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Page b
BONGRAIN SA
86,49 %
Alliance Laitière
Européenne
BONGRAIN SA
100 %
100 %
100 %
Bongrain
Gastronomie
Bongrain
Europe
Bongrain
International
French
Subsidiaries
French
Subsidiaries
USA
Subsidiaries
Subsidiaries
outside France
Western
European
Subsidiaries
Central and
Eastern European
Subsidiaries
South American
Subsidiaries
50,02 %
Compagnie Laitière
Européenne
Cheese Subsidiaries
Proteins and Dried
milk Subsidiaries
UHT Cream
Butter and Desserts
Subsidiaries
Industrial Butter
Subsidiaries
Food Service
Subsidiaries
Animal feed
and calves breeding
Subsidiary
Australasian
Subsidiaries
Capsa (Spain)*
*Consolidated by the equity method - 27%
Mediterranean
Subsidiaries
Cheese products
Other consumer products
Industrial products
Gastronomy
Contents
exe_bongrain_anglais_03/06
1
2
3
4
6
8
Profile
Administration and Management
Message from the President
Key figures
Bongrain SA and its shareholders
Strengths and values
Activity Report 2001
Annual Report 2001
BONGRAIN SA
12
15
16
20
24
28
Bongrain Europe
Bongrain Gastronomy
Bongrain International
CLE Mass consumption products
CLE Industrial products
Report of the Management Board
Financial R epor t 2001
47
Consolidated accounts
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Page e
Profile
) A strategy of differentiation and adaptation to the specific
expectations of each market
15,443
• Bongrain SA is a specialist in branded cheeses and N°1 in the world
EMPLOYEES
) In the Czech
Republic,
Geramont and Tartare cheeses
are eaten with delicatessen
meats for the “Abendbrot”, or
dinner sandwiches.
) In the United States,
no meal is complete
without a varied cheese
board with Caprice des
Dieux, Chaumes, Cœur de
Lion, Saint Agur, Fol Epi,
Tartare and Bresse Bleu.
including France and Germany, which are the biggest markets
OUTSIDE FRANCE
in the world.
people like cheese
in sandwiches or
for cooking, such
as Kral Syru Camembert covered
with breadcrumbs
and grilled.
) In France,
fine cheeses, such as Alouette
and Ile de France, are consumed
at parties, and cheese sauces and
cheesecake for snacks.
in specialties, and it is the market leader in a dozen countries
7,301
) In Germany,
) In China,
The Group is n°1 in France and Belgium for UHT cream.
they are just starting
to discover cheese
and its nutritional
benefits, with Pikifou
melted cheeses.
3,6
It is n°1 in the world for technical butters, and it is the forefront
BILLION LITRES
OF MILK COLLECTED
for proteins and milk extracts for the food industries, dieting
and health.
• Bongrain SA bases its development on:
89
21
> innovation for the benefit of consumers and professional
PRODUCTION UNITS
IN
customers
COUNTRIES
> a strategy of differentiation and adaptation aimed at the
specific requirements of each market
) In Spain,
) In Brazil,
Frescatino de Polenghi
is eaten for breakfast,
with or without jam.
> a high level of quality, promoted by strong brands
) In Japan,
Queso Manchego is
the king of the “tapas”
and Burgo de Arias is
eaten throughout
the meal as an entrée,
a salad or a dessert.
French cheeses are
an expression of luxury
which is appreciated
by the Japanese,
who particularly like
Gérard Camembert.
) In Egypt,
Milkana,
a melted cheese,
is the delight
of the young.
> a management focused on entrepreneurship and the
mobilisation of synergies.
• The Group is well installed in vast dairy areas, and is the
CHEESE CONSUMPTION IN THE WORLD:
Country
THE AMERICAS
The United States
Advanced Food Products
BC USA
Schratter
Tentation
Argentina
Santa Rosa
Brazil
Polenghi
Chile
Bongrain Chile*
Uruguay
Bonprole
FRANCE
Alliance Fromagère
Armor Protéines
BG
Bongrain Export
Overseas
CFVA
CLEPS
Compagnie Laitière Food
Services
Elvir
Établissement Tessier
Bressor SA
Fromagerie de Vihiers
Fromagerie des
Chaumes
Fromagerie du Velay
Fromagerie Paul-Renard
Fromagerie Perreault
Fromagerie Rambol
Fromagers de l’Europe
Fromarsac
Fruisec
Grand’Ouche
La Compagnie des
Fromages
Les Fromagers Associés
Les Fromagers de
Thiérache
Messageries Laitières
Pareco
Potel & Chabot
Sofivo
Saint Clair
CENTRAL
AND EASTERN
EUROPE
WESTERN EUROPE
Germany
Alliance Fromagère S.ces GmbH
Bongrain GmbH
CLE GmbH
Haute Fromagerie Gmbh
Andechser Molkerei Scheitz*
Austria
Spain
CAPSA
Mantequerias Arias
Italy
Bongrain Italia
Eurofood
The Netherlands
Bongrain Nederland
Bongrain GmbH
United Kingdom
Belgium
Bongrain UK
Uln UK
Bongrain Belgilux
Coredis
Corman
Switzerland
Bongrain AG
* Companies
not consolidated
Hungary
Pannontej
Veszprémtej
Slovakia
Poland
Liptovská Mliekarĕn*
Milex Nové Mesto*
Wittmann & Syn*
ASIA - AUSTRALIA
Mleczarnia Turek*
Toska
The Ukraine
Lactos Pty
Lactos Fresh
Czech Republic
Povtlavske Mlekarny
Pribina
TPK
Russia
BEV
Potel & Chabot
Zvenigorodka*
Australia
China
AFRICA
Bongrain Tianjin Foods*
Egypt
India
Mashreq*
Dabon International*
Morocco
Japan
Fromagerie des Doukkala*
Bresse Bleu Japan
Kg per inhabitant per year
Germany
Argentina
Australia
Austria
Belgium / Luxembourg
Brazil
Chile
China
Egypt
Spain
United States
France
Hungary
India
Italy
Japan
Morocco
The Netherlands
Poland
Czech Republic
United Kingdom
Slovakia
Switzerland
The Ukraine
Uruguay
21.2
11.8
11.4
18
16.5
2.9
4.6
<1
6.5
9
15.3
25.7
10.1
<1
22.3
1.8
0.3
17.5
11.3
10.5
9.6
10.7
17.8
1.1
5.4
only international operator which masters all the technologies
of cheese.
in millions of Euros
4,023.5
Sales
136.5
Operating result
59.4
Net income
1
(
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Page 2
) The Management Board
) Message from the
Chairman
Michel Léonard, Chairman
Aged 52. Entered the Group in 1985.
Member of the Management Board since September 2000.
2001 was an important step in the pursuit of
Alain de Paillerets
Aged 56. Entered the Group in 1996.
Member of the Management Board since April 2001.
the strategic objectives of Bongrain SA.
Internal growth, which was well under way,
François Wolfovski
Aged 43. Entered the Group in 1983.
Member of the Management Board since April 2001.
with a turnover 6% higher compared with 2000,
was decreased by the accounting impact of the
sale or stopping of certain powder and milk acti-
) The Supervisory Board
Jordi Mercader Miro
Jacques Cornelis
Chairman of Micquel y Costas & Miquel S.A.,
of Hacia S.A. and the Cerda Institute.
Member of the Board of Caixabank (France),
Caixa d’Estalvis i Pensions de Barcelona and
the Corporacion Alimentaria S.A. and Vice
Chairman of Circulo de Economia. 59 years old,
of Spanish nationality. Mandate: 2001-2003.
Vice-Chairman of the Supervisory Board.
75 years old. Mandate: 2001-2003 (*).
Jacques-Louis de Montalembert
Jean-Noël Bongrain
Founder of Bongrain SA. 77 years old.
Chairman of the Supervisory Board
Member of the Management Board of
Bongrain SA from 1997 to 2001, aged 50.
Mandate: 2001-2003.
Chairman of Quinsa SA, Compania Los
Manentiales SA, Santibe SA and Director of
Sudamericano SA de Inversiones. 57 years old,
of French nationality, resident of Argentina.
Mandate: 2001-2003.
Armand Bongrain
Xavier Paul-Renard
Member of the Management Board of
Bongrain SA from 1997 to 2001, aged 49.
Mandate: 2001-2003.
Chairman of the Fédération Nationale de l'Industrie
Laitière and of the Conseil de Direction de l'Office
National Interprofessionnel du Lait et des Produits
Laitiers. Vice-Chairman of the Association
de la Transformation Laitière Française, of the
Association Nationale des Industries Alimentaires.
63 years old. Mandate: 2001-2003.
Alex Bongrain
Jacques Gairard
Former Chairman of the SEB group.
SEB SA Director. Member of the Norbert
Dentressangle Supervisory Board. 62 years old.
Mandate: 2001-2003.
Jaap R.Glasz
Chairman of Trentite Van Doorne,
Chairman of the Supervisory Board of Fortis
Nederland, N.V. Member of the Supervisory
Board of the Fortis Group, Glaxo B.V.,
Citroën Nederland B.V and Coca Cola
Beverage B.V. Member of the Board of
Directors of the Preferente A Andeleen
Philips Foundation. Aged 67, Dutch national,
Mandate: 2001-2003 (**).
Jean-William Mattras
In the Group since 1973. Has occupied the
functions of External Development, followed
by General Secretariat and then Director.
Held a power of attorney from 1991 to 1999,
at which date he ceased his operational functions.
Aged 66. Mandate: 2001-2003.
Jürgen Reimnitz
Chairman of the Supervisory Board of Air
Liquide GmbH and Merrill Lynch Investment
Managers Kapitalanlagegesellschaft. Member
of the Supervisory Board of Remy Cointreau S.A.
Member of the Central Consultative Committee
of Commerzbank AG. Member of the Investment
Committee of UNO. Aged 72, German national.
Mandate: 2001-2003.
vities of the Compagnie Laitière Européenne.
The total change was +3.9%.
While North America held up well in spite
of the events in September, the main difficulty in
2001 came, in fact, from South America, and
especially Argentina, where the difficulties
connected with the monetary and economic problems of the country strongly
penalized the results of the
Group. However, the solid
advantages we have in these
The operating result and the net share in
countries - strong brands
results of the Group increased by 2.9% and 4%
and a modernized industrial
respectively in a difficult environment.
facility - enable us to look
We intend to continue increasing the profitability of the business. Much progress was achieved
to the future with confidence.
In the same way, the
in 2001, which confirms the encouraging pro-
growing share of the Group in mass consumption
spects, if the global economic context remains
products with a strong image and the strengthening
sufficiently buoyant.
of its leadership in specialty cheeses enable us to
In fact, mass consumption products advanced
confirm the prospects for development.
noticeably, and market share was gained in many
The strong culture of the company, the
geographical sectors. This is how the good beha-
enterprising spirit of its teams and the mobilization
vior of the brand portfolio enabled positive
and innovative capacity of the men and women
growth to be maintained in Europe despite the
who work for the success of this strategy of diffe-
very competitive market situation.
rentiation, added to the programs of synergy and
New acquisitions were made in Central and
Eastern Europe to increase the presence of the
productivity, are strong, competitive assets for
the times ahead.
Group in this part of the world, which is confirming its long-term growth potential.
The Compagnie Laitière Européenne conti-
André Sabourin
Has spent most of his career at Bongrain SA.
Plant director from 1959 to 1967, subsequently
Industrial and Purchasing General Manager, then
General Delegate until 2000, when he gave up
his paid job at the age of 70. Mandate: 2001-2003.
Jean-Hugues Vadot
nued its recovery with the reinforcement of
products for mass consumption and industrial
products with better added value as well as the
abandoning of more commonplace sectors.
This produced a net result that was clearly positive.
Michel Léonard
Chairman of the
Management Board
Entered the Group in 1985 to take charge of the
Financial Management of Bongrain SA. Member
of the Management Board from 1997 to April
2001, aged 63. Mandate: 2001-2003.
(*) up to 26/04/01
(**) up to 01/10/01
(*) the full list of the mandates exercised by the members of the Board is on page 34 of the Report of the Management Board
)
2
3
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Page 4
Activity Report
) Key figures
3,874
132.7
4,023
116.1
3,458
+3.9%
1999
2000
2001
55.3%
+10%
Cheese products
17,7%
+20%
Other mass
consumption
products
24.9%
-14.5%
Industrial
products
activities
2.1%
-2.2%
136.5
52
42
+2.9%
Gastronomy
1999
2000
2001
3.3%
3.4%
3.4%
Operating
margin
Cheese products
14%
+317%
Other mass
consumption
products
11.9%
-18%
Industrial
products
activities
1.7%
-55.2%
Gastronomy
CONSOLIDATED NET SALES
SALES BY ACTIVITY
CONSOLIDATED OPERATING RESULTS
OPERATING RESULTS BY ACTIVITY
(in millions of Euros)
and variation 2000/2001
(in millions of Euros)
and variation 2000/2001*
and variation 2000/2001
and variation 2000/2001
159.4
84.4
57.1
155.3
59.4
51.7
71.1
130
52.7%
+2.9%
72.4%
-4.1%
61.1
France
+4%
+18.7%
-2.6%
26.2%
-0.7%
Other European
countries
21.1%
+13%
Rest of the world
1999
2000
SALES BY GEOGRAPHIC ZONE
CASH FLOW
and variation 2000/2001
(in millions of Euros)
2001
1999
2000
1999
2001
2000
2001
NET INCOME
INCOME BEFORE GOODWILL
AMORTIZATION
(in millions of Euros)
(in millions of Euros)
and variation 2000/2001
and variation 2000/2001
and variation 2000/2001
65.4%
200.8
62.7%
54.3%
155.1
571,246
72%
69,329
8.8%
135,542
17%
17,404
2.2%
Cheese products
Other mass
consumption
products
Industrial
products
activities
Gastronomy
112.9
469,034
59.1%
France
-13.4%
137,667
17.3%
Other European
countries
186,820
23.6%
Rest of the world
-27.2%
1999
NET FIXED ASSETS BY ACTIVITY
TOTAL: 793,521 (in thousands of Euros)
)
4
2000
2001
1999
2000
2001
NET FIXED ASSETS
BY GEOGRAPHIC ZONE
NET INVESTMENTS
NET INDEBTEDNESS
(in millions of Euros)
and variation 2000/2001
TOTAL: 793,521 (in thousands of Euros)
and variation 2000/2001
5
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Page 6
Activity Report
))
) Bongrain SA
and its shareholders
Results per share
In Euros
1997
1999
2000
2001
1.83
1.83
2.01
2.10
2.18
Net situation
35.08
35.84
36.25
38.89
41.19
Global return*
3.78%
3.84%
4.88%
6%
5.03%
Net dividend + tax credit
3.70
1998
Evolution of the capital
Number of shares
As of 1/1
Nominal
Value
As of 31/12
Nominal
Value
1997
1998
1999
2000
2001
2,116,248
2,116,248
2,116,248
1,929,027
15,432,216
50 F
50 F
50 F
50 F
1€
2,116,248
2,116,248
1,929,027
50 F
50 F
50 F
15,432,216 *
15,432,216
1€
1€
The nominal value was changed from 50 F to 8 € and the shares were divided by 8.
3.85
3.35
2.50
* Based on the share price as at 31/12
A dividend 3.6% higher
Stock Exchange data
In Euros
PROFIT PER SHARE
1997
1998
1999
2000
2001
Highest after adjustment
48.87
61.93
49.94
41.43
46.20
Lowest after adjustment
38.01
42.88
36.25
31.70
35.70
Price as of 31/12
48.40
47.64
41.16
35.00
43.33
819.40
806.50
635.20
540.10
668.70
The Management Board proposes the distribution of a net dividend of 1.45 Euros per share, an
increase of 3.6% over the previous financial year.
This dividend will be paid on May 10th 2002.
Distribution of the capital as of 31.12.2001
variation 2000/2001 : +4%
1.22
1.34
1.40
1.45
Capitalization as of
31/12 in millions
Corporate Governance
The Supervisory Board is made up of 13 members
including 6 independent Directors in the meaning
of the Viénot report. It met 5 times with a rate of
attendance of 88%.
58.47
Soparind SCA
41.53
Others including
self controlled 3.09
NET DIVIDEND
variation 2000/2001 : +3,6%
Since 1997, the Board has set up two Committees:
- The mission of the Audit Committee is to identify
and evaluate the principal risks of the Group.
Financial information schedule
- Sales for 2001
- The mission of the Organisation and Management
Committee is to assist the Board for the organisation, composition and evolution of the Management
Board, the policy of remuneration for the members
of the Management Board and any ethical questions
which might arise.
Evolution of the price of a share in Bongrain SA
(Price after adjustment compared with the SBF 250 index)
euros
50
45
Since 2000, a Strategic Committee has the mission
of clarifying the Supervisory Board on the long-term
orientations of the Management Board and analysing the most important sales and acquisitions files.
