TINE_Annual Report 2010
Transcription
TINE_Annual Report 2010
2010 Annual Report TINE annual report 2010 RENEWAL IS OUR TRADITION RENEWAL IS OUR TRADITION TINE SA Dronning Eufemias gate 6, NO–0191 OSLO P.O. Box 25, NO-0051 OSLO Telephone +47 77 66 30 80 www.tine.no RENEWAL IS OUR TRADITION The annual report is compiled by TINE Communication, TINE SA EDITORS Kari Raunedokken, Director of Information Bjørn Malm, Manager social responsibility DESIGN Itera Gazette PHOTOGRAPHY TINE: pg. 1, 13, 16, 25, 45, back cover Bo Mathisen: front cover, inside, pg. 6-7, 11, 14-15, 17, 19, 23, 24-25 Rennomé: pg. 9 Jonny Engelsvoll: pg. 18 Try: pg. 10 Yvonne Holth: pg. 3, 43, 44 TRANSLATION TranslatørXpress, Oslo Contents TINE GROUP 2 CEO Renewal is our tradition 7 The brand Close to the consumer 15 The industrial player A competitive cooperative society 25 The corporate citizen Environment, animals and people 45 Annual report from the Group board FINANCIAL STATEMENTS 47 Income statement 48 Balance sheet 50 Cash flow statement 51 Accounting principles 54 Notes 75 Auditor’s report 76 Subsidiaries 78 Addresses PRINTING TINE SA CIRCULATION 300 2010 Annual Report TINE annual report 2010 RENEWAL IS OUR TRADITION RENEWAL IS OUR TRADITION TINE SA Dronning Eufemias gate 6, NO–0191 OSLO P.O. Box 25, NO-0051 OSLO Telephone +47 77 66 30 80 www.tine.no RENEWAL IS OUR TRADITION The annual report is compiled by TINE Communication, TINE SA EDITORS Kari Raunedokken, Director of Information Bjørn Malm, Manager social responsibility DESIGN Itera Gazette PHOTOGRAPHY TINE: pg. 1, 13, 16, 25, 45, back cover Bo Mathisen: front cover, inside, pg. 6-7, 11, 14-15, 17, 19, 23, 24-25 Rennomé: pg. 9 Jonny Engelsvoll: pg. 18 Try: pg. 10 Yvonne Holth: pg. 3, 43, 44 TRANSLATION TranslatørXpress, Oslo Contents TINE GROUP 2 CEO Renewal is our tradition 7 The brand Close to the consumer 15 The industrial player A competitive cooperative society 25 The corporate citizen Environment, animals and people 45 Annual report from the Group board FINANCIAL STATEMENTS 47 Income statement 48 Balance sheet 50 Cash flow statement 51 Accounting principles 54 Notes 75 Auditor’s report 76 Subsidiaries 78 Addresses PRINTING TINE SA CIRCULATION 300 TINE TINE will be a leading supplier of food and drink brands with a main focus on dairy products SALES LIQUID PRODUCTS SALES SOLID PRODUCTS Figures in 1000 litres Figures in tonnes White cheese 45 391 Brown cheese 10 095 Processed cheese 904 Butter 8 222 TINE MIlk (all types) 433 556 TINE Cream 26 137 TINE Sour cream 15 625 Yoghurt 45 590 Fruit drinks 46 027 Ice cream 28 793 COWS’ AND GOATS’ MILK DELIVERED TO TINE CONSUMPTION PER CAPITA (TINE) Litres/kg Million litres, 2010 83.7 1435.5 Milk Cows’ milk 10.1 20.0 Cheese (brown, white, import and processed) Goats’ milk Key figures 2010 TINE GROUP TOTAL Calculation model Revenues NOK million 18 854 Operating profit NOK million 1 189 911 619 Net profit margin Operating income/result 6.3 4.9 3.5 3.7 Profit before tax NOK million 1 085 848 513 570 Net profit for the year NOK million 910 Assets NOK million 11 254 Equity Percentage Net interest-bearing debt /EBITDA Percentage Investments Working capital 2010 2009 2008 2007 18 712* 17 892** 16 016** 589 674 375 485 9 999* 9 640** 8 767** 45.0 46.3 45.4 48.7 0.92 0.86 1.27 0.88 NOK million 1 766 1 040 893 592 NOK million 1 734 1 457 922 1 015 * See paragraph regarding reclassifications, page 79 ** Not reclassified Environment/HSE figures EMPLOYEES Number of employees, TINE Group Number Absence due to illness, TINE Group Percentage LTI rate, TINE Group 2010 2009 2008 2007 5 496 5 675 5 734 5 540 6.8 7.1 7.3 7.5 12.7 13.5 13.5 15.9 ENVIRONMENT Gross energy consumption GWh Packaging consumption tonnes 465 467 477 468 29 204 29 132 29 469 28 905 Emissions of CO2 equivalents from dairy tonnes 29 292 22 475 24 871 23 475 Emissions of CO2 equivalents from transport tonnes 53 135 52 712 51 493 52 421 Transport km/1000 litres raw milk 37.2 36.9 36.1 35.6 The past year JANUARY • TINE purchases a lot in Bergen FEBRUARY • One million YT products sold MARCH • Nyt Norge brand on TineMelk cartons • TINE accompanies Red Cross to Rwanda • TINE Tretten focuses on bio-energy APRIL • Trond Reierstad new chair of TINE • Record number of recipients of Sølvtine • YT is nominated for an innovation award • New group structure is adopted MAY • TINE is ranked number five on RepTrak • 500 TINE employees participate in the Holmenkollen relay JUNE • Large international dairy conference in Tromsø • Rabobank ranks TINE as the 20th largest dairy company in the world OCTOBER • TINE appeals the chain negotiation issue to the Supreme Court • TINE is named best supplier to kiosk/gasoline/service trade (KBS) JULY • National Geographical visits Vik to view the production of gamalost • The farmer’s milk price for the second half of the year is up NOK 0.13 NOVEMBER • TINEs Omega 3 is introduced in India • Hanne Refsholt is named HR manager of the year AUGUST • TINE awarded second place in Synovate’s profile survey • New online ordering system for school milk SEPTEMBER • Piano Dessert sauces are introduced TINE over 130 years 1856 Rausjødalen Meieri is established with 40 shareholders. 1881 The Norwegian Dairy Association is founded. 1920 Dairy associations – Norske Meieriprodusenters Landsforbund (the Norwegian Milk Producers National) (NML) is founded. 1925 First quality label – Firkløvermerket – is established. 1928 Norske Meieriers Eksportlag (the Norwegian Dairy Export Association) is founded. 1978 Product development intensifies. Central research and development unit (R&D) is established. 1992 TINE label introduced. 1997 New market scheme for milk introduced. 1998 Licence production of Jarlsberg in the US. 1999 The Norwegian Milk Producers National (NML) and Norske Meieriers Salgssentral (NMS) merge to form TINE Norske Meierier (TINE Norwegian Dairies). 2002 Upon consolidation, the name is changed to TINE. Five subsidiaries established. 2004 TINE Milk Supplies (TINE Råvare) established. 2010 The cooperative society TINE becomes one company – TINE SA. DECEMBER • Litago twitters its way to the top Norwegian culinary traditions are alive and well because we never stop moving forward. TINE ANNUAL REPORT 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report CEO Renewal is our tradition If you want innovation, you have to take a few chances. Cross borders. Imagine, for example, a brown cheese with raisins and cardamom. A Christmas brown cheese with the traditional brown cheese taste – topped with raisins and spices. Now that would be innovative. Challenge accepted. Before Christmas, TINE introduced the Christmas edition of Gudbrandsdalen with raisins (Julebrunost). The brown cheese quickly became popular and sold out. At the same time, news headlines claimed that the cheese was made in England, and you could get the impression that it was not Norwegian. But it was. Made with our best raw materials, but at a dairy in England owned by TINE. Instead of gambling with large investments in new equipment – before we knew how the cheese would be received – we chose production in England. We just did not have the equipment here at home. Yet we still wanted to connect innovation and renewal with tradition and history. This is the stuff of TINE Julebrunost. Through a daring experiment, both as regards content, production and delivery, we linked the Norwegian tradition with something new. Then we are left with the assessment of whether TINE Julebrunost was a success we should continue. 