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Jacobs Holding AG Annual Report 2010 (PDF, 3.7 - Jacobsag.com

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JACOBS HOLDING <strong>AG</strong> ANNUAL REPORT <strong>2010</strong><br />

ANNUAL REPORT <strong>2010</strong><br />

HOLDING <strong>AG</strong>


TABLE OF CONTENTS<br />

P<strong>AG</strong>E<br />

JACOBS HOLDING <strong>AG</strong> AND THE JACOBS FOUNDATION 2<br />

HIGHLIGHTS OF <strong>2010</strong> 5<br />

REPORT FROM THE CHAIRMAN AND<br />

THE CHIEF EXECUTIVE OFFICER 7<br />

STAKEHOLDERS’ MANUAL<br />

OUR PRINCIPLES 12<br />

OUR ORGANIZATIONAL MODEL 14<br />

OUR GOVERNANCE STRUCTURE 15<br />

PERFORMANCE METRICS 16<br />

JACOBS HOLDING <strong>AG</strong> BOARD OF DIRECTORS 19<br />

JACOBS HOLDING <strong>AG</strong> MAN<strong>AG</strong>EMENT 23<br />

PORTFOLIO<br />

ADECCO SA 30<br />

BARRY CALLEBAUT <strong>AG</strong> 34<br />

INFRONT SPORTS & MEDIA <strong>AG</strong> 37<br />

<strong>AG</strong>RI BUSINESS 40<br />

FINANCIAL STATEMENTS <strong>2010</strong><br />

BALANCE SHEET JACOBS HOLDING <strong>AG</strong> 44<br />

STATEMENT OF INCOME JACOBS HOLDING <strong>AG</strong> 46


ANNUAL REPORT <strong>2010</strong><br />

HOLDING <strong>AG</strong>


2<br />

JACOBS HOLDING <strong>AG</strong> AND<br />

THE JACOBS FOUNDATION<br />

<strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> optimally enhances the <strong>Jacobs</strong> Foundation’s ability to influence the<br />

social dimension of the world in which we live, thereby continuing our family’s long-held<br />

<strong>com</strong>mitment to the improvement of society.<br />

JACOBS HOLDING <strong>AG</strong><br />

HISTORY <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> is a professional investment <strong>com</strong>pany founded on our<br />

family’s entrepreneurial legacy. Over generations, the <strong>Jacobs</strong> family has been involved in<br />

business operations which are united in <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>, our holding <strong>com</strong>pany<br />

domiciled in Zurich. To understand <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>, it is important to bear in mind<br />

the dynamic relationship we maintain with the <strong>Jacobs</strong> family. While our past endeavours<br />

may have focussed primarily on entrepreneurial business achievements, these ambitions<br />

were always underpinned by a <strong>com</strong>mitment to social betterment.<br />

MISSION <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>’s goal as an investment firm is to create value by investing<br />

in a select group of <strong>com</strong>panies with the potential and promise of achieving and maintaining<br />

global leadership positions in their sectors. The resulting dividends are used<br />

exclusively to fund the philanthropic endeavours of the <strong>Jacobs</strong> Foundation.<br />

BACK TO TOP


THE JACOBS FOUNDATION<br />

HISTORY The <strong>Jacobs</strong> Foundation was established in 1988 to equip young people for a<br />

changing world and help them be<strong>com</strong>e productive and socially responsible members of<br />

society. In order to be able to fulfill the Foundation’s mission for an indefinite period,<br />

Klaus J. <strong>Jacobs</strong> donated his stake in <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> to the Foundation in 2001,<br />

making it one of the world’s best-capitalized non-profit organizations devoted to youth<br />

development. These assets are intended to secure the financing of the Foundation’s<br />

activities in the future.<br />

MISSION The <strong>Jacobs</strong> Foundation primary purpose is to contribute to the welfare, social<br />

productivity, and social inclusion of current and future generations of children and youth<br />

by understanding and promoting their personal development and employability, their<br />

respect for and integration with nature and culture, as well as by understanding the<br />

challenges they face due to social, economic, or technological changes. Consequently we<br />

are <strong>com</strong>mitted to:<br />

> making children and youth (0 – 24 years) better equipped to grow up and live in<br />

a changing world and to be productive, socially responsible members of society;<br />

> supporting societies in improving their capacities of child and youth development;<br />

> pursuing this vision worldwide without national limitation but with respect for<br />

cultural diversity.<br />

BACK TO TOP<br />

3


HIGHLIGHTS OF <strong>2010</strong><br />

In financial year <strong>2010</strong> (1.10.2009 – 30.9.<strong>2010</strong>) the net asset value of the <strong>Jacobs</strong> <strong>Holding</strong><br />

<strong>AG</strong> investment pool increased by CHF 299m, from CHF 2’577m to CHF 2’876m.<br />

The total shareholder return (TSR) of CHF 343m, or 13.3%, overperformed the Swiss<br />

Market Dividend Adjusted Index (SMIC), which yielded 2.5% during the same period.<br />

A negative development in the share price of Adecco SA (-6.8%) and a positive<br />

development in the share price of Barry Callebaut <strong>AG</strong> (+25.3%) yielded an overall<br />

positive performance.<br />

<strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> posted an after-tax loss of CHF 42.9m for <strong>2010</strong>, <strong>com</strong>pared with<br />

a profit of CHF 93.9m in 2009.<br />

Adecco was confronted with an exceptional turnover decrease in 2009, followed<br />

by positive recovery in the first half of fiscal year <strong>2010</strong>. Its new business setup and<br />

organizational adjustments will allow Adecco to profit from the next upswing.<br />

Barry Callebaut reported solid financial figures for the financial year ending<br />

31.08.<strong>2010</strong>. Volumes and revenues increased along with earnings despite a flat global<br />

market. Barry Callebaut has continued its focused growth strategy.<br />

Infront enjoyed yet another strong financial performance despite the difficult<br />

economic environment. The <strong>com</strong>pany successfully delivered the FIFA World Cup in<br />

South Africa, winning an award for the first 3D production of a football tournament.<br />

BACK TO TOP<br />

READ MORE ON P<strong>AG</strong>E 6<br />

READ MORE ON P<strong>AG</strong>E 6<br />

READ MORE ON P<strong>AG</strong>E 17<br />

READ MORE ON P<strong>AG</strong>E 46<br />

READ MORE ON P<strong>AG</strong>ES 8, 30<br />

READ MORE ON P<strong>AG</strong>ES 7, 34<br />

READ MORE ON P<strong>AG</strong>ES 8, 37<br />

5


TOTAL SHAREHOLDER RETURN INDEX (TSR)<br />

SWISS MARKET DIVIDEND ADJ. INDEX (SMIC)<br />

TARGET PERFORMANCE 2001 – <strong>2010</strong><br />

6<br />

ADECCO (INCL. JACOBS VENTURE<br />

& TRIVENTURA)<br />

BARRY CALLEBAUT<br />

INFRONT SPORTS & MEDIA<br />

CASH AND CASH EQUIVALENTS<br />

TOTAL SHAREHOLDER RETURN (TSR) 2001 – <strong>2010</strong><br />

KEY FACTORS 2009/10 TSR +13.3%<br />

SMIC +2.5%<br />

TARGET +7.2%<br />

300<br />

260<br />

220<br />

180<br />

140<br />

100<br />

60<br />

SEP<br />

01<br />

MAR<br />

02<br />

SEP<br />

02<br />

MAR<br />

03<br />

SEP<br />

03<br />

MAR<br />

04<br />

SEP<br />

04<br />

MAR<br />

05<br />

NET ASSET VALUE DEVELOPMENT IN FINANCIAL YEAR 2009/<strong>2010</strong><br />

CHF MILLION<br />

3’500<br />

3’000<br />

2’500<br />

2’000<br />

1’500<br />

1’000<br />

500<br />

0<br />

BACK TO TOP<br />

2‘577<br />

NET<br />

ASSET<br />

VALUE<br />

2009<br />

132<br />

LIABILITY<br />

2009<br />

SEP<br />

05<br />

ASSET<br />

ALLOCATION<br />

2009<br />

MAR<br />

06<br />

SEP<br />

06<br />

25<br />

CHANGE<br />

IN<br />

LIABILITY<br />

MAR<br />

07<br />

SEP<br />

07<br />

CHANGE<br />

IN NET<br />

ASSET<br />

VALUE<br />

MAR<br />

08<br />

SEP<br />

08<br />

ASSET<br />

ALLOCATION<br />

<strong>2010</strong><br />

MAR<br />

09<br />

SEP<br />

09<br />

299 157<br />

LIABILITY<br />

<strong>2010</strong><br />

MAR<br />

10<br />

SEP<br />

10<br />

2‘876<br />

NET<br />

ASSET<br />

VALUE<br />

<strong>2010</strong>


REPORT FROM THE CHAIRMAN AND<br />

THE CHIEF EXECUTIVE OFFICER<br />

Overall, our portfolio <strong>com</strong>panies look back at a successful year in a difficult environ ment.<br />