It is made up of 4 members of the Supervisory
Board and well known external figures if necessary.
40
35
30
SBF 250
February
- Results for 2001
March
- Sales for 1st quarter 2002
April
- General Meeting
April
- Payment of the dividend
May 2002
- Sales for half year 2002
July
- Sales for half year 2002
September
- Sales for 3rd quarter 2002
October
BONGRAIN
J
F
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A
M
J
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2000
)
6
A
S
O
N
D
J
F
M
A
M
J
J
2001
A
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O
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D
J
F
M
2002
7
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strengths and values
W
Bongrain Europe
Page 8
Bongrain International
CLE Mass Consumption
CLE Industrial Products
))
differentiate,
innovate, mobilize…
L IG
E“
N
LI
NE E T P L A
ISI
R”
TH
E
NE
) to
11:54
Activity Report -
Bongrain SA intends
to remain a safe value
in the cheese sector …
) by highlighting its capacity
for innovation and adaptation
to the expectations of local
markets;
) by pursuing its strategy
of differentiation built on high
quality products promoted by
strong national and international
brands;
Among the
advances in 2001
Sale of unprofitable activities:
• the sale of zones for the collection
of milk, and of industrial tools in
France as of April 1st 2001.
• the sale of the basic powdered
milk activities of Solarec in Belgium
as of April 1st 2001.
) by optimizing its organization
• the ceasing of the activity of milk
to increase its competitiveness
for consumption of Interlac in
Belgium as of July 1st 2001.
and better exploit the synergies
of collaboration of an international Group;
) by relying on the skills and the
spirit of enterprise and progress
of its employees.
Healthy prospects:
In a full year, these operations will
produce a reduction of the revenues
in the order of 230 million Euros.
They provide CLE with a better
dimensioning of its milk resources
and reduce its exposure to the fluctuation of the prices of industrial
products.
) In terms of growth, our markets
Setting up of medium term finance:
are encouraging, both for mass
In December 2001, Bongrain SA
signed a syndicated renewable multicurrency line of credit for five years
with 30 top rated French and foreign
banks. This credit line, which was
almost 2.3 times oversubscribed, was
initially fixed at 250 million Euros,
and was raised to 400 million Euros.
It enables the Group to optimize
the structure and cost of its debt
and to support its medium term
development.
consumption products and
professional products, by the
increase in the population and
income, by urbanisation, by
the development of wholesale
distribution, catering facilities
and ready to use products.
) In terms of results, in 2001
we reached another stage in
the reorganization and deve-
Innovation
Bongrain is an advocate of the
cheese specialties concept, and is
developing high quality modern
products which are adapted to the
changes in the expectations of
consumers and professionals.
In the mass consumption markets, the Group is carrying out a
continuous policy of innovation,
renovation and continuous energy:
new concepts, such as aperitif cheese
bites, soft butter or light creams,
new aromas, light versions, adaptation of cut to order products to self
service deli, individual formats and
new packaging to provide more
practical use.
In the professional markets, the
Group is developing pre-products
which are even more specialized and
easy to prepare for the food trades,
such as technical butters, proteins
and minerals extracted from milk
and adapted to the specifications of
the major industrial Companies.
Differentiation
Bongrain SA is conducting a strategy of differentiation and adaptation
to the specifics of each market by
developing products and services
which offer a real added value. This
lopment of the activities of the
Compagnie Laitière Européenne.
We strengthened the synergies
between subsidiaries to better
highlight our portfolio of technologies, products and brands.
Finally, we restructured our financing to support our development
and be ready for new strategic
partnerships or acquisitions.
Factory at Ducey in Normandy
strengths and values
9
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Page 10
strengths and values
Activity Report -
))
strategy is based on recognized technological and marketing know-how:
• differentiation by texture and taste, packaging, brands and their image to satisfy
the variety of tastes of consumers and their
desire for variety;
• differentiation by the services proposed
to distributors, with grouped “just in time”
deliveries and “category management”
programs adapted to the profile of each
brand.
As tastes, food culture and methods of
consumption are very different from one
country to another, Bongrain SA is basing
its growth on its capacity to market quality
products which are adapted to local
expectations by modernizing the products
of acquired companies and developing
new products and providing concepts with
high potential with as wide and rapid a
distribution as possible.
The objective of the Group is to be the
leader in every market segment in every
country in which it is present.
Favoring quality
From the origins of the Group, quality
control and the control of food safety have
had absolute priority.
Food safety is part of the development
plans which are included in all the activities
of the Company. The quality assurance
policy covers all the processes of purchasing,
production and distribution. It satisfies all
the regulatory requirements. It is achieved
through the continuous allocation of
responsibility to all the functions.
Upstream, the partnerships agreed with
the milk producers include services of
advice and technical assistance for the
implementation of the best breeding practices. These are accompanied by strict
conditions for the collection, preservation
and quality control of the milk.
Downstream, the Group is contributing
to the diffusion of the best hygienic practices,
in particular on the cutting tables in shops.
Respect
for the environment
The technologies employed by Bongrain
SA do not cause any particular industrial
or environmental risks. The environmental
policy of the Group is part of a principle
of responsibility to future generations and
contribution to lasting development.
The Group is determined to reduce
consumption of water and energy, favor
clean energy sources and limit waste water
discharge. All the subsidiaries are committed
to this environmental action, and in particular to obtaining European ISO 14 001
certification.
Bongrain SA also attaches importance
to the limitation of the weight of packaging
starting with the design stage of its products.
The European Directive on the lightening
and recycling of packaging is being effectively applied by all the subsidiaries.
Developing as close
as possible to the field
Bongrain SA applies a decentralized
management system. This organization
does not prevent the development of a
dynamic collaboration for the optimization
of all the synergies of which an international
group is capable.
Each subsidiary is responsible for its
results, and its development, within the
framework of the strategies and policies
defined at Group level. The Group sees to
the allocation and management of key
resources, the common training of the
Managers and the co-ordination of collaborative action. Subsidiarity, autonomy
within the framework of clear and precise
delegation and collegiality are the favored
principles for action.
The Group considers cultural diversity
as an asset, and it is conducting an active
policy of recruitment of young executives
abroad. Internal promotion is strongly
encouraged. With this objective, Bongrain SA
invests a great deal in training and encourages
intra-group mobility and the installation
of a common culture with many programs
for training, exchanges and sponsorship
between countries.
Mobilization
of synergies
Trade organizations are responsible for
developing industrial and commercial
synergies, encouraging the sharing of the
best practices and optimizing the portfolio
of brands and products on an international
scale.
In the same way, a specific method of
operation contributes to the selection of
projects, stimulates exchanges and crossing
of technologies and is determined to
exploit the exceptional portfolio of recipes
of the Group and speed up the diffusion of
innovations to the brands and markets
which are most suitable for using them.
A new logistical organization common
to all the cheese Companies of the Group
in France was set up in 2001, as well as a
common merchandising entity (Alliance
Merchandising) which groups together all
the cheese ranges of the Group for mass
distribution.
@
www.laitservices-cle.com
an extranet for milk producers
Monitoring of campaigns and production quotas,
advice sheets, technical files, economic information,
results of the analyses of the quality of the milk
provided: the new on line services from CLE are
helping producers to optimise their business
and the quality of their production.
) 10
strengths and values
European signatures
of aperitif cheese bites.
11
(
Energizing
the sales
of cheese
departments
Matching the departments
and the offer in the service
and self-service delis,
presentation, organization,
management, training
of managers: Alliance
Merchandising offers to
mass distribution an unequalled expertise to better
exploit cheese departments
with strong potential for
growth and profitability.
exe_bongrain_anglais_03/06
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Page 12
Bongrain Europe
Bongrain International
) New
CLE Mass Consumption
developments…
C
In 2001, Caprice des
Dieux once again broke its
records of sales and market share
in France, Switzerland, Italy and Spain.
In France, it represents on its own almost
10% of the revenues of soft ripened cheese
sections in mass distribution.
RE
W
R CA P R ICE D ES
DI
EU
X
NE
O
O
SF
D
R
CLE Industrial Products
))
Activity Report -
N°1 of the specialties
in Western Europe and
Central and Eastern
Europe
The
N°1 French
exporter of cheeses by
value
) 2001 was noted for
a new increase of sales
volume in Western
Europe, particularly
in Germany, Spain and
Great Britain, and by
dynamic growth in Central
and Eastern Europe. The
Group made new acquisitions in Slovakia and has
established itself in the
Ukraine.
Bongrain Europe
Western Europe,
continuing growth
and several major brands performed
very well and are continuing to
increase in volume and market share.
In the Western European markets,
which are characterized by cheese
consumption which is globally stable,
Bongrain is continuing to grow by
setting itself apart due to products
which are very different and adapted
to national consumption habits,
and by strengthening its portfolio
of brands by partnerships and
acquisitions.
In France, Kidiboo, a new concept
of cream cheese melted onto a stick
targeted for young consumers, was
launched nationally at the end of
the year. Tartare, supported by a
new television advertising campaign,
maintained its market share and
Carré Frais advance strongly. The
product line “Ligne et Plaisir”
offers a selection of tasty and light
specialties.
The industrial units are established
in France and Spain. In the other
markets, sales subsidiaries operate
with specialized sales forces. In
Switzerland, the Group is associated
with Val d'Arve, the leader of the
tommes from the Vaud, as well as with
the top organic dairy in Germany,
Andechser Molkerei (AMS).
In Germany, one of the main markets of the Group, the sales forces
were reorganized to better highlight
the extent of the offer and satisfy the
specific needs of a diverse customer
base. Geramont made good progress
In order to react to the concentration of distribution and the
strengthening of the competition,
Bongrain is consolidating its leading
brands in each country, introducing
new products and strengthening its
distribution services. At the same
time, the Group is reacting to the
increasing popularity of self service
and snacks by providing products
which satisfy the expectations of
consumers.
In 2001, price increases enabled
us to compensate for those of the
raw materials. Sales volume continued to increase. Caprice des Dieux
Géramont (soft ripened cheese) in Germany.
13
(
exe_bongrain_anglais_03/06
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11:55
Page 14
Bongrain Europe
Activity Report -
))
in sales volume and market share, led by
the success of its light version. The line was
extended to new flavored and creamy versions. Fol Epi also obtained very dynamic
growth.
In Spain, Burgo de Arias, which fits in
well with the expectations of the market,
confirmed its position as a leader. An
agreement was signed at the end of the
year between Arias and the Forlasa Group,
N°1 in “manchego” cheese in Spain. The
objective of this agreement, and of the
Forlactaria association which sprang from
it, is to rationalize and optimize the
dairy collection of both groups.
In Italy, Crema di Maggio
and Fresco Neve developed their market share
under the umbrella brand
of Camoscio d'Oro.
Burgo de Arias
(fresh cheese),
Spain.
EUROPE : The top exchange
zone in the world for specialties.
Market positions
in Western Europe
Rank
Principal brands
Soft ripened
cheeses
1
Geramont, Chaumes,
Saint Albray
Flavored
fresh
4
Tartare cheese
Soft ripened
cheeses
1
Chaumes,
Caprice des Dieux
Goats’ cheese
1
Chavroux
1
Burgo, San Millian
Pressed cheese 4
La Cabaña, Boffard
Germany
Belgium
Spain
Fresh cheese
France
In the United Kingdom, sales volume
continued to increase, and Bongrain took
the place of leader in imported specialties
by relying on a close partnership with its customers in relation to category management.
Melted cheeses with the Turek brand were
launched during the year, and these were
well received by consumers.
Bongrain SA is a major cheese producer
in Central and Eastern Europe, and is
applying a dynamic development strategy.
The Group is established in Poland, the
Czech Republic, Hungary, Slovakia and,
since 2001, in the Ukraine. In these countries,
which have a strong cheese tradition,
Bongrain SA makes a point of satisfying
the requirements of the consumers, whose
demand for quality products is increasingly
noticeable.
Bongrain Gastronomie.
An unsettled year
In 2001, the Group pursued sustained
growth in all its markets. Major investments
in quality and standardization were continued with a view of obtaining ISO 9000
certifications.
Soft ripened
cheeses
1
Caprice des Dieux,
Chaumes, Chamois d'Or,
Saint Albray,
Fresh cheese
1
Tartare, Carré Frais,
St Moret, Ptit Louis,
Kidiboo
Blue cheese
1
Bresse Bleu, Saint Agur,
Marbleu
Bongrain strengthened its positions in
Goats’ cheese
2
Chavroux
Slovakia, in particular in processed cheeses,
Camoscio d'Oro
by increasing its holding in Milex to 100%
and taking over Wittmann, the N°3 in the
market.
In the other European
markets, sales were satisfactory.
Central and Eastern
Europe, strong growth
in activity
Italy
Soft ripened
cheeses
Switzerland
Soft ripened
cheeses
1
Caprice des Dieux,
Chaumes, Saint Albray
Fresh cheese
1
Tartare, Saint Moret
In the Czech Republic, the Group developed well, led by the success of the launches
of new products.
In Hungary, production capacities have
been increased. New flavored cream cheeses
were launched under the Bakony brand.
This mark confirmed its position of N°1
brand for cheese products.
In Poland, sales were well directed, but the
economic background is still very competitive.
Bongrain Europe
The Group established itself in the Ukraine
by the acquisition of a cheese factory which
produces hard cheeses for the national market.
N°1 for prestige receptions
in Paris, New York and Moscow
The gastronomy branch had a year of
contrast due to the consequences of the
terrorist attacks on September 11th. This
had the effect of a very strong decrease in
activity in New York in the last quarter and
the cancellation of several American
conventions in Paris.
Potel & Chabot confirmed its position
of market leader for receptions and major
events, registering a vigorous international
demand. In addition to the Gabriel, Kléber
and d'Ermenonville Pavillons, Potel &
Chabot handles the management of the
Hôtel d'Évreux, in the place Vendôme, which
enabled the offer in the Paris market to be
widened after a high quality reorganization
in 1999.
Potel & Chabot, hôtel d’Evreux, Paris.
The results of Saint Clair showed good
progress.
Tentation, integrated in 2001 for the first
time, is the leader for upscale receptions in
New York, with exceptional reception rooms.
The Company saw sustained activity up to
September.
board, German style.
Cheese
) 14
Camoscio d’oro and Fresco Neve
(soft ripened cheese and cream
cheese), Italy.
N°1
maxim placeat facer possim omnis
(pressedfacer
cheese),
aximLiptov
placeat
Slovakia.
15
(
Medve (processed cheese),
Hungary.
exe_bongrain_anglais_03/06
strengths and values
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Bongrain Europe
Page 16
Bongrain International
) Targeted
°1
IN
C
ES
HE
E S I N T HE
U NI
E SAUC
TED
CLE Industrial Products
))
strategies
ST
AT
E
S
The food industries
and catering business
represent 70 % of the
market for cheese in
the United States.
N
CLE Mass Consumption
Activity Report -
A niche strategy
United States,
very good
resistance
in the United States
and Japan.
An active presence in
the markets of tomorrow:
Latin America, Africa /
Middle East, India and
China.
• specialized distribution of cheese
2001 was marked
by good development
and the repercussions
of the Argentina crisis
in Latin America.
Market
positions in the
United States
Principal
brands
United States
Cream cheeses*
1
Alouette
Goats’ cheeses*
1
Chavrie,
Montrachet
Cream cheeses*
2
Saladena
Imported
cheeses**
1
Range
of specialties
(Ile de France, etc..)
Aseptic food
1
Under the
customer brands
* In delicatessens
** In delicatessens and restaurants
A dairy producer for Bongrain Cheese USA in Pennsylvania.
and dairy products;
•
in the United States
Rank
The United States, one of the main
international markets of the Group,
is developing in three main segments:
• mass consumption with cream
cheeses and branded cheese specialties;
“business to business” with
products in aseptic packaging custom-manufactured for industry and
restaurant chains.
Consumption remained well oriented
for upscale products, in spite of the
very strong increases in the price of
milk and cream, respectively +22%
and +29%.
Consolidated in 2000, Anco Schratter
figures among the principal suppliers
of “fine cheeses” to the catering
business, gourmet food shops and
the “deli” departments of supermarkets. Its range of products includes
local and imported Bongrain specialties and various European cheeses.
These specialized distribution activities showed satisfactory growth up
to the Cream cheese sales continued
their development. In 2001, the
Group acquired the Edelweiss
Company, which produces American
type cheeses.
Bongrain International
Advanced Food Products (AFP),
consolidated over ten months in
2001, was created by the merging
of the resources of Bongrain with
those of the Land O’ Lakes co-operative relative to products in aseptic
packaging manufacturing.
AFP is the leader in its market, and
it has industrial facilities on the
East and West Coasts and in the
Middle West. This is an asset that
facilitates meeting the needs of its
large national customers. Sales to
food-service customers suffered
from the clear slowing down in
demand since September.
