally,
significant reductions were achieved
in fixed costs as our local and regional
organisations were restructured to
match the smaller market. Overall
operating profit margin for the Division
was improved by 0.3 percentage
points.
Following a slow start to the year,
acquisition activity picked up in the
second half and we ended 2009 with
a total spend of US$231 million. Major
transactions included Wheeler
Companies in Texas, Hilty Quarries in
Missouri, Burdick Paving in Utah and
selected aggregates and asphalt
assets in Missouri from Lafarge.
Wheeler Companies is a successful
asphalt (six plants), readymixed
concrete (eight plants) and paving
company based in Austin, Texas and
provides entry into the high-growth
Austin market with opportunity for
further vertical integration into
aggregates. This acquisition
represents a significant expansion of
our current business in Texas which
we have identified as an attractive
growth platform.
Hilty is an excellent geographic and
strategic fit with our existing
operations in Missouri. This integrated
aggregates and asphalt business
operates eight quarries and has
approximately 95 million tonnes of
well-located, quality aggregates
reserves.
Burdick Paving is a well-run vertically
integrated company in eastern Utah,
operating five aggregates plants, three
30 CRH
asphalt plants and paving operations.
This represents a geographic
expansion of our profitable Utah-
based operations into a steadily
growing, natural resource rich region
of the state.
The Lafarge assets in central and
eastern Missouri provide 123 million
tonnes of well-located reserves along
the I-70 interstate between Kansas
City and St. Louis.
In addition, the Division completed six
other transactions adding another 162
million tonnes of aggregates reserves.
Our operations are geographically
organised, segmented into East and
West sectors, each containing four
divisions.
East
The Northeast division (ME, NH, VT,
MA, RI, NY, NJ, CT) delivered a mixed
performance. The Pike group
capitalised on early ARRA bid lettings
in Maine and New Hampshire and
Market leadership
positions
Aggregates
No.3 national producer
in United States
Asphalt
No.1 national producer
in United States
Readymixed Concrete
Top 5 in United States
delivered record operating profits with
improved margins and solid asphalt
volumes and construction revenues.
Massachusetts and Upstate New York
also moved operating profits ahead
strongly with good overall infras-
tructure demand. The metropolitan
New York operations suffered primarily
from dramatic commercial activity
declines while lower volumes and
intense market competition continued
in New Jersey. In Connecticut,
continued softness in residential and
commercial activity outweighed
improvements in infrastructure
construction activity. Overall the
Northeast division operating profit was
lower than the prior year.
The Mid-Atlantic division (PA, DE, VA,
WV, KY, TN, NC, MA) suffered
operating profit declines in
Pennsylvania and Delaware as these
markets continued to deteriorate.
Operating profits in Virginia, West
Virginia, Kentucky, Tennessee and
North Carolina also fell off from
excellent levels in 2008 due to volume
declines. Aggressive pricing initiatives
and cost reductions resulted in margin
improvement throughout the
Mid-Atlantic division, moderating the
operating profit decline.
A strong stimulus programme in
Michigan along with sound pricing
initiatives, good bitumen purchasing
and excellent cost controls in both
Michigan and Ohio enabled our
Central division to achieve improved
profit margins. While volumes
declined in line with the Materials
Division averages, operating profit
was within 15% of the record 2008
outcome.
The Southeast division (GA, AL, SC,
FL) experienced another difficult year
leading to a sharp fall in operating
profit. Continued declines in the
Florida residential and commercial
markets negatively impacted the
readymixed concrete operations
acquired in late 2007 and our new
cement joint venture (American
Cement Company) which began
production in June. Additionally,
significant state budget deficits in
both Florida and Alabama adversely
affected highway lettings and
consequently the volumes of asphalt
and rail-transported aggregates in
both states.
West
The Southwest division (MS, TX, OK,
AR, MO, KS, TN) was impacted by
volume declines for all products and
lower construction sales. However,
margin increases in all product lines,
coupled with aggressive fixed cost
reductions, more than offset lower
volumes and construction margins,
leading to a good advance in overall
operating profit.
In the Rocky Mountain/Midwest
division (IA, SD, MT, WY, CO, NM, ID,
MN, NE, IL), operating profit declined
in 2009 due to weak demand and
lower construction margins. Our
Midwest businesses experienced
good asphalt demand in Iowa from
significant ARRA projects and
achieved margin improvements from
pricing and cost initiatives. However,
these advances in the Midwest
division were more than offset by
reduced highway activity in
Minnesota, Idaho and Montana, and
overall operating profit was below the
2008 level.
In the Northwest division (ID, WA,
OR), worsening economies in
northern Idaho and Oregon impacted
volumes and operating profits despite
strong pricing and significant benefits
from cost controls and restructuring.
The Staker Parson operations (UT, ID,
AZ, NV) saw a significant decline in
volumes reflecting a weakening
economy in all regions. The continued
slide in residential and commercial
construction led to reduced demand
for readymixed concrete and
aggregates and drew additional
competition to the highway
construction business. Profit margins
were maintained, but operating profit
declined.
Outlook
The ARRA Federal stimulus bill will
provide increased construction activity
in 2010, however there is much
uncertainty concerning the
reauthorisation of a long-term Federal
highway bill and/or the passage of a
second job stimulus bill. This
uncertainty has caused many
fiscally-challenged states to become
even more cautious with their highway
programmes. Overall, we would
anticipate the combined Federal and
state spending on highway
construction in 2010 to be similar to
2009. Residential activity should
improve modestly from a low level,
likely showing gains in the second half
of 2010. The important non-residential
sector will decline further in 2010 from
weak 2009 levels due to continued
tight credit, high vacancy rates and
high unemployment.
Overall we expect ongoing product
volumes and construction revenues to
be flat in 2010. Margins in
construction are expected to be lower
due to increased competition and
intense bidding for limited work,
however product margins should
improve with product price increases
and cost-efficiency improvements.
These efforts coupled with continued
reductions in fixed overhead and
contributions from 2009 acquisitions
should result in a good advance in
operating profit for Americas Materials
in 2010.
CRH 31
The Omni Hotel in Fort Worth, Texas is a
34-storey, 604-room luxury hotel featuring
a unique structural design and style.
Oldcastle Glass supplied Insulating Glass,
Solar Control Glass, Low-E Glass and
Silk-screened Glass to this landmark
building.
32 CRH
Americas Products & Distribution
Operations Review
Americas Products experienced significant
demand pressures in 2009, particularly in the
important residential sector, and more
significantly in the non-residential sector as
the year progressed. Against this challenging
backdrop and with particularly acute trading
challenges in MMI, our Products businesses
experienced a 91% decline in full-year US
Dollar operating profit. Our Distribution business
also experienced a sharp downturn in activity
and operating profits were significantly lower.
Mark Towe
Chief Executive Officer
The Americas
Bill Sandbrook
Chief Executive Officer
Americas Products & Distribution
Americas Products & Distribution experienced significant demand pressures in 2009
with further declines in all of our markets. While there was some stabilisation of the
residential market at historically low levels, non-residential continued to weaken
throughout the year.
Regionally our operations in the West and Canada performed better relative to our
southeastern and northeastern markets which were noticeably weaker than in 2008.
The continuing focus of management remains on internal cost reductions, delivering
supply chain efficiencies and growing revenues through product innovation and
providing systems solutions to the construction market.
Results
€ million
% of
Group
2009
2008
Change Organic Acquisitions Restructuring Impairments Exchange
Sales Revenue
21%
3,709
4,686
EBITDA*
12%
212
485
(977)
(273)
(1,234)
(247)
Operating Profit*
4%
38
330
(292)
(247)
29
2
1
–
(47)
(47)
–
–
(11)
228
19
12
Analysis of Change
Average Net Assets
2,477
2,586
EBITDA Margin
5.7%
10.3%
Operating Profit Margin
1.0%
7.0%
* EBITDA and Operating Profit exclude profit on disposal
of non-current assets
CRH 33
Americas Products & Distribution continued
Overview
Americas Products & Distribution
experienced significant demand
pressures in 2009, with further
declines in all of our markets,
particularly the important residential
sector, and more significantly in the
non-residential sector as the year
progressed. Against this challenging
backdrop and with particularly acute
trading challenges in MMI, our
Products businesses experienced a
full year US Dollar operating profit
decline of 91%. Similarly, sales
revenues in our Distribution business
were significantly lower and operating
profits declined, despite decisive
action on cost reductions. Regionally,
our Products & Distribution operations
in the West and Canada performed
relatively better, while our
southeastern and northeastern
operations continued to be noticeably
weaker than in 2008. Focussed
cost-reduction measures helped to
mitigate somewhat the impact of
sharp volume declines. Overall, the
Division recorded a 25% decrease in
US Dollar sales and an 89% decline in
US Dollar operating profit. The
continuing focus of management
remains on delivering internal cost
reductions and supply chain
efficiencies.
Architectural Products (APG)
APG, with 239 locations in 38 states
and two Canadian provinces, is the
leading North American producer of
concrete products for the commercial
masonry, professional landscaping
and consumer DIY markets. The
group is also a regional leader in clay
brick, dry-mixes, and lawn and
garden products.
APG faced continued difficult trading
conditions in 2009 due to further
deterioration in the residential
construction sector and accelerated
declines in non-residential markets.
The construction markets in eastern
Canada were more robust than those
in the US. The Homecenter (DIY/retail)
channel, which accounts for
approximately one-third of APG sales,
remained resilient despite weak
consumer sentiment and spending.
Reflecting these factors, our United
States masonry and brick divisions
experienced considerable operating
profit declines. In contrast, our
Canadian masonry business
performed well and our lawn and
garden and dry-mix divisions delivered
significant operating profit
improvement. Extensive cost-
reduction actions and regional
consolidations were completed
across APG; however, they were only
able to partially offset the negative
external factors. Overall, APG
recorded a decline in sales and a
sharp decline in operating profit.
Precast
The Precast group is a leading
manufacturer of precast, prestressed
and polymer concrete products, small
plastic box enclosures and concrete
pipe in North America. The group has
76 locations in 25 states and the
province of Québec.
Significantly lower levels of residential
activity in 2009 again negatively
affected demand for drainage
products and plastic box enclosures
nationwide. Activity in the non-
residential sector also decreased
considerably, further impacting sales.
This trend is expected to continue into
2010, as poor business conditions
and reduced access to credit weigh
on demand. The group’s most steady
work was in the infrastructure
segment, but exposure to this
segment is less significant. Overall
volumes were down approximately
33% from a relatively weak 2008. In
spite of the harsh economic backdrop
and an increasingly competitive
market, margins were similar to 2008
as a result of pricing initiatives,
operational efficiencies, and
second-half input cost declines.
Overall operating profit was below
2008 levels. Backlogs declined
throughout 2009, but are showing
signs of recovery in 2010.
Management’s focus will be to
continue internal improvement and
cost-reduction measures ahead of the
challenging market conditions that are
expected to extend into 2010.
Alaska
Hawaii
Chile
Argentina
34 CRH
Glass
The Glass group is the market-leading
supplier of Building Envelope Solutions
for commercial, institutional and
multi-storey residential construction,
including custom-engineered curtain
wall, custom-fabricated architectural
glass, high-performance windows,
architectural skylights, and storefronts
and doors. With 79 locations in 23
states and four Canadian provinces,
the Glass group is the largest supplier
of high-performance architectural
glass and engineered aluminium
glazing systems in North America.
In 2009, the architectural glass
business experienced unprecedented
declines in demand, as sales volumes
decreased 24% compared to 2008.
Pricing was intensely competitive in all
North American markets and the
group’s largest privately-held
competitor filed for bankruptcy
reorganisation in November. Also the
group experienced competition from
non-traditional sources as many
smaller glass fabricators directed
underutilised residential capacity to
serving commercial markets. In this
difficult trading environment, the Glass
group focussed on building market
share, tightening cost control
and closing 11 operating locations
to better balance capacity with
depressed market demand.
Operating profit fell steeply.
While the engineered products
business experienced a 26% decline
in sales compared to 2008, operating
profit was near 2008 record levels due
to a strong performance from our
Canadian locations, favourable
backlog pricing and lower aluminium
costs. 2010 is expected to be a much
more challenging year for the
engineered products business as
project backlog continues to decline.
MMI
MMI has 76 locations, 16 of which are
manufacturing, across 29 states and
a plant in Mexico. Although its fencing
products are often used in residential
applications, most of MMI’s products
(construction accessories, welded
Market leadership positions
Precast Concrete Products
No.1 in United States
Architectural Concrete Products
No.1 masonry, paving and patio in United States
No.1 paving and patio in Canada
No.2 packaged concrete mixes in United States
No.2 packaged lawn & garden products in United States
Clay Products
No.1 brick producer in northeast and midwest United States
No.1 rooftiles in Argentina
No.2 wall and floor tiles in Argentina
No.3 clay block producer in Argentina
Glass Fabrication
No.1 architectural glass fabrication in United States
Glazing Systems
No.1 engineered aluminium glazing systems in United States
Construction Accessories
No.2 in United States
Welded Wire Reinforcement
No.2 in United States
Fencing Products
No.2 manufacturer and distributor in United States
Distribution
No.4 roofing/siding distributor in United States
No.4 interior products distributor in United States
wire reinforcement and fencing
products) are used in non-residential-
oriented projects, particularly in
conjunction with the use of concrete.
The accelerating decline in non-
residential construction activity led to
a 40% decrease in MMI’s sales from
2008 levels. The combination of
high-priced steel inventory, lower
sales volumes, and dramatically falling
sales prices contributed to a
significant operating loss for the year.
Management modified its steel
purchasing strategy to reduce future
volatility and reacted to declining
volumes by instituting extensive
cost-reduction measures across all
businesses and scaling back the size
of its distribution network.
Distribution
Oldcastle Distribution, trading
primarily as Allied Building Products
(“Allied”), has 184 branches focussed
on major metropolitan areas in 31
states. It comprises two divisions which
supply contractor groups specialising in
Exterior (roofing and siding) and Interior
(wallboard, steel studs and acoustical
ceiling systems) Products.
Exterior Products is the group’s
traditional business and Allied is one
of the top four distributors in this
segment in the United States.
Demand is largely influenced by
residential and commercial
replacement activity with the key
products having an average life span
of roughly 25 years. This repair,
maintenance and improvement
aspect provides a solid underpinning
of baseline roofing demand.
The Interior Products division, being
relatively immune to weather, has low
exposure to replacement activity and
demand is therefore largely
dependent on the new commercial
construction market. Allied is the
fourth largest Interior Products
distributor in the United States.
Both segments of the business
declined greatly in 2009, roughly in
proportion to the overall market. In the
Exterior Products business, overall US
asphalt roofing shingle shipments
were down 15% in 2009, a level of
decline that was somewhat offset by
storm activity in a number of regions.
Allied did not specifically benefit from
these storms, but outperformed
competitors in its market areas. For
the Interior Products business,
gypsum wallboard shipments are a
barometer of activity and these
declined by about 7 billion square feet
or 28% in 2009, comparable with a
decline of 31% in Allied’s Interior
Products sales.
Acquisition activity for Americas
Distribution was limited to the addition
of one small interior products
distributor in Salt Lake City.
South America
The South American group faced
difficult economic conditions in 2009,
particularly in Argentina, and
management focussed on initiating
significant cost-reduction
programmes. Operating profit from
our Argentine ceramic tile and glass
businesses was at break-even for the
year. The start-up of a greenfield floor
and wall tile manufacturing facility in
Cordoba was completed in October.
Our Chilean glass business
experienced a more moderate decline
in operating profit. The Santiago-
based distribution business acquired
in early 2008 was negatively impacted
by the adverse economic conditions
and operating profit declined.
Outlook
While there are signs that the overall
US economy appears to have
stabilised, the growth outlook remains
weak. Homebuilding appears set to
make a slightly positive contribution in
the second half of the year. Further
declines are however expected in
non-residential construction due to
continuing stresses in financial and
credit markets. While residential repair,
maintenance and improvement
activity is historically less cyclical,
constrained consumer spending
because of high unemployment,
sluggish income growth and declines
in household wealth will translate into
weak private domestic demand.
Against this backdrop, our businesses
will continue to focus on new and
ongoing cost-reduction initiatives and
the generation of strong cash flow, as
we leverage further the benefits of our
extensive location network and the
Divisions’ product diversity and broad
sectoral exposure.
CRH 35
Finance Review
CRH continued to generate strong cash flow in 2009.
Our excellent working capital management and pragmatic
approach to capital expenditure, together with the proceeds
of €1.24 billion from the March 2009 Rights Issue, resulted
in a reduction of €2.4 billion of debt. Our debt maturity profile
and credit ratios are among the best in the sector, leaving
us with substantial financial flexibility.
Glenn Culpepper
Finance Director
General
With continued weakness in the
financial, economic and business
climate worldwide in 2009, and
significant declines in construction
activity in the Group’s major markets,
management’s focus during the year
remained firmly concentrated on cost
reduction and operational initiatives.
Sales revenues for 2009 amounted
to €17.4 billion, a 17% decline
compared with the €20.9 billion
reported last year. EBITDA for the
year, after once-off charges of
€205 million associated with our
cost reduction programme, declined
by one-third to €1.8 billion, in line
with the guidance provided in the
Interim Management Statement of
10th November 2009 and the Trading
Update Statement of 5th January
2010. Profit before tax excluding
impairment charges, amounted to
€773 million, a decrease of 53%
compared with 2008, and ahead of
the guidance of €0.75 billion provided
in the January Update.
After impairment costs of €41 million
(2008: €14 million), pre-tax profit
declined by 55% to €732 million.
Reflecting the increase in average
shares in issue as a result of the Rights
Issue in March 2009, a slightly higher
percentage decline of 58% was report-
ed in earnings per share for the year.
Overall operating margin fell from
8.8% in 2008 to 5.5% in 2009.
Profit on disposal of non-current
assets at €26 million was below 2008
(€69 million).
Expenditure on acquisitions and
investments in 2009 amounted to
€458 million.
In March 2009 the Group issued
approximately 152 million new
Ordinary Shares by way of a Rights
Issue, generating net proceeds for the
Group of €1.24 billion.
Key Components of 2009
Performance
Table 1 below sets out the key
components of the Group’s
performance in 2009, analysing the
change in results from 2008 to 2009.
Exchange Translation Effects
While the US Dollar strengthened
during 2009 with the average US$/€
rate of 1.3948 being 5% stronger than
in 2008 (1.4708), this was more than
Table 1 Key Components of 2009 Performance
Revenue
EBITDA
Operating
profit
Profit on
disposals
Trading
profit
Finance
costs
Associate
PAT
Pre-tax
profit
€ million
2008 as reported
20,887
2,665
1,841
Exchange translation effects
291
(22)
(32)
2008 at 2009 exchange rates
21,178
2,643
1,809
Incremental impact in 2009 of
- 2008/2009 acquisitions
- Restructuring costs
- Impairment costs
Ongoing operations
2009 as reported
% change
(i)
(ii)
298
-
-
37
(143)
-
(4,103)
(734)
17,373
-17%
1,803
-32%
24
(143)
(27)
(708)
955
-48%
69
(3)
66
-
-
-
(40)
26
1,910
(35)
1,875
24
(143)
(27)
(748)
981
-49%
(343)
(8)
(351)
(21)
-
-
75
(297)
61
(1)
60
9
-
-
(21)
48
1,628
(44)
1,584
12
(143)
(27)
(694)
732
-55%
(i) Restructuring charges amounted to €205 million in 2009 (2008: €62 million), resulting in an incremental cost in 2009 of €143 million.
(ii) Total impairment charges in 2009 were €41 million (2008: €14 million), with an incremental cost of €27 million in 2009.
36 CRH
offset by the decline in the average
Polish Zloty exchange rate which at
4.3276 was 19% weaker (2008:
3.5121). Currency movements in total
had a net negative impact of €44
million at profit before tax level. The
average and year-end exchange rates
used in the preparation of CRH’s
financial statements are included
under Accounting Policies on page 66
of this Report.
Incremental Impact of Acquisitions
Acquisitions completed in 2008 and
2009 contributed incremental
operating profit of €24 million on
additional sales of €298 million, an
effective incremental operating profit
margin of approximately 8%.
The Group’s European segments
accounted for the bulk of the
acquisition impact in 2009, generating
an incremental €20 million in
operating profit on additional sales of
€244 million. This reflected the
full-year impact of the sanitary ware,
heating and plumbing acquisitions by
the Distribution group in Germany and
Switzerland in mid-2008, and of the
Group’s joint venture cement
investment in India in May 2008.
In the Americas, the incremental
impact from acquisitions was, as
expected, relatively modest, with an
incremental €4 million in operating
profit on sales of €54 million.
CRH’s 2010 results are expected to
reflect a modest incremental impact
from 2009 acquisitions, which on a
combined basis, have annualised
sales of approximately €200 million.
Non-recurring items – Restructuring
and Impairment Costs
The ongoing focus on operational
excellence initiatives to deliver cost
savings continued throughout 2009
and the related savings generated
from these initiatives are discussed by
the Chief Operating Officer on page
19 of this Report. The costs incurred
to implement this 4-year cost saving
programme amounted to €205 million
in 2009 (2008: €62 million).
Impairment charges of €41 million
were recorded against the carrying
value of property, plant and
equipment and intangible assets – the
corresponding charge in 2008 was
€14 million.
Ongoing Operations
2009 organic sales declined by
€4,103 million, a reduction of
approximately 19% following a fall of
approximately 6% in 2008. Overall
organic sales declined by 17% in
Europe while the reduction was 22%
in the Americas; this compared with
2008 which saw organic sales decline
by approximately 4% in Europe and
by 8% in the Americas. Underlying
operating profit fell by €708 million,
Table 2 Key Financial Performance Indicators
Operating profit margin (%)
Interest cover
– EBITDA basis (times)
– EBIT basis (times)
Effective tax rate (%)
Net debt as a percentage of total equity (%)
Net debt as a percentage of year-end market
capitalisation (%)
Return on average capital employed (%)
Return on average equity (%)
2009
5.5
2008
8.8
6.1
3.2
18.3
38.3
7.8
5.4
22.5
74.7
28.1
64.1
6.6
6.7
12.9
15.6
EBITDA – earnings before finance costs, tax, depreciation, impairment
charges and intangible asset amortisation
EBIT – earnings before finance costs and tax (trading profit)
Both EBITDA and EBIT exclude profit on disposal of non-current assets
more than double the €301 million fall
in organic operating profits in 2008.
operating profit falling €77 million
behind 2008.
Underlying operating profit for our
European operations fell by
€389 million on an underlying sales
reduction of €1,845 million, reflecting
challenging trading conditions in
almost all our markets. Our Materials
businesses suffered from the impact
of significant volume declines in all its
major markets except Switzerland
and organic operating profit fell by
€260 million. Our businesses in the
Products segment experienced
difficult trading conditions throughout
2009, with like-for-like sales down
19% compared with 2008; however,
the benefits from the ongoing
restructuring programme began to
come through in the second half
when underlying operating profit
was slightly ahead of 2008, while
the decline for the full year was
€74 million. Declining consumer
confidence and weaker new
residential construction activity
resulted in an overall decline in
underlying profits of €55 million in
Distribution, with the second-half
decline being slightly lower than the
first half.
Our operations in the Americas had a
challenging year reporting a decline of
€2,258 million in underlying sales and
a decline of €319 million in like-for-like
operating profit. While lower private
sector demand in 2009 had a
significant negative impact on
volumes for the Materials Division,
infrastructure activity gained
momentum through the second half.
With lower input costs for energy and
the benefit of targeted cost reduction
measures and price increases, the
Division reported improved margins in
2009 in spite of a 19% decline in
ongoing sales revenues; ongoing
operating profit was €72 million lower
than 2008. The combination of weak
residential markets and ongoing
reductions in non-residential
construction activity had a major
impact on our Products businesses in
the Americas which reported falls of
€881 million in sales and €170 million
in operating profits from underlying
operations. Our Distribution
operations suffered primarily from the
decline in residential and commercial
construction, with underlying
Finance Costs
Net finance costs for the year of
€297 million were lower than last year
(2008: €343 million) reflecting strong
operating cash flow for the year and
the benefits of the Rights Issue.
Financial Performance Indicators
Some key financial performance
indicators which, taken together, are a
measure of performance and financial
strength are set out in Table 2.
Operating Profit Margin
Overall operating profit margin for the
Group fell by 3.3 percentage points in
2009 to 5.5%, with all segments
except Americas Materials
experiencing margin declines.
Interest Cover
Management believes that the
EBITDA interest cover based ratio is
useful to investors because it matches
the earnings and cash generated by
the business to the underlying funding
costs. As set out in note 23 on page
95 of the financial statements, the
Group’s major bank facilities and debt
issued pursuant to Note Purchase
Agreements in private placements
require the Group to maintain
EBITDA/net interest (excluding share
of joint ventures) at no lower than
4.5 times for twelve-month periods
ending quarterly on 31st March,
30th June, 30th September and
31st December in each year.
Non-compliance with financial
covenants would give the relevant
lenders the right to demand early
repayment of the related debt thus
impacting the maturity profile of the
Group’s debt and the Group’s liquidity.
While EBITDA/net interest cover for
the year reduced to 6.1 times (2008:
7.8 times), it remained comfortably
above the Group’s covenant levels
and within the Group’s comfort range
of 6 to 6.5 times.
Tax Rate
The tax charge at 18.3% of Group
profit before tax decreased compared
with 2008 (22.5%). The decline in the
tax charge largely reflects lower
taxable profits in a number of
jurisdictions where higher tax rates
apply.
CRH 37
Finance Review continued
Net Debt
Year-end net debt of €3.7 billion was
€2.4 billion lower than year-end 2008;
this reduction in debt, combined with
the increase in equity following the
March 2009 Rights Issue, resulted in
a reduction in the percentage of net
debt to total equity from 74.7% at
year-end 2008 to 38.3% at year-end
2009.
The Group’s market capitalisation at
year-end 2009 was €13.3 billion,
some 40% higher than at year-end
2008 (€9.5 billion); this combined with
the lower net debt resulted in a fall in
the debt/market capitalisation
percentage from 64% at year-end
2008 to 28% at year-end 2009.
Returns on Capital Employed
and Equity
Return on average capital employed
and return on average equity both
declined in 2009.
Liquidity and Cash Resources
Net debt for the Group at 31st
December 2009, at €3.7 billion, was
€2.4 billion lower than the €6.1 billion
at the end of 2008. This reduction
reflects the strong cash generation
characteristics of the Group, which
combined with the €1.24 billion of
proceeds from the Rights Issue and
a positive translation adjustment of
€0.1 billion, more than offset the
impact of the total €1.0 billion spent
on acquisitions, investments and
capital projects and the €0.4 billion
cash dividends paid during the year.
Table 3 summarises CRH’s cashflows
for 2009 and 2008. The changes in
operating profit and interest are
discussed above.
The increased charges for
depreciation and amortisation mainly
reflect the impact of increased
impairment charges of €41 million in
2009 (2008: €14 million).
The Group has maintained an intense
focus on cash generation throughout
2009, and the net working capital
inflow of €661 million represents a
further excellent performance in
managing receivables and payables
in a challenging environment. This
compares with a net outflow of
€62 million in 2008.
38 CRH
Tax payments were lower than in
2008 as a result of the sharp
reduction in pre-tax profits.
The increase in dividends paid reflects
the 1% increase in the final 2008
dividend which was paid in May 2009,
together with the impact on the
interim 2009 dividend paid in October
2009 of the 152 million additional
shares in issue following the March
2009 Rights Issue. The interim
dividend per share for 2009 of 18.5c
was held in line with the interim
dividend per share for 2008.
Capital expenditure of over €0.5
billion represented 3% of Group
revenue (2008: 5%) and amounted
to 0.67 times depreciation of
€794 million (2008: 1.33 times).
Of the total capital expenditure, 66%
was invested in Europe with 34% in
the Americas. Our capital expenditure
included approximately €0.15 billion
and €0.25 billion of investment in
major cement plants in 2009 and
2008 respectively.
The caption denoted “Other” mainly
reflects the elimination of non-cash
income items, primarily share of
associates’ profits and profit on
disposal of non-current assets, and
non-cash expense items such as
IFRS share-based compensation
expense, which are included in
arriving at profit before tax.
Spend on acquisitions and
investments in 2009 amounted to
€0.458 billion, a significant reduction
compared with the €1.1 billion spent
in 2008. This reflected a deliberate
curtailment of development activity
from mid-2008 as the economic
environment deteriorated.
The share issues caption in 2009
principally reflects the €1.24 billion
net proceeds from the March 2009
Rights Issue, together with the
take-up of shares in lieu of dividends
under the Company’s scrip
dividend scheme of €148 million
(2008: €22 million) and issues under
Group share option and share
participation schemes of €60 million
(2008: €37 million).
shares to satisfy share option
exercises. Share purchases in 2008
also reflected the acquisition of
approximately 18.2 million shares
under the share purchase programme
which was announced in January
2008; the Group announced the
termination of this programme in
November 2008. In 2009, 3.9 million
(2008: 2.0 million) of these shares
were used to satisfy the exercise of
share options.
Exchange rate movements during
2009 reduced the euro amount of net
foreign currency debt by €120 million
principally due to the 3% increase in
the euro exchange rate against the
US Dollar from 1.3917 at end-2008
to 1.4406. The unfavourable
translation adjustment of €240 million
in 2008 reflected a 5% decrease in
the euro rate versus the US Dollar
from 1.4721 at end-2007 to 1.3917
at end-2008.
Year-end net debt of €3,723 million
(2008: €6,091 million) includes €114
million (2008: €153 million) in respect
of the Group’s proportionate share of
net debt in joint venture undertakings.
Details of the components of net debt
are set out in note 25 to the financial
statements.
At the end of 2009, 77% of the
Group’s net debt was at interest rates
which were fixed for an average
period of 5.9 years. The euro
accounted for approximately 31% of
net debt at the end of 2009 and
117% of the euro component of net
debt was at fixed rates. The US Dollar
accounted for approximately 59% of
net debt at the end of 2009 and 69%
of the US Dollar component of net
debt was at fixed rates.
The Group finished the year in a very
strong financial position with 98% of
the Group’s gross debt drawn under
committed term facilities, 95% of
Table 3 Cash Flow
€ million
Inflows
Profit before tax
Depreciation (including impairments)
Amortisation of intangibles (including impairments)
Working capital movements
Outflows
Tax paid
Dividends
Capital expenditure
Other
Operating cash flow
Acquisitions and investments
Disposals
Share issues
Treasury/own shares purchased
Translation
2009
2008
732
1,628
794
54
661
781
43
(62)
2,241
2,390
(104)
(322)
(386)
(369)
(532)
(1,039)
(59)
(89)
(1,081)
(1,819)
1,160
571
(458)
(1,072)
103
1,445
168
59
(2)
(414)
120
(240)
Decrease/(increase) in net debt
2,368
(928)
In both 2009 and 2008 the Employee
Benefit Trust purchased 0.1 million
Opening net debt
Closing net debt
(6,091)
(5,163)
(3,723)
(6,091)
These actions, combined with the
Group’s strong focus on cash
generation, excellent working capital
management and restrained capital
expenditure, leave CRH well-
positioned in terms of debt facilities
and maturity profile. CRH remains
committed to maintaining an
investment grade credit rating.
Currency Management
The bulk of the Group’s net worth
(capital and reserves attributable to
equity holders) is denominated in the
world’s two largest currencies – the
US Dollar and the euro – which
accounted for 37% and 34%
respectively of the Group’s net worth
at end-2009.
2009 saw a negative €96 million
currency translation effect on foreign
currency net worth which includes a
€120 million favourable translation
impact on net foreign currency debt.
Sarbanes-Oxley Act
As a result of its NYSE Listing, CRH is
subject to the provisions of Section 404
of the Sarbanes-Oxley Act of 2002,
which requires management to
perform an annual assessment of the
effectiveness of internal control over
financial reporting and to report its
conclusions in the Company’s Annual
Report on Form 20-F, filed with the
Securities and Exchange Commission.
For the year ended 31st December
2008, management concluded that the
Company’s internal control over
financial reporting was effective. As
required by US law, Ernst & Young
audited the effectiveness of the
Company’s controls over financial
reporting for 2008 and issued an
unqualified opinion thereon.
Management’s assessment and the
auditors’ report on the effectiveness
of internal controls for the year ended
31st December 2009 will be included in
the 2009 Annual Report on Form 20-F.
which mature after more than one
year. In addition, at year-end the
Group held €1.6 billion of undrawn
committed facilities, which had an
average maturity of 2 years.
At year-end 2009, 96% of the
Group’s cash, short-term deposits
and liquid resources had a
maturity of six months or less.
Shareholders’ Equity
The increase of €1.55 billion in total
shareholders’ equity (capital and
reserves attributable to CRH’s equity
shareholders) during 2009 reflects the
proceeds of €1.24 billion from the
March 2009 Rights Issue. The total
movements in equity for the year
are analysed in the Consolidated
Statement of Changes in Equity
(a new primary financial statement)
on page 64 of this Report.
Employee Benefits
The assets and liabilities (excluding
related deferred tax) of the defined
benefit pension schemes operated by
various Group companies, computed
in accordance with IAS 19, have been
included on the face of the balance
sheet under retirement benefit
obligations. At end-2009, the net
deficit on these schemes amounted
to €454 million (2008: €414 million);
after deducting the related deferred
tax asset, the net liability amounted to
€351 million (2008: €320 million). The
net liability expressed as a percentage
of market capitalisation decreased
from 3.4% at year-end 2008 to 2.6%
at year-end 2009, reflecting primarily
the impact of the March 2009 Rights
Issue.
Share Price
The Company’s Ordinary Shares
traded in the range €12.55 to €20.70
during 2009. The year-end share price
was €19.01 (2008: €16.10 restated).
Shareholders recorded a gross return
of 22% (dividends and capital
appreciation) during 2009 following
returns of -22% in 2008, -23% in
2007, +29% in 2006, +28% in 2005
and +23% in 2004.
CRH is one of six building materials
companies included in the FTSE
Eurotop 300, a market capitalisation-
weighted index of Europe’s largest
300 companies. At year-end 2009,
CRH’s market capitalisation of
€13.3 billion (2008: €9.5 billion)
placed it among the top 3 building
materials companies worldwide.
Insurance
Group headquarters advises manage-
ment on different aspects of risk and
monitors overall safety and loss
prevention performance; operational
management is responsible for the
day-to-day management of business
risks. Insurance cover is held for all
significant insurable risks and against
major catastrophe. For any such events,
the Group generally bears an initial
cost before external cover begins.
Legal Proceedings
Group companies are parties to
various legal proceedings, including
some in which claims for damages
have been asserted against the
companies. The final outcome of all
the legal proceedings to which Group
companies are party cannot be
accurately forecast. However, having
taken appropriate advice, we believe
that the aggregate outcome of such
proceedings will not have a material
effect on the Group’s financial
condition, results of operations or
liquidity.
Financial Risk Management
The Board of Directors sets the
treasury policies and objectives of the
Group, which include controls over
the procedures used to manage
financial market risks. These are set
out in detail in note 21 to the financial
statements.
Financing Activity
In March 2009, the Group issued
approximately 152 million new
Ordinary Shares at €8.40 per share
under the terms of a 2 for 7 Rights
Issue. The total proceeds from this
issue, net of expenses, amounted to
€1.24 billion.
In May 2009, as part of its ongoing
financing strategy, CRH completed its
first transaction in the Eurobond
market with the successful issue of
€750 million notes with a coupon of
7.375% and expiring in May 2014.
This issue further enhances the
Group’s debt maturity profile.
CRH 39
Board of Directors
Above - left to right
J.M.C. O’Connor*
B.Soc. Sc., M.Soc. Sc., PhD
T.V. Neill*
MA, MSc (Econ.)
K. McGowan*
Chairman
Joyce O’Connor became a non-
executive Director in June 2004. She
is the founder President and President
Emeritus of the National College of
Ireland. She currently chairs the Dublin
Inner City Partnership. She is a Board
member of the Government Task
Force on Active Citizenship and an
Eisenhower Fellow. She is former
chair of the Digital Hub Development
Agency, the Expert Group on Mental
Health Policy, the National Career
Guidance Forum and the Further
Education and Training Awards
Council (FETAC). (Aged 62).
Terry Neill became a non-executive
Director in January 2004. He was,
until August 2001, Senior Partner in
Accenture and had been Chairman of
Accenture/Andersen Consulting’s
global board. He is a member of the
Court of Bank of Ireland and a director
of United Business Media Limited.
He is also a member of the Governing
Body of the London Business School,
where he is Chair of the Finance
Committee, and of the Trinity
Foundation Board. (Aged 64).
Kieran McGowan became Chairman
of CRH in 2007 having been a
non-executive Director since 1998.
He is a director of Elan Corporation
plc and Charles Schwab Worldwide
Funds plc. He was Chief Executive of
IDA Ireland (Ireland’s inward
investment promotion agency) from
1990 to 1998 and has served as
President of the Irish Management
Institute and as Chairman of the
Governing Authority of University
College Dublin.
(Aged 66).
M. Lee
BE, FCA
Chief Executive
Myles Lee was appointed a CRH
Board Director in November 2003.
He joined CRH in 1982. Prior to this
he worked in a professional
accountancy practice and in the oil
industry. He was appointed General
Manager Finance in 1988 and to the
position of Finance Director in
November 2003. A civil engineer and
chartered accountant, he has 28
years’ experience of the building
materials industry and of CRH’s
international expansion. He was
appointed Group Chief Executive
with effect from 1st January 2009.
(Aged 56).
J.M. de Jong*
G.A. Culpepper
CPA, BA, MBA
Finance Director
Jan Maarten de Jong became a
non-executive Director in January
2004. A Dutch national, he is Vice
Chairman of the Supervisory Board of
Heineken N.V. He is a former member
of the Managing Board of ABN Amro
Bank N.V. and continued to be a
Special Advisor to the board of that
company until April 2006. He is also a
director of a number of European
banking, insurance and industrial
holding companies, including AON
Groep Nederland B.V. and KBC Bank
N.V. (Aged 64).
Glenn Culpepper was appointed
Finance Director and became a CRH
Board Director in January 2009. A
United States citizen, he joined CRH
in 1989. From 1995 to 2008 he
served as Chief Financial Officer of
Oldcastle Materials. Prior to that he
held a variety of operational,
development and financial roles in
the Group’s United States operations.
He started his career with a leading
international accountancy practice.
(Aged 53).
J.W. Kennedy*
M.Sc, BE, C.Eng, FIEE
N. Hartery*
CEng, FIEI, MBA
John Kennedy became a non-
executive Director in June 2009.
He is Chairman of Wellstream
Holdings plc, a company in the
energy services field. In a 30 year
career, he has served as Executive
Vice President of Halliburton
Company, President of Dresser
Enterprises and Chief Operations
Officer of Brown and Root Services.
He is a director of the UK Atomic
Energy Authority, Integra Group and is
non-executive Chairman of Maxwell
Drummond International Limited,
Hydrasun Holdings Limited, Welltec
A/S and BiFold Fluid Power Limited.
(Aged 59).
Nicky Hartery became a non-
executive Director in June 2004. He
was, until October 2008, Vice
President of Manufacturing, Business
Operations and Customer Experience
for Dell Europe, the Middle East and
Africa. Prior to joining Dell, he was
Executive Vice President at Eastman
Kodak and previously held the
position of President and CEO at
Verbatim Corporation, based in the
United States. He is a director of
Musgrave Group plc and the Target
Account Selling Group Limited and a
former director of Eircom Limited.
(Aged 58).
40 CRH
U-H. Felcht*
W.P. Egan*
Board Committees
Inset – top and bottom
W.I. O’Mahony*
BE, BL, MBA, FIEI
Liam O’Mahony joined CRH in 1971
and was appointed a Board Director
in 1992. He held various senior
management positions in the Group,
including Managing Director, Republic
of Ireland and UK Group companies,
Chief Executive of American operations
and Group Chief Executive. He retired
as an executive at the end of 2008
and continued as a Board member in
a non-executive capacity. He is
Chairman of Smurfit Kappa Group plc
and IDA Ireland, a director of Project
Management Limited and a member
of The Irish Management Institute
Council. (Aged 63).
Utz-Hellmuth Felcht became a
non-executive Director in July 2007.
A German national, he was, until May
2006, Chief Executive of Degussa AG,
Germany’s third largest chemical
company. He is a partner in the
private equity group One Equity
Partners Europe GmbH and a
member of the Supervisory Boards
of Jungbunzlauer Holding AG and
Süd-Chemie Aktiengesellschaft.
(Aged 62).
Bill Egan became a non-executive
Director in January 2007. A United
States citizen, he is founder and
General Partner of Alta
Communications and Marion Equity
Partners LLC, Massachusetts-based
venture capital firms. He is a director
of Cephalon, Inc. and the Irish venture
capital company Delta Partners
Limited. He also serves on the boards
of several communications, cable and
information technology companies.
He is Past President and Chairman of
the National Venture Capital
Association. (Aged 64).
M.S. Towe
Chief Executive Officer,
Oldcastle, Inc.
A. Manifold
FCPA, MBA, MBS
Chief Operating Officer
D.N. O’Connor*
BComm, FCA
Mark Towe was appointed a CRH
Board Director with effect from 31st
July 2008. A United States citizen, he
joined CRH in 1997. In 2000, he was
appointed President of Oldcastle
Materials, Inc. and became the Chief
Executive Officer of this Division in
2006. He was appointed to his
current position of Chief Executive
Officer of Oldcastle, Inc. in July 2008.
With 36 years of experience in the
building materials industry, he has
overall responsibility for the Group’s
aggregates, asphalt and readymixed
concrete operations in the United
States and its products and
distribution businesses in the
Americas. (Aged 60).
Dan O’Connor became a non-
executive Director in June 2006.
He was, until March 2006, President
and Chief Executive Officer of GE
Consumer Finance - Europe and
a Senior Vice President of GE.
He is Executive Chairman of Allied
Irish Banks plc. (Aged 50).
Albert Manifold was appointed
Chief Operating Officer of CRH and to
the CRH Board in January 2009. He
joined CRH in 1998. Prior to joining
CRH he was Chief Operating Officer
with a private equity group. He has
held a variety of senior positions,
including Finance Director of the
Europe Materials Division and Group
Development Director of CRH. Prior to
his current appointment, he was
Managing Director, Europe Materials.
(Aged 47).