In July <strong>2010</strong> the world GDP growth consensus for <strong>2010</strong> was 4.6%: a good-looking<br />

number at first sight, but not that great for our major markets when you realize that the<br />

BRIC states make up 8.8% while the advanced economies account for 2.7% and<br />

Euroland for just 1.1%. At least a recovery from the recession is in the offing and we<br />

believe that a double dip is not very likely, although we remain concerned about the risk of<br />

sovereign defaults (Greece and Spain) and other systemic risks.<br />

Last year our outlook was cautiously positive and we hoped that our portfolio would<br />

generate value above the standard indices. We are happy to see that our views have<br />

material ized in performance of 13.3%, clearly above our benchmarks.<br />

The cautious outlook for Europe and the USA, the unknown systemic risks and their<br />

effect on GDP growth have had a strong influence on Adecco’s stock price development,<br />

which was not what we had expected. Barry Callebaut and Infront, on the other hand,<br />

have been expanding their <strong>com</strong>petitive advantages in their field of business and we see<br />

solid EBIT development for both <strong>com</strong>panies relatively independent of the macro-environment.<br />

The fact that the two <strong>com</strong>panies are less correlated to GDP development means<br />

healthy diversification for <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>’s portfolio.<br />

JACOBS HOLDING (J<strong>AG</strong>)<br />

J<strong>AG</strong> maintained its investment in three main portfolio <strong>com</strong>panies as well as its traditional<br />

credo business. J<strong>AG</strong> has transferred CHF 35 million of dividends received from these<br />

<strong>com</strong>panies to the <strong>Jacobs</strong> Foundation.<br />

Our portfolio <strong>com</strong>panies have seen total shareholder return, or TSR, of 13.3%, or<br />

14.3% better than the Morgan Stanley Capital Index (MSCI, -1.0%) and 10.8% above<br />

the Swiss Market Dividend Adjusted Index (SMIC 2.5%).<br />

BARRY CALLEBAUT (BC) increased its volume by 7.6% to 1.3 million metric tons,<br />

its revenue by 6.8% to CHF 5.2 billion, and its EBIT by 5.6% to CHF 370 million,<br />

which represents an EBIT improvement in local currency of 7.9%. This operational<br />

performance translated into TSR of 25.3% for the fiscal year under review.<br />

Under the leadership of Jürgen Steinemann, the BC management team continued to<br />

uphold the main strategic pillars: cost leadership, geographic expansion, and innovation.<br />

The outsourcing transaction with Hershey was brought to its full implementation level<br />

of approx. 80k metric tons per year.<br />

BACK TO TOP<br />

7


8<br />

IN OCTOBER 2009 BC joined the UTZ certified programme and in May <strong>2010</strong> BC<br />

and the Malaysian Cocoa Board signed a collaborative research<br />

agreement on controlled fermentation of cocoa beans. These<br />

efforts, along with the “Partenaire de Qualité” programme in<br />

Ivory Coast, aim to improve cocoa bean quality and increase<br />

plantation yield in order to improve the living conditions of BC’s<br />

suppliers (farmers) and employees.<br />

IN DECEMBER 2009 Spain’s Chocovic was acquired and successfully integrated.<br />

IN MAY <strong>2010</strong> the new chocolate factory in Brazil was inaugurated.<br />

IN SEPTEMBER <strong>2010</strong> Kraft Foods and Barry Callebaut signed a long-term global<br />

supply agreement.<br />

ADECCO once again experienced a trying period with negative growth rates for its top<br />

line until December 2009. Since then Adecco has been in recovery, with growth back to<br />

+ 13% and EBITA at 3.8% between April and June. The closing price at the end of J<strong>AG</strong>’s<br />

fiscal year was CHF 51.35, resulting in TSR of -6.8%. Patrick de Maeseneire and the<br />

Adecco management team made substantial efforts, both professional and financial, to<br />

improve Adecco’s corporate efficiency and give it the extra leverage required for the next<br />

upswing. The result: a new EBITA target of 5.5%.<br />

Management has demonstrated that Adecco’s business model is flexible and highly<br />

adaptive to economic change. MPS and Spring, the two <strong>com</strong>panies recently acquired, are<br />

in the midst of successful integration and are delivering the desired results. MPS in<br />

particular has shifted Adecco’s revenue mix towards professional staffing.<br />

INFRONT<br />

In <strong>2010</strong> Infront successfully delivered on close to 1’900 event days, including 13 World<br />

Championships. The <strong>com</strong>pany maintains 24 offices in ten countries world-wide,<br />

employs more than 500 people and serves around 130 rights-in clients, as well as hun -<br />

dreds of media <strong>com</strong>panies and sponsor brands around the world. In its role as exclusive<br />

media rights advisor to the Lega Calcio, Infront has helped to close agreements on national<br />

media rights for Italy. In the most important sports event of the year, the FIFA World<br />

Cup, Infront delivered excellent performance in both media sales for Asia (JV with<br />

Dentsu) and host broadcasting, with the first 3D live coverage of a major sports event.<br />

Infront has been profitable since its inception and this was also the case in 2009, where<br />

despite the challenging overall economic situation an increase in operating performance<br />

has been achieved. Further growth is forecasted for <strong>2010</strong>, underpinning the <strong>com</strong>pany’s<br />

solid financial performance and confirming its strategy of seeking the “number one”<br />

position in each of its key business segments.<br />

BACK TO TOP


We are a trifle uncertain about this year’s OUTLOOK. Fundamentally, however, we see no<br />

indications that value creation will not continue at BC, Adecco and Infront. We wish to<br />

thank all members of the Board, the management and employees of J<strong>AG</strong> and our investment<br />

<strong>com</strong>panies, as well as the Family Council, for their continued support during the<br />

past year.<br />

DR. W. ANDREAS JACOBS<br />

CHAIRMAN OF THE BOARD<br />

MARKUS FIECHTER<br />

CHIEF EXECUTIVE OFFICER (CEO)<br />

BACK TO TOP<br />

9


STAKEHOLDERS’ MANUAL<br />

11


12<br />

OUR PRINCIPLES<br />

OUR BUSINESS MODEL <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> invests in <strong>com</strong>panies around the world<br />

that hold out the promise of attaining – and maintaining – significant positions in their<br />

markets. The model we have adopted concentrates on the long-term development of the<br />

<strong>com</strong>panies in our portfolio, and we focus our energies on a few selected industries,<br />

notably people and food. Furthermore, it is one of our declared principles not to invest in<br />

<strong>com</strong>panies that specialize in alcohol, cigarettes, or military-related activities.<br />

Active participation and responsible ownership are central to our identity as a professional<br />

investment firm. We fulfill our responsibilities through our work on the boards of<br />

the <strong>com</strong>panies in our portfolio, exercising appropriate influence over each one individually.<br />

<strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>, the professional investment <strong>com</strong>pany, and the <strong>Jacobs</strong> Foundation,<br />

the charitable non-profit organization, are separate and distinct organizations; both<br />

maintain separate boards of directors and management.<br />

The two institutions are linked by the Family Council, which proposes the board members<br />

of <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> and has a right of veto when candidates are proposed for the<br />

board of the <strong>Jacobs</strong> Foundation. Through the Family Council, the <strong>Jacobs</strong> family ensures<br />

that <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>’s activities are a true reflection of their values and spirit.<br />

OUR GUIDING PRINCIPLES <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>’s primary objective is to function as a<br />

<strong>com</strong>petitive, professional investment firm safeguarding the entrepreneurial tradition of<br />

the <strong>Jacobs</strong> family through an active approach to investments.<br />

Our mission is to create sustained value for and deliver dividends to the <strong>Jacobs</strong><br />

Foundation, ultimately contributing to the personal development of young people<br />

around the world.<br />

Our strategy for realizing this mission is to invest in a limited number of holdings with<br />

the potential to achieve or maintain global leadership positions in their respective<br />

industries, and to create value.<br />

BACK TO TOP


OUR CORPORATE PRINCIPLES<br />

LONG-TERM VALUE The objective of the enterprise is to create long-term value. Total<br />

