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Operating companies, associated companies and other interests Commercial overview and profile
Royal Ten Cate
Royal Ten Cate MATERIALS THAT MAKE A DIFFERENCE
Colophon Royal Ten Cate
Operating companies, associated companies and other interests Commercial overview and profile
COMMERCIAL OVERVIEW PROFILE SUBSIDIARIES, ASSOCIATED
as at 1 January 2011 COMPANIES AND OTHER INTERESTS
as at 31 December 2010
The TenCate sectors are subdivided into market groups. Each market group is a cluster of subsidiaries which co-operate intensively in research & development, ADVANCED TEXTILES & COMPOSITES GEOSYNTHETICS & GRASS OTHER ACTIVITIES NON-CONSOLIDATED COMPANIES
Royal Ten Cate (TenCate) is a multinational government-related entities, system
production, marketing and sales.
company which combines textile technology integrators, OEMs (original equipment
An overview of the legal entities which make up the company can be found on the inside back cover. Ten Cate Advanced Textiles bv Nijverdal, Netherlands Ten Cate Geosynthetics North America inc Atlanta (Georgia), USA Xennia Technology ltd (79%) Letchworth, UK GreenFields bv (32%) Genemuiden, Netherlands
with chemical processes in the development manufacturers) and their direct suppliers. Group activities of the TenCate Advanced Textiles group in the Netherlands Specialist inkjet technology for industrial applications Marketing organisation for synthetic turf systems
Ten Cate Geosynthetics Austria GmbH Linz, Austria
and production of functional materials. TenCate presents itself as a developer and
ADVANCED TEXTILES & COMPOSITES SECTOR Ten Cate Protect bv Nijverdal, Netherlands Ten Cate Geosynthetics France sas Bezons, France Ten Cate Systems bv Nijverdal, Netherlands Landscape Solutions bv (25%) Goirle, Netherlands
Various applications (product-market producer of materials, modules and systems Development activities Marketing and production organisation for synthetic turf for landscaping use
Ten Cate Protective Fabrics USA inc Union City (Georgia), USA Ten Cate Geosynthetics Netherlands bv Almelo, Netherlands
technology combinations) have been with distinctive characteristics. The Fabrics for professional wear and safety clothing as well as outdoor
PROTECTIVE FABRICS OUTDOOR FABRICS SPACE & AEROSPACE COMPOSITES INDUSTRIAL COMPOSITES ADVANCED ARMOUR Ten Cate Geosynthetics Asia sdn bhd Kuala Lumpur, Malaysia Ten Cate Enbi International bv Beek, Netherlands
created around this technological basis. company operates a value-chain model applications TenCate Enbi group holding company
Protective and safety fabrics and Protective fabrics for outdoor Advanced composites, compounds and Advanced composites, compounds Materials and integrated systems for advanced Ten Cate Industrial Zhuhai co ltd Zhuhai, China
aimed at occupying distinctive positions Geosynthetics and industrial fabrics
multi-risk solutions for industry, applications. systems for the aerospace industry. and systems for industrial composite and ceramic materials and integrated Ten Cate – Union Protective Fabrics Asia ltd (50.65%) Ten Cate Enbi GmbH Opladen, Germany
TenCate materials are mainly used for: through technological innovation, cost Fabrics for protective clothing
services, firefighting and defence. applications, including automotive, systems for the protection of police, army, Bangkok, Thailand Ten Cate Geosynthetics sdn bhd (Malaysia) Kuala Lumpur, Malaysia Ten Cate Enbi kft Rétság, Hungary
◾ personal safety and protection of the leadership, product differentiation and
industrial components and energy air force, navy and civilian service personnel, Ten Cate Geosynthetics (Thailand) ltd Bangkok, Thailand Ten Cate Enbi inc Shelbyville (Indiana), USA
living and working environment; end-user marketing.
extraction. vehicles and vessels. Ten Cate Advanced Composites bv Nijverdal, Netherlands Ten Cate Geosynthetics pte ltd Singapore Ten Cate Enbi inc Rochester (New York), USA
◾ modernisation of equipment used by TenCate produces solutions for end-users Advanced composites for the aircraft industry Ten Cate Geosynthetics Italia srl Lazzata, Italy Ten Cate Enbi pte ltd Singapore
armed forces, fire brigades and police; by operating in network structures, such as and antiballistic applications
◾ TenCate Protective Fabrics ◾ TenCate Outdoor Fabrics ◾ TenCate Advanced Composites ◾ TenCate Advanced Composites ◾ TenCate Advanced Armour Americas Ten Cate Geosynthetics (UK) ltd Telford, UK Ten Cate Enbi Zhuhai co ltd Zhuhai, China
◾ aerospace (lower fuel costs due to open innovation centres and partnerships, Technical rollers and components for printers, copiers, fax machines, postal
Americas Europe Americas Americas ◾ TenCate Advanced Armour EMEA Ten Cate Advanced Armour sas Vienne, France Ten Cate Geosynthetics sl Madrid, Spain
lighter materials); and by making acquisitions in sorting machines, ATMs, insulation and heating systems
◾ TenCate Protective Fabrics EMEA ◾ TenCate Advanced Composites ◾ TenCate Advanced Composites Ten Cate Advanced Armour Danmark a/s Vissenbjerg, Denmark Ten Cate Geosynthetics Schweiz AG Zurich, Switzerland
◾ water management, infrastructure and complementary fields. The solution-focused Advanced ceramics and composites for antiballistic applications
◾ TenCate Protective Fabrics Asia EMEA EMEA Ten Cate Deutschland GmbH Dietzenbach, Germany Ten Cate Assurantiën bv Almelo, Netherlands
care for the environment; system approach plays a key role. Insurance
Ten Cate Advanced Composites USA inc Morgan Hill (California), USA Ten Cate Geosynthetics Polska Spzoo Kraków, Poland
◾ industrial applications. The policy, focused on control of the value
GEOSYNTHETICS & GRASS SECTOR Phoenixx TPC inc Taunton (Massachusetts), USA Ten Cate Geosynthetics CZ sro Prague, Czech Republic Ten Cate Nederland bv Almelo, Netherlands
chain, has already resulted in leading
YLA inc Benicia (California), USA Ten Cate Geosynthetics Rumania Bucharest, Romania Ten Cate USA inc Atlanta (Georgia), USA
TenCate selects market areas mainly on positions in worldwide niche markets. Sales offices
GEOSYNTHETICS INDUSTRIAL FABRICS GRASS CCS Composites inc Benicia (California), USA Ten Cate USA inc Washington D.C., USA
the basis of global trends, specifically in Advanced composites for aerospace and industrial applications
Synthetic fabrics, non-wovens Synthetic fabrics, non-wovens and Synthetic turf components and integrated Ten Cate Thiolon bv Nijverdal, Netherlands Ten Cate UK ltd London, UK
the safety / protection and sustainability / TenCate employs around 4,720 people
and grids for solutions and applica- grids for solutions and applications systems for top-flight sports, recreation and Ten Cate Advanced Armor USA inc Newark (Ohio), USA Ten Cate Thiolon North America inc Dayton (Tennessee), USA Ten Cate France sas Paris, France
environmental fields. With regard to worldwide and strives to operate in an Advanced composites for vehicle armour
tions in infrastructure and civil in agriculture and horticulture, the landscape projects. Ten Cate Thiolon Middle East (49%)1 Dubai, UAE Ten Cate Deutschland GmbH Opladen, Germany
the characteristics of the materials ethically and socially responsible way. Synthetic turf components and systems
engineering. environmental sector, the construc- TenCate Advanced Armour UK (AML) Swindon, UK Ten Cate Danmark a/s Copenhagen, Denmark
(specifications), the markets are usually reg- TenCate encourages its employees to be
tion industry and recreation. AML India Private ltd (90%) Noida, India Ten Cate Thiobac bv Nijverdal, Netherlands Royal Ten Cate Pacific ltd Hong Kong, China
ulated by governments or agencies on the enterprising, flexible and creative, thereby Design and production of materials for vehicle armour Backing for synthetic turf systems Royal Ten Cate China Holding ltd Hong Kong, China
basis of legislation and regulations. demonstrating its aim of achieving progress Country holding companies
◾ TenCate Geosynthetics ◾ TenCate Industrial Fabrics ◾ TenCate Grass Americas Edel Grass bv (50%) Genemuiden, Netherlands
The direct customers of TenCate are mainly and sustainability for all stakeholders. Marketing and installation of synthetic turf systems
Americas Americas ◾ TenCate Grass EMEA Ten Cate Finance AG Schaffhausen, Switzerland
◾ TenCate Geosynthetics EMEA ◾ TenCate Industrial Fabrics ◾ TenCate Grass Asia TigerTurf NZ ltd (80%) Auckland, New Zealand Financing company
◾ TenCate Geosynthetics Asia EMEA TigerTurf Australia pty ltd (80%) Campbellfield, Australia
◾ TenCate Industrial Fabrics Asia TigerTurf (UK) ltd (80%) Hartlebury, UK
Tiger Sports Americas inc (80%) Austin (Texas) USA
OTHER ACTIVITIES SECTOR TenCate has its own production sites and sales offices in the following countries ( ): Geographic breakdown of sales in 2010
(all as at 28 April 2010; as at 31 March 2009: 49%)
in per cent Marketing and production organisations for synthetic turf systems
INKJET TECHNOLOGY TECHNICAL COMPONENTS HOLDING & SERVICES
Specialist inkjet technology for Technical rollers and components, Holding company activities 50
industrial production processes. particularly for printers, copiers, fax ◾ Koninklijke Ten Cate nv 45
machines, postal sorting machines
40
and ATMs.
35 1) Due to legislation in Dubai, 51% is held by a local partner. Royal Ten Cate The operating companies listed here are consolidated in the financial statements, with the exception
has 100% economic ownership.
◾ Xennia Technology ◾ TenCate Enbi North America 30 of the companies shown as non-consolidated. Some interests of minor relevance to the overall
North America Europe Italy Middle East Oceania
◾ TenCate Enbi EMEA 25
United States Belgium Netherlands Dubai Australia picture have been omitted from the list, in accordance with article 379, paragraph 3, Book 2
◾ TenCate Enbi Asia Denmark Austria New Zealand 20
South America Germany Poland Asia of the Netherlands Civil Code. The companies are wholly owned unless stated otherwise.
Brazil United Kingdom Romania China 15
France Spain India
Hungary Czech Republic Malaysia 10
Ireland Switzerland Singapore
5
◾ By destination
Thailand
0 ◾ By origin
BELGIUM
GERMANY
NETHERLANDS
UK
FRANCE
AUSTRIA
ITALY
SPAIN
OTHER EU
OTHER EUROPE
MIDDLE EAST
USA + CANADA
SOUTH AMERICA
CENTRAL AND
ASIA
The TenCate sectors are subdivided into market groups. Each market group is a cluster of subsidiaries which co-operate intensively in research & development, ADVANCED TEXTILES & COMPOSITES GEOSYNTHETICS & GRASS OTHER ACTIVITIES NON-CONSOLIDATED COMPANIES
Royal Ten Cate (TenCate) is a multinational government-related entities, system
production, marketing and sales.
company which combines textile technology integrators, OEMs (original equipment
An overview of the legal entities which make up the company can be found on the inside back cover. Ten Cate Advanced Textiles bv Nijverdal, Netherlands Ten Cate Geosynthetics North America inc Atlanta (Georgia), USA Xennia Technology ltd (79%) Letchworth, UK GreenFields bv (32%) Genemuiden, Netherlands
with chemical processes in the development manufacturers) and their direct suppliers. Group activities of the TenCate Advanced Textiles group in the Netherlands Specialist inkjet technology for industrial applications Marketing organisation for synthetic turf systems
Ten Cate Geosynthetics Austria GmbH Linz, Austria
and production of functional materials. TenCate presents itself as a developer and
ADVANCED TEXTILES & COMPOSITES SECTOR Ten Cate Protect bv Nijverdal, Netherlands Ten Cate Geosynthetics France sas Bezons, France Ten Cate Systems bv Nijverdal, Netherlands Landscape Solutions bv (25%) Goirle, Netherlands
Various applications (product-market producer of materials, modules and systems Development activities Marketing and production organisation for synthetic turf for landscaping use
Ten Cate Protective Fabrics USA inc Union City (Georgia), USA Ten Cate Geosynthetics Netherlands bv Almelo, Netherlands
technology combinations) have been with distinctive characteristics. The Fabrics for professional wear and safety clothing as well as outdoor
PROTECTIVE FABRICS OUTDOOR FABRICS SPACE & AEROSPACE COMPOSITES INDUSTRIAL COMPOSITES ADVANCED ARMOUR Ten Cate Geosynthetics Asia sdn bhd Kuala Lumpur, Malaysia Ten Cate Enbi International bv Beek, Netherlands
created around this technological basis. company operates a value-chain model applications TenCate Enbi group holding company
Protective and safety fabrics and Protective fabrics for outdoor Advanced composites, compounds and Advanced composites, compounds Materials and integrated systems for advanced Ten Cate Industrial Zhuhai co ltd Zhuhai, China
aimed at occupying distinctive positions Geosynthetics and industrial fabrics
multi-risk solutions for industry, applications. systems for the aerospace industry. and systems for industrial composite and ceramic materials and integrated Ten Cate – Union Protective Fabrics Asia ltd (50.65%) Ten Cate Enbi GmbH Opladen, Germany
TenCate materials are mainly used for: through technological innovation, cost Fabrics for protective clothing
services, firefighting and defence. applications, including automotive, systems for the protection of police, army, Bangkok, Thailand Ten Cate Geosynthetics sdn bhd (Malaysia) Kuala Lumpur, Malaysia Ten Cate Enbi kft Rétság, Hungary
◾ personal safety and protection of the leadership, product differentiation and
industrial components and energy air force, navy and civilian service personnel, Ten Cate Geosynthetics (Thailand) ltd Bangkok, Thailand Ten Cate Enbi inc Shelbyville (Indiana), USA
living and working environment; end-user marketing.
extraction. vehicles and vessels. Ten Cate Advanced Composites bv Nijverdal, Netherlands Ten Cate Geosynthetics pte ltd Singapore Ten Cate Enbi inc Rochester (New York), USA
◾ modernisation of equipment used by TenCate produces solutions for end-users Advanced composites for the aircraft industry Ten Cate Geosynthetics Italia srl Lazzata, Italy Ten Cate Enbi pte ltd Singapore
armed forces, fire brigades and police; by operating in network structures, such as and antiballistic applications
◾ TenCate Protective Fabrics ◾ TenCate Outdoor Fabrics ◾ TenCate Advanced Composites ◾ TenCate Advanced Composites ◾ TenCate Advanced Armour Americas Ten Cate Geosynthetics (UK) ltd Telford, UK Ten Cate Enbi Zhuhai co ltd Zhuhai, China
◾ aerospace (lower fuel costs due to open innovation centres and partnerships, Technical rollers and components for printers, copiers, fax machines, postal
Americas Europe Americas Americas ◾ TenCate Advanced Armour EMEA Ten Cate Advanced Armour sas Vienne, France Ten Cate Geosynthetics sl Madrid, Spain
lighter materials); and by making acquisitions in sorting machines, ATMs, insulation and heating systems
◾ TenCate Protective Fabrics EMEA ◾ TenCate Advanced Composites ◾ TenCate Advanced Composites Ten Cate Advanced Armour Danmark a/s Vissenbjerg, Denmark Ten Cate Geosynthetics Schweiz AG Zurich, Switzerland
◾ water management, infrastructure and complementary fields. The solution-focused Advanced ceramics and composites for antiballistic applications
◾ TenCate Protective Fabrics Asia EMEA EMEA Ten Cate Deutschland GmbH Dietzenbach, Germany Ten Cate Assurantiën bv Almelo, Netherlands
care for the environment; system approach plays a key role. Insurance
Ten Cate Advanced Composites USA inc Morgan Hill (California), USA Ten Cate Geosynthetics Polska Spzoo Kraków, Poland
◾ industrial applications. The policy, focused on control of the value
GEOSYNTHETICS & GRASS SECTOR Phoenixx TPC inc Taunton (Massachusetts), USA Ten Cate Geosynthetics CZ sro Prague, Czech Republic Ten Cate Nederland bv Almelo, Netherlands
chain, has already resulted in leading
YLA inc Benicia (California), USA Ten Cate Geosynthetics Rumania Bucharest, Romania Ten Cate USA inc Atlanta (Georgia), USA
TenCate selects market areas mainly on positions in worldwide niche markets. Sales offices
GEOSYNTHETICS INDUSTRIAL FABRICS GRASS CCS Composites inc Benicia (California), USA Ten Cate USA inc Washington D.C., USA
the basis of global trends, specifically in Advanced composites for aerospace and industrial applications
Synthetic fabrics, non-wovens Synthetic fabrics, non-wovens and Synthetic turf components and integrated Ten Cate Thiolon bv Nijverdal, Netherlands Ten Cate UK ltd London, UK
the safety / protection and sustainability / TenCate employs around 4,720 people
and grids for solutions and applica- grids for solutions and applications systems for top-flight sports, recreation and Ten Cate Advanced Armor USA inc Newark (Ohio), USA Ten Cate Thiolon North America inc Dayton (Tennessee), USA Ten Cate France sas Paris, France
environmental fields. With regard to worldwide and strives to operate in an Advanced composites for vehicle armour
tions in infrastructure and civil in agriculture and horticulture, the landscape projects. Ten Cate Thiolon Middle East (49%)1 Dubai, UAE Ten Cate Deutschland GmbH Opladen, Germany
the characteristics of the materials ethically and socially responsible way. Synthetic turf components and systems
engineering. environmental sector, the construc- TenCate Advanced Armour UK (AML) Swindon, UK Ten Cate Danmark a/s Copenhagen, Denmark
(specifications), the markets are usually reg- TenCate encourages its employees to be
tion industry and recreation. AML India Private ltd (90%) Noida, India Ten Cate Thiobac bv Nijverdal, Netherlands Royal Ten Cate Pacific ltd Hong Kong, China
ulated by governments or agencies on the enterprising, flexible and creative, thereby Design and production of materials for vehicle armour Backing for synthetic turf systems Royal Ten Cate China Holding ltd Hong Kong, China
basis of legislation and regulations. demonstrating its aim of achieving progress Country holding companies
◾ TenCate Geosynthetics ◾ TenCate Industrial Fabrics ◾ TenCate Grass Americas Edel Grass bv (50%) Genemuiden, Netherlands
The direct customers of TenCate are mainly and sustainability for all stakeholders. Marketing and installation of synthetic turf systems
Americas Americas ◾ TenCate Grass EMEA Ten Cate Finance AG Schaffhausen, Switzerland
◾ TenCate Geosynthetics EMEA ◾ TenCate Industrial Fabrics ◾ TenCate Grass Asia TigerTurf NZ ltd (80%) Auckland, New Zealand Financing company
◾ TenCate Geosynthetics Asia EMEA TigerTurf Australia pty ltd (80%) Campbellfield, Australia
◾ TenCate Industrial Fabrics Asia TigerTurf (UK) ltd (80%) Hartlebury, UK
Tiger Sports Americas inc (80%) Austin (Texas) USA
OTHER ACTIVITIES SECTOR TenCate has its own production sites and sales offices in the following countries ( ): Geographic breakdown of sales in 2010
(all as at 28 April 2010; as at 31 March 2009: 49%)
in per cent Marketing and production organisations for synthetic turf systems
INKJET TECHNOLOGY TECHNICAL COMPONENTS HOLDING & SERVICES
Specialist inkjet technology for Technical rollers and components, Holding company activities 50
industrial production processes. particularly for printers, copiers, fax ◾ Koninklijke Ten Cate nv 45
machines, postal sorting machines
40
and ATMs.
35 1) Due to legislation in Dubai, 51% is held by a local partner. Royal Ten Cate The operating companies listed here are consolidated in the financial statements, with the exception
has 100% economic ownership.