Monsieur
Fromage
is all over the
United States
Monsieur Fromage: an original and
unique merchandising concept which
provides North American distribution
with a complete tool for the organization of the sections which very clearly
improves the “visibility” and profitability
of the products.
17
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Page 18
Bongrain International
Activity Report -
▼
A promotional operation
for the Polenghi brand in Brazil.
Bongrain is the N°1 producer for
specialties in Latin America, and is
present in Brazil, Argentina,
Uruguay and, commercially, in
Chile. On this continent it has a
modern industrial tool and an
aggressive sales organization. In
2001, the Group strengthened its
positions in Brazil, but it felt the impact
of the Argentina crisis and its financial
effects very strongly.
In Argentina, Bongrain maintained its
positions in the internal market, which was
strongly reduced because of the economic
and financial crisis. With a large range of
394 million inhabitants
in Latin America
230 million in the Mercosur*
Market positions
in South America
Rank
Principal brands
Brazil
Processed
1
Polenguinho
Blue
2
Skandia, Campo Lindo
cheese products which are practical, modern
and very sought after by consumers, Adler,
Bavaria and Santa Rosa retained their market
share. Exports were very handicapped by
the over valuation of the Argentina peso.
They will be in a more favorable
position in 2002. Faced with the
crisis and its impact on operations, the Group took the
necessary measures to ensure
that it would survive this
crisis and optimise its effects.
In Brazil, the economic revival is
well under way and development was
sustained. With Polenginho and Sandwich-In,
Bongrain is the leader for melted cheeses,
and is also advancing in the other markets
for specialty cheeses, particularly that for
cream cheese with the Frescatino brand.
The sales organization was strengthened,
which enabled us to consolidate all of our
positions.
In Uruguay, Bongrain is associated with
the N°1 cooperative dairy in the country
with Bonprole. Bonprole wasintegrated
for the first time in 2001, and it opened a
production facility at the end of 2000. The
exploitation of this factory suffered from
the increase in the price of milk and the
over valuation of the Uruguayan peso,
whose competitiveness should, however,
improve in 2002 in the wake of the
Argentina peso.
Good prospects
in the other regions
Bongrain is developing production activities in Morocco, Egypt, India, China and
Australia. In Japan, it has a sales organization.
The Group also has a subsidiary, BEO,
which is dedicated to major exports.
In India, the Dabon subsidiary, which
operates in a market that is vast but still
not very open to cheese, is continuing its
patient work of becoming established.
The emerging Chinese market is still
difficult. The objective of Bongrain Tianjin
Foods is to develop innovative cheese
products, suitable for reaching a larger
number of consumers.
In Morocco, the Group owns 20% of
the Centrale Laitière de Casablanca (ONA
Group) in the Fromagerie des Doukkala,
whose Cœur de Lait brand is making
strong progress and is the N°2 in processed
cheeses. The Centrale Laitière de Casablanca
has an excellent distribution network. In
2001, a new product was launched whose
reception was promising, the Carré Crème
de Cœur de Lait.
In Australia, Lactos and
Lactos Fresh have combined their efforts to implement a policy of development of specialties
for the domestic market
and more differentiated products for export.
In the Egyptian market, which is very
competitive, Bongrain is associated with
the Rachid Group for the development of
processed cheeses. The Milkana brand is
the market leader.
In Japan, the Group imports specialties
for the department stores and upscale
restaurants. Sales in Japan, in spite of the
health crises in Europe continued to progress
due to the broadening of the range and
distribution. New products were launched.
In the other export markets, the Group
is continuing to strengthen its presence by
broadening the range of products offered
to the consumers who are looking increasingly for quality and innovation.
▼
))
South America
and the impact of
the Argentina crisis
Bongrain International
Tasmanian Heritage
(soft ripened cheese),
Australia.
N°1 in imported
specialties in Japan
Cœur de lait (processed
cheese), Morocco.
Argentina
Processed
1
Adler
Blue
1
Bavaria, Santa Rosa
@
*Argentina, Brazil, Paraguay and Uruguay.
www.bongrainoverseas.com:
Bavaria (string cheese) Argentina.
on line information
about more than 50 Group brands.
Technical and nutritional characteristics,
logistics and availability: the new BEO (Bongrain
Export Overseas) site facilitates the daily work
of its customers in more than 70 countries.
Adler (processed cheese),
Argentina.
) 18
19
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strengths and values
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Bongrain Europe
) Solid
P E N E D C H EE
T RI
SE
F
S
SO
D
I
CLE Industrial Products
))
Activity Report -
N°1 in France
for Camembert, light
and spreadable butters
and UHT cream.
N°1 in France
for pre-products
intended for the food
manufacturers.
In the mass consumption markets,
the Compagnie Laitière Européenne
is developing two powerful brands
in France and for export: Cœur de
Lion for soft ripened cheeses and
Elle & Vire for butters
and UHT creams.
Crémerin de Cœur
de Lion (soft ripened
cheese), France.
) 2001 was noted
for the sustained pro-
E
More than 20 000 tons
of cheese is sold under the
Cœur de Lion brand, which is the
N° 1 in Camembert with 24 % of the
French market and N°1
in Coulommiers with
15% of market
share.
AN
CLE Mass Consumption
positions
NC
BR
Bongrain International
A
FR
N°1
F
Page 20
N
O
11:57
gress of sales volumes
of Elle & Vire butter
and cream.
) Cœur de Lion maintained its position of
leader in a declining
national market.
) Pre-products for
catering continued
their dynamic growth.
Cheeses,
good progress
for exports
Camemberts and light Camemberts, Coulommiers, Brie and specialties: Cœur de Lion is the principal
brand for soft ripened cheeses in
France. The range was widened in
2001 to include Coutances triple
cream cheese, which is now sold as
Cœur de Lion to take advantage of
the power of the brand in France
and for export.
bert and Coulommiers, with 24%
and 15% respectively of market
share, in a global market which
declined by 5% for Camembert and
10% for Coulommiers. However,
growth remained well oriented in
the segments of light cheeses and
portions. Crémerin de Cœur de
Lion, which was launched en 1999,
confirmed its success with a strong
advance. The Cœur de Lion range
was also extended during the year
by a light version of Crémerin and
by Coutances.
In the other countries, Cœur de
Lion products performed well.
Triple cream cheeses under the
Saint André brand also advanced.
The Compagnie des Fromages
continued modernising its Coutances
factory.
Triple cream cheeses,
France.
In France, against a background
of strong competition and tight
margins, Cœur de Lion maintained
its positions of leader for Camem-
Market
positions of the
Cœur de Lion
brand
Rank
France
Camembert
1
Light Camembert
1
Coulommiers
1
Belgium
Camembert
CLE Mass Consumption
1
Coutances de Cœur de Lion (triple-cream), France.
The Factory at Ducey in Normandy.
21
(
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Page 22
CLE Mass Consumption
Activity Report -
))
Butter and cream
With its production of butters and creams
under the Elle & Vire brand, the Elvir
Company is pursuing an active development
strategy at Condé-sur-Vire in a unit which
is one of the biggest in Europe. Capacity is
being expanded to meet market demand.
In Belgium, Corman also produces mass
consumption butters for the Belgian market
and for export.
Success of the modern butters
By using new technologies, the
Group is successfully developing the
segments of modern, spreadable
and light butters which fit in well
with the current demand of an
increasing number of consumers.
Market positions
in butter and
UHT cream
Rank
Principal
brands
France
Butter
2
Elle & Vire
Light butters
1
Beurre Tendre
from Elle & Vire
Full UHT
cream
1
Elle & Vire
Light UHT
cream
2
Elle & Vire
UHT cream
1
Balade
Butter
1
Balade,
Carlsbourg
Belgium
In France, Elle & Vire has doubled its total market share of butter
in 5 years, from 6% to 13%, and
has imposed itself at the forefront
of spreadable butters with its Beurre
Tendre and Tendre et Léger brands,
which are leaders in their segments.
In 2001, Elvir concentrated its
efforts on modern butters, which
progressed noticeably. Packaging
in mini butter dishes, which was
placed on the market at the end of
the year, had a promising start.
In Belgium, the Group is N°1 in butter
for consumption under the Balade brand
for modern butters, and Carlsbourg for
gastronomic butters. Both brands maintained
their positions in 2001. Carlsbourg extended
its range with a spreadable butter at 60%
and the Group launched a new extra light
butter at 20% under the Balade “Solight”
brand.
Balade :
mass consumption
butter, Belgium.
In exports, the Elle & Vire mass
consumption butters continued their
dynamic growth, as did the light butter
produced by Corman.
Cream: a very dynamic market
In France, Elle & Vire is the leader in
value for UHT creams due to its policy of
innovation: practicality of the packaging,
quality with luxury coating creams and
health with EL 8 ultra-light cream.
2001 confirmed the success of the Elle
& Vire range. In a French market which
grew by 10%, the brand strengthened its
market share, which reached 36%. Several
products were given new packaging and
the semi-thick ultra-light cream which was
launched at the end of 2000 took the lead
of this new segment.
In Belgium, the Balade brand has become
the leader with a strong increase in market
share.
For export, the whole of the Elle & Vire
range, complemented by UHT creams and
milk desserts, progressed in spite of the
decline in demand from the major hotel
chains in the last quarter. The brand is
highly desired by this customer base. Its
French character and its quality are real
assets.
Good activity
in the commercial
restaurant field
Elle & Vire also has a wide range of
pre-products intended for the professionals
of the food trades: restaurant owners, chefs,
caterers, bakers and pastry chefs utilizing
fresh creams, UHT creams, dessert preparations and pastry butters. These products
are sold in France by the Compagnie
Laitière Food Service (CLFS), whose offer
also includes many specific products which
are particularly suited to these customers.
CLFS is the leader in the French market,
and it has increased its activity among
professionals with a sustained presence in
the trade press and the launch of major
programs of direct marketing, sponsorship
and loyalty. 2001 showed good improvements in terms of growth and results, with
increased volumes across the whole range.
year and its reception was promising. The
preparations for crèmes brûlées and zabagliones were well received. The Volcore,
Palazzina, Fulvio and Suprema pizza cheeses
enable us to satisfy the various expectations
of our customers. The
pastry butters of the
Elle & Vire range perFood
formed well. The renoconsumption
vation of the Corman
At home
Away
range enabled volumes
from home
to be stabilised.
Europe
80%
20%
United States 49%
Elle & Vire obtained this prestigious
award in 2001 for its Gastronomic
unsalted butter.
Elle & Vire mass consumption cream
A professional cream intended for the food trades.
) 22
51%
CAPSA,
the N°1 Spanish
dairy Group
Together with the Dairy Co-operative
of Asturia and other Asturian banking
establishments, the Compagnie Laitière
Européenne holds 27% of CAPSA, the leader
for milk for consumption in Spain.
When consolidated by equivalence,
CAPSA had a consolidated revenues of
6OO ME in 2001. Its operating results
were positive, but the net result was affected
by a strike connected with the restructuring
operations which disturbed production for
almost a month.
Among the fresh creams and UHT
creams, recent products such as Special
Cooking UHT cream continued to develop.
Saveur Gourmande, a liquid cream with
the taste of crème fraîche for coating or
cooking, was launched at the end of the
Elle & Vire
liquid cream
for the professionals.
NEW
Elle & Vire, Gold Medal at
the Concours Général Agricole
CLE Mass Consumption
Unique in the market, a
preparation for zabaglione,
in an aerosol, saves the professionals of the restaurant
trade a great deal of labor
and time, as a reply to the increasing preoccupation
of chefs faced with the HACCP standards and the
reduction of working hours.
23
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Bongrain Europe
11:57
Page 24
Bongrain International
) Selective
CLE Mass Consumption
CLE Industrial Products
performances
: “M O S T I N N
OV
D
AT
N
The new range of refriSA
CH
WI
AL
FO
CI
E
OD
S PE
IV
”
gerator spreadable butter from
Corman, designed for the sandwich
industry, is in strong development, and
it received the “Silver
Award 2001” for the
“Most Innovative
Food” at the last
International Food
Ingredients Europe
trade fair, in
London.
))
Activity Report -
N°1 in the
world for technical
butters
World leader
for the extraction
of highly specific milk
proteins
) An outstanding
event in 2001 was
the reorganization of
the milk collection and
the disposal of normal
powder activities.
Technical butters and
proteins developed
well, with improved
results.
) Animal feed was
very badly affected
by the decline in veal
consumption.
Industrial products activities are
an intrinsic part of the dairy trade,
and they enable better use to be
made of excess products, which are
due in particular to the strong seasonal variations in milk collection.
In 2001, the Group reduced its
activity in basic powders in France
and Belgium by selling some industrial assets and adjusting the corresponding dairy resources. This
enables the Group to be much less
involved in activities with low
added value and less dependent on
the fluctuations of world prices. In
this way, the Group can concentrate
on products with higher added value.
Through Corman and Armor
Proteins, Bongrain SA has a recognized technological lead in the
fractioning of lactic fats and the
extraction of milk proteins. In order
to put these assets to best advantage,
the development of new, highly
specific products and the strengthening of sales approaches to large
accounts on the world scale are
favored.
Good performance
of technical butters
Corman is the world leader in
high performance butters, and it
produces and sells a wide range of
butters and butter/vegetable fat
mixture with specific properties. Its
activities are aimed at three distinct
CLE Industrial Products
markets, which are served by specialized sales forces: agri-food professionals (ice cream, cookies, pastries,
prepared dishes, etc.), the professionals of the food trades (pastry
chefs, RHD, etc.) and mass
consumption.
All these markets are characterized
by an increasing demand for innovative butters which are differentiated
by their physical characteristics
(melting point, texture and spreadability) and their organoleptic or
dietetic properties (light, cholesterol
free butters and creams).
In these professional markets,
Corman achieved good performances
in 2001, particularly in Germany,
France, the United States, Canada
Corman, technical
butter, Belgium.
and Japan. New products were
launched, including Special Sandwich,
a butter that can be spread in cold
surroundings, and Corman Selection,
an offer of upscale butters manufactured from selected fresh creams.
The range intended for bakers and
pastry chefs was re-positioned and
the Group developed a mixture of
butter and vegetable fat intended
25
(
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11:58
Page 26
CLE Industrial Products
))
Elle & Vire: crème brûlée
for the food trades.
▼
for artisans for South-West Asia. This is
sold under the Patisy brand, and is adapted
to the special climatic conditions
of these markets.
For consumers, Corman
produces and sells modern,
light, cholesterol free creams
and butters. Under the Balade
and Carlsbourg brands, the
Group is the leader for butters
and creams in Belgium. It also
manufactures its highly technical and differentiated products
for various dairy partners who
require to round out their ranges of mass
consumption products.
Activity Report -
CLE Industrial Products
Milk proteins:
a very good year
Armor Proteins specializes
in the extraction, isolation and
valorisation of milk proteins
and whey: casein, caseinates,
lactose, lactoferrines, hydrolysats
and peptides, milk calcium,
etc. Armor Proteins is a leading
researcher, develops highly
specific products and is in the
forefront of the world players
in its field.
Certain of these products offer the
emulsifying, gelifying or organoleptic properties required for the formulation and
texturing of food products. Others are
aimed at the nutrition, dietetic and health
market, or again the hygiene and cosmetics
market.
In 2001, Armor Proteins continued its
re-positioning on its core trade by stopping
its powdered milk production activity and
strengthening its industrial resources.
The Company took advantage of the
good orientation of world prices, in particular for caseinates, lactose and ultra-filtered
proteins, and consolidated its positions in
the world market by strengthening its sales
activities aimed at large accounts.
Armor Proteins factory
at St Brice en Coglès, France.
Animal feed,
production of veal:
a difficult environment
With a large annual production of feeds
for calves for butchering and raising,
Sofivo is a major player in France and Italy.
The Company also exports to the other
European countries. The Company has a
wide range of suckling feeds for calves, as
well as for other animal species, with the
Elvor and Univor brands.
de France, le Val Fleury and Prairial brands,
which satisfy very strict specifications.
This approach enables partnerships to be
developed with distributors and master
butchers who are concerned about quality.
In 2001, Sofivo widened its offer to
include the Label Rouge milk reared calf.
Its activity and results were, however,
affected by the high price of powder and
the problems related to the health crises
which disturbed the sector.
Sofivo also raises calves, practicing a
policy of branding and quality. More than
one animal in two is sold under the Plaisir
Milk proteins:
diversified and profitable markets
Dietetic products for senior citizens which
are balanced in amino acids and minerals,
dietetic products for high activity, food
complements which stimulate the immune
defenses, sun creams and moisturizing
creams, skin toners or treatment of acne
are all markets which are well placed for
highly specific milk proteins.
France is the country
with the biggest
consumption of veal,
with 4.8kg per year
per inhabitant.