Shareholder Return is our principal performance metric.<br />

TALENTED PEOPLE We believe that the skills and abilities of our people ensure<br />

successful business growth.<br />

ENTREPRENEURSHIP We believe that entrepreneurial spirit and risk-taking are an<br />

essential part of an entrepreneurial team effort.<br />

BEST PRACTICE IN CORPORATE GOVERNANCE We believe that excellence in corporate<br />

governance is a key driver of value.<br />

TRUST AND ACCOUNTABILITY We believe that trust and accountability are paramount<br />

principles in linking entrepreneurship to value creation.<br />

SPEED We believe that speed is essential in a rapidly changing business environment.<br />

SIMPLICITY We believe in simple and effective organization and <strong>com</strong>munication.<br />

OUR PEOPLE People are the single most important drivers of success. As spelled out in<br />

our corporate principles, our employees are central to our vision of success, as are high<br />

standards in corporate governance.<br />

Our employees boast specialist expertise, a professional attitude, solid ethics and flexibility.<br />

At all levels, it is they who determine the financial success of our enterprise, and<br />

their performance and impact are reflected in their remuneration. We help to increase<br />

their market value by means of appropriate employment, job rotation, and further<br />

education and training.<br />

BACK TO TOP<br />

13


14<br />

OUR ORGANIZATIONAL MODEL<br />

<strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> is governed by a two-tier organizational structure <strong>com</strong>prising the<br />

Board of Directors and Management.<br />

<strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>’s Board of Directors is the <strong>com</strong>pany’s ultimate decision-making<br />

body. It bears responsibility for the long-term success of <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>. The posts<br />

of the members are non-executive. The Family Council appoints the Chairman of the<br />

Board, who has an executive function and is a member of the <strong>Jacobs</strong> family.<br />

Our Business Regulations set out certain criteria for the ideal <strong>com</strong>position of our Board.<br />

Accordingly, Board members must have the experience and ability to fulfill their individual<br />

responsibilities.<br />

Collectively, the Board should display a proven entrepreneurial track record and know -<br />

ledge of the specific industries in which we invest. It must also offer international expertise<br />

and experience in the fields of investment management, corporate finance, strategy development<br />

and implementation, family businesses, human resources and talent management.<br />

<strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> Management <strong>com</strong>prises a CEO (Chief Executive Officer), a CFO<br />

(Chief Financial Officer), two investment managers, a financial controller, a treasurer<br />

and a corporate secretary. The CEO is responsible for day-to-day decisions at <strong>Jacobs</strong><br />

<strong>Holding</strong> <strong>AG</strong>. The CFO is responsible for all finance-related activities at <strong>Jacobs</strong> <strong>Holding</strong><br />

<strong>AG</strong>, including financial controlling/accounting and treasury operations. The CEO and<br />

CFO both work closely with the Chairman and the investment managers to monitor and<br />

support <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>’s holdings.<br />

The Board has formed the following <strong>com</strong>mittees: The MDC (Management Development<br />

Committee) and the ARC (Audit & Risk Committee). The MDC – which is known in<br />

other <strong>com</strong>panies as the Nomination & Compensation Committee – is responsible for the<br />

selection and <strong>com</strong>pensation of the members of <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>’s Board and<br />

Management. The MDC also evaluates the performance of the CEO and the CFO.<br />

Furthermore, it ensures that Human Resources policies are set up and implemented<br />

throughout the Group so that <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> achieves its target of attracting and<br />

retaining outstanding talent.<br />

The ARC has focused mainly on establishing corporate governance rules for <strong>Jacobs</strong><br />

<strong>Holding</strong> <strong>AG</strong>. One of its main achievements has been the implementation and improvement<br />

of a risk management process to assess portfolio <strong>com</strong>pany risk. In line with new<br />

legislation, the ARC actively monitors the implementation of the IKS, the internal<br />

control system required by the Swiss Code of Obligation.<br />

BACK TO TOP


OUR GOVERNANCE STRUCTURE<br />

BOARD OF DIRECTORS<br />

W. Andreas <strong>Jacobs</strong> Executive Chairman (ALSO CHAIRMAN OF THE MDC AND<br />

Michael Hilti Member<br />

Franz B. Humer Member<br />

MEMBER OF THE ARC)<br />

Nicolas <strong>Jacobs</strong> Member (ALSO MEMBER OF THE MDC)<br />

Philippe <strong>Jacobs</strong> Member (ALSO MEMBER OF THE ARC)<br />

Renata <strong>Jacobs</strong> Member<br />

Conrad Meyer Member (ALSO CHAIRMAN OF THE ARC AND MEMBER OF THE MDC)<br />

MAN<strong>AG</strong>EMENT<br />

Markus Fiechter CEO<br />

Daniel Pfister CFO<br />

Johan Fahlén Investment Manager<br />

Thomas Hagmann Investment Manager<br />

Michael Albert Head of Controlling and Accounting<br />

Andreas Zimmermann Treasurer<br />

Michael Tuchschmid Corporate Secretary<br />

BACK TO TOP<br />

15


16<br />

PERFORMANCE METRICS<br />

Traditionally, the <strong>Annual</strong> <strong>Report</strong> has focused on the financial statements of <strong>Jacobs</strong><br />

<strong>Holding</strong> <strong>AG</strong> on the one hand and the consolidated financial statements of the <strong>Jacobs</strong><br />

Group on the other hand. During the process of defining <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>’s strategy<br />

it became clear that these financial statements have some significant short<strong>com</strong>ings as<br />

measures of performance.<br />

In recent years, we introduced a new set of metrics and units that more properly reflect<br />

the essence of <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> as an investment <strong>com</strong>pany. These metrics were selected<br />

from a range of possible factors in line with <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> parameters:<br />

Investment pool, NAV (Net Asset Value) and TSR (Total Shareholder Return).<br />

<strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> holds assets that can be grouped into three different classes:<br />

Asset class A: consists of holdings in publicly traded <strong>com</strong>panies like Adecco SA<br />

and Barry Callebaut <strong>AG</strong><br />

Asset class B: consists of private <strong>com</strong>panies like Infront Sports & Media <strong>AG</strong><br />

Asset class C: consists of the family-tradition “credo” businesses (agribusiness)<br />

and other businesses<br />

Asset classes A and B make up the investment pool, i.e. the assets that <strong>Jacobs</strong> <strong>Holding</strong><br />

<strong>AG</strong> manages as an active investor for the purpose of long-term value creation.<br />

We carefully monitor the net asset value development of our holdings in the investment<br />

pool. The net asset value of the investment pool itself is defined as the market value of<br />

the investment pool, less its financing.<br />

We take a conservative approach to valuing our assets. Our holdings in public <strong>com</strong>panies<br />

are valued using the share price on the last trading day of the financial year.<br />

We currently hold shares in two public <strong>com</strong>panies:<br />

> Adecco SA (ADEN VX)<br />

> Barry Callebaut <strong>AG</strong> (BARN SW)<br />

Our holdings in private <strong>com</strong>panies are at book value unless a market valuation can be<br />

estimated with reasonable accuracy using <strong>com</strong>parable <strong>com</strong>panies or from an arm’slength<br />

transaction. This includes all necessary write-offs on the basis of impairment<br />

tests or revaluations. In case of a divestiture, the resulting book profit or book loss is<br />

automatically taken into account in the calculation of NAV performance.<br />

BACK TO TOP


The financing of the investment pool is represented by the balance sheet debt. The NAV<br />

of the investment pool at the end of financial year <strong>2010</strong> was CHF 2.9bn – up by 13.3%<br />

over the previous financial year.<br />

The key performance metric for the Board and the Management is TSR, which is defined<br />

as the sum of the annual change in the NAV of the investment pool, plus the dividend<br />

paid out to the <strong>Jacobs</strong> Foundation, if any, and the cash transfers required to fund businesses<br />

outside the investment pool during the financial year, less the net asset value at the<br />

beginning of that year.<br />

In financial year <strong>2010</strong> the NAV increased by CHF 299.3m. Net cash outflows from the<br />

investment pool amounted to CHF 43.3m. This implies a TSR of CHF 342.6m, or<br />

13.3%. Over the same period, the total return produced by the SMIC was 2.5%.<br />