◾ Xennia Technology ◾ TenCate Enbi North America 30 of the companies shown as non-consolidated. Some interests of minor relevance to the overall
North America Europe Italy Middle East Oceania
◾ TenCate Enbi EMEA 25
United States Belgium Netherlands Dubai Australia picture have been omitted from the list, in accordance with article 379, paragraph 3, Book 2
◾ TenCate Enbi Asia Denmark Austria New Zealand 20
South America Germany Poland Asia of the Netherlands Civil Code. The companies are wholly owned unless stated otherwise.
Brazil United Kingdom Romania China 15
France Spain India
Hungary Czech Republic Malaysia 10
Ireland Switzerland Singapore
5
◾ By destination
Thailand
0 ◾ By origin
BELGIUM
GERMANY
NETHERLANDS
UK
FRANCE
AUSTRIA
ITALY
SPAIN
OTHER EU
OTHER EUROPE
MIDDLE EAST
USA + CANADA
SOUTH AMERICA
CENTRAL AND
ASIA
108 540
96 480
84 420
72 360
60 300
48 240
36 180
24 120
12 60
0 0
2006 2007 2008 2009 2010 2006 2007 2008 2009 2010
72 2.70
63 2.40
54 2.10
45 1.80
36 1.50
27 1.20
18 0.90
9 0.60
0 0.30
–9 0.00
2006 2007 2008 2009 2010 2006 2007 2008 2009 2010
PER-SHARE DATA
EMPLOYEES
* 2009: excluding income from the sale of Geofabrics, Permess Hong Kong and impairment.
The acquisition policy over the past few years has resulted in a leading
technological and market position, enabling critical mass to be
achieved. The global presence in submarkets and the wide product
portfolio in combination with TenCate’s leading technological position
and innovative character represent important competitive advantages.
TenCate corporate brand was estimated at € 83 million, and the total value of the TenCate brands at € 100 million. TenCate
conducts an industrial brand policy within an overall brand architecture. The brand policy is focused on end-user marketing and
associated with product differentiation. The role of the TenCate corporate brand will be further strengthened in the years ahead.
That will deepen and expand the identity and promote the transparency and reputation of the company.
END-USER MARKETS
MARKETING
market
management
portfolio
VALUE CHAIN MANAGEMENT
management
COST LEADER
MATERIAL TECHNOLOGY
Fiber technology Textile technology
process
management
Basic technologies
business
END-USER MARKETING development INNOVATION
market technology
market process
EXTERNAL VALUE CHAIN MANAGEMENT INTERNAL
management management
product process
business
development
Finish technology
M Mechatronics
IT ICT
B Biosciences
© TenCate
focused and efficiently managed production unit in 2010. The production of grass yarns now takes place in a single hall.
The improved layout of the plant guarantees efficient production and efficient use of employees. The packing of products and
internal transportation are fully automated. Data transmission systems are interconnected as far as possible. Logistical planning
and inventory management have been further improved. Quality and the related procedures are constantly monitored to
ACTIVATION OF BUY & BUILD STRATEGY I would like to express my gratitude to the employees for their
With a brief interruption in 2009, TenCate has made growth-financed commitment and their high degree of co-operation with colleagues
acquisitions in the past two years which have been crucial for the throughout the group. A technology company such as TenCate stands
group’s further development. Although acquisitions can entail to benefit from smart combinations of technical skills and solution-
additional risks, the risk appetite of TenCate is rightly limited. focused operation.
Acquisitions have always been complementary in product-market-
technology combinations that are related to the existing portfolio of
TenCate. The market positions were steadily strengthened in this way
in the course of 2010. At the beginning of 2010 it was announced that
TenCate would intensify the buy & build strategy.
30
Source NYSE Euronext ◾ Royal Ten Cate 28
ISIN code NL 0000375731 ◾ AEX 26
Reuters code NTCN.AS ◾ AMX 24
Bloomberg code KTC.NA ◾ AsCX 22
20
18
16
14
12
10
JAN FEB MA APR MAY JUN JUL AUG SEP OCT NOV DEC
12 Royal Ten Cate
Number of shares in issue OPTION PLAN, SHAREHOLDINGS OF PERSONNEL
Number of shares in issue on 31 December 2009 25,067,580 AND EXECUTIVE BOARD
Increase in share capital as a result of stock dividend 434,327 Details of the option plan and shareholdings of managers and members
Number of shares in issue 31 December 2010 25,501,907 of the Executive Board can be found on page 154 of this annual report.
Any shares repurchased by the company relate to the hedging of
Changes in the number of shares in issue 2010 2009 granted options.
Par value € 2.50 € 2.50
Lowest price € 17.30 € 10.31 Important dates in 2011
Highest price € 28.83 € 18.50 Publication of 2010 full-year figures 2 March
Closing price € 28.00 € 18.43 Annual General Meeting of Shareholders 21 April
Earnings per share € 1.84 € 0.97 Ex-dividend date 27 April
Dividend per share € 0.75 € 0.60 Record date: determination of dividend entitlements 29 April
Option period for cash or stock dividend 2 to 20 May
DISCLOSURE OF MAJOR HOLDINGS IN LISTED Publication of trading update for first quarter of 2011 3 May
COMPANIES ACT Payment of dividend / delivery of shares (stock) 25 May
The register maintained by the Netherlands Authority for the Financial Publication of half-year figures 2011 2 August
Markets (AFM) in connection with the disclosure of major holdings Publication of trading update for third-quarter of 2011 3 November
in listed companies contains details of the following investors with
interests in excess of 5% (source: AFM).
10%
Annual Report 2010 13
PROTECTIVE FABRICS
business
END-USER MARKETING development INNOVATION
market technology
market process
EXTERNAL VALUE CHAIN MANAGEMENT INTERNAL
management management
product process
publication, TenCate aims to show a wide target group in a readable way how safety/protection and sustainability /
environmental trends and related market themes are the binding factors in the company. It also shows the importance of TenCate
activities for the customer or the market. The corporate website provides background information, up-to-date photographs and
film images. Where possible, each article includes the name of a contact from whom more detailed, expert information can be
obtained.
Representatives of the Board also took part in six consultative SUPERVISORY BOARD COMMITTEES
meetings of the Central Works Council. They participated in the The Supervisory Board has two committees: the financial committee
discussions and took note of the activities and events within the chaired by Mr E. ten Cate and the combined Remuneration, Selection
company. and Appointments Committee chaired by Mr F.A. van Vught. Their task
is to analyse subjects within their specific knowledge areas and to
CORPORATE GOVERNANCE prepare decisions to be taken in the plenary meetings of the
In accordance with the recommendations of the Corporate Governance Supervisory Board. In April 2010, Mr R. van Gelder became a member
Committee, the amended code applicable with effect from 2009 was of the Financial Committee, as a successor to Mr Deiters, who in turn
discussed at the General Meeting of Shareholders of 8 April 2010. became a member of the Remuneration, Selection and Appointments
The Supervisory Board and the Executive Board have endorsed the Committee.
main principles of the amended Code. It is therefore being applied in
full by the company. The only variations applicable within Royal Ten FINANCIAL COMMITTEE
Cate concern primarily the size of the company. These variations and The Financial Committee met in plenary sessions on four occasions in
the associated explanation fit in better with the operating method of 2010 to prepare for the discussion of the 2009 annual figures, the 2010
TenCate. The variations applied by TenCate can be viewed on the quarterly and half-yearly figures and a number of specific subjects.
company’s website (www.tencate.com).
In-depth consideration was given to matters such as the internal
INDEPENDENCE control and reporting system, the cost management system and the
All members of the Supervisory Board are independent within the intention to introduce a functional income statement with effect from
meaning of the best-practice provisions of the Corporate Governance 1 January 2012, the refinancing, the tax position particularly in the
Code. Netherlands, the ICT situation in the groups and at corporate level, the
impairment calculations, the policy with regard to audit services, the
No TenCate shares or options are held by the members of the management letter from the external auditor, and the follow-up to his
Supervisory Board. recommendations.
The growing number of relationships with institutions and governments means there is an increasing need for specific expertise in
this field. TenCate has therefore established an International Advisory Board to support the Executive Board and provide strategic
advice. The Advisory Board members (from right to left) are Messrs J.G. de Hoop Scheffer, K. Blekxtoon and D.L. Berlijn. Their
relevant experience, international networks and reputation will make a positive contribution to the positioning of TenCate in the
international market.
The posts of CEO and CFO of Royal Ten Cate are based on Hay-levels. Supervisory Board
In the case of the CEO, Hay level 30 is applied. This level corresponds J.C.M. Hovers, Chairman
to an organisation of the size, complexity and international character of P.P.A.I. Deiters, Vice-Chairman
Royal Ten Cate. The variable remuneration component is a maximum of F.A. van Vught
50% of the fixed annual salary. E. ten Cate
R. van Gelder
In 2010, Mr de Vries received a variable salary component in respect of
2009 amounting to 37.5% of the fixed annual salary.
EXECUTIVE BOARD
L. de Vries (1951), President and Chief Executive Officer J. Lock (1946), Chief Financial Officer
*) Chairman
The promise of a strong recovery in the synthetic turf businesses COMPOSITION OF THE COMPANY
was fulfilled. Not only did revenues and results increase strongly, but One company was acquired in 2010:
further steps were also taken in the strategic developments. This ◾ AML UK Ltd, a supplier of lightweight composite armour solutions.
process initially led to additional costs. The developments in the global This represented another step in the formation of a pan-European
value chain pose a major challenge for the future. As market leader, armour organisation. AML generates revenues of € 14 million.
TenCate plays an initiating role in the process of chain integration with A 51% interest was acquired in February, which was increased to
the aim of improving the quality of synthetic turf systems. 100% in October.
◾ The interest in the TigerTurf group was increased as agreed from
Revenues on the whole showed organic growth of 10%. A restrained 49% to 80% in April 2010. TigerTurf produces and markets
economic recovery is taking place. The availability of government synthetic turf pitches in New Zealand, Australia, the United
budgets provides an important basis for TenCate. The performance Kingdom and the United States.
was also influenced by the onset of shortages and rises in the prices
of raw materials.
Good progress was made with cost control and internal operational
measures in the Dutch production companies, leading to a substantial
improvement in results. This was one of the main action points for
2010.
Of which Acquisition/
Analysis of 2010 results by sector 2010 2009 Difference Organic currency divestment
in millions of euros
Net sales
Advanced Textiles & Composites 448.4 397.3 +13% +6% +4% +3%
Geosynthetics & Grass 469.3 392.1 +20% +12% +5% +3%
Other activities 66.8 52.7 +27% +22% +5% –
984.5 842.1 +17% +10% +4% +3%
Net result from associated companies – 1.3 – 0.8 Advanced Textiles & Composites 9.8% 8.0%
Minority interest 0.6 0.8 Geosynthetics & Grass 6.7% 4.3%
Net result 46.0 23.9 +92% Consolidated 8.6% 4.9%
1.8 0.9
1.6 0.8
1.4 0.7
1.2 0.6
1.0 0.5
0.8 0.4
0.6 0.3
0.4 0.2
JAN FEB MA APR MAY JUN JUL AUG SEP OCT NOV DEC JAN FEB MA APR MAY JUN JUL AUG SEP OCT NOV DEC
Use of military imagery does not imply or constitute U.S. DoD endorsement.
The new garments consist of products
from the TenCate Defender™ M family,
including the first military adoption
of a laminate. In addition, the IWCS
garments are based on a new stretch
woven technology as well as two
variations of knit fabrics. The flame-
resistant IWCS was designed to provide
increased protection from wind and
rain, while offering breathable water
repellency in cold weather climates.
Since 2007 TenCate Defender™ M fabrics
have repeatedly been chosen by US
ground troops.
The Other Activities sector turned around from a € 7.0 million loss to a Average numbers 2010 2009
positive EBITA of € 9.8 million as a result of two factors: Netherlands 809 900 – 10%
◾ the very strong profit recovery at TenCate Enbi; Rest of Europe 682 580 +17%
◾ the introduction of a corporate branding fee (€ 8.4 million) charged United States 1,471 1,418 +4%
to the operating companies for the use of the TenCate ® brand. Middle East 317 335 – 5%
Australasia 811 833 – 3%
RAW MATERIAL COSTS 4,090 4,066 +1%
The raw material costs as a percentage of revenues, including the Year-end
change in inventories, increased from 48% to 50%. This was due to: Own personnel 4,271 3,805 +12%
◾ an increase in inventories of finished product (filling the pipeline); Temporary personnel 373 137 +172%
◾ a sharp rise in the main raw material costs, which could only be 4,644 3,942 +18%
passed on in part.
The average costs per member of personnel increased slightly from
PERSONNEL COSTS € 41,000 to € 43,000 (+ 5%). Revenues per member of personnel
Personnel costs as a percentage of revenues decreased from 20.5% increased from € 199,500 to € 225,400 (+ 13%).
to 19%. The increase in production and revenues (+ 17%) was partly
absorbed by a smaller increase in in-house personnel (costs + 6.7%) TAXES
and partly by a large number of temporary personnel. The tax rate decreased from 28.0% to 27.7%. The fiscal position has
become more balanced as the profit is spread more evenly across the
The average staff count increased by only 1%, but decreased countries. The losses in the Netherlands have been greatly reduced.
particularly in the Netherlands. The increase in Europe was due Despite that, no deferred tax receivables have been recognised with
to the acquisitions of AML UK and TigerTurf UK. The staff count effect from the third quarter of 2009.
is now increasing again, as can be seen from the final totals.
in millions of euros 2010 days 2009 days In millions of euros 2010 2009
OUTDOOR FABRICS OUTDOOR FABRICS OUTDOOR FABRICS OUTDOOR FABRICS OUTDOOR FABRICS OUTDOOR FABRICS
ISO 9001 | ISO 14001 (EMEA)
INDUSTRIAL COMPOSITES INDUSTRIAL COMPOSITES INDUSTRIAL COMPOSITES INDUSTRIAL COMPOSITES INDUSTRIAL COMPOSITES
• Automotive • Original Equipment • R&D • Chemical suppliers • Chemicals
• Oil & Gas Manufacturers (OEM) • Weaving • Polymer suppliers • Polymers
• Commercial & Industrial • Pre-treatment • Fibre suppliers • Glass
• Sports & Leisure • Chemical finishing • Fabric suppliers
ISO 9001
• Medical • Calandering
• Impregnation
• Consolidation
• Moulding
• Quality control
• Packaging & Logistics
• Marketing & Sales
ADVANCED ARMOUR ADVANCED ARMOUR ADVANCED ARMOUR ADVANCED ARMOUR ADVANCED ARMOUR
• Military • Original Equipment • R&D • Chemical suppliers • Chemicals
- Land forces Manufacturers (OEM) • Designing & Testing • Polymer suppliers • Polymers
- Naval forces - Vehicle manufacturers • Production & Construction • Fibre suppliers • Ceramics
- Air forces - Shipyards - Spall-liners • Fabric suppliers • Metals
- Special forces - Aircraft manufacturers - Add-on-Armour • Ceramic suppliers • Glass
ISO 9001
KEY FIGURES
Operating result before amortisation (EBITA) 43.8 31.7 61.5 40.2 21.3
EBITA margin (%) 9.8 8.0 12.8 11.5 7.6
Operating result (EBIT) 38.6 27.0 52.9 38.7 20.9
Investments 4.5 4.2 11.7 17.0 11.7
Depreciation and amortisation 15.2 14.2 17.6 10.8 6.1
Net capital employed 281.7 234.0 286.4 197.6 124.9
Staff years at year-end 1.519 1.340 1.651 1.238 1.203
EBITA as percentage of average net capital employed 16.7 12.0 22.9 22.6 17.1
End-user marketing through TenCate Inkjet technology as a production process Further development of OEM relations AMDS™ active blast countermeasure
Defense & Tactical business unit Effective use of internal and external IP (solutions) system
Brand awareness combined with Internal combination of technological Alliances with local partners (armour) (Open) innovation (TAPAS, TPRC, AMRC)
end-user risk awareness (what does knowledge / social innovation International Advisory Board to support Qualifications in new programmes
TenCate offer as added value) Executive Board
Total cost of ownership; cost-effective
solutions
Strengthening of the portfolio (TenCate Internal benchmarking Development of applications outside Internal benchmarking
Tecasafe™ Plus) Further growth in operating results (NL) traditional market areas Exploiting economies of scale through
Product development based on inkjet Outsourcing potential Wide deployment of unidirectional tape volume growth
technology technology Outsourcing potential
Fibre blends Business development projects
Alliances with partners (suppliers, make (development of value chain)
or buy)
There were also positive developments in the TenCate Space & The market for professional wear and work wear is tightly regulated,
Aerospace Composites and TenCate Advanced Armour market groups. with governments enacting legislation specifying safety standards in
Demand for aerospace composites (Airbus, Boeing) grew positively, certain risk areas. TenCate customers are ready-to-wear clothing
particularly from the second half. On the other hand, the armour producers and industrial clothing laundries offering a total range for
composites market in Europe in particular was characterised by end-users. TenCate focuses on industrial markets, firefighting and
budgetary tightness among national governments, which led to delays emergency services as well as the healthcare sector. New products,
in projects. The project-related nature of the revenues is an inherent such as TenCate Tecasafe™ Plus for the American market in particular,
feature of this market. are playing an important role in the continuing market development.
The concepts developed by TenCate for this market are very promising,
The operating result before amortisation of intangible fixed assets as the products are well positioned in terms of both price and
rose by 27% on an organic basis to € 43.8 million (2009: € 31.7 million). performance.
The currency effect was + 6%. The EBITA margin rose to 9.8%
(2009: 8.0%). The profit recovery in this sector was due particularly Defence applications are a relatively young and highly successful
to a recovery in the results of the Dutch TenCate businesses, in both development. TenCate Defender™ is considered to be the US standard
safety fabrics and composites, and the strong revenue growth of for uniforms with flame-resistant protection. As a result, this product
TenCate Defender™ M. The growth in demand for raw materials, is one of the major pillars underpinning TenCate’s strong growth in the
including aramid and paramid (synthetic fibres) and carbon fibres, defence markets. As part of TenCate Protective Fabrics, the TenCate
nevertheless outstripped the supply, which somewhat inhibited Defense & Tactical business unit on the one hand responds to the
the revenue and profit growth. principle of end-user marketing with the TenCate Defender™ platform
(the development of specifications in close co-operation with various
TENCATE PROTECTIVE FABRICS end-users) and on the other hand serves as a vehicle for the
AND TENCATE OUTDOOR FABRICS development of a worldwide sales strategy. The strategy with regard
MARKET POSITION AND STRATEGY to TenCate Defender™ M is focused on expansion both in geographic
TenCate Protective Fabrics is the market leader in America and Europe terms and with regard to other defence applications (product
in the field of protective fabrics. The products offer protection against differentiation).
risks in the workplace, for example from chemicals, fire and static
electricity. The American defence market is of great importance in The TenCate strategy is focused on the use of end-user marketing to
view of its scale. TenCate has acquired leading positions in various make target groups aware of protection concepts and multi-risk
segments of this market, for which specific concepts have been or solutions, thereby increasing TenCate’s involvement in defining
are being developed. TenCate Defender™ M materials are the most specifications in tenders. That is being achieved successfully among
important of these. customers in areas such as the petrochemical industry. TenCate’s
positioning is supported by an industrial brand policy based mainly on
armrests based on TenCate Tecashield® in 2010. During the testing phase, the material scored highly on aspects such as wear,
flame and chemical resistance. TenCate Tecashield® gives the shield extra protection and makes it easier to carry. The order
resulted partly from a targeted end-user approach. TenCate familiarises the market with the materials and solutions that it offers
and the latest developments. In that way it seeks to influence the specifications, quality criteria and functional characteristics
demanded by end-users.