) 26
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) Report of the Management Board
to the Annual General Meeting on April 25th 2002
2001 was a good year for Bongrain SA
which was marked by many events which
were of both internal and external origin.
Mass consumption product activities saw
sustained growth whose results were penalized by the crisis in Argentina and the
extension of the economic slowdown
which resulted from the terrorist attacks in
September. These last events also greatly
affected the catering activity of the Group.
The restructuring carried out in the
Compagnie Laitière Européenne were part
of the strategy of recentering activities
towards the search for higher added value
by means of a product portfolio that is better
differentiated.
In total, the consolidated net sales increased
by 3.9% compared with the prior year, to
4,023.5 million Euros, compared to
3,873.8 million Euros in 2000. Internal
growth showed an increase of 6%: the
activities of Bongrain and Compagnie
Laitière Européenne perimeters showed
internal growth of 7.5% and 4.2% respectively. In many markets, the effect of the
increase in volumes was amplified by the
repercussions of the increase in the cost of
raw dairy materials. Structural changes
produced a global negative effect of
–2.1%: the integration of new activities
led to a positive structural effect of 6.2%
for Bongrain and the disengagement operations carried out in the Compagnie
Laitière Européenne had a negative structural effect of –11.4%. The effects of the
variation of exchange rates on the revenues
were globally neutral.
) 28
The scope
of consolidation
Many operations have modified the scope
of consolidation as compared to the prior
year:
• In
France, the Compagnie Laitière
Européenne sold some of its activities for
the collection and drying of milk to the
Entremont Group. This operation, which
took effect in April 2001, contributed to
the strategic recentering which is one of
objectives of the Group.
• In Belgium, the Solarec Company, which
produces milk powders, was sold at the
beginning of 2001 to the co-operative which
supplies its raw material. Despite all the
possibilities that were examined, it was not
possible to find a solution with a future for
the Interlac Company, which was in the
market of milk for consumption. The decision was therefore taken to close this facility
in July 2001 for most of its activities. Its complete results for 2001 were taken into the
accounts as extraordinary items, and this
deconsolidation enables the operating result
of the Group to be given an economic reading.
• In Italy, the Ludovico Company was
sold at the end of 2000. Therefore, it is no
longer part of the scope of consolidation
of the Group in 2001.
•
In the Czech Republic, the T.P.K.
Company, acquired in 1999, was consolidated for the first time as of December
31st 2001.
• In the United States, the Edelweiss factory
was acquired at the beginning of 2001 and
integrated immediately. It is therefore fully
integrated in the scope of consolidation
for 2001. At the beginning of the same
year, an alliance was agreed with the Land
O’ Lakes Group for exploiting together
the respective forces of both groups in the
activities of products aseptically packaged.
This grouping, which became the leader in
its market in the United States, was fully
integrated in the scope of consolidation
from March 2001.
• In Uruguay, the Bonprole factory, which
was inaugurated in Autumn 2000, was
integrated in the scope of consolidation
for the whole of 2001.
• Other external development operations
which were carried out in 2001 have not
yet been fully integratedin the scope of
consolidation.
• In
the Slovak Republic, Bongrain
Europe increased its participation in the
capital of the Milex Company and acquired
the Wittmann cheese factory. In this way,
the market positions which were already
held have been strengthened.
• In The Ukraine, the Group acquired a
share of the Zvenigorodka cheese factory.
Business
Bongrain SA was subjected to a rather difficult economic environment in 2001. The
general development of the consumer
goods markets was affected by the crisis
which occurred in Argentina and the economic slowdown of certain zones in the
second half of the year. In its own trade,
the Group had to face up to an unfavorable
dairy situation.
Under these conditions, the progress in the
results was obtained by action to maintain,
or even conquer market share, together
with strict management of margins and the
accomplishment of programs for improving
performance. Margins also improved from
the disengagement operations carried out
by Compagnie Laitière Européenne, which
directed the business portfolio of the Group
to products with higher added value.
The share of mass consumption products
was almost three quarters of the sales in
2001, compared to a little under 70% in
the prior year. In this unit, the share of
cheese products in the total sales went
from 52.2% in 2000 to 55.3% in 2001,
which was due in particular to internal
growth of 7.5%, part of which reflected
the increase in costs of raw dairy materials.
While the French market remained stable
in volume, or even decreased in some segments, the Spanish and German markets
saw sustained activity in 2001. In the same
way, the markets in Central and Eastern
Europe benefited from noticeable increases
in their activities. In the United States, the
satisfactory orientation of activity which
was recorded at the beginning of 2001 was
weakened in some markets by the consequences of the events in September.
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Nevertheless, the development of activity
in this zone remained positive on the
whole. In South America, global activity
was very sustained, including in Argentina
due to the quality of the market positions
held. In the other countries in the world in
which the Group is developing its cheese
business, the operations involved achieved
good performances.
The other mass consumption products also
progressed and they represented 17.7% of
the total revenues in 2001, compared to
15.3% in 2000. The internal growth of
more than 7% in these activities was diminished by the closing of the milk production
facility for consumption in Belgium. It came,
in particular, from the increase in market
share in butter and cream. This increase
was amplified by a scope effect of 4%,
which was provided by the alliance made
in the United States in the business of the
aseptically packaged products.
After the abandoning of poorly performing
operations in 2001, which generated a negative structural effect of -17.2%, industrial
products activities only represented a quarter
of the total sales of the Group in 2001,
compared to 30.2% the prior year.
Internal growth of almost 5% was based
on the development of sales of industrial
fats and milk proteins.
The activity of the gastronomy branch,
which represented 2% of the total sales of
the Group, was affected in the second half
of the year by the consequences of the
events of September 2001. The rate of
growth noted at the beginning of 2001
was therefore not able to be maintained.
) 30
The share of sales achieved in France was
52.7 % of the total sales in 2001, compared
to 53.2 % in 2000. In Europe, the share
of revenues went to 79 % of the total in
2001, compared to 80.6% in 2000.
Outside Europe, the sales achieved was
21% of the total in 2001, compared to
19.4% the prior year. These changes bear
witness to the increased internationalization of the activities of Bongrain SA. In
particular, they are the result on the one
hand of the respective growth rates in each
geographical zone, which were rather
favorable to activities outside Europe, and
on the other hand the changes in the scope
of consolidation: the Companies integrated
were more international, whereas the
deconsolidations essentially involved
France and Belgium.
Results
The operating result of Bongrain SA was
maintained at 3.4% of the revenues. It was
136.5 million Euros in 2001, compared to
132.7 million Euros in 2000, or an increase
of 2.9%.
The operating result of Bongrain (excluding
Compagnie Laitière Européenne) was
109.2 million Euros in 2001, compared to
110.8 million Euros in 2000, a decrease of
-1.5%. This degradation of the operating
margin came from the losses made in
Argentina due to the economic crisis
which occurred in the second half of the
year. These cancelled out all the advances
in the other markets, which were achieved
in an unfavorable dairy situation.
In Western Europe, operations were affected
by a strong increase in the cost of raw
dairy materials. In France, the priceof
cow’s milk increased by almost 4% compared with 2000. In Spain, this increase
was 13%. The increase in external charges
continued its historic trend due to the
increasing share of commercial co-operation
in the conditions of sale. This inflation was
compensated by a moderation of advertising
expenses which was achieved as a result of
the optimization of the brand portfolio.
The total expenses for advertising and
commercial co-operation increased by
8.5% compared with the prior year. To a
lesser extent, logistical costs also increased
compared with 2000, as a counterpart to
the improved service quality required by
the customers.
The Central and Eastern European companies are continuing their development
in a very competitive atmosphere. In 2001
the price of milk went up by significant
amounts compared with 2000 which were
equal to or higher than those noted in
France, depending on the countries.
External charges and staff expenses also
increased in proportion with activity, in
particular in the case of sales and marketing
expenses.
In North America, the alliance entered
into with the Land O’ Lakes Group in the
aseptic activity of cheese sauces is already
showing positive results. Cheese activities
could not repeat the good results achieved
in 2000. The whole stood up rather well,
both to the consequences of the events of
September and the strong increase in the
costs of raw dairy materials.
In South America, while the Brazilian market
behaved well, the year was affected by the
extremely serious economic and financial
crisis which occurred in Argentina in the
second half of the year. Activity there was
maintained at the price of a very strong
decrease in margins. The commissioning
of the industrial tool created in Uruguay
was slowed down, as the volumes of cheeses
intended for exportation to Brazil were
reduced, in particular because of the
depreciation of the Brazilian Real against
the other Mercosur currencies. Action plans
are in progress to re-establish operating
conditions which are in line with the
expectations of the Group.
In the rest of the world, the results were
satisfactory, particularly because of the
recovery of the Australian facilities, which
were penalised in 2000 by the difficult
integration of Lactos Fresh. However, this
country experienced a significant increase
of more than 30% in the price of milk
compared with the prior year. Operating
margins were able to be maintained by the
optimization of the product portfolio and
improved management.
In 2001 the level of catering activity was
affected by the consequences of the events
in September. In France, the implementation
of the shorter working week affected operations. The operating margin was therefore
lower than its usual performance.
The operating result of the Compagnie
Laitière Européenne was 27.4 million
Euros in 2001, compared to 21.8 million
Euros in 2000, an increase of 25.5%. This
performance was achieved in spite of the
strong increase in the price of milk of
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+3.9%. In addition, mass consumption
product activities had to bear a significant
increase in commercial co-operation.
Industrial products activities were penalised
in part by the health crises at the beginning
of 2001 and by the change in the world
prices of milk powders and butterfat in the
second half of the year. The change in the
operating margin, which was globally very
favorable, was the result of continuing
recovery efforts, amplified by the measures
for recentering the activities which were
taken in 2001. For example, the loss made
by Interlac was accounted for as an exceptional charge, as it was considered that this
activity was deconsolidated because it had
been closed during 2001.
Company taxation decreased globally by
11.4 million Euros due to the reduction in
the tax base of the Bongrain scope of
consolidation in 2001 and the activation
of deferred taxation.
The financial result of Bongrain SA was
-24.6 million Euros in 2001, compared to
-24 million Euros in 2000. The effect of
the noticeable decrease in the net indebtedness of the Compagnie Laitière Européenne, which was the result both of the
disengagements carried out and the continuous attention paid to the management
of the working capital requirement, was
compensated by an increase of the average
rate of indebtedness compared with 2000,
by the weight in a full year of the increase
in the capital of Compagnie Laitière
Européenne carried out at the end of 2000
and the financial costs generated by the
situation in Argentina.
The workforce of the Companies integrated globally at December 31st 2001 was
15,443 men and women, compared to
14,751 at the end of 2000, or an increase
of 5.2%. This figure breaks down into
12,286 people for Bongrain and 3,157
people for Compagnie Laitière Européenne.
The abandoning of certain poorly performing operations of Compagnie Laitière
Européenne had an effect on the extraordinary result of Bongrain SA. This extraordinary result records the share of the
Group in the results of Companies which
are not yet in the scope of consolidation.
) 32
The Group share in the net result
of Bongrain SA improved by 4% to
59.4 million Euros in 2001, compared to
57.1 million Euros in 2000. This change,
which was achieved in spite of real economic and environmental constraints, bears
witness to the capacity of the Group to
pursue the implementation of its strategy.
Workforce
Investments
The strategy of Bongrain SA, which is
aimed at the quest for differentiation and
product quality, is based on investment
programs which include the continuous
upgrading of its industrial equipment.
In 2001, industrial investments were
123 million Euros, a slight increase of 3%
compared with the amount invested in 2000.
Financial investments were 13 million Euros
in 2001. They essentially correspond to
the acquisitions and participations made
during the year in the Central and Eastern
European countries and in the United
States. Bongrain SA bought its own shares
under the authorisation which was renewed
by the General Meeting on April 26th
2001. In 2001, 124,003 shares were
bought at the average price of 40 Euros
per share. The percentage of self ownership
had reached 3.09% as at December 31st 2001.
Financial situation
The consolidated balance sheet of
Bongrain SA shows a noticeable change in
the financial situation of the Group. The
modifications of the scope of consolidation
had a globally favorable effect on the net
indebtedness. The decrease which resulted
from disinvestments, as well as the close
management of resources more than compensated for the increase due to the companies entering the scope of consolidation.
Total net indebtedness decreased in all by
21 million Euros, or -4.6%, and went
from 62.7 % in 2000 to 54.3% of the total
equity in 2001.
At the end of 2001, Bongrain SA restructured its debt by means of a syndicated
loan arranged by the Natexis bank. This
operation was initially proposed for 250
million Euros, and was finally concluded
for an amount of 400 million Euros.
Financial resources are therefore assured
for the next 5 years.
Bongrain SA does not have any significant
exposure to financial market risks. As for
exchange rate risks, Bongrain SA has
industrial establishments close to its markets, which limits its exposure to currency
variations.
Outlook
The execution of the strategy of Bongrain
SA may be conditioned in the short term
by the variations in certain economic factors,
as follows:
• At the beginning of 2002, the dairy
situation is still not very favorable, continuing the trend observed during the
second half of 2001.
• The increase of global competition in
wholesale distribution is increasing even
more the pressure on margins for mass
consumption products.
• The
improvement of the situation in
Argentina will closely depend on the
government measures taken in the economic and financial fields.
• European
consumers, who are very
attentive to the economic and political signals
from their environment, and sometimes
unsettled by the passage to the Euro,
might remain very prudent in terms of rate
of consumption.
Nevertheless, the objectives for 2002 are
to look to the improvement of the profitability of the Group, by exploiting and
developing the firm positions held in most
of its markets, and continuing all the
actions undertaken for the improvement
of industrial and sales performance.
Bongrain SA therefore has all the assets
required to achieve its objectives due to
the strength of its brands, the quality of its
products and the commitment of its entire
workforce.
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Mandates and functions
exercised by the social
representatives during
the financial year 2001
Members of the Management Board:
CHAIRMAN OF THE MANAGEMENT BOARD:
Mr. Michel LEONARD
th
Born in Reims (51), on August 30 1949.
French nationality.
Other functions exercised in France:
• Chairman of:
- ALLIANCE LAITIERE EUROPEENNE SA
• Chairman of the Management Board of:
- BONGRAIN EUROPE SAS
• Chairman of the Supervisory Board of:
- COMPAGNIE LAITIERE EUROPEENNE SCA
• General Manager of:
- PARECO
Other functions exercised abroad:
• Chairman of:
- BONGRAIN UK LTD (Great Britain)
• Director of:
- BONGRAIN BENELUX SA (Belgium)
- MANTEQUERIAS ARIAS SA (Spain)
- BONGRAIN ITALIA SPA (Italy)
MEMBERS OF THE MANAGEMENT BOARD:
Mr. Alain de PAILLERETS
Born on February 11th 1946 in Paris (75).
French nationality.
• Chairman of the Supervisory Board of:
CHAIRMAN OF THE SUPERVISORY BOARD:
Other functions exercised in France:
• Chairman of the Management Board of:
- BONGRAIN INTERNATIONAL SAS
Other functions exercised abroad:
• Chairman of:
- BONGRAIN TIANJIN FOODS (China)
• Surrogate Director of:
- SANTA ROSA (Argentina)
- BONGRAIN CHILIE SA (Chile)
- LOS FUNDOS (Chile)
• Director of:
- EDELWEISS TRANSPORT CORP. (United States)
- SPECIALTY DISTRIBUTING Corp. (United States)
- ZAUSNER FOODS Corp. (United States)
- BC USA, Inc (United States)
- DEN MAR Inc (United States)
- EAST SMITHFIELD FARMS Inc (United States)
- EDELWEISS CHEESE Co. Inc (United States)
- KOLB-LENA BRESSE BLEU, Inc. (United States)
- MAJOR SMITH, Inc. (United States)
- REAL FRESH, Inc. (United States)
- ZNHC Inc (United States)
- FLEUR DE LAIT FOODS Inc (United States)
- DABON INTERNATIONAL PVT Ltd (India)
- BONPROLE (Uruguay)
Mr. François WOLFOVSKI
Born on June 2nd 1958 in Paris (75).
French nationality.
• Chairman of:
- ELIPAR SA
• Member of the Management Board of:
- COMPAGNIE LAITIERE EUROPEENNE
MANAGEMENT SAS
Other functions exercised abroad:
• Director of:
- VAL D’ARVE (Switzerland)
- COMPAGNIE LAITIERE EUROPEENNE
MANAGEMENT SAS
• Member of the Supervisory Board of:
Mr. Jean-Noël BONGRAIN
th
Other functions exercised in France:
) 34
Members of the Supervisory Board:
- SOPARIND SCA
Born at Nancy (54), on December 28 1924.
French nationality.