FAIR MARKET VALUE CALCULATION SEP 10 SEP 09 CHANGE<br />

ADECCO SA<br />

Share price CHF 51.35 55.10 -6.8%<br />

x Number of shares MILLIONS 15.07 15.07<br />

= Market value of <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> shares<br />

+ Value creation additional Adecco Investment<br />

CHFM 774 830<br />

<strong>Jacobs</strong> Venture <strong>AG</strong> and Triventura <strong>AG</strong> CHFM -18 -11<br />

= Total value of <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> Adecco Investment CHFM 756 819<br />

BARRY CALLEBAUT <strong>AG</strong><br />

Share price CHF 768.50 613.50 +25.3%<br />

x Number of shares MILLIONS 2.59 2.59<br />

= Market value of <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> shares CHFM 1’991 1’589<br />

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17


JACOBS HOLDING <strong>AG</strong> BOARD OF DIRECTORS<br />

FROM LEFT TO RIGHT<br />

COMMITTEES FIRST ELECTION<br />

W. Andreas <strong>Jacobs</strong> (1963) Chairman <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> A, B* 2004<br />

Michael Hilti (1946) Board of Directors Hilti Group 2009<br />

Franz B. Humer (1946) Chairman Roche <strong>Holding</strong> <strong>AG</strong> 2009<br />

Nicolas <strong>Jacobs</strong> (1982) Director Business Development Western Europe<br />

Barry Callebaut B 2008<br />

Philippe <strong>Jacobs</strong> (1984) Investment Banker Royal Bank of Scotland A 2008<br />

Renata <strong>Jacobs</strong> President <strong>Jacobs</strong> Family Council 2008<br />

Conrad Meyer (1949) Prof. University Zurich; Chairman NZZ Group A*, B 2000<br />

A AUDIT & RISK COMMITTEE (ARC), B MAN<strong>AG</strong>EMENT DEVELOPMENT COMMITTEE (MDC), * COMMITTEE CHAIRMAN<br />

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19


W. ANDREAS JACOBS<br />

20<br />

W. ANDREAS JACOBS CHAIRMAN<br />

W. Andreas <strong>Jacobs</strong>, born in Bremen in 1963, has been an independent entrepreneur since<br />

1992 with a stake in several European and North American <strong>com</strong>panies. He is currently the<br />

principal shareholder of Minibar <strong>AG</strong> and Acentic GmbH, and a minority investor in<br />

several other <strong>com</strong>panies. Since 2001, W. Andreas <strong>Jacobs</strong> has taken over several executive<br />

functions of the <strong>Jacobs</strong> Family business. He serves as Executive Chairman of <strong>Jacobs</strong><br />

<strong>Holding</strong> <strong>AG</strong>, Executive Chairman of Barry Callebaut <strong>AG</strong>, and Chairman of Infront<br />

Sports & Media <strong>AG</strong>. In May 2006, <strong>Jacobs</strong> became Member of the Board of Directors of<br />

Adecco SA.<br />

Before embarking on his entrepreneurial activities, W. Andreas <strong>Jacobs</strong> worked as a<br />

consultant and project manager with The Boston Consulting Group in Munich from<br />

1991 to 1993.<br />

W. Andreas <strong>Jacobs</strong> studied law at the universities of Freiburg im Breisgau, Munich and<br />

Montpellier, and subsequently obtained a post-graduate degree in European <strong>com</strong>petition<br />

law (Dr. iur.) from the university of Freiburg. He was later awarded a Master of Business<br />

Administration by INSEAD in Fontainebleau.<br />

W. Andreas <strong>Jacobs</strong> is married to Natalie <strong>Jacobs</strong> and has four children.<br />

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JACOBS HOLDING <strong>AG</strong> MAN<strong>AG</strong>EMENT<br />

FROM LEFT TO RIGHT<br />

Michael Albert<br />

Johan Fahlén<br />

Markus Fiechter<br />

Thomas Hagmann<br />

Daniel Pfister<br />

Michael Tuchschmid<br />

Andreas Zimmermann<br />

BACK TO TOP<br />

23


MARKUS FIECHTER<br />

DANIEL PFISTER<br />

24<br />

MARKUS FIECHTER CHIEF EXECUTIVE OFFICER<br />

Markus Fiechter, born in Switzerland in 1956, joined <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> as Chief<br />

Executive Officer in September 2004. In close cooperation with the board and the chairman<br />

of the board, W. Andreas <strong>Jacobs</strong>, he manages <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>, supports existing<br />

portfolio investments with a focus on shareholder interests, and develops investment<br />

plans for non-invested financial resources.<br />

From 1994 to 2004, Markus Fiechter was the CEO of the Minibar Group. Minibar is a<br />

major worldwide supplier of mini-bars, safes and pay-TV systems to the hospitality<br />

industry.<br />

Before managing the Minibar Group, he was with Boston Consulting Group for three<br />

years in the role of Project Leader and Manager. Markus Fiechter’s business activities<br />

started with Mettler Toledo in Greifensee, the world’s leading manufacturer of balances,<br />

scales and analytical instruments, where he worked as head of distribution logistics, as<br />

Sales Manager Switzerland, and as manager global business unit Titration.<br />

Markus Fiechter holds a Master’s degree in Chemical Engineering from the Swiss Federal<br />

Institute of Technology (dipl. Chem. Ing. ETH) and a Master of Business Administration<br />

from the University of St. Gallen (lic. oec. HSG).<br />

Markus Fiechter is married to Monica Triner Fiechter and has two daughters.<br />

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DANIEL PFISTER CHIEF FINANCIAL OFFICER<br />

Daniel Pfister, born in Zurich in 1960, joined <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> in April 2000. He is<br />

Chief Financial Officer at <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>. In addition to his duties as CFO, he serves<br />

on the boards of various portfolio <strong>com</strong>panies. In recent years, much of his work has<br />

involved leading restructuring, financing and divestment projects. At <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong><br />

he heads up the investment group managing Infront Sports & Media <strong>AG</strong> and, in this<br />

capacity, has a seat on the Infront Board.<br />

Before joining <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>, he worked from 1991 to 2000 with Klosterfrau <strong>AG</strong>,<br />

Zurich, a Swiss holding <strong>com</strong>pany that controls various investments in Europe and the<br />

USA. During this time he was involved in controlling, investment management, mergers<br />

and acquisitions, and various projects.<br />

Daniel Pfister’s early career included banking at Credit Suisse, finance and treasury<br />

activities at Marc Rich & Co. and the Commercial Metals Company (both <strong>com</strong>modity<br />

trading <strong>com</strong>panies), as well as sales and marketing at Trisport <strong>AG</strong>, an importer of<br />

sporting goods into Switzerland.<br />

Daniel Pfister has a business administration degree in finance and accounting from FHS<br />

Lucerne and is also a chartered financial controller, SIB.<br />

He is married to Erika Pfister and has three children.<br />

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25


JOHAN FAHLÉN<br />

THOMAS H<strong>AG</strong>MANN<br />

26<br />

JOHAN FAHLÉN INVESTMENT MAN<strong>AG</strong>ER<br />

Johan Fahlén was born in 1978 in Falkenberg, Sweden. He joined <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> in<br />

December 2006 as the investment manager responsible for Adecco SA and Infront Sports<br />

& Media <strong>AG</strong>.<br />

Johan Fahlén’s professional career started at McKinsey&Company in Stockholm, where<br />

he worked as a management consultant for three years. During this time he conducted<br />

various projects in strategy, turnaround, due diligence and operational improvement in<br />

various sectors. Prior to joining <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>, he worked as Group Management<br />

Coordinator and Senior Project Manager at Nybron Flooring International, Europe’s<br />

largest wood flooring <strong>com</strong>pany. His responsibilities involved developing corporate strategy,<br />

conducting due diligence on acquisition targets, managing parts of the corporate<br />

sales process, and identifying and leading operational improvement projects.<br />

Johan Fahlén holds an MSc degree in Industrial Engineering and Management from<br />

Chalmers University of Technology, Gothenburg, Sweden, and was an exchange student<br />

at Haas Business School, UC Berkeley, California, and the ETH Zurich. He has also<br />

studied business and administration at the Gothenburg School of Economics,<br />

Gothenburg, Sweden.<br />

THOMAS H<strong>AG</strong>MANN INVESTMENT MAN<strong>AG</strong>ER<br />

Thomas Hagmann, born in 1978 in Zurich, joined <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> in May 2008 as<br />

the investment manager responsible for Barry Callebaut <strong>AG</strong>. His responsibilities in this<br />

role include strategy development, M&A, financial and operational analysis, implementation<br />

work, and the development of <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>’s investment strategy.<br />