*Non-executive
Acquisitions
K. McGowan, Chairman
G.A. Culpepper
M. Lee
A. Manifold
T.V. Neill
D.N. O’Connor
W.I. O’Mahony
Audit
J.M. de Jong, Chairman**
U-H. Felcht
D.N. O’Connor**
J.M.C. O’Connor
Finance
K. McGowan, Chairman
G.A. Culpepper
U-H. Felcht
M. Lee
W.I. O’Mahony
Nomination
K. McGowan, Chairman
W.P. Egan
N. Hartery
J.W. Kennedy
M. Lee
T.V. Neill
Remuneration
T.V. Neill, Chairman
W.P. Egan
N. Hartery
J.W. Kennedy
K. McGowan
Senior Independent
Director
N. Hartery
**Audit Committee
Financial Expert
CRH 41
Corporate Governance Report
CRH has primary listings on the Irish and London Stock Exchanges and its
American Depository Receipts are listed on the New York Stock Exchange
(NYSE). The Directors are committed to maintaining the highest standards of
corporate governance and this statement describes how CRH applies the main
and supporting principles of section 1 of the Combined Code on Corporate
Governance (June 2008) published by the Financial Reporting Council in the UK.
A copy of the Combined Code can be obtained from the Financial Reporting
Council’s website, www.frc.org.uk.
Board of Directors
Role
The Board is responsible for the leadership and control of the Company. There is
a formal schedule of matters reserved to the Board for consideration and decision.
This includes Board appointments, approval of strategic plans for the Group,
approval of financial statements, the annual budget, major acquisitions and
significant capital expenditure, and review of the Group’s system of internal
controls.
The Board has delegated responsibility for the management of the Group, through
the Chief Executive, to executive management. The roles of Chairman and Chief
Executive are not combined and there is a clear division of responsibilities
between them, which is set out in writing and has been approved by the Board.
The Chief Executive is accountable to the Board for all authority delegated to
executive management.
The Board has also delegated some of its responsibilities to Committees of the
Board. Individual Directors may seek independent professional advice, at the
expense of the Company, in the furtherance of their duties as a Director.
The Group has a Directors’ and Officers’ liability insurance policy in place, which
indemnifies the Directors in respect of legal action taken against them.
Membership
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 four
executive and ten non-executive Directors. Biographical details are set out on
pages 40 and 41. The Board considers that, between them, the Directors bring
the range of skills, knowledge and experience, including international experience,
necessary to lead the Company.
Directors are appointed for specified terms and subject to the Memorandum and
Articles of Association of the Company.
Independence
All of the Directors bring independent judgement to bear on issues of strategy,
performance, resources, key appointments and standards, and the Board has
determined that each of the non-executive Directors is independent. In reaching
that conclusion, the Board has considered the principles relating to independence
contained in the Combined Code, the guidance provided by a number of
shareholder voting agencies, and has taken the view that independence is
determined by a Director’s character, objectivity and integrity. Those principles
and guidance address a number of factors that might appear to affect the
independence of Directors, including former service as an executive, extended
service on the Board and cross-directorships. However, they also make clear that
a Director may be considered independent notwithstanding the presence of one
or more of these factors. In the case of Mr. Liam O’Mahony, the Board took
account of his service as a former executive of the Company and was satisfied
that this did not compromise his ability to exercise independent judgement and
to act in the best interests of the Group.
Chairman
Mr. Kieran McGowan has been Chairman of the Group since May 2007. On his
appointment as Chairman, Mr. McGowan met the independence criteria set out
in the Combined Code. The Chairman is responsible for the efficient and effective
working of the Board. He ensures that Board agendas cover the key strategic
42 CRH
issues confronting the Group; that the Board reviews and approves management’s
plans for the Group; and that Directors receive accurate, timely, clear and relevant
information. While Mr. McGowan holds a number of other directorships (see
details on page 40), the Board considers that these do not interfere with the
discharge of his duties to CRH.
Senior Independent Director
The Board has appointed Mr. Nicky Hartery as the Senior Independent Director.
Mr. Hartery is available to shareholders who have concerns that cannot be
addressed through the Chairman, Chief Executive or Finance Director.
Company Secretary
The appointment and removal of the Company Secretary is a matter for the
Board. All Directors have access to the advice and services of the Company
Secretary, who is responsible to the Board for ensuring that Board procedures
are complied with.
Terms of appointment
The standard terms of the letter of appointment of non-executive Directors is
available, on request, from the Company Secretary.
Induction and development
New Directors are provided with extensive briefing materials on the Group and its
operations. Directors meet with key executives and, in the course of twice-yearly
visits by the Board to Group locations, see the businesses at first hand and meet
with local management teams.
Remuneration
Details of remuneration paid to the Directors (executive and non-executive) are
set out in the Report on Directors’ Remuneration on pages 51 to 59. The 2009
Report will be presented to shareholders for the purposes of an advisory non-
binding vote at the Annual General Meeting to be held on 5th May 2010.
Share ownership and dealing
Details of the shares held by Directors are set out on page 59. CRH has a policy
on dealings in securities that applies to Directors and senior management. Under
the policy, Directors are required to obtain clearance from the Chairman and Chief
Executive before dealing in CRH securities. Directors and senior management are
prohibited from dealing in CRH securities during designated prohibited periods
and at any time at which the individual is in possession of inside information (as
defined in the Market Abuse (Directive 2003/6/EC) Regulations 2005). The policy
adopts the terms of the Model Code, as set out in the Listing Rules published by
the Irish Stock Exchange and the UK Listing Authority.
Performance appraisal
The Senior Independent Director conducts an annual review of corporate
governance, the operation and performance of the Board and its Committees
and the performance of the Chairman. This is achieved through discussion with
each Director.
A review of individual Directors’ performance is conducted by the Chairman and
each Director is provided with feedback gathered from other members of the
Board. Performance is assessed against a number of measures, including the
ability of the Director to contribute to the development of strategy, to understand
the major risks affecting the Group, to contribute to the cohesion of the Board, to
commit the time required to fulfil the role and to listen to and respect the views of
other Directors and the management team.
Directors’ retirement and re-election
The Board has determined that a non-executive Director who has served on the
Board for more than nine years, or who has been a former executive of the
Company, will be subject to annual re-election. At least one-third of Directors
retire at each Annual General Meeting and Directors must submit themselves to
shareholders for re-election every three years. Re-appointment is not automatic.
Directors who are seeking re-election are subject to a performance appraisal,
which is overseen by the Nomination Committee.
Directors appointed by the Board must submit themselves to shareholders for
election at the Annual General Meeting following their appointment.
Board succession planning
The Board plans for its own succession with the assistance of the Nomination
Committee. In so doing, the Board considers the skill, knowledge and experience
necessary to allow it to meet the strategic vision for the Group.
The Board engages the services of independent consultants to undertake a
search for suitable candidates to serve as non-executive Directors.
Meetings
There were eight full meetings of the Board during 2009. Details of Directors’
attendance at those meetings are set out in the table on page 46. The Chairman
sets the agenda for each meeting, in consultation with the Chief Executive and
Company Secretary. Two visits are made each year by the Board to Group
operations; one in Europe and one in North America. Each visit lasts between
three and five days and incorporates a scheduled Board meeting. In 2009, these
visits were to Finland and to Tampa, Florida in the United States. Additional
meetings, to consider specific matters, are held when and if required. Board
papers are circulated to Directors in advance of meetings.
The non-executive Directors met twice during 2009 without executives
being present.
Committees
The Board has established five permanent Committees to assist in the execution of
its responsibilities. These are the Acquisitions Committee, the Audit Committee, the
Finance Committee, the Nomination Committee and the Remuneration Committee.
Ad hoc committees are formed from time to time to deal with specific matters.
Each of the permanent Committees has terms of reference, under which authority
is delegated to them by the Board. The terms of reference are available on the
Group’s website, www.crh.com. The Chairman of each Committee reports to the
Board on its deliberations and minutes of all Committee meetings are circulated
to all Directors.
The current membership of each Committee is set out on page 41. Attendance
at meetings held in 2009 is set out in the table on page 46.
Chairmen of the Committees attend the Annual General Meeting and are available
to answer questions from shareholders.
During the year each of the relevant Committees reviewed its performance and
terms of reference.
The role of the Acquisitions Committee is to approve acquisitions and capital
expenditure projects within limits agreed by the Board.
The Audit Committee consists of four non-executive Directors, considered by the
Board to be independent. The Board has determined that Mr. Jan Maarten de
Jong and Mr. Dan O’Connor are the Committee’s financial experts. It will be seen
from the Directors’ biographical details, appearing on pages 40 and 41, that the
members of the Committee bring to it a wide range of experience and expertise.
The Committee met 14 times during the year under review. The Finance Director
and the Head of Internal Audit normally attend meetings of the Committee, while
the Chief Executive and other executive Directors attend when necessary. The
external auditors attend as required and have direct access to the Committee
Chairman at all times. During the year, the Committee met with the Head of
Internal Audit and with the external auditors in the absence of management.
The main role and responsibilities are set out in written terms of reference
and include:
# monitoring the integrity of the Group’s financial statements and reviewing
significant financial reporting issues and judgements contained therein;
# reviewing the effectiveness of the Group’s internal financial controls;
CRH 43
Corporate Governance Report continued
# monitoring and reviewing the effectiveness of the Group’s internal auditors;
# making recommendations to the Board on the appointment and removal of the
external auditors and approving their remuneration and terms of engagement;
# seeking to ensure co-ordination of the work of the external auditors with the
activities of the internal audit function;
# monitoring and reviewing the external auditors’ independence, objectivity and
effectiveness, taking into account professional and regulatory requirements;
and
# reviewing the Company’s procedures for detecting fraud.
These responsibilities are discharged as follows:
# the Committee reviews the trading statements usually issued by the Company
in January and July and the interim management statements issued in May
and November;
# the Committee reviews the Company’s preliminary results announcement/
Annual Report and accounts. The Committee receives reports at that meeting
from the external auditors identifying any accounting or judgemental issues
requiring its attention;
# the Committee also meets with the external auditors to review the Annual
Report on Form 20-F, which is filed annually with the United States Securities
and Exchange Commission;
# in August, the Committee reviews the interim report;
# the external auditors present their audit plans in advance to the Committee and
the Committee reviews the audit engagement letter;
# the Committee approves the annual internal audit plan;
Ernst & Young have been the Group’s auditors since 1988. Following an evaluation
carried out in 2009, the Committee has recommended to the Board that Ernst &
Young be retained as the Group’s external auditors. There are no contractual
obligations which act to restrict the Audit Committee’s choice of external auditor.
The Committee has put in place safeguards to ensure that the independence of
the audit is not compromised. Such safeguards include:
# seeking confirmation that the auditors are, in their professional judgement,
independent from the Group;
# obtaining from the external auditors an account of all relationships between the
auditors and the Group;
# monitoring the Group’s policy prohibiting the employment of former staff of the
external auditors, who were part of the CRH audit team, in senior management
positions until two years have elapsed since the completion of the audit,
monitoring the number of former employees of the external auditors currently
employed in senior positions in the Group and assessing whether those
appointments impair, or appear to impair, the auditors’ judgement or
independence;
# considering whether, taken as a whole, the various relationships between the
Group and the external auditors impair, or appear to impair, the auditors’
judgement or independence; and
# reviewing the economic importance of the Group to the external auditors and
assessing whether that importance impairs, or appears to impair, the external
auditors’ judgement or independence.
The Group has a policy governing the conduct of non-audit work by the auditors.
Under that policy, the auditors are prohibited from performing services where
the auditors:
# regular reports are received from the Head of Internal Audit on reviews
# may be required to audit their own work;
carried out;
# the Head of Internal Audit also reports to the Committee on other issues
including, in the year under review, updates in relation to Section 404 of the
Sarbanes-Oxley Act 2002 and the arrangements in place to enable employees
to raise concerns, in confidence, in relation to possible wrongdoing in financial
reporting or other matters. (A copy of Section 404 of the Sarbanes-Oxley Act
2002 can be obtained from the United States Securities and Exchange
Commission’s website, www.sec.gov); and
# the Committee receives copies of periodic assessments of the Internal Audit
function, which are carried out by management and validated by an independent
third party assessor, and receives updates on the status of the implementation
of any resulting recommendations.
In trading and interim management statements issued during 2009 and to date in
2010, updates on the annualised savings under Group cost-reduction
programmes were announced. The Head of Internal Audit was asked to review
these savings and related costs to implement, and has reported his findings to
the Committee.
As noted above, one of the duties of the Audit Committee is to make
recommendations to the Board in relation to the appointment of the external
auditors. A number of factors are taken into account by the Committee in
assessing whether to recommend the auditors for re-appointment or to seek
other competitive bids for the audit. These include:
# the quality of reports provided to the Audit Committee and the Board, and the
quality of advice given;
# participate in activities that would normally be undertaken by management;
# are remunerated through a ‘success fee’ structure, where success is dependent
on the audit; or
# act in an advocacy role for the Group.
Other than the above, the Group does not impose an automatic ban on the
Group auditors undertaking non-audit work. The auditors are permitted to provide
non-audit services that are not, or are not perceived to be, in conflict with auditor
independence, providing they have the skill, competence and integrity to carry
out the work and are considered by the Committee to be the most appropriate to
undertake such work in the best interests of the Group. The engagement of the
external auditors to provide any non-audit services must be pre-approved by the
Audit Committee or entered into pursuant to pre-approval policies and procedures
established by the Committee.
The Group audit engagement partner rotates every five years. Details of the
amounts paid to the external auditors during the year for audit and other services
are set out in note 4 to the financial statements on page 76.
The Terms of Reference of the Audit Committee are reviewed annually. They were
updated in December 2009 in relation to membership of the Committee, fraud
detection, extending the Committee’s responsibilities in overseeing the relationship
with the external auditor and in respect of other minor amendments.
The Finance Committee, which advises the Board on the financial requirements
of the Group and on appropriate funding arrangements:
# considers and makes recommendations to the Board in relation to the issue of
# the level of understanding demonstrated of the Group’s business and industry;
shares/debt instruments, share/bond buy-backs and bank financing;
# the objectivity of the auditors’ views on the financial controls around the Group
and their ability to co-ordinate a global audit, working to tight deadlines; and
# the results of formal evaluations of the auditors, which the Audit Committee has
decided should be carried out every five years with periodic interim reviews.
# considers and makes recommendations to the Board in relation to dividend
levels on the Ordinary Shares;
# keeps the Board advised of the financial implications of Board decisions in
relation to acquisitions; and
44 CRH
# assists management, at their request, in considering any financial (including
taxation) aspect of the Group’s affairs.
Substantial Holdings
The Nomination Committee assists the Board in ensuring that the composition of
the Board and its Committee is appropriate to the needs of the Group by:
As at 1st March 2010, the Company had received notification of the following
interests in its Ordinary share capital:
# assessing the skills, knowledge, experience and diversity required on the
Name
Holding/Voting Rights
%
Board and the extent to which each are represented;
# establishing processes for the identification of suitable candidates for
appointment to the Board; and
# overseeing succession planning for the Board and senior management.
To facilitate the search for suitable candidates to serve as non-executive Directors,
the Committee uses the services of independent consultants.
During 2009, the Committee identified, and recommended to the Board, a suitable
candidate for appointment as a non-executive Director.
The Terms of Reference of the Nomination Committee, which were updated in
December 2009 in relation to membership of the Committee, are reviewed annually.
The Remuneration Committee, which consists solely of non-executive Directors
considered by the Board to be independent:
# determines the Group’s policy on executive remuneration;
# determines the remuneration of the executive Directors;
# monitors the level and structure of remuneration for senior management; and
# reviews and approves the design of all share incentive plans.
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 Committee oversees the preparation of the
Report on Directors’ Remuneration.
In 2009, the Committee determined the salaries of the executive Directors and
awards under the performance-related incentive plans; approved the terms of a
long-term incentive plan (2009-2013) for the Chief Executive; set the remuneration
of the Chairman; and reviewed the remuneration of senior management. It also
approved the award of share options to the executive Directors and key
management and the conditional allocation of shares under the Performance
Share Plan. In addition, the Committee approved the partial release of awards
made under the Performance Share Plan in 2006. Details of the factors taken into
account when assessing the level of vesting under the Performance Share Plan
are set out in the Report on Directors’ Remuneration on page 51.
Also in 2009, the Committee, with the assistance of external advisers, undertook
a review of the Company’s compensation arrangements for executive Directors
and senior managers. Further commentary on this review is contained in the
Report on Directors’ Remuneration on page 52.
The Terms of Reference of the Remuneration Committee, which were updated in
February 2010 in relation to membership of the Committee, are reviewed annually.
Corporate Social Responsibility
Corporate Social Responsibility is embedded in all CRH operations and activities.
Excellence in environmental, health, safety and social performance is a daily key
priority of line management. Group policies and implementation systems are
summarised on page 10 and are described in detail in the CSR Report on the
Group’s website, www.crh.com. During 2009, CRH was again recognised by
several key rating agencies as being among the leaders in its sector in respect of
sustainability performance.
Code of Business Conduct
The CRH Code of Business Conduct is applicable to all Group employees. The
Code is available on the Group’s website, www.crh.com. Regional hotline facilities
are in place, to enable employees to report suspected breaches of the Code.
Capital Research and Management
Company (CRMC)*
UBS AG
BlackRock, Inc.
84,225,434
12.06%
26,380,604
3.77%
24,701,820
3.53%
* On 7th January 2010, The Growth Fund of America, Inc. (GFA) advised the
Company that, with effect from 1st January 2010, it no longer exercised voting
rights in respect of its holding of 30,131,457 shares (4.31%). CRMC has separately
advised that, with effect from 1st January 2010, it has been granted proxy voting
authority by various Capital Group funds, including GFA, that previously voted
independently from CRMC.
On 3rd February 2010, Capital Group International, Inc., which notifies its holding
independently of CRMC, notified the Company that its interest in the Company
had fallen below 3%.
On 22nd July 2009, Irish Life Investment Managers notified the Company that its
interest in the Company had fallen below 3%.
On 30th April 2009, Bank of Ireland Asset Management Limited notified the
Company that its interest in the Company had fallen below 3%.
On 14th April 2009, FMR LLC (Fidelity North America)(FMR) and FIL Limited
Fidelity (Fidelity Asia Pacific, Europe and the Middle East)(FIL), which previously
advised their shareholding in a joint notification, informed the Company that their
holdings had been disaggregated and would be notified separately in future. FMR
notified that its holding on 14th April 2009 was 16,081,428 shares (2.30%), while
FIL notified that its holding was 15,405,831 shares (2.20%).
BlackRock, Inc. has advised that its interests in CRH shares arise by reason
of discretionary investment management arrangements entered into by it or its
subsidiaries.
Memorandum and Articles of Association
The Company’s Memorandum of Association sets out the objects and powers of
the Company. The Articles of Association detail the rights attaching to each share
class; the method by which the Company’s shares can be purchased or re-
issued; the provisions which apply to the holding of and voting at general
meetings; and the rules relating to the Directors, including their appointment,
retirement, re-election, duties and powers. Further details in relation to the
purchase of the Company’s own shares are included on page 49 of the Directors’
Report.
A copy of the Memorandum and Articles of Association can be obtained from the
Group’s website, www.crh.com.
Communications with Shareholders
Communications with shareholders are given high priority and there is regular
dialogue with institutional shareholders, as well as presentations at the time of the
release of the annual and interim results. Conference calls are held following the
issuance of trading statements, interim management statements and major
announcements by the Group, which afford Directors the opportunity to hear
investors’ reactions to the announcements and their views on other issues.
Trading statements are usually issued in January and July and interim management
statements are issued in May and November. Major acquisitions are notified to
the Stock Exchanges in accordance with the requirements of the Listing Rules. In
addition, development updates, giving details of other acquisitions completed
and major capital expenditure projects, are usually issued in January and July
each year.
CRH 45
Corporate Governance Report continued
Attendance at Board and Board Committee meetings during the year ended 31st December 2009
Board
Acquisitions
Audit
Finance
Nomination
Remuneration
G.A. Culpepper
W.P. Egan
U-H. Felcht
N. Hartery
J.M. de Jong
J.W. Kennedy*
M. Lee
K. McGowan
A. Manifold
T.V. Neill
D.N. O’Connor
J.M.C. O’Connor
W.I. O’Mahony
M.S. Towe
A
B
8
8
8
8
8
4
8
8
8
8
8
8
8
8
8
8
8
8
8
4
8
8
8
8
7
8
8
8
A
1
B
1
1
1
1
1
1
1
1
1
1
-
-
1
A
B
A
B
A
B
A
B
14
12
14
14
5
14
14
5
12
14
5
6
6
6
5
5
6
6
6
5
4
4
1
4
4
4
4
3
1
4
4
4
8
8
2
8
8
8
8
2
8
8
Column A – indicates the number of meetings held during the period the Director was a member of the Board and/or Committee.
Column B – indicates the number of meetings attended during the period the Director was a member of the Board and/or Committee.
* Appointed on 24th June 2009
During 2009, the Board received reports from management on the issues raised by
investors in the course of presentations following the annual and interim results.
The Group’s website, www.crh.com, provides the full text of the Annual and
Interim Reports, the Annual Report on Form 20-F, which is filed annually with the
United States Securities and Exchange Commission, the CSR Report, trading
statements, interim management statements and copies of presentations to
analysts and investors. News releases are made available in the News & Media
section of the website immediately after release to the Stock Exchanges.
Webcasts of key investor briefings are broadcast live and are made available as
recordings in the News & Media section.
In addition, the Company responds throughout the year to numerous letters from
shareholders on a wide range of issues.
General Meetings
The Company’s Annual General Meeting (AGM), which is held in Ireland, affords
individual shareholders the opportunity to question the Chairman and the Board. All
Directors attended the 2009 AGM. The Notice of the AGM, which specifies the
time, date, place and the business to be transacted, is sent to shareholders at least
twenty working days before the meeting. At the meeting, resolutions are voted on
by means of an electronic voting system. The votes of shareholders present at the
meeting are added to the proxy votes received in advance and the total number of
votes for, against and withheld for each resolution are announced. This information
is made available on the Company’s website following the meeting.
All other general meetings are called Extraordinary General Meetings (EGMs). An
EGM called for the passing of a special resolution must be called by at least twenty-
one clear days’ notice. Provided shareholders have passed a special resolution at
the immediately preceding AGM and the Company continues to allow shareholders
to vote by electronic means, an EGM to consider an ordinary resolution may, if the
Directors deem it appropriate, be called at fourteen clear days’ notice.
A quorum for a general meeting of the Company is constituted by five or more
shareholders present in person and entitled to vote. The passing of resolutions at
a general meeting of the Company, other than special resolutions, requires a
simple majority. To be passed, a special resolution requires a majority of at least
75% of the votes cast.
Shareholders have the right to attend, speak, ask questions and vote at general
meetings. In accordance with Irish company law, the Company specifies record
dates for general meetings, by which date shareholders must be registered in the
Register of Members of the Company to be entitled to attend. Record dates are
specified in the notes to the Notice of a general meeting. Shareholders may
exercise their right to vote by appointing a proxy/proxies, by electronic means or
in writing, to vote some or all of their shares. The requirements for the receipt of
valid proxy forms are set out in the notes to the Notice convening the meeting. A
shareholder, or a group of shareholders, holding at least 5% of the issued share
capital of the Company, has the right to requisition a general meeting. A
shareholder, or a group of shareholders, holding at least 3% of the issued share
capital of the Company, has the right to put an item on the agenda of an AGM or
to table a draft resolution for inclusion in the agenda of a general meeting, subject
to any contrary provision in Irish company law.
The Group’s website, www.crh.com, contains answers to questions frequently
asked by shareholders, including questions regarding shareholder rights in
respect of general meetings. The FAQ can be accessed in the Investor Relations
section of the website under ‘Shareholder Services’.
Internal Control
The Directors have overall responsibility for the Group’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 provide
only reasonable and not absolute assurance against material misstatement
or loss.
The Directors confirm that the Group’s ongoing process for identifying, evaluating
and managing its significant risks is in accordance with the updated Turnbull
guidance (Internal Control: Revised Guidance for Directors on the Combined
Code) published in October 2005. The process has been in place throughout the
46 CRH
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’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’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 material risks that
could affect the Group’s business (as outlined in the Directors’ Report on pages
48 and 49), the methods of managing those risks, the controls that are in place
to contain them and the procedures to monitor them.
Going Concern
The Company’s business activities, together with the factors likely to affect its
future development, performance and position are set out in the Chief Executive’s
Review on pages 15 to 17. The financial position of the Company, its cash flows,
liquidity position and borrowing facilities are described in the Finance Review on
pages 36 to 39. In addition, notes 21 to 25 to the financial statements include the
Company’s objectives, policies and processes for managing its capital; its
financial risk management objectives; details of its financial instruments and
hedging activities; and its exposures to credit risk and liquidity risk.
The Company has considerable financial resources and a large number of
customers and suppliers across different geographic areas and industries. As a
consequence, the Directors believe that the Company is well placed to manage
its business risks successfully despite the current uncertain economic outlook.
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
In the period under review, CRH complied with the provisions set out in section 1
of the Combined Code. The Company also complied with the rules issued by the
United States Securities and Exchange Commission to implement the Sarbanes-
Oxley Act 2002, in so far as they apply to the Group.
CRH 47
Directors’ Report
The Directors submit their Report and Financial Statements for the year ended
31st December 2009.
Accounts and Dividends
Sales revenue for 2009 of €17.4 billion was 17% lower than 2008. Profit before
tax amounted to €732 million, a decrease of €896 million (55%) on the previous
year. After providing for tax, Group profit for the financial year amounted to
€598 million (2008: €1,262 million). Basic earnings per share amounted to 88.3c
compared with 210.2c (restated for the impact of the March 2009 Rights Issue)
in the previous year, a reduction of 58%.
An interim dividend of 18.5c (2008: 18.48c, restated) per share was paid in
October 2009. It is proposed to pay a final dividend of 44.0c per share on 10th
May 2010 to shareholders registered at close of business on 12th March 2010.
This gives a total dividend of 62.5c for the year, slightly ahead of the restated
dividend of 62.2c for 2008. Shareholders will have the option of receiving new
shares in lieu of cash dividends.
Other net expense recognised directly within comprehensive income in the year
amounted to €130 million (2008: €402 million).
Some key financial performance indicators are set out in the Finance Review on
pages 36 to 39. The financial statements for the year ended 31st December 2009
are set out in detail on pages 62 to 119.
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 met.
The books and accounting records of the Company are maintained at the principal
executive offices located at Belgard Castle, Clondalkin, Dublin 22.
Business Review
Development activity
Acquisition and investment spend in 2009 amounted to approximately
€0.46 billion on a total of 17 transactions. This included the €224 million purchase
of a 26% associate stake in Yatai Cement, the leading cement manufacturer
in northeastern China. The remaining transactions comprised ten bolt-on
acquisitions in the Americas Materials business, four investments in China and
Poland by the Europe Materials Division and one acquisition in each of our two
Distribution segments.
Results for 2009
Trading in the first half of 2009 proved extremely demanding with most markets
impacted by weakening economic activity, not helped by the most severe
weather for many years in both Europe and North America. Reported
sales for the first half of 2009 declined by 15% (21% excluding acquisition
and exchange translation effects), EBITDA fell 41% and operating profit and profit
before tax were down 66% and 82% respectively.
While conditions in the second half of 2009 remained challenging, a robust
performance by the Americas Materials Division combined with increasing
benefits from cost reduction measures resulted in improvements in the rate of
profit decline compared to the first half of the year. Second half sales fell by 19%
(18% excluding acquisition and translation effects), while EBITDA declined by
26% with operating profit down 37% and profit before tax 39% lower than the
second half of 2009.
Full year operating profit for the Group declined by 48% in 2009 to €955 million.
In CRH’s European segments operating profit declined by €539 million to
€510 million, a decrease of 51%. In the Americas, operating profit declined by
€347 million (-44%) to €445 million; this decline is net of the positive €37 million
exchange impact as a result of the stronger average US Dollar/euro in 2009, and
48 CRH
in US Dollar terms operating profit declined 47%. Overall operating profit margin
for the Group decreased to 5.5% (2008: 8.8%). Profit on disposal of non-current
assets at €26 million was well below 2008 (€69 million). Comprehensive reviews
of the development and financial and operating performance of the Group during
2009 are set out in the Chief Executive’s Review on pages 15 to 17, the separate
Operations Reviews for each of the Divisions on pages 19 to 35 and the Finance
Review on pages 36 to 39 (including Key Financial Performance Indicators on
page 37). The treasury policy and objectives of the Group are set out in note 21
to the financial statements.
The Group is fully committed to operating ethically and responsibly in all aspects
of our business relating to employees, customers, neighbours and other
stakeholders. The Corporate Social Responsibility (CSR) Report available on
the Group’s website, www.crh.com, sets out CRH’s policies and performance
relating to the Environment and Climate Change, Health & Safety and Social &
Community matters.
Future development
Management
remains firmly concentrated on operational delivery and
development activity continues to be focussed on acquisition opportunities that
offer compelling value and exceptional strategic fit. The Group remains very well
positioned to take advantage of further appropriate development prospects
and we continue to pursue opportunities in CRH’s traditional rigorous and
disciplined manner.
Events since financial year-end
No important events have occurred since the end of the financial year which
would have a material effect on the Group’s results for the year ended 31st
December 2009 or on its financial position at that date, or which would have a
significant impact on the Group’s operations or outlook for 2010.
Outlook 2010
We expect a difficult demand backdrop through much of 2010 with continuing
declines in non-residential activity across our markets not helped by a poor start
to the year as a result of prolonged severe weather in Europe and North America
during January and February.
In Europe concerns remain relating to fiscal deficits in a number of countries,
although some markets have proved resilient. In Poland, which has weathered the
economic downturn better than many other European countries, our operations
are well-placed to benefit from infrastructure-driven growth in 2010. In the United
States, recent data releases on residential construction activity have been below
expectations and the likely timing of recovery in US residential activity remains
unclear. On infrastructure, the extension of the SAFETEA-LU Federal Highway
funding programme is currently the subject of intense debate in the US Senate
and House of Representatives with progress anticipated over the next 10 days.
Recent euro-weakness and the relative strengthening of the Polish Zloty and US
Dollar compared with 2009 will, if maintained, be beneficial in 2010.
The significant adjustments to our cost base achieved over the past three years
and our ongoing restructuring measures, together with our substantial balance
sheet capacity, have strengthened the Group operationally and position CRH
well to respond to upside demand developments and to avail of value-enhancing
acquisition opportunities as these arise across our markets.
Principal Risks and Uncertainties
Under Irish Company law (Regulation 5(4)(c)(ii) of the Transparency (Directive
2004/109/EC) Regulations 2007), the Group is required to give a description of
the principal risks and uncertainties which it faces. These principal risks are set
out below:
# Current global economic conditions have negatively impacted and may continue
to impact CRH’s business, results of operations and financial condition.
# CRH may suffer from decreased customer demand as a consequence of
reduced construction activity.
# CRH’s business may be affected by the default of counterparties in respect of
money owed to CRH.
# CRH operates in cyclical industries which are affected by factors beyond
Group control such as the level of construction activity, fuel and raw material
prices, which are in turn affected by the performance of national economies,
the implementation of economic policies by sovereign governments and
political developments.
# CRH pursues a strategy of growth through acquisitions. CRH may not be able
to continue to grow as contemplated in its business plan if it is unable to
identify attractive targets, raise funds on acceptable terms, complete such
acquisition transactions and integrate the operations of the acquired
businesses.
# CRH faces strong competition in its various markets, and if CRH fails to
compete successfully, market share will decline.
# Existing products may be replaced by substitute products which CRH does
not produce and, as a result, CRH may lose market share in the markets for
these products.
# Severe weather can reduce construction activity and lead to a decrease in
demand for Group products in areas affected by adverse weather conditions.
# CRH is subject to stringent and evolving environmental and health and safety
laws, regulations and standards which could result in costs related to
compliance and remediation efforts that may adversely affect Group results of
operations and financial condition.
# CRH may be adversely affected by governmental regulations.
# Economic, political and local business risks associated with international
revenue and operations could adversely affect CRH’s business.
# A write-down of goodwill could have a significant impact on the Group’s
income and equity.
# CRH does not have a controlling interest in certain of the businesses in which
it has invested and in the future may invest in businesses in which there will not
be a controlling interest. In addition, CRH is subject to restrictions due to
minority interests in certain of its subsidiaries.
# Financial institution failures may cause CRH to incur increased expenses or
make it more difficult either to utilise CRH’s existing debt capacity or otherwise
obtain financing for CRH’s operations or financing activities.
# A downgrade of CRH’s credit ratings may increase its costs of funding.
# CRH has incurred and will continue to incur debt, which could result in
increased financing costs and could constrain CRH’s business activities.
# Many of CRH’s subsidiaries operate in currencies other than the euro, and
adverse changes in foreign exchange rates relative to the euro could adversely
affect Group reported earnings and cash flow.
The Board has decided that a non-executive Director who has previously served
in an executive capacity will be subject to annual re-election. Accordingly,
Mr. W.I. O’Mahony retires and, being eligible, offers himself for re-election.
Mr. J.W. Kennedy was appointed to the Board on 24th June 2009. In accordance
with the provisions of Article 110, he retires and, being eligible, offers himself for
re-election.
Disapplication of Pre-emption Rights
A special resolution will be proposed at the Annual General Meeting to renew
the Directors’ 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’ share schemes, the authority is limited
to Ordinary/Income Shares (excluding Treasury Shares) having a nominal value
of €11,868,000, representing 5% approximately of the issued Ordinary/Income
share capital at 1st March 2010. This authority will expire on the earlier of the date
of the Annual General Meeting in 2011 or 4th August 2011.
Purchase of Own Shares
On 3rd January 2008, the Company announced the introduction of a share
repurchase programme of up to 5% of the 547,227,194 Ordinary/Income Shares,
with a nominal value of €0.32/€0.02 respectively, then in issue and the intention
to hold the repurchased shares as Treasury Shares. Under the programme, the
termination of which was announced in November 2008, 18,204,355 Ordinary/
Income Shares were purchased, equivalent to 3.3% of the Ordinary Shares in
issue at 31st December 2007, at an average price of €22.30 per share. During
2009, 3,864,805 (2008: 2,000,350) Treasury Shares were re-issued under the
Group’s Share Schemes. As at 1st March 2010, 12,331,671 shares were held as
Treasury Shares, equivalent to 1.77% of the Ordinary Shares in issue (excluding
Treasury Shares).
Special resolutions will be proposed at the Annual General Meeting to renew the
authority of the Company, or any of its subsidiaries, to purchase up to 10% of the
Company’s Ordinary/Income Shares in issue at the date of the Annual General
Meeting and in relation to the maximum and minimum prices at which Treasury
Shares (effectively shares purchased and not cancelled) may be re-issued off-
market by the Company. If granted, the authorities will expire on the earlier of the
date of the Annual General Meeting in 2011 or 4th August 2011.
The minimum price which may be paid for shares purchased by the Company
shall not be less than the nominal value of the shares and the maximum price will
be 105% of the average market price of such shares over the preceding five days.
As at 1st March 2010, options to subscribe for a total of 25,989,145 Ordinary/
Income Shares are outstanding, representing 3.72% of the issued Ordinary/
Income share capital (excluding Treasury Shares). If the authority to purchase
Ordinary/Income Shares was used in full, the options would represent 4.14%.
The Directors do not have any current intention of exercising the power to
purchase the Company’s own shares and will only do so if they consider it to be
in the best interests of the Company and its shareholders.
# CRH is exposed to interest rate fluctuations.
Notice Period for Extraordinary General Meetings
The Group has long experience of coping with these risks while delivering superior
performance and strong Total Shareholder Return.
Report on Directors’ Remuneration
Resolution 3 to be proposed at the Annual General Meeting deals with the Report
on Directors’ Remuneration, as set out on pages 51 to 59, which the Board has
decided to present to shareholders for the purposes of a non-binding advisory
vote. This is in line with international best practice and the Directors believe that
the resolution will afford shareholders an opportunity to have a ‘say on pay’.
Resolution 9 to be proposed at the Annual General Meeting is a special resolution,
which seeks shareholders’ approval to maintain the existing authority in the
Articles of Association that permits the Company to convene an extraordinary
general meeting on 14 clear days’ notice where the purpose of the meeting is
to consider an ordinary resolution. If approved, it is the intention of the Directors
only to utilise this authority where they consider it to be in the best interests of the
Company and its shareholders.
Articles of Association
Board of Directors
Mr. T.V. Neill retires from the Board by rotation and does not seek re-election.
Mr. U-H. Felcht and Mr. D.N. O’Connor retire from the Board by rotation and,
being eligible, offer themselves for re-election.
Resolution 12 to be proposed at the Annual General Meeting is a special
resolution and seeks shareholders’ approval for certain changes to the Articles
of Association. The proposed amendments set out in paragraphs (a) to (f) of
the resolution will update the Articles and also make them consistent with the
Shareholder Rights (Directive 2007/36/EC) Regulations 2009 by:
CRH 49
to 35, the Finance Review on pages 36 to 39, the details of Earnings per Share
on page 84, details of derivative financial instruments in note 24, the details of the
re-issue of Treasury Shares in note 30 and details of employees in note 6.
The Directors confirm that to the best of their knowledge, the annual report
and the financial statements give a true and fair view of the assets, liabilities,
financial position and the profit and loss of the Company and the undertakings
included in the consolidation. It also includes a fair review of the development
and performance of the business and the position of the Company and the
undertakings included in the consolidation, taken as a whole, together with a
description of the principal risks and uncertainties that they face.
Subsidiary, Joint Venture and Associated Undertakings
The Group has over 1,100 subsidiary, joint venture and associated undertakings.
The principal ones as at 31st December 2009 are listed on pages 124 to 129.
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
Your attention is drawn to the letter to shareholders and the Notice of Meeting
enclosed with this report, which set out details of additional matters to be
considered at the Annual General Meeting.
On behalf of the Board,
K. McGowan, M. Lee,
Directors
1st March 2010
Directors’ Report continued
# amending the definitions to reflect recent legislative changes;
# allowing for the convening of shareholder meetings to consider an ordinary
resolution at 14 days’ notice provided that the Company offers shareholders
the facility to vote electronically and provided that shareholders agree to this at
a general meeting. Shareholders’ consent must be sought by way of a special
resolution. Any consent given is valid only up to the date of the next annual
general meeting and must, therefore, be renewed every year;
# requiring that, where a member wishes to table a draft resolution in respect of
an extraordinary general meeting under Section 133(1)(b) of the Companies
Act 1963, notice of the resolution shall be received by the Company in hardcopy
form or in electronic form at least 14 days before the extraordinary general
meeting to which it relates;
# removing the casting vote of the Chairman at general meetings of the
Company;
# clarifying that shareholders need not vote all of their shares in the same way;
# allowing the Directors to implement procedures for voting electronically or by
correspondence and for the real-time transmission of general meetings via the
internet; and
# allowing for the fixing of a record date and time which shall determine the
eligibility of shareholders to participate and vote at general meetings.
Paragraph (g) of Resolution 12 re-numbers the Articles of Association and all
cross references therein to reflect the amendments provided for in paragraphs
(a) to (f).
Corporate Governance
Statements by the Directors in relation to the Company’s appliance of corporate
governance principles, compliance with the provisions of the Combined Code
on Corporate Governance (June 2008), the Group’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 42 to 47. For the purpose of Statutory Instrument
450/2009 European Communities (Directive 2006/46) Regulations 2009, the
Corporate Governance report is deemed to be incorporated in this part of the
Directors’ Report.
Details of the Company’s employee share schemes and capital structure can be
found in notes 7 and 30 to the financial statements on pages 78 to 80 and 109
to 111 respectively.
Regulation 21 of SI 255/2006 EC (Takeover Directive) Regulations 2006
For the purpose of Regulation 21 of Statutory Instrument 255/2006 EC (Takeover
Directive) Regulations 2006, the information on the Board of Directors on pages
40 and 41, share option schemes, savings-related share option schemes and
the Performance Share Plan in note 7, share capital in note 30 and the Report on
Directors’ Remuneration on pages 51 to 59 are deemed to be incorporated in this
part of the Directors’ Report.
The Company has certain banking facilities which may require repayment in the
event that a change in control occurs with respect to the Company. In addition, the
Company’s share option schemes and Performance Share Plan contain change
of control provisions which can allow for the acceleration of the exercisability
of share options and the vesting of share awards in the event that a change of
control occurs with respect to the Company.
SI 277/2007 Transparency (Directive 2004/109/EC) Regulations 2007
For the purpose of Statutory Instrument 277/2007 Transparency (Directive
2004/109/EC) Regulations 2007, the report on Corporate Social Responsibility
as published on the CRH website is deemed to be incorporated in this part of the
Directors’ Report, together with the following sections of the Annual Report: the
Chairman’s Statement on pages 12 and 13, the Operations Reviews on pages 19
50 CRH
Report on Directors’ Remuneration
The Remuneration Committee
The Remuneration Committee of the Board consists of non-executive Directors
of the Company. The terms of reference for the Remuneration Committee are
to determine the Group’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
attends meetings except when his own remuneration is being discussed.
Membership of the Remuneration Committee is set out on page 41.
Performance-related incentive plan
The performance-related incentive plan is totally based on achieving clearly
defined and stretch annual profit targets and strategic goals with an approximate
weighting of 80% for profits and cash flow generation and 20% for personal
and strategic goals. At target performance, payout is 80% of basic salary for
Europe-based participants and 90% of basic salary for US-based participants. A
maximum payout of 1.5 times these levels is payable for a level of performance
well in excess of target.
Remuneration Policy
CRH is an international group of companies, with activities in 35 countries. CRH’s
policy on Directors’ remuneration is designed to attract and retain Directors of
the highest calibre who can bring their experience and independent views to the
policy, strategic decisions and governance of CRH.
Executive Directors must be properly rewarded and motivated to perform in
the best interest of the shareholders. The spread of the Group’s operations
requires that the remuneration packages in place in each geographical area are
appropriate and competitive for that area. In setting remuneration levels, the
Remuneration Committee takes into consideration the remuneration practices of
other international companies of similar size and scope and the EU Commission’s
recommendations on remuneration in listed companies.
The EU Commission’s recommendations were published in December 2004 in
a document entitled “fostering an appropriate regime for the remuneration of the
directors of listed companies” and those recommendations were supplemented
by additional recommendations issued in 2009. The Remuneration Committee
supports the general objectives of the EU’s recommendations and the broad
issues they aim to address. This is reflected in the detailed disclosures in this
Report in relation to the Group’s remuneration policy, the elements of executive
Directors’ remuneration (including bonus structure, deferred bonus arrangements
and share incentive plans), the collective and individual remuneration of Directors
and pension entitlements. The Company believes that shareholders are entitled
to have a ‘say on pay’ and, accordingly, at the 2010 Annual General Meeting, this
Report will be presented to shareholders for the purposes of an advisory vote. A
number of the EU Commission’s recommendations, some of which are the subject
of on-going consideration at government level and in investment associations,
have not been implemented by the Remuneration Committee. Those areas will
continue to receive the Committee’s active consideration and their relevance and
practicality in the business context in which CRH operates will be assessed.