Independent tests have shown that the TenCate Defender™ M product Research is being conducted into the use of TenCate Defender™ M
portfolio offers the best price-performance ratio. This material is used in firefighting clothing. This product has patented, inherently flame-
in various components of the standard personal equipment for the US resistant characteristics which will not wash out or wear and is ideal
Army. The choice is based on aspects such as wearing comfort, for use as a thermal lining for protective clothing worn by firefighters.
optimum protection and price-quality ratio. The protection of military
personnel remains an important focus of innovation and growth. Over TenCate saw a recovery of sales in the industrial market in both in the
half of the sales recorded in protective fabrics in the United States are United States and Europe in 2010. This effect was evident particularly
related to defence applications. TenCate Defender™ M accounts for in Europe, where the industrial market constitutes the main segment.
the bulk of such sales. The reorganisation of the Dutch protective fabrics businesses proved
It was therefore positive to learn at the beginning of 2011 that the effective. The expansion of the product portfolio, which involved in
existing exemption under the US Berry Amendment on the import of particular optimising characteristics such as wearing comfort and
flame-resistant rayon fibres into the United States will be extended protection, led to an increased order intake. In the industrial market in
to 2015. It was originally intended to expire in 2013. The US Berry the US, TenCate is gaining substantial market share with flame-
Amendment requires that products purchased by the US Department of resistant protection based on the TenCate Tecasafe™ Plus developed
Defense, including textiles, be produced in the United States, and that for this market. This product has achieved strong sales growth. It is a
requirement extends to raw materials for fibres. The TenCate good example of a successful combination of American and European
Defender™ M product portfolio of TenCate Protective Fabrics USA in product knowledge. TenCate achieved success with this product among
Union City (Georgia, USA) uses a fibre mix that includes FR rayon fibre large companies in the oil industry in both the American and Asian
from Lenzing AG in Austria. The flame-resistant fibres produced with it markets. These market positions will be further expanded in 2011.
for the US Army uniforms are nevertheless manufactured entirely in The growth in the production of protective fabrics in Thailand is being
the United States. TenCate Protective Fabrics USA has thereby created positively impacted by the above developments.
around 10,000 US jobs. A large number of US companies are involved.
The import exemption underlines this fibre’s strategic importance in TenCate Outdoor Fabrics introduced an inherently flame-resistant
meeting the demand for high-quality flame-resistant fabrics for US fabric for group tents in 2010, under the name of TenCate
uniforms, so that US military personnel can be afforded optimum Campshield™. This is a follow-up to the success of flame-resistant
protection. The exemption is also important for the US textile industry, fabrics in adjacent markets. The tent fabric is resistant to scorching,
which must be able to supply substantial volumes with a high degree annealing and sparking. In addition to scouting, international aid
of reliability. organisations and tour operators are interested in TenCate
The US firefighting market is the second important market. This market Campshield™.
was sluggish due to budget cuts in lower public authorities. TenCate is
nevertheless in an excellent position to respond to market demand,
having regard to the increasing demand for cheaper solutions.
the heat shield on the Orion spacecraft. TenCate has already been involved for some time in the development of materials and
components which resist exceptionally high temperatures and the erosive effect of spaceflight, for example. A new resin system
has been developed for this programme. This system opens the way to easier and more efficient production techniques in
comparison with other high-temperature resin systems. It can be used in numerous commercial applications, including aircraft,
In the aviation market, the material is used in interior and structural GENERAL PERFORMANCE OF TENCATE SPACE & AEROSPACE
components. The scope of application of aerospace composites is still COMPOSITES
fairly limited overall, but is growing considerably. The new generations The market for aerospace composites remained very sluggish in the
of aircraft are providing a substantial impetus for growth. As a result first half of 2010. This was due to continuing destocking in the overall
of the underlying economic conditions and technical problems among value chain as a result of further delays in the Airbus A380 and Boeing
OEM, leading to delays in programmes, the current production level is 787 programmes. The market situation in the second half of the
lower than originally planned. This was mainly the case of the Airbus reporting year showed a clear improvement.
A380 and the Boeing 787. This market has enormous potential for
TenCate. TenCate Advanced Composites in the United States concluded a long-
term supply contract with Boeing in the second quarter. The extension
In the United States, TenCate Space Composites has a leading role in of this originally five-year contract was the result of many years of
composites for satellite programmes. In the aviation industry, TenCate effort in the design and production of pressure-cast mounting clips for
Aerospace Composites operates in the field of civil aviation and the hydraulic and fuel pipes in the Boeing 787 Dreamliner. In addition
to these components, TenCate supplies composite materials – During the reporting year TenCate made good progress with the further
including TenCate Cetex ® – for other applications on the Boeing 787. development and market acceptance of unidirectional (UD) tape
The mounting clips are supplied directly both to Boeing and to its technology for various sectors, including aerospace, oil and gas. This
suppliers. The thermoset clips are used to secure the hydraulic and fuel UD technology is complementary to existing production processes for
pipes which pass through the wing. The mounting clips are an integral composites. It strengthens the position as a development partner and
part of the fuel and hydraulic system of the Boeing 787 Dreamliner. supplier to the entire aircraft sector.
This programme is an illustration of how TenCate offers its customers
profitable solutions by combining design and manufacturing. TenCate Advanced Composites USA has entered into an agreement
with 3M to supply TenCate with 3M™ matrix resin for customised
At the beginning of November, TenCate Advanced Composites Europe TenCate prepreg products. The innovative 3M technology is being
entered into an agreement to supply TenCate Cetex ® carbon laminates introduced In various new markets. As a leading developer and
for use in the new Airbus A350 XWB and other EADS applications. producer of thermohardening and thermoplastic prepregs, TenCate
Under this agreement, TenCate Cetex ® will be supplied to various supplies high-tech materials to various markets. These include
Tier 1 and Tier 2 partners of Airbus producing fuselage shells and aerospace, shipping, infrastructure and oil and gas extraction. As a
components for the Airbus A350 XWB. The TenCate Cetex ® material – technology enabler, 3M looks for best-in-class partners who recognise
which is characterised by high strength and low weight – will be used the value of innovative products and ideas and jointly bring them to
in the reinforcing structure for the fuselage of the Airbus A350 XWB. new markets. The agreement centres on 3M™ matrix resin, a patented
The thermoplastic material is already being used in existing Airbus resin technology which can be used – in combination with the design
programmes, including the Airbus A380. The fabric-reinforced and product knowledge – to produce stronger, lighter and more
thermoplastic composites are used in many components in the sustainable composites. As a result of 3M’s patented resin technology,
secondary structure and for applications inside aircraft. The supply of manufacturers no longer need to compromise between toughness /
TenCate Cetex ® material for the Airbus A350 XWB programme once flexibility and rigidity / hardness. The resin improves the performance
again underlines the importance of light, strong and mouldable characteristics of both aspects.
thermoplastic material. One of the advantages of using thermoplastic
composites is the possibility of large-volume series production. The aerospace sector (including communication and navigation
satellites) in the United States, Europe and Asia continued to show
steady growth for composite materials. Growth in the military aviation
industry stagnated.
TenCate once again obtained new qualifications in a number of areas particularly in the second half of the year. This was due to the adoption
in which composites can be used, such as the aircraft industry, of a different, more end-user focused approach in the sales efforts.
satellite construction and the energy sector. Obtaining these The expectations for the market as a whole remain structurally
qualifications, in which TenCate continues to invest, is important positive.
for future sales.
An important growth market is unmanned vehicles (UAVs) for military TenCate substantially strengthened its market position during the
applications and the satellite industry. These market positions were reporting year with the acquisition of the leading AML UK Ltd armour
considerably strengthened in 2010. As a result, the number of business in Swindon (United Kingdom). This acquisition gives TenCate
applications of TenCate composites is set to increase further. In the complete access to the UK market for lightweight composite armour
longer term, the trend towards lightweight composites materials solutions. TenCate already designs and produces a series of armour
remains positive, in view of the superior characteristics. The materials for vehicle protection (including aircraft and navy ships) for
development co-operation in the Dutch aviation cluster with both the British Ministry of Defence and associated contractors. Major
Airbus (TAPAS consortium) and Boeing (TPRC) anticipates this trend. modernisation and expansion programmes are planned in the United
These joint ventures underline the importance of the joint aim of Kingdom. This acquisition enables TenCate to expand its market and
achieving strong growth in the share of composites used in aviation, technology position, particularly in the field of armour products for
partly by improving processing technologies and widening applications. vehicles, aircraft and ships. Partly due to complementarity, the
TenCate is focusing in particular on special (industrial) applications of acquisition is also an important next step towards a pan-European
composites, for example in the automotive industry (TenCate Industrial armour organisation. Together with TenCate Aerospace Composites
Composites). This will ultimately be the third important market and TenCate Advanced Armour in the United States, this organisation
segment for TenCate, alongside Space & Aerospace Composites has an extensive portfolio of technologies and solutions for the global
and Advanced Armour. market.
GENERAL PERFORMANCE OF TENCATE ADVANCED ARMOUR At the beginning of 2010, TenCate received substantial (confidential)
In 2010, a trend was evident in Europe whereby the market which was orders to supply antiballistic composites. These defence orders –
previously dominated by substantial, urgent orders is developing more which are due to be delivered over a number of years – are worth at
towards new system programmes. These usually have a turnaround least € 40 million. Thanks to these new orders, TenCate Advanced
time of several years, as in the case of the major Eurocopter project. Armour will be involved for a number of years in the design, production
The contract for this will contribute to sales growth from 2011. and integration of armour systems for vehicle protection programmes.
In organic terms, there was a small decrease in sales in Europe,
particularly as a result of budget restrictions among national
governments. In the United States, sales of armour composites and
systems for vehicles and personal protection improved strongly,
launchers. One way to protect them is to use solutions based on TenCate Liba®. In mid-October 2010, TenCate Advanced Armour
and Dynamit Nobel Defence invited customers to observe the antiballistic characteristics offered by this type of solution. TenCate
Liba® is a patented protection solution based on ceramic pellets embedded in an elastic polymer matrix. It is considerably lighter
than conventional steel. It was subjected to heavy gunfire during the demonstration days and passed the test with flying colours.
INDUSTRIAL FABRICS INDUSTRIAL FABRICS INDUSTRIAL FABRICS INDUSTRIAL FABRICS INDUSTRIAL FABRICS INDUSTRIAL FABRICS
• Agricultural • Dealers • Agricultural cooperations • R&D • Chemical suppliers • Chemicals
• Industrial • Subcontractors • Departments of Defence • Weaving • Polymer suppliers • Polymers
• Military • Converters • Non-woven • Fabric suppliers
ISO 9001
KEY FIGURES
Operating result before amortisation (EBITA) 31.4 16.8 37.8 30.4 25.6
EBITA margin (%) 6.7 4.3 7.6 6.5 6.4
Operating result (EBIT) 27.7 13.8 34.8 28.3 25.5
Investments 9.9 9.0 29.0 44.9 28.9
Depreciation and amortisation 26.2 25.3 23.0 20.0 13.7
Net capital employed 380.8 332.7 427.4 354.8 215.8
Staff years at year-end 2,128 1,795 2,129 2,053 1,633
EBITA as percentage of average net capital employed 8.2 4.1 8.8 8.9 12.9
Strengthening of position in project New functionalities (sensoring) Direct access to market Fourth-generation developments
market through alliances Biopolymers System approach, total cost of ownership Biomechanical characteristics
Local co-operation with partners Filtration solutions Focus on quality improvement and Guarantee concept
(emerging markets) environmental aspects
‘Green building' positioning Increase in knowledge level among users
(associations)
The markets for geosynthetics in Asia and the United States, the main TENCATE GEOSYNTHETICS AND
geographic markets, fared well. In the United States, this was partly TENCATE INDUSTRIAL FABRICS
due to an increase in the number of infrastructure projects. However, MARKET POSITION AND STRATEGY
no structural recovery is yet evident in either market. Growth TenCate is the world’s largest producer of high-strength geosynthetics
opportunities are also being exploited in South America and Asia, (fabrics and non-wovens) for infrastructure, the construction industry
where there are increasing commercial activities in the infrastructure and the environment. The portfolio also comprises materials (industrial
project and environmental market. The synthetic turf businesses also fabrics) for applications in the agriculture, horticulture and leisure
fared well in the US market. sectors. On the basis of the business model, TenCate operates close to
the market with production sites in Europe, the United States and Asia.
The European market for both geosynthetics and synthetic turf This also gives rise to logistical and pricing advantages. Geosynthetics
activities presented a less positive picture. Operational and contributes by far the largest proportion of revenues in this market
commercial policy changes were implemented in the synthetic turf group.
businesses, including a further consolidation of downstream activities.
These made an important contribution to the increase in revenues. A distinction should be drawn between wovens, non-wovens (fleeces)
There is strong demand for newly developed, high-grade and wear- and grids. In general, woven products are stronger. The non-woven
resistant TenCate synthetic turf fibres. market is a volume market. The important factor for TenCate is that
the company is strongly represented in both market segments and
The operating result before amortisation of intangible fixed assets provides extensive technical advice on the use of geosynthetics for
rose by 118% on an organic basis to € 31.4 million (2009: € 16.8 civil engineers, construction managers and contractors. Here too
million). The currency effect was + 20% and the effect of acquisitions/ the aim is to achieve a system approach focused on solutions.
divestments was 51%. EBITA rose much more strongly than revenues in Geosynthetics form part of the overall structure and deliver functional
relative terms, due to major benefits from the cost measures taken in added value.
previous years. The active control of working capital also contributed.
On the other hand, EBITA, which has not yet reached the desired level, ‘Sustainable building’ is an increasingly important theme. The market
came under pressure from costs associated with the streamlining of is devoting increasing attention to the positive environmental aspects
the downstream businesses in the synthetic turf market and a of geosynthetics. The use of environmental arguments and the
provision recognised for the planned transfer of geotextile production reduction of environmental effects are therefore receiving greater
from Almelo to Nijverdal-Noord. The EBITA margin rose overall by 6.7% emphasis in the promotion, design and specifications. Alternatives to
(2009: 43%). The margin is below the desired level (minimum 10%). TenCate geosynthetics are usually concrete, stone and steel, which
Apart from the aspects referred to above, this was due in particular to often have to be transported over long distances. In the case of
the low margin of the European geosynthetics businesses. The margin geosynthetics, by contrast, locally available materials (sand, sludge)
on the synthetic turf businesses is satisfactory. are used. In the case of land reclamation (hydraulic filling with sand)
category. It was the sixth successive year that the company had received an award. The winning project was the contribution to
the Incheon Bridge Project in South Korea, in which TenCate Geotube® technology was used. This technology is a durable and
cost-effective method for protecting coasts, creating islands in the sea and reclaiming land. The award underlines the important
role played by TenCate Geosynthetics in providing solutions for critical environmental and infrastructure projects worldwide.
TENCATE GRASS of the quality, playing characteristics and durability of synthetic turf
MARKET POSITION AND STRATEGY pitches. The alliances with market participants are giving rise to joint
The TenCate Grass group has a leading market position worldwide technological and other developments and further reductions in the
(fibres and backing) in synthetic turf systems. TenCate is almost at the time to market.
beginning of the supply chain. The strategy is being continuously
reinforced in all cornerstones of the strategic framework (value chain In the second quarter, the interest in TigerTurf (synthetic turf
management). The demand and supply side of the market are distribution and installation) was increased from 49% to 80%, in
developing strongly. Downstream consolidation is taking place in the implementation of a previously agreed acquisition resolution.
sector as a result of higher quality requirements among end-users, At the beginning of 2011, an agreement was reached with GreenFields
the greater importance of research and development, high certification whereby TenCate would acquire a majority interest in the company.
costs, environmental and sustainability requirements and tight A letter of intent was also signed with C.S.C. Ceelen Sport
availability of bank financing for small market operators. It is not Constructies for the joint product and system development, systems
desirable for TenCate to finance the synthetic turf market, however, marketing and the acquisition of a minority interest in a newly formed
so supply and payment conditions have been tightened. marketing platform for system development. In this marketing concept,
Edel Grass, GreenFields and TigerTurf are the labels with which
TenCate conducts an active strategic policy in order to maintain TenCate will operate in the market for sport systems. Independent
a leading position in terms of market share and technology. With partners also operate under their own brand names in the market.
production sites in the Netherlands, Dubai and the US, TenCate has These are co-branded with the Powered by TenCate™ label.
deployed its production facilities cost-effectively, with the emphasis
on volume production in the Middle East, and the logistical lines to the As a result of intensive co-operation within the value chain, there
market are short. Within this strategic policy, TenCate also leads the is now greater control of the overall production process. Quality
way in entering into partnerships with key providers of synthetic turf guarantees throughout the chain are of great importance, because
systems. Tight inventory management is also maintained. The pricing there is growing quality awareness in the market. Close co-operation
policy has been closely geared to the seasonal pattern in the synthetic also contributes to environmentally friendly and sustainable concepts,
turf market. as well as the recycling of sports pitches. The quality image of sport
systems related to TenCate is strengthened by co-operation in the
Interests in downstream activities (marketing and installation value chain. The links between TenCate Grass and its partners make
companies) are increasingly being integrated. TenCate thereby for a strong combination along the entire length of the value chain.
combines expertise in the development and production of synthetic turf
fibres and carpet backing, as well as research and development in the In the downstream activities of TenCate the companies retain their
field of sport characteristics, with the knowledge of system developers commercial identity, because there is a growing trend towards market
and installation companies. The aim is to accelerate the improvement segmentation. GreenFields and Edel Grass are both FIFA Preferred
exceptional. TenCate Tapeslide™ XP fibre has been developed for such pitches. A large number of intensively used pitches
worldwide have been equipped with TenCate Tapeslide™ XP technology since it was launched, and every single pitch is still in
excellent condition. The hundred-plus Cruyff Courts in the Netherlands are a good example. Architects and specifiers increasingly
opt for TenCate Tapeslide™ XP fibres in the knowledge that it is the most durable synthetic turf fibre on the market.
KEY FIGURES
ACTIVITIES (around 32%). Xennia Technology had to contend with delays in the
The Other Activities sector comprises Xennia Technology, TenCate Enbi supply of printheads, as a result of which sales of both components
and Holding & Services. and inks fell short of the forecast growth. The long-term growth
◾ Xennia Technology outlook nevertheless remains unchanged.
Specialist inkjet technology for industrial applications, such as the
medical sector and the food and textile industry. XENNIA TECHNOLOGY
◾ TenCate Enbi MARKET POSITION AND STRATEGY
Technical rollers and components particularly for printers, copiers, Xennia Technology ltd of the UK (79%) specialises in the development
fax machines, postal sorting machines and automated teller of industrial production processes based on inkjet technology.
machines. The company focuses mainly on textile printing and finishing,
decoration and coating of materials, the packaging industry, printed
REVENUES AND RESULTS electronics and medical applications. This represents a revolution
The revenues of the Other Activities sector (Inkjet Technology, for TenCate in the field of coatings and textile finishing, because
Technical Components and Holding & Services) amounted to functional characteristics can be applied to materials on a nano scale.
€ 66.8 million (2009: € 52.7 million). EBITA amounted to € 9.8 million
(2009: – € 7.0 million). The result was positively impacted by a For a number of applications, including textile materials, the
corporate branding fee of € 8.4 million. The holding company derives technology is still in the start-up phase. Inkjet printing on textiles has
its income principally from interest on loans and management fees. been in use for some time, but for small runs and at low production
A strong turnaround was achieved at TenCate Enbi, amid a slight speeds.
market recovery. Revenues were well above the 2009 level
The technology offers the prospect of major progress in reducing the Due to the rapid development of the market as a whole and the still
consumption of energy and raw materials, as well as in the accuracy limited capacity of suppliers, a shortage of components (printheads)
of the process (controllability and quality). Other advantages are the arose, causing delays to a number of developments. Xennia responded
individualisation of volume products (mass customisation) and product to this by entering into new relationships with suppliers.
innovation.
In terms of their revenue contribution, inkjet systems for the ceramic
Xennia combines technology (hardware solutions) with operating tile industry in China and Europe are the main commercial solution
systems (software) and its own ink formulations to develop industrial at present.
production systems. The 2010 financial year was devoted mainly
to the development of the value chain and the strengthening of the OUTLOOK
organisation. In the years ahead, Xennia Technology will be an important technology
partner in various innovation programmes. However, there will be an
As a technology partner, is Xennia is one of the few companies increasing emphasis on in-house commercial activities, namely sales of
operating in this way in the market. It therefore has a number of modules, systems and inks. Xennia has formulated a growth strategy
important relationships with OEMs and machine manufacturers. focusing on a number of niche markets, including textiles, in which
TenCate is one of the main launch customers.
