ThyssenKrupp AG / Key word(s): Strategic Company Decision/Final Results
29.11.2013 23:53
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a company of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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ThyssenKrupp sells rolling and coating plant in the USA and signs long-term
slab supply contract for steel mill in Brazil / Settlement of financial
receivable from Outokumpu - transfer of VDM and AST to ThyssenKrupp planned
/ Sustainable solution for Steel Americas and better assessment of the
compliance risks: Capital increase of up to 10 percent planned / Loss in
fiscal year significantly reduced to EUR1.5 billion
ThyssenKrupp AG has achieved a sustainable solution for the Steel Americas
business area. The ThyssenKrupp Steel USA rolling and coating plant in
Calvert/Alabama is being sold to a consortium of ArcelorMittal and Nippon
Steel & Sumitomo Metal Corporation (the consortium). At the same a
long-term slab supply contract has been agreed that will secure the value
of ThyssenKrupp CSA in Brazil. Upon closing, ThyssenKrupp will receive a
purchase price of 1.55 billion US dollars from the consortium. In addition,
the consortium will purchase two million tons of slabs per year from
ThyssenKrupp CSA up to 2019. The plant in Brazil has an annual production
capacity of around five million tons of slabs. The agreement now reached
will reliably secure at least 40 percent capacity utilization of the plant
for several years. In addition, stronger penetration of the slab markets in
South and North America will further increase the plant's capacity
utilization. The transaction is subject to the approval of regulatory
authorities in the USA and a number of other countries.
ThyssenKrupp will now concentrate on operating improvements at the
Brazilian plant. Over the past fiscal year technical performance has been
further optimized and plant efficiency improved. The combination of the
sale of ThyssenKrupp Steel USA and the slab supply contract for
ThyssenKrupp CSA in Brazil will help ThyssenKrupp improve its cash flow
profile and key financials in the future.
Against this background the Steel Americas business area has been
re-included in the Group as a continuing operation at the end of fiscal
year 2012/13. Until the closing of the transaction, the North American
portion will be reported separately as a disposal group. At the reporting
date (September 30) the carrying value of Steel Americas was around EUR3.1
billion, reflecting depreciation and amortization over the year, a
revaluation in connection with the sale of the plant in the USA, and the
re-inclusion of ThyssenKrupp CSA.
Settlement of financial receivable from Outokumpu and transfer of VDM and
AST planned
From the sale of Inoxum ThyssenKrupp holds a 29.9 percent share in
Outokumpu and a financial receivable which was written down to around 1
billion euros at September 30, 2013. In the context of the restructuring of
Outokumpu's financing, ThyssenKrupp signed an agreement with Outokumpu on
November 29, 2013 transferring 100 percent of the shares of VDM and AST as
well as other smaller stainless steel service center activities to
ThyssenKrupp. In return, the financial receivable created in connection
with the Inoxum transaction will be transferred to Outokumpu.
In addition, ThyssenKrupp will fully divest its 29.9 percent shareholding
in Outokumpu and terminate all other financial links with Outokumpu. In
expectation of a capital increase at Outokumpu, the sale of the shares will
probably result in a significant loss on our investment book value of 305
million euros. This will be offset by the elimination of balance sheet
risks. Guido Kerkhoff will step down from the supervisory board of
Outokumpu. The transfer will enable Outokumpu to fulfill the EU
Commission's conditions for the Inoxum transaction in a way that preserves
value. At the same time ThyssenKrupp is taking its responsibility to the
employees seriously by creating the conditions for a sustainable
refinancing of Outokumpu. The transaction is subject to the approval of the
competent regulatory authorities and the cooperation and approval of
shareholders, banks and creditors for the overall plan for a sustainable
refinancing of Outokumpu. ThyssenKrupp will initially further develop the
companies VDM and AST and take the necessary time to find a good solution.
Sustainable solution for Steel Americas and better assessment of the
compliance risks:
Capital increase planned
The Executive Board has always stressed that a decision on capital measures
can only be made when a solution has been found for Steel Americas and a
better assessment can be made of the compliance risks. The Group had
already reported in the past fiscal year that the German Federal Cartel
Office had imposed a final fine on ThyssenKrupp in the rail cartel case and
that the amnesty program at ThyssenKrupp had been completed. In connection
with the rail cartel case talks have been held with Deutsche Bahn for some
time about compensation and a settlement. The negotiations are complete.
ThyssenKrupp and Deutsche Bahn reached agreement in principle in
mid-November. For both parties the settlement is subject to approval by the
responsible bodies/funding providers.
The investigations by the Federal Cartel Office into possible price fixing
in the delivery of certain steel products to the German automotive industry
and its suppliers are still ongoing. The internal investigations launched
in response to the investigations by the Federal Cartel Office are at an
advanced stage but not yet completed. Based on the facts currently known to
us significant adverse consequences with regard to the Group's asset,
financial and earnings situation cannot be ruled out.