Performance-related rewards, based on measured targets, are a key component
of remuneration. CRH’s 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 performance-related incentive plan, a contributory pension scheme and
participation in the performance share and share option plans. It is policy to grant
participation in these plans to key management to encourage identification with
shareholders’ 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 approximately 7,300 employees of
all categories who are shareholders in the Group.
Executive Directors’ 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 relate principally to relocation costs, the use of company cars and
medical/life assurance. No fees are payable to executive Directors.
The four components of the plan are:
(i) Individual performance
(ii) Earnings per share growth targets
(iii) Cash flow generation targets
(iv) Return on net assets targets.
Up to one-third of the bonus in each year is payable in CRH shares and the
entitlement to beneficial ownership of the shares is deferred for a period of three
years, with the individual not becoming beneficially entitled to the shares in the
event of departure from the Group in certain circumstances during that time
period.
In addition, the Chief Executive, Mr. M. Lee, has a special long-term incentive plan
incorporating targets set for the five-year period 2009-2013. The plan incorporates
challenging goals in respect of Total Shareholder Return by comparison with a
peer group, growth in earnings per share and the strategic development of the
Group, with a total maximum earnings potential of 40% of aggregate basic salary.
While accruals are made on an annual basis, there is no commitment to any
payment until the end of the period. Details of the manner in which the earnings
are provided for under the plan are set out in note 2 to the table of Directors’
remuneration on page 53.
Performance Share Plan/Share Option Scheme
Long-term incentive plans involving conditional awards of shares are now a
common part of executive remuneration packages, motivating high performance
and aligning the interests of executives and shareholders. The Performance Share
Plan (PSP) approved by shareholders in May 2006 is tied to Total Shareholder
Return (TSR). Half of the award is assessed against TSR for a group of global
building materials companies and the other half against TSR for the constituents
of the Eurofirst 300 Index.
The maximum award under the PSP is 150% of basic salary per annum in the
form of conditional shares and the vesting period is three years. The awards lapse
if over the three-year period CRH’s TSR is below the median of the peer group/
index; 30% of the award vests if CRH’s performance is equal to the median while
100% vests if CRH’s performance is equal to or greater than the 75th percentile;
for TSR performance between the 50th and the 75th percentiles, between 30%
and 100% of the award vests on a straight-line basis.
When approved by shareholders in 2006, the Performance Share Plan incorporated
an earnings per share (EPS) growth underpin of the Irish Consumer Price
Index plus 5% per annum, a requirement of the Irish Association of Investment
Managers (IAIM) at the time. During 2009, the IAIM advised that it did not regard
this financial test as an additional hurdle but rather as a mechanism to assist
the Remuneration Committee in determining whether TSR reflected performance.
Following discussion with the IAIM, the rules of the PSP were amended to delete
the underpin requirement, substituting in its place the condition that no award,
or portion of an award, which had satisfied the TSR performance criteria would
be released unless the Remuneration Committee had confirmed that the TSR
outcome was valid and had not been significantly affected by unusual events or
extraneous factors. In addition, the Committee reviews EPS growth to assess
its consistency with the objectives of the performance assessment, for example,
comparing EPS performance with that of non-financial companies listed on the
Irish Stock Exchange.
CRH 51
Report on Directors’ Remuneration continued
Participants in the Plan are not entitled to any dividends (or other distributions
made) and have no right to vote in respect of the shares subject to the award,
until such time as the shares vest. Details of awards to Directors under the Plan
are provided on page 56.
Under the terms of the Share Option Scheme approved by shareholders in May
2000 (the 2000 Share Option Scheme), two tiers of options have been available
subject to different performance conditions as set out below:
(i) Exercisable only 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 (Basic Tier).
(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 and other
manufacturing companies. If below the 75th percentile, these options are not
exercisable (Second Tier).
With the introduction of the Performance Share Plan, the Remuneration
Committee decided that no further Second Tier share options should be granted
under the 2000 Share Option Scheme; however, Basic Tier options continued to
be issued. Grants of share options were at the market price of the Company’s
shares at the time of grant, and were made after the final results announcement
ensuring transparency.
The percentage of share capital which can be issued under the Performance
Share Plan and share option schemes, and individual share option grant limits,
comply with institutional guidelines.
Review of Compensation Arrangements/New Share Option Scheme
During 2009, the Remuneration Committee carried out a review of senior executive
remuneration, to ensure that the Company’s arrangements were aligned with
CRH’s business strategy and remained competitive with the external marketplace.
This followed a similar review in 2005, which led to amendments to the annual
bonus plan and the introduction of the Performance Share Plan. The Committee
concluded that no change was required to current remuneration arrangements.
However, as the 2000 Share Option Scheme expires in May 2010, it is proposed
to seek shareholder approval at the 2010 Annual General Meeting (AGM) for
the introduction of a new share option scheme (the New Scheme). If approved,
it is intended to grant options under the New Scheme following the AGM and
thereafter, subject to satisfactory performance, to award options annually ensuring
a smooth progression over the life of the New Scheme.
The proposed New Scheme will be based on one tier of options with a single
vesting test. The performance criteria for the scheme will be EPS-based. Vesting
will only occur once an initial performance target has been reached and, thereafter,
would be dependent on performance. In considering the level of vesting based
on EPS performance, the Remuneration Committee will also consider the overall
results of the Group. Performance targets for the initial grant of options have been
agreed with the Irish Association of Investment Managers, who have approved the
Scheme, and are as follows:
# the option award lapses if EPS growth over the three year target period is less
than 12.5% compounded over the period;
# 20% of the option grant shall be exercisable if compound EPS growth is equal
to 12.5%, while 100% shall be exercisable if compound EPS growth is equal
to 27.5%;
# subject to any reduction which the Remuneration Committee deems
appropriate, options vest between 20% and 40% on a straight-line basis if
compound growth is between 12.5% and 17.5%; and vest between 40% and
100% on a straight-line basis if compound growth is between 17.5% and
27.5%, which provides for proportionately more vesting for higher levels of
EPS growth.
52 CRH
The Remuneration Committee will have authority to set appropriate criteria for
each subsequent grant.
The Remuneration Committee believes that the introduction of the New Scheme will
continue to closely align management with shareholder goals as well as fostering the
attainment of superior performance and ensure that CRH can continue to recruit,
retain and motivate high quality executives across its global areas of operation.
A summary of the principal features of the New Scheme is included in the
circular sent to all shareholders, which includes the Notice of the 2010 Annual
General Meeting.
Non-executive Directors’ Remuneration
The remuneration of non-executive Directors, including that of the Chairman, is
determined by the Board of Directors as a whole. In determining the remuneration,
the Board receives recommendations from the Remuneration Committee in respect
of the Chairman and from the executive Directors in respect of the remaining
non-executive Directors. Remuneration is set at a level which will attract individuals
with the necessary experience and ability to make a substantial contribution to the
Company’s affairs and reflect the time and travel demands of their Board duties.
They do not participate in any of the Company’s performance-related incentive
plans or share schemes.
Pensions
Mr. Lee and Mr. Manifold are participants in a contributory defined benefit plan
which is based on an accrual rate of 1/60th of pensionable salary for each year of
pensionable service and is designed to provide two-thirds of salary at retirement
for full service. There is provision for Mr. Lee and Mr. Manifold to retire at
60 years of age.
The Finance Act 2006 established a cap on pension provision by introducing a
penalty tax charge on pension assets in excess of the higher of €5 million or the
value of individual accrued pension entitlements as at 7th December 2005. As
a result of these legislative changes, the Remuneration Committee decided that
Mr. Lee and Mr. Manifold should have the option of continuing to accrue pension
benefits as previously, or of choosing an alternative arrangement – by accepting
pension benefits limited by the cap – with a similar overall cost to the Group.
Both have chosen to opt for the alternative arrangement which involves capping
their pensions in line with the provisions of the Finance Act 2006 and receiving a
supplementary taxable non-pensionable cash allowance in lieu of pension benefits
foregone. These allowances are similar in value to the reduction in the Company’s
liability represented by the pension benefits foregone. They are calculated based
on actuarial advice as the equivalent of the reduction in the Company’s liability to
each individual and spread over the term to retirement as annual compensation
allowances. The allowances for 2009 are detailed in note (ii) on page 54.
Mr. Culpepper and Mr. Towe participate in defined contribution retirement plans in
respect of basic salary; and in addition participate in unfunded defined contribution
Supplemental Executive Retirement Plans (SERP) also in respect of basic salary,
to which contributions are made at an agreed rate, offset by contributions made
to the other retirement plan.
Since 1991, it has been the Board’s policy that non-executive Directors do not
receive pensions.
Directors’ Service Contracts
No executive Director has a service contract extending beyond twelve months.
No Director has a service contract that provides for any benefits on termination
of employment.
Directors’ Remuneration and Interests in Share Capital
Details of Directors’ remuneration charged against profit in the year are given in
the table across. Details of individual remuneration and pension benefits for the
year ended 31st December 2009 are given on page 54. Directors’ share options
and shareholdings are shown on pages 57 to 59.
Directors’ Remuneration
Notes
Executive Directors
Basic salary
Performance-related incentive plan
– cash element
– deferred shares element
Retirement benefits expense
Benefits
(i)
(ii) Provision for Chief Executive long-term incentive plan
Total executive Directors’ remuneration
2009
€000
2008
€000
3,384
2,807
964
-
1,462
397
6,207
460
6,667
905
-
497
369
4,578
456
5,034
Average number of executive Directors
4.00
3.00
Non-executive Directors
Fees
Other remuneration
646
672
568
679
(i) Total non-executive Directors’ remuneration
1,318
1,247
Average number of non-executive Directors
9.50
8.35
(iii) Severance
(iv) Payments to former Directors
Total Directors’ remuneration
-
59
2,160
66
8,044
8,507
Notes to Directors’ remuneration
(i) See analysis of 2009 remuneration by individual on page 54.
(ii) As set out on page 51, the Chief Executive has a special long-term incentive plan
tied to the achievement of exceptional growth and key strategic goals for the five-
year period 2009 to 2013 with a total maximum earnings potential of 40% of
aggregate 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. A similar plan
was in place for the former Chief Executive Mr. O’Mahony for the four-year period
2005 to 2008 with a total maximum earnings potential of 40% of aggregate basic
salary, amounting to a potential €2,074,000. The actual earnings under this plan
came to €1,950,000, payment of which was made in 2009. Annual provisions of
40% of basic salary were made in respect of Mr. O’Mahony’s plan for the years
2005 through 2008 amounting in total to €1,494,000. Accordingly the balance of
€456,000 was provided in 2008 and is reflected in total 2008 Directors’
remuneration.
(iii) Severance payment to Mr. T.W. Hill who resigned as an executive on 31st July
2008 after 28 years service.
(iv) Consulting and other fees paid to a number of former directors.
CRH 53
Report on Directors’ Remuneration continued
Individual remuneration for the year ended 31st December 2009
Basic
salary
and fees
€000
609
-
1,150
800
-
825
3,384
68
68
68
68
-
34
68
68
68
68
68
646
Executive Directors
G.A. Culpepper
T.W. Hill
M. Lee
A. Manifold
W.I. O’Mahony
M.S. Towe
(v)
(vi)
(v)
(vii)
(viii)
Non-executive Directors
W.P. Egan
U-H. Felcht
N. Hartery
J.M. de Jong
D.M. Kennedy
J.W. Kennedy
K. McGowan
T.V. Neill
D.N. O’Connor
J.M.C. O’Connor
W.I. O’Mahony
(ix)
(vii)
Incentive Plan
Cash
element
(i)
€000
Deferred
shares
(i)
€000
Retirement
benefits
expense
(ii)
€000
Other
remuneration
(iii)
€000
Benefits
(iv)
€000
164
-
300
210
-
290
964
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
122
-
980
195
-
165
1,462
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
52
37
47
71
-
11
337
37
22
22
36
672
192
-
25
31
-
149
397
-
-
-
-
-
-
-
-
-
-
-
-
Total
2009
€000
1,087
-
2,455
1,236
-
1,429
6,207
120
105
115
139
-
45
405
105
90
90
104
Total
2008
€000
-
856
1,114
-
1,746
862
4,578
120
105
106
139
47
-
450
100
90
90
-
1,318
1,247
(i) Performance-related Incentive Plan Under the executive Directors’ incentive plan for 2009, a bonus is payable for meeting clearly defined and stretch profit/
cash flow targets and strategic goals. The structure of the 2009 incentive plan is set out on page 51. The 2009 plan payout levels reflect the very strong delivery
under the cash flow generation component. For 2009 the bonus is payable entirely in cash.
(ii) Retirement benefits expense The Irish Finance Act 2006 effectively established a cap on pension provision by introducing a penalty tax charge on pension
assets in excess of the higher of €5 million or the value of individual prospective pension entitlements as at 7th December 2005. As a result of these legislative
changes, the Remuneration Committee has decided that Executive Directors who are members of Irish pension schemes should have the option of continuing to
accrue pension benefits as previously, or of choosing an alternative arrangement - by accepting pension benefits limited by the cap - with a similar overall cost to
the Group. Mr. Lee, Mr. Manifold and former Chief Executive Mr. O’Mahony chose to opt for the alternative arrangement which involves capping their pensions in
line with the provisions of the Finance Act and receiving a supplementary taxable non-pensionable cash allowance, in lieu of prospective pension benefits
foregone. These allowances are similar in value to the reduction in the Company’s liability represented by the pension benefit foregone. They are calculated based
on actuarial advice as the equivalent of the reduction in the Company’s liability to each individual and spread over the term to retirement as annual compensation
allowances. For 2009 the compensation allowances amount to €980,000 (2008: €328,847) for Mr. Lee and €195,000 for Mr. Manifold. The level of 2009
compensation allowance for Mr. Lee reflects the increase in salary following his appointment as Chief Executive and his relatively short time to retirement. In 2008
the compensation allowance for Mr. O’Mahony amounted to €587,240, however, as Mr. O’Mahony had waived his right to equivalent prospective benefit
entitlements from his benefit plan arrangements, which were fully funded at end-2004, no net pension-related expense arose in his respect.
(iii) Other remuneration Non-executive Directors: Includes remuneration for Chairman and Board Committee work and in the case of Mr. O’Mahony also includes
payment for services unrelated to Board and Committee work.
(iv) Benefits These relate principally to relocation expenses, housing allowance, the use of company cars and medical/life assurance.
(v) Mr. G.A. Culpepper and Mr. A. Manifold became Directors on 1st January 2009.
(vi) Mr. T.W. Hill resigned from the Board on 25th June 2008. He resigned as an executive on 31st July 2008, after 28 years service, and a severance payment in this
regard amounting to €2,160,000 for 2008 is included in the summary of remuneration on page 53.
(vii) Mr. W.I. O’Mahony retired as CRH Chief Executive on 31st December 2008 but remains on the CRH Board in a non-executive capacity.
(viii) Mr. M.S. Towe became a Director on 31st July 2008.
(ix) Mr. J.W. Kennedy became a Director on 24th June 2009.
54 CRH
Pension entitlements – defined benefit
Executive Directors
M. Lee
A. Manifold
Increase in
accrued
personal
pension
during 2009
(i)
€000
Transfer value
of increase in
dependants’
pension
(i)
€000
Total accrued
personal
pension at
year-end
(ii)
€000
-
7
967
105
284
273
(i) As noted on page 52, the pensions of Mr. Lee and Mr. Manifold have been capped in line with the provisions of the Finance Act 2006. However, dependants’
pensions continue to accrue resulting in Greenbury transfer values which have been calculated on the basis of actuarial advice. These amounts do not represent
sums paid out or due, but are the amounts that the pension scheme would transfer to another pension scheme in relation to benefits accrued in 2009 in the event
of Mr. Lee or Mr. Manifold leaving service.
(ii) The accrued pensions shown in respect of Mr. Lee and Mr. Manifold are those which would be payable annually from normal retirement date.
Pension entitlements – defined contribution
The accumulated liabilities related to the unfunded Supplemental Executive Retirement Plans for Mr. G.A. Culpepper and Mr. M.S. Towe are as follows:
As at 31st
December
2008
€000
2009
contribution
€000
2009
notional
interest
€000
(iii)
2009
payments
€000
Translation
adjustment
€000
As at 31st
December
2009
€000
Executive Directors
G.A. Culpepper
M.S. Towe
226
752
109
152
13
42
-
-
(11)
(32)
337
914
(iii) Notional interest, which is calculated based on the average bid yields of United States Treasury fixed-coupon securities with remaining terms to maturity of
approximately 20 years, plus 1.5%, is credited to the above plans.
Deferred Shares (iv)
Executive Directors
M. Lee
W.I. O’Mahony
Number
at 31st
December
2008
Awards of
Deferred
Shares
during 2009
New Shares
allotted under the
Scrip Dividend
Scheme
during 2009
New Shares
taken up
in 2 for 7
Rights Issue in
2009
Number at
31st December
2009
Release date
Released
during 2009
(v)
6,033
7,644
13,677
13,873
17,070
30,943
-
-
-
-
-
-
238
301
539
-
-
-
1,723
2,184
3,907
-
-
-
-
-
-
13,873
17,070
30,943
7,994
March 2010
10,129
18,123
March 2011
-
-
-
(iv) Under the executive Directors’ incentive plan, up to one-third of the bonus in each year is payable in CRH shares and the entitlement to beneficial ownership of
the shares is deferred for a period of three years, with the individual not becoming beneficially entitled to the shares in the event of departure from the Group in
certain circumstances during that time period.
(v) Following his retirement as an executive Director, Mr. O’Mahony’s awards were released to him on 18th March 2009.
CRH 55
Report on Directors’ Remuneration continued
Directors’ awards under the Performance Share Plan (i)
31st December
2008
(ii)
Granted in
2009
Released in
2009
(iii)
Lapsed in
2009
(iii)
31st December
2009
Performance
period
Release
date
Market
price in euro
on award
(iv)
G.A. Culpepper
(v)
11,090
M. Lee
9,981
12,199
-
33,270
22,180
19,962
27,725
-
69,867
A. Manifold
(v)
9,981
16,635
27,725
-
54,341
W.I. O’Mahony
66,542
M.S. Towe
24,953
18,853
23,289
-
67,095
-
-
-
47,500
47,500
-
-
-
70,000
70,000
-
-
-
47,500
47,500
-
-
-
-
76,000
76,000
8,316
2,774
-
-
-
-
-
-
-
8,316
2,774
9,981
01/01/07 – 31/12/09 March 2010
12,199
01/01/08 – 31/12/10 March 2011
47,500
69,680
01/01/09 – 31/12/11 March 2012
16,632
5,548
-
-
-
-
-
-
-
19,962
01/01/07 – 31/12/09 March 2010
27,725
01/01/08 – 31/12/10 March 2011
70,000
01/01/09 – 31/12/11 March 2012
16,632
5,548
117,687
7,484
2,497
-
-
-
-
-
-
-
16,635
01/01/07 – 31/12/09 March 2010
27,725
01/01/08 – 31/12/10 March 2011
47,500
01/01/09 – 31/12/11 March 2012
33.55
23.45
17.00
33.55
23.45
17.00
33.55
23.45
17.00
7,484
2,497
91,860
49,899
16,643
18,712
6,241
-
-
-
-
-
-
-
-
18,853
01/01/07 – 31/12/09 March 2010
23,289
01/01/08 – 31/12/10 March 2011
76,000
01/01/09 – 31/12/11 March 2012
33.55
23.45
17.00
18,712
6,241
118,142
(i) Performance Share Plan This is a long-term share incentive plan under which share awards are granted in the form of a provisional allocation of shares for which
no exercise price is payable. The shares scheduled for release in March 2010, March 2011 and March 2012 will be allocated to the extent that the relative TSR
performance conditions are achieved. The structure of the Performance Share Plan is set out on page 51.
(ii) Restated for the bonus element of the 2 for 7 Rights Issue in 2009.
(iii) On 25th March 2009, the Remuneration Committee determined that 74.99% of the 2006 award vested and that portion of the award was released to participants.
The balance of the 2006 award lapsed.
(iv) The Trustees of the CRH plc Employee Benefit Trust purchased Ordinary Shares at €24.82 per share on 21st June 2006 in respect of the 2006 award, and at
€33.55 per share on 11th April 2007 in respect of part of the 2007 award. No shares were purchased in respect of the 2008 award. No dividends are payable on
these shares until such time as they are released to plan participants.
(v) Mr. G.A. Culpepper and Mr. A. Manifold became Directors on 1st January 2009. The opening balances above relate to the position at date of appointment
restated for the bonus element of the 2009 Rights Issue.
56 CRH
Directors’ interests
The Company’s Register of Directors’ Interests contains full details of Directors’ shareholdings and options to subscribe for shares.
Directors’ share options
Details of movements on outstanding options and those exercised during the year are set out in the table below:
31st December
2008*
Granted in
2009
Lapsed in
2009
Exercised in
2009
31st December
2009
Weighted
average option
price at
31st December
2009
€
Options exercised during 2009
Weighted
average
market price
at date of
exercise
€
Weighted
average
exercised
price
€
G.A. Culpepper**
M. Lee
A. Manifold**
W.I. O’Mahony
M.S. Towe
42,611
30,437
-
-
113,673
35,000
72,085
3,580
238,435
138,625
1,752
18,262
-
-
80,000
-
-
-
116,445
50,000
48,796
1,752
164,357
146,095
576,680
277,250
60,873
60,873
243,981
155,260
-
-
-
-
-
-
-
-
-
-
2,511,822
165,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
42,611
12,175
-
-
-
-
-
-
18,262
-
-
-
42,611
85,222
-
-
60,873
60,873
-
-
-
18,262
148,673
72,085
3,580
318,435
138,625
1,752
-
166,445
48,796
1,752
121,746
60,873
576,680
277,250
-
-
243,981
155,260
(a)
(b)
(c)
(d)
(b)
(c)
(d)
(e)
(b)
(c)
(d)
(e)
(a)
(b)
(c)
(d)
(a)
(b)
(c)
(d)
322,627
2,354,195
-
16.24
20.29
14.95
15.56
19.32
14.86
18.39
-
21.97
14.65
18.39
15.56
15.56
18.31
16.99
-
-
20.26
14.80
15.81
13.22
17.80
15.61
-
-
-
-
-
-
-
-
-
-
-
-
15.56
18.17
-
-
-
13.22
13.22
-
-
16.24
16.24
-
-
-
-
-
16.30
16.30
-
-
19.38
19.38
-
-
* The opening balances above and in the following table have been re-stated for the bonus element of the 2 for 7 Rights Issue in 2009.
** Mr. G.A. Culpepper and Mr. A. Manifold became Directors on 1st January 2009. The opening balances above and in the following table relate to the position at date
of appointment.
CRH 57
Report on Directors’ Remuneration continued
Options by Price
€
13.2155
13.2155
15.5646
15.5646
16.2381
16.2381
16.4830
16.4830
17.7454
17.7454
11.8573
11.8573
11.9565
11.9565
15.0674
15.0674
15.0854
15.0854
18.7463
18.8545
26.1493
22.3892
29.4855
29.8643
21.5235
16.5800
17.3000
18.3946
31st December
2008*
Granted in
2009
Lapsed in
2009
Exercised in
2009
31st December
2009
Earliest
exercise date
Expiry date
48,698
97,397
121,746
82,715
97,397
79,135
166,350
239,544
138,625
191,857
110,900
60,995
44,360
72,085
66,540
55,450
44,360
72,085
72,085
44,360
108,128
221,800
66,540
58,223
146,943
-
-
3,504
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
130,000
35,000
-
2,511,822
165,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
48,698
97,397
-
18,262
97,397
60,873
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
121,746
64,453
-
18,262
166,350
239,544
138,625
191,857
110,900
60,995
44,360
72,085
66,540
55,450
44,360
72,085
72,085
44,360
108,128
221,800
66,540
58,223
146,943
130,000
35,000
3,504
(a)
(b)
(a)
(b)
(a)
(b)
(c)
(d)
(c)
(d)
(c)
(d)
(c)
(d)
(c)
(d)
(c)
(d)
(c)
(c)
(c)
(c)
(c)
(c)
(c)
(c)
(c)
(e)
322,627
2,354,195
March 2010
March 2010
March 2010
March 2010
March 2010
March 2010
March 2010
March 2010
March 2010
March 2010
March 2010
March 2010
March 2010
March 2010
March 2010
April 2010
April 2010
April 2010
April 2011
April 2011
April 2012
April 2012
April 2013
April 2013
April 2013
April 2013
April 2014
April 2014
April 2014
April 2014
April 2015
April 2015
April 2016
June 2016
April 2017
April 2017
April 2018
April 2019
April 2019
July 2013
December 2013
The market price of the Company’s shares at 31st December 2009 was €19.01 and the range during 2009 was €12.55 to €20.70.
(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 and other manufacturing companies. If below the 75th percentile, these options are not exercisable.
(e) Granted under the 2000 savings-related share option scheme.
58 CRH
Directors’ Interests in Share Capital at 31st December 2009
The interests of the Directors and the Secretary in the shares of the Company as
at 31st December 2009, which are beneficial unless otherwise indicated, are
shown below. The Directors and the Secretary have no beneficial interests in any
of the Group’s subsidiary, joint venture or associated undertakings.
Ordinary Shares
Directors
G.A. Culpepper
W.P. Egan
- Non-beneficial
U-H. Felcht
N. Hartery
J.M. de Jong
J.W. Kennedy
M. Lee
K. McGowan
A. Manifold
T.V. Neill
D.N. O’Connor
J.M.C. O’Connor
W.I. O’Mahony
M.S. Towe
Secretary
N. Colgan
31st December
2009
31st December
2008
32,180
16,427
12,000
1,285
1,285
13,502
1,009 *
19,170 *
15,000
12,000
1,000
1,000
10,190
-
323,027 **
258,246 **
21,344
11,790
89,844
15,040
2,763
1,089,431
34,420
16,167
5,742 *
69,881
11,478
2,131
827,821 **
18,857
10,527
10,434 *
1,675,874
1,279,117
There were no transactions in the above Directors’ and Secretary’s interests
between 31st December 2009 and 1st March 2010.
Of the above holdings, the following are held in the form of American Depositary
Receipts (ADRs):
G.A. Culpepper
W.P. Egan
- Non-beneficial
M.S. Towe
31st December
2009
31st December
2008
179
10,000
12,000
3,397
179 *
10,000
12,000
3,397
*
Holding as at date of appointment.
**
Excludes awards of Deferred Shares, details of which are shown on page 55.
CRH 59
Statement of Directors’ Responsibilities
in respect of the financial statements
Company law in the Republic of 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 Parent Company and of the Group and of the profit or loss of the
Group for that period.
In preparing the Consolidated 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 International Financial Reporting Standards as adopted
by the European Union, subject to any material departures disclosed and
explained in the financial statements; and
# prepare the financial statements on the going concern basis unless it is
inappropriate to presume that the Group will continue in business.
The considerations set out above for the Group are also required to be addressed
by the Directors in preparing the financial statements of the Parent Company
(which are set out on pages 116 to 119), in respect of which the applicable
accounting standards are those which are generally accepted in the Republic
of Ireland.
The Directors have elected to prepare the Parent Company’s Financial Statements
in accordance with generally accepted accounting practice in Ireland (Irish GAAP)
comprising the financial reporting standards issued by the Accounting Standards
Board and published by the Institute of Chartered Accountants in Ireland, together
with the Companies Acts, 1963 to 2009.
The Directors are responsible for keeping proper books of account which disclose
with reasonable accuracy at any time the financial position of the Parent Company
and which enable them to ensure that the Consolidated Financial Statements are
prepared in accordance with applicable International Financial Reporting
Standards as adopted by the European Union and comply with the provisions of
the Companies Acts, 1963 to 2009 and Article 4 of the IAS Regulation. 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.
60 CRH
Independent Auditors’ Report
to the members of CRH public limited company
We have audited the Consolidated and Parent Company (“Company”) Financial
Statements (the “financial statements”) of CRH plc for the year ended 31st
December 2009 which comprise the Consolidated Income Statement, the
Consolidated Statement of Comprehensive Income, the Consolidated and
Company Balance Sheets, the Consolidated Statement of Changes in Equity, the
Consolidated Statement of Cash Flows, the related notes 1 to 34 (Group) and the
related notes 1 to 11 (Company). These financial statements have been prepared
under the accounting policies set out therein.
This Report is made solely to the Company’s members, as a body, in accordance
with section 193 of the Companies Act, 1990. Our audit work has been
undertaken so that we might state to the Company’s members those matters we
are required to state to them in an auditors’ report and for no other purpose. To
the fullest extent permitted by law, we do not accept or assume responsibility to
anyone other than the Company and the Company’s members as a body, for our
audit work, for this Report, or for the opinions we have formed.
Respective responsibilities of Directors and Auditors
The Directors are responsible for the preparation of the Consolidated Financial
Statements in accordance with applicable Irish law and International Financial
Reporting Standards (IFRSs) as adopted by the European Union, and for the
preparation of the Company Financial Statements in accordance with applicable
Irish law and Accounting Standards issued by the Accounting Standards Board
and promulgated by the Institute of Chartered Accountants in Ireland (“Generally
Accepted Accounting Practice in Ireland”) as set out in the Statement of Directors’
Responsibilities.
Our responsibility is to audit the financial statements in accordance with relevant
legal and regulatory requirements and International Standards on Auditing (UK
and Ireland).
We report to you our opinion as to whether the financial statements give a true
and fair view and have been properly prepared in accordance with the Companies
Acts, 1963 to 2009 and whether, in addition, the Consolidated Financial
Statements have been properly prepared in accordance with Article 4 of the IAS
Regulation. 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’ Report is consistent with the financial statements. In
addition, we state whether we have obtained all the information and explanations
necessary for the purposes of our audit and whether the Company Balance
Sheet is in agreement with the books of account.
We also report to you if, in our opinion, any information specified by law or the
Listing Rules of the Irish Stock Exchange regarding Directors’ remuneration and
other transactions is not disclosed and, where practicable, include such
information in our Report.
We are required by law to ascertain that the Company has produced a Corporate
Governance Statement where this is prepared as a separate report and whether
such statement contains the information required by law. We review whether the
Corporate Governance Statement reflects the Company’s compliance with the
nine provisions of the 2008 Financial Reporting Council’s Combined Code
specified for our review by the Listing Rules of the Irish Stock Exchange, 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’s corporate governance procedures or its risk and
control procedures.
Where a separate Corporate Governance Statement is prepared, we also
consider and report to you whether the information required under section 158
(6D) (d) of the Companies Act, 1963 given in the Corporate Governance Statement
is consistent with the financial statements.
We read other information contained in the Annual Report and consider whether
it is consistent with the audited financial statements. The other information
comprises only the Directors’ Report, the 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 International Standards on Auditing
(UK and Ireland) 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’s and Company’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 Consolidated Financial Statements give a true and fair view, in
accordance with IFRSs as adopted by the European Union, of the state of affairs
of the Group as at 31st December 2009 and of its profit for the year then ended
and have been properly prepared in accordance with the Companies Acts, 1963
to 2009 and Article 4 of the IAS Regulation.
In our opinion the Company Financial Statements give a true and fair view, in
accordance with Generally Accepted Accounting Practice in Ireland, of the state
of affairs of the Company as at 31st December 2009 and have been properly
prepared in accordance with the Companies Acts, 1963 to 2009.
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 information required under section 158 (6D) (d) of the Companies
Act, 1963 given in the Corporate Governance Statement is consistent with the
financial statements.
In our opinion, the Company Balance Sheet does not disclose a financial situation
which under section 40(1) of the Companies (Amendment) Act, 1983 would
require the convening of an extraordinary general meeting of the Company.
Ernst & Young
Chartered Accountants and
Registered Auditors
Dublin
1st March 2010
CRH 61
Consolidated Income Statement
for the financial year ended 31st December 2009
Notes
1
Revenue
Cost of sales
Gross profit
3
Operating costs
1, 4, 5
Group operating profit
1,16
Profit on disposal of non-current assets
Profit before finance costs
Finance costs
Finance revenue
Group share of associates' profit after tax
Profit before tax
8
8
9
1
10
Income tax expense
Group profit for the financial year
Profit attributable to:
Equity holders of the Company
Minority interest
Group profit for the financial year Group profit for the financial year
2009
€m
17,373
(12,510)
4,863
(3,908)
955
26
981
(419)
122
48
732
(134)
598
592
6
598
2008
€m
20,887
(14,738)
6,149
(4,308)
1,841
69
1,910
(503)
160
61
1,628
(366)
1,262
1,248
14
1,262
12
Basic earnings per Ordinary Share
88.3c
Restated
210.2c
12
Diluted earnings per Ordinary Share
87.9c
209.0c
All of the results relate to continuing operations.
Consolidated Statement of Comprehensive Income
for the financial year ended 31st December 2009
Notes
28
24
10
Group profit for the financial year
Other comprehensive income
Currency translation effects
Actuarial loss on Group defined benefit pension obligations
Gains/(losses) relating to cash flow hedges
Tax on items recognised directly within other comprehensive income
Net expense recognised directly within other comprehensive income
Total comprehensive income for the financial year
Attributable to:
Equity holders of the Company
Minority interest
Total comprehensive income for the financial year
K. McGowan, M. Lee, Directors
2009
€m
2008
€m
598
1,262
(96)
(67)
15
18
(130)
468
462
6
468
(97)
(348)
(28)
71
(402)
860
847
13
860
62 CRH
Notes
13
14
15
15
24
27
17
18
24
22
22
30
30
30
30
23
24
27
19
28
26
29
19
23
24
26
Consolidated Balance Sheet
as at 31st December 2009
ASSETS
Non-current assets
Property, plant and equipment
Intangible assets
Investments accounted for using the equity method
Other financial assets
Derivative financial instruments
Deferred income tax assets
Total non-current assets
Current assets
Inventories
Trade and other receivables
Current income tax recoverable
Derivative financial instruments
Liquid investments
Cash and cash equivalents
Total current assets
Total assets
EQUITY
Capital and reserves attributable to the Company's equity holders
Equity share capital
Preference share capital
Share premium account
Treasury Shares and own shares
Other reserves
Foreign currency translation reserve
Retained income
Minority interest
Total equity
LIABILITIES
Non-current liabilities
Interest-bearing loans and borrowings
Derivative financial instruments
Deferred income tax liabilities
Trade and other payables
Retirement benefit obligations
Provisions for liabilities
Capital grants
Total non-current liabilities
Current liabilities
Trade and other payables
Current income tax liabilities
Interest-bearing loans and borrowings
Derivative financial instruments
Provisions for liabilities
Total current liabilities
Total liabilities
Total equity and liabilities
K. McGowan, M. Lee, Directors
2009
€m
2008
€m
8,535
4,095
962
128
244
337
14,301
2,008
2,454
77
5
66
1,372
5,982
8,888
4,108
743
127
416
333
14,615
2,473
3,096
-
10
128
799
6,506
20,283
21,121
241
1
3,778
(279)
128
(740)
6,508
9,637
73
9,710
4,943
78
1,519
155
454
240
12
7,401
2,471
192
381
8
120
3,172
186
1
2,448
(378)
87
(644)
6,387
8,087
70
8,157
6,277
84
1,461
137
414
253
14
8,640
2,919
186
1,021
62
136
4,324
10,573
12,964
20,283
21,121
CRH 63
Consolidated Statement of Changes in Equity
for the financial year ended 31st December 2009
Issue of share capital (net of expenses)
55
1,330
At 1st January 2009
Group profit for the financial year
Other comprehensive income
Total comprehensive income
Share-based payment expense
- share option schemes
- Performance Share Plan (PSP)
Reclassification of Performance Share Plan expense
10
Tax relating to share-based payment expense
Treasury/own shares re-issued
Shares acquired by Employee Benefit Trust (own shares)
Share option exercises
Dividends (including shares issued in lieu of dividends)
Minority interest arising on acquisition
At 31st December 2009
for the financial year ended 31st December 2008
At 1st January 2008
Group profit for the financial year
Other comprehensive income
Minority interest profit attributable to associates
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Attributable to the equity holders of the Company
Issued
share
capital
€m
Share
premium
account
€m
Treasury
Shares/
own
shares
€m
Other
reserves
€m
Foreign
currency
translation
reserve
€m
Retained
income
€m
Minority
interest
€m
Total
equity
€m
187
2,448
(378)
87
(644)
6,387
70
8,157
-
-
-
-
-
-
187
2,448
(378)
-
-
87
-
18
10
13
-
-
-
-
-
-
-
592
(96)
(34)
6
-
598
(130)
(740)
6,945
76
8,625
-
-
-
-
-
-
-
-
-
-
-
-
1,385
-
-
-
3
(114)
-
60
(386)
-
-
-
-
-
-
-
-
(7)
4
18
10
-
3
-
(2)
60
(393)
4
-
-
-
(13)
-
114
(2)
-
-
-
242
3,778
(279)
128
(740)
6,508
73
9,710
Total comprehensive income
187
2,420
Issue of share capital (net of expenses)
Share-based payment expense
- share option schemes
- Performance Share Plan (PSP)
Tax relating to share-based payment expense
Shares acquired by CRH plc (Treasury Shares)
Treasury/own shares re-issued
Shares acquired by Employee Benefit Trust (own shares)
Share option exercises
Dividends (including shares issued in lieu of dividends)
Minority interest arising on acquisition
-
-
-
-
-
-
-
-
-
-
28
-
-
-
-
-
-
-
-
-
187
2,420
(19)
70
(547)
5,843
-
-
-
(19)
-
-
7
-
(411)
48
(3)
-
-
-
-
-
-
70
-
17
-
-
-
-
-
-
-
-
-
1,248
(97)
-
(305)
-
66
14
-
(1)
8,020
1,262
(402)
(1)
(644)
6,786
79
8,879
-
-
-
-
-
-
-
-
-
-
-
-
-
(13)
-
(48)
-
31
(369)
-
-
28
-
-
-
-
-
-
-
(5)
(4)
17
7
(13)
(411)
-
(3)
31
(374)
(4)
At 31st December 2008
187
2,448
(378)
87
(644)
6,387
70
8,157
K. McGowan, M. Lee, Directors
Notes
30
7
30
30
11
32
30
7
10
30
30
30
11
32
64 CRH
Consolidated Statement of Cash Flows
for the financial year ended 31st December 2009
Notes
Cash flows from operating activities
Profit before tax
Finance costs (net)
Group share of associates' profit after tax
Profit on disposal of non-current assets
Group operating profit
Depreciation charge (including impairments)
Share-based payment expense
Amortisation of intangible assets (including impairments)
Amortisation of capital grants
Other non-cash movements
Net movement on provisions
Decrease/(increase) in working capital
Cash generated from operations
Interest paid (including finance leases)
Irish corporation tax paid
Overseas corporation tax paid
Net cash inflow from operating activities
Cash flows from investing activities
Inflows
Proceeds from disposal of non-current assets
Interest received
Capital grants received
Dividends received from associates
Outflows
Purchase of property, plant and equipment
Acquisition of subsidiaries and joint ventures
Investments in and advances to associates
Advances to joint ventures and purchase of trade investments
Increase in finance-related receivables
Deferred and contingent acquisition consideration paid
Net cash outflow from investing activities
Cash flows from financing activities
Inflows
Proceeds from issue of shares (net)
Proceeds from exercise of share options
Decrease in liquid investments
Increase in interest-bearing loans, borrowings and finance leases
Net cash inflow arising from derivative financial instruments
Outflows
Treasury/own shares purchased
Repayment of interest-bearing loans, borrowings and finance leases
Net cash outflow arising from derivative financial instruments
Dividends paid to equity holders of the Company
Dividends paid to minority interests
Net cash outflow from financing activities
Increase/(decrease) in cash and cash equivalents
Reconciliation of opening to closing cash and cash equivalents
Cash and cash equivalents at 1st January
Translation adjustment
Increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at 31st December
13
7
14
29
26
20
16
29
13
32
15
15
20
20
30
25
25
25
11
11
25
25
25
2009
€m
732
297
(48)
(26)
955
794
28
54
(2)
(37)
(41)
783
2,534
(294)
(2)
(102)
2,136
103
31
-
38
172
(532)
(174)
(235)
(9)
(115)
(37)
(1,102)
(930)
1,237
60
65
757
16
2,135
(2)
(2,501)
-
(238)
(7)
(2,748)
(613)
593
799
(20)
593
1,372
2008
€m
1,628
343
(61)
(69)
1,841
781
24
43
(3)
(15)
(28)
(57)
2,586
(371)
(18)
(304)
1,893
168
51
4
42
265
(1,039)
(777)
(156)
(50)
-
(34)
(2,056)
(1,791)
6
31
175
1,382
-
1,594
(414)
(1,024)
(100)
(347)
(5)
(1,890)
(296)
(194)
1,006
(13)
(194)
799
A reconciliation of cash and cash equivalents to net debt is presented in note 25 to the financial statements.
K. McGowan, M. Lee, Directors
CRH 65
Accounting Policies
Statement of compliance
The Consolidated Financial Statements of CRH plc have been prepared in
accordance with International Financial Reporting Standards (IFRS) as adopted by
the European Union, which comprise standards and interpretations approved by
the International Accounting Standards Board (IASB). IFRS as adopted by the
European Union differ in certain respects from IFRS as issued by the IASB.
However, the Consolidated Financial Statements for the financial years presented
would be no different had IFRS as issued by the IASB been applied. References
to IFRS hereafter should be construed as references to IFRS as adopted by the
European Union.
CRH plc, the parent company, is a publicly traded limited company incorporated
and domiciled in the Republic of Ireland.
Basis of preparation
The Consolidated Financial Statements, which are presented in euro millions, have
been prepared under the historical cost convention as modified by the measurement
at fair value of share-based payments, retirement benefit obligations and certain
financial assets and liabilities including derivative financial instruments.
The accounting policies set out below have been applied consistently by all the
Group’s subsidiaries, joint ventures and associates to all periods presented in
these Consolidated Financial Statements.
The preparation of financial statements in conformity with IFRS requires the use of
certain critical accounting estimates. In addition, it requires management to
exercise judgement in the process of applying the Company’s accounting policies.
The areas involving a high degree of judgement or complexity, or areas where
assumptions and estimates are significant to the Consolidated Financial
Statements, relate primarily to accounting for defined benefit pension schemes,
provisions for liabilities, property, plant and equipment and goodwill impairment.
The financial year-ends of the Group’s subsidiaries, joint ventures and associates
are co-terminous.
