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2011 Registration Document - Imerys

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1 The<br />

PRESENTATION OF THE GROUP<br />

Group’s strategy and general structure<br />

Making high growth potential markets the priority<br />

To improve its growth profile, <strong>Imerys</strong> has identified a certain number<br />

of attractive end markets, including the automotive sector, packaging,<br />

energy, electronics, semiconductors, the environment, health &<br />

beauty, agriculture and aerospace. <strong>Imerys</strong> now achieves more than<br />

one quarter of its sales in those markets and the Group’s exposure<br />

has more than doubled in the past five years. The Group will allocate<br />

greater resources to those markets through innovation and possibly<br />

acquisitions.<br />

❚ TARGETED CAPITAL EXPENDITURE POLICY<br />

In addition to the capital expenditure needed to keep its production<br />

assets in optimal working order, the Group improves the industrial<br />

efficiency of its processes, increases its capacities to meet demand,<br />

develops its outlets in new countries and launches innovative<br />

products.<br />

From 2000 to 2008, <strong>Imerys</strong> invested significant resources to ensure<br />

industrial facilities meet world-class technological standards, improve<br />

their efficiency (optimization of production assets for kaolin for paper,<br />

new facilities in the main Minerals for Filtration unit, production<br />

optimization in clay Building Materials) and selectively develop<br />

capacity. Consequently, industrial asset maintenance now represents<br />

approximately 50-60% of the annual depreciation expense.<br />

After the financial crisis of 2008 and 2009, capital expenditure<br />

resumed gradually in 2010 (€169.1 million). In <strong>2011</strong>, capital<br />

expenditure rose significantly: while maintenance remained stable,<br />

new development projects were completed, such as construction<br />

of a proppant plant in the United States and a new line dedicated to<br />

Performance Minerals for polymers in Asia . Fo r more information,<br />

see Chapter 2, section 2.1 of the <strong>Registration</strong> <strong>Document</strong> . At<br />

€229.2 million, booked capital expenditure in <strong>2011</strong> regained its<br />

historical “normative” level and represented almost one year’s<br />

depreciation expense.<br />

❚ SELECTIVE ACQUISITION POLICY<br />

Over the past 10 years, <strong>Imerys</strong> has implemented a very active<br />

acquisition policy, the largest source of expansion for its portfolio<br />

of activities: in Abrasives applications and in fusion with Treibacher<br />

(2000-2002), in a new market related to fast-moving consumer goods<br />

through edible liquid filtration (World Minerals, acquired in 2005),<br />

in Monolithic Refractories through the integration of a preexisting<br />

activity (Plibrico) with Lafarge Réfractaires (acquired in 2005) then<br />

ACE Refractories (2007). More than 71 external growth operations<br />

have been completed since 2000 for a total amount close to<br />

€1.8 billion including the acquisition of the Luzenac Group, the world<br />

leader in talc which was closed on August 1, <strong>2011</strong>. Through this<br />

recent operation, <strong>Imerys</strong> continues to implement its development<br />

strategy by broadening its functional offering in a specialty business<br />

with real growth potential:<br />

(1) ROCE: Current operating income divided by average invested capital.<br />

(2) “Senior unsecured debt rating”.<br />

6 <strong>2011</strong> REGISTRATION DOCUMENT IMERYS<br />

p expansion in the plastic, polymer and paint markets, particularly<br />

for the automotive, paper, technical ceramics and health & beauty<br />

sectors, where the Luzenac Group has leading positions;<br />

p many development opportunities for the Talc activity in emerging<br />

countries, particularly through the support of <strong>Imerys</strong>’ global<br />

network;<br />

p increase in the Group’s innovation potential with the combination<br />

of R&D know-how to extend its specialty product offering.<br />

<strong>Imerys</strong> will continue to widen its model through a selective acquisition<br />

policy in phase with its core business.<br />

❚ GREATER RESILIENCE, STRONGER FINANCIAL<br />

STRUCTURE<br />

Innovation, geographic expansion and selective acquisition policy<br />

help to increase the Group’s operating resilience, thanks to greater<br />

geographic and product diversity. In this way, <strong>Imerys</strong> intends to<br />

deliver a return on capital employed (1) that is higher than the average<br />

weighted cost of its capital, in order to create maximum value for<br />

its shareholders.<br />

To do so, similar profitability criteria enable the Group to select<br />

internal and external growth projects: the Group targets an internal<br />

rate of return in excess of 15%, ensuring high cash flow generation<br />

and a robust financial structure. In a context of economic uncertainty,<br />

the criteria were made more selective still by taking into account the<br />

payback time and the impact on financing.<br />

Under its cautious financial policy, the Group secured almost<br />

€1 billion in bilateral bank credit lines through to 2015-2016 to<br />

increase and diversify its financial resources. As of December 31,<br />

<strong>2011</strong>, <strong>Imerys</strong>’ total financial resources therefore totaled €2.8 billion<br />

(of which €1.3 billion in available financial resources, excluding cash),<br />

with an average maturity of 3.8 years.<br />

During the first half of <strong>2011</strong>, the rating agency Moody’s raised <strong>Imerys</strong>’<br />

long-term credit rating (2) from Baa3 to Baa2 with a stable outlook.<br />

The short-term rating was improved accordingly from P-3 to P-2,<br />

also with a stable outlook (for more information, see C hapter 5,<br />

Consolidated financial statements, Note 25.5 of the <strong>Registration</strong><br />

<strong>Document</strong>).<br />

With a Group Net Financial Debt/EBITDA ratio of 1.5 and a Net<br />

Financial Debt/shareholders’ equity ratio of 46.6% as of December 31,<br />

<strong>2011</strong>, <strong>Imerys</strong> benefits from a sound financial structure to implement<br />

its development strategy and create value for its shareholders.<br />

At the Shareholders’ General Meeting on April 26, 2012, the Board of<br />

Directors will propose increasing the dividend to €1.50 per share for<br />

a total amount of approximately €112.7 million. This represents 37.2%<br />

of the <strong>2011</strong> Group’s share of net income from current operations,<br />

in accordance with the Group’s historical average payout. Payout<br />

would take place from May 9, 2012.

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