2008 Annual report - Sappi
2008 Annual report - Sappi
2008 Annual report - Sappi
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sappi //<br />
Directors’ <strong>report</strong><br />
for the year ended September <strong>2008</strong><br />
Your directors submit their <strong>report</strong> for the year ended<br />
September <strong>2008</strong>.<br />
Business of <strong>Sappi</strong> Limited (<strong>Sappi</strong> or the<br />
company) and its operating companies<br />
mentioned below (the group)<br />
The group manufactures and sells a wide range of pulp, paper<br />
and wood products for use in almost every sphere of economic<br />
activity. The group conducts its business through two business<br />
units, namely:<br />
• <strong>Sappi</strong> Fine Paper; and<br />
• <strong>Sappi</strong> Forest Products.<br />
<strong>Sappi</strong> Fine Paper has manufacturing and marketing facilities<br />
in Europe, North America, Southern Africa and Asia and<br />
produces mainly high quality branded coated fine paper. It also<br />
manufactures uncoated graphic and business paper, coated<br />
and uncoated specialities papers, and casting release paper<br />
used in the manufacture of artificial leather and textured<br />
polyurethane applications. <strong>Sappi</strong> Forest Products, based in<br />
South Africa, produces packaging paper and newsprint, pulp,<br />
chemical cellulose, and forest and timber products for<br />
Southern Africa and export markets. <strong>Sappi</strong> Trading operates a<br />
trading network for the marketing and distribution of chemical<br />
cellulose and market pulp throughout the world and of the<br />
group’s other products in areas outside our core operating<br />
regions of North America, Europe and Southern Africa.<br />
Reporting period<br />
The group’s financial period ends on the Sunday closest to<br />
the year end date and results are <strong>report</strong>ed as if at the year<br />
end date.<br />
International Financial Reporting Standards<br />
(IFRS)<br />
As a South African company and in terms of the requirements<br />
of the JSE Limited (JSE), <strong>Sappi</strong>’s financial <strong>report</strong>ing is based<br />
on IFRS as published by the International Accounting Standards<br />
Board (IASB).<br />
<strong>Sappi</strong> no longer reconciles its <strong>report</strong>ing annually from IFRS to<br />
US GAAP. This follows a release by the US Securities Exchange<br />
Commission (SEC) on 21 December 2007 which allows Foreign<br />
Private Issuers to file <strong>Annual</strong> Financial Statements prepared under<br />
IFRS as issued by the IASB, without reconciliation to US GAAP.<br />
The US Dollar is the major trading currency of the pulp and<br />
paper industry. The group <strong>report</strong>s its results in US Dollars in<br />
order to facilitate the understanding of the results.<br />
Share capital<br />
As at September <strong>2008</strong> the authorised and issued share capital<br />
of <strong>Sappi</strong> were as follows:<br />
Authorised:<br />
325,000,000 ordinary shares of ZAR1 each ZAR325 million<br />
Issued:<br />
239,071,892 ordinary shares of ZAR1 each US$28 million<br />
Share premium<br />
US$679 million<br />
The authorised and issued share capital have been increased<br />
substantially subsequent to year end for purposes of funding the<br />
acquisition of M-real’s coated graphic paper business announced<br />
on 29 September <strong>2008</strong>. Further comprehensive details can be<br />
found in the Rights Offering Circular approved by the directors<br />
on 10 November <strong>2008</strong> and posted to qualifying shareholders on<br />
24 November <strong>2008</strong>.<br />
Purchase of shares by a subsidiary<br />
Through a wholly-owned subsidiary the <strong>Sappi</strong> group has<br />
to date acquired approximately 19.4 million <strong>Sappi</strong> shares –<br />
(treasury shares) on the open market of the JSE Limited for<br />
approximately US$186.7 million. This accords with <strong>Sappi</strong>’s<br />
stated intention, announced on 9 November 2000, and the<br />
approval given at all subsequent annual general meetings of<br />
the company’s shareholders, for a wholly owned <strong>Sappi</strong> subsidiary<br />
to acquire <strong>Sappi</strong> shares, if prevailing circumstances (including<br />
market conditions) so warrant. None of these shares were<br />
acquired during the <strong>2008</strong> financial year. Some of the treasury<br />
shares, have been, and will continue to be, utilised to meet the<br />
requirements of the <strong>Sappi</strong> Limited Share Incentive Trust and the<br />
<strong>Sappi</strong> Limited Performance Share Incentive Trust from time to<br />
time. During the year, approximately 725,950 treasury shares<br />
were issued to participants of the <strong>Sappi</strong> Limited Share Incentive<br />
Trust for a consideration of approximately US$6.2 million. Refer to<br />
note 29 of the group annual financial statements for additional<br />
details relating to these treasury shares.<br />
As the company is currently conducting a rights issue, it is unlikely<br />
that the company will seek approval for the purchase of <strong>Sappi</strong><br />
shares in the foreseeable future.<br />
Significant announcements during the year<br />
under review and subsequent to year end<br />
During August <strong>2008</strong>, <strong>Sappi</strong> announced the planned closures<br />
of the Blackburn mill and the Maastricht Mill’s Paper Machine<br />
No 5. Further details can be found in note 9 of the group annual<br />
financial statements.<br />
// <strong>2008</strong> <strong>Annual</strong> <strong>report</strong><br />
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