Adoption of IFRS and International Financial Reporting Interpretations
Committee (IFRIC) Interpretations
IFRS and IFRIC Interpretations adopted during the financial year
The Group has adopted the following new and amended IFRS and IFRIC
interpretations in respect of the 2009 financial year-end:
– IFRS 2 Share-based Payment – Vesting Conditions and Cancellations effective
1st January 2009
– IFRS 7 Financial Instruments: Disclosures effective 1st January 2009
– IFRS 8 Operating Segments effective 1st January 2009
– IAS 1 Presentation of Financial Statements effective 1st January 2009
– IAS 23 Borrowing Costs (Revised) effective 1st January 2009
– Amendments to IAS 32 and IAS 1 – Puttable Financial Instruments and
Obligations Arising on Liquidation effective 1st January 2009
– IFRIC 9 Remeasurement of Embedded Derivatives and IAS 39 Financial
Instruments: Recognition and Measurement effective 1st July 2008
– IFRIC 13 Customer Loyalty Programmes effective 1st July 2008
– IFRIC 15 Agreements for the Construction of Real Estate effective 1st January
2009
– IFRIC 16 Hedges of a Net Investment in a Foreign Operation effective 1st
October 2008
– IFRIC 18 Transfers of Assets from Customers effective for transfers on or after
1st July 2009
– Improvements to IFRSs (May 2008) with an effective date of 1st January 2009
(i.e. all except for IFRS 5 amendment)
IFRS 8 Operating Segments replaced IAS 14 Segment Reporting. Following a
review of its requirements, the Group has concluded that the operating segments
determined in accordance with IFRS 8 are the same as the business segments
previously identified under IAS 14. IFRS 8 disclosures are shown in note 1,
including the related revised comparative information.
IAS 1 Presentation of Financial Statements has been revised and now requires the
separation of owner and non-owner changes in equity and the presentation of a
66 CRH
statement of changes in equity as a primary statement (the information contained
in this statement had previously been provided by the Group in the notes to the
Consolidated Financial Statements). The statement of changes in equity includes
only details of transactions with owners, with non-owner changes in equity
presented in a reconciliation of each component of equity. The revised standard
also introduces the statement of comprehensive income; it presents all items of
recognised income and expense, either in one single statement, or two linked
statements. The Group has elected to present two statements, the Consolidated
Income Statement and the Consolidated Statement of Comprehensive Income
(similar to the Statement of Recognised Income and Expense previously provided
except that taxation relating to equity items is now shown within the Consolidated
Statement of Changes in Equity).
IFRS 7 Financial Instruments – Disclosures (amendment) requires enhanced
disclosures about fair value measurement and liquidity risk and disclosure of fair
value measurements by level of a fair value measurement hierarchy. The changes
required by the amended standard are purely disclosure-related.
Adoption of the remaining standards and interpretations did not result in material
changes in the Group’s financial statements.
IFRS and IFRIC Interpretations which are not yet effective
The Group has not applied the following standards and interpretations that have
been issued but are not yet effective:
– IFRS 2 Share-based Payment: Group Cash-settled Share-based Payment
Transactions effective 1st January 2010
– IFRS 3R Business Combinations (Revised) and IAS 27 Consolidated and
Separate Financial Statements (Amended) effective 1st July 2009 including
consequential amendments to IFRS 7, IAS 21, IAS 28, IAS 31 and IAS 39
– IAS 39 Financial Instruments: Recognition and Measurement – Eligible Hedged
Items effective 1st July 2009
– IFRIC 17 Distributions of Non-cash Assets to Owners effective 1st July 2009
– Improvements to IFRSs (April 2009) – amendments applying in respect of 2010
financial year-ends and thereafter
The standards and interpretations addressed above will be applied for the
purposes of the Group financial statements with effect from the dates listed.
IFRS 3R Business Combinations, while it continues to apply the acquisition
method to business combinations, introduces a number of changes to the
accounting for business combinations that will impact the amount of goodwill
recognised, the reported results in the period that an acquisition occurs and future
reported results. These changes will include, but will not be limited to, the
expensing of acquisition-related costs as incurred, the method of accounting for
step acquisitions and the recognition and measurement of contingent consideration.
IAS 27 (Amended) requires that a change in the ownership interest of a subsidiary
(without loss of control) is accounted for as an equity transaction. The Group will
apply IFRS 3R prospectively to all business combinations from 1st January 2010.
The application of the other standards and interpretations is not envisaged to have
any material impact on the Group financial statements.
Basis of consolidation
The Consolidated Financial Statements include the financial statements of the
Parent Company and all subsidiaries, joint ventures and associates, drawn up to
31st December each year.
Subsidiaries
The financial statements of subsidiaries are included in the Consolidated Financial
Statements from the date on which control over the operating and financial
decisions is obtained and cease to be consolidated from the date on which control
is transferred out of the Group. Control exists when the Group has the power,
directly or indirectly, to govern the financial and operating policies of an entity so
as to obtain economic benefits from its activities. The existence and effect of
potential voting rights that are currently exercisable or convertible are considered
in determining the existence or otherwise of control.
Joint ventures
In line with IAS 31 Interests in Joint Ventures, the Group’s share of results and net
assets of joint ventures (jointly controlled entities), 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 on the basis of proportionate consolidation from the date on which
the contractual agreements stipulating joint control are finalised and are
derecognised when joint control ceases. The Group combines its share of the joint
ventures’ individual income and expenses, assets and liabilities and cash flows on
a line-by-line basis with similar items in the Consolidated Financial Statements.
Loans to joint ventures are classified as loans and receivables within financial
assets and are recorded at amortised cost.
Associates
Entities other than subsidiaries and joint ventures in which the Group has a
participating interest, and over whose operating and financial policies the Group is
in a position to exercise significant influence, are accounted for as associates
using the equity method and are included in the Consolidated Financial Statements
from the date on which significant influence is deemed to arise until the date on
which such influence ceases to exist. If the Group’s share of losses exceeds the
carrying amount of an associate, the carrying amount is reduced to nil and
recognition of further losses is discontinued except to the extent that the Group
has incurred obligations in respect of the associate.
Equity method
Under the equity method, which is used in respect of accounting for the Group’s
investments in associates, the Consolidated Income Statement reflects the
Group’s share of profit after tax of the related associates. Investments in associates
are carried in the Consolidated Balance Sheet at cost adjusted in respect of post-
acquisition changes in the Group’s share of net assets, less any impairment in
value. Goodwill relating to the associate is included in the carrying amount of the
investment and is neither amortised nor individually tested for impairment. Where
indicators of impairment arise in accordance with the requirements of IAS 39
Financial Instruments: Recognition and Measurement, the carrying amount of the
investment is tested for impairment by comparing its recoverable amount with its
carrying amount.
Minority interests
Minority interests represent the portion of profit or loss and net assets not held by
the Group and are presented separately in the Consolidated Income Statement
and within equity in the Consolidated Balance Sheet, distinguished from Parent
Company shareholders’ equity. Acquisitions of minority interests are accounted for
using the parent entity extension method whereby the difference between the
consideration and the book value of the share of net assets acquired is recognised
in goodwill.
Transactions eliminated on consolidation
Intra-group balances and transactions, income and expenses, and any unrealised
gains or losses arising from such transactions, are eliminated in preparing the
Consolidated Financial Statements. Unrealised gains arising from transactions
with joint ventures and associates are eliminated to the extent of the Group’s
interest in the entity. Unrealised losses are eliminated in the same manner as
unrealised gains, but only to the extent that there is no evidence of impairment in
the Group’s interest in the entity.
Revenue recognition
Revenue represents the value of goods and services supplied to external
customers and excludes intercompany sales, trade discounts and value added
tax/sales tax. Other than in the case of construction contracts, revenue is
recognised to the extent that it is subject to reliable measurement, that it is
probable that economic benefits will flow to the Group and that the significant risks
and rewards of ownership have passed to the buyer, usually on delivery of the
goods.
Construction contracts
Revenue on construction contracts is recognised in accordance with the
percentage-of-completion method with the completion percentage being
computed generally by reference to the proportion that contract costs incurred at
the balance sheet date bear to the total estimated cost of the contract. Contract
costs are recognised as incurred. When the outcome of a construction contract
cannot be estimated reliably, contract revenue is recognised only to the extent of
contract costs incurred that are likely to be recoverable. When the outcome of a
construction contract can be estimated reliably and it is probable that the contract
will be profitable, contract revenue is recognised over the period of the contract.
When it is probable that total contract costs will exceed total contract revenue, the
expected loss is recognised immediately as an expense. If circumstances arise
that may change the original estimates of revenues, costs or extent of progress
towards completion, estimates are revised. These revisions may result in increases
or decreases in revenue or costs and are reflected in income in the period in which
the circumstances that give rise to the revision became known by management.
Segment reporting
Operating segments are reported in a manner consistent with the internal
organisational and management structure and the internal reporting information
provided to the chief operating decision maker who is responsible for allocating
resources and assessing performance of the operating segments. The Group has
determined that it has six reportable operating segments based on its lines of
business; materials, products and distribution in Europe and the Americas.
Foreign currency translation
Items included in the financial statements of each of the Group’s entities are
measured using the currency of the primary economic environment in which the
entity operates (“the functional currency”). The Consolidated Financial Statements
are presented in euro, which is the presentation currency of the Group and the
functional currency of the Parent Company.
Transactions in foreign currencies are recorded at the rate ruling at the date of the
transaction. Monetary assets and liabilities denominated in foreign currencies are
retranslated at the rate of exchange ruling at the balance sheet date. All currency
translation differences are taken to the Consolidated Income Statement with the
exception of all monetary items that provide an effective hedge for a net investment
in a foreign operation. These are recognised in other comprehensive income until
the disposal of the net investment, at which time they are recognised in the income
statement.
Results and cash flows of subsidiaries, joint ventures and associates with non-
euro functional currencies 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 subsidiaries, joint ventures and associates at average
rates, and on restatement of the opening net assets at closing rates, are dealt with
in a separate translation reserve within equity, net of differences on related currency
borrowings. All other translation differences are taken to the Consolidated Income
Statement.
On disposal of a foreign operation, accumulated currency translation differences
are recognised in the Consolidated Income Statement as part of the overall gain
or loss on disposal. Goodwill and fair value adjustments arising on acquisition of a
foreign operation are regarded as assets and liabilities of the foreign operation, are
expressed in the functional currency of the foreign operation, are recorded in euro
at the exchange rate at the date of the transaction and are subsequently
retranslated at the applicable closing rates.
The principal exchange rates used for the translation of results, cash flows and
balance sheets into euro were as follows:
euro 1 =
2009
2008
2009
2008
Average
Year-end
US Dollar
Pound Sterling
Polish Zloty
1.3948
0.8909
4.3276
1.4708
0.7963
3.5121
1.4406
1.3917
0.8881
0.9525
4.1045
4.1535
Ukrainian Hryvnya
11.2404
7.7046
11.4738
10.8410
Swiss Franc
Canadian Dollar
Argentine Peso
Israeli Shekel
Turkish Lira
Indian Rupee
1.5100
1.5850
5.2111
5.4756
2.1631
1.5874
1.5594
4.6443
5.2556
1.9064
1.4836
1.4850
1.5128
1.6998
5.4885
4.7924
5.5134
5.3163
2.1547
2.1488
67.4271
63.7652
66.9539
67.5553
CRH 67
Accounting Policies continued
Retirement benefit obligations
Costs arising in respect of the Group’s defined contribution pension schemes are
charged to the Consolidated Income Statement in the period in which they are
incurred. The Group has no legal or constructive obligation to pay further
contributions in the event that the fund does not hold sufficient assets to meet its
benefit commitments.
The liabilities and costs associated with the Group’s defined benefit pension
schemes (both funded and unfunded) are assessed on the basis of the projected
unit credit method by professionally qualified actuaries and are arrived at using
actuarial assumptions based on market expectations at the balance sheet date.
The discount rates employed in determining the present value of the schemes’
liabilities are determined by reference to market yields at the balance sheet date
on high-quality corporate bonds of a currency and term consistent with the
currency and term of the associated post-employment benefit obligations.
When the benefits of a defined benefit scheme are improved, the portion of the
increased benefit relating to past service by employees is recognised as an
expense in the Consolidated Income Statement on a straight-line basis over the
average period until the benefits become vested. To the extent that the enhanced
benefits vest immediately, the related expense is recognised immediately in the
Consolidated Income Statement.
The net surplus or deficit arising on the Group’s defined benefit pension schemes,
together with the liabilities associated with the unfunded schemes, are shown
either within non-current assets or non-current liabilities on the face of the
Consolidated Balance Sheet. The deferred tax impact of pension scheme
surpluses and deficits is disclosed separately within deferred tax assets or
liabilities as appropriate. Actuarial gains and losses are recognised immediately in
the Consolidated Statement of Comprehensive Income.
The defined benefit pension asset or liability in the Consolidated Balance Sheet
comprises the total for each plan of the present value of the defined benefit
obligation less the fair value of plan assets out of which the obligations are to be
settled directly. Plan assets are assets that are held by a long-term employee
benefit fund or qualifying insurance policies. Fair value is based on market price
information and in the case of published securities it is the published bid price.
The value of any defined benefit asset is limited to the present value of any
economic benefits available in the form of refunds from the plan and reductions
in the future contributions to the plan.
The Group’s obligation in respect of post-employment healthcare and life
assurance benefits represents the amount of future benefit that employees have
earned in return for service in the current and prior periods. The obligation is
computed on the basis of the projected unit credit method and is discounted to
present value using a discount rate equating to the market yield at the balance
sheet date on high-quality corporate bonds of a currency and term consistent
with the currency and estimated term of the post-employment obligations.
Share-based payments
The Group operates both Share Option Schemes and a Performance Share Plan.
Its policy in relation to the granting of share options and the granting of awards
under the Performance Share Plan together with the nature of the underlying
market and non-market performance and other vesting conditions are addressed
in the Report on Directors’ Remuneration on pages 51 and 52.
Share options
For equity-settled share-based payment transactions (i.e. the issuance of share
options), the Group measures the services received and the corresponding
increase in equity at fair value at the grant date using the trinomial model. Fair
value is determined on the basis that the services to be rendered by employees
as consideration for the granting of share options will be received over the vesting
period, which is assessed as at the grant date. The share options granted by the
Company are not subject to market-based vesting conditions.
The cost of equity-settled transactions is recognised, together with a
corresponding increase in equity, over the period in which the performance and/
or service conditions are fulfilled. The cumulative expense recognised at each
reporting date until the vesting date reflects the extent to which the vesting period
has expired and the Group’s best estimate of the number of equity instruments
that will ultimately vest. The income statement expense/credit for a period
represents the movement in cumulative expense recognised at the beginning and
end of that period. The cumulative charge to the Consolidated Income Statement
68 CRH
is reversed only where the performance condition is not met or where an employee
in receipt of share options leaves service prior to completion of the expected
vesting period and those options forfeit in consequence.
No expense is recognised for awards that do not ultimately vest, except for
equity-settled transactions where vesting is conditional upon a non-vesting
condition which is treated as vesting irrespective of whether or not it is satisfied,
provided that all other performance and/or service conditions are satisfied.
Where an equity-settled award is cancelled, it is treated as if it vested on the date
of cancellation, and any expense not yet recognised for the award is recognised
immediately. This includes any award where non-vesting conditions within the
control of either the Company or the employee are not met. All cancellations of
equity-settled transaction awards are treated equally.
The proceeds received net of any directly attributable transaction costs are
credited to share capital (nominal value) and share premium when the options are
exercised.
The dilutive effect of outstanding options is reflected as additional share dilution
in the determination of diluted earnings per share.
The measurement requirements of IFRS 2 have been implemented in respect of
share options that were granted after 7th November 2002. The disclosure
requirements of IFRS 2 have been applied in relation to all outstanding share-
based payments regardless of their grant date.
To the extent that the Group receives a tax deduction relating to the services paid
in shares, deferred tax in respect of share options is provided on the basis of the
difference between the market price of the underlying equity as at the date of the
financial statements and the exercise price of the option; where the amount of
any tax deduction (or estimated future tax deduction) exceeds the amount of the
related cumulative remuneration expense, the current or deferred tax associated
with the excess is recognised directly in equity.
The Group has no exposure in respect of cash-settled share-based payment
transactions and share-based payment transactions with cash alternatives.
Awards under the Performance Share Plan
The fair value of shares awarded under the Performance Share Plan is determined
using a Monte Carlo simulation technique and is expensed in the Consolidated
Income Statement over the vesting period. The Performance Share Plan contains
inter alia a Total Shareholder Return-based (and hence market-based) vesting
condition, and accordingly, the fair value assigned to the related equity instruments
on initial application of IFRS 2 is adjusted so as to reflect the anticipated likelihood
as at the grant date of achieving the market-based vesting condition.
Property, plant and equipment
Property, plant and equipment are stated at historical cost less any accumulated
depreciation and any accumulated impairments except for certain items that had
been revalued to fair value prior to the date of transition to IFRS (1st January
2004); these items are measured on the basis of deemed cost, being the revalued
amount as at the date the revaluation was performed.
Depreciation and depletion
Depreciation is calculated to write off the book value of each item of property,
plant and equipment over 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 depleted over the period of the mineral extraction in the
proportion which production for the year bears to the latest estimates of mineral
reserves. Land other than mineral-bearing land is not depreciated. In general,
buildings are depreciated at 2.5% per annum (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: On average, transport equipment is depreciated at 20% p.a.
The residual values and useful lives of property, plant and equipment are reviewed,
and adjusted if appropriate, at each balance sheet date.
Impairment of property, plant and equipment
In accordance with IAS 36 Impairment of Assets, the carrying values of items of
property, plant and equipment are reviewed for impairment at each reporting date
and are subject to impairment testing when events or changes in circumstances
indicate that the carrying values may not be recoverable. Where the carrying
values exceed the estimated recoverable amount (being the greater of fair value
less costs to sell and value-in-use), the assets or cash-generating units are
written-down to their recoverable amount. In assessing value-in-use, the
estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money
and the risks specific to the asset for which the future cash flow estimates have
not been adjusted. The estimates of future cash flows exclude cash inflows or
outflows attributable to financing activities and income tax. For an asset that does
not generate largely independent cash inflows, the recoverable amount is
determined by reference to the cash-generating unit to which the asset belongs.
Repair and maintenance expenditure
Repair and maintenance expenditure is included in an asset’s carrying amount or
recognised as a separate asset, as appropriate, only when it is probable that
future economic benefits associated with the item will flow to the Group and the
cost of the item can be measured reliably. All other repair and maintenance
expenditure is charged to the Consolidated Income Statement during the financial
period in which it is incurred.
Borrowing costs re items of property, plant and equipment
Borrowing costs incurred in the construction of major assets which take a
substantial period of time to complete are capitalised in the financial period in
which they are incurred.
Business combinations
The purchase method of accounting is employed in accounting for the acquisition
of subsidiaries, joint ventures and associates by the Group.
The cost of a business combination is measured as the aggregate of the fair
values at the date of exchange of assets given, liabilities incurred or assumed and
equity instruments issued, together with any directly attributable expenses.
To the extent that settlement of all or any part of a business combination is
deferred, the fair value of the deferred component is determined through
discounting the amounts payable to their present value at the date of exchange.
The discount component is unwound as an interest charge in the Consolidated
Income Statement over the life of the obligation. Where a business combination
agreement provides for an adjustment to the cost of the combination contingent
on future events, the amount of the adjustment is included in the cost at the
acquisition date if the adjustment is probable and can be reliably measured.
Contingent consideration is included in the acquisition balance sheet on a
discounted basis.
The assets and liabilities (and contingent liabilities, if relevant) arising on business
combination activity are measured at their fair values at the date of acquisition. In
the case of a business combination which is completed in stages, the fair values
of the identifiable assets, liabilities and contingent liabilities are determined at the
date of each exchange transaction. When the initial accounting for a business
combination is determined provisionally, any adjustments to the provisional values
allocated to the identifiable assets and liabilities (and contingent liabilities, if
relevant) are made within twelve months of the acquisition date.
Minority interest is stated at the proportionate share of the fair values of the
acquired assets and liabilities recognised; goodwill is not allocated to the minority
interest. Subsequently, any losses applicable to the minority interest in excess of
the minority interest are allocated against the interests of the parent.
Goodwill
Goodwill is the excess of the consideration paid over the fair value of the
identifiable assets and liabilities (and contingent liabilities, if relevant) in a business
combination and relates to the future economic benefits arising from assets
which are not capable of being individually identified and separately recognised.
Goodwill applicable to jointly controlled entities is accounted for on the basis of
proportionate consolidation and is therefore included in the goodwill caption in
the Consolidated Balance Sheet, net of any impairments assessed in accordance
with the methodology discussed below. The carrying amount of goodwill in
respect of associates is included in investments in associates (i.e. within financial
assets) under the equity method in the Consolidated Balance Sheet; such
goodwill is not subject to annual impairment testing in accordance with IAS 28.
Where a subsidiary is disposed of or terminated through closure, the carrying
value of any goodwill which arose on acquisition of that subsidiary, net of any
impairments, is included in the determination of the net profit or loss on disposal/
termination.
To the extent that the Group’s interest in the net fair value of the identifiable assets
and liabilities (and contingent liabilities, if relevant) acquired exceeds the cost of a
business combination, the identification and measurement of the related assets
and liabilities and contingent liabilities are revisited and the cost is reassessed
with any remaining balance being recognised immediately in the Consolidated
Income Statement.
Goodwill acquired in a business combination is allocated, from the acquisition
date, to the cash-generating units that are anticipated to benefit from the
combination’s synergies. Following initial recognition, goodwill is measured at
cost less any accumulated impairment losses. The cash-generating units
represent the lowest level within the Group at which goodwill is monitored for
internal management purposes and these units are not larger than the operating
segments determined in accordance with IFRS 8 Operating Segments. Goodwill
is subject to impairment testing on an annual basis and at any time during the
year if an indicator of impairment is considered to exist. In the year in which a
business combination is effected, and where some or all of the goodwill allocated
to a particular cash-generating unit arose in respect of that combination, the
cash-generating unit is tested for impairment prior to the end of the relevant
annual period. Where the recoverable amount of the cash-generating unit is less
than the carrying amount, an impairment loss is recognised. Impairment losses
arising in respect of goodwill are not reversed once recognised.
Intangible assets (other than goodwill) arising on business
combinations
An intangible asset is capitalised separately from goodwill as part of a business
combination at cost (fair value at date of acquisition) to the extent that it is
probable that the expected future economic benefits attributable to the asset will
flow to the Group and that its cost can be measured reliably.
Subsequent to initial recognition, intangible assets are carried at cost less any
accumulated amortisation and any accumulated impairment losses. The carrying
values of definite-lived intangible assets are reviewed for indicators of impairment
at each reporting date and are subject to impairment testing when events or
changes in circumstances indicate that the carrying values may not be
recoverable.
The amortisation of intangible assets is calculated to write-off the book value of
definite-lived intangible assets over their useful lives on a straight-line basis on the
assumption of zero residual value. In general, definite-lived intangible assets are
amortised over periods ranging from one to ten years, depending on the nature
of the intangible asset.
Other financial assets
All investments are initially recognised at the fair value of the consideration given
plus any directly attributable transaction costs. Where equity investments are
actively traded in organised financial markets, fair value is determined by reference
to Stock Exchange quoted market bid prices at the close of business on the
balance sheet date. Unquoted equity investments are recorded at historical cost
and are included within financial assets in the Consolidated Balance Sheet given
that it is impracticable to determine fair value in accordance with IAS 39. Where
non-derivative financial assets meet the definition of “loans and receivables”
under IAS 39 Financial Instruments: Recognition and Measurement, such
balances are, following initial recognition, recorded at amortised cost using the
effective interest method less any allowance for impairment. Gains and losses are
recognised in profit or loss when the loans and receivables are derecognised or
impaired as well as through the amortisation process.
Leases
Assets held under finance leases, which are leases where substantially all the
risks and rewards of ownership of the asset have transferred to the Group, and
hire purchase contracts, are capitalised in the Consolidated Balance Sheet and
are depreciated over their useful lives with any impairment being recognised in
accumulated depreciation. The asset is recorded at an amount equal to the lower
of its fair value and the present value of the minimum lease payments at the
inception of the finance lease. The capital elements of future obligations under
leases and hire purchase contracts are included in liabilities in the Consolidated
Balance Sheet and analysed between current and non-current amounts. The
interest elements of the rental obligations are charged to the Consolidated
CRH 69
Accounting Policies continued
Income Statement over the periods of the relevant agreements and represent a
constant proportion of the balance of capital repayments outstanding in line with
the implicit interest rate methodology.
relationship and subsequently on an ongoing basis, of the effectiveness of the
hedging instrument in offsetting movements in the fair values or cash flows of the
hedged items.
Leases where the lessor retains substantially all the risks and rewards of ownership
are classified as operating leases. Operating lease rentals are charged to the
Consolidated Income Statement on a straight-line basis over the lease term.
Inventories and construction contracts
Inventories are stated at the lower of cost and net realisable value. Cost is based
on the first-in, first-out principle (and weighted average, where appropriate) and
includes all expenditure incurred in acquiring the inventories and bringing them to
their present location and condition. Raw materials are valued on the basis of
purchase cost on a first-in, first-out basis. In the case of finished goods and
work-in-progress, cost includes direct materials, direct labour and attributable
overheads based on normal operating capacity and excludes borrowing costs.
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.
Amounts recoverable on construction contracts, which are included in receivables,
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, provisions for
contingencies and payments on account not matched with revenue, are included
as construction contract balances in inventories. Cost includes all expenditure
related directly to specific projects and an allocation of fixed and variable
overheads incurred in the Group’s contract activities based on normal operating
capacity.
Trade and other receivables and payables
Trade and other receivables and payables are stated at cost, which approximates
fair value given the short-dated nature of these assets and liabilities.
Trade receivables are carried at original invoice amount less an allowance for
potentially uncollectible debts. Provision is made when there is objective evidence
that the Group will not be in a position to collect the associated debts. Bad debts
are written-off in the Consolidated Income Statement on identification.
Cash and cash equivalents
Cash and cash equivalents comprise cash balances held for the purposes of
meeting short-term cash commitments and investments which are readily
convertible to a known amount of cash and are subject to an insignificant risk of
changes in value. Where investments are categorised as cash equivalents, the
related balances have a maturity of three months or less from the date of
acquisition. Bank overdrafts are included within current interest-bearing loans
and borrowings in the Consolidated Balance Sheet. Where the overdrafts are
repayable on demand and form an integral part of cash management, they are
netted against cash and cash equivalents.
Liquid investments
Liquid investments comprise short-term deposits and current asset investments
which are held as readily disposable stores of value and include investments in
government gilts and commercial paper and deposits of less than one year in
duration. The maturity of these investments falls outside the three months
timeframe for classification as cash and cash equivalents under IAS 7 Statement
of Cash Flows, and accordingly these investments are treated as financial assets
and are categorised as either “held-for-trading” or “loans and receivables” in
accordance with IAS 39. Where relevant, the fair value of liquid investments is
determined by reference to the traded value of actively traded instruments.
Derivative financial instruments and hedging practices
In order to manage interest rate, foreign currency and commodity risks and to
realise the desired currency profile of borrowings, the Group employs derivative
financial instruments (principally interest rate swaps, currency swaps and forward
foreign exchange contracts).
At the inception of a derivative transaction, the Group documents the relationship
between the hedged item and the hedging instrument together with its risk
management objective and the strategy underlying the proposed transaction.
The Group also documents its assessment, both at the inception of the hedging
70 CRH
Derivative financial instruments are stated at fair value. Where derivatives do not
fulfil the criteria for hedge accounting, they are classified as “held-for-trading” in
accordance with IAS 39 and changes in fair values are reported in operating
costs in the Consolidated Income Statement. The fair value of interest rate and
currency swaps is the estimated amount the Group would pay or receive to
terminate the swap at the balance sheet date taking into account interest and
currency rates at that date and the creditworthiness of the swap counterparties.
The fair value of forward exchange contracts is calculated by reference to forward
exchange rates for contracts with similar maturity profiles and equates to the
quoted market price at the balance sheet date (being the present value of the
quoted forward price).
Fair value and cash flow hedges
The Group uses fair value hedges and cash flow hedges in its treasury activities.
For the purposes of hedge accounting, hedges are classified either as fair value
hedges (which entail hedging the exposure to movements in the fair value of a
recognised asset or liability or an unrecognised firm commitment that could affect
profit or loss) or cash flow hedges (which hedge exposure to fluctuations in future
cash flows derived from a particular risk associated with a recognised asset or
liability, or a highly probable forecast transaction that could affect profit or loss).
Where the conditions for hedge accounting are satisfied and the hedging
instrument concerned is classified as a fair value hedge, any gain or loss stemming
from the re-measurement of the hedging instrument to fair value is reported in the
Consolidated Income Statement. In addition, any gain or loss on the hedged item
which is attributable to the hedged risk is adjusted against the carrying amount of
the hedged item and reflected in the Consolidated Income Statement. Where the
adjustment is to the carrying amount of a hedged interest-bearing financial
instrument, the adjustment is amortised to the Consolidated Income Statement
with the objective of achieving full amortisation by maturity.
Where a derivative financial instrument is designated as a hedge of the variability
in cash flows of a recognised asset or liability or a highly probable forecast
transaction that could affect profit or loss, the effective part of any gain or loss on
the derivative financial instrument is recognised as other comprehensive income
with the ineffective portion being reported in the Consolidated Income Statement.
The associated gains or losses that had previously been recognised as other
comprehensive income are transferred to the Consolidated Income Statement
contemporaneously with the materialisation of the hedged transaction. Any gain
or loss arising in respect of changes in the time value of the derivative financial
instrument is excluded from the measurement of hedge effectiveness and is
recognised immediately in the Consolidated Income Statement.
Hedge accounting is discontinued when the hedging instrument expires or is
sold, terminated or exercised, or no longer qualifies for hedge accounting. At that
point in time, any cumulative gain or loss on the hedging instrument recognised
as other comprehensive income remains there until the forecast transaction
occurs. If a hedged transaction is no longer anticipated to occur, the net
cumulative gain or loss previously recognised as other comprehensive income is
transferred to the Consolidated Income Statement in the period.
Net investment hedges
Where foreign currency borrowings provide a hedge against a net investment in
a foreign operation, and the hedge is deemed to be effective, foreign exchange
differences are taken directly to a foreign currency translation reserve. The
ineffective portion of any gain or loss on the hedging instrument is recognised
immediately in the Consolidated Income Statement. Cumulative gains and losses
remain in equity until disposal of the net investment in the foreign operation at
which point the related differences are transferred to the Consolidated Income
Statement as part of the overall gain or loss on sale.
Interest-bearing loans and borrowings
All loans and borrowings are initially recorded at the fair value of the consideration
received net of directly attributable transaction costs.
Subsequent to initial recognition, current and non-current interest-bearing loans
and borrowings are, in general, measured at amortised cost employing the
effective interest methodology. Fixed rate term loans, which have been hedged to
The carrying amounts of deferred tax assets are subject to review at each balance
sheet date and are reduced to the extent that future taxable profits are considered
to be inadequate to allow all or part of any deferred tax asset to be utilised.
Where items are accounted for outside of profit or loss, the related income tax is
recognised either in other comprehensive income or directly in equity as
appropriate.
Government grants
Capital grants are recognised at their fair value where there is reasonable
assurance that the grant will be received and all attaching conditions have been
complied with. When the grant relates to an expense item, it is recognised as
income over the periods necessary to match the grant on a systematic basis to
the costs that it is intended to compensate. Where the grant relates to an asset,
the fair value is treated as a deferred credit and is released to the Consolidated
Income Statement over the expected useful life of the relevant asset through
equal annual instalments.
Share capital
Treasury Shares
Own equity instruments (i.e. Ordinary Shares) acquired by the Parent Company
are deducted from equity and presented on the face of the Consolidated Balance
Sheet. No gain or loss is recognised in profit or loss on the purchase, sale, issue
or cancellation of the Parent Company’s Ordinary Shares.
Own shares
Ordinary Shares purchased by the Employee Benefit Trust on behalf of the Parent
Company under the terms of the Performance Share Plan are recorded as a
deduction from equity on the face of the Consolidated Balance Sheet.
Dividends
Dividends on Ordinary Shares are recognised as a liability in the Consolidated
Financial Statements in the period in which they are declared by the Parent
Company.
Emission rights
Emission rights are accounted for such that a liability is recognised only in
circumstances where emission rights have been exceeded from the perspective
of the Group as a whole and the differential between actual and permitted
emissions will have to be remedied through the purchase of the required additional
rights at fair value; assets and liabilities arising in respect of under and over-
utilisation of emission credits respectively are accordingly netted against one
another in the preparation of the Consolidated Financial Statements. To the
extent that excess emission rights are disposed of during a financial period, the
profit or loss materialising thereon is recognised immediately within operating
profit in the Consolidated Income Statement.
floating rates (using interest rate swaps), are measured at amortised cost adjusted
for changes in value attributable to the hedged risks arising from changes in
underlying market interest rates. The computation of amortised cost includes any
issue costs and any discount or premium materialising on settlement. Borrowings
are classified as current liabilities unless the Group has an unconditional right to
defer settlement of the liability for at least 12 months after the balance sheet
date.
Gains and losses are recognised in the Consolidated Income Statement through
amortisation on the basis of the period of the loans and borrowings and/or on
impairment and derecognition of the associated loans and borrowings.
Borrowing costs arising on financial instruments are recognised as an expense in
the period in which they are incurred (unless capitalised as part of the cost of
property, plant and equipment).
Provisions for liabilities
A provision is recognised when the Group has a present obligation (either legal or
constructive) as a result of a past event; it is probable that a transfer of economic
benefits will be required to settle the obligation and a reliable estimate can be
made of the amount of the obligation. Where the Group anticipates that a
provision will be reimbursed, the reimbursement is recognised as a separate
asset only when it is virtually certain that the reimbursement will arise. The
expense relating to any provision is presented in the income statement net of any
reimbursement. Provisions are measured at the present value of the expenditures
expected to be required to settle the obligation. The increase in the provision due
to passage of time is recognised as interest expense. Provisions arising on
business combination activity are recognised only to the extent that they would
have qualified for recognition in the financial statements of the acquiree prior to
acquisition. Provisions are not recognised for future operating losses.
Tax (current and deferred)
Current tax represents the expected tax payable (or recoverable) on the taxable
profit for the year using tax rates enacted or substantively enacted at the balance
sheet date and taking into account any adjustments stemming from prior years.
Any interest or penalties arising are included within current tax.
Deferred tax is provided using the liability method on all relevant temporary
differences at the balance sheet date between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes. Deferred tax
assets and liabilities are not subject to discounting and are measured at the tax
rates that are anticipated to apply in the period in which the asset is realised or
the liability is settled based on tax rates and tax laws that have been enacted or
substantively enacted at the balance sheet date.
Deferred tax liabilities are recognised for all taxable temporary differences with the
exception of the following:
# where the deferred tax liability arises from the initial recognition of goodwill or
of an asset or a liability in a transaction that is not a business combination and,
at the time of the transaction, affects neither the accounting profit nor the
taxable profit or loss; and
# in respect of taxable temporary differences associated with investments in
subsidiaries, associates and joint ventures, where the timing of reversal of the
temporary differences can be controlled and it is probable that the temporary
differences will not reverse in the foreseeable future.
Deferred tax assets are recognised in respect of all deductible temporary
differences, carry-forward of unused tax credits and unused tax losses, to the
extent that it is probable that taxable profits will be available against which to
offset these items. The following exceptions apply in this instance:
# where the deferred tax asset arises from the initial recognition of an asset or a
liability in a transaction that is not a business combination and affects neither
the accounting profit nor the taxable profit or loss at the time of the transaction;
and
# where, in respect of deductible temporary differences associated with
investments in subsidiaries, joint ventures and associates, a deferred tax asset
is recognised only if it is probable that the deductible temporary difference will
reverse in the foreseeable future and that sufficient taxable profits will be
available against which the temporary difference can be utilised.
CRH 71
Notes on Financial Statements
1. Segment Information
CRH is a diversified international building materials group which manufactures and distributes a range of building materials products from the fundamentals of heavy
materials and elements to construct the frame, through value-added products that complete the building envelope, to distribution channels which service construction
fit-out and renewal. Based on these key strategic drivers across the value chain, the Group is organised into six business segments comprising Europe Materials
(including activities in China and India), Europe Products, Europe Distribution, Americas Materials, Americas Products and Americas Distribution. No operating
segments have been aggregated to form these segments.
Materials businesses are predominantly engaged in the production and sale of a range of primary materials including cement, aggregates, readymixed concrete,
asphalt/bitumen and agricultural and/or chemical lime.
Products businesses are predominantly engaged in the production and sale of architectural and structural concrete products, clay products, insulation products,
fabricated and tempered glass products, construction accessories and the provision of a wide range of inter-related products and services to the construction sector.
Distribution businesses encompass builders merchanting activities and Do-It-Yourself (DIY) stores engaged in the marketing and sale of supplies to the construction
sector and to the general public.
The principal factors employed in the identification of the six segments reflected in this note include the Group’s organisational structure, the nature of the reporting
lines to the Chief Operating Decision-Maker (as defined in IFRS 8 Operating Segments), the structure of internal reporting documentation such as management
accounts and budgets, and the degree of homogeneity of products, services and geographical areas within each of the segments from which revenue is derived.
The Chief Operating Decision-Maker monitors the operating results of segments separately in order to allocate resources between segments and to assess
performance. Segment performance is predominantly evaluated based on operating profit. As performance is also evaluated using operating profit before depreciation
and amortisation (EBITDA), supplemental information based on EBITDA is also provided below. Given that net finance costs and income tax are managed on a
centralised basis, these items are not allocated between operating segments for the purposes of the information presented to the Chief Operating Decision-Maker
and are accordingly omitted from the detailed segmental analysis below.
Although IFRS 8 is being applied for the first time, there have been no changes to the basis of segmentation or to the basis of measurement of operating profit in
compiling the consolidated financial statements in respect of the year ended 31st December 2009. In addition, there are no asymmetrical allocations to reporting
segments which would require disclosure.
A. Operating segments disclosures - Consolidated Income Statement data
Segment revenue
Europe
Americas
Continuing operations - year ended 31st December
Materials
Products
Distribution
Total Group
2009
€m
2008
€m
2009
€m
2008
€m
2009
€m
2008
€m
2009
€m
2008
€m
2,749
4,280
7,029
3,696
5,007
8,703
3,002
2,536
5,538
3,686
3,243
6,929
3,633
1,173
4,806
3,812
1,443
5,255
9,384
7,989
17,373
11,194
9,693
20,887
Group operating profit before depreciation and amortisation (EBITDA)
Europe
Americas
434
670
806
724
1,104
1,530
Depreciation and amortisation (including asset impairment charges)
177
263
440
257
407
664
175
262
437
631
462
1,093
Europe
Americas
Group operating profit (EBIT)
Europe
Americas
Profit on disposal of non-current assets (i)
Finance costs (net)
Group share of associates' profit after tax (ii)
Profit before tax
72 CRH
283
173
456
167
150
317
116
23
139
392
369
761
168
131
299
224
238
462
204
39
243
67
24
91
137
15
152
258
116
374
921
882
1,803
1,456
1,209
2,665
64
24
88
194
92
286
411
437
848
510
445
955
26
(297)
48
732
407
417
824
1,049
792
1,841
69
(343)
61
1,628
1. Segment Information continued
A. Operating segments disclosures - Consolidated Income Statement data continued
Segment revenue includes €3,252 million (2008: €3,593 million) in respect of revenue applicable to construction contracts. Revenue derived through the supply of
services and intersegment revenue is not material to the Group. The transfer pricing policy implemented by the Group between operating segments and across its
constituent entities is described in greater detail in note 33. In addition, due to the nature of building materials, which exhibit a low value-to-weight ratio, the Group’s
revenue streams include a low level of cross-border transactions.
Asset impairment charges of €41 million (2008: €14 million) relate to Europe Materials €9 million (2008: €nil million), Europe Products €19 million (2008: €12 million)
and Americas Products €13 million (2008: €2 million).
(i) Profit on disposal of non-current assets
Europe
Americas
(ii) Group share of associates' profit after tax
Europe
Americas
Continuing operations - year ended 31st December
Materials
Products
Distribution
Total Group
2009
€m
2008
€m
2009
€m
2008
€m
2009
€m
2008
€m
2009
€m
2008
€m
4
17
21
39
1
40
16
20
36
45
-
45
1
(1)
-
1
-
1
15
2
17
5
-
5
5
-
5
7
-
7
15
1
16
11
-
11
10
16
26
47
1
48
46
23
69
61
-
61
B. Operating segments disclosures - Consolidated Balance Sheet
Total assets
Europe
Americas
Continuing operations - year ended 31st December
Materials
Products
Distribution
Total Group
2009
€m
2008
€m
2009
€m
2008
€m
2009
€m
2008
€m
2009
€m
2008
€m
4,224
5,166
9,390
4,319
5,481
9,800
2,879
2,221
5,100
3,191
2,662
5,853
1,991
611
2,602
2,174
738
2,912
9,094
7,998
9,684
8,881
17,092
18,565
Reconciliation to total assets as reported in the Consolidated Balance Sheet
Investments accounted for using the equity method
Other financial assets
Derivative financial instruments (current and non-current)
Income tax assets (current and deferred)
Liquid investments
Cash and cash equivalents
Total assets as reported in the Consolidated Balance Sheet
962
128
249
414
66
1,372
20,283
743
127
426
333
128
799
21,121
Total liabilities
Europe
Americas
954
722
966
896
802
354
759
569
1,676
1,862
1,156
1,328
457
151
608
465
204
669
2,213
1,227
3,440
2,190
1,669
3,859
Reconciliation to total liabilities as reported in the Consolidated Balance Sheet
Interest-bearing loans and borrowings (current and non-current)
Derivative financial instruments (current and non-current)
Income tax liabilities (current and deferred)
Capital grants
Total liabilities as reported in the Consolidated Balance Sheet
5,324
86
1,711
12
10,573
7,298
146
1,647
14
12,964
CRH 73
1. Segment Information continued
C. Operating segments disclosures - other items
Additions to non-current assets
Europe
Property, plant and equipment (note 13)
Financial assets (note 15)
Americas Property, plant and equipment (note 13)
Financial assets (note 15)
D. Entity-wide disclosures
Section 1: Information about products and services
Continuing operations - year ended 31st December
Materials
Products
Distribution
Total Group
2009
€m
2008
€m
2009
€m
2008
€m
2009
€m
2008
€m
2009
€m
2008
€m
260
235
125
8
628
429
1
304
48
782
51
-
51
-
102
106
-
121
-
227
42
1
3
-
46
70
157
9
-
236
353
236
179
8
776
605
158
434
48
1,245
The Group’s revenue from external customers in respect of its principal products and services is analysed in the disclosures above.