• Member of the Management Board of:
Other functions exercised in France:
• Permanent Representative of:
• Chairman of:
- SPAGNY SA
- SODIPAG SA
• Chairman of the Supervisory Board of:
- SOPARIND SCA
• Director of:
- BRESSOR ALLIANCE SA
- INSTITUT DE DEVELOPPEMENT DES INDUSTRIES
AGRICOLES ET ALIMENTAIRES
Other functions exercised abroad:
- CIFALIM SA
- EUFIPAR SA
Other functions exercised abroad:
• Director of:
- SB MANAGEMENT AND SERVICES (Belgium)
- EUFIPAR (Belgium)
- SOFIG (Belgium)
- EUREXPAN (Netherlands)
- MARTINUS (Netherlands)
- BONGRAIN EUROPARTICIPATION (Netherlands)
- CHAUMES INTERNATIONAL (Netherlands)
- PATURAIN FINANCE BV (Netherlands)
• Chairman of:
- BONGRAIN BENELUX SA (Belgium)
- BONGRAIN A.G. CRESSIER (Switzerland)
- BONGRAIN ITALIA SPA (Italy)
- FLEUR DE LAIT FOODS, INC (United States)
- KOLB-LENA BRESSE BLEU, INC (United States)
- LACTOS PTY Ltd (Australia)
- MAJOR SMITH, INC (United States)
- VILLARS SA (Switzerland)
- ZAUSNER FOODS Inc. (United States)
• Director of:
- BONGRAIN EUROPARTICIPATIONS BV (Netherlands)
- BONGRAIN NEDERLAND BV (Netherlands)
- EUREXPAN BV (Netherlands)
- SOFIG (Belgium)
- MANTEQUERIAS ARIAS (Spain)
- EUFIPAR SA (Belgium)
MEMBERS OF THE SUPERVISORY BOARD:
Mr. Alex BONGRAIN
Born on March 16th 1952 in Neuilly sur Seine (92).
French nationality.
Other functions exercised in France:
• Chairman of:
- SOCIETE DE DEVELOPPEMENT
ET DE GESTION – SDG SA
- I.F.M. EUROPE SA
- LUISSIER SA
• vice president of the Supervisory Board of:
- CIFALIM SA
• Director of:
VICE-CHAIRMAN OF THE SUPERVISORY BOARD:
Mr. Jean-Hugues VADOT
Born on February 5th 1939 in Nantes (44).
French nationality.
Other functions exercised in France:
• Director of:
- POTEL & CHABOT SA
- FROMAGERIES F. PAUL-RENARD SA
- SPAGNY SA
- SOLEDEN SA
- SODIPAG SA
• Permanent Representative of:
- BONGRAIN SA
- EUFIPAR SA
- NEPTUNE SA
- SONAFI SA
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- SOPARIND SCA
- SOCIETE DE DEVELOPPEMENT
ET DE GESTION - SDG SA
- LUISSIER SA
• Chairman of the Board of Directors of:
- AESCRA (Lyons Management School Association)
Mr. Jean-William MATTRAS
Other functions exercised abroad:
• Chairman of:
Born on February 25th 1936 in Clairac (47).
French nationality.
- ZNHC, Inc (United States)
Other functions exercised in France:
• Director of:
- ZAUSNER (United States)
- MANTEQUERIAS ARIAS (Spain)
- BRESSE BLEU JAPON K.K. (Japan)
- SB MANAGEMENT AND SERVICES SA (Belgium)
- EUFIPAR SA (Belgium)
Mr. Armand BONGRAIN
th
Born in Nancy (54), on June 9 1953.
French nationality.
Other functions exercised in France:
• Chairman of:
- SOLEDEN SA
• Director of:
- SOCIETE DE DEVELOPPEMENT
ET DE GESTION - SDG SA
- SPAGNY SA
- SODIPAG SA
- SOLEDEN SA
• Member of the Supervisory Board of:
- CIFALIM SA
• Permanent Representative of:
- EUFIPAR
- SOPARIND SCA
Other functions exercised abroad:
• Director of:
- BONGRAIN A.G. CRESSIER (Switzerland)
- MASHREQ DES PRODUITS LAITIERS (Egypt)
- ZAUSNER FOODS CORP. (USA)
- SOFIG (Belgium)
• Director of:
- EUFIPAR (Belgium)
Mr. Jacques GAIRARD
Born on August 26th 1939 in Bordeaux (33).
French nationality.
Other functions exercised in France:
• Director of:
- Group SEB SA
• Member of the Supervisory Board of:
• Chairman of the Supervisory Board of:
- CIFALIM SA
• Director of:
- SOCIETE DE DEVELOPPEMENT
ET DE GESTION - SDG SA
- SOPARIND SA
• Member of the Supervisory Board of:
- COMPAGNIE LAITIERE EUROPEENNE
MANAGEMENT SAS
- BONGRAIN INTERNATIONAL SAS
- BONGRAIN EUROPE SAS
Other functions exercised abroad:
• Director of:
- LA MAISON DU CHOCOLAT, INC (United States)
- LMC 73rd , INC (United States)
- LMC 49rd Inc (United States)
- VALRHONA, INC (USA)
Mr. MERCADER MIRO Jordi
Born on March 15th 1943 in Port-Bou (Gerona), Spain.
Spanish nationality.
Other functions exercised:
• Chairman of:
- MIQUEL Y COSTAS & MIQUEL SA (Spain)
• Director of:
- LA CAIXA (Spain)
- CAIXABANK (France)
- CORPORACION ALIMENTARIA
PENASANTA SA (C.A.P.S.A.) (Spain)
- CAIXA D’ESTALVIS I PENSIONS
DE BARCELONA (Spain)
- AUTOPISTAS, C.E.S.A. (Spain)
• Institutional Activities:
- Chairman of the L’INSTITUT CERDA (Spain)
- vice president of the CIRCULO DE ECONOMIA (Spain)
- Chairman of the L’ASSOCIACION D’AMICS
DE L’ UNIVERSITAT POLITECNICA
DE CATALUNYA (Spain)
- Member of the Patronage of the FUNDACION GALA
SALVADOR DALI (Spain)
Mr. Jacques Louis de MONTALEMBERT
th
Born on August 6 1945 in La Bussière sur Ouche
(France). French nationality.
Other functions exercised in Argentina:
• Chairman of:
- QUINSA SA
- QUILMES INTERNATIONAL BERMUDA LTD
- PAMIAN A.G.S.C.A.
- COMPANIA LOS MANANTIALES SA
- COMPANIA LOS MANANTIALES DE INVERSIONES
AGROPECUARIAS
- SANTIBE SA
- OSTRAS PATAGONICAS SA
- BACCHUS SA
• vice president of:
- CERVECERIA Y MALTERIA QUILMES S.A.I.C.A. Y G.
- DIECISIETE DE ABRIL SA DE INVERSIONES
- CHACABUCO DEL NEUQUEN SA
- HARAS LOS CERRILLO SA
- ESTANCIA LA VERONICA S.A.A.
• Director of:
- AGROINDUSTRIAL SUDAMERICANO SA
DE INVERSIONES
- BI SA
- CERVECERIAS DEL NOROESTE SA
DE INVERSIONES
- DDA DE INVERSIONES SA
- FEIBA SA
- ARSILOS SA
- COMPANIA GENERAL DE COMBUSTIBLES SA
- BODEGAS CHANDON SA
- LOS BARCINOS SA
Mr. Xavier PAUL-RENARD
Born on August 20th 1939 in La Chapelle Vieille
Forêt (89). French nationality.
Other functions exercised in France:
• Chairman of:
- F.N.I.L. Fédération Nationale de l’Industrie Laitière
- CERIN Centre de Recherche et d’Information
Nutritionnelle
- A.T.L.A. Association de la Transformation
Laitière Française
• vice president of:
- CNIEL Centre National Interprofessionnel de l’Economie
Laitière
• Director of:
- ONILAIT Office National Interprofessionnel du Lait et
des Produits Laitiers
- ANIA Association Nationale des Industries Alimentaires
- CIDIL Centre Interprofessionnel de Documentation
et d’Information Laitière
- LE GOUT DE LA VIE SA
• Member of the Supervisory Board of:
- HR SOCIETE FINANCIERE SCA
- COMPAGNIE LAITIERE EUROPEENNE SCA
Mr. Jürgen REIMNITZ
Born on September 22nd 1930 in Gleiwitz (Germany).
German nationality.
Other functions exercised in France:
• Member of the Supervisory Board of:
- REMY COINTREAU SA (Paris)
• Chairman of the Financial Committee
and Member of the Supervisory Committee:
- I.C.C. International Chamber of Commerce, Paris
Other functions exercised abroad:
• Chairman of the Supervisory Board of:
- AIR LIQUIDE GMBH, Düsseldorf (Germany)
- MERRILL LYNCH INVESTMENT MANAGERS KAG,
Frankfurt (Germany)
• Member of the Supervisory Board of:
- ALCAN DEUTSCHLAND Gmbh, Eschborn (Germany)
• Member of the Board of Directors:
- MERCURY SELECTED TRUST - (Luxembourg)
• Member:
- COMMERZBANK AG, Frankfurt (Germany) :
Member of the Central Consultative Committee
(Zentraler Beirat)
- UNITED NATIONS, New-York (USA) :
Member of the Investment Committee
Mr. André SABOURIN
Born on November 26th 1930 in Sainte Blandine (79).
French nationality.
Other functions exercised in France:
• Chairman of:
- BRESSOR SA
• Director of:
- Société SYMARK SA
- Société LACTO SERUM FRANCE SA
• Member of the Supervisory Board of:
- COMPAGNIE LAITIERE EUROPEENNE SCA
- COMPAGNIE LAITIERE EUROPEENNE
MANAGEMENT SAS
- BONGRAIN EUROPE SAS
- BONGRAIN INTERNATIONAL SAS
- GROUPE NORBERT DENTRESSANGLE
) 36
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Gross remuneration and benefits received by the
social representatives during the financial year
2001 (in euros) :
Members of the Management Board
Mr. Jordi Mercader Miro . . . . . . . . . . . . . . . . . . . . . . . . . .23,439
Mr. J.L. de Montalembert . . . . . . . . . . . . . . . . . . . . . . . . . .12,005
Mr. Xavier Paul-Renard . . . . . . . . . . . . . . . . . . . . . . . . . . .220,020
Mr. Jürgen Reimnitz . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .16,579
Mr. André Sabourin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .16,579
Mr. Jean-Hugues Vadot . . . . . . . . . . . . . . . . . . . . . . . . . . .485,153
Mr. Jean-Noël Bongrain . . . . . . . . . . . . . . . . . . . . . . . . . .636,900
Mr. Alex Bongrain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .275,944
Mr. Armand Bongrain . . . . . . . . . . . . . . . . . . . . . . . . . . . .239,096
Mr. Jacques Cornelis . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .14,292
Mr. Jacques Gairard . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .31,443
Mr. Jaap Glasz . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .14,292
Mr. Jean-William Mattras . . . . . . . . . . . . . . . . . . . . . . . . . .26,869
to the General Meeting on April 25th 2002
Ladies and Gentlemen,
The Extraordinary General Meeting on
April 26th 2001 authorised the Management
Board of your Company to grant, in one
or more lots, options which carry the right:
Mr. Michel Léonard . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .637,947
Mr. Alain Bonnet de Paillerets . . . . . . . . . . . . . . . . . .284,348
Mr. François Wolfovski . . . . . . . . . . . . . . . . . . . . . . . . . . . .246,090
Members of the Supervisory Board
) Report of the Management Board on share purchase options
Your Management Board thanks you for the
confidence that you place in it and takes opportunity presented to it to thank all the staff of the
Group for their devotion and their conscientious
and efficient work.
Michel LEONARD
Chairman of the Management Board
• either to purchase shares which from a
previous takeover by the Company
• or
to subscribe for new shares to be
issued when the capital is increased.
In accordance with the legislation in force,
this Meeting fixed the duration of the validity of the authorisation at 48 months. It
decided that the beneficiaries of the
options would be nominated by the
Management Board from the management
executives and/or authorised agents of the
Company or the subsidiaries of the Group.
The price of the options may not be less than:
• either the average of the prices quoted at
the 20 stock exchange sessions preceding
the date of the granting of the options by
the Management Board,
• or, for purchase options, 80% of the
average purchase prices of Bongrain shares
held by the Company under articles
L.225-208 and L.225-209 of the
Commercial Code at the date of the granting of the options.
The authorised programme is for 160,000
options. However, the Meeting specified
that the Management Board could only
exercise the authorisation given for
40,000 options up to the first anniversary
of the Meeting on April 26th 2001, 80,000
up to the second anniversary, 120,000 up
to the third anniversary and 160,000 up to
the fourth anniversary.
) 38
Your Management Board is today reporting
to you on the conditions of implementation
in the financial year 2001 of the authorisation for the emission of options, which
was given to it.
At its session on May 17th 2001, your
Management Board awarded share purchase
options to certain management executives
and the Members of the Management
Board for a total of 40,000 options.
This decision was approved by the
Supervisory Board. These options were
awarded to their beneficiaries under the
following conditions:
• period
for the exercise of the options
from May 17th 2002 to May 16th 2011, or
a blocked period of one year from May 17th
2001 to May 16th 2002;
• price for exercising the options:
40.73 Euros per share;
• exercise of the options in one or more
lots, provided that each taking up of
options covers at least 20% of the options
awarded.
As at April 25th 2002, the date of the
Ordinary General Meeting of your
Company, no options have yet been taken
up because of the blocked period of one
year, which runs up to May 16th 2002.
In application of the legal dispositions, we
are giving you the required information
about the beneficiaries below in tabular
form.
Michel LEONARD
Chairman of the Management Board
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) Report of the Management Board
Information on options for the subscription or purchase of shares
to the Extraordinary General Meeting of April 25th 2002
Options for the purchase of shares granted to each
authorised agent and options taken up by them
Number of
options allocated
Options granted during the financial year to each authorised
agent by the issuer and by any Company in the Group:
Mr. Michel Léonard
Mr. Alain Bonnet de Paillerets
Mr. François Wolfovski
Options taken up during the financial year
by each authorised agent:
Mr. Michel Léonard
Mr. Alain Bonnet de Paillerets
Mr. François Wolfovski
Options for the subscription or purchase of shares awarded
to the ten top employees who are not authorised agents and
assignees and options taken up by them
Options awarded during the financial year
by the issuer and by any Company included
in the scope of allocation of the options
to the ten employees of the issuer and of any
Company included in this scope
whose number of options so awarded
is the highest.
Options held in the issuer and the Companies
mentioned above, taken up during the financial year
by the ten employees of the issuer and these Companies
whose number of options so bought or
subscribed is the highest.
Price
Due
date
Ladies and Gentlemen,
16,000
3,000
3,000
40.73
40.73
40.73
16 may 2011
16 may 2011
16 may 2011
Management Board to increase the capital
We have called you to this Extraordinary
General Meeting in order to submit the
following proposals for your consideration:
I- Authorisation to be given to the
None
None
None
16 may 2011
16 may 2011
16 may 2011
Total number
of options allocated /
of shares subscribed
or purchased
Weighted
average
price
Due
date
40,000
40.73
16 may 2011
Management Board to cancel the Bongrain
SA shares that are purchased by the
Company itself
We remind you that the Extraordinary
General Meeting held on April 26th 2001
gave powers to the Management Board, in
conformity with the application of the
COB 98-02 and 98-03 regulations, to proceed if required to cancel in one or more
lots the shares in Bongrain SA bought by
the Company, with a corresponding
reduction in the capital of the Company
and modification of the Statutes.
This authorisation of cancellation was not
used during the financial year 2001.
None
16 may 2011
If this Meeting sitting as an Ordinary
Meeting should authorise the Management
Board to buy back shares in Bongrain SA
the Meeting sitting as an Extraordinary
Meeting is requested to authorise the
Management Board to cancel such shares
up to a maximum of 10% of the capital
per period of 24 months, in accordance
with the law.
This authorisation cancels and replaces the
previous authorisation, which was given
by the Meeting held on April 26th 2001.
) 40
II- Authorisation to be given to the
in currency or by payment of debts by up to
15 million Euros
We remind you that the Extraordinary
General Meeting held on September 5th 1997
authorised the Management Board, in
accordance with the dispositions of article
L.225-129 of the Commercial Code, to
increase the capital, in one or more lots, by
its own decisions, by a maximum amount
of 82 million Francs (or 12,500,819.41
Euros), either by the issuing and creation
of new shares to be issued for cash or in
payment of debts, with or without a premium, or by the incorporation into the
capital of share premiums, reserves or
profits, to be carried out by increasing the
nominal value of the shares, by the creation
and free distribution of new shares or by the
simultaneous use of these various procedures.
Increases in the capital that come from
conversions of bonds into shares, or from
the exercise of share subscription rights must
not be imputed to the said authorisation.
The authorisation which was given provided
that this maximum amount of 82 million
Francs (or 12,500,819.41 Euros) could be
reduced by the nominal amount of the
shares to share subscription rights which
could be issued at the same time.