2 and a good result place large demands on all sections of the value chain. A good year means good financial results, which relates to cost-effectiveness, the ability to shift the portfolio, sound management, and employees who contribute in important efforts. COMPETITION BREEDS OPPORTUNITY We face challenges in a growing number of areas, but increased competition and a changing consumption pattern also provides many opportunities. Not least for innovation, and TINE has a tradition of meeting trends with new products. The international situation in the dairy and trade sector has a significant impact on what happens here at home. TINE feels the increasing competition from both national and international players. New forms of cooperation and changes in ownership pose continuous challenges. For TINE, as a keeper of tradition in arenas with ever stronger competition, innovation in both products and organisation is essential in moving forward. In addition, we experience that the supermarkets’ own labels (private labels) are increasingly challenging us as a supplier. This makes the focus on our solid brands even more important, and we are happy to report that they are alive and well. But looking back, 2010 was a good year for TINE. The course seems right, and we have a strong Group in good dialogue with owners and employees, customers and consumers. At the same time, we know that good operations A new Group strategy is in place. It will be key in a competitive situation that has come to stay. We will focus on streamlining and innovation. TINE will also create success in cooperation with our customers. This will contrib- Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 “TINE will promote culinary culture and create good experiences, with unflagging attention to the requirement for safe food.” Hanne Refsholt ute to growth, profitability, satisfied customers and strengthened competitiveness. Framework conditions that facilitate healthy operations and development are, of course, necessary. But the responsibility for TINE’s development is primarily our own. While some might find competition irritating, TINE’s attitude is that it is mostly stimulating. QUALITY AND SAFETY While the ability to adapt quickly is a necessity, it still does not change the basics: TINE will promote culinary culture and create good experiences, with unflagging attention to the requirement for safe food. This means quality and safety based on considerable expertise and experience throughout the value chain. Safety must be the foundation of everything we do. All products carrying the TINE brand must be safe in relation to health, both as regards raw materials and production processes. This safety includes everyone and everything; consumers, customers, authorities, owners and employees – TINE takes responsibility from the pen to the table. With 15 000 milk producers as owners of TINE, safety also means that the consideration for animal health and welfare has the highest priority. Therefore, we aspire to the best preparedness and the best possible preventive work. Safe food has always been part of our tradition – and so it will remain. As a major industrial player, TINE will act responsibly as regards the environment and important social issues ranging from environmentally friendly transport, transport in general or the development of more environmentally friendly packaging. And for TINE, sustainable resource utilisation is key. In other words, an optimal exploitation of raw materials throughout the value chain. A new strategy for corporate social responsibility is included in TINE’s new Group strategy, while continuing the tradition of environmental reporting. For TINE, it is important to combine environmental and social challenges with own profitability, and many of the Group’s measures have a positive impact on the operating economy. At the same time, the authorities must facilitate environmentally friendly efforts. For when environmentally friendly measures and profitability join forces, it will be easier for Norwegian industry and commerce to continue measures and work actively on this over time. These are important challenges that concern our shared future, regardless of competition and which team we are on. It is simply about the importance of taking responsibility, because we are now shaping the future. Read more on tine.no HANNE REFSHOLT CEO 3 THIS IS THE TINE GROUP Our products TINE is one of Norway’s largest and most important brand builders. Goal-oriented focus on product development has yielded TINE a unique position with Norwegian consumers. Today, TINE has a diverse portfolio that provides Norwegians with good and healthier food through more than 500 products and 1300 article numbers. norvegia was one of the ten strongest brands in 2010. the “nå” products have seen a nice revenue growth in 2010. 4 See an overview of all products on tine.no yt was introduced in 2010 and is a series of workout foods and drinks based on healthy raw materials. YT was developed by TINE in cooperation with Olympiatoppen. salma has made high-quality Norwegian salmon available to Norwegian consumers. 5 butter, cream, sour cream and crème fraîche from TINE are products that inspire Norwegians to cook from scratch. They have all had a positive growth in volume and value in 2010. See page 9 The brand TINE faces a number of challenges in a market characterised by rising competition. We meet these challenges by listening carefully to the consumer, who demands quality and a solid link to the love of good food found in the Norwegian culinary tradition. RENEWAL IS OUR TRADITION jarlsberg is tine’s largest export item. 60 per cent of the total production of 18 500 tonnes goes to export. In the US, the cheese is sold in nine out of ten supermarkets. norvegia was one of Norway’s ten strongest brands in 2010. With the new communication concept “Some relationships last a lifetime”, we struck a chord with the Norwegian people. See page 13 See page 12 CEO This is TINE The brand The industry player The corporate citizen Annual report from the Group board TINE ANNUAL REPORT 2010 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report THE BRAND Close to the consumer Proximity to the Norwegian consumer and thorough insight into motives, needs and habits is TINE’s most important advantage in the role as leading brand and category developer. The preferences of the Norwegian people are the indicators for TINE’s comprehensive and continuous innovation efforts. SEGMENT SHARE (GROCERY CHAINS), VOLUME* Percentage Sales of milk-based drinks from Norwegian supermarkets showed a small volume decline in 2010, but a value increase of 4.3* per cent. The growth within flavoured milk