Section 2: Information about geographical areas and customers
CRH has a presence in 35 countries worldwide. The revenues from external customers and non-current assets (as defined in IFRS 8) attributable to the country of
domicile and all foreign countries of operation are as follows; regions which exceed 10% of total external Group revenue have been highlighted separately on the basis
of materiality.
Country of domicile - Republic of Ireland
Benelux (mainly Netherlands)
Americas (mainly the United States)
Other
Group totals
Year ended 31st December
Revenues by destination
As at 31st December
Non-current assets
2009
€m
2008
€m
2009
€m
2008
€m
500
2,762
7,997
6,114
17,373
870
3,070
9,702
7,245
20,887
569
1,458
6,200
5,493
13,720
595
1,518
6,527
5,226
13,866
There are no material dependencies or concentrations on individual customers which would warrant disclosure under IFRS 8. The individual entities within the Group
each have a large number of customers spread across various activities, end-uses and geographies.
74 CRH
2. Proportionate Consolidation of Joint Ventures
The Group’s share of the income and expenses of its joint ventures for the years ended 31st December 2009 and 2008, the
assets and liabilities as at 31st December 2009 and 2008 and future purchase commitments for property, plant and
equipment, which are proportionately consolidated in the Consolidated Financial Statements where appropriate, are as
follows:
Impact on Consolidated Income Statement
Group share of:
Revenue
Cost of sales
Gross profit
Operating costs
Operating profit
Profit on disposal of non-current assets
Profit before finance costs
Finance costs (net)
Profit before tax
Income tax expense
Group profit for the financial year
2009
€m
1,095
(768)
327
(233)
94
1
95
(7)
88
(19)
69
2008
€m
1,172
(806)
366
(229)
137
1
138
(13)
125
(26)
99
Depreciation charge for year
55
50
Impact on Consolidated Balance Sheet
Group share of:
Non-current assets
Current assets
Total assets
Total equity
Non-current liabilities
Current liabilities
Total liabilities
Total equity and liabilities
Net debt included above
The Group’s share of net debt in joint ventures is non-recourse to the Group.
Future purchase commitments for property, plant and equipment
Contracted for but not provided in the financial statements
Authorised by the Directors but not contracted for
A listing of the principal joint ventures is contained on page 129.
1,319
395
1,714
1,333
423
1,756
1,158
1,143
330
226
556
333
280
613
1,714
1,756
114
153
15
120
30
122
CRH 75
3. Operating Costs
Selling and distribution costs
Administrative expenses
Other operating expenses
Other operating income
Total
Other operating expenses and income comprise the following charges/(credits):
Other operating expenses
Share-based payment expense (note 7)
Amortisation of intangible assets (note 14)
Impairment of intangible assets (note 14)
Impairment of property, plant and equipment (note 13)
Mark-to-market of undesignated derivative financial instruments (held-for-trading)
Total
Other operating income
Excess of fair value of identifiable net assets over consideration paid (note 32)
Mark-to-market of undesignated derivative financial instruments (held-for-trading)
Income from financial assets
Capital grants released (note 29)
Total
2009
€m
2,410
1,392
112
(6)
3,908
28
43
11
30
-
112
-
(1)
(3)
(2)
(6)
2008
€m
2,753
1,486
82
(13)
4,308
24
43
-
14
1
82
(6)
(2)
(2)
(3)
(13)
4. Group Operating Profit
Group operating profit has been arrived at after charging the following amounts (including the Group’s proportionate share
of amounts in joint ventures):
Depreciation
- included in cost of sales
- included in operating costs
Total
Foreign exchange gains and losses (net)
- included in operating costs
Total
Operating lease rentals (minimum lease payments)
- hire of plant and machinery
- land and buildings
- other operating leases
Total
Auditors' remuneration (included in administrative expenses)
Audit fees (i)
Audit-related fees (ii)
Tax fees
All other fees (iii)
2009
€m
570
194
764
2
2
86
152
44
282
13
1
1
-
15
2008
€m
563
204
767
(6)
(6)
104
145
36
285
14
2
1
-
17
(i) Audit fees include Sarbanes-Oxley attestation.
(ii) Audit-related fees include acquisition-related due diligence amounting to €nil million (2008: €1.3 million) and other
attestation services that are closely related to the performance of the audit. In addition to the due diligence fees
expensed in the Consolidated Income Statement and included in the audit-related fees caption above, further due
diligence fees of €nil (2008: €0.6 million) paid to the auditors have been included in the fair value of purchase consideration
of business combinations for the respective periods; these amounts are reflected in the totals presented in note 32.
(iii) All other fees relate principally to transaction advisory services.
76 CRH
5. Directors’ Emoluments and Interests
Directors’ emoluments (which are included in administrative expenses in note 3) and interests are given in the Report on Directors’ Remuneration on pages 51 to 59
of this Annual Report.
6. Employment
The average number of employees (including CRH’s proportionate share of employees in joint ventures) is as follows:
Year ended 31st December 2009
Materials
Products
Distribution
Total Group
Europe
Americas
Total
Year ended 31st December 2008
Europe
Americas
Total
12,599
18,075
30,674
14,560
22,028
36,588
18,454
16,349
34,803
21,265
20,227
41,492
10,997
3,348
14,345
11,499
3,993
15,492
42,050
37,772
79,822
47,324
46,248
93,572
Employment costs charged in the Consolidated Income Statement (including the Group’s proportionate share of joint ventures’ costs) are analysed as follows:
Wages and salaries
Social welfare costs
Other employment-related costs
Share-based payment expense (note 7)
Total pension costs (note 28)
Total
Total charge analysed between:
Cost of sales
Operating costs
Finance costs (net) - applicable to defined benefit pension schemes (note 8)
Total
2009
€m
2,711
340
418
28
179
3,676
1,834
1,834
8
3,676
2008
€m
3,077
377
401
24
176
4,055
2,061
2,009
(15)
4,055
CRH 77
7. Share-based Payment Expense
Share option expense
Performance Share Plan expense
2009
€m
18
10
28
2008
€m
17
7
24
€2 million (2008: €1 million) of the total expense reported in the Consolidated Income Statement relates to the Directors.
Share Option Schemes
The Group operates share option schemes, which were approved by shareholders in May 2000 (replacing the schemes which were approved in May 1990), and
savings-related share option schemes, also approved by shareholders in May 2000. The general terms and conditions applicable to the share options granted by CRH
under the share option schemes are set out in the Report on Directors’ Remuneration on pages 51 to 59.
The Group’s employee share options are equity-settled share-based payments as defined in IFRS 2 Share-based Payment. The measurement requirements of IFRS
2 have been implemented in respect of share options that were granted after 7th November 2002. As options to acquire Ordinary Shares in the Company are
traditionally granted in April of each year, the expense reflected in operating costs in the Consolidated Income Statement of €18 million (2008: €17 million) relates to
options granted in April 2003 and in the subsequent periods. The expense has been arrived at through applying a trinomial valuation technique; this is a lattice option-
pricing model in accordance with IFRS 2.
All unexercised options and share awards under the Group’s various share plans have been adjusted for the bonus element of the Rights Issue completed in March
2009 - see note 30 (iii). Throughout this note, prior year disclosures for options and share awards have not been restated for this bonus element.
Details of options granted under the share option schemes (excluding savings-related share option schemes)
A summary of activity under the Company’s share option schemes in the two years ended 31st December 2009 and 31st December 2008 together with the
weighted average exercise price of the share options is as follows:
Share options
Outstanding at beginning of year
Rights Issue adjustment - March 2009
Granted (a)
Exercised (b)
Lapsed
Outstanding at end of year
Weighted average
exercise price
Number of
options
2009
Weighted average
exercise price
Number of
options
2008
€21.03 / Stg£16.46
n/a
€16.93 / Stg£15.30
€14.92 / Stg£10.17
€21.92 / Stg£16.31
€19.21 / Stg£15.46
24,025,246
2,594,915
2,596,000
(3,562,399)
(1,027,740)
24,626,022
€20.38 / Stg£16.06
n/a
€23.87 / Stg£19.06
€15.89 / Stg£13.06
€22.89 / Stg£18.22
€21.03 / Stg£16.46
23,304,553
-
2,912,000
(1,558,866)
(632,441)
24,025,246
Exercisable at end of year
€16.00 / Stg£11.57
11,816,179
€17.53 / Stg£12.48
14,118,956
(a) Pursuant to the 2000 share option schemes, employees were granted options over 2,596,000 (2008: 2,912,000) of the Company’s Ordinary Shares on 14th April
2009. These options may be exercised after the expiration of three years from their date of grant, subject to specified EPS growth targets being achieved. All
options granted have a life of ten years.
(b) The weighted average share price at the date of exercise of these options was €18.29 (2008: €23.53).
The weighted average remaining contractual life for the share options outstanding as at 31st December 2009 is 5.16 years (2008: 5.24 years). The range of exercise prices
for the 24,626,022 (2008: 24,025,246) options outstanding at the end of the year was €11.86 - €29.86 for the 24,478,108 (2008: 23,878,042) euro-denominated options
(2008: €13.15 - €33.12) and Stg£8.17 - Stg£20.23 for the 147,914 (2008: 147,204) sterling-denominated options (2008: Stg£9.06 - Stg£22.43).
The CRH share price at 31st December 2009 was €19.01 (approximately Stg£16.88) (2008: €17.85/approximately Stg£17.00). The following analysis shows the
number of outstanding share options with prices lower/higher than the year-end share price:
Number of options with prices lower than year-end price
Exercisable
Not exercisable
Number of options with prices higher than year-end price
Exercisable
Not exercisable
Total options outstanding
78 CRH
2009
2008
11,816,179
4,583,144
16,399,323
6,075,620
2,009,145
8,084,765
-
8,226,699
8,226,699
8,043,336
7,897,145
15,940,481
24,626,022
24,025,246
7. Share-based Payment Expense continued
The weighted average fair values assigned to options granted in 2009 and 2008 under the 2000 Share Option Schemes, which were computed in accordance with
the trinomial valuation methodology, were as follows:
Granted during 2009 (amounts in €)
Granted during 2008 (amounts in €)
* € equivalents at the date of grant
The fair values of these options were determined using the following assumptions:
Weighted average exercise price (amounts in €)
Risk-free interest rate (%)
Expected dividend payments over the expected life (€ cent)
Expected volatility (%)
Expected life in years
Denominated in
€
3-year
3.05
4.46
2009
3-year
16.92
2.38
320.1
24.5
5
Stg£*
3-year
2.97
4.46
2008
3-year
23.87
3.61
401.26
21.7
5
The expected volatility was determined using an historical sample of 61 month-end CRH share prices. Share options are granted at market value at the date of grant.
The expected lives of the options are based on historical data and are therefore not necessarily indicative of exercise patterns that may materialise.
Other than the assumptions listed above, no other features of option grants were factored into the determination of fair value. The terms of the options granted under
the share option schemes do not contain any market conditions within the meaning of IFRS 2. No relevant modifications were effected to the share option schemes
during the course of 2009 or 2008.
Details of options granted under the savings-related share option schemes
Savings-related share options
Outstanding at beginning of year
Rights Issue adjustment - March 2009
Granted (a)
Exercised (b)
Lapsed
Outstanding at end of year
Weighted average
exercise price
Number of
options
2009
Weighted average
exercise price
Number of
options
2008
€21.20 / Stg£15.51
n/a
€11.18 / Stg£11.36
€13.23 / Stg£11.18
€18.58 / Stg£14.21
€13.85 / Stg£12.62
1,033,071
103,787
932,491
(118,477)
(580,220)
1,370,652
€18.37 / Stg£12.53
n/a
€20.40 / Stg£16.07
€11.07 / Stg£8.34
€22.67 / Stg£15.88
€21.20 / Stg£15.51
1,259,082
-
520,741
(487,350)
(259,402)
1,033,071
Exercisable at end of year
€19.60 / Stg£14.14
5,193
€11.87 / Stg£10.69
20,086
(a) Pursuant to the savings-related share option schemes operated by the Company in the Republic of Ireland and the United Kingdom, employees were granted
options over 932,491 of the Company’s Ordinary Shares on 2nd April 2009 (2008: 302,405 share options on 16th May 2008 and 218,336 share options on 3rd
April 2008). Options granted during the year comprise options over 511,689 (2008: 248,572) shares which are normally exercisable within a period of six months
after the third anniversary of the contract. Options over the remaining 420,802 (2008: 272,169) shares are normally exercisable within a period of six months of
the fifth anniversary of the contract. Options granted under the savings-related share option schemes are not subject to EPS growth targets. The exercise price
at which the options are granted under the schemes represents a discount of 15% to the market price on the date of grant.
(b) The weighted average share price at the date of exercise of these options was €17.71 (2008: €17.21).
The weighted average remaining contractual life for the savings-related share options outstanding as at 31st December 2009 is 3.34 years (2008: 2.89 years). The
range of exercise prices for the 1,370,652 (2008: 1,033,071) savings-related share options outstanding at the end of the year was €11.18 - €24.25 for the 665,886
(2008: 496,634) euro-denominated options (2008: €10.63 - €26.89) and Stg£11.16 - Stg£16.78 for the 704,766 (2008: 536,437) sterling-denominated options (2008:
Stg£7.18 - Stg£18.61).
The weighted average fair values assigned to options issued under the savings-related share option schemes, which were computed in accordance with the trinomial
valuation methodology, were as follows:
CRH 79
7. Share-based Payment Expense continued
Granted during 2009 (amounts in €)
Granted during 2008 (amounts in €)
* € equivalents at the date of grant
The fair values of these options were determined using the following assumptions:
Weighted average exercise price (amounts in €)
Risk-free interest rate (%)
Expected dividend payments over the expected life (€ cent)
Expected volatility (%)
Expected life in years
Denominated in
€
3-year
€
5-year
Stg£*
3-year
Stg£*
5-year
6.86
5.85
6.92
6.41
5.67
5.98
5.77
6.56
2009
2008
3-year
5-year
3-year
5-year
12.04
1.80
188.75
28.1
3
11.82
2.40
320.10
24.5
5
20.72
3.95/3.58
219.73
21.6/21.8
3
20.57
4.00/3.69
401.26
20.9/21.7
5
The expected volatility was determined using an historical sample of 37 month-end CRH share prices in respect of the three-year savings-related share options and
61 month-end share prices in respect of the five-year savings-related share options. The expected lives of the options are based on historical data and are therefore
not necessarily indicative of exercise patterns that may materialise.
Other than the assumptions listed above, no other features of option grants were factored into the determination of fair value. The terms of the options issued under
the savings-related share option schemes do not contain any market conditions within the meaning of IFRS 2. No relevant modifications were effected to the savings-
related share option schemes during the course of 2009 or 2008.
Performance Share Plan
The Group operates a Performance Share Plan which was approved by shareholders in May 2006. The general terms and conditions applicable to shares awarded
by CRH under this Plan are set out in the Report on Directors’ Remuneration on pages 51 to 59.
Shares awarded under the Group’s Performance Share Plan are equity-settled share-based payments as defined in IFRS 2 Share-based Payment. IFRS 2 requires
that a recognised valuation methodology be employed to determine the fair value of shares awarded and stipulates that this methodology should be consistent with
methodologies used for the pricing of financial instruments. The expense of €10 million (2008: €7 million) reported in the Consolidated Income Statement has been
arrived at through applying a Monte Carlo simulation technique to model the combination of market-based and non-market-based performance conditions in the
Plan.
Granted in 2006
Granted in 2007
Granted in 2008
Granted in 2009
Share price
at date
of award*
Period to
earliest
release
date
Number of Shares
Initial
award
Rights
Issue
adjustment
Cumulative
lapses/releases
to date**
Net
outstanding
Fair
value
€24.82
3 years
627,750
62,249
689,999
-
€12.11
€33.29
3 years
594,750
60,122
45,218
609,654
€17.14
€23.45
3 years
741,000
76,331
43,272
774,059
€10.27
€17.00
3 years
1,658,000
-
-
1,658,000
€8.29
* Share prices in respect of awards prior to the Rights Issue have not been rights adjusted.
** In March 2009, 474,997 (74.99% of the initial award net of lapses and adjusted for the Rights Issue) of the shares awarded under the Performance Share Plan in
2006 vested and accordingly were released to the participants of the scheme.
The fair value of the shares awarded was determined using a Monte Carlo simulation technique taking account of peer group total shareholder return, volatilities and
correlations, together with the following assumptions:
Risk-free interest rate (%)
Expected volatility (%)
The expected volatility was determined using an historical sample of 37 month-end CRH share prices.
80 CRH
2009
2008
1.77
28.1
3.49
21.8
8. Finance Costs and Finance Revenue
Finance costs
Interest payable on bank loans and overdrafts repayable wholly within five years:
- by instalments
- not by instalments
Interest payable under finance leases and hire purchase contracts
Interest payable on other borrowings
Total interest payable
Unwinding of discount element of provisions for liabilities (note 26)
Unwinding of discount applicable to deferred and contingent acquisition consideration
Income on interest rate and currency swaps
Mark-to-market of derivatives and related fixed rate debt:
- interest rate swaps (i)
- currency swaps and forward contracts
- fixed rate debt (i)
Interest cost on defined benefit pension scheme liabilities
Total finance costs
Finance revenue
Interest receivable on loans to joint ventures and associates
Interest receivable on liquid investments
Interest receivable on cash and cash equivalents
Expected return on defined benefit pension scheme assets
Total finance revenue
Finance costs (net)
2009
€m
2008
€m
4
223
1
149
377
15
4
(77)
133
7
(135)
95
419
(3)
(4)
(28)
(35)
(87)
(122)
297
11
275
2
123
411
16
5
(34)
(283)
3
287
98
503
(4)
(8)
(35)
(47)
(113)
(160)
343
(i) The Group uses interest rate swaps to convert fixed rate debt to floating rate. Fixed rate debt, which has been converted to floating rate through the use of interest
rate swaps, is stated in the Consolidated Balance Sheet at adjusted fair value to reflect movements in underlying fixed rates. The movement on this adjustment,
together with the offsetting movement in the fair value of the related interest rate swaps, is included in finance costs in each reporting period.
9. Group Share of Associates’ Profit after Tax
The Group’s share of associates’ profit after tax is equity-accounted and is presented as a single-line item in the Consolidated Income Statement. The Group’s share
of profit after tax generated by associates is analysed as follows between the principal Consolidated Income Statement captions:
Group share of:
Revenue
Profit before finance costs
Finance costs (net)
Profit before tax
Income tax expense
Profit after tax
2009
€m
2008
€m
1,029
1,006
64
(5)
59
(11)
48
86
(3)
83
(22)
61
An analysis of the profit after tax by operating segment is presented in note 1. The aggregated balance sheet data (analysed between current and non-current assets
and liabilities) in respect of the Group’s investment in associates is presented in note 15.
CRH 81
10. Income Tax Expense
Current tax
Republic of Ireland
Corporation tax at 12.5% (2008: 12.5%)
Less: manufacturing relief
Tax on disposal of non-current assets
Overseas tax
Tax on disposal of non-current assets - Overseas
Total current tax
Deferred tax
Origination and reversal of temporary differences:
Defined benefit pension obligations
Share-based payment expense
Derivative financial instruments
Other items
Total deferred tax
Income tax expense
Reconciliation of applicable tax rate to effective tax rate
Profit before tax (€m)
Tax charge expressed as a percentage of profit before tax (effective tax rate):
- current tax expense only
- total income tax expense (current and deferred)
2009
€m
2008
€m
(5)
-
1
(4)
29
11
36
11
(3)
(11)
101
98
134
21
(3)
3
21
239
17
277
5
2
(1)
83
89
366
732
1,628
4.9%
18.3%
17.0%
22.5%
The following table reconciles the applicable Republic of Ireland statutory tax rate to the effective tax rate (current and deferred) of the Group:
Irish corporation tax rate
Manufacturing relief in the Republic of Ireland
Higher tax rates on overseas earnings
Other items (comprising items not chargeable to tax/expenses not deductible for tax)
Total effective tax rate
Current and deferred tax movements recognised directly within equity
Recognised within the Consolidated Statement of Comprehensive Income:
Deferred tax
Defined benefit pension obligations
Cash flow hedges
Recognised within the Consolidated Statement of Changes in Equity:
Current tax
Share option exercises
Deferred tax
Share-based payment expense
Income tax recognised within equity
82 CRH
% of profit before tax
12.5
12.5
-
(0.2)
3.8
10.5
2.0
(0.3)
18.3
22.5
€m
€m
20
(2)
18
1
2
3
21
67
4
71
2
(15)
(13)
58
10. Income Tax Expense continued
Factors that may affect future tax charges and other disclosure requirements
Excess of capital allowances over depreciation
Based on current capital investment plans, the Group expects to continue to be in a position to claim capital allowances in excess of depreciation in future years.
Investments in subsidiaries and associates and interests in joint ventures
No provision has been made for temporary differences applicable to investments in subsidiaries and interests in joint ventures as the Group is in a position to control
the timing of reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future. Due to the absence of
control in the context of associates (significant influence only), deferred tax liabilities are recognised where appropriate in respect of CRH’s investments in these entities
on the basis that the exercise of significant influence would not necessarily prevent earnings being remitted by other shareholders in the undertaking. Given that
participation exemptions and tax credits would be available in the context of the Group’s investments in subsidiaries and joint ventures in the majority of the jurisdictions
in which the Group operates, the aggregate amount of temporary differences in respect of which deferred tax liabilities have not been recognised would be immaterial
(with materiality defined in the context of the year-end 2009 financial statements).
Other considerations
The total tax charge in future periods will be affected by any changes to the corporation tax rates in force in the countries in which the Group operates. The current
tax charge will also be impacted by changes in the excess of tax depreciation (capital allowances) over accounting depreciation and the use of tax credits.
11. Dividends
As shown in note 30, the Company has various classes of share capital in issue comprising Ordinary Shares, 5% Cumulative Preference Shares and 7% ‘A’ Cumulative
Preference Shares. The dividends paid and proposed in respect of these classes of share capital are as follows:
Dividends to shareholders
Preference
5% Cumulative Preference Shares €3,175 (2008: €3,175)
7% 'A' Cumulative Preference Shares €77,521 (2008: €77,521)
Equity (i)
Final - 43.74c (restated) per Ordinary Share in May 2009 (43.28c, restated paid in May 2008)
Interim - paid 18.50c per Ordinary Share (2008: 18.48c, restated)
Total
Dividends proposed (memorandum disclosure)
Equity (i)
Final 2009 - proposed 44.00c per Ordinary Share (2008: 43.74c, restated)
Reconciliation to Consolidated Statement of Cash Flows
Dividends to shareholders
Less: issue of shares in lieu of dividends (ii)
Dividends paid to equity holders of the Company
Dividends paid by subsidiaries to minority interest
Total dividends paid
2009
€m
2008
€m
-
-
258
128
386
-
-
260
109
369
307
258
386
(148)
238
7
245
369
(22)
347
5
352
(i) Comparative per share amounts for 2008 have been restated to reflect the bonus element of the March 2009 Rights Issue - see note 12 (iii) below.
(ii)
In accordance with the scrip dividend scheme, shares to the value of €148 million (2008: €22 million) were issued in lieu of dividends.
CRH 83
12. Earnings per Ordinary Share
The computation of basic and diluted earnings per Ordinary Share is set out below:
Numerator computations - basic and diluted earnings per Ordinary Share
Group profit for the financial year
Profit attributable to minority interest
Profit attributable to equity holders of the Company
Preference dividends
Profit attributable to ordinary equity holders of the Company
Amortisation of intangible assets (including impairments)
Profit attributable to ordinary equity holders of the Company excluding amortisation of intangible assets
Depreciation charge (including impairments)
Numerator for "cash" earnings per Ordinary Share (i)
Denominator computations
Denominator for basic earnings per Ordinary Share
Weighted average number of Ordinary Shares (millions) outstanding for the year (ii)
Effect of dilutive potential Ordinary Shares (employee share options) (millions) (ii) and (iv)
Denominator for diluted earnings per Ordinary Share
Basic earnings per Ordinary Share
- including amortisation of intangible assets
- excluding amortisation of intangible assets
Diluted earnings per Ordinary Share
- including amortisation of intangible assets
- excluding amortisation of intangible assets
"Cash" earnings per Ordinary Share (i)
2009
€m
2008
€m
598
(6)
592
-
592
54
646
794
1,440
670.8
2.7
673.5
88.3c
96.3c
87.9c
95.9c
1,262
(14)
1,248
-
1,248
43
1,291
781
2,072
Restated (iii)
593.9
3.3
597.2
210.2c
217.4c
209.0c
216.2c
214.7c
348.9c
(i)
“Cash” earnings per Ordinary Share, which is computed through adding amortisation of intangible assets, depreciation and asset impairments to profit attributable
to ordinary equity holders of the Company, is presented here for information as management believes it is a useful indicator of the Group’s ability to generate cash
from operations. Cash earnings per share is not a recognised measure under generally accepted accounting principles.
(ii) Basic and diluted earnings per Ordinary Share: The weighted average number of Ordinary Shares included in the computation of basic and diluted earnings per
Ordinary Share has been adjusted to exclude shares held by the Employee Benefit Trust and Ordinary Shares re-purchased and held by the Company (CRH plc)
as Treasury Shares given that these shares do not rank for dividend. The number of Ordinary Shares so held at the balance sheet date is detailed in note 30.
(iii) As set out in note 30 (iii) 152,087,952 new Ordinary/Income Shares were issued in March 2009 at €8.40 per share on the basis of two new Ordinary/Income
Shares for every seven existing Ordinary/Income Shares under the terms of a Rights Issue. The actual cum rights price on 3rd March 2009, the last day of
quotation cum rights, was €15.065, and the theoretical ex rights price for an Ordinary/Income Share was therefore €13.5839 per share. The comparative earnings
per share figures have been calculated by applying a factor of 1.1090 to the average number of shares in issue for 2008 in order to adjust for the bonus element
of the Rights Issue.
(iv) The issue of certain Ordinary Shares in respect of employee share options and Performance Share Plan awards are contingent upon the satisfaction of specified
performance conditions in addition to the passage of time. In accordance with IAS 33 Earnings per Share, these contingently issuable Ordinary Shares (totalling
15,851,556 at 31st December 2009 and 13,036,617 on a rights-adjusted basis at 31st December 2008) are excluded from the computation of diluted earnings
per Ordinary Share where the conditions governing exercisability have not been satisfied as at the end of the reporting period.
84 CRH
13. Property, Plant and Equipment
At 31st December 2009
Cost/deemed cost
Accumulated depreciation (and impairment charges)
Net carrying amount
At 1st January 2009, net carrying amount
Translation adjustment
Reclassifications
Additions at cost (ii)
Arising on acquisition (note 32)
Disposals at net carrying amount
Depreciation charge for year
Impairment charge for year (iii)
At 31st December 2009, net carrying amount
The equivalent disclosure for the prior year is as follows:
At 31st December 2008
Cost/deemed cost
Accumulated depreciation (and impairment charges)
Net carrying amount
At 1st January 2008, net carrying amount
Translation adjustment
Reclassifications
Additions at cost (ii)
Arising on acquisition (note 32)
Disposals at net carrying amount
Depreciation charge for year
Impairment charge for year (iii)
At 31st December 2008, net carrying amount
At 1st January 2008
Cost/deemed cost
Accumulated depreciation
Net carrying amount
Land and
buildings (i)
€m
Plant and
machinery
€m
Transport
€m
Assets in
course of
construction
€m
5,710
(1,245)
4,465
4,321
(59)
279
70
46
(39)
(146)
(7)
4,465
5,434
(1,113)
4,321
4,030
61
58
141
218
(41)
(140)
(6)
4,321
4,963
(933)
4,030
7,113
(3,758)
3,355
3,567
(61)
164
207
51
(19)
(531)
(23)
3,355
6,952
(3,385)
3,567
3,416
8
128
413
179
(33)
(536)
(8)
3,567
6,303
(2,887)
3,416
803
(504)
299
380
(8)
(2)
17
9
(10)
(87)
-
299
847
(467)
380
378
13
(4)
71
20
(7)
(91)
-
380
731
(353)
378
416
-
416
620
(5)
(441)
238
4
-
-
-
416
620
-
620
402
(26)
(182)
414
12
-
-
-
620
402
-
402
Total
€m
14,042
(5,507)
8,535
8,888
(133)
-
532
110
(68)
(764)
(30)
8,535
13,853
(4,965)
8,888
8,226
56
-
1,039
429
(81)
(767)
(14)
8,888
12,399
(4,173)
8,226
(i) The carrying value of mineral-bearing land included in the land and buildings category above amounted to €1,797 million at the balance sheet date (2008: €1,780
million).
(ii) Borrowing costs capitalised during the financial year amounted to €9.5 million (2008: €13 million). The average capitalisation rate employed to determine the
amount of borrowing costs eligible for capitalisation was 5.5% (2008: 5.5%).
(iii) Property, plant and equipment assets are reviewed for potential impairment at each reporting date by applying a series of external and internal indicators specific
to the assets under consideration; these indicators would encompass macroeconomic issues including the inherent cyclicality of the building materials sector,
actual obsolescence or physical damage, a deterioration in forecast performance in the internal reporting cycle and restructuring and rationalisation programmes
inter alia. In the event that there is an indication that an asset (or collection of assets) may be impaired, the Group measures the potential impairment using a
discounted cash flow technique and records an impairment where the recoverable amount (being the higher of fair value less costs to sell and value-in-use) is less
than the carrying amount. The impairment charge for 2009 of €30 million (2008: €14 million) represents charges across a number of business units in the Group,
none of which is individually material.
CRH 85
13. Property, Plant and Equipment continued
Assets held under finance leases
The net carrying amount and the depreciation charge during the period in respect of assets held under finance leases, and capitalised in property, plant and
equipment, are as follows:
Cost
Accumulated depreciation
Net carrying amount
Depreciation charge for year
Future purchase commitments for property, plant and equipment
Contracted for but not provided in the financial statements
Authorised by the Directors but not contracted for
14. Intangible Assets
At 31st December 2009
Cost
Accumulated amortisation (and impairment charges)
Net carrying amount
At 1st January 2009, net carrying amount
Translation adjustment
Arising on acquisition (note 32)
Disposals
Amortisation charge for year (ii)
Impairment charge for year
At 31st December 2009, net carrying amount
The equivalent disclosure for the prior year is as follows:
At 31st December 2008
Cost
Accumulated amortisation (and impairment charges)
Net carrying amount
At 1st January 2008, net carrying amount
Translation adjustment
Arising on acquisition (note 32)
Disposals
Amortisation charge for year (ii)
At 31st December 2008, net carrying amount
At 1st January 2008
Cost
Accumulated amortisation (and impairment charges)
Net carrying amount
2009
€m
2008
€m
79
(45)
34
9
91
(43)
48
8
272
433
139
133
Other intangible assets
Goodwill
€m
Marketing-
related
€m
Customer-
related (i)
€m
Contract-
based
€m
3,976
(57)
3,919
3,884
(21)
64
(1)
-
(7)
3,919
3,934
(50)
3,884
3,482
37
366
(1)
-
3,884
3,532
(50)
3,482
35
(20)
15
22
(1)
-
-
(5)
(1)
15
36
(14)
22
18
-
9
-
(5)
22
27
(9)
18
274
(128)
146
185
(2)
2
-
(36)
(3)
146
278
(93)
185
175
4
42
-
(36)
185
230
(55)
175
22
(7)
15
17
-
-
-
(2)
-
15
22
(5)
17
17
1
1
-
(2)
17
21
(4)
17
Total
€m
4,307
(212)
4,095
4,108
(24)
66
(1)
(43)
(11)
4,095
4,270
(162)
4,108
3,692
42
418
(1)
(43)
4,108
3,810
(118)
3,692
(i) The customer-related intangible assets relate predominantly to non-contractual customer relationships.
(ii) Goodwill is not subject to amortisation under IFRS. The useful lives of all other intangible assets are finite and, in general, range from one to ten years dependent
on the nature of the asset.
Due to the asset-intensive nature of operations in the Materials business segments, no significant intangible assets are recognised on business combinations in these
segments. Business combinations in the Group’s Products and Distribution segments do not exhibit the same level of asset intensity and intangible assets are
recognised, where appropriate, on such combination activity.
86 CRH
14. Intangible Assets continued
Goodwill
The goodwill balances disclosed above include goodwill arising on the acquisition of joint ventures which are accounted for on the basis of proportionate consolidation.
Goodwill arising in respect of investments in associates is included in financial assets in the Consolidated Balance Sheet (see note 15). The net book value of goodwill
capitalised under previous GAAP (Irish GAAP) as at the transition date to IFRS (1st January 2004) has been treated as deemed cost. Goodwill arising on acquisition
since that date is capitalised at cost.
Cash-generating units
Goodwill acquired through business combination activity has been allocated to cash-generating units (CGUs) that are expected to benefit from synergies in that
combination. The cash-generating units represent the lowest level within the Group at which the associated goodwill is monitored for internal management purposes
and are not larger than the operating segments determined in accordance with IFRS 8 Operating Segments. A total of 29 (2008: 27) cash-generating units have been
identified and these are analysed below between the six business segments in the Group. All businesses within the various cash-generating units exhibit similar and/
or consistent profit margin and asset intensity characteristics. Assets, liabilities, deferred tax and goodwill have been assigned to the cash-generating units on a
reasonable and consistent basis. Investments accounted for using the equity method have not been allocated given that such investments fall to be assessed for
impairment under IAS 39 Financial Instruments: Recognition and Measurement.
Europe Materials
Europe Products
Europe Distribution
Americas Materials
Americas Products
Americas Distribution
Total cash-generating units
Cash-generating units
Goodwill
2009
2008
11
3
1
8
5
1
29
10
4
1
6
5
1
27
2009
€m
751
707
573
1,037
586
265
3,919
2008
€m
747
708
558
992
603
276
3,884
Impairment testing methodology and results
Goodwill is subject to impairment testing on an annual basis. The recoverable amount of each of the 29 cash-generating units is determined based on a value-in-use
computation, which is the only methodology applied by the Group and which has been selected due to the impracticality of obtaining fair value less costs to sell
measurements for each reporting period. The cash flow forecasts are based on a five-year strategic plan document formally approved by senior management and the
Board of Directors and specifically exclude the impact of future development activity. These cash flows are projected forward for an additional five years to determine
the basis for an annuity-based terminal value, calculated on the same basis as the Group’s acquisition modelling methodology. As in prior years, the terminal value is
based on a 20-year annuity, with the exception of certain long-lived cement assets, where an assumption of a 40-year annuity has been used in 2009. The projected
cash flows assume zero growth in real cash flows beyond the initial evaluation period. The value-in-use represents the present value of the future cash flows, including
the terminal value, discounted at a rate appropriate to each cash-generating unit. The real pre-tax discount rates used range from 7.9% to 12.0% (2008: 8.1% to
13.4%); the average rate is in line with the Group’s estimated weighted average cost of capital, arrived at using the Capital Asset Pricing Model.
An impairment charge of €7 million (2008: €nil million) has been recognised by the Group; this charge relates to the rationalisation of two individual sites in Europe Products.
Key sources of estimation uncertainty
The cash flows have been arrived at taking account of the Group’s strong financial position, its established history of earnings and cash flow generation and the nature
of the building materials industry, where product obsolescence is very low. However, expected future cash flows are inherently uncertain and are therefore liable to
material change over time. The key assumptions employed in arriving at the estimates of future cash flows factored into impairment testing are subjective and include
projected EBITDA (i.e. operating profit before depreciation and amortisation of intangible assets) margins, net cash flows, discount rates used and the duration of the
discounted cash flow model.
Sensitivity analysis
Sensitivity analysis has been performed in respect of 6 of the 29 CGUs. These 6 CGUs had aggregate goodwill of €784 million and an aggregate carrying value of
€2,566 million at the date of testing. The table below identifies the amounts by which each of the following assumptions may either decline or increase to arrive at a
zero excess of the present value of future cash flows over the book value of net assets in the 6 CGUs selected for sensitivity analysis testing:
Reduction in EBITDA margin
Reduction in profit before tax
Reduction in net cash flow
Increase in pre-tax discount rate
0.8 to 3.7 percentage points
11.1% to 34.9%
8.3% to 19.5%
1.1 to 2.6 percentage points
Additional disclosures - significant goodwill amounts
The goodwill allocated to each of the 29 (2008: 27) cash-generating units accounts for between 10% and 20% of the total carrying amount of €3,919 million in one
instance and less than 10% of the total carrying amount in all other cases. The additional disclosures required under IAS 36 Impairment of Assets are as follows:
Carrying amount of goodwill allocated to the cash-generating unit at date of testing
Carrying amount of indefinite-lived intangible assets allocated to the cash-generating unit
Basis on which the recoverable amount of the cash-generating unit has been assessed
Discount rate applied to the cash flow projections (real pre-tax)
Excess of value-in-use over carrying amount
Europe Distribution
2009
2008
€573m
Nil
Value-in-use
10.0%
€307m
€492m
Nil
Value-in-use
10.2%
€938m
The key assumptions, methodology used and values applied to each of the key assumptions for this cash-generating unit are in line with those addressed above.
Given the magnitude of the excess of value-in-use over carrying amount, and the reasonableness of the key assumptions employed, no further disclosures relating to
sensitivity of the value-in-use computations for this CGU were considered to be warranted.
CRH 87
15. Financial Assets
At 1st January 2009
Translation adjustment
Associate becoming a subsidiary (note 32)
Investments and advances (i)
Disposals and repayments
Retained profit
At 31st December 2009
The equivalent disclosure for the prior year is as follows:
At 1st January 2008
Translation adjustment
Arising on acquisition (note 32)
Investments and advances (i)
Disposals and repayments
Retained profit
At 31st December 2008
The total investment in associates is analysed as follows:
Non-current assets
Current assets
Non-current liabilities
Current liabilities
Net assets
Investments accounted for using the equity method
(i.e. associates)
Share of net
assets
€m
Goodwill
€m
Loans
€m
Total
€m
Other (ii)
€m
532
(13)
(7)
144
(2)
16
670
465
2
1
54
(8)
18
532
208
(3)
-
90
-
(6)
289
105
1
-
102
-
-
208
3
-
-
1
(1)
-
3
4
-
-
-
(1)
-
3
743
(16)
(7)
235
(3)
10
962
574
3
1
156
(9)
18
743
2009
€m
1,065
581
(302)
(382)
962
127
(3)
-
9
(5)
-
128
78
5
2
50
(8)
-
127
2008
€m
792
469
(248)
(270)
743
A listing of the principal associates is contained on page 129.
The Group holds a 21.23% stake (2008: 21.66%) in Groupe SAMSE, a publicly-quoted distributor of building materials to the merchanting sector in France which is
accounted for as an associate investment above. The fair value of this investment as at the balance sheet date amounted to €42 million (2008: €40 million).
(i) The major investment during the year was the purchase on 5th January 2009 of a 26% stake in Yatai Cement, the leading cement manufacturer in northeastern
China, for a consideration of €224 million.
(ii) Other financial assets primarily comprise trade investments carried at historical cost and loans extended by the Group to joint ventures (which are treated as loans
and receivables under IAS 39 Financial Instruments: Recognition and Measurement and are included within financial assets at amortised cost). The balance as at
31st December 2009 comprises €14 million primarily in respect of trade investments and €114 million in respect of loans to joint ventures (2008: €15 million and
€112 million respectively).
16. Disposal of Non-current Assets
Non-current assets disposed of at net carrying amount:
- property, plant and equipment (note 13)
- intangible assets (note 14)
- financial assets (note 15)
Total
Profit on disposal of non-current assets
Proceeds from disposal of non-current assets - Consolidated Statement of Cash Flows
88 CRH
2009
€m
2008
€m
68
1
8
77
26
103
81
1
17
99
69
168
17. Inventories
Raw materials
Work-in-progress (i)
Finished goods
Total inventories at the lower of cost and net realisable value
2009
€m
585
82
1,341
2,008
2008
€m
749
110
1,614
2,473
(i) Work-in-progress includes €nil million (2008: €nil million) in respect of the cumulative costs incurred, net of amounts transferred to cost of sales under percentage-
of-completion accounting, for construction contracts in progress at the balance sheet date.
Write-downs of inventories recognised as an expense within cost of sales amounted to €41 million (2008: €17 million).
None of the above carrying amounts has been pledged as security for liabilities entered into by the Group.
18. Trade and Other Receivables
All current
Trade receivables
Amounts receivable in respect of construction contracts (i)
Total trade receivables, gross
Provision for impairment
Total trade receivables, net
Other receivables (ii)
Amounts receivable from associates
Prepayments and accrued income
Total
2009
€m
2008
€m
1,608
350
1,958
(158)
1,800
477
1
176
2,454
2,100
458
2,558
(161)
2,397
486
-
213
3,096
(i) Unbilled revenue at the balance sheet date in respect of construction contracts amounting to €89 million (2008: €119 million).
(ii) Other receivables include retentions held by customers in respect of construction contracts at the balance sheet date amounting to €82 million (2008: €94 million).
Trade receivables and amounts receivable in respect of construction contracts are in general receivable within 90 days of the balance sheet date.
A general discussion of the terms and conditions applicable to related party receivables is provided in note 33 to the financial statements.
The carrying amounts of trade and other receivables approximate their fair value largely due to the short-term maturities of these instruments.
Provision for impairment
The movements in the provision for impairment of receivables during the financial year were as follows:
At 1st January
Translation adjustment
Provided during year
Written-off during year
Recovered during year
At 31st December
161
(1)
71
(68)
(5)
158
158
1
63
(51)
(10)
161
Information in relation to the Group’s credit risk management is provided in note 21 to the financial statements.
Aged analysis
The aged analysis of gross trade receivables and amounts receivable in respect of construction contracts at the balance sheet date was as follows:
Neither past due nor impaired
Past due but not impaired:
- less than 60 days
- 60 days or greater but less than 120 days
- 120 days or greater
Past due and impaired (partial or full provision)
Total
1,528
2,148
112
89
32
197
1,958
71
65
40
234
2,558
CRH 89
19. Trade and Other Payables
Current
Trade payables
Irish employment-related taxes
Other employment-related taxes
Value added tax
Deferred and contingent acquisition consideration
Other payables (i)
Accruals and deferred income
Amounts payable to associates
Subtotal – current
Non-current
Other payables
Deferred and contingent acquisition consideration (stated at net present cost) due as follows:
- between one and two years
- between two and five years
- after five years
Subtotal – non-current
2009
€m
2008
€m
1,172
3
76
85
32
372
682
49
2,471
74
16
35
30
155
1,440
3
78
92
44
495
731
36
2,919
36
33
36
32
137
(i) Other payables include billings in excess of costs incurred together with advances received from customers in respect of work to be performed under construction
contracts and foreseeable losses thereon amounting to €174 million at the balance sheet date (2008: €190 million).