As clarity has now been achieved for Steel Americas and the Group can
better assess the compliance risks, ThyssenKrupp is planning a capital
increase, the timing of which will be decided depending on capital market
conditions. The Executive Board is convinced that a capital increase
excluding subscription rights of up to 10 percent will achieve an
appropriate balance between shareholder interests and the requirements of
other strategically important stakeholders.
Performance in fiscal year 2012/13: Operating targets achieved
Despite once again reporting a loss, ThyssenKrupp AG made important
progress on its way to becoming a diversified industrial group in fiscal
2012/13. The operating targets for the continuing operations with regard to
efficiency enhancement, earnings and cash flow were achieved or exceeded.
Savings of EUR600 million were made under the efficiency program 'impact
2015', meaning that ThyssenKrupp exceeded its own ambitious target by 20
percent.
Adjusted EBIT in the structure of the prior year was EUR1.1 billion.
Adjusted EBIT in the new structure came to EUR599 million. For the first
time in six years the full Group reported positive free cash flow of EUR600
million (prior year EUR(1.7) billion). As a result, net financial debt at
the reporting date was down from EUR5.8 billion to EUR5.0 billion.
Despite the positive operating performance in the past fiscal year, the
Group's financials were weighed down by the problems in the Steel Americas
business area. The operating losses and impairment charges at Steel
Americas, expenses in connection with the shareholding in Outokumpu, the
fine and provisions for compliance violations in the rail cartel case, and
restructuring measures in connection with the reorganization of the Group
resulted in a net loss of around EUR1.5 billion (prior year EUR(5)
billion). For this reason the Executive Board and Supervisory Board will
again propose to the Annual General Meeting this year that no dividend be
paid.
Operating performance of the Group in fiscal year 2012/13
Order intake from continuing operations (including Steel Americas) came to
EUR38.6 billion, down 12 percent year-on-year. On a comparable basis,
excluding disposals, the decrease was only 8 percent. Sales from continuing
operations (including Steel Americas) decreased by 7 percent to EUR38.6
billion. On a comparable basis sales were 3 percent lower. The main reasons
for this were disposals and declines in the materials business. There were
solid gains in the plant engineering business of the Industrial Solutions
business area. The Elevator Technology business area set new records for
orders and sales.
Adjusted for special items, EBIT from continuing operations (including
Steel Americas) came to EUR599 million in fiscal year 2012/2013, up from
the prior-year figure of EUR399 million. Adjusted EBIT from continuing
operations in the structure of the prior year (excluding Steel Americas)
was EUR1.1 billion, fully in line with the target for the fiscal year. EBIT
from continuing operations (including Steel Americas) improved from
EUR(3.7) billion in the prior year to EUR(595) million but was once again
significantly impacted by special items. These decreased from EUR4.1
billion in the prior year to EUR1.2 billion and mainly related to
impairment charges at Steel Americas, the fine and provisions for
compliance violations in the rail cartel case, and restructuring
measures in connection with the reorganization of the Group.
Outlook 2013/2014 (including Steel Americas, excluding VDM and AST):
Significant improvement in adjusted EBIT to EUR1 billion
Even though the economic outlook remains subdued from today's perspective,
ThyssenKrupp expects the Group's sales to grow year-on-year by a mid
single-digit percentage rate. The Executive Board believes that adjusted
EBIT will improve significantly from EUR599 million in the past fiscal year
to around EUR1 billion. There are two main drivers for this: firstly the
expected growth in the Group's strong capital goods businesses, and
secondly performance improvements from the efficiency program 'impact
2015'. ThyssenKrupp expects a significant improvement towards break-even
earnings for fiscal 2013/2014.
Investors / Analysts contact
ThyssenKrupp AG
Investor Relations
Dr. Claus Ehrenbeck
Telefon: +49 (0) 201 844-536464
Telefax: +49 (0) 201 844-536467
E-Mail: claus.ehrenbeck@thyssenkrupp.com
Media contact
ThyssenKrupp AG
Communications
Robin Zimmermann
Phone: +49 (0) 201 844-564157
Fax: +49 (0) 201 844-536041
E-mail: robin.zimmermann@thyssenkrupp.com
29.11.2013 DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: ThyssenKrupp AG
ThyssenKrupp Allee 1
45143 Essen
Germany
Phone: +49 (0)201 844-0
Fax: +49 (0)201 844-536000
E-mail: info@thyssenkrupp.com
Internet: www.thyssenkrupp.com
ISIN: DE0007500001
WKN: 750000
Indices: DAX
Listed: Regulierter Markt in Düsseldorf, Frankfurt (Prime Standard);
Freiverkehr in Berlin, Hamburg, Hannover, München, Stuttgart;
Terminbörse EUREX
Weitere Informationen im Internet unter Investor Relations: Anleihen / Creditor
Relations, Further information can be found on our website under Investor
Relations: Bonds / Creditor Relations
End of Announcement DGAP News-Service
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DGAP-Adhoc: ThyssenKrupp AG: Strategic Company Decision/Final Results
| Source: EQS Group AG