Full RSDB annual report for 2008 - Roto Smeets Group

Report of the Management Board
• On March 13, RSDB was approached through a financial
institution by an investor who intended to make
a public offer for all issued ordinary RSDB shares of
€ 40.00 per share cum dividend for the 2007 financial
year, and that it had reached conditional agreement
with a number of RSDB shareholders who together
held the majority of the RSDB shares.
• On May 29, 2008 RSDB announced that HHBV was the
investor who intended to make a public offer for all
issued ordinary RSDB shares.
• On June 14, 2008 HHBV and RSDB together announced
that they, conditional to HHBV obtaining the
necessary financing, have reached agreement on
an intended public offer by HHBV on all issued and
outstanding RSDB Shares.
• On July 11, 2008 HHBV believed it would need a
maximum of 6 more weeks to complete the documentation
and secure financing with regard to the
intended offer.
• On August 21, 2008 HHBV announced that the
completion of the financing of the offer would require
more time than initially expected, and that it would
therefore need more time than the earlier announced
term of six weeks.
• Finally, on Saturday September 6, 2008 RSDB
announced that it was disappointed to receive the
news that HHBV had not been successful in its bid to
secure financing for its intended offer, and as a result
would have to abandon its resolve to make this offer.
RSDB has not changed its strategy aimed at consolidation
in the printing industry. Due to the current financial
climate all efforts will initially be aimed at the execution
of a Medium Term Plan, based on a stand-alone situation
for RSDB, which should, however, not stand in the way of
any future development. Through 2014, investments will
be focused on maintaining a technically fit and competitive
company with a reduced capacity, and as a result will
be at a substantially lower level than in previous years.
The new organisation which will be structured during
this period should make RSDB stronger in a weak market,
enabling the company to attract new initiatives.
European Commission
In June 2008, RSDB was asked by top level civil servants
of the European Commission to organise, during the
autumn, a round table conference for the printing
industry. Together with Intergraf, the pan-European
employers’ organisation of the printing industry, RSDB
fulfilled this request. On 14 November 2008, customers,
suppliers, printers and those responsible for our
industry in the European Commission, met for the first
time to discuss the Ernst & Young ‘Competitiveness of
the European Printing Industry’ survey published in
November 2007, which confirmed what the Management
Board of RSDB has been saying for some time now. An
important feature of this report is the problem of excess
capacity and all connected matters. It is clear to each
participant that this is a European problem that should
be resolved on a European level. After strong discussions
civil servants reached the conclusion that the problem
was clearly defined by all participants, but that this is
a politically extremely sensitive issue. Other industry
sectors have comparable problems. Within the European
Commission there is a feeling that it should be possible
to bring different disciplines of the Commission together
in order to establish what is possible with regard to
economic support and competition issues. The theme is
now firmly on the European agenda.
Business lines in 2008
Print Productions
The business line Print Productions is aimed at the efficient
and effective production of printed matter by way of
specialised full service companies that cover the total value
chain from prepress up to and including distribution.
MARKET
The market of Print Productions, as did the printing
companies of RSDB, showed a decline of more than 1%,
in kilotonnes of paper. The continued difficult market
conditions lead to further price erosion and pressure on
margins.
As a result of the improvement programmes started
up in 2007, operating costs have declined and working
capital management has improved.
The strongly declining advertising income, also at the
publishers, has pushed several magazine titles into red
figures. Print run sizes and volumes of magazines are
under pressure. The gloomy economic perspective has
been used to discontinue unprofitable titles. We saw,
in quick succession, the Gala, ELLEgirl, Milo and Triv’
magazines disappear from the market and from our
order portfolio.
As magazine and retail printers, the RSDB printing
companies have an important position on the Dutch
market. The strategy is therefore mainly aimed at
defending the current market position by acquiring
orders for new titles at existing and new customers.
10 RSDB Annual Report 2008