This authorisation reaches its term in
September 2002. Up to the present, it has
41
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not been used. Since it is not planned to
hold a specific Extraordinary General
Meeting on this subject before September
2002, it is proposed to you, in order to
enable your Company rapidly to mobilise,
if necessary, the financial means needed to
ensure the development of its activities, to
renew this authorisation for a maximum
amount of 15 million Euros at the Extraordinary General Meeting to be held on
April 25th 2002, under the same conditions.
In accordance with article L.225-130 of
the Commercial Code, the authorisation
to increase the capital would be valid for
five years from the date of this Meeting.
Under the terms of this authorisation, full
powers would be given to the Management Board, within the limit fixed above,
to set up all the methods and conditions
for this operation or these operations, in
accordance with the law and the Statutes,
it being made clear that if the Management Board should decide on a double
increase in the capital both by the incorporation into the capital of issue premiums,
reserves or profits and by issuing of shares
for cash, it would have the faculty of reserving
the free distribution and issuing for cash of
the new shares for old shares only.
The Management Board would receive
full powers, in particular to fix the time or
times for the completion of the said operations, determine, if required, the nominal
amount, the issue price and the date from
which new actions have the right to dividends,
their method of liberation and the exercise
of subscription rights, limit, if necessary,
an increase in capital to the amount of the
subscriptions received under the conditions
) 42
provided by law and:
• fix the amount of issue premiums, reserves
or profits to be capitalised and fix the
nominal value of the shares, or if necessary
the methods for the allocation of the free
shares;
• issue, if necessary jointly with new shares,
subscription rights for shares in the
Company whose issue has been authorised
by an Extraordinary General Meeting of
the shareholders;
• enter
into any agreements with banks
and credit establishments required for the
issue of new shares;
• take all the measures for ensuring the
correct carrying out of the operation or
operations and in general do all that is
required;
• carry out all the acts and formalities to
finalise the increase or increases of capital
which may be carried out under the authorisation which is the subject of this resolution.
III- Statutory modifications and harmonisation
of the Statutes in accordance with the new
Commercial Code and Law No. 2001 - 420
dated May 15th 2001 relating to the new
economical regulations
We propose to you:
1) to modify article 8.1.2. and correlatively
article 8.2.5. of the Statutes to take
account of the new faculty provided by the
law for the dismissal of the Management
Board by the Supervisory Board, and not
only by a Shareholders’ Meeting on a proposal by the Supervisory Board.
The adoption of this disposition is intended
to enable the Supervisory Board to react
immediately to any situation of this kind
which might present itself, without having
to wait for the very long periods which are
required for the convocation of a
Shareholders’ Meeting of a quoted Company.
2) to modify article 8.1.2. of the Statutes
to specify that the members of the
Management Board are nominated for a
period of 2 years by the Supervisory
Board, in place of the nomination for 2 to
6 years which was initially provided for.
3) to add a new paragraph to the 7th section
of article 8.1.6. of the Statutes, as follows:
“Furthermore, the Supervisory Board is
authorised to decide that certain major
decisions, of which it will prepare a list,
may only be taken by the Management
Board after having been discussed by the
Supervisory Board”
4) to add a new paragraph to the 5th section
5) to add a new 6th paragraph to article 9
of the Statues, as follows:
“Shareholders who take part in a General
Meeting by visio conference or by means
of telecommunication which enable them
to be identified under the legal and regulatory dispositions in force are considered to
be present for the calculation of the quorum
and majority.”
Obviously, this facility may only be used
after the appearance of the application decree
for the NRE law, but the text proposed
will enable this to be done as soon as these
decrees are published, without any need to
modify the Statutes any further.
6) to modify articles Nos. 7, 8.1.6., 8.2.1.,
8.2.5. and 8.2.7. of the Statutes with the
sole object of updating the Statutes in line
with up to date references to the legislation
in force.
of article 8.2.4. of the Statutes, as follows:
IV- Capital increase in favour of the
“The internal regulations of the Company
may provide that those members of the
Supervisory Board who take part in a meeting
by means of visio conference equipment,
under the conditions fixed by the legal and
regulatory dispositions in force, shall be
considered to be present when calculating
the quorum and majority. However, this
facility may not be used for those decisions
of the Board which are dealt with in articles
L.225-59, L.225-61 and L.225-81 of the
Commercial Code.”
employees
Obviously, this facility may only be used
after the appearance of the application decree
for the NRE law, but the text proposed
will enable this to be done as soon as these
decrees are published, without any need to
modify the Statutes any further.
In accordance with the dispositions of article
L.225-129 - VII of the Commercial Code,
it is proposed to the Extraordinary
General Meeting to reserve for the
employees of the Company and its subsidiary
Companies an increase in the capital by a
maximum amount of 3% of the capital, or
462,966 Euros, under the conditions set
out in article L.443-5 of the Labour Code.
In consequence, the preferential right of
subscription of the shareholders for the
new shares or assets to be issued will be
cancelled in favour of the employees who
are beneficiaries.
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Should this resolution be adopted, The
General Meeting will decide to:
• authorise
the Management Board to
carry out an increase in the capital of a
maximum amount of 3% of the capital, or
462,966 Euros within a maximum period
of 5 years from today’s date, the said
increase to be reserved for the employees
who have subscribed to the said Company
savings plan or voluntary employee partnership savings plan;
• give
full powers to the Management
Board, within the limits mentioned above,
to set the methods and conditions of this
increase or these increases in the capital
and particular the times of their application,
issue price, date of qualification for dividends,
method of liberation, etc., carry out the
corresponding modification of the Statutes
and all the required formalities of publicity
and declarations to all the Authorities and
organisms involved.
) Report of the Supervisory Board
to the Ordinary and Extraordinary General Meetings
held on April 25th 2002
Ladies and Gentlemen,
We thank you for confidence which we
trust you will show to your Management
Board by approving all the resolutions
submitted for voting at your General
Meeting.
Michel LEONARD
Chairman of the Management Board
The Management Board of your Company
has called you to its Ordinary and
Extraordinary General Meetings, in accordance with the law and its articles, in order
to report on the situation and activity
of Bongrain SA for the year ending
31 December 2001, and to submit the
accounts and appropriation of earnings for
the aforesaid year to you for approval.
Pursuant to the monitoring assignment
imposed on us by the law, we are pleased
to present our observations concerning the
management practices of your Management
Board during the year that has ended.
We have read the reports of your
Management Board and the Statutory
Auditors. We received all the various
financial documents relative to the period
for which you are being asked to reach a
decision, within the legal time limit.
Your Supervisory Board has been kept
regularly up to date with all progress. The
Organisation and Management Committee,
the Audit and Risks Committee and the
Strategic Committee have had access to all
the information needed to enable them to
give their advice and recommendations.
Your Board has no special comments to
make on the Management Report of the
) 44
Management Board and the accounts for
the financial year 2001.
We invite you to approve the accounts for
the financial year 2001, as well as the resolutions presented by the Management
Board to the Ordinary and Extraordinary
General Meetings, that is to say:
Sitting as the Ordinary Meeting:
1) to fix at 100,000 Euros the maximum
amount of the directors’ fees of the members
of the Supervisory Board for 2002 and the
following financial years, until a decision
modifying this decision is taken by a later
Meeting. This sum will be freely divided by
the Supervisory Board among its members;
2) to renew the authorisation for the issue
of a bond loan of 500 million Euros,
which may be carried out in one or more
lots, by the creation and issue in France or
abroad of bonds labelled in Euros or in
foreign currency up to a maximum nominal
amount of 500 million Euros, with or
without guarantee, in the proportions, under
the forms and at the times, rates and
conditions of issue and amortisation that it
may judge suitable, in application of article
228-41 of the Commercial Code and previously authorised by the E.G.M. held on
April 30th 1993 and renewed by the
E.G.M. held on September 5th 1997;
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3) to authorise the company to buy back
its own shares.
Sitting as the Extraordinary Meeting:
1) to authorise the Management Board to
cancel, if necessary, the shares bought by
the Company itself;
2) to renew the authorisation for the
Management Board to increase the capital
in currency or by settlement of debts by up
to 15 million Euros in application of article
L.225-129 et seq. of the commercial Code
authorised by the E.G.M. held on April
30th 1993 and renewed by the E.G.M. held
of September 5th 1997;
3) dto modify and harmonise the Statutes
of the Company with the new
Commercial Code and law No. 2001-420
dated May 15th 2001 relating to the new
economic regulations, referred to as the
) 46
“NRE law” and particularly the possibility
of dismissal of the Management Board by
the Supervisory Board or by a General
Meeting.
4) to propose an increase of the capital of
the Company reserved for the employees
of the Company or its subsidiaries.
The Supervisory Board would like to
thank Messrs. Jacques Cornelis and Jaap
Glasz, members of the Supervisory Board,
who retired during 2001 for personal reasons,
for their valuable contributions to the
work of the Board.
The Supervisory Board would like to
thank the teams of Bongrain SA and its
subsidiaries for the work done with the
Management Board during the past year.
The Supervisory Board
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Financial Report 2001
C O N S O L I D AT E D
ACCOUNTS
Income statement
50
Cash flow statement
51
Balance sheet
52
Report of the Statutory Auditors
67
47
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Consolidated accounts
Consolidated accounts
S U M M A R Y S TAT E M E N T S
S U M M A R Y S TAT E M E N T S
(in thousands of Euros)
(in thousands of Euros)
BONGRAIN SA
Net sales excluding VAT
Value added
Operating income
Income before extraordinary items
Income before tax
Income after tax
Net income excluding minority interests
Capital assets
Current assets
Accrued income and deferred charges
TOTAL ASSETS
Shareholders’ equity
Provisions for contingencies and losses
Liabilities
Accrued liabilities and deferred income
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
BONGRAIN
2001
As a %
of net sales
2000
As a %
of net sales
4,023,480
783,623
136,550
111,906
114,732
85,663
59,399
100.00
19.48
3.39
2.78
2.85
2.13
1.48
3,873,804
754,435
132,678
108,692
110,570
70,113
57,098
100.00
19.48
3.43
2.81
2.85
1.81
1.47
31.12.2001
Net amounts
31.12.2000
Net amounts
956,669
1,585,276
24,634
942,470
1,590,139
17,833
2,566,579
810,601
44,046
1,697,338
14,594
2,550,442
712,644
67,110
1,754,835
15,853
2,566,579
2,550,442
Net sales excluding VAT
Value added
Operating income
Income before extraordinary items
Income before tax
Income after tax
Net income excluding minority interests
2001
As a %
of net sales
2000
As a %
of net sales
2,372,521
596,749
109,154
95,811
91,166
63,452
55,206
100.00
25.15
4.60
4.04
3.84
2.67
2.33
2,077,631
557,579
110,844
100,653
105,704
66,996
59,036
100.00
26.84
5.34
4.84
5.09
3.22
2.84
31.12.2001
Net amounts
31.12.2000
Net amounts
778,885
1,136,172
20,626
745,428
1,083,545
13,525
1,935,683
759,057
27,391
1,142,331
6,904
1,842,498
674,154
25,839
1,134,964
7,541
1,935,683
1,842,498
Capital assets
Current assets
Accrued income and deferred charges
TOTAL ASSETS
Shareholders’ equity
Provisions for contingencies and losses
Liabilities
Accrued liabilities and deferred income
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
COMPAGNIE LAITIÈRE EUROPÉENNE
Net sales excluding VAT
Value added
Operating income
Income before extraordinary items
Income before tax
Income after tax
Net income excluding minority interests
Capital assets
Current assets
Accrued income and deferred charges
TOTAL ASSETS
Shareholders’ equity
Provisions for contingencies and losses
Liabilities
Liabilities
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
48
2001
As a %
of net sales
2000
As a %
of net sales
1,699,609
186,878
27,394
16,198
23,670
22,314
15,387
100.00
7.88
1.15
0.68
1.00
0.94
0.65
1,840,439
196,857
21,834
8,102
4,928
3,455
1,815
100.00
8.30
0.92
0.34
0.21
0.15
0.08
31.12.2001
Net amounts
31.12.2000
Net amounts
296,544
458,710
4,082
317,210
515,210
4,398
759,337
169,093
16,668
565,807
7,769
836,818
153,232
41,433
633,739
8,414
759,337
836,818
49
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Consolidated accounts
Consolidated accounts
B O N G R A I N S A I N C O M E S TAT E M E N T
BONGR AIN SA - CONSOLIDATED STATEMENT OF CHANGES IN THE FINANCIAL POSITION
(in thousands of Euros)
(in thousands of Euros)
Net sales excluding VAT
Other revenues
31.12.2001
2001
Amounts
%
2000
Amounts
%
note 2.1
+ 4,023,480
100.00
+ 3,873,804
100.00
note 2.2
+
11,456
- 2,476,218
775,095
Purchases and changes in inventories
Expenses paid to outside suppliers
+
13,418
- 2,406,535
726,252
783,623
-
42,012
504,788
+
236,823
note 2.4
-
100,248
25
Operating income
note 2.5
+
136,550
Financial income (expense) - net
note 2.6
-
24,644
+
111,906
+
2,826
+
114 732
-
29,069
Taxes
Payroll costs*
note 2.3
19.48
+
754,435
-
46,322
481,682
+
226,431
+
94,526
773
+
132,678
-
23,986
+
108,692
+
1,878
+
110 570
-
40,457
+ 236,823
Gross operating income
+
Working capital requirement
+ Change in inventory
+ Change in trade receivables
Value added
19.48
– Change in trade payables
+ Change in other receivables and payables
-
Net funds provided by operations
Gross operating income
Depreciation and amortisation
Provisions relating to operations
5.89
3.39
5.85
Other receipts and disbursements related to business operations
Extraordinary items, net
note 2.7
Earnings before taxes
Income taxes
note 2.8
2.85
+
85,663
-
1,278
13,904
+
70,481
2.13
+
70,113
+
-
948
11,860
Amortization of goodwill
Total net earnings
Minority interests in earnings
NET INCOME
Earnings per share (in Euros)
-
11,082
+
+
59,399
3.85
1.75
+
59,201
1.48
-
2,103
+
+
57,098
3.70
1.53
-
-
67,285
60,098
21,517
16,764
4,753
-
20,390
46,429
66,819
Effect of exchange rate variations and miscellaneous (D)
+
2,863
+
8,384
Change in cash position (including investments) (A + B + C +D)
+
55,232
-
88,009
Cash flow from financing (C)
Share in equity-accounted
company earnings
+ 185,608
Financing
Dividends paid
1.81
+ 237,333
+
-
Change in other financial investments
Change in borrowings
Earnings after taxes
10,169
47,979
27,810
10,485
- 119,439
+
7,154
40,537
2,262
- 155,084
Cash flow from investment operations (B)
2.85
+
+
+
+
40,823
- 122,934
+
18,615
13,427
+
4,820
- 112,926
Disposal of assets and subsidies received
2.81
9,347
13,561
27,776
5,378
-
Investments
Investments in financial assets
2.78
510
+ 125,510
Capital expenditures
Earnings before extraordinary items
226,431
+ 170,048
Cash flow from operations (A)
3.43
31.12.2000
Operations
Cash at the beginning of the period
Cash at the end of the period
+ 183,174
+ 238,384
+ 271,161
+ 183,174
1.47
The diluted earnings per share figure is identical, as there are no diluting elements.
* Including employee profit sharing. See note 2.3.
50
51
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Consolidated accounts
Consolidated accounts
BONGRAIN SA BAL ANCE SHEET
B O N G R A I N S A - C O M PA N I E S I N C LU D E D I N T H E C O N S O L I D AT E D S TAT E M E N T S
(in thousands of Euros)
ASSETS
Capital assets
Goodwill
note 3.1
Intangible assets
note 3.1
Fixed assets
note 3.1
Long term investments
note 3.2
Equity method securities
note 3.2
Current assets
Inventories
note 3.3
Trade receivables
note 3.4
Other receivables
note 3.5
Short term investments
note 3.6
Cash and equivalents
Accrued income and deferred charges
note 3.7
TOTAL ASSETS
LIABILITIES
AND SHAREHOLDERS’ EQUITY
Shareholders’ equity
note 3.8
Common stock
Additional paid-in capital
Reserves
Revaluation reserves
Net income excluding minority interests
Net Group equity
sub-total
Minority interests
Provisions for contingencies and losses
note 3.9
Liabilities
Other debts and loans payable
note 3.10
Trade payables
Other liabilities
Accrued liabilities and deferred income
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
52
note 3.11
31.12.2001
Net amounts
au 31.12.2000
Net amounts
956,669
942,470
127,901
141,353
524,267
133,291
29,857
140,675
145,031
487,332
138,298
31,134
1,585,276
1,590,139
301,261
563,080
156,031
370,593
194,311
298,129
574,399
146,134
419,147
152,330
24,634
17,833
2,566,579
2,550,442
31.12.2001
Before
appropriations
31.12.2001
After
appropriations
31.12.2000
After
appropriations
810,601
788,916
712,644
15,432
73,231
508,950
378
59,399
657,390
153,211
15,432
73,231
546,664
378
–
635,705
153,211
15,432
73,231
511,072
378
–
600,113
112,531
Country
Bongrain S.A.