Prior to joining <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> Thomas Hagmann worked as a strategy consultant<br />

for Deloitte and Bain & Company, where he assisted leading organizations in the manufacturing,<br />

financial services, and service and airline industries. His experience covers<br />

strategy, <strong>com</strong>mercial due diligence, new business set-up, organization design and process<br />

improvement.<br />

Thomas Hagmann holds a Master’s degree of Business Administration from the<br />

University of St. Gallen (lic. oec. HSG). He was an MBA exchange student at Nanyang<br />

Business School in Singapore.<br />

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MICHAEL ALBERT HEAD OF CONTROLLING AND ACCOUNTING<br />

Michael Albert, born in 1970 in Lucerne, joined the <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> team in July<br />

2003 as Head of Controlling and Accounting. In this function he is responsible for<br />

<strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>’s year-end closing and coordination of Group consolidation. Other<br />

main tasks include the monitoring of reporting within the <strong>Jacobs</strong> Group, responsibility<br />

for the accounting of some Group <strong>com</strong>panies, and supporting <strong>Jacobs</strong> Group <strong>com</strong>panies<br />

in controlling and financial matters. Before joining <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>, from 1997 to<br />

2002, he worked as a Group Controller for Komax <strong>Holding</strong> <strong>AG</strong>. During this time he was<br />

responsible for consolidation, for managerial support to subsidiaries, and for controlling<br />

functions within the Group.<br />

Michael Albert holds a Business Administration degree in Finance and Controlling from<br />

the Hochschule für Wirtschaft Zürich (HWZ) and a Master of Advanced Studies (MAS)<br />

in Corporate Finance from the Fachhochschule Nordwestschweiz.<br />

ANDREAS ZIMMERMANN TREASURER<br />

Andreas Zimmermann, born in 1973 in Visp, joined the <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> team in<br />

November 2000 as Assistant Treasurer. In this function he is responsible for cash management,<br />

insurance and risk management. In September 2004 he was also made responsible<br />

for monitoring Adecco SA.<br />

Andreas Zimmermann holds a Business Administration degree in Finance from the<br />

Fachhochschule Visp, and is a certified financial analyst (CIIA). He is married to Reyhan<br />

Zimmermann and has two daughters.<br />

MICHAEL TUCHSCHMID CORPORATE SECRETARY<br />

Michael Tuchschmid, born in 1973 in Geneva, joined <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> in January<br />

2009 as a Corporate Secretary. He serves as Secretary to the Board of Directors and is<br />

responsible for corporate legal affairs, contracts, records and <strong>com</strong>pliance within the<br />

<strong>com</strong>pany. Michael Tuchschmid worked with KPMG as an auditor and as a law clerk at<br />

the Commercial Court of the Canton of Aargau. Before joining <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong>,<br />

he worked as an attorney at law in Zurich. The focus of his practice was in sports law,<br />

contract law, <strong>com</strong>mercial litigation and arbitration.<br />

He published various works in the field of civil procedure law and sports law. Michael<br />

Tuchschmid has <strong>com</strong>pleted a Master of Law at the University of Zurich and, in addition,<br />

has studied at the University of Paris X. He was awarded a Master of Laws (LL.M.) by<br />

the Bond University, Australia. He is a member of the Zurich Bar Association (inactive<br />

status).<br />

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MICHAEL ALBERT<br />

ANDREAS ZIMMERMANN<br />

MICHAEL TUCHSCHMID<br />

27


PORTFOLIO<br />

29


30<br />

ADECCO SA<br />

SMI INDEX<br />

ADECCO SA<br />

WWW.ADECCO.COM<br />

KEY FINANCIAL DATA 31.12.09 31.12.08 31.12.07 31.12.06 31.12.05<br />

CHFM<br />

Market cap 9’909 6’232 11’175 15’388 11’278<br />

Share price in CHF 57.05 35.78 61.25 83.25 60.60<br />

Dividend/share in CHF 0.75 1.50 1.50 1.20 1.00<br />

EURM<br />

Net sales 14’797 19’965 21’090 20’417 18’303<br />

Gross profit 2’649 3’673 3’927 3’546 3’086<br />

EBITA 299 908 1’054 816 614<br />

Net in<strong>com</strong>e 8 495 735 611 453<br />

Cash flows from operating activities 477 1’054 1’062 747 298<br />

SHARE PRICE DEVELOPMENT Between September 2001 and September <strong>2010</strong>,<br />

Adecco SA underperformed its benchmark, the SMI, by 14.7%.<br />

120%<br />

100%<br />

80%<br />

60%<br />

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THE COMPANY Adecco SA is the world leader in human-resource solutions, with a <strong>com</strong>prehensive<br />

service offering that includes temporary and contract staffing, outsourcing,<br />

permanent recruitment, outplacement and career services, training and consulting. The<br />

Adecco Group network connects over 700’000 associates with clients each day through<br />

its network of over 31’000 employees (FTEs) and more than 5’500 offices in over 60<br />

countries and territories around the world. Adecco SA is ranked 427 in the Fortune<br />

Global 500 list. Adecco SA is registered in Switzerland (ISIN: CH0012138605) and listed<br />

on the Swiss Stock Exchange with trading on SWX Europe (SWX: ADEN) and the<br />

Euronext Paris (EURONEXT: ADE).<br />

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PERFORMANCE FOR FINANCIAL YEAR 2009 The Adecco Group was confronted<br />

with an exceptionally challenging business environment. Revenues decreased in 2009<br />

<strong>com</strong>pared to 2008 by 26% to EUR 14’797m or by 27% excluding acquisitions and currency<br />

impact. Revenues declined in 2009 by doubledigit percentages in all geographies<br />

except in the emerging markets.<br />

PERFORMANCE DURING THE FIRST HALF OF FINANCIAL YEAR <strong>2010</strong> Revenues<br />

for the first six months of <strong>2010</strong> were EUR 8’608m. Compared to the same period last<br />

year, revenues increased by 18%, or 16% in constant currency. Acquisitions, chiefly of<br />

the MPS Group, made up 10% of revenues. EBITA increased from EUR 75m to EUR<br />

281m, net in<strong>com</strong>e from EUR -124m to EUR 154m. Patrick De Maeseneire, CEO of the<br />

Adecco Group, notes: “Business conditions in Q2 <strong>2010</strong> improved considerably. We<br />

delivered strong growth in our main markets of France and North America. Germany,<br />

Italy, the Nordic countries and emerging markets posted strong double-digit revenue<br />

growth as well. Demand was particularly strong in the industrial segment, but our professional<br />

staffing business also returned to growth in the second quarter. We achieved a<br />

gross margin of 17.8%, thanks to continued strict price discipline and our increased<br />

exposure to professional staffing. Costs were tightly controlled and remained flat, both<br />

organically and adjusted. As a result, we achieved an EBITA margin of 3.8%, an<br />

im prove ment of 100 bps <strong>com</strong>pared to the previous year adjusted. To date, we see no<br />

evidence of a slowdown in our business and demand is robust across most markets.”<br />

OUTLOOK The revenue trend improved strongly throughout the second quarter of <strong>2010</strong>,<br />

and there is no slowdown in the third quarter of <strong>2010</strong>. Despite current concerns about<br />

the sustainability of the economic recovery, developments in the staffing industry continue<br />

to signal healthy demand, and management is confident of strong revenue development<br />

near term. The acquired businesses, Spring and MPS, are delivering results exceeding<br />

expectations and the integration and achievement of targeted synergies are well on track.<br />

The good results attained in the third quarter of this year show that the Adecco Group is<br />

delivering on its strategy and is making sound progress towards achieving its mid-term<br />

EBITA margin target of above 5.5%.<br />

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31


32<br />

ADECCO SA<br />

CONTINUED<br />

SENIOR MAN<strong>AG</strong>EMENT<br />

Patrick De Maeseneire CHIEF EXECUTIVE OFFICER, Dominik de Daniel CHIEF FINANCIAL OFFICER,<br />

Christian Vasino CHIEF HUMAN RESOURCES, Sergio Picarelli CHIEF SALES OFFICER, Francois<br />