drinks does not fully make up for the decline in both fresh milk and cultured milk. Fresh milk fell slightly, by 1.0 * per cent compared with 2009. After several years of growth, the cultured milk segment showed a volume decline of 3.0 * per cent. TineMelk maintained its segment share in fresh milk by volume compared with 2009, with 84.7* per cent. Within the cultured milk segment, Biola strengthened its position, but CHEESE UP Cheese is one of the grocery retail trade’s largest categories, with a turnover out of shop of more than NOK 6.4* billion. Norwegians’ consumption of cheese continues to show growth, measured both in value, with a 4.7* per cent increase from 2009, and in volume, with a 2.6* per cent increase. Overall, TINE’s portfolio represents 61.1* per cent of the traded value and 63.3* per cent of the volume out of the shops. Firm white cheese is by far the largest segment, and this is where TINE can show the most marked volume increase, with 4.2* per cent in 2010. The corresponding increase the previous year was 1.3* per cent. Norvegia and Jarlsberg are the main brands driving this growth. 94,2 99 98,8 With its diverse product portfolio, TINE is a significant player in the drinks category. The emphasis is on milk and milk-based drinks, while juice and juice-based drinks also make a strong contribution. 63,9 63,5 60 MORE MILK-BASED DRINKS TINE’s total segment share declined somewhat due to weaker sales of Cultura. In the flavoured milk segment, the volume in 2010 was 14.0 * per cent higher than in 2009. In particular, Litago has consolidated its position as a strong brand, for example through the use of social media. 87,8 85,6 75,9 73,2 85 85,3 80 2009 93,8 2010 100 With a good mix of established brands and products along with successful relaunches in the supermarkets, TINE contributed to category growth for the industry in 2010. 40 PRICE-CONSCIOUS CONSUMERS 8 Cream Butter Cheese spread Brown cheese White cheese (firm) Yoghurt 0 Milk 7 8 20 *) there is strong and increasing competition in Norwegian grocery retailers. The discount chains are gaining ground and account for more than half of total sales. Rema 1000 and Kiwi are driving most of the growth in the discount segment. The supermarket segment declined in value share. Even though Norway has not been hit hard by the financial crisis, Norwegian consumers have become more price-minded in their purchases. : 20110124-LAL. Nielsen ScanTrack, Groceries, Miscellaneous product groups, value and volume share, percentage point change, 2009 and 2010 as of 2 January 2011. Desserts is a collection of the basic categories desserts cooled, dessert sides, desserts dry/wet as well as cake cream and filling. source Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 WHAT WE HAVE DONE IN 2010 Increased competitiveness through 2010 The brown cheese segment had a total volume decline out of shops of 0.6* per cent in 2010, but TINE’s position is still strengthened through a growth of 1.9 * per cent. POPULAR COOKING INGREDIENTS The trend towards increased interest in food made from scratch yielded a considerable boost in turnover for TINE’s typical cooking ingredients. Butter sales have grown considerably in recent years, and in 2010, TINE’s sales of butter increased by a total of 10.6* per cent measured by volume. The other dairy-based cooking ingredients also show good volume development – TINE sour cream with 1.7* per cent, TINE cream with 1.9 * per cent and TINE crème fraîche with 12.3* per cent. Through market activities, TINE has developed the category of cooking ingredients and strengthened its position as the category leader. YOGHURT UP 14.6* PER CENT IN VALUE TINE is the largest yoghurt player in the Norwegian grocery retail trade and an important contributor to category growth. In 2010, the launch of the YT series in particular, TINE’s largest ever, together with other launches in the Go’Morgen series, contributed to growth in the yoghurt category. A high level of ac- *) tivity from other players also contributed to robust growth within the yoghurt category as a whole. General yoghurt sales in Norway have been on the rise for several years, also in 2010. It is likely that the growth will continue, and that Norwegians’ yoghurt consumption will reach the levels of comparable European countries. In 2010, the yoghurt category grew by 14.6 * per cent measured in value and 5.7* per cent by volume. POPULAR DESSERTS, DOUGHS AND BATTERS TINE’s Nå series of ready-to-use doughs and batters, which was introduced in 2007, has been a significant contributor to the formidable increase in sales of this type of product. Measured out of shops, the overall increase for the category has been 47.1* per cent in value. For TINE products, the growth has been 45.9 * per cent. “ 2010 strengthened TINE’s competitiveness. Volume was maintained and profitability improved, especially in the largest product groups. TINE also introduced several new products. In addition, TINE established a completely new category through the introduction of YT. YT is a series of natural food and drink tailored for use before, during and after exercise. The series has been developed in close collaboration with Norway’s top expertise on exercise nutrition at Olympiatoppen. WHAT WE WILL WE DO IN 2011 More in-depth knowledge about the consumer “ TINE works to create growth and profitability for our customers and the Group, founded on solid and comprehensive understanding of consumer needs. In 2011, TINE will further strengthen the way it acquires and utilises consumer insight. This will boost the innovation work and further develop market communication. Piano, which is TINE’s dessert brand, leads the category within several of the dessert segments. TINE’s share of the dessert category was challenged in 2010, but still amounts to 56.3* per cent in value, a decline of 2.6 * per cent. The increased focus on good and healthier culinary experiences will probably characterise the consumers’ choices also in 2011. : 20110124-LAL. Nielsen ScanTrack, Groceries, Miscellaneous product groups, value and volume share, percentage point change, 2009 and 2010 as of 2 January 2011. Desserts is a collection of the basic categories desserts cooled, dessert sides, desserts dry/wet as well as cake cream and filling. source 9 TINE ANNUAL REPORT 2010 GOOD GROWTH CONDITIONS FOR GOOD IDEAS innovaton is one of TINE’s main focus areas. Every year, TINE introduces between 50 and 80 new product lines. TINE has a strong desire to be a dynamic and proactive developer in the categories where we are represented, while at the same time developing new, attractive categories. Examples of launches in 2010 • YT • Nå pizza dough, wholemeal and Italian • Relaunch of Jarlsberg • Cubed cheese (Jarlsberg and Norvegia), with and without marinade • Biola with fibre • TINE Yoghurt Nyt with black currants/cherries • TineYoghurt Alltid with coconut • Go’Morgen Blueberry and Go’Morgen Cappuccino with nuts • 1-litre Litago Milkshake • Litago Banansplitt • IsKaffe Brazil CEO This is TINE The brand The industry player The corporate citizen Annual report from