The carrying amounts of trade and other payables approximate their fair value largely due to the short-term maturities of these instruments.
20. Movement in Working Capital
At 1st January 2009
Translation adjustment
Arising on acquisition (note 32)
Movement in finance-related receivables
Deferred and contingent acquisition consideration:
- arising on acquisitions during the year (note 32)
- paid during the year
Interest accruals
(Decrease)/increase in working capital
At 31st December 2009
The equivalent disclosure for the prior year is as follows:
At 1st January 2008
Translation adjustment
Arising on acquisition (note 32)
Deferred and contingent acquisition consideration:
- arising on acquisitions during the year (note 32)
- paid during the year
Interest accruals
Increase/(decrease) in working capital
At 31st December 2008
90 CRH
Trade
and other
receivables
€m
Trade
and other
payables
€m
Inventories
€m
2,473
(34)
11
-
-
-
-
(442)
2,008
2,226
8
66
-
-
-
173
2,473
3,096
(31)
22
115
-
-
4
(752)
2,454
3,199
26
126
-
-
(4)
(251)
3,096
(3,056)
14
(14)
-
(8)
37
(10)
411
(2,626)
(3,097)
(15)
(89)
(12)
34
(12)
135
(3,056)
Total
€m
2,513
(51)
19
115
(8)
37
(6)
(783)
1,836
2,328
19
103
(12)
34
(16)
57
2,513
21. Capital and Financial Risk Management
Capital management
Overall summary
The primary objectives of CRH’s capital management strategy are to ensure that the Group maintains a strong credit rating to support its business and to create
shareholder value by managing the debt and equity balance and the cost of capital.
The Board periodically reviews the capital structure of the Group, including the cost of capital and the risks associated with each class of capital. The Group manages
and, if necessary, adjusts its capital structure taking account of underlying economic conditions; any material adjustments to the Group’s capital structure in terms of
the relative proportions of debt and equity are approved by the Board. In order to maintain or adjust the capital structure, the Group may issue new shares, dispose
of assets, amend investment plans, alter dividend policy or return capital to shareholders. The Group is committed to optimising the use of its balance sheet within
the confines of the overall objective to maintain an investment grade credit rating. Dividend cover for the year ended 31st December 2009 amounted to 1.4 times
(2008: 3.4 times).
The capital structure of the Group, which comprises net debt and capital and reserves attributable to the Company’s equity holders, may be summarised as follows:
Capital and reserves attributable to the Company's equity holders
Net debt (note 25)
Capital and net debt
Financial risk management objectives and policies
2009
€m
9,637
3,723
13,360
2008
€m
8,087
6,091
14,178
The Group uses financial instruments throughout its businesses: interest-bearing loans and borrowings, cash and cash equivalents, short-dated liquid investments
and finance leases are used to finance the Group’s operations; trade receivables and trade payables 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 currency exposures and to achieve the desired profile
of borrowings. The Group does not trade in financial instruments nor does it enter into any leveraged derivative transactions.
The Group’s corporate treasury function provides services to the business units, co-ordinates access to domestic and international financial markets, and monitors
and manages the financial risks relating to the operations of the Group. The Group Treasurer reports to the Finance Director and the activities of the corporate treasury
function are subject to regular internal audit. Systems are in place to monitor and control the Group’s liquidity risks. The Group’s net debt position forms part of the
monthly documentation presented to the Board of Directors.
The main risks attaching to the Group’s financial instruments are interest rate risk, foreign currency risk, credit risk and liquidity risk. Commodity price risk is of minimal
relevance given that exposure is confined to a small number of contracts entered into for the purpose of hedging future movements in energy costs. The Board reviews
and agrees policies for the prudent management of each of these risks as documented below.
Interest rate risk
The Group’s exposure to market risk for changes in interest rates stems predominantly from its long-term debt obligations. Interest cost is managed by the Group’s
corporate treasury function using a mix of fixed and floating rate debt. With the objective of managing this mix in a cost-efficient manner, the Group enters into interest
rate swaps, under which the Group contracts to exchange, at predetermined intervals, the difference between fixed and variable interest amounts calculated by
reference to a pre-agreed notional principal. Such contracts enable the Group to mitigate the risk of changing interest rates on the fair value of issued fixed rate debt
and the cash flow exposures of issued floating rate debt.
The majority of these swaps are designated under IAS 39 to hedge underlying debt obligations and qualify for hedge accounting; undesignated financial instruments
are termed “not designated as hedges” in the analysis of derivative financial instruments presented in note 24. The following table demonstrates the impact on profit
before tax of a range of possible changes in the interest rates applicable to net floating rate borrowings, with all other variables held constant:
Percentage change in cost of borrowings
Impact on profit before tax
+/- 1% +/- 0.5%
-/+ €8m -/+ €4m
-/+ €32m -/+ €16m
2009
2008
CRH 91
21. Capital and Financial Risk Management continued
Foreign currency risk
Due to the nature of building materials, which in general exhibit a low value-to-weight ratio, CRH’s activities are conducted primarily in the local currency of the country
of operation resulting in low levels of foreign currency transaction risk; variances arising in this regard are reflected in operating costs or cost of sales in the Consolidated
Income Statement in the period in which they arise and are shown in note 4.
Given the Group’s presence in 35 countries worldwide, the principal foreign exchange risk arises from fluctuations in the euro value of the Group’s net investment in
a wide basket of currencies other than the euro; such changes are reported separately within the Consolidated Statement of Comprehensive Income. A currency
profile of the Group’s net debt and net worth is presented in note 25. The Group’s established policy is to spread its net worth across the currencies of its various
operations with the objective of limiting its exposure to individual currencies and thus promoting consistency with the geographical balance of its operations. In order
to achieve this objective, the Group manages its borrowings, where practicable and cost effective, partially to hedge its foreign currency assets. Hedging is done using
currency borrowings in the same currency as the assets being hedged or through the use of other hedging methods such as currency swaps.
The following table demonstrates the sensitivity of profit before tax and equity to selected movements in the relevant €/US$ exchange rate (with all other variables held
constant); the US Dollar has been selected as the appropriate currency for this analysis given the materiality of the Group’s activities in the United States:
Percentage change in relevant €/US$ exchange rate
Impact on profit before tax
Impact on equity *
* Includes the impact on financial instruments which is as follows:
+/- 5%
+/-2.5%
2009
2008
-/+ €14m
-/+ €7m
-/+ €29m -/+ €15m
2009 -/+ €170m -/+ €87m
2008 -/+ €160m -/+ €82m
2009 +/- €105m +/- €54m
2008 +/- €139m +/- €71m
Financial instruments include deposits, money market funds, bank loans, medium term notes and other fixed term debt, interest rate swaps, commodity swaps and
foreign exchange contracts. It excludes trade receivables and trade payables.
Credit risk
In addition to cash at bank and in hand, the Group holds significant cash balances which are invested on a short-term basis and are classified as either cash
equivalents or liquid investments (see note 22). These deposits and other financial instruments (principally certain derivatives and loans and receivables included within
financial assets) give rise to credit risk on amounts due from counterparties. Credit risk is managed by limiting the aggregate amount and duration of exposure to any
one counterparty primarily depending on its credit rating and by regular review of these ratings. Acceptable credit ratings are high investment grade ratings - generally
counterparties have ratings of A2/A or higher from Moody’s/Standard & Poor’s ratings agencies. The maximum exposure arising in the event of default on the part of
the counterparty is the carrying value of the relevant financial instrument.
Credit risk arising in the context of the Group’s operations is not significant with the total bad debt provision at the balance sheet date amounting to circa 8.1% of
gross trade receivables (2008: 6.3%). Customer credit risk is managed at appropriate Group locations subject to established policies, procedures and controls.
Customer credit quality is assessed in line with strict credit rating criteria and credit limits established where appropriate. Outstanding customer balances are regularly
monitored and a review for indicators of impairment (evidence of financial difficulty of the customer, payment default, breach of contract etc.) is carried out at each
reporting date. Significant balances are reviewed individually while smaller balances are grouped and assessed collectively. Receivables balances are in general
unsecured and non-interest-bearing. The trade receivables balances disclosed in note 18 comprise a large number of customers spread across the Group’s activities
and geographies with balances classified as neither past due nor impaired representing 78% of the total receivables balance at the balance sheet date (2008: 84%);
amounts receivable from related parties (notes 18 and 33) are immaterial. Factoring and credit guarantee arrangements are employed in certain of the Group’s
operations where deemed relevant by operational management.
Liquidity risk
The principal liquidity risks faced by the Group stem from the maturation of debt obligations and derivative transactions. The Group’s corporate treasury function
ensures that sufficient resources are available to meet such liabilities as they fall due through a combination of liquid investments, cash and cash equivalents, cash
flows and undrawn committed bank facilities. Flexibility in funding sources is achieved through a variety of means including (i) maintaining cash and cash equivalents
and liquid resources only with a diversity of highly-rated counterparties; (ii) limiting the maturity of such balances; (iii) borrowing the bulk of the Group’s debt requirements
under committed bank lines or other term financing; and (iv) having surplus committed lines of credit.
The undrawn committed facilities available to the Group as at the balance sheet date are quantified in note 23; these facilities span a wide number of highly-rated
financial institutions thus minimising any potential exposure arising from concentrations in borrowing sources. The repayment schedule (analysed by maturity date)
applicable to the Group’s outstanding interest-bearing loans and borrowings as at the balance sheet date is also presented in note 23.
92 CRH
21. Capital and Financial Risk Management continued
The tables below show the projected contractual undiscounted total cash outflows (principal and interest) arising from the Group’s trade and other payables, gross
debt and derivative financial instruments. The tables also include the gross cash inflows projected to arise from derivative financial instruments. These projections are
based on the interest and foreign exchange rates applying at the end of the relevant financial year.
At 31st December 2009
Financial liabilities - cash outflows
Trade and other payables
Finance leases
Interest-bearing loans and borrowings
Interest payments on finance leases
Interest payments on interest-bearing loans and borrowings
Interest rate swaps - net cash outflows
Cross-currency swaps - gross cash outflows
Other derivative financial instruments
Gross projected cash outflows
Derivative financial instruments - cash inflows
Interest rate swaps - net cash inflows
Cross-currency swaps - gross cash inflows
Other derivative financial instruments
Gross projected cash inflows
The equivalent disclosure for the prior year is as follows:
At 31st December 2008
Financial liabilities - cash outflows
Trade and other payables
Finance leases
Interest-bearing loans and borrowings
Interest payments on finance leases
Interest payments on interest-bearing loans and borrowings
Cross-currency swaps - gross cash outflows
Other derivative financial instruments
Gross projected cash outflows
Derivative financial instruments - cash inflows
Interest rate swaps - net cash inflows
Cross-currency swaps - gross cash inflows
Other derivative financial instruments
Gross projected cash inflows
Within
1 year
€m
Between
1 and 2
years
€m
Between
2 and 3
years
€m
Between
3 and 4
years
€m
Between
4 and 5
years
€m
After
5 years
€m
Total
€m
2,471
4
377
1
323
6
790
3
3,975
(114)
(776)
(1)
(891)
2,919
6
1,016
1
377
1,394
14
5,727
(60)
(1,342)
(3)
(1,405)
91
2
550
1
303
6
274
2
1,229
(111)
(257)
(1)
(369)
72
4
1,303
1
323
42
4
1,749
(60)
(34)
-
(94)
13
2
782
1
241
6
42
-
1,087
(72)
(26)
-
(98)
14
2
783
1
268
42
2
1,112
(57)
(34)
(1)
(92)
14
1
507
-
220
6
427
1
1,176
(57)
(424)
-
(481)
14
1
1,043
-
195
41
1
1,295
(37)
(33)
-
(70)
15
1
893
-
163
5
24
-
1,101
39
3
1,911
1
464
40
327
-
2,785
2,643
13
5,020
4
1,714
69
1,884
6
11,353
(37)
(23)
-
(60)
(132)
(289)
-
(421)
(523)
(1,795)
(2)
(2,320)
15
1
571
-
169
428
-
1,184
(30)
(438)
-
(468)
41
5
2,129
2
649
351
-
3,177
3,075
19
6,845
5
1,981
2,298
21
14,244
(108)
(291)
-
(399)
(352)
(2,172)
(4)
(2,528)
Commodity price risk
The Group’s exposure to commodity price risk is minimal with the fair value of derivatives used to hedge future energy costs being €5 million unfavourable as at the
balance sheet date (2008: €19 million unfavourable).
CRH 93
22. Liquid Investments and Cash and Cash Equivalents
Liquid investments and cash and cash equivalents balances are spread across a wide number of highly-rated financial
institutions with no material concentrations in credit or liquidity risk.
Liquid investments
Liquid investments comprise short-term deposits and current asset investments which are held as readily disposable stores
of value and include investments in government gilts and commercial paper and deposits of less than one year in duration.
The maturity of these investments falls outside the three months timeframe for classification as cash and cash equivalents
under IAS 7 Cash Flow Statements, and accordingly, the related balances have been separately reported in the Consolidated
Balance Sheet and have been categorised as either “held-for-trading” or “loans and receivables” in accordance with IAS 39
Financial Instruments: Recognition and Measurement in the table below. The credit risk attaching to these items is
documented in note 21.
Held-for-trading (fair value through profit or loss)
Loans and receivables
Total
Cash and cash equivalents
2009
€m
62
4
66
2008
€m
127
1
128
In accordance with IAS 7, cash and cash equivalents comprise cash balances held for the purposes of meeting short-term
cash commitments and investments which are readily convertible to a known amount of cash and are subject to an
insignificant risk of change in value. Where investments are categorised as cash equivalents, the related balances have a
maturity of three months or less from the date of investment. Bank overdrafts are included within current interest-bearing
loans and borrowings in the Consolidated Balance Sheet.
Cash and cash equivalents are reported at fair value and are analysed as follows:
Cash at bank and in hand
Investments (short-term deposits)
Included in Consolidated Balance Sheet and Consolidated Statement of Cash Flows
2009
€m
406
966
1,372
2008
€m
483
316
799
Cash at bank earns interest at floating rates based on daily deposit bank rates. Short-term deposits are made for varying
periods of between one day and three months depending on the immediate cash requirements of the Group, and earn
interest at the respective short-term deposit rates.
94 CRH
23. Interest-bearing Loans and Borrowings
Bank loans and overdrafts:
- unsecured
- secured *
Other term loans:
- unsecured
- secured *
Group share of joint ventures' interest-bearing loans and borrowings (non-current and current):
- unsecured
- secured *
Interest-bearing loans and borrowings (non-current and current)
Included in current liabilities in the Consolidated Balance Sheet:
- loans repayable within one year
- bank overdrafts
Current interest-bearing loans and borrowings
2009
€m
2008
€m
169
35
4,881
16
198
25
5,324
(268)
(113)
(381)
2,250
28
4,754
22
215
29
7,298
(872)
(149)
(1,021)
Non-current interest-bearing loans and borrowings
4,943
6,277
* Secured on specific items of property, plant and equipment; these figures include finance leases
Repayment schedule
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
Categorisation by manner of repayment
Loans fully repayable within five years:
- not by instalments
- by instalments
Subtotal
Loans fully repayable in more than five years:
- not by instalments
- by instalments **
Subtotal
381
570
857
547
924
2,045
5,324
3,135
124
3,259
2,037
28
2,065
1,021
1,309
811
1,148
631
2,378
7,298
4,747
145
4,892
2,364
42
2,406
Interest-bearing loans and borrowings (non-current and current)
5,324
7,298
** €8 million (2008: €14 million) falls due for repayment after five years
CRH 95
23. Interest-bearing Loans and Borrowings continued
Borrowing facilities
The Group manages its borrowing ability by entering into committed borrowing agreements. Revolving committed bank
facilities are generally available to the Group for periods of up to five years from the date of inception. The undrawn
committed facilities available as at 31st December 2009 and 31st December 2008, in respect of which all conditions
precedent had been met, mature 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
2009
€m
203
391
782
164
3
26
1,569
2008
€m
589
519
160
196
53
49
1,566
Included in the figures above is an amount of €189 million in respect of the Group’s share of facilities available to joint
ventures (2008: €304 million).
Guarantees
The Company has given letters of guarantee to secure obligations of subsidiary undertakings as follows: €5,098 million in
respect of loans, bank advances, derivative obligations and future lease obligations (2008: €7,051 million), €6 million in
respect of deferred and contingent acquisition consideration (2008: €7 million), €319 million in respect of letters of credit
(2008: €419 million) and €43 million in respect of other obligations (2008: €43 million).
Pursuant to the provisions of Section 17, Companies (Amendment) Act, 1986, the Company has guaranteed the liabilities
of its wholly-owned subsidiary undertakings and the Oldcastle Finance Company and Oldcastle North America Funding
Company general partnerships in the Republic of Ireland for the financial year ended 31st December 2009 and, as a result,
such subsidiary undertakings and the general partnerships have been exempted from the filing provisions of Section 7,
Companies (Amendment) Act, 1986 and Regulation 20 of the European Communities (Accounts Regulations), 1993
respectively.
The Company has not guaranteed any debt or other obligations of joint ventures or associates.
Lender covenants
The Group’s major bank facilities and debt issued pursuant to Note Purchase Agreements in private placements require the
Group to maintain certain financial covenants. Non-compliance with financial covenants would give the relevant lenders the
right to terminate facilities and demand early repayment of any sums drawn thereunder thus altering the maturity profile of
the Group’s debt and the Group’s liquidity. Calculations for financial covenants are completed for twelve-month periods
ending quarterly on 31st March, 30th June, 30th September and 31st December. CRH was in full compliance with its
financial covenants throughout each of the periods presented. The Group is not aware of any stated events of default.
The financial covenants are:
(1) Minimum interest cover (excluding share of joint ventures) defined as EBITDA/net interest cover at no lower than 4.5
times. As at 31st December 2009 the ratio was 6.1 times (2008: 7.4 times);
(2) Minimum interest cover (excluding share of joint ventures) defined as EBITDA plus rentals/net interest plus rentals at
no lower than 3.0 times. As at 31st December 2009 the ratio was 3.8 times (2008: 4.8 times);
(3) Maximum debt cover (excluding share of joint ventures) defined as consolidated total net debt/EBITDA (taking into
account proforma adjustments for acquisitions and disposals) at no higher than 3.5 times. As at 31st December 2009
the ratio was 2.2 times (2008: 2.4 times).
96 CRH
24. Derivative Financial Instruments
The fair values of derivative financial instruments are analysed by year of maturity and by accounting designation as follows:
Within
1 year
€m
Between
1 and 2
years
€m
Between
2 and 3
years
€m
Between
3 and 4
years
€m
Between
4 and 5
years
€m
After
5 years
€m
Total
€m
At 31st December 2009
Assets
Fair value hedges
Net investment hedges
Not designated as hedges (held-for-trading)
Analysed as:
Non-current assets
Current assets
Total
Liabilities
Fair value hedges
Cash flow hedges
Net investment hedges
Analysed as:
Non-current liabilities
Current liabilities
Total
Net asset arising on derivative financial instruments
The equivalent disclosure for the prior year is as follows:
At 31st December 2008
Assets
Fair value hedges
Cash flow hedges
Net investment hedges
Not designated as hedges (held-for-trading)
Analysed as:
Non-current assets
Current assets
Total
Liabilities
Fair value hedges
Cash flow hedges
Net investment hedges
Not designated as hedges (held-for-trading)
Analysed as:
Non-current liabilities
Current liabilities
Total
Net asset arising on derivative financial instruments
186
4
59
249
244
5
249
(30)
(51)
(5)
(86)
(78)
(8)
(86)
163
301
2
7
116
426
416
10
426
(40)
(81)
(23)
(2)
(146)
(84)
(62)
(146)
280
-
4
1
5
-
(3)
(5)
(8)
-
2
7
1
10
(26)
(13)
(23)
-
(62)
18
-
1
19
-
(2)
-
(2)
-
-
-
-
-
-
(4)
-
-
(4)
71
-
-
71
-
-
-
-
26
-
-
1
27
-
(3)
-
-
(3)
36
-
-
36
(30)
(1)
-
(31)
100
-
-
-
100
-
(1)
-
-
(1)
27
-
-
27
-
-
-
-
57
-
-
-
57
(14)
-
-
-
(14)
34
-
57
91
-
(45)
-
(45)
118
-
-
114
232
-
(60)
-
(2)
(62)
CRH 97
24. Derivative Financial Instruments continued
Components of other comprehensive income:
Cash flow hedges:
Gains/(losses) arising during the year:
Currency forward contracts
Commodity forward contracts
Reclassification adjustments for (gains)/losses included in:
- the Consolidated Income Statement
- property, plant and equipment
2009
€m
2008
€m
-
1
16
(2)
15
2
(24)
(6)
-
(28)
Fair value hedges consist of interest rate swaps and currency swaps. These instruments hedge risks arising from changes in asset/liability fair values due to interest
rate and foreign exchange rate movements. In accordance with IAS 39 Financial Instruments: Recognition and Measurement, fair value hedges and the related
hedged items are marked-to-market at each reporting date with any movement in the fair values of the hedged item and the hedging instrument being reflected in
the Consolidated Income Statement.
Cash flow hedges consist of forward foreign exchange and commodity contracts and interest rate and currency swaps. These instruments hedge risks arising to
future cash flows from movements in foreign exchange rates, commodity prices and interest rates. Cash flow hedges are expected to affect profit and loss over the
period to maturity. To the extent that the hedging instrument satisfies effectiveness testing, any movements in the fair values of the hedged item and the hedging
instrument are reflected in equity. Ineffectiveness is reflected in the Consolidated Income Statement.
Net investment hedges comprise cross-currency swaps and hedge changes in the value of net investments due to currency movements.
The profit/(loss) arising on fair value, cash flow and net investment hedges reflected in the Consolidated Income Statement is shown below:
Cash flow hedges - ineffectiveness
Fair value hedges
Fair value of the hedged item
Net investment hedges - ineffectiveness
2009
€m
(6)
(108)
105
-
2008
€m
-
284
(287)
2
98 CRH
25. Analysis of Net Debt
Components of and reconciliation of opening to closing net debt
Net debt comprises cash and cash equivalents, liquid investments, derivative financial instrument assets and liabilities and interest-bearing loans and borrowings.
At 1st
January
Book value
€m
Cash
flow Acquisitions
€m
€m
Mark-to-
market
€m
Translation
adjustment
€m
At 31st
December
Book value
€m
At 31st
December
Fair value (i)
€m
31st December 2009
Cash and cash equivalents (note 22)
Liquid investments (note 22)
Interest-bearing loans and borrowings (note 23)
Derivative financial instruments (net) (note 24)
Group net debt (including share of non-recourse debt in
joint ventures)
Group net debt excluding proportionately consolidated
joint ventures
799
128
(7,298)
280
589
(65)
1,744
(16)
(6,091)
2,252
(5,938)
2,215
The equivalent disclosure for the prior year is as follows:
31st December 2008
Cash and cash equivalents (note 22)
Liquid investments (note 22)
Interest-bearing loans and borrowings (note 23)
Derivative financial instruments (net) (note 24)
Group net debt (including share of non-recourse debt in
joint ventures)
Group net debt excluding proportionately consolidated
joint ventures
1,006
318
(6,498)
11
(262)
(175)
(358)
100
(5,163)
(695)
(4,999)
(678)
4
-
(3)
-
1
1
68
-
(55)
-
13
(19)
-
-
135
(140)
(5)
(5)
-
-
(287)
281
(6)
(6)
(20)
3
98
39
1,372
66
(5,324)
163
1,372
66
(5,432)
163
120
(3,723)
(3,831)
118
(3,609)
(3,717)
(13)
(15)
(100)
(112)
799
128
(7,298)
280
799
128
(6,324)
280
(240)
(6,091)
(5,117)
(236)
(5,938)
(4,964)
(i) The fair values of cash and cash equivalents and floating rate loans and borrowings are based on their carrying amounts, which constitute a reasonable
approximation of fair value. The carrying value of liquid investments is the market value of these investments with these values quoted on liquid markets. The
carrying value of derivatives is fair value based on discounted future cash flows at current foreign exchange and interest rates. The fair value of fixed rate debt is
calculated based on actual traded prices for publicly traded debt or discounted future cash flows reflecting market interest rate changes since issuance for other
fixed rate debt.
Fair value hierarchy
The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:
– Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
– Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived
from prices)
– Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs)
At 31st December 2009
Assets measured at fair value
Fair value hedges - interest rate swaps
Net investment hedges - cross currency swaps
Not designated as hedges (held-for-trading) - interest rate swaps
Held-for-trading (fair value through profit or loss)
Liabilities measured at fair value
Fair value hedges - interest rate swaps
Cash flow hedges - cross currency swaps
Liquid investments: Net investment hedges - cross currency swaps
Level 1
€m
Level 2
€m
Total
€m
-
-
-
62
62
-
-
-
-
186
4
59
-
249
(30)
(51)
(5)
(86)
186
4
59
62
311
(30)
(51)
(5)
(86)
During the reporting period ending 31st December 2009, there were no transfers between Level 1 and Level 2 fair value measurements, and no transfers into and out
of Level 3 fair value measurements.
CRH 99
25. Analysis of Net Debt continued
Currency profile
The currency profile of the Group’s net debt and net worth (capital and reserves attributable to the Company’s equity holders) as at 31st December 2009 is as
follows:
Cash and cash equivalents - floating rate
Liquid investments - floating rate
Interest-bearing loans and borrowings - fixed rate
Interest-bearing loans and borrowings - floating rate
Net (debt)/cash by major currency excluding derivative financial instruments
Derivative financial instruments (including mark-to-market)
Net debt by major currency including derivative financial instruments
Non-debt assets and liabilities analysed as follows:
Non-current assets
Current assets
Non-current liabilities
Current liabilities
Minority interest
Capital and reserves attributable to the Company's equity holders
The equivalent disclosure for the prior year is as follows:
Cash and cash equivalents - floating rate
Liquid investments - floating rate
Interest-bearing loans and borrowings - fixed rate
Interest-bearing loans and borrowings - floating rate
Net (debt)/cash by major currency excluding derivative financial instruments
Derivative financial instruments (including mark-to-market)
Net debt by major currency including derivative financial instruments
Non-debt assets and liabilities analysed as follows:
Non-current assets
Current assets
Non-current liabilities
Current liabilities
Minority interest
Capital and reserves attributable to the Company's equity holders
euro
€m
441
24
(775)
(200)
(510)
(642)
(1,152)
4,610
1,690
(706)
(1,140)
(25)
3,277
331
42
(34)
(1,536)
(1,197)
(1,349)
(2,546)
4,662
2,023
(629)
(1,200)
(27)
2,283
US
Dollar
€m
Pound
Sterling
€m
Swiss
Franc
€m
Other (ii)
€m
Total
€m
678
-
(3,837)
(117)
(3,276)
1,065
(2,211)
6,142
1,856
(1,196)
(1,009)
(5)
3,577
174
43
(4,271)
(413)
(4,467)
1,543
(2,924)
6,512
2,337
(1,204)
(1,365)
(6)
3,350
39
9
(282)
(27)
(261)
227
(34)
508
212
(193)
(184)
-
309
22
43
(263)
(406)
(604)
542
(62)
470
234
(145)
(181)
-
316
88
-
(1)
(4)
83
(352)
(269)
700
325
(108)
(213)
(8)
427
66
-
(4)
(247)
(185)
(300)
(485)
790
395
(135)
(196)
(8)
361
126
33
(5)
(76)
78
(135)
(57)
1,372
66
(4,900)
(424)
(3,886)
163
(3,723)
2,097
456
(177)
(237)
(35)
2,047
14,057
4,539
(2,380)
(2,783)
(73)
9,637
206
-
(3)
(121)
82
(156)
(74)
799
128
(4,575)
(2,723)
(6,371)
280
(6,091)
1,765
580
(166)
(299)
(29)
1,777
14,199
5,569
(2,279)
(3,241)
(70)
8,087
100 CRH
25. Analysis of Net Debt continued
Interest profile and analysis of gross debt and effective interest rates
31st December 2009
The fixed rate interest-bearing loans and borrowings including the impact of derivative financial instruments (interest rate and cross-currency swaps) as at 31st
December 2009 are as follows:
Interest-bearing loans and borrowings - fixed rate as above (iii)
Impact of derivative financial instruments on fixed rate debt
Net fixed rate interest-bearing loans and borrowings
Weighted average fixed interest rates
Weighted average fixed periods - years
Gross debt by major currency - analysis of effective interest rates
- interest rates excluding derivative financial instruments
- gross debt excluding derivative financial instruments
- interest rates including derivative financial instruments
- gross debt including derivative financial instruments
The equivalent disclosure for the prior year is as follows:
31st December 2008
euro
€m
(775)
(568)
(1,343)
6.4%
4.0
6.3%
(975)
6.2%
(1,617)
US
Dollar
€m
Pound
Sterling
€m
Swiss
Franc
€m
Other (ii)
€m
Total
€m
(3,837)
2,306
(1,531)
6.3%
7.6
6.6%
(3,954)
4.6%
(2,889)
(282)
282
-
(1)
-
(1)
(5)
-
(5)
-
-
5.0%
1.7
4.6%
4.7
7.7%
(309)
1.5%
(82)
2.9%
(5)
0.4%
(357)
4.0%
(81)
2.4%
(216)
(4,900)
2,020
(2,880)
6.3%
5.9
6.5%
(5,324)
4.7%
(5,161)
The fixed rate interest-bearing loans and borrowings including the impact of derivative financial instruments (interest rate and cross-currency swaps) as at 31st
December 2008 are as follows:
Interest-bearing loans and borrowings - fixed rate as above (iii)
Impact of derivative financial instruments on fixed rate debt
Net fixed rate interest-bearing loans and borrowings
Weighted average fixed interest rates
Weighted average fixed periods - years
Gross debt by major currency - analysis of effective interest rates
- interest rates excluding derivative financial instruments
- gross debt excluding derivative financial instruments
- interest rates including derivative financial instruments
- gross debt including derivative financial instruments
(34)
(1,124)
(1,158)
5.5%
4.1
6.6%
(1,570)
5.8%
(2,919)
(4,271)
2,553
(1,718)
6.3%
8.5
6.5%
(4,684)
6.1%
(3,141)
(263)
263
-
(4)
-
(4)
(3)
(22)
(25)
(4,575)
1,670
(2,905)
-
-
4.2%
1.5
6.6%
1.7
5.9%
6.7
5.6%
(669)
3.7%
(127)
2.9%
(251)
2.0%
(551)
6.2%
(124)
5.8%
(280)
6.3%
(7,298)
5.6%
(7,018)
(ii) The principal currencies included in this category are the Canadian Dollar, the Polish Zloty, the Argentine Peso, the Ukranian Hryvnya, the Israeli Shekel, the Turkish
Lira, the Chinese Renminbi and the Indian Rupee.
(iii) Of the Group’s gross fixed rate debt at 31st December 2009, €2,913 million (2008: €2,892 million) was hedged to floating rate at inception using interest rate
swaps. In accordance with IAS 39 Financial Instruments: Recognition and Measurement, hedged fixed rate debt is recorded at amortised cost adjusted for the
change in value arising from changes in underlying market interest rates and the related hedging instruments (interest rate swaps) are stated at fair value.
Adjustments to fixed rate debt values and the changes in the fair value of the hedging instrument are reflected in the Consolidated Income Statement. The balance
of gross fixed rate debt of €1,987 million (2008: €1,683 million) are financial liabilities measured at amortised cost in accordance with IAS 39.
Floating rate debt comprises bank borrowings and finance leases bearing interest at rates set in advance for periods ranging from overnight to less than one year
largely by reference to inter-bank interest rates (US$ LIBOR, Sterling LIBOR, Swiss Franc LIBOR and Euribor).
Gains and losses arising on the re-translation of net worth are dealt with in the Consolidated Statement of Comprehensive Income. Transactional currency exposures
arise in a number of the Group’s operations and these result in net currency gains and losses which are recognised in the Consolidated Income Statement and are
immaterial (with materiality defined in the context of the year-end 2009 financial statements).
CRH 101
26. Provisions for Liabilities
Net present cost
31st December 2009
Insurance (i)
Environment and remediation (ii)
Rationalisation and redundancy (iii)
Other (iv)
Total
Analysed as:
Non-current liabilities
Current liabilities
Total
The equivalent disclosure for the prior year is as follows:
31st December 2008
Insurance (i)
Environment and remediation (ii)
Rationalisation and redundancy (iii)
Other (iv)
Total
Analysed as:
Non-current liabilities
Current liabilities
Total
(i)
Insurance
At 1st
January
€m
Translation
adjustment
€m
Arising on
acquisition
€m
Provided
during
year
€m
Utilised
during
year
€m
Reversed
unused
€m
Discount
unwinding
(note 8)
€m
At 31st
December
€m
214
67
19
89
389
253
136
389
209
64
13
103
389
248
141
389
(3)
(1)
-
-
(4)
7
3
-
(2)
8
-
-
-
1
1
1
1
-
2
4
88
2
114
11
215
(108)
(5)
(109)
(28)
(250)
-
-
-
(6)
(6)
66
9
23
22
120
(79)
(11)
(17)
(27)
(134)
-
(1)
(1)
(12)
(14)
10
2
1
2
15
10
2
1
3
16
201
65
25
69
360
240
120
360
214
67
19
89
389
253
136
389
This provision relates to workers’ compensation (employers’ liability) and third-party liabilities or claims covered under the Group’s self-insurance schemes.
Reflecting the operation of these self-insurance schemes, a substantial portion of the total provision relates to claims which are classified as incurred but not
reported in respect of which the Group will bear an excess which will not be recoverable from insurers. In addition, due to the extended timeframe which is typically
involved in such claims, a significant component of the total provision is subject to actuarial valuation through the application of historical claims triangles. Where
actuarial valuation is either inappropriate or impractical, other external assessments are made. The claims triangles applied in valuation indicate that these
provisions have an average life of four years (2008: three years).
(ii) Environment and remediation
This provision comprises obligations governing site remediation and improvement costs to be incurred in compliance with either local or national environmental
regulations together with constructive obligations stemming from established best practice. Whilst a significant element of the total provision will reverse in the
medium-term (two to ten years), the majority of the legal and constructive obligations applicable to long-lived assets (principally mineral-bearing land) will unwind
over a 30-year timeframe. In discounting the related obligations, expected future cash outflows have been determined with due regard to extraction status and
anticipated remaining life.
(iii) Rationalisation and redundancy
These provisions relate to irrevocable commitments under various rationalisation and redundancy programmes, none of which is individually material to the Group.
The increased amount provided and utilised in 2009 reflects the additional cost reduction initiatives undertaken during the year. The Group expects that these
provisions will be utilised within two years (2008: three years) of the balance sheet date.
(iv) Other
This includes provisions relating to guarantees and warranties of €20 million (2008: €22 million) throughout the Group at 31st December 2009. The Group expects
that these provisions will be utilised within three years of the balance sheet date (2008: four years).
All provisions are discounted at a rate of 5% (2008: 5%), derived primarily from the average effective interest rate for the Group’s borrowings.
102 CRH
27. Deferred Income Tax
The deductible and taxable temporary differences at the balance sheet date in respect of which deferred tax has been recognised are analysed as follows:
Deferred income tax assets (deductible temporary differences)
Deficits on Group defined benefit pension obligations (note 28)
Revaluation of derivative financial instruments to fair value
Share-based payment expense
Provisions for liabilities and working capital related items
Other deductible temporary differences
Total
2009
€m
2008
€m
103
21
9
157
47
337
94
13
4
206
16
333
Deferred income tax assets have been recognised in respect of all deductible temporary differences.
Deferred income tax liabilities (taxable temporary differences)
Taxable temporary differences principally attributable to accelerated tax depreciation and fair value adjustments arising on acquisition (i)
Revaluation of derivative financial instruments to fair value
Rolled-over capital gains
Total
1,498
1
20
1,519
1,441
1
19
1,461
(i) Fair value adjustments arising on acquisition principally relate to property, plant and equipment.
Movement in net deferred income tax liability
At 1st January
Translation adjustment
Net charge for the year (note 10)
Arising on acquisition (note 32)
Movement in deferred tax asset on Group defined benefit pension obligations
Movement in deferred tax asset on share-based payment expense
Movement in deferred tax liability on cash flow hedges
Reclassification
At 31st December
28. Retirement Benefit Obligations
1,128
(26)
98
(2)
(20)
(2)
2
4
1,182
976
17
89
81
(67)
15
(4)
21
1,128
The Group operates either defined benefit or defined contribution pension schemes in all of its principal operating areas. Scheme assets are held in separate trustee
administered funds.
At the year-end, €46 million (2008: €43 million) was included in other payables in respect of defined contribution pension liabilities and €1 million (2008: €1 million) was
included in other receivables in respect of defined contribution pension prepayments.
The Group operates defined benefit pension schemes in the Republic of Ireland, Britain and Northern Ireland, the Netherlands, Belgium, Germany, Portugal, Switzerland
and the United States; for the purposes of the disclosures which follow, the schemes in the Republic of Ireland, the Netherlands, Belgium, Germany and Portugal (49%
joint venture) have been aggregated into a “eurozone” category on the basis of common currency and financial assumptions. In line with the principle of proportionate
consolidation, the assets, liabilities, income and expenses attaching to defined benefit pension schemes in joint ventures are reflected in the figures below on the basis
of the Group’s share of these entities. The majority of the defined benefit pension schemes operated by the Group are funded as disclosed in the analysis of the defined
benefit obligation presented below with unfunded schemes restricted to one scheme in each of the Netherlands, Portugal and the United States and four schemes in
Germany.
In addition to the aforementioned defined benefit pension schemes, provision has been made in the financial statements for post-retirement healthcare obligations in
respect of certain current and former employees principally in the United States and in Portugal and for long-term service commitments in respect of certain employees
in the eurozone and Switzerland. These obligations are unfunded in nature and the required disclosures are set out below.
In all cases, the projected unit credit method has been employed in determining the present value of the obligations arising, the related current service cost and, where
applicable, past service cost.
The cumulative actuarial gains and losses attributable to the Group’s defined benefit pension scheme obligations at 1st January 2004 (the date of transition to IFRS)
were recognised in full as at that date and adjusted against retained income. Actuarial gains and losses and the associated movement in the net deferred tax asset
are recognised via the Consolidated Statement of Comprehensive Income.
CRH 103
28. Retirement Benefit Obligations continued
Actuarial valuations - funding requirements
The funding requirements in relation to the Group’s defined benefit schemes are assessed in accordance with the advice of independent and qualified actuaries and
valuations are prepared in this regard either annually, where local requirements mandate that this be done, or at triennial intervals at a maximum in all other cases. In
Ireland and Britain, either the attained age or projected unit credit methods are used in the valuations. In the Netherlands and Switzerland, the actuarial valuations
reflect the current unit method, while the valuations are performed in accordance with the projected unit credit methodology in Portugal and Germany. In the United
States, valuations are performed using a variety of actuarial cost methodologies - current unit, projected unit and aggregate cost. The actuarial valuations range
from April 2006 to December 2009.
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 rates
of increase in remuneration and pensions. In the course of preparing the funding valuations, 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. In general, actuarial valuations are not available for public inspection; however,
the results of valuations are advised to the members of the various schemes.
Financial assumptions
The financial assumptions employed in the valuation of the defined benefit liabilities arising on pension schemes, post-retirement healthcare obligations and
long-term service commitments applying the projected unit credit methodology are as follows:
Scheme liabilities
The major long-term assumptions used by the Group’s actuaries in the computation of scheme liabilities as at 31st December 2009 and 31st December 2008 are
as follows:
Rate of increase in:
- salaries
- pensions in payment
Inflation
Discount rate
Medical cost trend rate
2009
%
4.00
2.00
2.00
6.00
5.25
Eurozone
2008
%
Britain and
Northern Ireland
2009
%
2008
%
3.80
1.80
1.80
5.80
5.25
4.50
3.50-3.70
3.50
5.75
n/a
3.50
2.75-3.25
2.75
6.25
n/a
Switzerland
United States
2009
%
2.25
0.50
1.50
3.25
n/a
2008
%
2.25
0.50
1.50
3.50
n/a
2009
%
2008
%
3.50
-
2.00
5.75
9.50
3.50
-
2.00
6.25
10.00
The mortality assumptions employed in determining the present value of scheme liabilities under IAS 19 are in accordance with the underlying funding valuations and
represented actuarial best practice in the relevant jurisdictions taking account of mortality experience and industry circumstances. With regard to the most material of the
Group’s schemes, the future life expectations factored into the relevant valuations based on retirement at 65 years of age for current and future retirees, are as follows:
Current retirees
- male
- female
Future retirees
- male
- female
Republic of
Ireland
2009
2008
Britain and
Northern Ireland
2009
2008
Switzerland
2009
2008
20.7
23.8
21.8
24.8
19.8
22.8
20.8
23.8
22.7
25.5
24.5
27.2
21.9
24.6
22.4
25.1
18.5
22.0
18.5
22.0
18.4
21.9
18.4
21.9
The above data allow for future improvements in life expectancy.
Scheme assets
The long-term rates of return expected at 31st December 2009 and 31st December 2008, determined in conjunction with the Group’s actuaries and analysed by class
of investment, are as follows:
Equities
Bonds
Property
Other
Eurozone
2009
%
8.00
4.50
7.00
2.50
2008
%
9.00
4.25
7.00
2.50
Britain and
Northern Ireland
2009
%
2008
%
8.00
5.00
7.00
2.50
9.00
4.75
7.00
2.50
Switzerland
United States
2009
%
6.75
2.75
4.75
2.50
2008
%
7.50
3.25
4.50
2.50
2009
%
8.00
5.50
7.00
2.50
2008
%
9.00
6.00
7.00
2.50
The methodology applied in relation to the expected return on equities is driven by prevailing risk-free rates in the four jurisdictions listed and the application of an
equity risk premium (which varies by country) to those rates. The differences between the expected return on bonds and the yields used to discount the liabilities in
each of the four jurisdictions listed are driven by the fact that the majority of the Group’s schemes hold an amalgam of government and corporate bonds. The property
and “other” (largely cash holdings) components of the asset portfolio are not material. In all cases, the reasonableness of the assumed rates of return is assessed by
reference to actual and target asset allocations in the long-term and the Group’s overall investment strategy as articulated to the trustees of the various defined benefit
pension schemes in operation.