GENERAL PERFORMANCE
Good progress was made in 2010 with the development of the internal Xennia Technology and TenCate will take steps to implement the
organisation of Xennia. Cametrics was acquired in order to bring technology for textile finishing in 2011. This is currently at the R&D
specialist software development in-house. The company also began project stage. A progressive assessment will be made of the extent
producing inks (coating fluids) internally for applications in the field to which the technology can be implemented commercially.
of textiles, among others.
The sales organisation was strengthened and work began on The broadening of the supplier base in 2010 will reduce the
developing an international distribution organisation. Particular dependence with regard to critical components. This has strengthened
attention was also focused on the positioning of the brand portfolio the commercial position.
in the inkjet industry.
The inkjet modules enable OEMs and mechanical engineering partners to devise reliable inkjet printing solutions. Xennia uses
water-based inks but absolutely no solvent-based inks. The company uses composite materials from TenCate Aerospace
Composites in its latest design for inkjet printing systems. This offers mechanical stability over a wide range of temperatures
and leads to more accurate printing. That means lower operating costs and reduced energy consumption. This development is a
POST BALANCE SHEET EVENTS In summary, the developments below are the main pillars for further
On 25 February, TenCate acquired a majority of the shares of recovery:
GreenFields. The intention is to bring the percentage to 75% in the ◾ Continuing strong performance by TenCate Defender™ M
short term. and expansion of applications (for example riot police) and new
TenCate has also signed a letter of intent with C.S.C. Ceelen Sport geographic markets;
Constructies bv, a leading installer of synthetic turf pitches. ◾ Growing share of the industrial market for protective fabrics;
◾ Recovery in the aircraft industry;
PERFORMANCE AND OUTLOOK ◾ Marketing of previous (technological) developments (such as new
The trend in the order intake was favourable overall. Governments and synthetic turf systems, widening of applications for composites);
related customer groups account for a considerable proportion of ◾ Good basis in armour markets (EU and US);
revenues. For the group as a whole, no major negative effect is ◾ Growth in Asian and South American markets (geotextiles,
expected from lower government expenditure, since TenCate materials protective fabrics);
are aligned with global trends which are of importance for these ◾ Increase in profit margin on geosynthetics activities.
market groups.
In view of the above developments, further growth in revenues and net
Promising developments are under way in the markets in which profit is expected – barring unforeseen circumstances.
TenCate operates. Activities in the aerospace industry are increasing
and, after initial delays, new aircraft programmes have now entered
the production phase. Another promising development is the ABDS™
active blast countermeasure system. This is a patented concept to
provide army vehicles with better protection against roadside bombs.
for developing the remuneration policy and assessing the ◾ Social responsibility and sustainable enterprise
performance criteria for members of the Executive Board. TenCate strives to maintain good relations with other parties in its
◾ Code of conduct for management and employees vicinity and with stakeholders. The company endeavours to limit
The company has a code of integrity, a whistleblowers scheme and the environmental impact as far as possible. This principle is also
rules to prevent abuse of inside information. There is also a code included in the code of conduct for employees. Substantial
of conduct on the use of internal and external social media. This is environmental investments are made for this purpose. Operating
a dynamic process in which the code of conduct can be refined or companies have long implemented major elements of socially
supplemented from time to time. responsible enterprise.
◾ Disclosure
TenCate conducts an open communication policy and provides SWOT ANALYSIS
regular information on its important commercial developments. The SWOT analysis in this report provides an overview of (the main
Information provision must fulfil the criteria of accuracy, points of) the internal and external factors which can influence
completeness and timeliness and comply with transparency strategy formation and implementation. For each market sector this is
guidelines and IFRS standards, in order to give stakeholders the shown elsewhere in this report by means of a schematic overview.
most transparent and accurate view possible of the performance A description of the main aspects of the group’s strategy and factors
and outlook. The main risks must be stated and evaluated. which influence it is provided below.
Clear communication takes place on TenCate’s corporate strategy.
Only a market-compliant trading update is provided for the first GENERAL
and third quarters, in accordance with the legislation which came The strategic framework in which TenCate operates is provided by the
into force in December 2008. value chain management model. Its main theme is the development of
◾ Financial control and risk monitoring actions which enable TenCate to exercise control in the value chain and
The Supervisory Board forms a financial committee from among maintain a distinctive, unique positioning. The value chain management
its members to supervise the financial performance, acquisitions, model is based on four pillars: cost leadership, product differentiation,
divestments and general risk policy. end-user marketing and technological innovation. The SWOT analysis
◾ Avoidance of conflicts of interest is therefore approached from this perspective.
TenCate is alert to conflicts of interest. These are addressed
and where necessary avoided. THE STRENGTH OF TENCATE
TenCate is constantly alert to possibilities for extending its corporate
branding. Through end-user marketing, activities are developed in
order to highlight the contribution made by TenCate materials in
systems. In view of the value which can be vested in the TenCate
brand, TenCate can successfully position the company’s core values
materials supplied by TenCate Protective Fabrics for protective work clothing. These materials, such as TenCate Tecasafe® Plus,
TenCate Oasis™ and TenCate Tuffweld®, are based on internally developed fibre blends for specific applications. At the beginning
of 2007, TenCate Tecasafe® Plus was successfully launched in the industrial safety market in the United States. The material is
more comfortable and has a longer service life than flame-retardant fabrics from other suppliers. Due to its price and service life,
it delivers substantial cost benefits for industrial laundries and rental companies.
Happy Turf
This analysis enables us to carry out a rapid and clear assessment programmes, such as the aerospace market. Growth in revenues is
of the strategic position of the company and to adjust its course protected by qualification processes. A precondition is that TenCate
accordingly. continues to adhere to the quality guidelines specified by the
customers.
A second frequently used model is the SWOT analysis, in which the
W (weaknesses) and the T (threats) represent the internal and external Macroeconomic developments
risks. Macroeconomic developments have a major impact on the level of
This analysis also provides a basis for the discussion of measures with demand for TenCate products. Sales in some market groups are directly
the management in order to reduce the risk. impacted by the level of economic activity of industrial customers and
end-users. There are also major differences between individual
The following overview of the main specific risk areas is not geographic markets. The Asian and US economies improved in 2010,
necessarily complete. It is possible that risks which have yet to be but the European economy has yet to do so.
identified or are seen as non-material will nevertheless subsequently
have a major negative impact. The risk management and control An important factor is government expenditure in the major countries.
measures are aimed at timely identification of such risks. The demand for protective fabrics and antiballistics is controlled by
public sector bodies, in particular defence forces and fire brigades.
MARKET RISKS Demand for geotextiles and synthetic turf products is driven by public
Market sector investments in infrastructure and sports facilities. Factors
The market risks differ depending on the market segment. In some which determine government policy in the above markets include
segments, such as base fabrics for professional wear, there is security policy and economic growth. With strong commercial
intensive competition and high price elasticity. In addition, production networks and the associated information provision, government plans
of less distinctive products is gradually shifting to Asia. In other market can be anticipated promptly and efficiently.
segments, such as safety fabrics, antiballistics, geotextiles and As a result of flexibility in cost structures, it is possible to compensate
artificial grass, TenCate has a technological lead, in many cases with for the consequences of a certain degree of reduction in demand.
associated market leadership. This provides no guarantee for the This flexibility is achieved among other things by flexible deployment
future. Products which reach the end of their life cycle must be of labour and partial outsourcing in some market groups.
succeeded in good time by new, improved and distinctive versions.
Protection and patenting of intellectual property strengthens the
unique positions of the products. End-user marketing provides pull
effects, as a result of which the value chain is controlled more
effectively and distinctive ability is rewarded by the market.
There are also markets which feature long-term development
Prices in the commodity market may fluctuate widely. The price of Another risk is dependence on key officers, often with an R&D or
plastics is determined partly by the oil price, but in particular by market background. It is necessary to ensure that this expertise is
shortages or surpluses in the market. Price rises can be passed on to retained and shared across the organisation. This is achieved by
customers with a time lag of one to six months. The same applies to guaranteeing knowledge.
price reductions. In some cases an automatic price adjustment clause
is included in customer contracts. Production and product liability
TenCate has various small- to medium-scale production processes, for
In the case of super-strength or fire-resistant armour fibres, regular example involving fewer than 100 employees. Where there is a
shortages occur or a strong dependence develops on a single supplier. relatively low degree of production automation there is a higher risk of
These entail risks of availability and disproportionate price rises. human error. Incidents in production can never be ruled out. These may
Active efforts are being made to reduce this dependence by using lead to a loss of quality in the end-products, claims from customers or
alternatives. TenCate operating companies are increasingly taking part even a temporary halt in the production process. However, TenCate
jointly in negotiations with major suppliers, in order to achieve carries out preventive inspections of its products and almost all plants
optimum conditions in terms of price, quality and delivery reliability. are ISO-certified. Control of production processes and quality
management are important priorities in order to avoid product claims.
OPERATIONAL RISKS In that context, uniform sales conditions are being introduced as far as
Management and personnel possible.
The TenCate organisation strategy is based on a decentralised model.
The group directors and operating company managements determine Product development
the company policy to a large extent independently and take Product development is the lifeline for the years ahead. It must be
entrepreneurial decisions. managed with care. If products are brought to market too early, this
can result in teething troubles, recalls and damage. On the other hand,
if the time-to-market is too long, TenCate will lose a large part of its
competitive advantage. The product development process has been
structured in accordance with strict procedures and criteria.
Polyslope® S. It is an environmentally friendly and attractively priced system consisting of fibre-reinforced geosynthetics, glass
fibre erosion control and a formwork made of geogrids. Geosynthetics were chosen because the mountain location ruled out
conventional solutions and the barrier had to fit in well with the landscape. The 600-metre-long and 25-metre-high avalanche
barrier has been constructed 2,200 metres above sea level, where the avalanche is halted before it attains its maximum speed
and strength. The barrier has been installed using locally available natural materials.
Environment and adopt a more aggressive, formal stance. Partly for that reason, the
The environmental policy of TenCate is based on limiting any impact on fiscal risk profile is increasing. This can relate to both corporation tax
the environment as far as possible. Regular checks are carried out both and import duties and VAT.
by the holding company and by the management of operating
companies and measures are taken to avoid environmental risks. FINANCIAL RISKS
Textile finishing in particular may involve the use of chemicals which Financing and liquidity risks
must be covered by guarantees. The waste water from textile finishing The company’s financing is overwhelmingly decentralised through
in the Netherlands and the United States is treated in the company’s corporate treasury. The operating companies receive their funds on the
own water treatment plants. basis of clear agreements.
TenCate considers that the environmental risks have been limited as The main financing source is the € 450 million syndicated loan, which
fully as possible. Environmental co-ordinators have been appointed at was renewed in December 2010 for a five-year term.
local level who are familiar with the specific situation and implement The loan is subject to a number of covenants, principally concerning
local legislation and regulations accordingly. the debt/EBITDA ratio. In view of the specific seasonal pattern in
TenCate’s financing requirement, it has been agreed that the ratio in
Continuity of information provision the first quarter may be 3.25, in the second quarter 3.5 and in the third
Each operating company has its own systems for control and and fourth quarters 3.0. The risk of a breach of covenant thus is
transaction processing in the main operating processes. From the substantially reduced. The monitoring of this risk is an important
perspective of costs and risk control, systems for communication and priority in the treasury policy.
generic workplace organisation are increasingly implemented centrally.
Disruptions to these systems can impede operating processes. Interest rates
As a result of procedures for information security and remote storage, The risk of interest rate rises is in principle hedged 90% for the
the risks are limited as far as possible. following year and 75% and 50% for the subsequent years, taking into
The operation of these facilities is tested periodically. account the expected interest rate trends. The preference is to use
caps for this purpose, but, depending on the cost, swaps may also be
LEGAL AND TAX RISKS used. The impact of the change in value of financial instruments on the
TenCate is involved in various legal proceedings resulting from normal company’s results is mitigated as far as possible by the use of hedge
business operations. The progress of these proceedings is monitored accounting.
continuously. A summary is discussed in the finance committee of the
Supervisory Board twice a year. Currencies
Approximately 30% of TenCate revenues are in euros. The major
As part of their aim of reducing budget deficits, governments are currency risk incurred by TenCate is in respect of the US dollar (50% of
encouraging their local tax authorities to intensify their inspections revenues) and a number of more or less dollar-related currencies such
as the Singapore and Australian dollar, the Chinese yuan renmimbi a result of the Financial Assessment Framework (including interest rate
and the dirham in Dubai (10%). risk management), involving a reduction in the risk profile.
With regard to currencies, Ten Cate draws a distinction between The company has concluded an implementation contract with
competition, transaction and translation risk. The competition risk Stichting Pensioenfonds Koninklijke Ten Cate nv, under which the
concerns the changing competitive position vis-à-vis competitors financial contribution remains limited to an average contribution. This
in areas with a different currency. This risk is hedged over the moves within an agreed range depending on the financial situation of
subsequent six months by means of options. Thereafter a permanent the fund.
answer must be found to the new situation. Transactions in foreign In the other countries there are defined contribution schemes in the
currencies are immediately hedged by means of futures or options. vast majority of cases.
These are mainly transactions by European operating companies
denominated in US dollars and British pounds. The translation risk RISK MANAGEMENT AND CONTROL SYSTEM
arises when operating companies outside the eurozone make The overall risk management and control measures are based on
a substantial profit contribution, while their currency weakens a number of key elements.
against the euro. This is liable to occur particularly in the case of
the American operating companies. They are offset by means of Culture
opposite positions with regard to competitive risk. The company strives for a culture of openness, integrity,
professionalism, enthusiasm, efficiency and respect. Core values are
Pension provisions entrepreneurship, innovation and a focus on results. Every employee is
TenCate has placed the pension provision for Dutch employees with made aware of these cultural elements and the obligation to comply
Stichting Pensioenfonds Koninklijke Ten Cate nv. This average salary with all applicable legislation and regulations. The Integrity Code and
scheme is designated as ‘defined benefit’ in accordance with IFRS the Confidential Adviser Scheme set out the general rules of conduct
reporting rules. A sharp fall in prices on international securities with which employees must comply.
exchanges could lead to a decrease in the value of the pension fund’s
investments. In the event of a decrease in interest rates, the present Organisation and communication
value of the liabilities increases. In such situations the cover ratio may The organisational structure of TenCate is based on clearly defining
fall sharply. That also happened in 2008, 2009 and 2010, as a result each person’s responsibilities and making performances measurable.
of which the company had to pay € 2.3 million in additional pension This is reflected in a group structure in which groups and operating
contributions. The result of this and of interest rate developments companies bear responsibility for results. The group managements
may be that the provision for pension liabilities on the Royal Ten Cate determine the group strategy, promote consistency and synergy and
balance sheet increases under the new IFRS guidelines. The pension are responsible for exploiting the market positions in the value chain.
fund has taken measures itself within its investment policy, partly as Central management support departments in the company with
It is important to maintain direct contact between the Executive Board, Evaluation of risk management and control systems
group managements and operating company directors. Direct The Executive Board is of the opinion that:
discussion takes place regularly, depending on the matter at hand. ◾ The risk management and control systems provide a reasonable
More formally, extensive monthly reporting takes place and the degree of certainty that the financial reporting is free of material
performance, results, outlook and certain facets of risk management misstatements;
are discussed once each quarter. Risk management also forms part of ◾ The risk management and control systems have operated correctly
the consultation with the Financial Committee of the Supervisory in the reporting year;
Board. ◾ There are no indications that the risk management and control
systems will not operate correctly during the current year.
RISK MANAGEMENT
Risk management is a responsibility of the management at all levels. However well designed our internal risk management and control
All managers and controllers sign a twice-yearly letter of systems are, they can never provide absolute certainty that objectives
representation on the financial reporting / internal control. in the field of strategy, operation, reporting and compliance with laws
and rules will always be achieved. In taking decisions we are aware
All financial regulations are included in the TenCate Accounting that:
Manual. The managements and controllers of the operating companies ◾ Human errors of judgement may arise;
declare in respect of their reports that the results have been compiled ◾ Cost-benefit assessments must constantly be made when taking
in accordance with this manual. on risks and taking control measures;
◾ Human failings and even simple errors or mistakes can have major
Each year the external auditors assess the structure and operation of consequences;
the administrative organisation and internal control, to the extent ◾ Conspiracies by officials can lead to circumvention of internal
relevant to the auditing of the financial statements. They report on this control measures;
◾ The management of parts of the company can permanently or The HR policy remains focused on development and growth, leadership
temporarily negate agreements made with the Executive Board. and reinforcing behaviour which fits in with our company’s core values:
innovative, solution-focused, high-quality and reliable. TenCate will
This statement should not be interpreted as being a statement in therefore continue to work on improving and strengthening the
accordance with the requirements of section 404 of the Sarbanes organisation.
Oxley Act in the United States, which does not apply to Royal Ten Cate.
ORGANISATIONAL DEVELOPMENT
HUMAN RESOURCES MANAGEMENT Entrepreneurship is key at all levels in the groups. Efficient central
HUMAN RESOURCES POLICY control from the holding company strengthens the core values.
The 2010 financial year was marked by a further strengthening of the An appropriate degree of autonomy and active pursuit of internal and
organisation, after an economically challenging period, in order to external co-operation are consistent with the culture of TenCate.
successfully continue the implementation of the TenCate strategy.
The development of skills and improved employee performance The market leadership role of TenCate requires strong leadership and
remained an important focus of attention. a clear organisational structure. Within TenCate, this structure
At the end of 2010, TenCate employed approximately 4,270 people consists of three sectors operating worldwide: Advanced Textiles
in 25 countries on three continents. & Composites, Geosynthetics & Grass and Other Activities.
The management of each of these groups has extensive responsibility
Own employees Year-end 2010 Year-end 2009 for the operational management of its own group. That strengthens
(in number of staff years) entrepreneurship. Important frameworks within which the groups must
Netherlands 785 862 operate are the TenCate strategy and annual plans. That means the
Rest of Europe 724 569 head office in the Netherlands need only be of limited size.
United States 1,542 1,314
Asia / Australia 878 777 In adjusting the staff count in 2009 in line with the changed market
Middle East 342 283 circumstances, a great deal of care was devoted to retaining critical
Total 4,271 3,805 knowledge and skills, in order to guarantee continuity in the
organisation and allow rapid upscaling. It became clear in 2010 that
this approach had worked. Where necessary, TenCate was able to
scale up rapidly to meet increased market demand.
10Cate
At TenCate we are
TALENT AND MANAGEMENT DEVELOPMENT TenCate operates in many countries, each of which has its own laws
For an enterprising organisation such as TenCate, the early and cultures. The operating companies therefore conduct their own
identification and development of in-house talent is an important key personnel policies geared to the local situation, although these are
to success. Talent is about more than having sufficient competences. governed by conditions and general principles specified by the group.
Passion is also a very important motive.
SAFETY
As part of the TenCate Talent programme, a business game was Our employees on all continents are professional people who have a
completed involving a simulation based on a comparable situation sense of enterprise focused on results and solutions and are prepared
at TenCate. A number of international teams, each with five to six to take on challenges. A safe, high-quality working environment is of
participants and drawn from various companies and disciplines, great importance in this regard and has the utmost priority. The policy
competed to achieve the highest scores. Participation was voluntary. of TenCate is aimed at implementing or structuring all operations and
processes in such a way that all forms of personal injury and damage
A capability assessment programme for the senior management was to health can be avoided. This aim forms the basis of the health and
also begun in the reporting year. This shows the extent to which safety policy implemented in all our companies. This results among
TenCate is fulfilling its growth ambitions with the current management other things in a relatively low level of sickness absence.
and the areas in which we need to develop, train and strengthen.
Stimulation of mobility also plays an important role in this regard. CORPORATE INFORMATION TECHNOLOGY
DEVELOPMENTS IN 2010
EMPLOYMENT CONDITIONS IT organisation
TenCate offers its employees a comprehensive and competitive Good progress was made in 2010 in merging the decentralised IT
package of employment conditions. To this end, regular surveys organisations into regional shared service centres. Information
are conducted, in co-operation with Hay Group and local employer Systems USA was established in 2010 and became operational on
organisations. TenCate operates a uniform remuneration policy for 1 January 2011. Preparations began for an IT shared service centre in
the management of all businesses. The bonus systems for the senior Asia. The three regional shared service centres are scheduled to be
management are also determined centrally. That takes place operational and interconnected by 1 January 2012. That will complete
exclusively on the basis of the result of the operating company and the transformation from a decentralised IT organisation to an IT shared
in some cases also partly on the basis of the results of the TenCate service centre organisation.
group as a whole.