France
Alimpex S.A.S.
France
Alliance Fromagère S.N.C.
France
Alliance Laitière Européenne S.A.
France
Armor Protéines S.A.S.
France
Beurlait S.A.S.
France
B.G. S.A.S.
France
Bongrain Europe S.A.S.
France
Bongrain Export Overseas S.A.S.
France
Bongrain Gastronomie S.A. and subsidiaries
France
Bongrain International S.A.S.
France
Bressor Alliance S.A.
France
B.S. Air S.N.C.
France
Centre Bretagne Lait S.A.
France
C.F.V.A. S.A.S.
France
Compagnie Générale Laitière S.A.
France
Cie Laitière Aumale S.A.S. (CLA)
France
Cie Laitière Derval S.A.S. (CLD)
France
Compagnie Laitière Européenne S.C.A.
France
Cie Laitière Européenne de Participations S.N.C. (CLE-P)
France
CLE-PS S.A.S.
France
CLEM S.A
France
Cie Laitière Food Service S.A.S.
France
CL Informatique S.A.S.
France
Cie Laitière Normandie-Bretagne S.A.S.
France
Elvir S.A.S.
France
Etablissements Tessier S.A.S.
France
Fromagerie Bressor S.A.
France
Fromagerie de Vihiers S.A.S.
France
Fromagerie des Chaumes S.A.S.
France
Fromagerie du Velay S.A.S.
France
Fromagerie Rambol S.A.S.
France
44,046
67,110
Fromageries Paul Renard S.A.
France
1,697,338
1,719,023
1,754,835
Fromageries Perreault S.A.S.
France
1,005,208
445,287
246,843
1,005,208
445,287
268,528
1,032,581
463,973
258,281
Fromagers de l’Europe S.A.S.
France
2,566,579
14,594
2,566,579
15,853
2,550,442
2001
(percent held)
2000
(percent held)
847 120 185
323 234 047
394 530 703
388 435 539
679 200 287
552 001 497
331 339 275
351 014 352
325 508 653
338 048 309
402 927 628
379 657 570
351 646 377
387 493 315
314 830 050
775 668 999
403 001 753
403 001 068
780 876 421
400 706 511
389 297 748
388 439 515
389 330 739
780 876 405
349 652 560
389 297 664
667 180 392
383 228 764
350 546 719
314 830 183
585 650 211
315 130 641
552 091 050
316 085 620
353 400 476
331 260 083
307 963 389
314 815 457
305 447 922
16 072 472
393 257 654
Holding Co.
Holding Co.
100.00
100.00
86.49
43.27
43.27
99.96
100.00
99.96
99.99
100.00
66.66
99.99
43.27
99.97
43.27
43.27
43.27
43.27
43.27
43.27
100.00
43.27
43.27
43.27
43.27
99.93
99.74
100.00
99.92
100.00
99.81
99.43
99.96
100.00
100.00
100.00
99.82
99.00
43.27
100.00
100.00
86.49
43.31
43.31
99.96
100.00
99.91
99.98
100.00
66.66
99.99
43.31
99.97
43.31
43.31
43.31
43.31
43.31
43.31
100.00
43.31
43.31
43.31
43.31
99.93
99.67
100.00
99.92
100.00
99.81
99.43
99.96
100.00
100.00
100.00
99.82
99.00
43.31
43.31
France
44,046
14,594
Business Register
Full consolidation
Fromarsac S.A.S.
France
Fruisec S.A.S.
France
Grand’Ouche S.A.S.
France
La Chapelle Flogny S.C.I.
France
La Compagnie des Fromages S.A.S.
France
La Compagnie des Fromages S.A.S. (ex-Laiterie de Busseau)
France
53
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Consolidated accounts
Consolidated accounts
Country
Business Register
Full consolidation
Les Fromagers de Thiérache S.A.S.
France
Les Fromagers Associés S.N.C.
France
Messageries Laitières S.N.C.
France
Normandie Bretagne Transports S.A.S. (NBT)
France
Pareco S.N.C.
France
Prodilac S.A.
France
SB Alliance S.N.C.
France
SDIL S.A.S.
France
Soficle S.A.S.
France
Sofivo S.A.S.
France
Sofivo Production S.A.S.
France
Sogasi S.A.S.
France
Sogeps S.A.S.
France
Soredab S.A.S.
France
315 332 569
349 542 415
313 966 103
403 128 051
326 037 348
316 202 902
409 080 538
352 135 180
304 141 856
383 312 022
318 338 423
315 062 224
384 557 880
317 705 267
2001
(percent held)
2000
(percent held)
100.00
100.00
26.52
43.27
80.88
43.27
84.70
43.27
43.27
43.27
43.27
99.28
43.27
97.50
100.00
100.00
26.55
43.31
80.88
43.31
84.70
43.31
43.31
43.31
43.31
99.23
43.31
97.40
Other countries
Advanced Food Product
United States
Alliance Fromagère GmbH and subsidiaries
Germany
BG Brasil Ltda
Brazil
Bongrain A.G.
Switzerland
Bongrain Benelux S.A.
Belgium
Bongrain Europarticipations BV
Netherlands
Bongrain GmbH
Austria
Bongrain Italia Spa
Italy
Bongrain Nederland BV
Netherlands
Bongrain U.K. Ltd
Great Britain
Bonprole S.A.
Uruguay
Bresse Bleu Japan K.K.
Japan
CLE Deutschland GmbH
Germany
Coredis S.A.
Belgium
Corman Deutschland GmbH
Germany
Corman S.A.
Belgium
Corman Italia S.P.A.
Italy
Cornaline S.A.
Belgium
Eurexpan BV
Netherlands
Equator S.A.
Uruguay
G.M.P. S.A.
Belgium
Interlac S.C.R.L.
Belgium
Lactos Pty Ltd
Australia
Lactos Fresh Pty Ltd
Australia
Mantequerias Arias S.A.
Spain
Martinus BV
Netherlands
Pannontej Rt.
Hungary
Paturain B.V.
Netherlands
Petra S.A.
Uruguay
Povltavske Mlékarny A.S.
Czech Republic
54
65.00
100.00
99.99
99.75
99.00
100.00
100.00
100.00
100.00
100.00
90.00
100.00
43.27
43.27
28.86
43.27
43.27
100.00
100.00
43.27
100.00
100.00
100.00
100.00
99.16
100.00
100.00
93.68
100.00
99.99
99.75
99.00
100.00
100.00
100.00
100.00
100.00
100.00
43.31
43.31
28.89
43.31
43.31
43.31
100.00
100.00
43.31
43.09
100.00
80.00
100.00
100.00
98.74
100.00
100.00
93.68
Country
Business Register
Full consolidation
Pribina S.R.O.
Czech Republic
Santa Rosa S.A.
Argentina
S.B.M.S. S.A.
Belgium
Schratter Foods Inc
United States
Solarec S.A.
Belgium
TPC Catering Inc
United States
Toska Sp Zoo
United States
Tpk S.R.O.
Czech Republic
ULN UK S.A.
United Kingdom
Veszprémtej Rt.
Hungary
Zausner Foods Corp. and subsidiaries
United States
2001
(percent held)
2000
(percent held)
99.01
100.00
99.93
75.00
100.00
100.00
100.00
43.27
98.98
100.00
99.01
100.00
99.93
75.00
43.31
100.00
100.00
43.31
98.73
100.00
24.94
23.72
24.94
23.71
11.72
10.80
21.20
43.27
43.27
99.92
23.67
16.43
22.07
43.31
43.31
50.90
23.67
0.01
22.09
33.33
99.99
100.00
50.00
20.00
100.00
98.24
48.00
46.00
65.69
43.27
33.33
78.92
33.33
99.99
100.00
50.00
20.00
98.24
48.00
46.00
65.69
43.31
33.33
78.92
Consolidation by the equity method
France
Lacto Sérum France S.A.
France
Sica Silam
France
846 780 088
316 202 902
Other countries
Capsa S.A.
Spain
Principal Companies not consolidated
France
Compagnie Laitière de Brocéliande S.A.S.
France
Corman France S.A.S.
France
Fromagerie Soulie S.A.S.
France
JJ Kieffer Services SA
France
Les Fromageries Occitanes S.A.S
France
Sanicopa S.A.R.L.
France
Société Vitelliere de Bretagne S.A.
France
Other countries
435 151 311
487 220 295
426 980 132
313 791 139
397 815 754
305 824 963
378 860 845
(1)
Andechser Molkerei Scheitz
Germany
Bongrain Chile S.A.
Chile
Bongrain Tianjin Foods Ltd
China
Dabon International Ltd
India
Fromagerie des Doukkala
Morocco
I. Wittmann & Syn. A.S.
Slovak Republic
Liptovska Mliekaren A.S.
Slovak Republic
Mashreq des produits laitiers
Egypt
Milex Nové Mesto A.S.
Slovak Republic
Mleczarnia Turek Sp Zoo
Poland
Univor Italia
Italy
Val d'Arve
Switzerland
Zvenigorodka
The Ukraine
The sales of these Companies represents an amount of almost 128 million Euros, or 3.18% of the Group sales.
In view of their future inclusion in the consolidated accounts, the Group’s share of their results was taken into account this year for an amount
of -5.3 million Euros.
(1)
pending the harmonisation of accounting procedures.
55
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Consolidated accounts
Consolidated accounts
NOTE 1: ACCOUNTING PRINCIPLES
1.1 GENERAL
PRINCIPLES
The Group's consolidated financial statements are prepared in accordance with
French accounting standards (CRC regulation 99-02 dated 22 June 1999).
1.2 CONSOLIDATION
METHODS
AND PRINCIPLES
• The consolidated financial statements
include the accounts of all subsidiaries
that are more than 20% held by the Group,
either directly or indirectly. See Companies
included in Consolidated Statements.
• Two methods of consolidation are used:
- Full consolidation: subsidiaries that are
more than 40% held by the group, either
directly or indirectly, are fully consolidated.
The income statements of companies
acquired during the course of the fiscal
year are combined into the consolidated
income statement only for the period
following their acquisition.
- Equity method: This method is used
for the companies that are:
a) 20% to 40% owned by the Group,or
b) more than 40% held, but where the
Group has no significant influence on
the way the company is managed.
It can also be applied to companies located
in countries with high inflation rates.
1.3 TRANSLATION OF FOREIGN
SUBSIDIARIES' ACCOUNTS
Foreign subsidiaries' balance sheets are
translated using the official end-of-period
exchange rates. However, shareholders'
equity is valued on the basis of historical
56
exchange rates, while earnings are
translated using average rates. Foreign
exchange adjustments arising from the
use of different rates for different items
are recorded directly into the equity.
They are allocated to the Group and
to minority interests according to their
respective quotas. Income statements are
translated using the average monthly
exchange rate for the accounting period.
For companies based in high inflation
countries, all balance sheet and income
statement items are translated using
year-end rates.
The group considers that a subsidiary is
located in a high inflation country if (a)
prices, wages and interest rates are closely
tied to a price index, (b) aggregate inflation
over three years exceeds 100%, or (c)
when trading conditions are characteristic
of rampant inflation.
1.4 LONG
TERM ASSETS
• Intangibles:
Business rights, brand names, trade-marks,
milk collection zones, licences, patents
and lease renewal rights are valued at
cost. Provisions or amortisation would
be charged against such intangible assets
should their going-concern value or
market value fall below their book value.
Investments in computer software are
also included in intangible assets; they
are amortised over three years.
• Tangibles:
Property, plant and equipment are carried
at cost. Depreciation expense is based
on the assets' economic lives computed
on a straight line or accelerated basis,
depending on the nature of the assets.
Outside France, depreciation and amortisation expenses are charged according
to local tax rules, but on the whole, useful lives are consistent with those in
France. If not, the expenses are restated.
Useful lives are as follows:
- Buildings: 20 to 33 years (straight-line);
- Machinery and equipment: 3 to 12 years
(straight line or accelerated);
- Other capital assets: 3 to 10 years (straight
line or accelerated).
used. Such period must not exceed 20
years i.e. the period consistent with the
Company's long term investment strategy.
Conversely, “negative goodwill” evidenced by the acquisition of equity is recorded as a liability on the balance sheet
under “Negative goodwill” and amortised over a period that reasonably reflects
the assumptions used for the acquisition,
i.e. as and when the identified expenses
are recognised.
• Fixed assets under finance leases are
considered to have been acquired on credit
and are depreciated in the same way as
other fixed assets of the same type.
This method is applied to all contracts
or groups of contracts worth more than
150,000 Euros.
Inventories and work-in-progress are
carried at cost or at market price, whichever is lower. The cost of dairy products
in inventory is valued according to the
year's dairy-market price; the "purchases"
item in the income statement is handled
accordingly.
• Investments:
Investments are valued at historical cost.
For non-consolidated subsidiaries, a
valuation provision is made if the carrying
value of the investment is higher than
the price that the company would be
willing to pay to acquire the investment.
On a long-term view, this going-concern
value is assessed by comparing the forecasts
with their extension over time. The value
also takes into account the company's
analyses of future prospects and the strategic interest of the investment.
1.7 SHORT
1.5 GOODWILL
When equity in a company is purchased
for a higher price than the total value of
the assets and liabilities identified at the
acquisition date, the surplus is shown as
an asset in the balance sheet under
“Goodwill” and amortised over a period
that reasonably reflects the assumptions
1.6 INVENTORIES
and near cash denominated in foreign
currencies are carried on balance sheet for
their equivalent French francs amount at
year-end. Unrealised and unhedged foreign
exchange losses, if any, give rise to a provision for contingencies and unrealised
gains are recognised as income.
1.10 INVESTMENT
GRANTS
Investment grants are recorded under
accrued liabilities and deferred income.
They are reversed according to the matching principle.
1.11 INCOME
Unrealised gains are not recognised and
therefore not netted against unrealised
losses, for which a provision is entered.
1.8 RETIREMENT
1.12 FINANCIAL
PLANS
For foreign currency denominated transactions, an equivalent amount in French
francs is booked at the date of the transaction at day's rate. Debt, claims, cash
1.13 EARNINGS
1.9 FOREIGN
CURRENCY
TRANSACTIONS
This includes items derived from exceptional and extraordinary events and transactions originating both inside and outside
the ordinary activities of the business.
INSTRUMENTS
The Group sometimes hedges its exposures
in foreign exchange and interest rates.
This is done with contracts listed on
organised exchanges or over the counter
markets with low risk banking counterparts. Hedging gains and losses are
recorded in a manner consistent with the
accounting for the hedged items. Positions
that apply to future transactions affect
income and expense only in the period
that they are utilised. Positions that are not
classified as hedging transactions are valued
at market, and the resulting gains and
losses are recorded as income or expense.
After retirement, Group employees collect
pensions from retirement plans according
to the legislation and customs of the
countries where Group companies operate.
Reserves are set aside for pensions which
are covered by formal retirement plans,
under which the Group is responsible
for paying the pension
1.14 EXTRAORDINARY ITEM - NET
TAXES
Deferred taxes are recorded in the
consolidated income statement and balance
sheet. They reflect timing differences on
completed operations that will show a
difference between the tax reporting
and consolidated financial reporting. In
France, Bongrain SA and CLE have each
elected to file a consolidated tax return.
This system is applicable to all French
companies that meet the requisite criteria.
TERM INVESTMENTS
Earnings per share are computed by
dividing the Group's share of net income
by the weighted average number of
shares outstanding during the year.
PER SHARE
57
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Consolidated accounts
Consolidated accounts
N O T E 2 : S U P P L E M E N TA L I N C O M E S TAT E M E N T I N F O R M AT I O N
(in thousands of Euros)
2001
2.1 NET
2001
2000
2.4 PROVISIONS
SALES
4,023,480
Sales of merchandise, finished goods, services and miscellaneous
3,873,804
Trade receivables
New provisions
Write-backs
1) By business sector
2001
2000
Cheese
products
Other
consumer
products
Industrial
products
other
Gourmet
Total
2,224,838
2,022,446
712,049
593,169
1,000,477
1,170,157
86,116
88,032
4,023,480
3,873,804
Net
+
-
12,465
4,093
8,372
+
-
9,195
6,638
2,557
+
-
7,986
5,634
2,352
+
+
5,215
5,972
757
+
+
4,057
14,756
10,699
+
+
7,395
9,968
2,573
Inventories
New provisions
Write-backs
“Other consumer products” comprises sales of yoghurts, eating butter, cream, desserts and drinking milk. “Industrial products, other” concerns
dried milk, whey, livestock feed and industrial fats.