104 CRH
28. Retirement Benefit Obligations continued
(a) Impact on Consolidated Income Statement
The total expense charged to the Consolidated Income Statement in respect of defined contribution and defined benefit pension schemes, post-retirement healthcare
obligations and long-term service commitments is as follows:
Total defined contribution pension expense
Defined benefit
Pension schemes (funded and unfunded)
Long-term service commitments (unfunded)
Total defined benefit expense
Total expense in Consolidated Income Statement
Analysis of defined benefit expense
2009
€m
2008
€m
139
141
39
1
40
35
-
35
179
176
The total defined benefit expense (comprising funded and unfunded defined benefit pension schemes and unfunded post-retirement healthcare obligations and long-
term service commitments) is analysed as follows:
Eurozone
2009
€m
2008
€m
Britain and
Northern Ireland
2008
€m
2009
€m
Switzerland
2008
€m
2009
€m
United States
2009
2008
€m
€m
Total Group
2009
€m
2008
€m
Charged in arriving at Group operating profit
Current service cost
Past service cost: benefit enhancements
Curtailment gain (i)
Subtotal
Included in finance revenue and finance costs respectively
Expected return on scheme assets
Interest cost on scheme liabilities
Subtotal
Net charge to Consolidated Income Statement
13
11
-
24
(35)
42
7
31
18
(2)
-
16
(52)
45
(7)
9
8
-
(1)
7
(23)
24
1
8
11
1
(2)
10
(30)
27
(3)
7
17
-
-
17
(20)
17
(3)
14
16
2
-
18
(21)
16
(5)
13
6
1
(23)
(16)
(9)
12
3
(13)
6
-
-
6
(10)
10
-
6
44
12
(24)
32
(87)
95
8
40
51
1
(2)
50
(113)
98
(15)
35
Actual return on pension scheme assets
70
(200)
63
(82)
45
(48)
22
(34)
200
(364)
(i) During 2009, the Group closed certain of its defined benefit pension schemes in the United States to future accrual, giving rise to a curtailment gain of €23 million
and a reduction in liabilities of the same amount. In compensation for the closure to future accrual, provision has been made for additional defined contribution
top-up payments amounting to €11 million; this obligation is reflected in the 2009 defined contribution expense of €139 million presented above.
Based on the assumptions employed for the valuation of assets and liabilities at year-end 2009, and excluding the once-off past-service costs and curtailment gains
recognised above of €12 million, the net charge in the 2010 Consolidated Income Statement is anticipated to exhibit a small increase from the 2009 figure of €52
million at constant exchange rates.
No reimbursement rights have been recognised as assets in accordance with IAS 19 Employee Benefits.
CRH 105
28. Retirement Benefit Obligations continued
(b) Impact on Consolidated Balance Sheet
The net pension liability (comprising funded and unfunded defined benefit pension schemes and unfunded post-retirement healthcare obligations and long-term
service commitments) as at 31st December 2009 and 31st December 2008 is analysed as follows:
Equities
Bonds
Property
Other
Bid value of assets
Actuarial value of liabilities (present value)
Recoverable deficit in schemes
Related deferred income tax asset
Net pension liability
Analysis of liabilities - funded and unfunded
Funded
Defined benefit pension schemes
Unfunded
Defined benefit pension schemes
Total - defined benefit pension schemes
Post-retirement healthcare obligations (unfunded)
Long-term service commitments (unfunded)
Actuarial value of liabilities (present value)
Eurozone
Britain and
Northern Ireland
2009
€m
2008
€m
2009
€m
2008
€m
Switzerland
2009
€m
2008
€m
United States
2009
€m
2008
€m
Total Group
2009
€m
2008
€m
318
209
35
22
584
(814)
(230)
35
(195)
258
214
49
10
531
(759)
(228)
35
(193)
215
144
14
11
384
(534)
(150)
42
(108)
169
114
12
5
300
(372)
(72)
20
(52)
133
230
85
56
504
(519)
(15)
3
(12)
94
216
99
59
468
(500)
(32)
7
(25)
78
51
-
4
133
(192)
(59)
23
(36)
58
50
-
7
744
634
134
93
579
594
160
81
115
(197)
1,605
(2,059)
1,414
(1,828)
(82)
32
(50)
(454)
103
(351)
(414)
94
(320)
(770)
(715)
(534)
(372)
(514)
(495)
(180)
(186)
(1,998)
(1,768)
(29)
(799)
(7)
(8)
(814)
(29)
(744)
(8)
(7)
(759)
-
(534)
-
-
(534)
-
(372)
-
-
(372)
-
(514)
-
(5)
(519)
-
(495)
-
(5)
(500)
(5)
(185)
(7)
-
(192)
(4)
(190)
(7)
-
(34)
(33)
(2,032)
(14)
(13)
(1,801)
(15)
(12)
(197)
(2,059)
(1,828)
The assumption made in relation to discount rates is a material source of estimation uncertainty as defined in IAS 1 Presentation of Financial Statements. The impact
of a reduction of 25 basis points in the discount rates applied would be as follows with a corresponding increase in discount rates being inversely proportional:
Revised discount rate
Revised liabilities figure
Split of asset values
Equities
Bonds
Property
Other
Total
5.75
(842)
5.55
(789)
5.50
(562)
6.00
(392)
3.00
(540)
3.25
(519)
5.50
(198)
6.00
(204)
n/a
(2,142)
n/a
(1,904)
%
54.4
35.8
6.0
3.8
100
%
48.6
40.3
9.2
1.9
100
%
56.0
37.5
3.6
2.9
100
%
56.3
38.0
4.0
1.7
100
%
26.4
45.6
16.9
11.1
100
%
20.1
46.2
21.1
12.6
100
%
58.6
38.4
-
3.0
100
%
50.4
43.5
-
6.1
100
%
46.4
39.5
8.3
5.8
100
%
41.0
42.0
11.3
5.7
100
The asset values above include €3 million in respect of investment in Ordinary Shares of the Company (CRH plc) as at 31st December 2009 (2008: €3 million).
Analysis of amounts included in the Consolidated Statement of Comprehensive Income
Actual return less expected return on scheme assets
35
(252)
40
(112)
25
(69)
13
(44)
113
(477)
Experience (loss)/gain arising on scheme liabilities
(present value)
Assumptions (loss)/gain arising on scheme liabilities
(present value)
Asset limit adjustment
Actuarial gain/(loss) recognised
(12)
(11)
(5)
(3)
7
1
(3)
(2)
(13)
(15)
(21)
59
(117)
-
2
-
(204)
-
(82)
61
-
(54)
(17)
-
15
17
10
(41)
(12)
-
(2)
(3)
-
(49)
(167)
-
(67)
134
10
(348)
106 CRH
28. Retirement Benefit Obligations continued
Eurozone
2009
€m
2008
€m
Britain and
Northern Ireland
2008
€m
2009
€m
Switzerland
2008
€m
2009
€m
United States
2009
2008
€m
€m
Total Group
2009
€m
2008
€m
Actuarial gains and losses recognised in the Consolidated Statement of Comprehensive Income
Actual return less expected return on scheme assets
% of scheme assets
35
(252)
6.0% (47.5%)
40
(112)
10.4% (37.3%)
25
(69)
5.0% (14.7%)
13
(44)
9.8% (38.3%)
113
(477)
7.0% (33.7%)
Experience (loss)/gain arising on scheme liabilities
(present value)
% of scheme liabilities (present value)
(12)
1.5%
(11)
1.4%
(5)
0.9%
(3)
7
0.8% (1.3%)
1
(0.2%)
(3)
1.6%
(2)
1.0%
(13)
0.6%
(15)
0.8%
Actuarial gain/(loss) recognised
% of scheme liabilities (present value)
2
(0.2%)
(204)
15
26.9% 15.4% 14.5% (2.9%)
(82)
(54)
(41)
8.2%
(2)
(49)
1.0% 24.9%
(67)
(348)
3.3% 19.0%
The cumulative actuarial loss recognised in the Consolidated Statement of Comprehensive Income, following transition to IFRS on 1st January 2004, is as follows:
Recognised in 2004 financial year
Recognised in 2005 financial year
Recognised in 2006 financial year
Recognised in 2007 financial year
Recognised in 2008 financial year
Recognised in 2009 financial year
Cumulative actuarial loss recognised
€m
(119)
(86)
155
159
(348)
(67)
(306)
CRH 107
28. Retirement Benefit Obligations continued
Reconciliation of scheme assets (bid value)
At 1st January
Movement in year
Translation adjustment
Arising on acquisition (note 32)
Employer contributions paid
Contributions paid by plan participants
Benefit payments
Actual return on scheme assets
At 31st December
Reconciliation of actuarial value of liabilities
At 1st January
Movement in year
Translation adjustment
Arising on acquisition (note 32)
Current service cost
Contributions paid by plan participants
Benefit payments
Past service cost: benefit enhancements
Interest cost on scheme liabilities
Actuarial (loss)/gain arising on:
- experience variations
- changes in assumptions
Curtailment gain
At 31st December
Eurozone
2009
€m
2008
€m
Britain and
Northern Ireland
2008
€m
2009
€m
Switzerland
2009
€m
2008
€m
United States
2009
2008
€m
€m
Total Group
2008
€m
2009
€m
531
767
300
478
468
458
115
143
1,414
1,846
-
-
27
4
(48)
70
584
-
-
17
5
(58)
(200)
531
22
-
18
2
(21)
63
384
(97)
-
20
4
(23)
(82)
300
1
-
15
10
(35)
45
504
51
10
15
10
(28)
(48)
468
(5)
-
10
-
(9)
22
133
6
-
7
-
(7)
(34)
115
18
-
70
16
(113)
200
1,605
(40)
10
59
19
(116)
(364)
1,414
(759)
(793)
(372)
(526)
(500)
(439)
(197)
(173)
(1,828)
(1,931)
-
-
(13)
(4)
48
(11)
(42)
(12)
(21)
-
(814)
-
(6)
(18)
(5)
58
2
(45)
(11)
59
-
(759)
(28)
-
(8)
(2)
21
-
(24)
(5)
(117)
1
(534)
114
-
(11)
(4)
23
(1)
(27)
(3)
61
2
(372)
-
-
(17)
(10)
35
-
(17)
7
(17)
-
(519)
(51)
(12)
(16)
(10)
28
(2)
(16)
7
-
(6)
-
9
(1)
(12)
(10)
-
(6)
-
7
-
(10)
(21)
-
(44)
(16)
113
(12)
(95)
53
(18)
(51)
(19)
116
(1)
(98)
1
17
-
(500)
(3)
(12)
23
(192)
(2)
(3)
-
(197)
(13)
(167)
24
(2,059)
(15)
134
2
(1,828)
Anticipated employer contributions payable in the 2010 financial year (expressed using average exchange rates for 2009) amount to €65 million in aggregate; the
difference between the actual employer contributions paid in 2009 and the expectation of €55 million included in the 2008 Annual Report is largely attributable to a
cash payment pertaining to the benefit enhancement of €11 million in the eurozone and movements in exchange rates. Employer contributions are reflected in the
reconciliation of scheme assets as paid.
History of scheme assets, liabilities and actuarial gains and losses
Bid value of assets
Actuarial value of liabilities (present value)
Asset limit adjustment
Recoverable deficit
Actual return less expected return on scheme assets
% of scheme assets
Experience (loss)/gain arising on scheme liabilities (present value)
% of scheme liabilities (present value)
2009
€m
2008
€m
2007
€m
2006
€m
2005
€m
1,605
(2,059)
-
(454)
1,414
(1,828)
-
(414)
1,846
(1,931)
(10)
(95)
1,739
(2,001)
-
(262)
1,771
(2,221)
-
(450)
113
(477)
7.0% (33.7%)
(61)
(3.3%)
45
177
2.6% 10.0%
(13)
0.6%
(15)
0.8%
(25)
1.3%
(6)
0.3%
42
(1.9%)
Post-retirement healthcare benefits - sensitivity analysis on key actuarial assumptions
The impact of the sensitivity analysis on the key actuarial assumptions employed in the valuation of post-retirement healthcare benefits as required under IAS 19
Employee Benefits is not material to the Group (with materiality defined in the context of the year-end 2009 financial statements).
108 CRH
29. Capital Grants
At 1st January
Arising on acquisition (note 32)
Received
Released to Consolidated Income Statement
At 31st December
30. Share Capital and Reserves
Equity Share Capital
Authorised
At 1st January
Increase in authorised share capital
At 31st December
Number of Shares at 1st January ('000s)
Increase in number of Shares
Number of Shares at 31st December ('000s)
Allotted, called-up and fully paid
At 1st January
Rights Issue (iii)
Share options and share participation schemes (iv)
Shares issued in lieu of dividends (v)
At 31st December
The movement in the number of shares (expressed in '000s) during the financial year was as follows:
At 1st January
Rights Issue (iii)
Share options and share participation schemes (iv)
Shares issued in lieu of dividends (v)
At 31st December
2009
€m
2008
€m
14
-
-
14
(2)
12
11
2
4
17
(3)
14
2009
2008
Ordinary
Shares of
€0.32 each
(i)
€m
235
85
320
Income
Shares of
€0.02 each
(ii)
€m
15
5
20
Ordinary
Shares of
€0.32 each
(i)
€m
Income
Shares of
€0.02 each
(ii)
€m
235
-
235
15
-
15
735,000
265,000
1,000,000
735,000
265,000
1,000,000
735,000
735,000
-
-
735,000
735,000
175
49
-
3
227
11
3
-
-
14
175
-
-
-
175
11
-
-
-
11
548,502
152,088
-
9,895
710,485
548,502
152,088
-
9,895
710,485
547,208
-
401
893
548,502
547,208
-
401
893
548,502
(i) Ordinary Shares
The Ordinary Shares represent 93.66% of the total issued share capital.
(ii)
Income Shares
The Income Shares, which represent 5.85% of the total issued share capital, 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). 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’s shares no longer carry
a tax credit. As elections made by shareholders to receive dividends on their holding of Income Shares were no longer relevant, the Articles of Association were
amended on 8th May 2002 to cancel such elections.
(iii) Rights Issue
152,087,952 new Ordinary/Income Shares were issued in March 2009 at €8.40 per share under the terms of a Rights Issue on the basis of two new Ordinary/
Income Shares for every seven existing Ordinary/Income Shares (excluding Treasury Shares). The aggregate nominal value of the Shares issued was €52 million
and the total consideration amounted to €1.24 billion net of associated expenses.
CRH 109
30. Share Capital and Reserves continued
(iv) Share schemes
Share option schemes
Details of share options granted under the Company’s share option schemes and savings-related share option schemes and the terms attaching thereto are
provided in note 7 to the financial statements. Under these schemes, options over a total of 3,680,876 Ordinary Shares were exercised during the financial year
(2008: 2,046,216). Of this total, 3,553,043 (2008: 1,944,501) were satisfied by the re-issue of Treasury Shares and 127,833 (2008: 82,335) by the purchase of
Ordinary Shares on the market by the Employee Benefit Trust. No new shares were issued in 2009 to satisfy share options exercised during the financial year
(2008: 19,380).
Share participation schemes
At 31st December 2009, 6,778,469 (2008: 6,466,707) Ordinary Shares had been appropriated to participation schemes. In the financial year ended 31st
December 2009, the appropriation of 311,762 shares was satisfied by the re-issue of Treasury Shares (2008: 55,849). The Ordinary Shares appropriated pursuant
to these schemes were issued at market value on the dates of appropriation. The shares issued pursuant to these schemes are excluded from the scope of IFRS
2 Share-based Payment and are hence not factored into the expense computation and the associated disclosures in note 7.
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.
(v) Shares issued in lieu of dividends
In May 2009, 6,588,110 (2008: 893,242) Ordinary Shares were issued to the holders of Ordinary Shares who elected to receive additional Ordinary Shares at a
price of €13.83 (2008: €24.15) per share, instead of part or all of the cash element of their 2008 and 2007 final dividends. In November 2009, 3,307,480 (2008:
nil) Ordinary Shares were issued to the holders of Ordinary Shares who elected to receive additional Ordinary Shares at a price of €17.20 per share, instead of
part or all of the cash element of their 2009 interim dividend. The 2008 interim dividend was paid wholly in cash.
Preference Share Capital
Authorised
At 1st January 2009 and 31st December 2009
Number of Shares at 1st January 2009 and 31st December 2009 ('000s)
Allotted, called-up and fully paid
At 1st January 2009 and 31st December 2009
Number of Shares at 1st January 2009 and 31st December 2009 ('000s)
5%
Cumulative
Preference
Shares of
€1.27 each
7% ‘A’
Cumulative
Preference
Shares of
€1.27 each
(vi)
€m
(vii)
€m
-
1
150
872
-
50
1
872
There was no movement in the number of cumulative preference shares in either the current or the prior year.
(vi) 5% Cumulative Preference Shares
The holders of the 5% Cumulative Preference Shares are entitled to a fixed cumulative preference 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. The 5% Cumulative
Preference Shares represent 0.03% of the total issued share capital.
(vii) 7% ‘A’ Cumulative Preference Shares
The holders of the 7% ‘A’ 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 or unless the business of the meeting includes certain matters,
which are specified in the Articles of Association. Dividends on the 7% ‘A’ Cumulative Preference Shares are payable half-yearly on 5th April and 5th October in
each year. The 7% ‘A’ Cumulative Preference Shares represent 0.46% of the total issued share capital.
110 CRH
30. Share Capital and Reserves continued
Treasury Shares/own shares
At 1st January
Performance Share Plan expense
Shares acquired by CRH plc (Treasury Shares)
Treasury/own shares re-issued
Shares acquired by Employee Benefit Trust (own shares)
Reclassification of Performance Share Plan expense
At 31st December
2009
€m
(378)
-
-
114
(2)
(13)
(279)
2008
€m
(19)
7
(411)
48
(3)
-
(378)
As at the balance sheet date, the total number of Treasury Shares held was 12,339,200 (2008: 16,204,005); the nominal value of these shares was €4 million (2008:
€6 million). During the year ended 31st December 2009, 3,864,805 Shares were re-issued (2008: 2,000,350) to satisfy exercises and appropriations under the Group’s
share option and share participation schemes (see (iv) above). These re-issued Treasury Shares were previously purchased at an average price of €25.35 (2008:
€23.94). No Treasury Shares were purchased during the year ended 31st December 2009 (2008: 18,204,355).
In accordance with the terms of the Performance Share Plan (see note 7), which was approved by shareholders at the 2006 Annual General Meeting, Ordinary Shares
have been purchased by the Employee Benefit Trust on behalf of CRH plc. The number of these shares held as at the balance sheet date was as follows:
At 1st January
Released to the participants of the Performance Share Plan
At 31st December
Ordinary shares
2009
2008
937,750
(474,997)
462,753
937,750
-
937,750
The nominal value of own shares, on which dividends have been waived by the Trustees of the Performance Share Plan, amounted to €0.2 million at 31st December
2009 (2008: €0.3 million).
In accordance with section 148(8) of the Companies Act, 1963 and section 7(1A) of the Companies (Amendment) Act, 1986, the Company is availing of the exemption
from presenting its individual profit and loss account to the Annual General Meeting and from filing it with the Registrar of Companies.
Reconciliation of shares issued to proceeds shown in Consolidated Statement of Cash Flows
Shares issued at nominal amount:
- shares issued in respect of Rights Issue
- share options and share participation schemes
- shares issued in lieu of dividends
Premium on shares issued
Total value of shares issued
Shares issued in lieu of dividends (note 11)
Proceeds from issue of shares
Expenses paid in respect of share issues
Net proceeds from issue of shares - Consolidated Statement of Cash Flows
Share Premium
At 1st January
Premium arising on shares issued
Expenses paid in respect of shares issued
At 31st December
2009
€m
2008
€m
52
-
3
1,370
1,425
(148)
1,277
(40)
1,237
2009
€m
2,448
1,370
(40)
3,778
-
-
-
28
28
(22)
6
-
6
2008
€m
2,420
28
-
2,448
CRH 111
31. Commitments under Operating and Finance Leases
Operating leases
Future minimum rentals payable under non-cancellable operating leases at 31st December are as follows:
Within one year
After one year but not more than five years
More than five years
2009
€m
230
506
358
1,094
2008
€m
240
548
396
1,184
Finance leases
Future minimum lease payments under finance leases together with the present value of the net minimum lease payments are as follows:
Within one year
After one year but not more than five years
More than five years
Total minimum lease payments
Less: amounts allocated to future finance costs
Present value of minimum lease payments
2009
2008
Minimum
payments
€m
Present
value of
payments
€m
Minimum
payments
€m
Present
value of
payments
€m
5
8
4
17
(4)
13
4
6
3
13
8
10
5
23
(4)
19
6
8
5
19
32. Acquisition of Subsidiaries and Joint Ventures
The principal acquisitions completed during the year ended 31st December 2009 by reportable segment, together with the completion dates, are detailed below;
these transactions entailed the acquisition of a 100% stake where not indicated to the contrary:
Europe Materials
Poland: Increased stake in Grupa Silikaty to 73.2% (27th August); Portugal: Quimipedra quarry (23rd April).
Europe Distribution
Belgium: Creyns N.V. (8th January).
Americas Materials
Kansas: Holland Corporation (11th May); Kentucky: Cat Daddy (29th July); Missouri: Hilty Quarries (2nd November), selected assets of Lafarge (30th December); New
Hampshire: Interstate 93 (26th March); New York: Cleason (30th July); Texas: Wheeler Companies (11th December); Utah: Backus Pit (10th July); Burdick Paving
Corporation (24th December); West Virginia: certain assets of Appalachian Paving Products (5th March).
Americas Distribution
Utah: Warburton Acoustical Products (11th March).
112 CRH
32. Acquisition of Subsidiaries and Joint Ventures continued
The identifiable net assets acquired excluding net debt assumed and including adjustments to provisional fair values were as follows:
Assets
Non-current assets
Property, plant and equipment
Intangible assets: - goodwill
- excess of fair value of identifiable net assets over consideration paid
- other intangible assets
Investments in associates
Other financial assets
Deferred income tax assets
Total non-current assets
Current assets
Inventories
Trade and other receivables
Total current assets
Equity
Minority interest
Total equity
Liabilities
Non-current liabilities
Deferred income tax liabilities
Retirement benefit obligations
Provisions for liabilities (stated at net present cost)
Capital grants
Total non-current liabilities
Current liabilities
Trade and other payables
Current income tax liabilities
Provisions for liabilities (stated at net present cost)
Total current liabilities
2009
€m
2008
€m
110
64
-
2
-
-
4
180
11
22
33
(4)
(4)
(2)
-
(1)
-
(3)
(14)
-
-
(14)
429
366
(6)
52
1
2
1
845
66
126
192
4
4
(82)
(8)
-
(2)
(92)
(89)
(12)
(4)
(105)
Total consideration (enterprise value)
192
844
Consideration satisfied by
Cash payments
Professional fees incurred on business combinations
Cash and cash equivalents acquired on acquisition
Net cash outflow
Net debt (other than cash and cash equivalents) assumed on acquisition:
- non-current interest-bearing loans and borrowings and finance leases
- current interest-bearing loans and borrowings and finance leases
Deferred and contingent acquisition consideration (stated at net present cost)
Associate becoming a subsidiary (note 15)
Total consideration (enterprise value)
178
-
(4)
174
2
1
8
7
192
837
8
(68)
777
9
46
12
-
844
None of the acquisitions completed during the financial year was considered sufficiently material to warrant separate disclosure of the attributable fair values. No
contingent liabilities were recognised on the acquisitions completed during the financial year or the prior financial year. The principal factor contributing to the
recognition of goodwill on acquisitions entered into by the Group is the realisation of cost savings and synergies with existing entities in the Group.
CRH 113
32. Acquisition of Subsidiaries and Joint Ventures continued
The carrying amounts of the assets and liabilities acquired determined in accordance with IFRS before completion of the acquisition, together with the adjustments
made to those carrying values to arrive at the fair values disclosed above, were as follows:
Non-current assets (excluding goodwill)
Current assets
Non-current liabilities
Current liabilities
Minority interest
Identifiable net assets acquired (excluding goodwill and net debt assumed)
Goodwill arising on acquisition
Total consideration (enterprise value)
Book
values
€m
Fair value
adjustment
€m
Accounting
policy
alignments
€m
Adjustments
to provisional
fair values
€m
87
33
(2)
(15)
-
103
91
194
28
1
(1)
1
(4)
25
(25)
-
-
-
-
-
-
-
-
-
1
(1)
-
-
-
-
(2)
(2)
Fair
value
€m
116
33
(3)
(14)
(4)
128
64
192
The initial assignment of fair values to identifiable net assets acquired has been performed on a provisional basis in respect of a number of the acquisitions disclosed
above given the timing of closure of these deals; any amendments to these fair values made during the subsequent reporting window (within the twelve-month
timeframe from the acquisition date imposed by IFRS 3) will be subject to subsequent disclosure.
The following table analyses the 14 acquisitions (2008: 52 acquisitions) by reportable segment and provides details of the goodwill and consideration figures arising
in each of those segments:
Number
Goodwill
Consideration
2009
2008
2009
€m
2008
€m
2009
€m
2008
€m
Reportable segments
Europe Materials
Europe Products
Europe Distribution
Americas Materials
Americas Products
Americas Distribution
2
-
1
10
-
1
14
8
9
7
19
8
1
52
2
-
4
60
-
-
66
125
111
57
32
18
4
347
The post-acquisition impact of acquisitions completed during the year on Group profit for the financial year was as follows:
Revenue
Cost of sales
Gross profit
Operating costs
Group operating profit
Profit on disposal of non-current assets
Profit before finance costs
Finance costs (net)
Profit before tax
Income tax expense
Group profit for the financial year
20
-
9
164
-
1
194
2009
€m
43
(35)
8
(5)
3
-
3
(1)
2
(1)
1
293
202
177
101
52
8
833
2008
€m
530
(392)
138
(85)
53
-
53
(26)
27
(8)
19
The revenue and profit of the Group for the financial year determined in accordance with IFRS as though the acquisition date for all acquisitions effected during the
year had been the beginning of that year would be as follows:
Revenue
Group profit for the financial year
Pro-forma 2009
2009
acquisitions
€m
CRH Group
excluding 2009
acquisitions
€m
Pro-forma
consolidated
Group
€m
Pro-forma
2008
€m
188
19
17,330
597
17,518
616
21,174
1,271
There have been no acquisitions completed subsequent to the balance sheet date which would be individually material to the Group, thereby requiring disclosure
under either IFRS 3 or IAS 10 Events after the Balance Sheet Date. Development updates, giving details of acquisitions which do not require separate disclosure, are
published in January and July each year.
114 CRH
33. Related Party Transactions
The principal related party relationships requiring disclosure in the Consolidated Financial Statements of the Group under
IAS 24 Related Party Disclosures pertain to: the existence of subsidiaries, joint ventures and associates; transactions with
these entities entered into by the Group; and the identification and compensation of key management personnel.
Subsidiaries, joint ventures and associates
The Consolidated Financial Statements include the financial statements of the Company (CRH plc, the ultimate parent) and
its subsidiaries, joint ventures and associates as documented in the accounting policies on pages 66 to 71. The Group’s
principal subsidiaries, joint ventures and associates are disclosed on pages 124 to 129.
Sales to and purchases from, together with outstanding payables to and receivables from, subsidiaries and joint ventures
are eliminated in the preparation of the Consolidated Financial Statements (either in full or to the extent of the Group’s
interest) in accordance with IAS 27 Consolidated and Separate Financial Statements and IAS 31 Interests in Joint Ventures.
The amounts in respect of joint ventures are immaterial in the context of the year-end 2009 financial statements. Loans
extended by the Group to joint ventures and associates (see note 15) are included in financial assets (whilst the Group’s
share of the corresponding loans payable by joint ventures is included in interest-bearing loans and borrowings due to the
application of proportionate consolidation in accounting for the Group’s interests in these entities). Sales to and purchases
from associates during the financial year ended 31st December 2009 amounted to €17 million (2008: €17 million) and €458
million (2008: €584 million) respectively. Amounts receivable from and payable to associates (arising from the aforementioned
sales and purchases transactions) as at the balance sheet date are included as separate line items in notes 18 and 19 to
the Consolidated Financial Statements.
Terms and conditions of transactions with subsidiaries, joint ventures and associates
In general, the transfer pricing policy implemented by the Group across its subsidiaries is market-based. Sales to and
purchases from other related parties (being joint ventures and associates) are conducted in the ordinary course of business
and on terms equivalent to those that prevail in arm’s-length transactions. The outstanding balances included in receivables
and payables as at the balance sheet date in respect of transactions with associates are unsecured and settlement arises in
cash. No guarantees have been either requested or provided in relation to related party receivables and payables. Loans to
joint ventures and associates (the respective amounts being disclosed in note 15) are extended on normal commercial terms
in the ordinary course of business with interest accruing and, in general, paid to the Group at predetermined intervals.
Key management personnel
For the purposes of the disclosure requirements of IAS 24, the term “key management personnel” (i.e. those persons having
authority and responsibility for planning, directing and controlling the activities of the Company) comprises the Board of
Directors which manages the business and affairs of the Company. As identified in the Report on Directors’ Remuneration
on pages 51 to 59, the Directors, other than the non-executive Directors, serve as executive officers of the Company. Full
disclosure in relation to the 2009 and 2008 compensation entitlements of the Board of Directors is provided in the Report
on Directors’ Remuneration with disclosure of the share-based payment expense relating to the Board of Directors provided
in note 7 to the Consolidated Financial Statements. Other than these compensation entitlements, there were no other
transactions involving key management personnel.
34. Board Approval
The Board of Directors approved and authorised for issue the financial statements on pages 62 to 115 in respect of the year
ended 31st December 2009 on 1st March 2010.
CRH 115
Notes
2
3
4
6
6
6
7
7
7
7
Company Balance Sheet
as at 31st December 2009
Non-current assets
Financial assets
Current assets
Debtors
Cash at bank and in hand
Creditors (amounts falling due within one year)
Trade and other creditors
Corporation tax liability
Bank loans and overdrafts
Total assets less liabilities
Capital and reserves
Called-up share capital
Preference share capital
Share premium
Treasury Shares and own shares
Revaluation reserve
Other reserves
Profit and loss account
Shareholders' funds
K. McGowan, M. Lee, Directors
2009
€m
2008
€m
491
460
7,922
152
8,074
2,814
-
2
2,816
5,683
149
5,832
1,636
2
1
1,639
5,749
4,653
241
1
3,782
(279)
42
118
1,844
5,749
186
1
2,452
(378)
42
827
1,523
4,653
116 CRH
Notes to the Company Balance Sheet
1. Accounting Policies
Basis of accounting
The financial statements have been prepared under the historical cost convention in accordance with the Companies Acts,
1963 to 2009 and Generally Accepted Accounting Practice in the Republic of Ireland (“Irish GAAP”). The following paragraphs
describe the principal accounting policies under Irish GAAP, which have been applied consistently.
Operating income and expense
Operating income and expense arises from the Company’s principal activities as a holding company for the Group and is
accounted for on an accruals basis.
Financial assets
Fixed asset investments, including investments in subsidiaries, are stated at cost (and at valuation at 31st December 1980
for those investments in existence at that date) less any accumulated impairments and are reviewed for impairment if there
are indications that the carrying value may not be recoverable.
Foreign currencies
The reporting currency of the Company is euro. Transactions in foreign currencies are translated at the rates of exchange
ruling at the transaction date. Monetary assets and liabilities denominated in foreign currencies are translated into euro at the
rates of exchange ruling at the balance sheet date, with a corresponding charge or credit to the profit and loss account.
Share issue expenses and share premium account
Costs of share issues are written-off against the premium arising on issues of share capital.
Share-based payments
The Company has applied the requirements of FRS 20 Share-based Payment.
The accounting policy applicable to share-based payments is consistent with that applied under IFRS and is accordingly
addressed in detail on page 68 of the Consolidated Financial Statements.
Cash flow statement
The Company has taken advantage of the exemption afforded by FRS 1 Cash Flow Statements not to provide a statement
of cash flows.
Treasury Shares and own shares
Treasury Shares
Own equity instruments (i.e. Ordinary Shares) acquired by the Company are deducted from equity and presented on the
face of the Company Balance Sheet. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation
of the Company’s Ordinary Shares.
Own shares
Ordinary Shares purchased by the Employee Benefit Trust on behalf of the Company under the terms of the Performance
Share Plan are recorded as a deduction from equity on the face of the Company Balance Sheet.
Dividends
Dividends on Ordinary Shares are recognised as a liability in the Company’s Financial Statements in the period in which they
are declared by the Company.
CRH 117
2. Financial Assets
The Company’s investment in its subsidiaries is as follows:
At 1st January 2009 at cost/valuation
Capital contribution in respect of share-based payments
Impairment
At 31st December 2009 at cost/valuation
The equivalent disclosure for the prior year is as follows:
At 1st January 2008 at cost/valuation
Additions
Capital contribution in respect of share-based payments
At 31st December 2008 at cost/valuation
Shares (i)
€m
377
-
(3)
374
Shares (i)
€m
251
126
-
377
2009
Other
€m
83
34
-
117
2008
Other
€m
60
-
23
83
Total
€m
460
34
(3)
491
Total
€m
311
126
23
460
(i) The Company’s investment in shares in its subsidiaries was revalued at 31st December 1980 to reflect the surplus on
revaluation of certain property, plant and equipment (land and buildings) of subsidiaries. The original historical cost of
the shares equated to approximately €9 million. The analysis of the closing balance between amounts carried at
valuation and at cost is as follows:
At valuation 31st December 1980
At cost post 31st December 1980
Total
3. Debtors
Amounts owed by subsidiary undertakings
4. Trade and Other Creditors
Amounts falling due within one year
Amounts owed to subsidiary undertakings
2009
€m
47
327
374
2008
€m
47
330
377
2009
€m
2008
€m
7,922
5,683
2009
€m
2008
€m
2,814
1,636
5. Dividends Proposed (Memorandum Disclosure)
Details in respect of dividends proposed of €307 million (2008: €258 million) are presented in the dividends note (note 11)
on page 83 of the notes to the Consolidated Financial Statements.
6. Called-up Share Capital
Details in respect of called-up share capital, Treasury Shares and own shares are presented in the share capital and reserves
note (note 30) on pages 109 to 111 of the notes to the Consolidated Financial Statements.
118 CRH
7. Movement in Shareholders’ Funds
At 1st January 2009
Currency translation effects
Issue of share capital (net of expenses)
Transfer to profit and loss account
Profit after tax before dividends
Treasury/own shares re-issued
Shares acquired by Employee Benefit Trust (own shares)
Share option exercises
Share-based payment expense
Reclassification of Performance Share Plan expense
Dividends (including shares issued in lieu of dividends)
At 31st December 2009
At 1st January 2008
Currency translation effects
Issue of share capital (net of expenses)
Profit after tax before dividends
Shares acquired by CRH plc (Treasury Shares)
Treasury/own shares re-issued
Shares acquired by Employee Benefit Trust (own shares)
Share option exercises
Share-based payment expense
Dividends (including shares issued in lieu of dividends)
At 31st December 2008
2009
Issued
share
capital
€m
Share
premium
account
€m
Treasury
Shares/
own shares
€m
Revaluation
reserve
€m
Other
reserves
€m
Profit
and loss
account
€m
187
-
55
-
-
-
-
-
-
-
-
242
2,452
-
1,330
-
-
-
-
-
-
-
-
3,782
42
-
-
-
-
-
-
-
-
-
-
42
(378)
-
-
-
-
114
(2)
-
-
(13)
-
(279)
2008
827
-
-
(750)
-
-
-
-
28
13
-
118
1,523
1
-
750
10
(114)
-
60
-
-
(386)
1,844
Issued
share
capital
€m
Share
premium
account
€m
Treasury
Shares/
own shares
€m
Revaluation
reserve
€m
Other
reserves
€m
Profit
and loss
account
€m
187
-
-
-
-
-
-
-
-
-
187
2,424
-
28
-
-
-
-
-
-
-
2,452
(19)
-
-
-
(411)
48
(3)
-
7
-
(378)
42
-
-
-
-
-
-
-
-
-
42
60
-
-
750
-
-
-
-
17
-
827
812
4
-
1,093
-
(48)
-
31
-
(369)
1,523
In accordance with section 148(8) of the Companies Act, 1963 and section 7(1A) of the Companies (Amendment) Act, 1986, the Company is availing of the exemption
from presenting its individual profit and loss account to the Annual General Meeting and from filing it with the Registrar of Companies. The loss retained for the financial
year dealt with in the Company Financial Statements amounted to €376 million (2008: profit retained of €1,474 million).
8. Share-based Payments
The total expense of €28 million (2008: €24 million) reflected in note 7 to the Consolidated Financial Statements attributable to employee share options and the
Performance Share Plan has been included as a capital contribution in financial assets (note 2) in addition to any payments to/from subsidiaries.
9. Section 17 Guarantees
Pursuant to the provisions of Section 17, Companies (Amendment) Act, 1986, the Company has guaranteed the liabilities of its wholly-owned subsidiary undertakings
and the Oldcastle Finance Company and Oldcastle North America Funding Company general partnerships in the Republic of Ireland for the financial year ended 31st
December 2009 and, as a result, such subsidiary undertakings and the general partnerships have been exempted from the filing provisions of Section 7, Companies
(Amendment) Act, 1986 and Regulation 20 of the European Communities (Accounts Regulations), 1993 respectively.
The Company has not guaranteed any debt or other obligations of joint ventures or associates.
Details in relation to other guarantees provided by the Company are provided in the interest-bearing loans and borrowings note (note 23) on pages 95 and 96 of the
notes to the Consolidated Financial Statements.
10. Related Party Transactions
The Company has taken advantage of the exemption in FRS 8 not to disclose transactions with wholly-owned subsidiaries.
11. Approval by Board
The Board of Directors approved and authorised for issue the Company Financial Statements on pages 116 to 119 in respect of the year ended 31st December 2009
on 1st March 2010.
CRH 119
Shareholder Information
Dividend payments
An interim dividend of 18.5c was paid in respect of Ordinary Shares on 30th
October 2009.
A final dividend of 44.0c, if approved, will be paid in respect of Ordinary Shares
on 10th May 2010. A scrip alternative will be offered to shareholders.
Dividend Withholding Tax (DWT) 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’s Registrars,
Capita 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. Copies of the form may be obtained
from Capita Registrars. 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 Registrars to obtain a mandate
form. Tax vouchers will be sent to the shareholder’s registered address under this
arrangement.
Dividends are generally paid in euro. However, in order to avoid costs to
shareholders, dividends are paid in Sterling and US Dollars to shareholders
whose address, according to the Share Register, is in the UK and the United
States respectively, unless they require otherwise.
As the above arrangements can be inflexible for institutional shareholders, where
shares are held in CREST, dividends are automatically paid in euro unless a
currency election is made. CREST members should use the facility in CREST to
make currency elections. Such elections must be made in respect of entire
holdings as partial elections are not permissible.
Dividends in respect of 7% ‘A’ Cumulative Preference Shares are paid half-yearly
on 5th April and 5th October. Dividends in respect of 5% Cumulative Preference
Shares are paid half-yearly on 15th April and 15th October.
120 CRH
CREST
Website
Transfer of the Company’s shares takes place through the CREST system.
Shareholders have the choice of holding their shares in electronic form or in the
form of share certificates.
Share price data
Share price at 31st December
Market capitalisation
Share price movement
during the year:
- high
- low
2009
€
19.01
13.3bn
20.70
12.55
2008
€
16.10*
9.5bn
24.50*
12.44*
* Restated for the bonus element of the 2 for 7 Rights Issue in March 2009.
Shareholdings as at 31st December 2009
Ownership of Ordinary Shares
Geographic location *
Number of
shares held
‘000
% of
total
Ireland
United Kingdom
United States
Europe/Other
Retail
Treasury
59,925
107,910
254,154
194,077
82,081
12,338
710,485
8
15
36
27
12
2
100
Registrars
The Group’s website, www.crh.com, provides the full text of the Annual and
Interim Reports, the Annual Report on Form 20-F, which is filed annually with the
United States Securities and Exchange Commission, trading statements, interim
management statements and copies of presentations to analysts and investors.
News releases are made available, in the News & Media section of the website,
immediately after release to the Stock Exchanges.
Electronic communications
Following the introduction of the 2007 Transparency Regulations, and in order to
adopt a more environmentally friendly and cost effective approach, the Company
provides the Annual Report to shareholders electronically via the CRH website,
www.crh.com, and only sends a printed copy to those shareholders who
specifically request a copy. Shareholders who choose to do so can receive other
shareholder communications, for example, notices of General Meetings and
shareholder circulars, electronically. However, shareholders will continue to
receive printed proxy forms, dividend documentation and, if the Company deems
it appropriate, other documentation by post. Shareholders can alter the method
by which they receive communications by contacting Capita Registrars.
Electronic proxy voting
Shareholders may lodge a proxy form for the 2010 Annual General Meeting
electronically. Shareholders who wish to submit proxies via the internet may do so
by accessing CRH’s, or Capita Registrars’, website as described below.
Shareholders must register for this service on-line before proxy forms can be
lodged electronically.
CREST members wishing to appoint a proxy via CREST should refer to the
CREST Manual and the notes to the Notice of the Annual General Meeting.
* This represents a best estimate of the number of shares controlled by fund
managers resident in the geographic regions indicated. Private shareholders
are classified as retail above.
Holdings
1 - 1,000
1,001 - 10,000
10,001 - 100,000
100,001 - 1,000,000
Over 1,000,000
Number of
shareholders
% of
total
Number of
shares held
‘000
17,261
10,166
1,360
262
82
29,131
59.25
34.90
4.67
0.90
0.28
100
6,217
29,539
35,077
82,449
557,203
710,485
% of
total
0.87
4.16
4.94
11.60
78.43
100
Stock Exchange listings
CRH has primary listings on the Irish and London Stock Exchanges. The Group’s
American Depositary Shares (ADSs), each representing one Ordinary Share, are
listed on the New York Stock Exchange (NYSE). The ADSs are evidenced by
American Depositary Receipts.
Financial calendar
Announcement of final results for 2009
Ex-dividend date
Record date for dividend
Latest date for receipt of scrip forms
Interim Management Statement
Annual General Meeting
Dividend payment date and first day of dealing
in scrip dividend shares
Trading Update Statement
Announcement of interim results for 2010
Interim Management Statement
2nd March 2010
10th March 2010
12th March 2010
23rd April 2010
5th May 2010
5th May 2010
10th May 2010
7th July 2010
24th August 2010
9th November 2010
Enquiries concerning shareholdings should be addressed to:
Capita Registrars,
P.O. Box 7117,
Dublin 2,
Ireland.
Telephone: +353 (0) 1 810 2400
Fax: +353 (0) 1 810 2422
Shareholders with access to the internet may check their accounts either by
accessing CRH’s website and selecting “Registrars” under “Shareholder Services”
in the Investor Relations section or by accessing Capita Registrars’ website,
www.capitaregistrars.ie and selecting “Login to Shareholder Services” under
“Online Services”. This facility allows shareholders to check their shareholdings
and dividend payments, register e-mail addresses and download standard forms
required to initiate changes in details held by Capita Registrars. Shareholders will
need to register for a User ID before using some of the services.