Communication
Building on the previous investments in the secure Global TenCate
Network, the existing intranet has been completely overhauled for
internal communication. It will be rolled out worldwide in the course of
IT shared service centres: EMEA (Europe and Dubai), USA and Asia. Within this worldwide network, all operating companies are
interconnected and their IT infrastructure is standardised. In addition to conventional telephone systems, employees worldwide
have access to the internet, intranet, e-mail and Office Communicator. The result is fast, reliable, universally accessible
communication and IT support, cost-efficiency and a contribution to the clear presentation of the company. This process
During the past year, careful work was again carried out to further protecting TenCate innovations is assessed at every stage, for example
strengthen the role of the corporate brand in order to promote the by means of patent filing.
identity, transparency and reputation of the company as a whole and
develop the brand promises. The corporate brand is one of the By consistently recording all relevant information on innovations,
company’s most important intangible assets. In July 2010 it was appropriate protection can be achieved. Furthermore, in consultation
announced that TenCate was among the top 100 companies with the with the departments involved, specific knowledge or skills can be
most valuable brands. TenCate ranks 85th with total corporate brand licensed to partners in the value chain in certain cases.
value of € 108 million. The brand rating of TenCate had previously been
set at A+ (extra strong). (Source: Brand Competence, The Dutch Top During the past decade there has been a strong increase in the number
100 corporate brands ranking 2010). of patents filed by and issued to TenCate. At the same time, the
effectiveness of the various patent portfolios is monitored closely.
A brand overview is available digitally on the TenCate internet site. In 2010 a total of over 650 patents were filed and issued.
development and production techniques and choosing recyclable basic materials and ‘green’ suppliers, it is possible to give new
life to valuable waste materials. With small logistical adjustments to the collection system for carbon woven edges, thermoplastic
prepregs and sawing waste from laminates, Ten Cate Advanced Composites bv is managing to achieve considerable savings in
the costs of its waste streams. The high-grade composite waste is particularly suitable for recycling. It can be used to strengthen
QUALITY AND THE ENVIRONMENT Steps have been taken to increase the comparability of these data.
In the manufacturing process TenCate devotes specific attention to the In the Netherlands, work began with a new eco-tool which provides
responsible handling of raw materials, reduction of waste and rejects substantiated and comparative information on the environmental
and recycling. Quality assurance is and will remain the guiding impact of textiles and other materials. TenCate Protective Fabrics and
principle. That starts with product design and ongoing product TenCate Outdoor Fabrics are involved as pilots in the implementation in
development. TenCate aims to impact the environment as little as 2011. The environmental categories in the ultimate scorecard include
possible. impact on the climate, CO 2 equivalent, energy, water and chemical
consumption, transport and land occupancy. Various processes or
This principle is part of the code of conduct for employees. TenCate products are compared, and the effects of adjustments to the process
gives the utmost priority to a safe working environment worldwide, or product are visible. That makes it even easier to set priorities for any
in order to prevent industrial accidents and protect the operating and measures to improve the environmental profile. In addition, the relative
business environment. Quality, Health & Safety and Environment environmental contributions of the products or processes can be
officers have been appointed in most operating companies. clearly determined. It is then possible to ascertain which products have
They monitor the performance in these areas on the production sites. a minimal environmental footprint during the production, use and
The corporate risk manager once again visited all production sites waste phases.
worldwide in 2010. Adjustments and improvements were made where
necessary and feasible. This approach is in line with the industry objectives. In a European
context, the Modint sector organisation drew up a roadmap in 2010 for
Almost all production sites have been established or certified in the period to 2030. By that time, the technical textile industry should
accordance with ISO 9001 and/or ISO 14001 standards. For certain be able to provide a flexible and sustainable solution for the needs of
processes – such as the production of materials for aviation, customers and users. TenCate is leading the way in pursuing this
antiballistics and protective fabrics, additional standards and objective. By already working further on technologies and techniques
requirements apply. Environmental legislation and environmental care for the processing of so-called biobased, biodegradable, recyclable or
are guaranteed in the quality policy. In the value chain, they form the secondary raw materials, it will be increasingly easy for TenCate to
basis for dealing with suppliers, but also with customers. That ensures manufacture biologically, chemically or mechanically recyclable
that the production process and the chain remain controllable. products by using cleaner production techniques. The technology
The theme of chain responsibility fits in closely with the value chain roadmaps used by TenCate point the way to the creation of future-
management applied by TenCate. The value chains of the market proof (sustainable) functionalities and materials.
groups of TenCate are presented transparently in this report, although
the underlying details are not disclosed, for competition reasons.
Similarly, due to the confidentiality of quality and environmental data,
no quantitative information is disclosed.
TenCate believes that it limited environmental risks to the best of its TenCate among other things chairs the European Technology Platform
ability once again in 2010. On the basis of the environmental control (ETP) for the Future of Textiles and Clothing in order to stimulate
systems, the company endeavoured to reduce the use of raw materials, renewal and sustainability in the sector. TenCate chairs the governing
water and energy consumption and emissions. Local legislation and board of Modint, the Dutch sector organisation.
regulations were implemented by the Quality, Health & Safety and
Environment officers. The high European standards form the guiding Once again in 2010, TenCate Grass worked with national and
principle for production site at other locations around the world. international football federations on the future standardisation and
The waste water from textile finishing in the Netherlands and the standards for football on synthetic turf. At the end of 2010, new test
United States is treated in internal installations. Heat and cold pitches were laid, on which scientific research will be carried out into
storage facilities are also used to conserve energy. Only chemicals the sport effects of new (woven) synthetic turf systems.
and dyes listed in the textile environmental database are used in the
Netherlands. TenCate purchases most chemicals and artificial fibres Progress was made in 2010 with the development of inkjet technology
from multinationals worldwide which conduct a policy focused on for textile processes. Work started at the end of the year on the
sustainability. construction of the first trial machine, which will be installed in a trial
plant in the Netherlands in 2011. This revolutionary technology may
The TenCate operating companies devote a great deal of attention to represent a breakthrough for the entire textile sector. In view of its
the control of waste flows. In addition to coherent waste separation, environmental aspects – clean manufacturing industry, high degree of
various production sites maintain a mass balance sheet. This serves process automation, efficient processes (higher productivity and
as preparation for the limitation of waste flows in the entire production flexibility), lower energy consumption, enormous water savings, local-
process. Specific materials such as glass and bulbs, board and paper, for-local production and mass customisation – this development
wood, iron and steel are separated as far as possible. Any hazardous process is part of a wide European innovation programme.
waste is collected separately and removed by recognised processing An international conference in December 2010 was presented with
companies. The quantity of residual process waste that is recycled is the results of the European DigiTex project, in which TenCate had
gradually being increased. Some plants are now approaching full a leading role.
recycling.
SOCIAL COMMITMENT
In order to make progress in the sector, TenCate Protective Fabrics took TenCate has a high degree of social commitment. Initiatives take place
part in various standardisation committees again last year, on both at almost every production or office site around the world to expand
a Dutch (NEN standard) and a European (CEN standard) scale. the links with stakeholders or interested parties. In most cases such
By exerting targeted influence on standards and requirements which close relationships have already existed for a long time. That is the
products must fulfil, it is possible simultaneously to achieve the case, for example, of the principal sponsorship of TenCate of the
maximum for end-users and the environment. In a European context, Heracles Almelo professional football club, as well as the sponsorship
One of the TenCate core values is reliability. The integrity code applies
to everyone employed by TenCate or its operating companies. The code
is part of each individual contract of employment. A central compliance
officer and a confidential adviser have been appointed to support the
code.
and an innovative programme is being set up for new sports facilities based on synthetic turf. TenCate contribution includes
the development of innovative sports facilities based on various uses of artificial turf and the creation of a field lab, where new
developments can be tested scientifically and in practical situations. Sport is an innovative market. Sponsorship of sporting
activities gives TenCate a direct link to technological innovations in sport. Sport sponsorship is one of the ways in which
Attributable to:
Shareholders of the company 61.2 17.0
Non-controlling interests – 0.2 – 0.6
TOTAL COMPREHENSIVE INCOME AFTER PROFIT TAX 61.0 16.4
NON-CURRENT ASSETS
Goodwill 38 192.6 161.9
Other intangible assets 38 50.2 41.9
Tangible fixed assets 39 214.2 214.7
Investments in associated companies 40 5.2 18.9
Financial fixed assets 40 10.1 6.6
Deferred profit tax assets 41 20.3 19.8
Total non-current assets 492.6 463.8
CURRENT ASSETS
Inventories 42 216.9 155.0
Receivables
Trade debtors 43 151.0 100.8
Profit tax receivables 0.7 3.2
Other receivables 44 18.1 12.9
GROUP EQUITY 46
Share capital 63.8 62.7
Share premium reserve 45.8 46.9
Translation reserve 3.3 – 15.3
Hedging reserve – 3.6 – 0.2
Reserve for own shares – 10.4 – 11.7
Other reserves and undistributed result 333.0 298.4
Total shareholders’ equity 431.9 380.8
Non-controlling interests 3.8 4.1
Group equity 435.7 384.9
NON-CURRENT LIABILITIES
Long-term debts 48 195.2 192.0
Pension liabilities 49 18.5 21.0
Provisions 50 10.2 10.4
Deferred profit tax liabilities 41 4.2 4.3
Total non-current liabilities 228.1 227.7
CURRENT LIABILITIES
Cash loans, overdrafts 45 55.7 14.7
Repayment of long-term debt 48 1.4 1.6
Trade creditors and other payables 159.3 112.1
Provisions 50 7.1 4.8
Profit tax liabilities 3.6 2.7
Total current liabilities 227.1 135.9
Total liabilities 455.2 363.6
TOTAL GROUP EQUITY AND LIABILITIES 890.9 748.5
Adjustments for:
Depreciation 39 34.5 33.9
Amortisation 38 10.4 8.8
Net financing expenses before exchange rate differences 35 10.4 8.0
Impairment of financial fixed assets – 4.9
Profit tax 36 17.9 5.6
Net result from associated companies 1.3 0.8
Result from divested operations, after profit tax 37 – – 9.5
Result from sale of tangible fixed assets 34 – 0.1 – 1.3
Costs of option scheme 1.4 1.2
Change in provisions and pension liabilities – 6.6 – 2.2
CASH FLOW FROM OPERATING ACTIVITIES BEFORE
CHANGE IN WORKING CAPITAL 114.6 73.3
NET CASH FLOW FROM OPERATING AND INVESTING ACTIVITIES – 18.0 134.3
BALANCE AS AT 1 JANUARY 2009 59.9 49.7 – 8.6 – – 11.8 277.7 366.9 5.1 372.0
TOTAL COMPREHENSIVE INCOME
FOR THE REPORTING PERIOD
Result after profit tax 23.9 23.9 – 0.8 23.1
Currency translation differences – 6.7 – 6.7 0.2 – 6.5
Hedging result after profit tax – 0.2 – 0.2 – 0.2
Total – – – 6.7 – 0.2 – 23.9 17.0 – 0.6 16.4
ACCOUNTING STANDARDS
The original financial statements were prepared in the Dutch language. This document is a version translated
into English. In the event of any differences between the English and the Dutch text, the latter shall prevail.
For acquisitions on or after 1 January 2010 the Group determines the goodwill on the basis of the fair value of
the paid consideration, the carrying amount of any non-controlling interests in the acquired company and,
if applicable, the fair value of the previous interest in the acquiree. The net amount of the identified assets
acquired and the accepted liabilities is deducted. These amounts are determined from the date of acquisition.
If the goodwill is negative, the book profit is stated directly in the profit and loss account. Any non-controlling
interests are valued at their share of the carrying amount of identifiable assets of the acquiree on the acquisition
date.
With effect from 1 January 2010 any transaction costs other than those related to the issue of loans or equity
instruments allocated to the Group as a result of acquisitions are charged to the result when they arise.
6 DER IVATIV ES
The Group uses derivatives in order to hedge exchange rate and interest rate risks resulting from operating,
financing and investing activities. Examples are currency options and forward contracts as well as interest rate
caps and swaps. In accordance with its treasury policy, the Group does not use derivatives for trading purposes.
Nor does it issue such derivatives. Derivatives are treated as trading instruments. Derivatives are valued at fair
value on first-time inclusion. The resulting income or expense is stated directly in the profit and loss account
unless hedge accounting is applied (see section 7).
The fair value of derivatives is the estimated amount which the Group would receive or would have to pay in
order to terminate the derivative on the reporting date, taking into account the current exchange rates and the
current interest rate.
8 S EGMENT REPORT I NG
An operating segment is a part of the Group conducting business activities which can result in revenues and
expenses, including revenues and expenses associated with transactions with other parts of the Group. The
Group determines and presents operating segments on the basis of the information reported internally to the
Chief Operating Decision Maker (CODM) committees, which take the important operating decisions in the
segment.
The operating results of an operating segment are assessed periodically by the CODM committees in order to
decide on the allocation of resources to the segment and for performance assessment.
The investment expenses of a segment concern the total expenses incurred during the reporting period for the
acquisition of tangible fixed assets and intangible assets with the exception of goodwill.
The assets and liabilities of the segment concern items which are or may reasonably be allocated directly.
Unallocated assets comprise profit tax receivables and cash and cash equivalents. The unallocated liabilities
comprise interest-bearing loans and profit tax liabilities.
9 REVENUES
Revenues comprise the revenues from goods and services supplied to third parties. These are stated at the
fair value of the consideration received or to be received, less taxes and any volume, trade or payment
discounts due.
Revenues from sales of goods are recognised in the profit and loss account when the main risks and benefits
of ownership have been transferred to the purchaser.
Revenues from services supplied are recognised in the profit and loss account in proportion to the extent
of performance of the work applying on the reporting date.
No revenues are recognised if the extent of the revenues cannot be reliably determined and if significant
uncertainties remain with regard to the collection of the remuneration due, the associated costs or the possible
return of goods, and also if there is a protracted management involvement with such goods.
The Group also carries out projects to manufacture assets under contracts with third parties. The costs relating
to a project recognized when they are incurred. Revenues from projects in progress are recognised in proportion
to the degree of completion of the project. Expected losses on projects are stated immediately in the profit and
loss account.
A receivable / provision is recognised for deferred tax differences using the balance sheet liability method for
temporary differences between the book value of assets and liabilities for the financial reporting and the fiscal
book value of the items concerned. No provision is formed in respect of two temporary differences: non-tax-
deductible goodwill and the difference between the economic and fiscal value of subsidiaries, associated
companies, joint ventures and other participating interests. The amount of the provision for deferred profit tax
liabilities is based on the method by which the book value of the assets and liabilities is expected to be realised
or settled, using tax rates which, on the reporting date, have been specified by law or in material terms.
Deferred profit tax assets and liabilities are offset if there is a legally enforceable right to offset the profit tax
assets and liabilities and such assets and liabilities relate to profit tax imposed by the same tax authority on the
same taxable entity, or on different taxable entities which intend to offset the profit tax assets and liabilities or
whose profit tax assets and liabilities are realised simultaneously.
A deferred profit tax asset is only recognised in respect of unused tax losses, tax income and deductible
temporary differences to the extent that it is likely that future taxable profits will be available which can be
applied for the realisation of the timing difference. Deferred profit tax assets are reviewed on each reporting
date and reduced if it is no longer likely that the associated tax benefit will be realised.
18.4 Amortisation
Amortisation is calculated on the cost of the asset, less the residual value.
Amortisation costs are charged on a straight-line basis to the profit and loss account in accordance with the
estimated useful life of intangible assets. Goodwill is tested each year on the reporting date to assess whether
any impairment has arisen. The amortisation of other intangible assets begins as soon as the assets are
available for use.
The estimated economic life is as follows:
◾ Development costs 5 years
◾ Other intangible assets 3 – 14 years
The amortisation method, economic life and residual value are assessed periodically and adjusted if necessary.
19.4 Depreciation
Depreciation is calculated on the cost of an asset less the residual value. Depreciation is charged to the profit
and loss account on the basis of the straight-line method over the estimated economic life of each component
of a tangible fixed asset. Land is not depreciated.
The estimated economic life is as follows:
◾ buildings 33 years
◾ fixtures and installations in buildings 10 years
◾ plant and equipment 7 – 10 years
◾ inventory 5 years
◾ computers and office equipment 3 – 5 years
The depreciation method, economic life and residual value are assessed periodically and adjusted if necessary.
23 IMPAIRMENT
The book value of the Group’s assets, except that of inventories (see note 20) and deferred profit tax assets (see
note 14) is examined at each reporting date in order to determine whether there are indications of impairment.
If there are such indications, an estimate is made of the realisable value of the asset. In the case of goodwill
and intangible assets which are not yet available for use, the realisable value is estimated at each reporting
date. This also applies if there is an indication of impairment.
An impairment is recognised when the book value of an asset or the cash generating unit thereof is higher than
the estimated realisable value. It is first charged to any allocated goodwill and then deducted proportionately
from the book value of the other assets.
For the testing of impairments, assets which cannot be tested individually are combined into the smallest
distinguishable group of assets which, as a result of continuous use, generates cash flow that is broadly
independent of the incoming cash flows from other assets or groups of assets (the cash generating unit). Taking
into account the operating segment before aggregation, cash generating units to which goodwill has been
allocated for the testing of goodwill with regard to impairment are combined in such a way that the level at
which such impairment is tested reflects the lowest level at which goodwill is monitored in internal reporting.
Goodwill acquired in a business combination is allocated to groups of cash generating units which are expected
to benefit from the synergy advantages of the combination.
24 S HARE CAPITAL
24.3 Dividend
Dividend is stated as a liability in the period in which it is declared.
With regard to the actuarial profits and losses that arise in the calculation of the Group’s liability under a
pension scheme, in so far as any accumulated actuarial profits or losses not yet recognised amount to more
than 10% of the present value of the gross liabilities in respect of defined benefit pension rights or of the fair
value of the fund investments if this is greater (in other words: remains within the corridor), that element is
recognised in the profit and loss account over the expected average remaining service period of the employees
participating in the scheme. For the remainder, the actuarial profit or loss is not recognised.
When the calculation results in a receivable for the Group, the recognised asset item is limited to an amount
not exceeding any unrecognised back-service costs and the present value of economic benefits in the form of
any future repayments by the fund or, if lower, future pension contributions.
27 PR OV ISIONS
A provision is recognised in the balance sheet if there is a legally enforceable or actual obligation as a result of
a past event and it is likely that an outflow of resources will be required to settle such liability and such outflow
can be reliably estimated. If the effect of this is material, the provisions are determined by discounting the
expected future cash flows using a discount rate before profit tax which reflects the current market valuations
of the time value of money and, if necessary, the specific risks of the liability. Interest accrual is stated as
a financial expense.
27.2 Reorganisation
Reorganisation provisions are included if the Group has formalised a detailed plan for the reorganisation and
has begun or publicly announced the reorganisation. The reorganisation provision does not include costs
incurred in relation to future activities.
28 LONG-TERM DEBT S
When included for the first time, interest-bearing loans received are stated at fair value less directly attributable
transaction costs. After first-time recognition, interest-bearing loans are valued at amortised cost, with the
difference between the cost and the redemption price being stated in the profit and loss account on the basis
of the effective interest method over the term of the loans.
29 T RADE CR EDITORS
Trade creditors and other payables are stated at amortised cost.
Intangible assets
The fair value of patents and trademarks acquired as part of a business combination is determined on the basis
of the discounted estimated royalties which have been avoided as a result of ownership of the patent or
trademark. The fair value of customer relationships acquired in a business combination is determined using the
excess earnings method over several periods, with the respective assets being valued after deduction of a real
return on all other assets which jointly constitute the associated cash flows. The fair value of other intangible
assets is based on the expected present value of the cash flow from the use and ultimate sale of the asset.