the Group board TINE promotes and spreads the love of good food TINE’s cooking ingredients make Norwegians make more food from scratch. TINE cream, TINE sour cream, TINE crème fraîche and TINE butter, all showed positive volume and value growth in 2010. TINE’s cooking ingredients make Norwegians make more food from scratch. TINE cream, TINE sour cream, TINE crème fraîche and TINE butter, all showed positive volume and value growth in 2010. TINE’s sales out of shops of TINE cream, TINE sour cream and TINE butter exceeds NOK 2.0 * billion. This corresponds to an increase of 6.6* per cent compared with the previous year. GREATER INTEREST IN FOOD The positive sales development for TINE cream, TINE sour cream, TINE crème fraîche and TINE real dairy butter follows the trend of Norwegian consumers who want real and natural raw materials. The consumers want to be in control of what they’re eating, which makes the choice of raw materials important. There is also reason to believe that more cooking programs on TV and more coverage of food in the newspapers contribute to the increase in sales. WHITE GOLD BUILDS A NEW PROFILE “tine – possibly the world’s finest milk”, is the slogan that will highlight the milk, the farmer, good husbandry – and TINE’s brands. August 2010 marked the start of TINE’s major profiling campaign directed towards the Norwegian consumer. The objective is to create an understanding of TINE’s activities and priorities in a highly competitive workday. The *) 10 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report As a major player, TINE takes responsibility for further developing the categories we are present in and for creating additional growth for the retail trade. Thorough consumer insight does its part to ensure that launches meet relevant consumer needs, new trends and food habits. WEAKER KITCHEN SKILLS Even though more and more people are cooking from scratch, general cooking knowledge is still declining. This is a challenge that TINE takes seriously. To help consumers, TINE launched a new communication concept in 2010 for dairy-based cooking ingredients: “The little things often make a big difference”. The concept aims to provide the consumers with knowledge regarding how the different products can be used, as well as provide tips and ideas that inspire them to cook themselves. The packaging is also actively used to give the consumers tips and ideas. campaign will strengthen Norwegians’ loyalty to TINE and TINE’s products. The basis is the very foundation of TINE’s business: The white gold – TINE’s milk. Important positioning The profiling campaign directs attention to the good milk quality in TINE’s raw milk materials, acquired through some of world’s best natural conditions for good dairy production, good husbandry with the world’s possibly healthiest and happiest cows, and good interaction between the farmer’s and TINE’s expertise. : 20110124-LAL. Nielsen ScanTrack, Groceries, Miscellaneous product groups, value and volume share, percentage point change, 2009 and 2010 as of 2 January 2011. Desserts is a collection of the basic categories desserts cooled, dessert sides, desserts dry/wet as well as cake cream and filling. source Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 our vision We will be Norway’s most important generator of value. our business idea The TINE Group creates value in close interaction with nature, agriculture and the market. The TINE Group processes pure and natural commodities into good and healthy food, which is preferred by the consumers and is the country’s leading food supplier. The TINE Group is owned by Norwegian dairy farmers in a cooperative society. Tougher efforts in a tougher market TINE is encountering increased competition from several directions. Most competitors are backed by substantial capital and are good brand builders. Most are Norwegian and international food and drink producers, but the supermarkets are also important challengers. In addition to familiar national and international food producers, TINE is also encountering rising competition from the four large grocery retailers. These are also TINE’s most important customers. The chain is moving ever closer to TINE’s competitive arena and are challenging TINE’s business through activities in more and more parts of the value chain, as well as launching their own brands. STRONG POSITION AMONG NORWEGIAN CONSUMERS TINE started developing strong brands early. The combination of high-quality products, goal-oriented efforts in innovation and conscious branding, has given TINE a strong position among Norwegian consumers. The TINE products have become household staples and enjoy a high degree of confidence among our objectives 1. Give the owners the best possible price for their milk and an organisation with the power to continue doing it in the future. 2. We will be an attractive employer by: – giving the employees both professional and personal development opportunities – ensuring that employees feel they are treated respectfully and fairly. 3. Give customers and consumers value for money. 4. Give society a company that creates growth in food production. 11 TINE ANNUAL REPORT 2010 most Norwegians. TINE is proud of the position the TINE brand has achieved and the role the products play in Norwegian homes. Therefore, strong roots in Norwegian tradition and the Norwegian diet are a natural point of departure when TINE answers the competition. With an in-depth understanding of Norwegian consumers’ needs and preferences, TINE will CEO This is TINE The brand The industry player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report develop new categories and further develop existing categories where TINE already has a presence. This will further strengthen the company’s position in the future. Read more on tine.no Looking to the future TINE’s board and parts of the corporate management have visited TINE’s subsidiary in the US. The visit was important for several reasons. It opens new horizons, provides in-person contact with key employees in the field and greater insight into an important part of our business. And good operations definitely require good insight into all parts of TINE’s business. Including abroad. The visit included shops, a visit with our cutter & packer partners, as well as a meeting with senior management and employees at Norseland’s head office. This kind of personal contact offers important opportunities for exchanging experience and opinions. It gives room for necessary exploration of the current situation and allows us to delve into important strategic questions regarding the road ahead, both abroad and at home – because it’s all connected. What we do in one location, may have an impact on what we do in other locations. Learning and experience in one field can be important building blocks in another. The good work that has been done in the US is very gratifying and opens the door to many future opportunities. Norseland has impressed us with growth in a market characterised by stiff competition. In fact, a magnificent growth over the ten years that have passed since we