Davy REGIONAL HEAD OF FRANCE, SWITZERLAND & INDIA, Tig Gilliam REGIONAL HEAD OF NORTH<br />

AMERICA, Alain Dehaze REGIONAL HEAD OF NORTHERN EUROPE, Mark du Ree REGIONAL HEAD OF<br />

JAPAN & ASIA, Andreas Dinges REGIONAL HEAD OF GERMANY & AUSTRIA, Federico Vione REGIONAL<br />

HEAD OF ITALY & EASTERN EUROPE, Enrique Sanchez REGIONAL HEAD OF IBERIA & SOUTH AMERICA,<br />

Peter Searle REGIONAL HEAD OF UK & IRELAND<br />

BOARD MEMBERS<br />

Rolf Dörig CHAIRMAN, Thomas O’Neill VICE-CHAIRMAN, Jakob Baer, W. Andreas <strong>Jacobs</strong>,<br />

Francis Mer, David Prince, Judith A. Sprieser, Wanda Rapaczynsk, Alexander Gut OTHER<br />

MEMBERS<br />

JACOBS HOLDING <strong>AG</strong>’S STAKE IN ADECCO SA AT 30.9.<strong>2010</strong><br />

DIRECT OWNERSHIP 5.4%, JACOBS HOLDING <strong>AG</strong>, JACOBS VENTURE <strong>AG</strong>* AND TRIVENTURA <strong>AG</strong>’S* NET<br />

VALUE OF ADECCO INVESTMENT CHF 755m, PERCENT<strong>AG</strong>E OF JACOBS HOLDING <strong>AG</strong>’S INVESTMENT<br />

POOL 24.9%, TOTAL OWNERSHIP TOGETHER WITH MEMBERS OF THE JACOBS FAMILY 18.6%<br />

*JACOBS VENTURE <strong>AG</strong> AND TRIVENTURA <strong>AG</strong> ARE SINGLE-PURPOSE VEHICLES.<br />

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JACOBS VENTURE <strong>AG</strong><br />

THE COMPANY <strong>Jacobs</strong> Venture <strong>AG</strong> is owned 50.5% by <strong>Jacobs</strong> <strong>Holding</strong> <strong>AG</strong> and 49.5%<br />

by <strong>Jacobs</strong> family members. It is a single-purpose vehicle. <strong>Jacobs</strong> Venture <strong>AG</strong> conducts no<br />

other business and serves only as a financing <strong>com</strong>pany.<br />

FINANCING <strong>AG</strong>REEMENT WITH DEUTSCHE BANK On 5 December 2005, <strong>Jacobs</strong><br />

Venture <strong>AG</strong> entered into a share-purchase agreement with Akila Finance SA to buy<br />

12’000’000 Adecco SA shares. The transaction was financed by way of a collateralized<br />

equity-linked limited liability obligation (CELLO) in the amount of CHF 756m, issued<br />

by Deutsche Bank through Sonata Securities SA. The CELLO bond was a new and innovative<br />

non-recourse financing tool, offered to institutional investors and successfully<br />

placed on 9 December 2005. The bond was issued at 100% and has a coupon of 1.5%<br />

p.a. The shareholders of <strong>Jacobs</strong> Venture <strong>AG</strong> have pledged 20’170’829 Adecco shares as<br />

sole collateral for the bond. The financing’s maturity date is 9 December <strong>2010</strong>.<br />

CELLO-BOND DEVELOPMENT From its inception in December 2005 until September<br />

<strong>2010</strong>, the CELLO bond has posted performance of 7.8%. The bond is traded on the<br />

Luxembourg Stock Exchange’s Euro MTF Market (ISIN: XS0238008709).<br />

80%<br />

60%<br />

40%<br />

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BOARD MEMBERS<br />

W. Andreas <strong>Jacobs</strong> CHAIRMAN, Nicolas <strong>Jacobs</strong>, Philippe <strong>Jacobs</strong>, Renata <strong>Jacobs</strong>, Conrad<br />

Meyer MEMBERS<br />

JACOBS VENTURE <strong>AG</strong>’S STAKE IN ADECCO SA AT 30.9.<strong>2010</strong><br />

OWNERSHIP 6.5%<br />

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ADECCO SA<br />

CELLO-BOND<br />

33


34<br />

BARRY CALLEBAUT <strong>AG</strong><br />

SPI INDEX<br />

BARRY CALLEBAUT <strong>AG</strong><br />

WWW.BARRY-CALLEBAUT.COM<br />

KEY FINANCIAL DATA 31.08.10 31.08.09 31.08.08 31.08.07 31.08.06<br />

CHFM<br />

Market cap 3’631.9 2’967.6 3’743.1 4’510.8 2’833.2<br />

Net debt 870.8 942.7 1’041.2 930.2 906.9<br />

Sales volume (in k tons) 1’305.3 1’213.6 1’166.0 1’059.2 976.7<br />

Net sales 5’213.8 4’880.2 4’815.4 4’106.8 3’713.2<br />

EBITDA 470.7 456.1 44<strong>3.7</strong> 427.1 392.5<br />

EBIT 370.4 350.8 341.1 324.0 295.0<br />

Net profit 251.7 226.9 209.1 207.0 189.70<br />

Pay-out per share in CHF 14.00* 12.5* 11.5* 11.5* 10.5*<br />

* PAR VALUE REDUCTION<br />

SHARE PRICE DEVELOPMENT Between September 2001 and September <strong>2010</strong>, Barry<br />

Callebaut <strong>AG</strong> overperformed its benchmark, the SPI, by 408%.<br />

700%<br />

600%<br />

500%<br />

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300%<br />

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THE COMPANY Barry Callebaut <strong>AG</strong>, the world’s leading manufacturer of high-quality<br />

cocoa and chocolate products, was created in the 1996 merger of Callebaut SA, a leading<br />

Belgian industrial chocolate <strong>com</strong>pany, and Group Barry, with its <strong>com</strong>plementary sourcing<br />

activities and semi-finished products. Today Barry Callebaut is active in 26 countries,<br />

operates 43 production facilities, employs approximately 7’500 people, and generates<br />

sales of some CHF 5 billion.<br />

PERFORMANCE Barry Callebaut <strong>AG</strong> has consistently exceeded the long-term global<br />

chocolate confectionery market growth of 2-3% p.a. and has delivered impressive average<br />

annual volume growth of 7.5% in the last five years. This growth is driven by cutting-edge<br />

products, intensive geographic expansion and continuous cost leadership.<br />

Major outsourcing contracts with Nestlé, Hershey’s, Cadbury, Morinaga and, recently,<br />

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Kraft Foods are a result of the <strong>com</strong>pany’s unique position as the only fully integrated<br />

chocolate <strong>com</strong>pany, able to serve its customers on a world-wide level.<br />

Between September 2009 and August <strong>2010</strong>, Barry Callebaut <strong>AG</strong> increased its volume by<br />

7.6%, from 1’213’610 tons to 1’305’280 tons, on a flat global market. In the same period,<br />

EBIT increased from CHF 351m to CHF 370.4m, which represents an increase in Swiss<br />

francs of 5.6%, or 7.9% in local currencies. Hence the <strong>com</strong>pany was able to deliver in line<br />

with its ambitious three-year targets despite only slowly recovering chocolate markets,<br />

high and volatile raw material prices, historically low butter prices, and unfavorable currency<br />

translation effects due to the strong Swiss franc.<br />

Barry Callebaut <strong>AG</strong> has continued its focused growth efforts during financial year 09/10<br />

in line with its three strategic pillars. The <strong>com</strong>pany expanded its geographic presence to<br />

South America and inaugurated a factory in Extrema, Brazil. Furthermore, Barry<br />

Callebaut strengthened its market leader position in Western Europe by <strong>com</strong>pleting the<br />

acquisition of Chocovic in December 2009. The long-term supply agreement signed with<br />

Kraft Foods in September <strong>2010</strong> is a key milestone in the history of Barry Callebaut and<br />

exemplifies the strength of the <strong>com</strong>pany and the success of its global expansion. The<br />

existing outsourcing agreements, as for instance with Hershey’s, were successfully<br />

ramped-up and the <strong>com</strong>pany is prepared to execute the most recent agreement.<br />

Barry Callebaut <strong>AG</strong> continues its efforts to ensure a sustainable cocoa supply chain.<br />

Having joined the UTZ certified cocoa programme, the <strong>com</strong>pany has also launched multiple<br />

certification projects with selected cooperatives in Ivory Coast. Barry Callebaut<br />

thus intends to further improve living conditions for farmers in its origin countries. In<br />