Inventories
The fair value of inventories acquired as part of a business combination is determined on the basis of the
estimated sale price in normal business operation, less the estimated costs of completion and the sale costs,
plus a reasonable profit margin reflecting the completion and sale effort.
31 OP ER ATING SEGM E NT S
The Group consists of three segments, as described below. The segments offer a range of products and services,
are managed separately and use various technologies. The summary below describes the activities of the
various segments of the Group:
◾ Advanced Textiles & Composites
Manufacture and sale of protective and safety fabrics for professional wear, outdoor fabrics, composites for
personal and vehicle protection and composites for technological applications in aerospace.
◾ Geosynthetics & Grass
Manufacture and sale of fabrics and non-wovens for civil engineering, environmental projects, recreational and
industrial applications and manufacture and sale of synthetic turf fibres and backing for a range of applications.
◾ Other activities
Manufacture and sale of rubber and foam rollers for the office equipment industry and related products,
development, production and sale of inkjet technology and related components for industrial applications,
as well as country holding companies and service companies.
Limited transactions take place between the segments. The prices for these transactions are determined on an
objective business basis.
There is no segment in which the Group depends on sales to a single customer for all its revenues.
The table below presents each of the reporting segments. The performance is determined on the basis of the
segment’s pre-tax profit, as stated in the internal management report to the CODM committees.
in millions of euros 2010 2009 2010 2009 2010 2009 2010 2009 2010 2009
EXTERNAL REVENUES 448.4 397.3 469.3 392.1 66.8 52.7 – – 984.5 842.1
Revenue from transactions
between segments 0.8 0.7 0.4 0.1 14.2 1.3 – 15.4 – 2.1 – –
Depreciation and amortisation – 15.2 – 14.2 – 26.2 – 25.3 – 3.5 – 3.2 – – – 44.9 – 42.7
OPERATING RESULT 38.6 27.0 27.7 13.8 8.3 – 8.1 – – 74.6 32.7
Financial income 1 0.1 0.2 0.4 0.5 14.6 19.8 – 14.9 – 19.4 0.2 1.1
Financial expenses – 6.9 – 9.1 – 4.9 – 6.5 – 13.7 – 12.8 14.9 19.4 – 10.6 – 9.0
Impairments of financial
fixed assets – – – – 4.9 – – – – – – 4.9
Segment profit to be reported
before profit tax 31.7 18.0 25.6 3.3 7.3 – 1.3 – – 64.6 20.0
Profit tax – – – – – – – – – 17.9 – 5.6
Result from divested operations,
after profit tax – – 0.6 – 10.1 – – – – – 9.5
Net result of associated
companies – – – 1.3 – 0.8 – – – – – 1.3 – 0.8
comparison purposes.
32.1 Acquisitions
On 9 February 2010 the Group acquired 51% of the shares of AML UK Ltd in Swindon (United Kingdom). The
remaining 49% was acquired on 5 October 2010. The purchase price was £ 12.2 million in cash. The goodwill
amounts to € 4.6 million. AML UK (now TenCate Advanced Armour UK Ltd) is a leading company in the armour
market in the United Kingdom and is mainly involved in the design and manufacture of materials for vehicle
armour. It also offers a range of products for the security market. The addition of AML to the European activities
of TenCate Advanced Armour results in a wider geographic presence, particularly in one of the world’s largest
markets. The combination of technology, production capacity, purchasing power and market positions of the two
companies delivers strong synergies. This strategic step increases the relative importance of composites within
TenCate’s overall portfolio of materials. This acquisition has been included in the Advanced Textiles &
Composites sector.
On 28 April 2010 the Group acquired an additional 31% interest in the shares of TigerTurf NZ Ltd in Auckland
(New Zealand), TigerTurf UK Ltd in Hartlebury (United Kingdom), TigerSports Americas Inc in Austin
(United States) and TigerTurf Australia pty ltd in Campbellfield (Victoria, Australia) for a cash payment of
NZD 14.7 million. The goodwill amounts to € 15.9 million. The Group now holds 80% of the shares in the
TigerTurf group and has an option to purchase the remaining 20% in 2011. The vendor also has an option to sell
the remaining 20% to the Group. As at 31 December 2010, the purchase price still payable amounted to
€ 4.2 million and TigerTurf was fully consolidated. This acquisition has been included in the Geosynthetics
& Grass sector. The determination of the purchase price allocation has not yet been completed.
On 1 December 2010 Xennia Technology ltd acquired a 100% interest in Cametrics for a cash sum of £ 1.1
million (€ 1.2 million). The goodwill amounts to € 0.7 million. As at 31 December 2010 the purchase price still
payable amounted to € 0.6 million.
The acquisitions are stated in accordance with the acquisition method (IFRS 3). The acquisition amounts have
been allocated to the identified acquired assets and liabilities, which are based on the fair value.
The expected synergy effects for the Group result in a total of € 21.2 million of goodwill paid for the acquisitions.
The goodwill has also increased by € 0.7 million in connection with the settlement of earn-outs in respect of
acquisitions from previous years. The goodwill is not deductible for tax purposes.
The effect of the acquisitions on revenues and results after tax in 2010 amounts to €40.9 million and – € 4.1
million respectively. The Group’s revenues would have been approximately €18 million higher if the acquisition
had taken place on 1 January 2010. The effect on the net result would have been approximately – € 5 million.
The Group incurred costs of € 0.7 million in relation to the acquisitions in respect of external legal expenses,
due diligence costs and stamp duty.
in millions of euros
2010 2009
Revenues – 17.3
Costs of raw materials and manufacturing supplies and work contracted out – 9.4
Other costs – 6.2
Operating result – 1.7
The pension costs comprise € 1.7 million (2009: € 2.8 million) in respect of defined benefit pension schemes
(see note 49.3) and € 3.5 million (2009: € 3.0 million) in respect of defined contribution schemes.
The average number of employees (permanent and temporary) in the Group in 2010 was 4,644 (2009: 3,942).
2010 2009
The decrease in the weighted average tax rate from 40.0% to 27.6% results particularly from changes in the
various countries’ shares in the result before profit tax. In comparison with 2009, a larger share of the result
was generated in countries with a relatively lower tax rate in 2010.
Cost
Balance as at 1 January 2009 167.3 1.3 62.5 231.1
Change resulting from divested operations – 0.5 – – – 0.5
Investments 0.1 3.8 0.3 4.2
Exchange rate differences – 3.0 – – 0.4 – 3.4
Balance as at 31 December 2009 163.9 5.1 62.4 231.4
Amortisation
Balance as at 1 January 2009 2.2 0.3 16.5 19.0
Amortisation – 0.4 8.4 8.8
Change resulting from divested operations – 0.2 – – – 0.2
Exchange rate differences – – – –
Balance as at 31 December 2009 2.0 0.7 24.9 27.6
Book value
Balance as at 1 January 2009 165.1 1.0 46.0 212.1
Balance as at 31 December 2009 161.9 4.4 37.5 203.8
Balance as at 31 December 2010 192.6 8.4 41.8 242.8
38.1 Amortisation/impairment
The Group recognised no impairment losses on intangible assets in 2010 (2009: € 0).
38.2 Testing of impairment for cash generating units which include goodwill
The goodwill is attributable to cash generating units as follows:
2010 2009
Discount rate
The discount rate is a pre-tax measure based on the risk-free interest rate for 10-year government bonds issued
in the relevant market, adjusted for the risk premium for both the higher risk of securities investments and the
systemic risk of TenCate. The discount rates used for taxes range from 7.7% to 9.9% (2009: 8.8% to 11.3%).
The discount rates used have decreased compared to 2009 due to a decrease in the risk-free interest rate.
Revenue growth
The expected revenue growth is expressed as the compound annual growth in the first three years of the
schedules used to test impairment and is based on past experience, market expectations and strategic plans.
38.3 Amortisation
The amortisation of € 10,4 million (2009: € 8.8 million) has been stated in ‘Amortisation’ in the profit and loss
account.
Acquisition value:
Balance as at 1 January 2009 129.6 394.7 43.1 8.6 576.0
Change as a result of divested operations – 1.6 – 5.8 – 1.3 – – 8.7
Investments 2.4 8.9 1.8 – 13.1
Divestments – 2.6 – 4.4 – 0.8 – – 7.8
Exchange rate differences – 1.2 – 4.2 – 0.2 – 0.6 – 6.2
Balance as at 31 December 2009 126.6 389.2 42.6 8.0 566.4
Depreciation
Balance as at 1 January 2009 52.6 243.4 32.6 – 328.6
Change as a result of divested operations – – 2.0 – 0.5 – – 2.5
Depreciation 5.0 25.9 3.0 – 33.9
Divestments – 0.1 – 4.0 – 0.5 – – 4.6
Exchange rate differences – 0.6 – 2.5 – 0.6 – – 3.7
Balance as at 31 December 2009 56.9 260.8 34.0 – 351.7
Book value:
Balance as at 1 January 2009 77.0 151.3 10.5 8.6 247.4
Balance as at 31 December 2009 69.7 128.4 8.6 8.0 214.7
Balance as at 31 December 2010 73.9 124.0 9.6 6.7 214.2
39.3 Collateral
As at 31 December 2010 plant and equipment belonging to Ten Cate – Union Protective Fabrics Asia Ltd
worth € 7.1 million (2009: € 6,0 million) was pledged as collateral for a credit facility of € 10.1 million
(2009: € 5.8 million). € 6.3 million of this credit facility was drawn as at the end of 2010 (2009: € 0.5 million).
The investments in associated companies in 2009 concerned investments in TigerTurf and GreenFields.
In 2010 the Group acquired control of the TigerTurf businesses and TigerTurf was therefore included in the
consolidation.
The associated companies item relates to the 25% interest in the shares of Landscape Solutions B.V. and the
32% interest in the shares of GreenFields which the Group held as at 31 December 2010.
The share in the net income of associated companies amounted to – € 1.3 million (2009: – € 0.8 million).
As a result of the increase in the additional interest, a net positive result of € 0.1 million has been recognised in
the result from associated companies in respect of the realisation of translation differences and fair value
adjustments in the interest in TigerTurf and the operating result of the associated interest up to 28 April 2010.
The Group received no dividend payments from associated companies in 2010 (2009: € 0). The associated
companies have a book value of € 5.2 million as at 31 December 2010 (31 December 2009: € 18.9 million).
2010 2009
The change in the temporary differences during the financial year can be specified as follows:
Recognised Acquired
As at As at Recognised in other com- though As at
1 January Recognised in 31 December in profit prehensive business 31 December
2009 profit and loss 2009 and loss income combinations 2010
Of the amount stated in the profit and loss account – € 0.3 million (2009: € 0.3 million) is included in the result
from associated companies.
The realisation of the deferred profit tax receivables depends on the future taxable profit turning out to be
higher than the profit from the reversal of taxable temporary differences. On the basis of a projection of the
estimated taxable profit and the existing fiscal planning possibilities, it is considered probable that sufficient
taxable profit will be generated in future for the realisation of these deferred profit tax receivables.
2010 2009
In 2010 the raw materials and manufacturing supplies and changes in finished products and work in progress
included as costs of sales amounted to € 483.3 million (2009: € 421.4 million). In 2010 the reduction in
the inventory value included as an expense amounted to a net recoverable amount of € 3.3 million
(2009: € 6.1 million). The reversal of the reduction in the inventory value in 2010 amounted to € 2.7 million
(2009: € 1.5 million), as a result of the reduced risk profile of the inventories. The inventory value included as an
expense and the reversal have been stated under raw materials and manufacturing supplies.
Trade and other receivables with a term of less than one year are stated at amortised cost less impairments.
Transfers to provisions for doubtful debts are included in the profit and loss account under work contracted out
and other external expenses.
As at 31 December 2010 trade debtors with a value of € 14.5 million (2009: € 12.8 million) were encumbered as
security for credit facilities amounting to € 20.2 million (2009: € 19.3 million). € 16.4 million of this credit facility
was drawn as at the end of 2010 (2009: € 12.1 million).
Amounts due in respect of other taxes receivable relate mainly to reclaimable VAT.
As at 31 December 2010 the prepayments amounted to € 8.6 million (2009: € 3.8 million).
All amounts were freely available at the end of 2010 and 2009.
x 1,000
The authorised share capital amounts to € 200 million, divided into 80 million ordinary shares with a par value
of € 2.50. The issued capital as at 31 December 2010 amounts to 25,501,907 ordinary shares with a par value of
€ 2.50 (as at 31 December 2009: 25,067,580 ordinary shares with a par value of € 2.50).
The holders of ordinary shares are entitled to dividend as approved periodically by the General Meeting of
Shareholders. They are also entitled to cast one vote per share at meetings of the company.
x 1,000
The aim of the repurchase of ordinary shares is to avoid the dilution of earnings per share by the granting of
options and the issue of shares as part of the share savings plan. No shares in the company were repurchased
in 2010 (2009: 0).
2010 2009
With regard to financing, the longer-term objective is a ratio of net debt to EBITDA of a maximum of 2.5.
31 December 31 December
2010 2009
* 2010: EBITDA adjusted to take account of the effect of acquired and divested businesses, non-recurring items and non-cash fair value
adjustments: – € 4.3 million. 2009: EBITDA adjusted to take account of the effect of acquired and divested businesses, the result of
2010 2009
Net profit for the financial year attributable to holders of ordinary shares 46.0 23.9
x 1,000
2010 2009
Net profit for the financial year attributable to holders of ordinary shares 46.0 23.9
x 1,000
Syndicated loan
EUR – variable interest 47.2 – – 47.2 – 38.8
USD – variable interest 141.6 – – 141.6 – 146.3
Other loans
USD – variable interest 3.0 – – – 3.0 2.8
EUR – fixed interest 0.5% – 3.0% 0.1 0.1 – – – 0.1
EUR – fixed interest 1.00% 0.4 0.4 – – – 1.1
Long-term debts 196.6 1.4 2.9 189.3 3.0 193.6
The existing syndicated loan was repaid in December 2010. The new syndicated loan of € 450.0 million
(2009: € 388,9 million), which is available for drawing in various currencies, was concluded with a syndicate
of 11 banks on 8 December 2010. € 188.8 million of this facility was drawn as at 31 December 2010
(2009: € 185.1 million). The loan has a term of five years (to 8 December 2015). Repayment is due in full on the
maturity date. The loan is valued at amortised cost in accordance with the effective interest method.
The interest rate payable is linked to the net debt/EBITDA ratio, which is calculated quarterly in respect of the
preceding 12 months. The EBITDA for acquired and divested businesses is annualised. In accordance with the
agreements entered into with the banks, the EBITDA is also adjusted to take account of non-recurring items and
non-cash fair value adjustments in the interest. The interest margin above Euribor respectively Libor will be
between 0.70% and 1.50%. A utilisation fee of 0.20% is payable if more than 50% of the facility is drawn.
At the end of 2010 the interest margin was 1.20% (2009: 0.625%).
The aforementioned syndicated loan is subject to a number of covenants, the principal of which are:
◾ total net debt/EBITDA less than 3.25 at the end of the first quarter of each year, less than 3.50 at the end of
the second quarter of each year and less than 3.00 at the end of the third and fourth quarters of each year,
with the once-only possibility of an increase of 0.25 for two successive quarters following an acquisition,
but no higher than 3.50;
◾ EBITDA/net interest greater than 4;
◾ joint guarantee of subsidiaries with total assets of at least 60% of the Group total.
The Group fulfilled these conditions as at the reporting date.
In the event of a change of control of the Company, the syndicated loan is immediately repayable if a two-thirds
majority of the lenders so require.
The € 3.0 million (2009: € 3.7 million) financial lease liability relates to a building in Hungary.
The USD loan with variable interest concerns a $ 4.0 million loan (2009: $ 4.0 million) from the Development
Authority of Pike County Industrial Revenue Bonds. Repayment is due in full in 2018.
Of the total of long-term loans, 99% had variable interest in 2010 (2009: 99%). The risk associated with this
variability has been hedged by means of a number of instruments (caps, swaps). Details of the interest rate risk
borne by the Group can be found in note 51.3.
49.3 Charge stated in the profit and loss account 2010 2009
The pension charges have been stated in the 2010 profit and loss account in an amount of € 1.7 million
(2009: € 2.8 million) under personnel costs. The actual return on fund investments amounts to € 25.2 million
(2009: € 28.4 million).
Netherlands
The defined pension scheme concerns in particular the pension rights of the Dutch employees which have been
placed with Stichting Pensioenfonds Koninklijke Ten Cate.
The main features of the scheme are:
◾ pension accumulation based on average salary;
◾ accumulation rate of 2.1%;
◾ conditional indexation, the target level being equivalent to 90% of wage growth for active members
(employees) and 90% of price growth for inactive members (pensioners and members with paid-up
entitlements);
◾ the employer contribution is increased by 50% if the cover ratio falls below 110%.
Agreements have been entered into with the pension fund in respect of the contribution payable.
The contribution percentage varies within an agreed range, depending on the cover ratio of the pension fund.
The current agreements cover the period up to 31 December 2014.
Other liabilities
The other liabilities in respect of pensions relate to defined contribution schemes and a number of specific old-
age provisions. The principal defined contribution scheme is a 401K (savings) scheme in the United States.
2010 2009
Assumptions with regard to future mortality figures are based on published statistical data and mortality
probabilities. The mortality table used is the 2010-2060 forecast table of the Netherlands Actuarial Association
with a correction factor dependent on age and gender. For the valuation of partner’s pensions the age difference
between men and women has been set at three years. The total expected long-term return on the investments
is 5.7% (2009: 5.8%). This percentage is based on the sum of the returns in separate investment categories.
Present value of defined benefit obligations 295.8 295.7 275.1 298.6 316.1
Fair value of plan assets 316.7 298.5 272.4 304.7 302.8
Present value of net liabilities – 20.9 – 2.8 2.7 – 6.1 13.3
Experience adjustments arising on obligations
of the scheme 9.4 4.4 0.8 2.7 – 1.6
Experience adjustments arising on plan assets 8.1 11.8 – 42.3 – 10.3 5.7
The Group expects to contribute € 6.5 million of employer’s contributions to defined benefit pension schemes
in 2011 (2010: € 6.3 million). The pension expense in respect of 2011 is estimated at € 0.6 million
(2010: € 2.0 million).
Reorgani- Other
Guarantee/ sation personnel Total
50. PR OV ISIONS claims provision liabilities Environment Other 2010
Of which short-term
As at 31 December 2009 1.1 3.3 0.4 – – 4.8
As at 31 December 2010 5.5 0.8 0.5 – 0.3 7.1
The amount released to the result has been included in the profit and loss account as follows:
2010 2009
The guarantee provision relates to goods and services supplied and the provision for claims relates to damage
claims and possible legal costs.
A reorganisation was announced at TenCate Protective Fabrics Europe in 2010, which was almost completed
during the financial year.
The provision for other personnel liabilities has been formed in respect of long-term leave and other allowances,
such as anniversaries.
The environmental provision has been formed for expected costs of decontamination of industrial sites,
on the basis of functional decontamination (maintenance of business use).
Financial liabilities
(excluding derivatives)
Long-term debts 196.6 – 231.4 – 5.7 – 7.1 – 215.6 – 3.0
Cash loans, overdrafts 55.7 – 55.7 – 55.7 – – –
Trade and other creditors,
excluding derivatives 152.4 – 152.4 – 152.4 – – –
Derivatives
Interest rate swaps 5.5 – 6.1 – 2.5 – 2.9 – 0.4 – 0.3
Forward foreign exchange
contracts 1.4 – 1.4 – 1.4 – – –
Total financial liabilities
(including derivatives) 411.6 – 447.0 – 217.7 – 10.0 – 216.0 – 3.3
Financial liabilities
(excluding derivatives)
Long-term debts 193.6 – 198.9 – 3.5 – 5.6 – 187.0 – 2.8
Cash loans, overdrafts 14.7 – 14.7 – 14.7 – – –
Trade and other creditors,
excluding derivatives 111.0 – 111.0 – 111.0 – – –
Derivatives
Interest rate swaps 0.7 – 11.9 – 3.2 – 3.2 – 5.0 – 0.5
Forward foreign exchange
contracts 0.4 – 0.4 – 0.4 – – –
Total financial liabilities
(including derivatives) 320.4 – 336.9 – 132.8 – 8.8 – 192.0 – 3.3
Impairments are stated as direct sale costs in the profit and loss account as work contracted out and other
external costs.