American Depositary Receipts (ADRs)
The ADR programme is administered by the Bank of New York Mellon and
enquiries regarding ADRs should be addressed to:
BNY Mellon Shareowner Services,
P.O. Box 358516,
Pittsburgh,
PA 15252-8516,
U.S.A.
Telephone: Toll Free Number (United States residents): 1-888-269-2377
International: +1 201-680-6825
E-mail: shrrelations@bnymellon.com
Website: http://www.bnymellon.com/shareowner
Frequently Asked Questions (FAQ)
The Group’s website contains answers to questions frequently asked by
shareholders, including questions regarding shareholdings, dividend payments,
electronic communications and shareholder rights. The FAQ can be accessed in
the Investor Relations section of the website under “Shareholder Services”.
CRH 121
Management
Senior Group Staff
Europe
Materials
Henry Morris
Managing Director
Ken McKnight
Regional Director
Ireland and Asia
Declan Maguire
Regional Director
Europe South
Alan Connolly
Finance Director
Eamon Geraghty
Technical Director
Philip Wheatley
Development Director
John Corbett
Human Resources Director
John McKeon
Procurement Director
John Madden
Cement Operations Manager
Ireland
Jim Mintern
Country Manager
Ireland
Seamus Lynch
Managing Director
Irish Cement
Pat McCleery
Managing Director
Premier Periclase
Larry Byrne
Managing Director
Clogrennane Lime
Frank Byrne
Managing Director
Roadstone Wood Group
Mark Lowry
Managing Director
Northstone
Benelux
Jan Boon
Managing Director
Cementbouw
Poland
Owen Rowley
Country Manager
Mossy O’Connor
Cement Director
Myles Lee
Chief Executive
Albert Manifold
Chief Operating Officer
Glenn Culpepper
Finance Director
Neil Colgan
Company Secretary
Colm Bannon
Group Technical Advisor
Maeve Carton
Head of Group Finance
Jack Golden
Group HR Director
Rossa McCann
Group Treasurer
Éimear O’Flynn
Head of Investor Relations
Pat O’Shea
Group Taxation Director
122 CRH
Mariusz Bogacz
Concrete Products Director
Concrete Products
Brian Walsh
Aggs, Blacktop & Lime
Director
Poland & Slovakia
Rudy Aertgeerts
Managing Director
Kees Verburg
Finance Director
Kees-Jan van ‘t Westeinde
Managing Director
Shutters & Barriers
Gerben Stilma
Managing Director
Insulation & Rooflight
Products
Andrzej Ptak
President
.
z
Grupa O
arów
Michal Jankowski
President
ZPW Trzuskawica
Ukraine
Michael O’Sullivan
Country Director
Finland
David Dillon
Country Manager
Kalervo Matikainen
Managing Director
Finnsementti
Lauri Kivekäs
Managing Director
Rudus
Switzerland
Urs Sandmeier
Country Manager
Spain
Sebastia Alegre
Managing Director
Beton Catalan
Turkey & Portugal
Frank Heisterkamp
Country Manager
China
Peter Buckley
Country Director
India
Oliver Mahon
Country Director
Tony Macken
Country Manager
Products & Distribution
Máirtín Clarke
Managing Director
Edwin Bouwman
Finance Director
Michael Stirling
Human Resources Director
Peter Eigenhuis
Human Resources Director
Distribution
Edwin van den Berg
Managing Director
Landscaping Products
Alain Kirchmeyer
Managing Director
Civil Networks
Claus Bering
Managing Director
Structural Products
Clay Products
Erik Bax
Managing Director
Peter Erkamp
Finance Director
Erik de Groot
Human Resources Director
Harry Bosshardt
Managing Director
Builders Merchants Central
Europe
Wayne Sheppard
Managing Director
Clay Products & Ibstock Brick
Peter Stravers
Managing Director
Builders Merchants Benelux
Geoff Bull
Finance Director
Jan van Ommen
Managing Director
Clay Mainland Europe
Ruud van den Akker
Managing Director
Kooy
Grzegorz Ploska
Managing Director
CRH Klinkier
Richard Lee
Managing Director
Supreme
Building Products
Marc St. Nicolaas
Managing Director
Walter de Backer
Finance Director
Peter Liesker
Human Resources Director
Dirk Vael
Managing Director
Construction Accessories–
Engineered Products
Jean-Luc Bernard
Managing Director
Construction Accessories–
Convenience Products
Henk Dibbets
Managing Director
Fencing & Security
Philippe Denécé
Managing Director
Builders Merchants France
Emiel Hopmans
Managing Director
DIY Europe
The Americas
Mark S. Towe
Chief Executive Officer
Michael O’Driscoll
Chief Financial Officer
Don Eshleman
Executive Vice President
Gary Hickman
Senior Vice President Tax &
Risk Management
Bill Miller
Vice President & General
Counsel
Brian Reilly
Vice President Finance
North America
Materials
Doug Black
Chief Executive Officer
John Keating
President & Chief Operating
Officer, East
Southeast
Southwest
Precast
MMI
John Parson
President & Chief Operating
Officer, West
Randy Lake
President Performance Group
Charles Brown
Chief Financial Officer
Pascal Convers
Senior Vice President
Development
Northeast
Chris Madden
President
Northeast Division
Christian Zimmermann
President
New England North
Ciaran Brennan
President
New England South
John Cooney, Jr.
President
New York Region
George Thompson
President
Tilcon New Jersey
Central
John Powers
President
Central Division
Doug Rauh
President
Shelly
Dan Stover
President
Michigan Paving & Materials
Mid-Atlantic
Dan Cooperrider
President
Mid-Atlantic Division
Mark Snyder
President
MidA
Willie Crane
President
AMG – North
Kevin Bragg
President
AMG – South
Rick Mergens
President
Southeast Division
Seán O’Sullivan
President
Mid-South Materials
Gary Yelvington
President
Conrad Yelvington
Distributors
Robert Duke
President
Preferred Materials
John Skidmore
President
APAC Florida
Staker Parson
Scott Parson
President
Staker Parson Division
John Grunenwald
Vice President
Idaho
Randy Anderson
Vice President
Staker Parson North
Michael Kurz
Vice President
Staker Parson South
Darrell Whitney
Vice President
Western Rock Products
Northwest
Jeff Schaffer
President
Northwest Division
Rocky Mountain &
Midwest
Shane Evans
President
Rocky Mountain & Midwest
Division
Lane Bybee
President
North Region
Craig Lamberty
President
South Region
Jim Gauger
President
Midwest Region
Kirk Randolph
President
Southwest Division
Raymond Lane
President
Texas Region
Chris Lodge
President
Region 1 & APAC Central
Products & Distribution
William J. Sandbrook
Chief Executive Officer
Architectural Products
Keith Haas
Chief Executive Officer
Paul Valentine
President Masonry &
Hardscapes
Mike Schaeffer
Chief Financial Officer
Damian Burke
Vice President
Development
Bertin Castonguay
Director, Research
& Development
Georges Archambault
President
APG Canada
Steve Matsick
President
Glen-Gery
Wade Ficklin
President
APG West
John O’Neill
President
APG Northeast
Tim Ortman
President
APG South
Mark Schack
Chief Executive Officer
Celeste Mastin
Chief Executive Officer
Bob Quinn
Chief Administrative Officer
Bob Tenczar
Chief Financial Officer
Eric Farinha
Chief Financial Officer
George Heusel
Vice President Development
George Hand
President
Northeast Division
Jan Olsen
President
Central / Southeast Division
Ray Rhees
President
National Sales, Marketing &
Engineering Group
Mike Scott
President
Western Division
Dave Steevens
President
Enclosures Division
David Clark
President
Merchants Metals
Edward Klavin
President
Meadow Burke
Elizabeth Potts
President
Ivy Steel
Distribution
Michael Lynch
Chairman
Robert Feury, Jr.
Chief Executive Officer
Ron Pilla
President
Interior Products
Donald Toth
President
Exterior Products
Tab Buckner
Vice President Operational
Excellence
Frank Furia
Vice President Finance
Glass
Ted Hathaway
Chief Executive Officer
Dan Hamblen
Chief Financial Officer
Daipayan Bhattacharya
Vice President
Development & Technology
Jim Avanzini
President
Architectural Glass
John B. Graham
President
Aluminum Glazing Systems
David Maske
President
Bonsal American
Mary Carol Witry
President
Engineered Products
Eoin Lehane
President
Oldcastle Lawn & Garden
Kevin Hawley
Vice President Development
South America
Juan Carlos Girotti
Managing Director
CRH Sudamericana &
Canteras Cerro Negro
Alejandro Javier Bertrán
Business Development
Manager
Benjamin Fernández
Business Development
Manager
Bernardo Alamos
Managing Director
Vidrios Dell Orto & South
American Glass Group
Gustavo Arona
Operations Manager
Superglass
Federico Ferro
Managing Director
Cormela
Jaime Bustamante
Managing Director
Comercial Duomo
CRH 123
Principal Subsidiary Undertakings as at 31st December 2009
Incorporated and operating in % held Products and services
Incorporated and operating in % held Products and services
Europe Materials
Britain & Northern Ireland
Northstone (NI) Limited (including
Farrans, Ready Use Concrete,
R.J. Maxwell & Son, Scott
(Toomebridge) Limited)
100 Aggregates, readymixed concrete,
mortar, coated macadam, rooftiles,
building and civil engineering contracting
Premier Cement Limited
100 Marketing and distribution of cement
T.B.F. Thompson (Properties)
Limited
100 Property development
Formigons Girona S.A.
100 Readymixed concrete and precast
concrete products
Suberolita S.A.
100 Readymixed concrete and precast
concrete products
Tamuz S.A.
100 Aggregates
Switzerland
JURA-Holding
Ukraine
100 Cement, aggregates and readymixed
concrete
China
Harbin Sanling Cement
Company Limited *
Finland
100 Cement
OJSC Podilsky Cement
98.89 Cement
Europe Products & Distribution
Austria
Finnsementti Oy
100 Cement
Quester Baustoffhandel GmbH
100 Builders merchants
Rudus Oy
Ireland
100 Aggregates and readymixed concrete
Belgium
Concrete Products
Irish Cement Limited
100 Cement
Douterloigne N.V.
100 Concrete floor elements, pavers and
Premier Periclase Limited
100 High quality seawater magnesia
Clogrennane Lime Limited
100 Burnt and hydrated lime
Ergon N.V.
Klaps N.V.
blocks
100 Precast concrete structural elements
100 Concrete paving, sewerage and water
treatment
Roadstone Wood Limited
100 Aggregates, readymixed concrete,
mortar, coated macadam, concrete
blocks and pipes, asphalt, agricultural
and chemical limestone and contract
surfacing
Netherlands
Cementbouw B.V.
100 Cement transport and trading,
readymixed concrete and aggregates
Poland
Marlux Klaps N.V.
100 Decorative concrete paving
MBI Beton B.V.
Oeterbeton N.V.
100 Architectural products
100 Precast concrete
Olivier Betonfabriek N.V.
100 Architectural products
Prefaco N.V.
Remacle S.A.
Schelfhout N.V.
100 Precast concrete structural elements
100 Precast concrete products
100 Precast concrete wall elements
Bosta Beton Sp. z o.o.
90.3 Readymixed concrete
Clay Products
Cementownia Rejowiec S.A.
100 Cement
Drogomex Sp. z o.o.*
99.94 Asphalt and contract surfacing
J. De Saegher Steenhandel en
Bouwspecialiteiten N.V.
100 Clay brick factors
Faelbud S.A.*
100 Readymixed concrete, concrete
Building Products
.
arów S.A.
z
Grupa O
100 Cement
Grupa Prefabet S.A.*
100 Concrete products
products and concrete paving
Masfalt Sp. z o.o.*
100 Asphalt and contract surfacing
Plakabeton N.V.
100 Construction accessories
Portal S.A.
Distribution
100 Glass roof structures
O.K.S.M. Sp. z o.o.
99.92 Aggregates
Van Neerbos België N.V.
100 DIY stores
Polbruk S.A.*
100 Readymixed concrete and concrete
paving
ZPW Trzuskawica S.A.
99.98 Production of lime and lime products
Britain & Northern Ireland
Concrete Products
Spain
Beton Catalan S.A.
100 Readymixed concrete
Cabi S.A.
99.99 Cementitious materials
Cantera de Aridos Puig
Broca S.A.
Explotacion de Aridos
Calizos S.A.
99.81 Aggregates
100 Aggregates
Formigo i Bigues S.A.
99.81 Aggregates
124 CRH
Forticrete Limited
100 Concrete masonry products and rooftiles
Supreme Concrete Limited
100 Concrete fencing, lintels and floorbeams
Clay Products
Ibstock Brick Limited
100 Clay brick manufacturer
Kevington Building Products
Limited
Manchester Brick and Precast
Limited
100 Specialist brick fabricator
100 Brick-clad precast components
Trinity Bricks Limited
100 Clay brick factors
Incorporated and operating in % held Products and services
Incorporated and operating in % held Products and services
Building Products
Airvent Systems (Services)
Limited
100 Smoke ventilation systems and services
Adronit GmbH
100 Security fencing and access control
Building Products
Ancon Limited
100 Construction accessories
Broughton Controls Limited
100 Access control systems
Cox Building Products Limited
100 Domelights, ventilation systems and
EcoTherm GmbH
100 PUR/PIR insulation
Gefinex Gesellschaft für
Innovative Extrusionprodukte
mbH
100 XPE insulation
CRH Fencing Limited
100 Security fencing
Hammerl GmbH & Co. KG
100 Construction accessories
continuous rooflights
Greschalux GmbH
100 Domelights and ventilation systems
100 PUR/PIR insulation
Halfen GmbH
100 Metal construction accessories
EcoTherm Insulation (UK)
Limited
FCA Wholesalers Limited *
100 Construction accessories
Heras SKS GmbH
100 Security fencing
Jet Brakel Aero GmbH
100 Rooflights, glass roof structures and
Geoquip Limited
100 Perimeter intrusion detection systems
ventilation systems
Springvale EPS Limited
100 EPS insulation and packaging
JET-Tageslicht & RWA GmbH
100 Domelights, ventilation systems and
TangoRail Limited
100 Non-welded railing systems
West Midland Fencing Limited
100 Security fencing
Denmark
Concrete Products
continuous rooflights
Magnetic Autocontrol GmbH
100 Vehicle and pedestrian access control
systems
Syncotec Inmobilien GmbH
100 Construction accessories
Unidek Deutschland GmbH
100 EPS insulation
Betongruppen RBR A/S
100 Paving manufacturer
Distribution
CRH Concrete A/S
100 Structural products
Paulsen & Bräuninger GmbH
100 Sanitary ware, heating and plumbing
Building Products
ThermiSol Denmark A/S
100 EPS insulation
Hungary
Concrete Products
Finland
Building Products
ThermiSol Oy
100 EPS insulation
France
Concrete Products
Ferrobeton Zrt.
100 Precast concrete structural elements
Ireland
Concrete Products
Concrete Stair Systems Limited 100 Precast concrete products
Building Products
Béton Moulé Industriel S.A.
99.95 Precast concrete products
Aerobord Limited
100 EPS insulation and packaging
Chapron Leroy S.A.S.
100 Utility products
100 Structural products
Construction Accessories
Limited *
100 Metal and plastic construction
accessories
Cinor S.A.S.
Stradal S.A.S.
Building Products
100 Landscape, utility and infrastructural
concrete products
Italy
Concrete Products
Ste. Heda S.A.
100 Security fencing
Heras Clôture S.A.R.L. *
100 Temporary fencing
Laubeuf S.A.S.
100 Glass roof structures
Plakabeton France S.A.
100 Construction accessories
Record S.P.A.
100 Concrete landscaping
Building Products
Plastybeton S.R.L.
100 Construction accessories
Netherlands
Concrete Products
Distribution
CRH Ile de France Distribution
S.A.S. *
Germany
Concrete Products
100 Builders merchants
Alvon Bouwsystemen B.V.
100 Precast concrete structural elements
Calduran Kalkzandsteen B.V.
100 Sand-lime bricks and building elements
Dycore B.V.
100 Concrete flooring elements
Jonker Beton B.V.
100 Concrete paving products
EHL AG
100 Concrete paving and landscape walling
Heembeton B.V.
100 Precast concrete structural elements
products
Struyk Verwo Groep B.V.
100 Concrete paving products
Rhebau Rheinische Beton und
Bauindustrie GmbH & Co. KG
100 Water treatment and sewerage products
Clay Products
CRH Clay Solutions GmbH
100 Clay brick, pavers and rooftiles
CRH 125
Principal Subsidiary Undertakings continued
Incorporated and operating in % held Products and services
Incorporated and operating in % held Products and services
Netherlands continued
Clay Products
Kleiwarenfabriek Buggenum
B.V.
Kleiwarenfabriek Façade Beek
B.V.
100 Clay brick manufacturer
100 Clay brick manufacturer
B.V. Kleiwarenfabriek Joosten
100 Clay brick manufacturer
Kleiwarenfabriek Joosten
Wessem B.V.
100 Clay brick manufacturer
CRH Klinkier Sp. z o.o.*
100 Clay brick manufacturer
Gozdnickie Zaklady Ceramiki
Budowlanej Sp. z o.o.*
Krotoszyñskie Przedsi biorstwo
Ceramiki Budowlanej
CERABUD S.A.
Patoka Industries Limited
Sp. z o.o.*
Building Products
100 Clay brick manufacturer
96.37 Clay blocks, bricks and rooftiles
99.19 Clay brick manufacturer
Kooy Bilthoven B.V.
100 Clay brick factors
Termo Organika Sp. z o.o.
100 EPS insulation
Steenfabriek Nuth B.V.
100 Clay brick manufacturer
Building Products
Arfman Hekwerk B.V. *
100 Producer and installer of fauna and
railway fencing solutions
Aluminium Verkoop Zuid B.V.
100 Roller shutter and awning systems
BIK Bouwprodukten B.V.
100 Domelights and continuous rooflights
Brakel Atmos B.V.
100 Glass roof structures, continuous
rooflights and ventilation systems
EcoTherm B.V.
100 PUR/PIR insulation
Heras Nederland B.V.
100 Security fencing and perimeter
protection
Mavotrans B.V.
100 Construction accessories
Unidek Group B.V.
100 EPS insulation
Unipol Holland B.V.
100 EPS granulates
Romania
Concrete Products
Elpreco SA
100 Architectural products
Ergon Concrete International
100 Structural products
Slovakia
Concrete Products
Premac spol. s.r.o.
100 Concrete paving and floor elements
Ferrobeton Slovakia, s.r.o.
100 Precast concrete structural elements
Spain
Building Products
Plakabeton S.L.U.
100 Accessories for construction and
precast concrete
100 Domelights
Distribution
Vaculux B.V.
Distribution
CRH Bouwmaterialenhandel B.V. 100 Holding company
CRH Roofing Materials B.V.
100 Roofing materials merchant
N.V. B. Bouwstoffen B.V.
100 Builders merchants
Stoel van Klaveren Bouwstoffen
B.V.
100 Builders merchants
Syntec B.V.
100 Ironmongery merchants
Van Neerbos Bouwmarkten B.V. 100 DIY stores
CRH Bouwmaten B.V.
100 Cash & Carry building materials
Van Neerbos Bouwmaterialen
B.V.
100 Builders merchants
Norway
Building Products
Halfen-Frimeda AS
100 Construction accessories
Poland
Concrete Products
Ergon Poland Sp. z o.o.
100 Structural products
Faelbud Prefabrykaty Sp. z o.o.* 100 Readymixed concrete, concrete
products and concrete paving
Clay Products
CERG Sp. z o.o.
67.55 Clay brick manufacturer
Cerpol Kozlowice Sp. z o.o.
99.60 Clay brick manufacturer
126 CRH
JELF Brico House S.L.
94.75 Builders merchants
Sweden
Building Products
ThermiSol AB
100 EPS insulation
TUVAN-stängsel AB
100 Security fencing
Switzerland
Concrete Products
Element AG
100 Prefabricated structural concrete
elements
Building Products
U.C. Aschwanden Holding AG * 100 Construction accessories
Distribution
BR Bauhandel AG (trading as
BauBedarf, Richner, Sanmat
and Sabez)
CRH Gétaz Holding AG (trading
as Gétaz Romang and Miauton)
Regusci S.A. (trading as
Regusci and Reco)
100 Builders merchants, sanitary ware and
ceramic tiles
100 Builders merchants
100 Builders merchants
Incorporated and operating in % held Products and services
Incorporated and operating in % held Products and services
Americas Materials
United States
Americas Products & Distribution
Argentina
Oldcastle Materials, Inc.
100 Holding company
CRH Sudamericana S.A.
100 Holding company
APAC Holdings, Inc. and
Subsidiaries
Callanan Industries, Inc.
Conrad Yelvington Distributors,
Inc.
100 Aggregates, asphalt and related
construction activities
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
100 Aggregates distribution
Canteras Cerro Negro S.A.
99.98 Clay rooftiles, wall tiles and floor tiles
Cormela S.A.
100 Clay blocks
Superglass S.A.
100 Fabricated and tempered glass products
Canada
CPM Development Corporation
100 Aggregates, asphalt, readymixed
Architectural Products Group
concrete, prestressed concrete and
related construction activities
Dolomite Products Company,
Inc.
100 Aggregates, asphalt and readymixed
concrete
Eugene Sand Construction, Inc. 100 Aggregates, asphalt, readymixed
concrete and related construction
activities
Evans Construction Company
Hills Materials Company
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
Oldcastle Building Products
Canada, Inc. (trading as Décor
Precast, Groupe Permacon,
Oldcastle Glass and Synertech
Moulded Products)
Glass Group
Oldcastle Glass Engineered
Products Canada, Inc.
Xemax International, Inc.
(trading as Antamex
International)
Hilty Quarries, Inc.
100 Aggregates, asphalt and related
Chile
100 Masonry, paving and retaining walls,
utility boxes and trenches and custom
fabricated and tempered glass products
100 Architectural-rated operable windows
and curtain wall
100 Architectural curtain wall
construction activities
Michigan Paving and Materials
Company
100 Aggregates, asphalt and related
construction activities
Mountain Enterprises, Inc.
100 Aggregates, asphalt and related
Vidrios Dell Orto, S.A.
99.9 Fabricated and tempered glass products
Comercial Duomo Limitada
81 Wholesaler and retailer of specialised
building products
OMG Midwest, Inc.
Oldcastle SW Group, Inc.
Pennsy Supply, Inc.
construction activities
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
Pike Industries, Inc.
100 Aggregates, asphalt and related
United States
CRH America, Inc.
100 Holding company
Oldcastle, Inc.
100 Holding company
Oldcastle Building Products, Inc. 100 Holding company
Architectural Products Group
Big River Industries, Inc.
100 Lightweight aggregates and fly-ash
Bonsal American, Inc.
100 Pre-mixed products and specialty stone
products
P.J. Keating Company
100 Aggregates, asphalt and related
countertops
construction activities
Glen-Gery Corporation
100 Clay bricks
construction activities
Oldcastle Surfaces, Inc.
100 Custom fabrication and installation of
Preferred Materials, Inc.
100 Aggregates and readymixed concrete
Staker & Parson Companies
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
The Shelly Company
100 Aggregates, asphalt and related
Tilcon Connecticut, Inc.
construction activities
100 Aggregates, asphalt, readymixed
concrete and related construction
activities
Tilcon New York, Inc.
100 Aggregates, asphalt and related
construction activities
West Virginia Paving, Inc.
100 Aggregates, asphalt and related
construction activities
Northfield Block Company
(trading as Bend-Northfield)
100 Specialty masonry, hardscape and patio
products
Oldcastle Architectural, Inc.
100 Holding company
Oldcastle APG Midwest, Inc.
(trading as 4D Schusters and
Miller Rhino Materials)
Oldcastle APG Northeast, Inc.
(trading as Anchor Concrete
Products, Arthur Whitcomb,
Betco Supreme, Domine
Builders Supply, Foster-
Southeastern, Trenwyth
Industries)
Oldcastle APG South, Inc.
(trading as Adams Products,
Georgia Masonry Supply)
100 Specialty masonry, hardscape and patio
products
100 Specialty masonry, hardscape and patio
products
100 Specialty masonry, hardscape and patio
products
CRH 127
Principal Subsidiary Undertakings continued
Incorporated and operating in % held Products and services
United States continued
Oldcastle APG Texas, Inc.
(trading as Custom-Crete,
Custom Stone Supply, Jewell
Concrete Products)
Oldcastle APG West, Inc.
(trading as Amcor Masonry
Products, Central Pre-Mix
Concrete Products, Sierra
Building Products, Superlite
Block)
100 Specialty masonry and stone products,
hardscape and patio products
100 Specialty masonry, hardscape and patio
products
Oldcastle Lawn & Garden, Inc.
100 Patio products, bagged stone, mulch
and stone
Oldcastle Coastal, Inc.
100 Patio products
Distribution Group
Oldcastle Distribution, Inc.
100 Holding company
Allied Building Products Corp.
100 Distribution of roofing, siding and related
products, wallboard, metal studs,
acoustical tile and grid
A.L.L. Roofing & Building
Materials Corp.
100 Distribution of roofing and related
products
AMS Holdings, Inc.
100 Distribution of drywall, acoustical ceiling
systems, metal studs and commercial
door solutions
Arzee Acquisition Corp. (trading
as Arzee Supply)
Mahalo Acquisition Corp.
(trading as G. W. Killebrew)
100 Distribution of roofing, siding and related
products
100 Distribution of roofing and related
products
Glass Group
Antamex (US), Inc.
100 Architectural curtain walls
Oldcastle Glass, Inc.
100 Custom fabricated architectural glass
Oldcastle Glass Engineered
Products, Inc.
100 Engineered aluminium glazing systems
and integrated building envelope
solutions
Construction Accessories, Fencing
and Welded Wire Reinforcement
Merchants Metals Holding
Company
MMI Products, Inc. (trading as
Merchants Metals, Meadow
Burke and ADC Manufacturing)
100 Holding company
100 Fabrication and distribution of metal
products including fencing, welded wire
reinforcement and concrete accessories;
distribution of plastic, lumber and other
metal products
Ivy Steel & Wire, Inc.
100 Welded wire reinforcement manufacturer
Precast Group
Oldcastle Precast, Inc.
100 Precast concrete products, concrete
pipe, prestressed plank and structural
elements
128 CRH
Principal Joint Venture Undertakings as at 31st December 2009
Principal Associated Undertakings as at 31st December 2009
Incorporated and operating in % held Products and services
Incorporated and operating in % held Products and services
Europe Materials
India
My Home Industries Limited
50 Cement
Ireland
Kemek Limited *
50 Commercial explosives
Portugal
Secil-Companhia Geral de
Cal e Cimento, S.A. *
48.99 Cement, aggregates, concrete products,
mortar and readymixed concrete
Europe Materials
China
Jilin Yatai Group Building
Materials Investment Company
Limited *
26 Cement
Israel
Mashav Initiating and
Development Limited
Spain
25 Cement
Turkey
Denizli Çimento Sanayii T.A. .
50 Cement and readymixed concrete
Corporación Uniland S.A. *
26.3 Cement, aggregates, readymixed
concrete and mortar
Europe Products & Distribution
Belgium
Building Products
Jackon Insulation N.V.
Germany
Building Products
Jackon Insulation GmbH *
49 XPS insulation
49.20 XPS insulation
Distribution
Bauking AG *
France
Distribution
Doras S.A. *
Ireland
Building Products
Williaam Cox Ireland Limited
Netherlands
Distribution
Bouwmaterialenhandel de
Schelde B.V.
Portugal
Distribution
Modelo Distribuição de
Materials de Construção S.A. *
Americas Materials
47.82 Builders merchants, DIY stores
57.85 Builders merchants
50 Glass construction, continuous rooflights
and ventilation systems
50 DIY stores
50 Cash & Carry building materials
American Cement
Company, LLC *
50 Cement
Bizzack Construction LLC *
50 Construction
Boxley Aggregates of West
Virginia, LLC *
50 Aggregates
Cadillac Asphalt, LLC *
50 Asphalt
Europe Products & Distribution
France
Distibution
Samse S.A. *
21.23 Builders merchants and DIY stores
Melin Trialis S.A.S. *
34.81 Builders merchants
Americas Materials
Buckeye Ready Mix, LLC *
45 Readymixed concrete
* Audited by firms other than Ernst & Young
Pursuant to Section 16 of the Companies
Act, 1986, a full list of subsidiary, joint
venture and associated undertakings will be
annexed to the Company’s Annual Return to
be filed in the Companies Registration Office
in the Republic of Ireland.
CRH 129
Group Financial Summary
(Figures prepared in accordance with Irish GAAP)
Turnover including share of joint ventures
2,520
3,354
4,234
5,211
6,734
8,870 10,444 10,794 11,080 12,820
1995
€ m
1996
€ m
1997
€ m
1998
€ m
1999
€ m
2000
€ m
2001
€ m
2002
€ m
2003
€ m
2004
€ m
Group operating profit
Goodwill amortisation
Profit on disposal of fixed assets
Exceptional items
Profit on ordinary activities before interest
Net interest payable
Profit on ordinary activities before taxation
Taxation on profit on ordinary activities
Taxation on exceptional items
Profit on ordinary activies after taxation
Employment of capital
Fixed assets
- Tangible assets
- Intangible asset - goodwill
- Financial assets
Net working capital
Other liabilities
Total
Financed as follows
Equity shareholders' funds
Preference share capital
Minority shareholders' equity interest
Capital grants
Deferred tax
Net debt
Convertible capital bonds
Purchase of tangible assets
Acquisitions and investments
Total
(a)
(b)
(c)
(d)
Depreciation and goodwill amortisation
Earnings per share after goodwill amortisation (cent)
Earnings per share before goodwill amortisation (cent)
Dividend per share (cent)
Cash earnings per share (cent)
Dividend cover (times)
(e)
(e)
(e)
(e),(f)
(g)
224
-
1
-
225
(21)
204
(42)
-
162
895
-
118
133
(13)
1,133
868
1
12
12
49
189
2
1,133
109
164
273
81
37.1
37.1
9.49
55.9
3.9
283
-
1
-
284
(28)
256
(58)
-
198
1,236
-
127
255
(25)
1,593
1,056
1
13
11
70
442
-
1,593
150
532
682
104
43.9
43.9
10.64
67.1
4.1
349
-
9
-
358
(36)
322
(76)
-
246
1,519
-
132
313
(61)
1,903
1,308
1
14
11
104
465
-
1,903
147
241
388
129
52.4
52.4
12.21
80.2
4.3
442
(1)
11
-
452
(43)
409
(100)
-
309
2,288
138
53
512
(286)
2,705
1,553
1
285
20
116
730
-
2,705
232
604
836
166
65.0
65.3
14.08
100.3
4.6
676
(19)
7
64
728
(93)
635
(152)
(26)
457
3,226
629
66
608
(430)
4,099
2,201
1
37
19
172
1,669
-
4,099
360
1,421
1,781
275
87.5
91.6
16.43
145.4
5.3
919
(44)
13
-
888
(191)
697
(194)
-
503
4,551
955
104
915
(470)
6,055
3,074
1
36
17
307
2,620
-
6,055
430
1,605
2,035
395
102.6
111.6
18.73
184.0
5.5
1,020
(61)
17
-
976
(173)
803
(217)
-
586
5,150
1,153
316
1,040
(479)
7,180
4,734
1
135
16
400
1,894
-
7,180
452
1,080
1,532
497
104.0
114.8
20.74
192.7
5.0
1,049
(70)
16
-
995
(139)
856
(227)
-
629
5,004
1,154
275
1,078
(443)
7,068
4,747
1
111
14
485
1,710
-
7,068
367
992
1,359
526
107.5
119.5
22.90
198.2
4.7
1,046
(76)
13
-
983
(118)
865
(218)
-
647
5,145
1,475
349
1,116
(429)
7,656
4,758
1
90
13
486
2,308
-
7,656
402
1,615
2,017
534
109.9
122.8
25.34
201.4
4.3
1,247
(101)
11
-
1,157
(140)
1,017
(247)
-
770
5,320
1,443
702
1,244
(429)
8,280
5,217
1
82
11
528
2,441
-
8,280
520
922
1,442
596
129.8
147.1
29.76
231.2
4.4
Notes to Irish GAAP financial summary data
(a) Excluding bank advances and cash and liquid investments which are included under net debt (see note (c) below).
(b) Including deferred and contingent acquisition consideration due after more than one year and provisions for liabilities and charges and excluding deferred tax.
(c) Net debt represents the sum of loans (including finance leases) and overdrafts falling due within one year, bank loans (including finance leases) falling due after
more than one year less cash and liquid investments.
(d) Including supplemental interest.
(e) Per share amounts for 1995 to 2004 have been restated for the bonus element of the Rights Issue in March 2009.
(f) Cash earnings per share equals the sum of profit for the year attributable to ordinary shareholders, depreciation and goodwill amortisation divided by the average
number of Ordinary Shares outstanding for the year.
(g) Excluding exceptional net gains in 1999.
130 CRH
Group Financial Summary
(Figures prepared in accordance with IFRS)
Revenue
Group operating profit
Profit on disposal of non-current assets
Profit before finance costs
Finance costs
Finance revenue
Group share of associates' profit after tax
Profit before tax
Income tax expense
Restated
2004
€ m
2005
€ m
2006
€ m
2007
€ m
2008
€ m
2009
€ m
12,755 14,449 18,737 20,992 20,887 17,373
1,220
11
1,392
20
1,767
40
2,086
57
1,841
69
1,231
(264)
118
19
1,104
(232)
1,412
(297)
138
26
1,279
(273)
1,807
(407)
155
47
1,602
(378)
2,143
(473)
170
64
1,904
(466)
1,910
(503)
160
61
1,628
(366)
955
26
981
(419)
122
48
732
(134)
Group profit for the financial year
872
1,006
1,224
1,438
1,262
598
Employment of capital
Non-current and current assets
Property, plant and equipment
Intangible assets
Investments in associates/other financial assets
Net working capital
Other liabilities - current and non-current
Total
Capital and reserves excluding preference share capital
Preference share capital
Minority interest
Capital grants
Net deferred income tax liability
Net debt
5,831
1,774
292
1,540
(1,035)
6,824
2,252
635
1,944
(1,243)
7,480
2,966
651
2,420
(1,099)
8,226
3,692
652
2,469
(869)
8,888
4,108
870
2,650
(1,126)
8,535
4,095
1,090
1,991
(1,084)
(h)
(i)
8,402 10,412 12,418 14,170 15,390 14,627
4,944
1
34
13
652
2,758
6,194
1
39
12
718
3,448
7,062
1
41
10
812
4,492
7,953
1
66
11
976
5,163
8,086
1
70
14
1,128
6,091
9,636
1
73
12
1,182
3,723
(j)
Total
8,402 10,412 12,418 14,170 15,390 14,627
Purchase of property, plant and equipment
Acquisitions and investments
Total
Depreciation of property, plant and equipment (including impairments)
Amortisation of intangible assets (including impairments)
Earnings per share after amortisation of intangible assets (cent)
Earnings per share before amortisation of intangible assets (cent)
Dividend per share (cent)
Cash earnings per share (cent)
Dividend cover (times)
Notes to IFRS financial summary data
551
1,019
1,570
516
4
147.5
148.1
29.76
236.1
5.0
652
1,298
1,950
556
9
168.3
170.0
35.17
263.7
4.8
832
2,311
3,143
664
25
202.2
206.5
46.89
317.5
4.3
1,028
2,227
3,255
739
35
236.9
242.7
61.31
365.1
3.9
1,039
1,072
2,111
781
43
210.2
217.4
62.22
348.9
3.4
532
458
990
794
54
88.3
96.3
62.50
214.7
1.4
(k)
(k)
(k)
(k),(l)
(m)
(h) Represents the sum of inventories and trade and other receivables (included in current assets) less trade and other payables (included in current liabilities).
(i) Represents the sum of current income tax liabilities, current and non-current provisions for liabilities, non-current trade and other payables and retirement benefit
obligations.
(j) Represents the sum of current and non-current interest-bearing loans and borrowings and derivative financial instrument liabilities less the sum of liquid investments,
cash and cash equivalents and current and non-current derivative financial instrument assets.
(k) Per share amounts for restated 2004 to 2008 have been restated for the bonus element of the Rights Issue in March 2009.
(l) Cash earnings per share represents profit attributable to equity holders of the Company less preference dividends paid plus depreciation of property, plant and
equipment and amortisation of intangible assets, including impairments, where applicable, divided by the average number of Ordinary Shares outstanding
for the year.
(m) Represents earnings per Ordinary Share divided by dividends per Ordinary Share.
CRH 131
Index
A
Accounting policies
Acquisition of subsidiaries and joint ventures (note 32)
Acquisitions Committee
American Depositary Receipts
Americas Materials - 2009 Results
Americas Materials - Operations Review
Americas Products & Distribution - 2009 Results
Americas Products & Distribution - Operations Review
Amortisation
- Intangible assets (note 14)
- Segmental analysis (note 1)
Annual General Meeting
Associated undertakings, principal
Associates’ profit after tax, Group share of (note 9)
Audit Committee
Auditors, Report of Independent
Auditors’ remuneration (note 4)
B
Balance sheet
- Company
- Consolidated
Board approval of financial statements (note 34)
Board Committees
Board of Directors
C
Capital and financial risk management (note 21)
Capital grants (note 29)
Cash and cash equivalents (note 22)
Cash flow statement, Consolidated
Cash flow - summary
Chairman’s Statement
Changes in Equity: issued share capital, share premium
account, Treasury Shares/own shares, foreign currency
translation, retained income and minority interest
Chief Executive’s Review
Code of business conduct
Communications
Corporate governance
Corporate social responsibility
CREST
CRH Overview
D
Debt, analysis of net (note 25)
Deferred acquisition consideration payable (note 19)
Deferred income tax
- Expense (note 10)
- Assets and liabilities (note 27)
132 CRH
Depreciation
66
112
- Group operating profit (note 4)
- Property, plant and equipment (note 13)
41, 43
- Segmental analysis (note 1)
121
Derivative financial instruments (note 24)
29
29
33
33
86
72
50
129
81
Development activity
Directors’ emoluments and interests (note 5)
Directors’ interests in share capital
Directors’ interests - share options
Directors’ remuneration, Report on
Directors’ Report
Directors’ responsibilities, Statement of
Disposal of non-current assets (note 16)
Diverse portfolio - strategy in action
Dividend payments (shareholder information)
41, 43
Dividends (note 11)
61
76
116
63
115
Dow Jones Sustainability Indexes
E
Earnings per Ordinary Share (note 12)
Emerging regions - strategy in action
Employees, average numbers (note 6)
Employment costs (note 6)
End-use
41, 43
- Americas Distribution
40
- Americas Materials
- Americas Products
- Europe Distribution
91
109
- Europe Materials
- Europe Products
94
65
38
12
64
15
45
- Group
Environment and climate change
Europe Materials - 2009 Results
Europe Materials - Operations Review
Europe Products & Distribution - 2009 Results
Europe Products & Distribution - Operations Review
Exchange rates
F
10, 121
Finance Committee
Finance costs and revenue (note 8)
Finance leases (note 31)
Finance Review
Financial assets (note 15)
Financial calendar
Financial summary, Group (1995-2009)
Frequently asked questions
FTSE4Good
42
10
121
2
99
90
82
103
76
85
72
97
12
77
59
57
51
48
60
88
9
120
83
10
84
7
77
77
3
3
3
2
2
2
inside cover
10
21
21
25
25
67
41, 45
81
112
36
88
121
130
121
10
G
Geographic leadership positions
Group operations
Group overview
Provisions for liabilities (note 26)
2, 3
Proxy voting, electronic
19
2
R
Guarantees (note 23 and note 9 to Company Balance Sheet )
95, 119
Registrars
H
Health & safety
I
Income Statement, Consolidated
Income tax expense (note 10)
Intangible assets (note 14)
Internal control (see Corporate Governance)
Inventories (note 17)
J
Joint venture undertakings, principal
Joint ventures, proportionate consolidation (note 2)
K
Key components of 2009 performance
Key financial figures 2009
Key financial performance indicators
L
Related party transactions (note 33)
Remuneration Committee
10
Retirement benefit obligations (note 28)
62
82
86
47
89
129
75
36
1
37
S
Segmental information (note 1)
Senior Independent Director
Share-based payments (note 7)
Share capital and reserves (note 30)
Share options
- Directors
- Employees
Share price data
Shareholder information
Shareholdings as at 31st December 2009
Social (Corporate Social Responsibility)
Stakeholder communication
Statement of Comprehensive Income, Consolidated
Statement of Changes in Equity, Consolidated
Statement of Directors’ responsibilities
Stock Exchange listings
Leases, commitments under operating and finance (note 31)
112
Strategic vision
Liquid investments (note 22)
Loans and borrowings, interest-bearing (note 23)
M
Management
N
Nomination Committee
Notes on financial statements
O
Operating costs (note 3)
Operating leases (note 31)
Operating profit, Group (note 4)
Operations Reviews:
- Americas Materials
- Americas Products & Distribution
- Europe Materials
- Europe Products & Distribution
P
Pensions, retirement benefit obligations (note 28)
Property, plant and equipment (note 13)
Strategy in action
Subsidiary undertakings, principal
Substantial holdings
Sustainable Asset Management (SAM)
94
95
122
T
Total Shareholder Return
41, 45
Trade and other payables (note 19)
72 – 115
Trade and other receivables (note 18)
V
Volumes, annualised production
- Americas Distribution
- Americas Materials
- Americas Products
- Europe Distribution
- Europe Materials
- Europe Products
W
Website
Working capital, movement during year (note 20)
76
112
76
29
33
21
25
103
85
102
121
121
115
41, 45
103
72
41, 43
78
109
57
79
121
120
121
10
46
62
64
60
121
1
4, 7, 9
124
45
10
1
90
89
3
3
3
2
2
2
121
90
CRH 133
Notes
Notes
The International Building
Materials Group
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
Gotthard Base Tunnel is part of the Swiss
Alp Transit project, also known as the New
Railway Link through the Alps. With a planned
length of 57 km it will, on completion, be
the longest railway/road tunnel in the world.
Planning for the project started in 1993
with mechanical excavation commencing
in 2003. The project features two separate
tunnels containing one track each. Final
break-through is expected in Winter 2010
with an opening date planned for 2017. Jura
Cement, a CRH company, under contract
to ARGE AGN, has to date (2003-2009)
delivered circa 215,000 tonnes of cement to
this project.