Malaysia, Barry Callebaut and the Malaysian Cocoa Board signed a Memorandum of<br />

Understanding on a collaborative research project that is expected to result in higher<br />

quality chocolate from Malaysian cocoa beans. Specifically, the collaboration aims to<br />

improve Malaysian cocoa bean quality, focusing on optimizing cocoa taste, enhancing<br />

the amount of functional <strong>com</strong>ponents, and altering color.<br />

OUTLOOK For the next financial year, Barry Callebaut will continue to grow its industrial<br />

segment by further ramping-up the growth in emerging markets, making market share<br />

gains in mature and consolidating markets, and implementing existing outsourcing contracts<br />

as well as targeting new ones. Tight cost control and continuous operational and<br />

<strong>com</strong>mercial improvements will help sustain profitable growth. A specific focus will be on<br />

further expanding the <strong>com</strong>pany’s “Gourmet and Specialty” business by leveraging the<br />

leading position of its global brands in the premium segment and the strong position of its<br />

various local brands and labels.<br />

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35


36<br />

BARRY CALLEBAUT <strong>AG</strong><br />

CONTINUED<br />

SENIOR MAN<strong>AG</strong>EMENT<br />

Juergen B. Steinemann CHIEF EXECUTIVE OFFICER, Victor Balli CHIEF FINANCIAL OFFICER,<br />

Massimo Garavaglia PRESIDENT EUROPE, David S. Johnson PRESIDENT NORTH AMERICA,<br />

Steven Retzlaff PRESIDENT GLOBAL SOURCING & COCOA, Dirk Poelman CHIEF OPERATIONS<br />

OFFICER, Hans Vriens CHIEF INNOVATION OFFICER<br />

BOARD MEMBERS<br />

W. Andreas <strong>Jacobs</strong> CHAIRMAN, Andreas Schmid VICE-CHAIRMAN, Rolando Benedick, James<br />

L. Donald, Markus Fiechter, Stefan Pfander, Urs Widmer OTHER MEMBERS<br />

JACOBS HOLDING <strong>AG</strong>’S STAKE IN BARRY CALLEBAUT <strong>AG</strong> AT 30.9.<strong>2010</strong><br />

OWNERSHIP 50.1%, MARKET VALUE OF HOLDING CHF 1’991m, PERCENT<strong>AG</strong>E OF JACOBS HOLDING<br />

<strong>AG</strong>’S INVESTMENT POOL 65.6%<br />

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INFRONT SPORTS & MEDIA <strong>AG</strong><br />

WWW.INFRONTSPORTS.COM<br />

THE COMPANY Infront Sports & Media <strong>AG</strong> (Infront), based in Zug, Switzerland, is one<br />

of the three top international full-service sports marketing <strong>com</strong>panies in the world. It has<br />

an exceptional track record in major events and a passionate team of experts helping to<br />

transform the industry. Infront has enhanced every area of sports marketing, including<br />

distribution of rights, host broadcast, programme production, event operations, brand<br />

development, marketing and sponsorship, and even online entertainment.<br />

Infront is a renowned player in the football sector. The Group works with top European<br />

Football Leagues, including Italy’s Lega Calcio as its exclusive global media rights advisor<br />

and production partner for Serie A. Infront has been cooperating with the French<br />

Football League for Ligue 1 since 2008 and, since <strong>2010</strong>, for Ligue 2, for which it handles<br />

host broadcast for its divisions until the 2011/2012 season. It works with ten national<br />

football associations including the DFB in Germany and several clubs, including Werder<br />

Bremen, FC Schalke 04, SC Freiburg, Fortuna Düsseldorf, AC Milan, U.S. Città di<br />

Palermo, CFC Genua, Cagliari Calcio and S.S. Lazio Roma. Infront is best known for<br />

working with football’s governing bodies. It successfully delivered the global media<br />

rights sales and host broadcast of the 2002 and 2006 FIFA World Cups and continues<br />

to be involved in the distribution of Asian media rights to the <strong>2010</strong> and 2014 FIFA<br />

World Cups (in a joint venture with Dentsu). The <strong>com</strong>pany’s dedicated and highly specialized<br />

host broadcast organization, Host Broadcast Services (HBS), delivered an excellent<br />

host broadcast of the <strong>2010</strong> FIFA World Cup with the first 3D live coverage of a<br />

major sports event. It has also been appointed to handle the host broadcast of the 2014<br />

FIFA World Cup, and contributes to UEFA Euro events.<br />

In the winter sports arena, Infront is the strongest, most experienced marketing agency,<br />

representing six out of seven Olympic winter sports federations at the international level.<br />

This includes exclusive partnerships with the international federations responsible for<br />

biathlon (IBU), curling (WCF), ice hockey (IIHF), luge (FIL), skeleton and bob (FIBT),<br />

and skiing (FIS), covering the respective top events at World Cup and/or World<br />

Championship level. Infront’s involvement in skiing is <strong>com</strong>prehensive. It markets the<br />

majority of the races in FIS World Cup series (media and marketing rights) on a collective<br />

basis, through agreements with 22 National Ski Associations and several Local<br />

Organizing Committees. The newly introduced marketing concept for FIS has shown significant<br />

benefits for FIS, the marketing partners and Infront. Currently, Infront also distributes<br />

title and presenting sponsorships for all FIS World Cup events in the Nordic disciplines<br />

and represents the prestigious Four Hills ski jumping tournament.<br />

Infront has successfully entered the Asian market with China as its base. It has already<br />

made a real impact via its key strategic partnership with the Chinese Basketball<br />

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37


38<br />

Association (CBA) for China’s top sport – basketball – at both professional league and<br />

national team level.<br />

FINANCIAL PERFORMANCE Infront has been profitable since its inception. This was<br />

also the case in 2009, when despite the challenging overall economic situation an<br />

increase in operating performance was achieved. Further growth is forecasted for <strong>2010</strong>,<br />

underpinning the <strong>com</strong>pany’s solid financial performance and confirming its strategy of<br />

seeking the “number one” position in each of its key business segments.<br />

OPERATIONAL PERFORMANCE In <strong>2010</strong> Infront successfully delivered on close to<br />

1’900 event days, including 13 World Championships. The <strong>com</strong>pany maintains 24<br />

offices in ten countries world-wide, employs more than 500 people, and serves around<br />

130 rights-in clients, as well as hundreds of media <strong>com</strong>panies and sponsor brands<br />

around the world. In its role as exclusive media rights advisor to the Lega Calcio, Infront<br />

has helped to close agreements on national media rights for Italy. In summer sports,<br />

Infront delivered two EHF Euro events, the FIVB Volleyball World Championship<br />

as well as the NBA Europe Live Tour Opening Game in Milan. It has also successfully<br />

distributed the rights to the <strong>2010</strong> IIHF World Championship in Germany (media/<br />

marketing) and co-organized the world-record open game between Germany and the<br />

USA, with 77’803 spectators attending.<br />

Infront has introduced a new marketing platform for the FIS Alpine World Cup, implemented<br />

at the start of the 2009/<strong>2010</strong> season, and has signed a new marketing agreement<br />

for the Four Hills ski jumping tournament until 2013/14. In the area of new business<br />

development, Infront has further expanded its rights portfolio through successful contract<br />

extensions, acquisitions and new business wins. It has increased its Italian football business<br />

by contracting AC Milan and CFC Genua. Infront took over the management of the<br />

Iffezheim Racecourse and has already managed to significantly improve performance<br />

there.<br />

BACK TO TOP


OUTLOOK The sports industry continues to generate attractive growth rates. Infront<br />

aims to outperform industry growth by fully capitalizing on acquisition synergies in<br />

cross-selling as well as on the cost side. Asia remains an attractive growth market and the<br />

<strong>com</strong>pany will lead the development of the Chinese market. Infront will continue to focus<br />

on many new business opportunities in the sports marketing area.<br />

SENIOR MAN<strong>AG</strong>EMENT<br />

GROUP MAN<strong>AG</strong>EMENT COMMITTEE (GMC): Philippe Blatter PRESIDENT & CEO, Stephan<br />

Herth EXECUTIVE DIRECTOR SUMMER SPORTS, Bruno Marty EXECUTIVE DIRECTOR WINTER SPORTS,<br />

Wolfgang Streit EXECUTIVE DIRECTOR FINANCE & ADMINISTRATION<br />

EXTENDED MAN<strong>AG</strong>EMENT TEAM (XMT): Thomas Lessenich DIRECTOR SPORTS SERVICES,<br />