The book value of the financial assets reflects the maximum exposure to credit risk. The maximum exposure can
be defined as follows:
2010 2009
The age of the trade debtors and the related impairments can be analysed as follows:
2010 2009
2010 2009
The Group believes that, with the exception of the foregoing, no provision for impairment is required in respect
of trade creditors which are not due or which are up to 60 days overdue.
At the end of 2010 the net balances of outstanding interest rate instruments were as follows:
◾ interest rate cap to 31-12-2011: € 20 million, 3.5%
◾ interest rate cap to 31-12-2011: $ 20 million, 3.5%
◾ interest rate cap to 31-12-2011: $ 70 million, 4.5%
◾ interest rate swap to 31-12-2013: € 50 million, received variable, payment 2.48% fixed
◾ interest rate swap to 31-12-2012: $ 70 million, received variable, payment 2.215% fixed
◾ interest rate swap to 31-12-2013: $ 70 million, received variable, payment 1.687% fixed
◾ interest rate swap to 31-12-2013: $ 50 million, received variable, payment 2.03% fixed
◾ interest rate swap to 02-01-2018: $ 4 million, received variable, payment 4.47% fixed
The Group values the interest rate swaps and interest rate caps at fair value (see paragraph 51.8). Of the fair
value of the interest rate swaps as at 31 December 2010, € 0.2 million (2009: € 0.7 million) is included under
Other receivables and € 5.5 million (2009: € 0.7 million) under trade creditors and other payables. The fair value
of the caps as at 31 December 2010 is zero (2009: € 0.2 million, included under Other receivables).
The table below shows the periods in which the cash flows that are the subject of cash flow hedge accounting
are expected to take place and in which they will affect the profit or loss.
Expected
2010 Book value cash flow < 1 years 1-2 years 2-5 years
Transaction risk
The Group hedges trade receivables and debts denominated in foreign currencies, to the extent that these may
have a material effect on the result. To that end it uses foreign exchange forward contracts and currency options.
The forward contracts have a term of less than one year after the reporting date. If necessary they are extended.
The forward contracts are valued at fair value.
The principal amounts of the loans drawn in foreign currencies are used to hedge intercompany loans in foreign
currencies to subsidiaries which report in the respective currency.
Competition risk
The Group hedges the estimated currency risk of the expected purchases and sales in the subsequent six months
as far as possible. Currency options are used for this purpose.
Translation risk
The translation risk on the result of subsidiaries outside the eurozone is offset internally against euro-
denominated revenues of subsidiaries outside the eurozone.
Exposure
The exposure to currency risks in respect of trading transactions of the entities in the Group on the reporting
date is as follows:
2010 2009
The foreign currencies have been converted into euros at the closing rate.
The USD risk after hedging relates mainly to the expected revenues in USD of Asian subsidiaries. Due to
restrictions in financial markets, this risk is not hedged. The GBP risk relates mainly to trade receivables and
expected revenues of European subsidiaries. The EUR risk relates mainly to trade receivables and expected
revenues in euros from Ten Cate Thiolon Middle East and Ten Cate Thiolon USA. The expected revenues form a
natural hedge for the translation risk on the result of subsidiaries which report in dollars or dollar-linked
currencies.
The Group values options and foreign exchange forward contracts at fair value. The fair value of options is
determined on the basis of statements supplied by banks. The fair value of foreign exchange forward contracts
with an underlying value below €5 million is determined on the basis of statements supplied by the bank; in the
case of higher amounts the Group’s own calculation model is used. The fair value of the options to hedge future
transactions as at 31 December 2010 amounted to € 0.1 million (2009: € 0.2 million). This amount has been
included in other receivables. The net fair value of the forward foreign exchange contracts was € 0.7 million
(2009: € 0.1 million). This amount has been included in Other debts.
2010 2009
The fair value of the syndicated loan is the same as the book value, because it was refinanced in December
2010 and therefore has a margin consistent with market conditions.
The effect of a general interest rate rise of one per cent on the pre-tax result in 2010 is estimated at
– € 0.9 million (2009: € 1.1 million). The effect of a general interest rate rise of one per cent on equity is
estimated at € 4.1 million before tax (2009: € 2.7 million) due to the use of hedge accounting.
A general rise of one percentage point in the value of the euro against other currencies would have reduced
the result after tax by an expected € 0.4 million (2009: € 0.2 million). A general rise of one per cent in the
value of the euro against other currencies would have reduced the equity by approximately € 2.8 million
(2009: € 2.7 million).
2010 2009
53 INVESTMENT LIABI L I T I E S
In 2010 the Group entered into contractual liabilities for the purchase of tangible fixed assets. The amount of
the liabilities as at 31 December 2010, after deduction of advance payments already made during the financial
year, is € 4.9 million (2009: € 5.3 million).
54 CONTINGENT LIABI L I T I E S
The Group has received claims for damages arising from the conduct of business. With the exception of those
stated below, the claims are not deemed to be substantial and provisions have been recognised to the extent
necessary.
A claim for damages has been made against Royal Ten Cate by United Fabrics NV, a company registered in the
Netherlands Antilles (majority shareholder in Textielgroep Twenthe NV). The claim is based on an outsourcing
and management agreement from 1998 and originally amounted to € 56 million. The claim in respect of the
outsourcing agreement has lapsed permanently as a result of a judgement by the Supreme Court in 2006. The
plaintiff was ordered to demonstrate the damage suffered in respect of the management agreement. TenCate is
confident with regard to the remainder of the proceedings.
The special remuneration paid to Mr De Vries in respect of 2010 concerns an anniversary payment.
The results-related pay of Mr De Vries amounts to a maximum of 50% of the fixed annual salary. In 2010,
Mr De Vries received a variable salary component in respect of 2009 amounting to 37.5% of the fixed annual
salary. This took into account the fact that the result fell sharply in 2009 compared to 2008, mainly due to the
financial crisis, and the fact that the Board took the appropriate measures in time in order to reduce costs and
continue to comply with the bank covenants. Mr Lock’s variable salary component is a maximum of 40% of the
fixed salary. In 2010, Mr Lock received a pro rata percentage of 22.5% as variable remuneration in respect
of 2009.
As at 31 December 2010 Mr De Vries held 176,901 shares in the Company (31 December 2009: 136,901 shares)
and 350,000 options (31 December 2009: 330,000 options). Mr Lock held 4,453 shares (31 December 2009: 259)
in the Company and 94,000 options (31 December 2009: 68,000 options). Messrs De Vries and Lock are
participating in the Group’s share option plan. The costs of the options are charged to the result in three years.
The options granted to Mr Lock are charged to the result in 1.5 years due to his retirement in 2011. See also
note 67.
2010 2009
in euros
Mr Deiters received remuneration amounting to US $ 15,000 in 2009 and 2010 in respect of his supervisory
directorship of Ten Cate Thiolon Middle East in Dubai. The members of the Supervisory Board held no shares or
option rights of Royal Ten Cate at the end of 2010.
56.3 Transactions with associated companies, other participating interests and joint ventures
During the 2010 financial year, associated companies, other (non-consolidated) participating interests and
joint ventures purchased goods from the Group amounting to € 19.2 million (2009: € 20.9 million). As at
31 December 2010 the outstanding trade receivables due to the Group from associated companies amounted to
€ 3.9 million (2009: € 6.6 million) and from joint ventures € 0.2 million (2009: € 0.1 million). The Group has less
than € 0.1 million of trade accounts payable to associated companies and joint ventures.
Transactions with other associated companies and joint ventures take place on an objective, business basis.
56.4 Subsidiaries
A list of (significant) subsidiaries and associated companies can be found inside the back cover of this report.
CURRENT ASSETS
Due from subsidiaries 1.5 0.2
Other receivables 0.4 1.1
Cash and cash equivalents 3.1 2.9
Total current assets 5.0 4.2
TOTAL ASSETS 774.5 694.4
EQUITY
Share capital 62 63.8 62.7
Share premium reserve 64 45.8 46.9
Legal reserve 65 2.5 – 11.1
Other reserves 66 273.8 258.4
Undistributed result 46.0 23.9
431.9 380.8
General
Accounting principles
The parent company financial statements of Royal Ten Cate form an inseparable whole with the 2010 financial
statements of Royal Ten Cate and have been prepared in accordance with the statutory requirements of Part 9
of Book 2 of the Netherlands Civil Code. In determining the accounting principles for its parent company financial
statements, Royal Ten Cate uses the option available under article 2.362 paragraph 8 of the Netherlands Civil
Code. This means that the accounting principles for the parent company financial statements of Royal Ten Cate
are the same as those applying to the consolidated financial statements. Associated companies over which
significant influence is exercised are valued in accordance with the equity method. The consolidated financial
statements have been prepared in accordance with the standards set by the International Accounting Standards
Board and adopted by the European Union. A description of these standards can be found in the accounting
policies applicable to the consolidated financial statements.
The share in the results of associated companies includes the share of Royal Ten Cate in the results of these
companies. Results from transactions involving a transfer of assets and liabilities between Royal Ten Cate and
its participating interests and between individual participating interests are not included to the extent that they
can be considered to be unrealised.
Deferred
Interest in Loans to profit tax
60 FINANCIAL FIXED ASSE T S subsidiaries subsidiaries receivables Total
Royal Ten Cate is at the head of the Group and has capital interests in the subsidiaries stated on the cover.
61 EQUITY
The equity in the parent company financial statements corresponds to the equity in the consolidated financial
statements. A statement of changes in equity can be found on page 94.
65 LEGAL R ES ER VES
This reserve has been created for associated companies, other participating interests and joint ventures where
free disposal of retained earnings is subject to restriction.
The other legal reserves concern capitalised development costs, undistributable reserves of subsidiaries
and the hedging reserve.
67 OPTION P LAN
Royal Ten Cate operates a stock option plan for the management, established by the Supervisory Board.
The maximum possible account has been taken of the recommendations of VNO-NCW and the Dutch Investors’
Association (VEB). Those eligible for options are members of the Executive Board, the corporate and group
directors and a number of managers. The implementation of the share option plan is supervised by the
compliance officer.
The option exercise price is equivalent to the average price of the Royal Ten Cate share on Euronext Amsterdam
nv on the five stock exchange trading days following publication of the annual figures. Each granted option right
lapses on early termination of employment.
In principle options amounting to approximately 1.5% of the total number of shares outstanding will be granted
in any one year. The exercise of options is subject to the restrictions laid down in the Securities Transactions
Supervision Act.
L. de Vries
Number of Exercised/ Exercised Lapsed Outstanding Exercisable
Issued on Term until options Exercise price lapsed to 2009 in 2010 in 2010 31-12-2010 31-12-2010
J. Lock
Number of Exercised/ Exercised Lapsed Outstanding Exercisable
Issued on Term until options Exercise price lapsed to 2009 in 2010 in 2010 31-12-2010 31-12-2010
44,000 options were exercised in 2010 (2009: no options exercised). The weighted average share price on the
exercise date was € 17.58.
In March 2011 it was intended to grant 60,000 options to Mr De Vries and 40,000 options to Mr Lock. 40,000 of
the options in the 2009 series are reserved for outstanding performance, a decision on which will be taken in
due course. These options are not included in the above statements.
67.3 Statement of movements in options of management and management support staff in 2010
84,200 options were exercised in 2010 (2009: no options exercised). The weighted average share price on the
exercise date for share options exercised in 2010 was € 21.69.
The fair value of the share-based payment plans on the grant date has been determined on the basis of the
following input:
2010 2009
2010 2009
number of shares
The conditions of the syndicated loan can be found in note 48 in the notes to the consolidated balance sheet.
in thousands of euros
Executive Board
L. de Vries, President
J. Lock
Supervisory Board
J.C.M. Hovers, Chairman
P.P.A.I. Deiters, Vice-Chairman
F.A. van Vught
E. ten Cate
R. van Gelder
Management’s responsibility
Management is responsible for the preparation and fair presentation of the financial statements in accordance
with International Financial Reporting Standards as adopted by the European Union and with Part 9 of Book 2 of
the Netherlands Civil Code, and for the preparation of the management board report in accordance with Part 9
of Book 2 of the Netherlands Civil Code. Furthermore, management is responsible for such internal control as it
determines is necessary to enable the preparation of the financial statements that are free from material
misstatement, whether due to fraud or error.
Auditor’s responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our
audit in accordance with Dutch law, including the Dutch Standards on Auditing. This requires that we comply
with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of
the risks of material misstatement of the financial statements, whether due to fraud or error. In making those
risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation
of the financial statements in order to design audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also
includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting
estimates made by management, as well as evaluating the overall presentation of the financial statements.
SU B SEQUENT EV ENTS
On 25 February, TenCate acquired a majority of the shares of GreenFields. The intention is to bring the
percentage to 75% in the short term.
TenCate has also signed a letter of intent with C.S.C. Ceelen Sport Constructies, a leading installer of synthetic
turf pitches.
General
The authorised capital is divided into ordinary shares.
2. With the approval of the Supervisory Board, the Executive Board is authorised to determine the part of the
profit that will be reserved.
3. The sum remaining from the profit after the reservation in accordance with paragraph 2 is at the disposal of
the general meeting of shareholders.
4. Shares held by the Company in its own capital are not taken into account in calculating the appropriation of
profit.
5. The dividend payable shall be made payable no later than 30 days after adoption of the financial statements
by the general meeting of shareholders. It shall be made payable only to the authorised persons in whose
name the shares are held. Such payments shall discharge the Company.
6. A shareholder’s claim for payment shall be time-barred after a period of five years has elapsed.
2010 2009 2008 2007 2006 2005 2004 2003 2002 2001
CO N S OLIDATED
PRO F IT AND LOS S ACC OUNT
Revenues 984.5 842.1 1,032.6 886.0 770.5 686.5 641.0 569.6 602.1 620.0
Changes in inventories of finished products and
work in progress – 17.8 29.8 – 18.0 – 11.7 – 4.8 0.5 – 12.6 – 2.6 – 2.4 6.0
Raw materials and manufacturing supplies 501.1 391.6 562.0 463.6 402.2 353.8 332.1 280.7 289.9 297.2
Work contracted out and other external expenses 73.9 63.1 60.7 54.9 34.7 29.3 29.5 28.8 36.4 37.9
Personnel costs 188.0 173.0 190.3 178.3 171.2 161.6 159.7 142.9 151.3 159.1
Other operating costs 119.8 109.2 111.5 98.8 94.0 83.5 78.5 71.5 79.0 78.9
Depreciation and impairment 34.5 33.9 30.7 29.1 22.1 18.6 18.9 18.5 22.9 25.0
EBITA 85.0 41.5 95.4 73.0 51.1 39.2 34.9 29.8 25.0 15.9
Amortisation 10.4 8.8 11.6 3.6 1.0 0.7 0.3 1.1 1.1 1.0
OPERATING RESULT (EBIT) 74.6 32.7 83.8 69.4 50.1 38.5 34.6 28.7 23.9 14.9
Net financial expenses – 10.0 – 12.7 – 13.7 – 11.3 – 8.0 – 4.6 – 6.8 – 7.0 – 12.0 – 12.9
RESULT BEFORE PROFIT TAX 64.6 20.0 70.1 58.1 42.1 33.9 27.8 21.7 11.9 2.0
Profit tax – 17.9 – 5.6 – 19.1 – 11.9 – 11.4 – 11.5 – 9.2 – 5.3 1.7 0.7
RESULT AFTER PROFIT TAX BUT BEFORE
RESULT FROM PARTICIPATING INTERESTS 45.4 14.4 51.0 46.2 30.7 22.4 18.6 16.4 13.6 2.7
Share in net income of associated companies – 1.3 8.7 – 0.3 45.4 8.1 5.1 3.9 5.4 3.5
RESULT AFTER PROFIT TAX 45.4 23.1 51.0 46.5 76.1 30.5 23.7 20.3 19.0 6.2
Extraordinary items after profit tax – – – – – – – – 12.3 – 12.0
RESULT AFTER PROFIT TAX 45.4 23.1 51.0 46.5 76.1 30.5 23.7 20.3 31.3 – 5.8
Non-controlling interests 0.6 0.8 0.1 – 0.1 – 0.1 – – 0.1 – – 0.2 0.1
NET RESULT 46.0 23.9 51.1 46.4 76.0 30.5 23.6 20.3 31.1 – 5.7
Dividend 18.8 15.0 20.4 18.8 16.2 12.5 10.2 8.5 7.7 2.4
EBITA in % of revenues 8.6% 4.9% 9.2% 8.2% 6.6% 5.7% 5.4% 5.2% 4.2% 2.6%
Return on net capital employed* 12.1% 5.7% 13.4% 13.1% 14.4% 15.3% 13.5% 11.7% 9.7% 5.9%
* Prior to 2007, based on net capital employed at year-end
2010 2009 2008 2007 2006 2005 2004 2003 2002 2001
Inventories 216.9 155.0 211.5 176.2 157.7 157.5 138.6 110.0 117.4 124.6
Receivables 169.8 116.9 187.7 166.2 128.2 125.0 98.8 91.7 89.8 109.7
Securities and cash 11.6 12.8 5.4 4.8 6.7 4.6 2.7 5.8 2.9 0.1
Total current assets 389.3 284.7 404.6 347.2 292.6 287.1 240.1 207.5 210.1 234.4
TOTAL ASSETS 890.9 748.5 889.2 721.9 489.1 497.5 390.9 347.6 362.6 409.0
Equity* 431.9 380.8 366.9 310.1 238.7 181.8 146.5 162.0 152.9 129.5
Non-controlling interests 3.8 4.1 5.1 0.3 0.2 – 0.1 0.1 0.2 0.1
Group equity 435.7 384.9 372.0 310.4 238.9 181.8 146.6 162.1 153.1 129.6
Provisions 40.0 40.5 43.5 40.8 43.8 56.1 52.1 15.6 15.1 14.4
Long-term debts 195.2 192.0 316.2 222.3 63.5 130.2 74.1 82.9 107.0 77.7
Banks and short-term loans 57.1 16.3 20.3 12.9 30.4 27.1 24.6 13.9 8.9 99.7
Other short-term debts 162.9 114.8 137.2 135.5 112.5 102.3 93.5 73.1 78.5 87.6
TOTAL LIABILITIES 890.9 748.5 889.2 721.9 489.1 497.5 390.9 347.6 362.6 409.0
* With effect from 2003 equity before appropriation of profit.