2000
RELATED TO OPERATIONS
Net
Charges
2) By geographical sector
2001
2000
France
Other
Europe
Other
countries
Total
2,121,128
2,062,138
1,052,526
1,059,828
849,826
751,838
4,023,480
3,873,804
2001
2.2 OTHER
2000
REVENUES
Change in inventories of finished products
Capitalized manufacturing expenditures
Purchase and cost related subsidies
Miscellaneous items
Total
1,033
511
6,094
5,884
11,456
+
+
+
+
+
Profit sharing
Total
3,721
616
5,367
3,714
13,418
Net
2.5 OPERATING
INCOME
2001
2000
497,226
7,562
504,788
Other
consumer
Products
Industrial
Products
other
Gourmet
Total
98,876
103,127
19,104
4,578
16,266
19,821
2,304
5,152
136,550
132,678
Operating income is broken down on the basis of each company's core business.
2001
2.6 FINANCIAL
-
Cheese
Products
2000
COSTS
Personnel charges
Write-backs
By business sector
+
+
+
+
2001
2.3 PAYROLL
New provisions
-
473,684
7,998
481,682
EXPENSE
-
NET
Interest on financial debt
Income on investments
Foreign exchange and miscellaneous
Total
2000
+
+
-
60,522
32,232
3,644
24,644
+
+
-
66,886
37,400
5,500
23,986
The total workforce at 31 Dec. 2001 was 15,443 (compared with 14,751 at 31 December 2000). This total comprises 8,142 persons based
in France, 4,181 persons in Europe (excl. France) and 3,120 in other countries.
58
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Consolidated accounts
Consolidated accounts
2.7 EXTRAORDINARY
INCOME
-
N O T E 3 : S U P P L E M E N TA L B A L A N C E S H E E T I N F O R M AT I O N
NET
(in thousands of Euros)
Extraordinary income for the year amounted to +2,826 (compared with +1,878 in 2000) and is composed primarily of insurance benefits,
capital gains on disposal of assets, exceptional expenses and investment grants.
3.1 INTANGIBLE
2001
2.8 INCOME
2000
AND TANGIBLE ASSETS
3.1.1 COST
TAXES
+
-
Current income taxes
Deferred income taxes
Total
Income before tax
Theoretical tax expense
Recorded tax expense
Tax rate effect
Effect of permanent and miscellaneous differences
Tax loss carryforwards utilization
39,821
10,752
29,069
114,732
38,244
29,069
324
4,924
3,927
The theoretical tax charge is calculated on the basis of the parent company tax rate (rate effective in France for 2001).
+
-
41,579
1,122
40,457
Goodwill
Cost
at 01.01.2001
Acquisitions
Disposals
Other
movements*
Cost
at 31.12.2001
239,025
2,484
-
-
2,284
239,225
203,415
3,848
- 40,333
+
4,820
171,750
52,314
21,554
129,547
1 278,220
1,394
76
2,378
136,480
754
143
- 39,436
- 53,355
+
101
+
458
+ 4,261
+ 50,344
53,055
21,945
96,750
1,411,689
27,650
337,640
752,712
128,863
31,355
2,060
12,054
58,700
13,841
49,825
- 1,765
- 6,555
- 21,978
- 8,161
- 14,896
+ 2,330
+ 31,191
+ 45,318
+ 3,706
- 32,201
30,275
374,330
834,752
138,249
34,083
Write-backs
Other
movements*
Amount at
31.12.2001
-
3
-
992
111,324
The change in this item results primarily from the consolidation of TPK.
Intangible assets
Concessions, patents, brand names
Business rights
Other (including milk collection zones)
Fixed assets**
Land
Buildings
Machinery and equipment
Other
Fixed assets in progress
** o/w leased items: land, 219, buildings, 36,430, machinery and equipment 7,811, other 1,790.
3.1.2 DEPRECIATION /
Amount at
01.01.2001
New
Provisions
Goodwill
98,351
13,968
Intangible assets
58,384
6,786
- 33,849
-
924
30,397
Fixed assets
10,985
2,265
45,134
790,888
1,991
186
4,609
103,908
628
143
- 33,078
- 27,828
+
502
+
55
- 1,481
+ 20,454
12,850
2,363
15,184
887,422
Land
Buildings
Machinery and equipment
Other fixed assets
6,333
160,125
530,119
94,311
977
19,569
69,637
13,725
38
- 4,490
- 16,363
- 6,937
+
87
+ 4,426
+ 14,782
+ 1,159
7,359
179,630
598,175
102,258
AMORTISATION
Concessions, patents, brand names
Business rights
Other (including milk collection zones)
* Other movements result from changes in the consolidation perimeter, currency effects, account transfers etc.
Net values
Cheese
products
Other
consumer
products
Industrial
products
other
Gourmet
Total
92,954
100,130
7,381
7,876
18,936
23,355
8,630
9,314
127,901
140,675
80,116
77,339
199
190
60,827
67,256
211
246
141,353
145,031
398,176
363,032
61,749
62,601
55,779
54,241
8,563
7,458
524,267
487,332
571,246
540,501
69,329
70,667
135,542
144,852
17,404
17,018
793,521
773,038
1/ by business sector
Goodwill
At 31.12.2001
At 31.12.2000
Intangible assets
At 31.12.2001
At 31.12.2000
Tangible assets
At 31.12.2001
At 31.12.2000
Net fixed assets
At 31.12.2001
At 31.12.2000
60
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Consolidated accounts
Consolidated accounts
France
Other
Europe
Other
countries
Total
67,536
100,163
33,378
8,888
26,987
31,624
127,901
140,675
111,051
117,392
13,223
12,977
17,079
14,662
141,353
145,031
290,447
285,439
91,066
84,875
142,754
117,018
524,267
487,332
469,034
502,994
137,667
106,740
186,820
163,304
793,521
773,038
2/ by geographical sector
Goodwill
At 31.12.2001
At 31.12.2000
Intangible assets
At 31.12.2001
At 31.12.2000
Net fixed assets
At 31.12.2001
At 31.12.2000
Amount
at 31.12.2000
10,954
2,059
125,411
20,214
158,638
- 2,607
9,274
1,477
114,326
22,162
147,239
1,105
RECEIVABLES
Suppliers
Due from employee-related agencies
Government(1)
Other
Total
Tangible assets
At 31.12.2001
At 31.12.2000
3.5 OTHER
Amount
at 31.12.2001
Allowance for doubtful accounts
-
156,031
155,933
Net
of which current maturities
146,134
145,478
(1)
Amount
at 31.12.2001
3.2 LONG
Provisions for
depreciation
Net value
at 31.12.2001
Net value
at 31.12.2000
102,921
23,045
7,325
133,291
104,836
23,840
9,622
138,298
TERM INVESTMENTS
Other long-term securities (1)
Loans
Other long-term investments
Total
109,831
23,453
10,173
143,457
-
6,910
408
2,848
10,166
(1)
This item consists primarily of our ownership interests in non-consolidated subsidiaries
(mainly those in Central and Eastern Europe and Asia) for a total of 69,060 thousand Euros
(compared with 66,312 thousand Euros at end-2000).
of which EUR 4 762 in deferred taxation (compared with 6 293 at end-2000)
Pursuant to article 312 of CRC regulation 99-02 and the recommendations made inter alia by the Commission des Opérations de Bourse
regarding recognition of deferred tax assets, the following entries have been made:
- Recognition of deferred tax assets (net) for timing differences that are certain to be tax-deductible in the near future
(approx. EUR 2.8 million).
- Non-recognition of deferred tax assets (EUR 76.8 million) for deferred losses that are not currently certain to be charged
against future earnings.
- Non-recognition of deferred tax assets (EUR 34.8 million) for long term capital losses that can be charged off against
future long term capital gains.
3.6 SHORT
Amount at
31.12.2001
Amount at
31.12.2000
54,023
129,668
85,992
18,426
5,000
16,466
56,915
203,139
13,476
10,788
71,703
370,600
10,068
2,897
20,139
91,546
419,646
TERM INVESTMENT
The short-term investment securities portfolio is made up of:
Securities valued by the equity method
French securities:
29,857
Group share of the Companies valued by the equity method
At 31.12.2001, this represented net deficits for 2001 of - 1,278
and our share in the equity of these Companies of 31,134.
31,134
Bonds
“Sicav” mutual funds
“FCP” mutual funds
Notes and bills
Gross value
Provisions for
depreciation
Net amounts
at 31.12.2001
Net amounts
at 31.12.2000
87,188
45,648
171,355
7,590
311,781
- 2,908
407
- 7,194
11
- 10,520
84,280
45,241
164,161
7,579
301,261
83,363
45,857
160,949
7,960
298,129
Treasury stocks*
3.3 INVENTORIES
Raw materials and supplies
Work in progress
Finished goods
Merchandise
Total
Foreign securities:
Bonds
“Sicav” mutual funds
“FCP” mutual funds
Notes and bills
Total
Gross amount
3.4 TRADE
Net amount
at 31.12.2001
Net amount
at 31.12.2000
RECEIVABLES
Trade receivables fall due in less than one year.
Valuation allowance
Net
584,955
Total
62
Provisions for
depreciation
- 21,875
563,080
574,399
-
7
-
370,593
499
419,147
* Shares acquired pursuant to price stabilisation provisions. At 31.12.2001 we hold 476,861 shares representing 3.09% of the capital.
Market value at year's end of EUR 370,593 thousand.
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Consolidated accounts
Consolidated accounts
3.7 ACCRUED
Amount at
31.12.2001
Amount at
31.12.2000
21,892
2,742
24,634
16,953
880
17,833
INCOME AND DEFERRED CHARGES
Prepaid expenses
Deferred costs*
Total
* These consist mainly of the arrangement commission for the syndicated loan set up by Bongrain SA in December 2001. These charges are
amortised over the lifetime of the contract, that is to say 5 years.
3.8 SHAREHOLDERS
3.9 PROVISIONS
at 31.12.2001
at 31.12.2000
67,110
16,518
- 39,582
44,046
62,243
33,685
28,818
67,110
FOR CONTINGENCIES AND LOSSES
Opening balance
New provisions
Write-backs
Closing balance
-
These amounts concern primarily provisions for disputes and commitments given (notably indemnities for retirement bonuses and pensions
in cases where these charges are not covered by insurance contracts).
EQUITY
Common
stock
Additional
paid-in
capital
Reserves
Retained
earnings
Revaluation
reserves
Investment
grants
Net
earnings
Net
equity
3.10 DEBT
A) CHANGES IN THE
GROUP'S NET EQUITY:
of which France:
14,704
*includes conversion reserve for EUR –8,928
Capital increase
Foreign exchange adjustments
Net change in investment grants
Balance at 31.12.00
(before appropriation of earnings)
73,231
336,943*
130,000
378
4,179
559,435
of which other countries:
in Euros
728
- 728
8,870
8,870
- 4,179
- 4,179
15,432
73,231
345,085
130,000
378
-
2000 – Group net earnings
57,098
in US dollars
in other currencies
(1)
15,432
73,231
2000 Dividend
Appropriation to reserves
345,085
25,987
130,000
378
-
564,126
57,098
10,000
57,098 621,224
- 21,111 - 21,111
- 35,987
-
15,432
*includes conversion reserve for +8,265
Capital increase
Foreign exchange adjustments and other items
Balance at 31.12.01
(before earnings for the year)
73,231
371,072*
140,000
378
-
- 2,122
-
- 2,247
125
15,432
73,231
368,825
140,125
378
-
15,432
73,231
368,825
140,125
378
-
27,839
9,875
396,664*
150,000
378
-
2001 Dividend
Appropriation of earnings
Balance at 31.12.01
(after appropriation of earnings)
600,113
1,005,208
854,856
150,352
99,240
10,863
40,249
531,356
408,847
122,509
463,385
439,374
24,011
10,467
6,635
3,832
at 31.12.2001
at 31.12.2000
Tax and employee related (1)
185,416
26,587
34,840
246,843
175,974
27,094
34,102
237,170
Amounts owed to customers
Other liabilities
Of which current maturities
13,081
922
(1)
2001 Group net earnings
Balance at 31.12.01
(before appropriation of earnings)
-
Over
5 years
LIABILITIES
Total
Balance at 31.12.00
(after appropriation of earnings)
1 to 5 years
Including long-term debt following the restatement of leasing contracts for a total of EUR 17,620 thousand.
3.11 OTHER
Balance at 31.12.00
(before appropriation of earnings)
Current
PAYMENT SCHEDULE
Other debts and loans payable (1)
Balance at 31.12.99
(after appropriation of earnings)
Total
15,432
73,231
59,399
Including deferred taxation of 12,905 (against 8 108 at end-2000).
Tax litigations in progress whose result seems favourable are not the subject of any provision. On the other hand, tax charges are taken
into account as soon as they are considered to be probable.
597,991
59,399
59,399 657,390
- 21,685 - 21,685
- 37,714
-
635,705
*includes conversion reserve for +5,728
B)
THE
CHANGE IN THE
“MINORITY
INTERESTS” ITEM BREAKS DOWN AS FOLLOWS:
- share of earnings for 2001
- new minority interests
- other
Change
64
+
+
+
11,082
28,581
1,017
+
40,680
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Consolidated accounts
Consolidated accounts
at 31.12.2001
3.12 FINANCIAL
at 31.12.2000
COMMITMENTS AND GUARANTEES RECEIVED AND GRANTED
R EPOR T
OF THE STATUTORY
AUDITORS ON THE CONSOLI DATED FINANCIAL STATEMENTS
for the year ending 31 December 2001
Received
1,353
1,017
-
Real estate leasing
Equipment leasing
Endorsements and guarantee bonds
1,816
287
860
To the shareholders,
Granted
1,353
1,017
36,729
-
Real estate leasing
Equipment leasing
Endorsements, guarantee bonds and other*
Unmatured discounted bills
1,816
287
15,006
-
*The change mainly involves commitments for the future purchases of minority shares (ALE-Union Bressor) for 24,860 thousand Euros.
For the Bongrain subsidiaries established in France, an insurance contract has been taken out which covers the commitments laid down
in the collective employment agreement for retirement indemnities. These commitments represent an amount of 13.2 million Euros
(against 12.4 million Euros at the end of 2000). For the Compagnie Laitière Européenne, these charges are included in the provisions
for contingencies and losses. These commitments do not include unused lines of credit.
As before, charges that may result from ongoing disputes, referring to current operations and deemed to be probable, are taken into account.
Pursuant to the assignment given to us
by your Annual General Meeting, we have
audited the consolidated financial statements of Bongrain SA, drawn up in Euros,
for the year ending 31 December 2001,
as presented in this report.
The consolidated statements have been
prepared by the Management Board. It
is our task to form an independent opinion
on these statements on the basis of our
audit.
We have conducted our audit in accordance with French auditing standards.
These require us to obtain sufficient evidence to give reasonable assurance that
the financial statements are free from
material mismanagement. An audit consists
in examining, on a test basis, the evidence
relevant to the amounts and disclosures
given in the financial statements. It also
consists in assessing the accounting principles applied and the significant estimates
made in the preparation of the financial
statements and in forming an opinion on
the overall adequacy of the presentation
of the information. We consider that our
controls provide a reasonable basis for
the opinion expressed hereafter.
are properly prepared and sincere and
give a true and fair view of the assets, the
financial position and the results of the
companies included in the reporting entity.
We have also examined the information
given in the report on the management
of the Group. We have no comments to
make regarding the fair presentation of
the information nor its consistency with
the consolidated financial statements.
We certify that the consolidated financial
statements, drawn up in accordance with
French accounting rules and principles,
Interest rate hedging:
Paris, March 4th 2002
Interest-rate swaps in place at 31 December 2001 represent EUR 569.4 million of nominal value.
Currency hedge:
Total currency hedging positions at 31 December 2001 are as follows:
Positions for
2001
2002
Forward sales
49,240
23,089
72,329
61,260
25,021
86,281
Forward purchases
Total
66
KPMG Audit
Department of KPMG SA
Bernard Pérot
Befec-Price Waterhouse
Member of PricewaterhouseCoopers
Olivier Thibault
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BONGRAIN SA
Incorporated under French law. Capital of EUR 15,432,216
Head office: “L’Alliance” - 42, rue Rieussec - 78220 Viroflay
Tél: 33(0) 1 34 58 63 00 - Registration: RCS Versailles B 847 120 185
Realization: Bongrain SA Corporate Communication Department
Photos:
- Bongrain SA, Philippe Asset, Fernando Urquijo, Benoit Decout (RÉA), Michel Labelle, Studio C., Michel Riehl
- Rolf Bruderer, Cameron, Darama, George Disario, Terry Eggers, Michael Keller, José L. Pelaez, Norbert Schafer,
Ariel Skelley, Gerhard Steiner, Larry Williams / CORBIS STOCK MARKET - Benelux Press / Photononstop - X.
Design and editing:
PHÉNIX COMMUNICATION - 33(0) 1 49 64 64 64