started commercial production of Jarlsberg in Ohio. 12 Sales have more than doubled, and you can hardly help being proud, as you walk through shops in the US as a TINE employee and owner: Jarlsberg has plenty of market exposure, and it can be found in 90 per cent of supermarkets. And the shop employees warmly welcome our colleagues at Norseland. The good relations are quite apparent and show how Norseland has a culture, a sense of unity and a team spirit worthy of respect. Jarlsberg is TINE’s international flagship – and so it will remain. Our good foundation in the US, and a free trade agreement for dairy products between the US and Australia, have also made it possible for us to grow in the Australian market. Picking the right partner, good teamwork and strict Norwegian follow-up on quality have contributed to securing a solid foothold «down under». Everyone has worked hard to succeed. This is how we use lessons learned from various arenas. We have built something that can be copied in a number of markets. And with this knowledge and strength as a foundation, we are also working hard in Sweden and the UK. Our faith in the future is strengthened by venturing beyond our own borders. By looking and learning together, we are building joint insight, pride and expertise. This makes us better equipped to tackle important strategic tasks related to TINE’s international business. Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 JARLSBERG Norwegian rising superstar jarlsberg further solidified its position in the international market in 2010 market. The US remains the area with the largest sales of Jarlsberg outside Norway. There, the cheese is sold in nine out of ten supermarkets. Jarlsberg is the most familiar and popular specialty cheese within its category in the US. The sales of Jarlsberg wheels in the US market developed far better than expected in 2010. In the UK, the competitive picture is more challenging, but Jarlsberg can also show a positive development here in 2010. Jarlsberg has planted the flag in important international markets and can be found on breakfast, lunch and dinner tables from Skjåk to Sydney. The holey veteran is one of Norway’s leading international brands. Internationally, the Jarlsberg brand further strengthened its market position in 2010. TINE’s ambition is for an increasingly larger share of the company’s growth to take place outside Norway. With this objective, TINE’s subsidiaries and part- ners have e.g. increased the focus on strengthening Jarlsberg as a brand. Significant resources have been devoted to implement the international positioning. Largest in the US Jarlsberg is currently TINE’s largest export article. Around 60 per cent of the total production of 18 500 tonnes in Norway goes to export. In addition, about 7500 tonnes of Jarlsberg are produced at the dairies in the US and Ireland for sale on the international In Sweden, TINE carried out a major campaign for Jarlsberg wheels in 2010. The campaign received massive attention, which led to increased brand recognition and very positive sales development. Over several years of systematic branding, TINE’s partner in Australia has built a very strong position in the supermarkets in the Australian market. They can boast excellent results for 2010. Read more on jarlsberg.com 13 the new w tine dairy that will be completed ed at Jæren in the autumn will provide improved productivity and profitability, ility, while also reducing CO² emissions ns by 38 per cent. See page ge 17–18 The Industrial player Maintaining and strengthening competitiveness in a large, nationwide cooperative society like TINE requires each link in the entire complex value chain to be well-oiled and characterised by expertise and innovation – without losing local character. RENEWAL IS OUR TRADITION tine had more than 1300 articles on the market in 2010 – and the innovative pressure is considerable. This entails large investments in production equipment and further specialisation in the 41 different dairies. See page 18 the production of jarlsberg requires a skilled cheesemaker. The cheesemaker taps the cheese and listens to the sound it produces. This will reveal whether the bacteria have created the right quantity of holes in the cheese, or whether it needs to age a bit more before it is ready. See page 19 TINE ANNUAL REPORT 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report THE INDUSTRIAL PLAYER Future-oriented production strengthens competitiveness TINE will refine the milk to products the consumers prefer. Quality takes centre stage in everything we do. The consumers must have confidence in TINE. To strengthen competitiveness, TINE must operate efficiently while at the same time providing the consumer with products that are – and are perceived as – safe. SAFE FOOD tine connects goals for safe food with the number of cases of documented illness caused by product errors, the number of positive samples in internal pathogen control and the number of product recalls. In 2010, there were no recalls of TINE products, and there were no registered issues involving documented illness caused by product errors. 16 The products must be safe as regards health, they must be produced with safe raw materials, they must be produced using safe processes and they must be part of a secure value chain. Consumers, customers and authorities must have confidence in TINE products. STRINGENT REQUIREMENTS FOR BRAND QUALITY As a food supplier, TINE must naturally comply with all requirements stipulated by public authorities. The dairies have a good dialogue with the Norwegian Food Safety Authority and carry out regular audits. Beyond this, TINE sets its own stringent requirements for quality. The products must be safe to eat, and they must have the correct, consistent quality every time. The fact that the consumer gets what he or she expects every time is exactly what characterises brand quality. To ensure brand quality, all the dairies follow clearly defined control procedures. Here, product samples are compared with defined chemical, microbial, and not least, sensory requirements (taste). tine r&d centres are found in two locations: In connection with TINE’s dairy at Kalbakken in Oslo and in Måltidets Hus (MH) in Stavanger. MH is part of the Innovation Park in Stavanger and is a research and innovation centre with a total of about 120 full-time equivalents related to food across RESEARCH COOPERATION WITHIN INDUSTRIAL GASTRONOMY This means that all the dairies have their own taste panels that, by smelling and tasting the products, ensure that they are in accordance with the specification. Since several products are produced at multiple dairies, the controls must be coordinated so that everyone assesses the products on an equal basis. This is ensured for example through good training and good cooperation between judges. The technical equipment we use also has a significant impact on the quality of the products. TINE sets strict requirements for the equipment’s technical hygienic standard. This standard is used as a basis when purchasing new equipment. Technical audits are also carried out at the dairies on the basis of this standard. Even though we have stringent requirements for quality, accidents can still happen. TINE’s preparedness management is founded on extensive experience. The purpose of preparedness work in TINE is to prevent the con- industries. The environment has been awarded the status of “Norwegian Center of Expertise” within so-called industrial gastronomy. The cooperation is developing well. TINE also cooperates with the Norwegian University of Life Sciences at Ås, the Norwegian Institute of Food, Fisheries and Aquaculture Research (Nofima), the University of Oslo, Akershus University College and others regarding projects across the value chain. Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 WHAT WE HAVE DONE IN 2010 “Focus on product quality, especially white cheese. “Focus on HSE – particularly to reduce incidents with injuries. “Improving the efficiency of our internal operations through implementation of Lean. “Reviewed the routines in our emergency preparedness work. “Research and innovation within solid and liquid products. WHAT WE WILL WE DO IN 2011 “Focus on safe and stable delivery to customers and consumers. “Continue work towards a more efficient dairy structure. the dairies follow strict procedures to ensure safe food for the consumers. “Reduce waste and increase exploitation of raw milk materials. “Improve milk quality from farm cooler to processing. sequences of incidents and safeguard crisis situations in an efficient, comprehensive and professional manner. We have a preparedness organisation that covers TINE’s entire value chain. and Meierigata (“dairy road” and “dairy street”) – because this is where the dairy was located in the past. TINE takes active part in creating new business and industry activity in the local community when we withdraw from communities. TINE will continue to be a competitive player in the future. It is important to ensure a broad diversity of products. Several of our products have a traditional and artisan character. These are values TINE will preserve. In the almost 130 years the dairy cooperative has existed, the dairies have been an important part of the communities. Currently, TINE has 41 dairies across the country. Several places in Norway we can still find Meieriveien “Focus especially on the quality of white cheese. “Fulfil TINE’s environmental objectives. “The HSE work will still be key. STRUCTURAL STREAMLINING AND IMPROVING EFFICIENCY “Quality focus in TINE Dairies TINE had 238 dairies in 1970, 178 in 1980 and 120 in 1990. The adopted structural changes entail closure of seven dairies. Organisation and planning of production takes place jointly for the entire country. Consumer trends are changing, and this entails a shift towards more processed products and specialty products and fewer traditional standard products. This places new demands on the industry and TINE feels it can be challenging to maintain sufficient production 17 TINE ANNUAL REPORT 2010 Environmentally friendly at Jæren TINE is building a dairy in an industrial park that currently has five food companies. They wanted joint energy solutions, and TINE took responsibility by building an energy centre that forms the heart of the energy cooperation. A green nursery buys waste heat and CO2 as plant food. Warm water from TINE runs through pipes to the same green nursery and then back to TINE, which can use the same water in its processes. TINE will also deliver low temperature district heating to Jæren Fjernvarme. 18 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report capacity for some specialty products, while the capacity for standard products must be reduced. A major development and modernising of the dairy in Oslo is underway. Warehouses will be built for convenience products, packaging and factor inputs. The new building will have a high degree of automation. BUILDING A FUTURE-ORIENTED INDUSTRY Decisions have been made regarding large investments in TINE’s industrial output. In 2008, a decision was made to build a new dairy at Jæren. Construction work is underway, and the plan is for the new dairy to be complete in the autumn of 2011. The dairy will be modern, environmentally friendly and future-oriented. A 34 per cent reduction is expected in energy consumption, along with a 38 per cent reduction in CO2 emissions, compared to the current situation. The new dairy will give TINE higher productivity and profitability. The dairy in Verdal is being developed into a modern production facility for white cheese, whey refining and fat processing. The dairy will be built in stages and will be complete in 2012. LARGE DIVERSITY IN THE INDUSTRY The new dairy at Jæren will be Norway’s largest cheese plant. By gathering the production of cheese, butter, margarine, prim and whey products, we can ensure good exploitation of production lines and by-products from the various products. TINE’s smallest dairy is in Setesdal. With its ten employees, it is important for production of Kviteseid butter and other niche products. The dairy in Vik produces the traditional Gamalost, the dairy in Trysil makes the familiar pultost and the dairy in Selbu specialises in various kinds of blue cheese. Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 EFFICIENCY AND IMPROVEMENT In addition to structural changes in the industry, TINE must also seek out efficiency gains across the value chain. TINE will prioritise the introduction of Lean as a management tool throughout all parts of the Group. The introduction of Lean will extract potentials for improvement and provide increased productivity. TINE will build an improvement culture in all parts of the value chain through the way we lead, the way we think and the way we get people involved. INNOVATION AT EVERY TURN Innovation is very important for TINE and several new products are introduced every year. But innovation is more than new products. With the decision to build two new large and modern dairies for processing whey, TINE is facilitating the refining of whey into new nutrition products that are attractive on the world market. This will enable us to use parts of the whey that were previously used as animal feed for human consumption. This is both good economics for TINE and good resource exploitation for society. New production methods are also a type of innovation that can improve profitability. Want to know more? See tine.no JARLSBERG You can hear when the cheese is ready Brand quality means that the consumer gets what he or she expects from TINE every time. To ensure brand quality, all dairies follow clearly described procedures and control schemes. This means that the dairies have their own the cheesemaker’s job is to product judges who inspect help the bacteria do theirs. This the products to ensure that demands solid craftsmanship. they live up to the specifications. Since several products are produced at multiple TINE plants, it is necessary to coordinate the controls so that everyone assesses the products equally. Cheese is a living product, and the bacteria culture we add to the milk do most of the work of making the cheese. TINE’s own bacteria culture creates the characteristic flavour and holes in the Jarlsberg cheese. The cheesemaker’s job is to help the bacteria do theirs. To know when the holes are just right, the cheesemaker checks on the cheeses every day. DEVELOPMENT IN THE NUMBER OF DAIRY PLANTS 250 238 200 178 150 120 100 62 50 0 41 1970 1980 1990 2000 First, he notices that the cheese starts to bulge, and when it approaches the right shape, he turns the cheese on its side and knocks on it with his fist. The drumming he hears tells him whether there are enough holes in the cheese, or if it needs to stay for another day or two. This requires experience, and the cheesemaker also slices some cheeses in half just to make sure that his eyes and ears are not deceiving him. 2010 tine has dairies across the country, but the number has decreased substantially. 