Thomas Oehninger DIRECTOR LEGAL & TAX AFFAIRS, Uwe Ploch DIRECTOR SUMMER SPORTS,<br />

Francis Tellier CEO HOST BROADCAST SERVICES (RESPONSIBLE FOR PRODUCTION SERVICES), Hans-<br />

Peter Zurbruegg DIRECTOR BUSINESS DEVELOPMENT<br />

BOARD MEMBERS<br />

W. Andreas <strong>Jacobs</strong> CHAIRMAN, Nicole Junkermann VICE-CHAIRMAN, Marco Bogarelli,<br />

Günter Netzer, Daniel Pfister, Uli Sigg, Martin Steinmeyer OTHER MEMBERS<br />

JACOBS HOLDING <strong>AG</strong>’S STAKE IN INFRONT SPORTS & MEDIA <strong>AG</strong> AT 30.9.<strong>2010</strong><br />

OWNERSHIP 59.8%<br />

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40<br />

<strong>AG</strong>RI BUSINESS<br />

NEWSELLS PARK<br />

THE COMPANY Newsells Park Stud owns around 550 hectares of land near Newmarket,<br />

UK, one of the world’s foremost horse-breeding centres. The stud ac<strong>com</strong>modates 100<br />

high-quality broodmares, producing approximately 80 foals each year. The majority of<br />

these foals are sold as yearlings the following year at all the key auctions in the UK,<br />

Ireland, France and Germany. A small number are retained to race to provide further<br />

<strong>com</strong>mercial sales opportunities or future breeding stock for the stud.<br />

Newsells Park Stud’s initial crops of yearlings have already demonstrated their class on<br />

the racecourse, winning Group races in England, France and Germany, while sales prices<br />

obtained for the more recent crop of yearlings sold have been extremely encouraging,<br />

indicating success and strength for the future. Newsells Park Stud has recently invested in<br />

the infrastructure required to stand stallions in the belief that the addition of a <strong>com</strong>mercial<br />

stallion operation will assist Newsells in achieving its long term plans.<br />

INVERSORA ROLAND<br />

THE COMPANY Inversora Roland owns two estancias in Argentina: San Ramón and<br />

Garaia. Both farms breed cattle for meat and sheep for wool. A special herd of<br />

Herefordshire has made a successful contribution to the business of both farms, while<br />

the sheep herd has been producing high-quality wool of an average of 19 microns. Both<br />

products – meat and wool – have been a success for Inversora Roland.<br />

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FINANCIAL STATEMENTS <strong>2010</strong><br />

43


44<br />

BALANCE SHEET JACOBS HOLDING <strong>AG</strong><br />

FOR THE YEAR ENDED 30 SEPTEMBER <strong>2010</strong><br />

CHF <strong>2010</strong><br />

ASSETS<br />

CURRENT ASSETS<br />

Cash and cash equivalents 63’589’631<br />

Other receivables third parties 549’684<br />

Other receivables group <strong>com</strong>panies 311’793<br />

Other receivables related parties 20’913’197<br />

Marketable securities 13’427’675<br />

Accrued in<strong>com</strong>e third parties 34’745<br />

TOTAL CURRENT ASSETS 98’826’725<br />

NON-CURRENT ASSETS<br />

Investments 975’660’255<br />

Long-term receivables group <strong>com</strong>panies 90’445’500<br />

Tangible fixed assets 93’115<br />

TOTAL NON-CURRENT ASSETS 1’066’198’870<br />

TOTAL ASSETS 1’165’025’595<br />

BACK TO TOP<br />

2009<br />

69’120’825<br />

21’409’028<br />

253’666<br />

22’166’198<br />

14’159’550<br />

17’995<br />

127’127’262<br />

1’015’932’352<br />

90’445’500<br />

129’960<br />

1’106’507’812<br />

1’233’635’074


CHF <strong>2010</strong><br />

LIABILITIES AND SHAREHOLDERS’ EQUITY<br />

CURRENT LIABILITIES<br />

Accounts payable third parties 255’055<br />

Short-term loan group <strong>com</strong>panies 2’906’839<br />

Provisions 84’612’107<br />

Tax provisions 209’260<br />

Accrued expenses 43’604<br />

TOTAL CURRENT LIABILITIES 88’026’865<br />

TOTAL LIABILITIES 88’026’865<br />

SHAREHOLDERS’ EQUITY<br />

Share capital 170’000’000<br />

80’000 registered shares cat. A, CHF 1’000 nominal<br />

9’000 registered shares cat. B, CHF 10’000 nominal<br />

Participation certificate capital 330’000’000<br />

(330’000 participation certificates, CHF 1’000 nominal)<br />

Legal reserves 271’993’263<br />

Retained earnings<br />

Profit brought forward from the previous year 347’942’955<br />

Loss / profit for the year -42’937’488<br />

TOTAL SHAREHOLDERS’ EQUITY 1’076’998’730<br />

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY 1’165’025’595<br />

BACK TO TOP<br />

2009<br />

396’381<br />

4’941’163<br />

73’089’378<br />

244’424<br />

27’510<br />

78’698’856<br />

78’698’856<br />

170’000’000<br />

330’000’000<br />

271’993’263<br />

289’022’404<br />

93’920’551<br />

1’154’936’218<br />

1’233’635’074<br />

45


46<br />

STATEMENT OF INCOME JACOBS HOLDING <strong>AG</strong><br />

FOR THE YEAR ENDED 30 SEPTEMBER <strong>2010</strong><br />

CHF <strong>2010</strong><br />

ORDINARY INCOME HOLDINGS<br />

Dividend in<strong>com</strong>e / In<strong>com</strong>e from capital reductions 34’438’479<br />

Financial in<strong>com</strong>e on assets 4’170’683<br />

Management fee in<strong>com</strong>e 2’322’405<br />

GROSS ORDINARY INCOME HOLDINGS 40’931’567<br />

ORDINARY EXPENSES HOLDINGS<br />

Interest expenses 138’401<br />

Financial losses on assets 2’377’474<br />

Provision for Portfolio Companies 11’700’000<br />

Other financial expenses 29’511<br />

GROSS ORDINARY EXPENSES HOLDINGS 14’245’386<br />

NET ORDINARY RESULT HOLDINGS 26’686’181<br />

Profits on Portfolio Companies 0<br />

Losses on Portfolio Companies -59’514’711<br />

NET RESULT PORTFOLIO COMPANIES -59’514’711<br />

NET RESULT HOLDINGS -32’828’530<br />

Personnel expenses 5’890’709<br />

Operating and administrative expenses 3’791’724<br />

Depreciation on tangible fixed assets 82’962<br />

TOTAL OPERATING EXPENSES 9’765’395<br />

OPERATING INCOME -42’593’925<br />

Non operating in<strong>com</strong>e items 12’638<br />

LOSS / PROFIT BEFORE TAX (PBT) -42’581’287<br />

Taxes -356’201<br />

LOSS / PROFIT AFTER TAX (PAT) -42’937’488<br />

BACK TO TOP<br />

2009<br />

39’292’971<br />

5’008’761<br />

2’334’905<br />

46’636’637<br />

276’880<br />

3’613’248<br />

-56’100’000<br />

29’070<br />

- 52’180’802<br />

98’817’439<br />

8’638’738<br />

-17’504<br />

8’621’234<br />

107’438’673<br />

5’738’848<br />

7’313’780<br />

83’169<br />

13’135’797<br />

94’302’876<br />

0<br />

94’302’876<br />

-382’325<br />

93’920’551


© <strong>2010</strong> JACOBS HOLDING <strong>AG</strong><br />

ALL RIGHTS RESERVED<br />

JACOBS HOLDING <strong>AG</strong><br />

SEEFELDQUAI 17<br />

P.O. BOX<br />

CH-8034 ZURICH<br />

TELEPHONE +41 44 388 61 61<br />

FAX +41 44 388 61 55<br />

E-MAIL info@jacobsag.ch<br />

WEB www.jacobsag.ch<br />

DESIGN MIFFLIN-SCHMID DESIGN, ZURICH<br />

PORTRAITS P<strong>AG</strong>ES 19 – 27: CHRISTIAN KURZ<br />

PHOTOS ADECCO SA, BARRY CALLEBAUT <strong>AG</strong>,<br />

ACTION IM<strong>AG</strong>ES, VANESSA VON ZITZEWITZ,<br />

ANDREA BADRUTT

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