Group equity/total capital 49% 51% 42% 43% 49% 37% 38% 47% 42% 32%
Acquisitions /(de)consolidations 24.7 – 3.3 88.1 175.1 – 63.0 40.8 29.2 0.3 1.4 23.6
Investments in tangible and intangible
fixed assets 21.3 17.3 48.0 62.9 43.0 26.2 12.0 16.9 17.0 28.5
Depreciation and amortisation 44.9 42.7 42.3 32.7 23.1 19.3 19.2 19.6 24.0 26.0
Number of staff years at year-end 4,271 3,805 4,437 4,020 3,532 3,578 3,634 3,245 3,278 3,625
Net earnings per € 2.50 share 1.84 0.97 2.18 2.04 3.66 1.48 1.17 1.03 1.63 – 0.31
Dividend per share in euros 0.75 0.60 0.85 0.80 0.70 0.60 0.50 0.43 0.40 0.13
Closing price in euros 28.00 18.43 16.05 21.27 23.21 21.50 13.55 9.02 6.25 6.50
Biobased
The TenCate sectors are subdivided into market groups. Each market group is a cluster of subsidiaries which co-operate intensively in research & development, ADVANCED TEXTILES & COMPOSITES GEOSYNTHETICS & GRASS OTHER ACTIVITIES NON-CONSOLIDATED COMPANIES
Royal Ten Cate (TenCate) is a multinational government-related entities, system
production, marketing and sales.
company which combines textile technology integrators, OEMs (original equipment
An overview of the legal entities which make up the company can be found on the inside back cover. Ten Cate Advanced Textiles bv Nijverdal, Netherlands Ten Cate Geosynthetics North America inc Atlanta (Georgia), USA Xennia Technology ltd (79%) Letchworth, UK GreenFields bv (32%) Genemuiden, Netherlands
with chemical processes in the development manufacturers) and their direct suppliers. Group activities of the TenCate Advanced Textiles group in the Netherlands Specialist inkjet technology for industrial applications Marketing organisation for synthetic turf systems
Ten Cate Geosynthetics Austria GmbH Linz, Austria
and production of functional materials. TenCate presents itself as a developer and
ADVANCED TEXTILES & COMPOSITES SECTOR Ten Cate Protect bv Nijverdal, Netherlands Ten Cate Geosynthetics France sas Bezons, France Ten Cate Systems bv Nijverdal, Netherlands Landscape Solutions bv (25%) Goirle, Netherlands
Various applications (product-market producer of materials, modules and systems Development activities Marketing and production organisation for synthetic turf for landscaping use
Ten Cate Protective Fabrics USA inc Union City (Georgia), USA Ten Cate Geosynthetics Netherlands bv Almelo, Netherlands
technology combinations) have been with distinctive characteristics. The Fabrics for professional wear and safety clothing as well as outdoor
PROTECTIVE FABRICS OUTDOOR FABRICS SPACE & AEROSPACE COMPOSITES INDUSTRIAL COMPOSITES ADVANCED ARMOUR Ten Cate Geosynthetics Asia sdn bhd Kuala Lumpur, Malaysia Ten Cate Enbi International bv Beek, Netherlands
created around this technological basis. company operates a value-chain model applications TenCate Enbi group holding company
Protective and safety fabrics and Protective fabrics for outdoor Advanced composites, compounds and Advanced composites, compounds Materials and integrated systems for advanced Ten Cate Industrial Zhuhai co ltd Zhuhai, China
aimed at occupying distinctive positions Geosynthetics and industrial fabrics
multi-risk solutions for industry, applications. systems for the aerospace industry. and systems for industrial composite and ceramic materials and integrated Ten Cate – Union Protective Fabrics Asia ltd (50.65%) Ten Cate Enbi GmbH Opladen, Germany
TenCate materials are mainly used for: through technological innovation, cost Fabrics for protective clothing
services, firefighting and defence. applications, including automotive, systems for the protection of police, army, Bangkok, Thailand Ten Cate Geosynthetics sdn bhd (Malaysia) Kuala Lumpur, Malaysia Ten Cate Enbi kft Rétság, Hungary
◾ personal safety and protection of the leadership, product differentiation and
industrial components and energy air force, navy and civilian service personnel, Ten Cate Geosynthetics (Thailand) ltd Bangkok, Thailand Ten Cate Enbi inc Shelbyville (Indiana), USA
living and working environment; end-user marketing.
extraction. vehicles and vessels. Ten Cate Advanced Composites bv Nijverdal, Netherlands Ten Cate Geosynthetics pte ltd Singapore Ten Cate Enbi inc Rochester (New York), USA
◾ modernisation of equipment used by TenCate produces solutions for end-users Advanced composites for the aircraft industry Ten Cate Geosynthetics Italia srl Lazzata, Italy Ten Cate Enbi pte ltd Singapore
armed forces, fire brigades and police; by operating in network structures, such as and antiballistic applications
◾ TenCate Protective Fabrics ◾ TenCate Outdoor Fabrics ◾ TenCate Advanced Composites ◾ TenCate Advanced Composites ◾ TenCate Advanced Armour Americas Ten Cate Geosynthetics (UK) ltd Telford, UK Ten Cate Enbi Zhuhai co ltd Zhuhai, China
◾ aerospace (lower fuel costs due to open innovation centres and partnerships, Technical rollers and components for printers, copiers, fax machines, postal
Americas Europe Americas Americas ◾ TenCate Advanced Armour EMEA Ten Cate Advanced Armour sas Vienne, France Ten Cate Geosynthetics sl Madrid, Spain
lighter materials); and by making acquisitions in sorting machines, ATMs, insulation and heating systems
◾ TenCate Protective Fabrics EMEA ◾ TenCate Advanced Composites ◾ TenCate Advanced Composites Ten Cate Advanced Armour Danmark a/s Vissenbjerg, Denmark Ten Cate Geosynthetics Schweiz AG Zurich, Switzerland
◾ water management, infrastructure and complementary fields. The solution-focused Advanced ceramics and composites for antiballistic applications
◾ TenCate Protective Fabrics Asia EMEA EMEA Ten Cate Deutschland GmbH Dietzenbach, Germany Ten Cate Assurantiën bv Almelo, Netherlands
care for the environment; system approach plays a key role. Insurance
Ten Cate Advanced Composites USA inc Morgan Hill (California), USA Ten Cate Geosynthetics Polska Spzoo Kraków, Poland
◾ industrial applications. The policy, focused on control of the value
GEOSYNTHETICS & GRASS SECTOR Phoenixx TPC inc Taunton (Massachusetts), USA Ten Cate Geosynthetics CZ sro Prague, Czech Republic Ten Cate Nederland bv Almelo, Netherlands
chain, has already resulted in leading
YLA inc Benicia (California), USA Ten Cate Geosynthetics Rumania Bucharest, Romania Ten Cate USA inc Atlanta (Georgia), USA
TenCate selects market areas mainly on positions in worldwide niche markets. Sales offices
GEOSYNTHETICS INDUSTRIAL FABRICS GRASS CCS Composites inc Benicia (California), USA Ten Cate USA inc Washington D.C., USA
the basis of global trends, specifically in Advanced composites for aerospace and industrial applications
Synthetic fabrics, non-wovens Synthetic fabrics, non-wovens and Synthetic turf components and integrated Ten Cate Thiolon bv Nijverdal, Netherlands Ten Cate UK ltd London, UK
the safety / protection and sustainability / TenCate employs around 4,720 people
and grids for solutions and applica- grids for solutions and applications systems for top-flight sports, recreation and Ten Cate Advanced Armor USA inc Newark (Ohio), USA Ten Cate Thiolon North America inc Dayton (Tennessee), USA Ten Cate France sas Paris, France
environmental fields. With regard to worldwide and strives to operate in an Advanced composites for vehicle armour
tions in infrastructure and civil in agriculture and horticulture, the landscape projects. Ten Cate Thiolon Middle East (49%)1 Dubai, UAE Ten Cate Deutschland GmbH Opladen, Germany
the characteristics of the materials ethically and socially responsible way. Synthetic turf components and systems
engineering. environmental sector, the construc- TenCate Advanced Armour UK (AML) Swindon, UK Ten Cate Danmark a/s Copenhagen, Denmark
(specifications), the markets are usually reg- TenCate encourages its employees to be
tion industry and recreation. AML India Private ltd (90%) Noida, India Ten Cate Thiobac bv Nijverdal, Netherlands Royal Ten Cate Pacific ltd Hong Kong, China
ulated by governments or agencies on the enterprising, flexible and creative, thereby Design and production of materials for vehicle armour Backing for synthetic turf systems Royal Ten Cate China Holding ltd Hong Kong, China
basis of legislation and regulations. demonstrating its aim of achieving progress Country holding companies
◾ TenCate Geosynthetics ◾ TenCate Industrial Fabrics ◾ TenCate Grass Americas Edel Grass bv (50%) Genemuiden, Netherlands
The direct customers of TenCate are mainly and sustainability for all stakeholders. Marketing and installation of synthetic turf systems
Americas Americas ◾ TenCate Grass EMEA Ten Cate Finance AG Schaffhausen, Switzerland
◾ TenCate Geosynthetics EMEA ◾ TenCate Industrial Fabrics ◾ TenCate Grass Asia TigerTurf NZ ltd (80%) Auckland, New Zealand Financing company
◾ TenCate Geosynthetics Asia EMEA TigerTurf Australia pty ltd (80%) Campbellfield, Australia
◾ TenCate Industrial Fabrics Asia TigerTurf (UK) ltd (80%) Hartlebury, UK
Tiger Sports Americas inc (80%) Austin (Texas) USA
OTHER ACTIVITIES SECTOR TenCate has its own production sites and sales offices in the following countries ( ): Geographic breakdown of sales in 2010
(all as at 28 April 2010; as at 31 March 2009: 49%)
in per cent Marketing and production organisations for synthetic turf systems
INKJET TECHNOLOGY TECHNICAL COMPONENTS HOLDING & SERVICES
Specialist inkjet technology for Technical rollers and components, Holding company activities 50
industrial production processes. particularly for printers, copiers, fax ◾ Koninklijke Ten Cate nv 45
machines, postal sorting machines
40
and ATMs.
35 1) Due to legislation in Dubai, 51% is held by a local partner. Royal Ten Cate The operating companies listed here are consolidated in the financial statements, with the exception
has 100% economic ownership.
◾ Xennia Technology ◾ TenCate Enbi North America 30 of the companies shown as non-consolidated. Some interests of minor relevance to the overall
North America Europe Italy Middle East Oceania
◾ TenCate Enbi EMEA 25
United States Belgium Netherlands Dubai Australia picture have been omitted from the list, in accordance with article 379, paragraph 3, Book 2
◾ TenCate Enbi Asia Denmark Austria New Zealand 20
South America Germany Poland Asia of the Netherlands Civil Code. The companies are wholly owned unless stated otherwise.
Brazil United Kingdom Romania China 15
France Spain India
Hungary Czech Republic Malaysia 10
Ireland Switzerland Singapore
5
◾ By destination
Thailand
0 ◾ By origin
BELGIUM
GERMANY
NETHERLANDS
UK
FRANCE
AUSTRIA
ITALY
SPAIN
OTHER EU
OTHER EUROPE
MIDDLE EAST
USA + CANADA
SOUTH AMERICA
CENTRAL AND
ASIA
The TenCate sectors are subdivided into market groups. Each market group is a cluster of subsidiaries which co-operate intensively in research & development, ADVANCED TEXTILES & COMPOSITES GEOSYNTHETICS & GRASS OTHER ACTIVITIES NON-CONSOLIDATED COMPANIES
Royal Ten Cate (TenCate) is a multinational government-related entities, system
production, marketing and sales.
company which combines textile technology integrators, OEMs (original equipment
An overview of the legal entities which make up the company can be found on the inside back cover. Ten Cate Advanced Textiles bv Nijverdal, Netherlands Ten Cate Geosynthetics North America inc Atlanta (Georgia), USA Xennia Technology ltd (79%) Letchworth, UK GreenFields bv (32%) Genemuiden, Netherlands
with chemical processes in the development manufacturers) and their direct suppliers. Group activities of the TenCate Advanced Textiles group in the Netherlands Specialist inkjet technology for industrial applications Marketing organisation for synthetic turf systems
Ten Cate Geosynthetics Austria GmbH Linz, Austria
and production of functional materials. TenCate presents itself as a developer and
ADVANCED TEXTILES & COMPOSITES SECTOR Ten Cate Protect bv Nijverdal, Netherlands Ten Cate Geosynthetics France sas Bezons, France Ten Cate Systems bv Nijverdal, Netherlands Landscape Solutions bv (25%) Goirle, Netherlands
Various applications (product-market producer of materials, modules and systems Development activities Marketing and production organisation for synthetic turf for landscaping use
Ten Cate Protective Fabrics USA inc Union City (Georgia), USA Ten Cate Geosynthetics Netherlands bv Almelo, Netherlands
technology combinations) have been with distinctive characteristics. The Fabrics for professional wear and safety clothing as well as outdoor
PROTECTIVE FABRICS OUTDOOR FABRICS SPACE & AEROSPACE COMPOSITES INDUSTRIAL COMPOSITES ADVANCED ARMOUR Ten Cate Geosynthetics Asia sdn bhd Kuala Lumpur, Malaysia Ten Cate Enbi International bv Beek, Netherlands
created around this technological basis. company operates a value-chain model applications TenCate Enbi group holding company
Protective and safety fabrics and Protective fabrics for outdoor Advanced composites, compounds and Advanced composites, compounds Materials and integrated systems for advanced Ten Cate Industrial Zhuhai co ltd Zhuhai, China
aimed at occupying distinctive positions Geosynthetics and industrial fabrics
multi-risk solutions for industry, applications. systems for the aerospace industry. and systems for industrial composite and ceramic materials and integrated Ten Cate – Union Protective Fabrics Asia ltd (50.65%) Ten Cate Enbi GmbH Opladen, Germany
TenCate materials are mainly used for: through technological innovation, cost Fabrics for protective clothing
services, firefighting and defence. applications, including automotive, systems for the protection of police, army, Bangkok, Thailand Ten Cate Geosynthetics sdn bhd (Malaysia) Kuala Lumpur, Malaysia Ten Cate Enbi kft Rétság, Hungary
◾ personal safety and protection of the leadership, product differentiation and
industrial components and energy air force, navy and civilian service personnel, Ten Cate Geosynthetics (Thailand) ltd Bangkok, Thailand Ten Cate Enbi inc Shelbyville (Indiana), USA
living and working environment; end-user marketing.
extraction. vehicles and vessels. Ten Cate Advanced Composites bv Nijverdal, Netherlands Ten Cate Geosynthetics pte ltd Singapore Ten Cate Enbi inc Rochester (New York), USA
◾ modernisation of equipment used by TenCate produces solutions for end-users Advanced composites for the aircraft industry Ten Cate Geosynthetics Italia srl Lazzata, Italy Ten Cate Enbi pte ltd Singapore
armed forces, fire brigades and police; by operating in network structures, such as and antiballistic applications
◾ TenCate Protective Fabrics ◾ TenCate Outdoor Fabrics ◾ TenCate Advanced Composites ◾ TenCate Advanced Composites ◾ TenCate Advanced Armour Americas Ten Cate Geosynthetics (UK) ltd Telford, UK Ten Cate Enbi Zhuhai co ltd Zhuhai, China
◾ aerospace (lower fuel costs due to open innovation centres and partnerships, Technical rollers and components for printers, copiers, fax machines, postal
Americas Europe Americas Americas ◾ TenCate Advanced Armour EMEA Ten Cate Advanced Armour sas Vienne, France Ten Cate Geosynthetics sl Madrid, Spain
lighter materials); and by making acquisitions in sorting machines, ATMs, insulation and heating systems
◾ TenCate Protective Fabrics EMEA ◾ TenCate Advanced Composites ◾ TenCate Advanced Composites Ten Cate Advanced Armour Danmark a/s Vissenbjerg, Denmark Ten Cate Geosynthetics Schweiz AG Zurich, Switzerland
◾ water management, infrastructure and complementary fields. The solution-focused Advanced ceramics and composites for antiballistic applications
◾ TenCate Protective Fabrics Asia EMEA EMEA Ten Cate Deutschland GmbH Dietzenbach, Germany Ten Cate Assurantiën bv Almelo, Netherlands
care for the environment; system approach plays a key role. Insurance
Ten Cate Advanced Composites USA inc Morgan Hill (California), USA Ten Cate Geosynthetics Polska Spzoo Kraków, Poland
◾ industrial applications. The policy, focused on control of the value
GEOSYNTHETICS & GRASS SECTOR Phoenixx TPC inc Taunton (Massachusetts), USA Ten Cate Geosynthetics CZ sro Prague, Czech Republic Ten Cate Nederland bv Almelo, Netherlands
chain, has already resulted in leading
YLA inc Benicia (California), USA Ten Cate Geosynthetics Rumania Bucharest, Romania Ten Cate USA inc Atlanta (Georgia), USA
TenCate selects market areas mainly on positions in worldwide niche markets. Sales offices
GEOSYNTHETICS INDUSTRIAL FABRICS GRASS CCS Composites inc Benicia (California), USA Ten Cate USA inc Washington D.C., USA
the basis of global trends, specifically in Advanced composites for aerospace and industrial applications
Synthetic fabrics, non-wovens Synthetic fabrics, non-wovens and Synthetic turf components and integrated Ten Cate Thiolon bv Nijverdal, Netherlands Ten Cate UK ltd London, UK
the safety / protection and sustainability / TenCate employs around 4,720 people
and grids for solutions and applica- grids for solutions and applications systems for top-flight sports, recreation and Ten Cate Advanced Armor USA inc Newark (Ohio), USA Ten Cate Thiolon North America inc Dayton (Tennessee), USA Ten Cate France sas Paris, France
environmental fields. With regard to worldwide and strives to operate in an Advanced composites for vehicle armour
tions in infrastructure and civil in agriculture and horticulture, the landscape projects. Ten Cate Thiolon Middle East (49%)1 Dubai, UAE Ten Cate Deutschland GmbH Opladen, Germany
the characteristics of the materials ethically and socially responsible way. Synthetic turf components and systems
engineering. environmental sector, the construc- TenCate Advanced Armour UK (AML) Swindon, UK Ten Cate Danmark a/s Copenhagen, Denmark
(specifications), the markets are usually reg- TenCate encourages its employees to be
tion industry and recreation. AML India Private ltd (90%) Noida, India Ten Cate Thiobac bv Nijverdal, Netherlands Royal Ten Cate Pacific ltd Hong Kong, China
ulated by governments or agencies on the enterprising, flexible and creative, thereby Design and production of materials for vehicle armour Backing for synthetic turf systems Royal Ten Cate China Holding ltd Hong Kong, China
basis of legislation and regulations. demonstrating its aim of achieving progress Country holding companies
◾ TenCate Geosynthetics ◾ TenCate Industrial Fabrics ◾ TenCate Grass Americas Edel Grass bv (50%) Genemuiden, Netherlands
The direct customers of TenCate are mainly and sustainability for all stakeholders. Marketing and installation of synthetic turf systems
Americas Americas ◾ TenCate Grass EMEA Ten Cate Finance AG Schaffhausen, Switzerland
◾ TenCate Geosynthetics EMEA ◾ TenCate Industrial Fabrics ◾ TenCate Grass Asia TigerTurf NZ ltd (80%) Auckland, New Zealand Financing company
◾ TenCate Geosynthetics Asia EMEA TigerTurf Australia pty ltd (80%) Campbellfield, Australia
◾ TenCate Industrial Fabrics Asia TigerTurf (UK) ltd (80%) Hartlebury, UK
Tiger Sports Americas inc (80%) Austin (Texas) USA
OTHER ACTIVITIES SECTOR TenCate has its own production sites and sales offices in the following countries ( ): Geographic breakdown of sales in 2010
(all as at 28 April 2010; as at 31 March 2009: 49%)
in per cent Marketing and production organisations for synthetic turf systems
INKJET TECHNOLOGY TECHNICAL COMPONENTS HOLDING & SERVICES
Specialist inkjet technology for Technical rollers and components, Holding company activities 50
industrial production processes. particularly for printers, copiers, fax ◾ Koninklijke Ten Cate nv 45
machines, postal sorting machines
40
and ATMs.
35 1) Due to legislation in Dubai, 51% is held by a local partner. Royal Ten Cate The operating companies listed here are consolidated in the financial statements, with the exception
has 100% economic ownership.
◾ Xennia Technology ◾ TenCate Enbi North America 30 of the companies shown as non-consolidated. Some interests of minor relevance to the overall
North America Europe Italy Middle East Oceania
◾ TenCate Enbi EMEA 25
United States Belgium Netherlands Dubai Australia picture have been omitted from the list, in accordance with article 379, paragraph 3, Book 2
◾ TenCate Enbi Asia Denmark Austria New Zealand 20
South America Germany Poland Asia of the Netherlands Civil Code. The companies are wholly owned unless stated otherwise.
Brazil United Kingdom Romania China 15
France Spain India
Hungary Czech Republic Malaysia 10
Ireland Switzerland Singapore
5
◾ By destination
Thailand
0 ◾ By origin
BELGIUM
GERMANY
NETHERLANDS
UK
FRANCE
AUSTRIA
ITALY
SPAIN
OTHER EU
OTHER EUROPE
MIDDLE EAST
USA + CANADA
SOUTH AMERICA
CENTRAL AND
ASIA
Operating companies, associated companies and other interests Commercial overview and profile
Royal Ten Cate
Royal Ten Cate MATERIALS THAT MAKE A DIFFERENCE
Colophon Royal Ten Cate
Operating companies, associated companies and other interests Commercial overview and profile