19 TINE ANNUAL REPORT 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report A NATIONAL PLAYER WITH LOCAL ROOTS Dairy production TINE is present all over Norway with 41 dairies, two central warehouses and four terminals. In 2010, the dairies processed a total of 1.25 billion litres cows’ and goats’ milk from the milk farmers, the members of TINE SA. At the dairies, the milk was refined into 385 million litres of fresh milk and 70 700 tonnes of cheese. At the terminals, the products are stored and repacked before delivery to the customers. TINE NORTH 2010 2009 members (owners) delivery cows’ milk (million litres) delivery goats’ milk (million litres) 1,640 152.4 7.8 1,660 154.7 7.8 investments and expansions in 2010 •TINE Meieriet Harstad took over supermarket packaging for all shops in Northern Norway •New filling machines with screw cap applicators installed in Harstad and Sandnessjøen TINE CENTRAL NORWAY 2010 2009 members (owners) delivery cows’ milk (million litres) delivery goats’ milk (million litres) 3,969 425.0 0.2 4,019 420.0 0.3 investments and expansions in 2010 Development of the new automated warehouse at Tunga and construction of new tank truck hall, technical centre and the butter factory in Verdal are the largest investments in 2010 20 plans for the future •TINE Meieriet Storsteinnes will utilise new technology to ensure future-oriented application of goats’ milk •Strengthen coordination measures between goat farmers and industry •Strengthen quality work in the producer environments plans for the future In 2011, construction starts on the production plant for whey powder in Verdal. Another important task will be to take good care of the employees when operations at the plants at Ørlandet and Meldal are discontinued Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 TINE’S BUSINESS ORGANISATION TINE WEST 2010 2009 members (owners) delivery cows’ milk (million litres) delivery goats’ milk (million litres) 3,108 236.0 6.3 3,173 237.0 6.4 investments and expansions in 2010 •Purchased a lot for the new dairy at Flesland •Replacement of filling machines in Bergen and Byrkjelo •New container fillers in Bergen Plans for the future TINE plans for the future •Start planning new dairy at Flesland •Clarify the structure for fresh milk plants BergenTrondheim •Decision regarding brown cheese structure affects production at Byrkjelo and Ørsta TINE EAST 2010 2009 members (owners) delivery cows’ milk (million litres) delivery goats’ milk (million litres) 3,645 354.5 3.5 3,694 352.5 3.4 investments and expansions in 2010 •Expansion of TINE Meieriet Oslo with optimal operation during the construction period •Improvement through Lean/TPM •Preparation for transition to steam from biomass at Brumunddal and Tretten •Improving the efficiency of filling plants and postpackaging equipment plans for the future •Carry out calculations of consumption structure East •Plan start-up of expansion of the Oslo plant in 2012 and 2013 •Achieve additional improvement in quality, supply security and cost control •Expanded work on Lean TINE SOUTH 2010 2009 members (owners) delivery cows’ milk (million litres) delivery goats’ milk (million litres) 2,479 267.0 2.2 2,538 272.0 2.1 investments and expansions in 2010 •Replacement of filling machines in Kristiansand •Treatment facility at Vikeså and in Setesdal •Ventilation and ceiling at the production premises at Sola •New packing machine for Chèvre at Haukeli Joint functions Regions Wholly and partly-owned subsidiaries TINE International activities TINE R&D TINE ICT TINE Ingredients TINE Purchasing TINE Communication TINE Supplies TINE Marketing TINE Active Members TINE HR and expertise TINE Policy and community TINE Advice TINE Sales (domestic) TINE Corporate governance TINE Economy and finance TINE East TINE South TINE West TINE Central Norway TINE North Diplom-Is AS FellesJuice AS Maritex AS Norseland Inc (US) OsteCompagniet AS Wernersson Ost AB Norseland Ltd. (UK) Fjordland AS Salmon Brands AS TINE Milk Supplies* *) Distinct department that is separate as regards accounting and administration Read more on tine.no plans for the future •Transition from four dairies at Jæren to one new one •Commissioning of Tine Meieriet Jæren •Competition for milk producers •Follow up quality of convenience products •Improve quality management and introduce ISO 22000 at two dairies 21 TINE ANNUAL REPORT 2010 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board THE COOPERATIVE PRINCIPLES The owners are ensured control further along the value chain TRADITIONAL BUSINESS STRUCTURE Cooperatives In Norway, we find the cooperative structure especially on the consumer side, fisheries, housing and agriculture. There is no official international definition of the term “cooperative society”. The cooperative principles have been changed and adjusted over time, but have roots back to the cooperative movement’s start with the weavers in Rochdale, UK in 1844. As of today, there are seven cooperative principles, see the model on the right. Until 2008, the cooperative as a business structure had no separate legal framework in this country. Because the cooperative society represents such an important and necessary alternative to the other business organisations, the Storting (Norwegian Parliament) adopted the “Cooperative Societies Act” on 29 June 2007. The Cooperative Societies Act is founded on the same principles as the Limited Liability Companies Act, but is adapted to the cooperative societies’ special needs. 22 DEMOCRATIC MEMBER CONTROL Active participation in stipulating guidelines and decisions. VOLUNTARY AND OPEN MEMBERSHIP Everyone who accepts the responsibility that follows membership can use the cooperative’s services. AUTONOMY AND INDEPENDENCE Cooperative societies are autonomous organisations with the purpose of helping one help oneself. Kr Kr Kr THE MEMBERS’ FINANCIAL PARTICIPATION The members contribute equally to the cooperative society’s capital and receive dividends based EDUCATION, on their turnover TRAINING with the coop. AND INFORMATION Cooperative societies ensure education and training of employees, members and employee representatives. Want to know more? See tine.no SOCIAL RESPONSIBILITY Cooperative societies work for sustainable social development through guidelines approved by the members. COOPERATIVES COOPERATING A cooperative best serves its members by cooperating through local, regional, national and international organisations. Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 What is a cooperative? COOPERATIVES AROUND THE WORLD In a cooperative, the objective is to achieve results through the business the enterprise carries out. The owners take part in the profit in the cooperative society through the turnover they have with the enterprise, not through return on contributed capital. In Norway, cooperatives are currently popular within retail, agriculture, housing associations and fisheries, but are also found within daycare centres, power companies, taxi companies and other transport. The wide range of applications for cooperatives show that this is a business structure that is suitable for efficient organisation of business activity, consumer interests or the general good of the local community. ness structure both in Norway and many other places around the world. On 29 June 2007, the Storting passed the Act relating to cooperative societies. The Act came into force on 1 January 2008. The Cooperative Societies Act reads “By a cooperative society is meant a group whose main objective is to promote the economic interests of its members by the members taking part in the society as purchasers, suppliers or in some other similar way”. Through organising its business in a cooperative society, the owners are ensured control further along the value chain. The profit is returned to the owners, such as through increased milk price, lower housing costs or better day-care services. This has made cooperatives an efficient and competitive busi- TINE adapted its bylaws to the Cooperative Societies Act’s requirements and was registered as a cooperative society in June 2010. The Cooperative Societies Act is founded on the same principles as the Limited Liability Companies Act, but adapted to the cooperative societies’ special needs. examples of cooperatives can be found in practically every country. Globally, there are more than 750 000 cooperative societies with a total of more than 800 million members and more than 100 million employees. did you know • In the US, 4 of 10 people are members of a cooperative. For example, large energy companies are organised as cooperatives • In the UK, the largest independent travel agency is a cooperative • The Crédit Agricole cooperative is one of the largest financial groups in France • In Denmark, the consumers’ cooperative society has a market share of about 37 per cent of the grocery retail trade • In Belgium, pharmacies organised as cooperatives have a market share of 19.5 per cent • In Japan, 1 of 3 families is a members of a cooperative, • In Colombia, cooperatives provide health services to 25 per cent of the population, • In Brazil, agricultural cooperatives export for more than USD 1 billion per year the cooperative model has a long, solid tradition in Norway and several other countries. Good dialogue and efficient interaction throughout the value chain is important. 23 in 2010 tine entered into a cooperation with Volvo regarding four distribution vehicles in the Oslo area running on biogas. This is the start of a conversion to more environmentally friendly fuels in all our transport. See page 26 The corporate citizen TINE’s presence in Norway is of such a scope that people expect something from us. And we expect something of ourselves. Our corporate citizenship is therefore very comprehensive and involves several aspects related to the environment, animals and people. RENEWAL IS OUR TRADITION CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board TINE ANNUAL REPORT 2010 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report THE CORPORATE CITIZEN A broad commitment to social responsibility “TINE will create values for both owners and society at large by taking corporate responsibility throughout its value chain, with particular emphasis on Norwegian milk, sustainable resource utilisation and nutrition”. These are the key elements of TINE’s strategy for corporate responsibility. EMISSIONS TO AIR Tonnes of CO2 equivalents 60 000 50 000 40 000 30 000 20 000 10 000 0 2007 CO2 from dairies CO2 from transport 2008 2009 2010 Emissions of cooling medium Employee air travel emissions from the dairies are calculated based on oil and gas consumption and the Climate and Pollution Agency’s (Klif’s) conversion factors for CO2 emissions. For transport, the emissions are calculated based on the recorded number of kilometres driven. Factors for calculation of fuel consumption per kilometre are based on the basic standard numbers from Klif. In addition, CO2 emissions from employee air travel in connection with business are calculated by TINE’s travel agency. Indirect greenhouse gas emissions from electricity and district heating are not included. 26 Over several years, the milk producers and dairies have worked together to develop Norwegian milk into what is possibly the world’s finest. Caring and respect for both nature and animals are important in this work. Today, the Norwegian agriculture sector manages one of Norway’s most important natural resources. TINE takes part in this management through its business and contributes to healthy and sustainable nature and resource management. THE TRIPARTITE BOTTOM LINE In 2010, TINE has used the term “the tripartite bottom line”. One part is the financial results measured in NOK. The other includes the environment and shows results of measures to reduce impact on the external environment, such as emissions to air and discharges to water in transport and industry, use of recyclable material and environmentally friendly packaging solutions. The third part addresses the results achieved through an ethical approach, through cooperation with communities, employees and other groups. The objective is to create excellent results, financially, environmentally and socially. For example, a reduction of food waste would yield an environmental benefit and financial gain. More efficient transport results in lower emissions, less resource use and financial gain. COMPETITIVENESS, VALUE CREATION AND SUSTAINABILITY In 2010, the corporate social responsibility strategy was anchored in TINE’s paramount Group strategy through a decision in the Group board in December. The strategy is an important tool in TINE’s work to increase the company’s competitiveness, contribute to financial value creation and strengthen sustainable development. Three strategic focus areas have been chosen where TINE will take special responsibility. The three focus areas are: • Norwegian milk • Sustainable resource exploitation • Correct nutrition The focus areas are a result of interviews with employees, opinion-makers, organisations, students and experts. They have given clear advice regarding what TINE can and should take more responsibility for. By asking various groups for advice, TINE is signalling that its strategy for corporate social responsibility entails interaction with target groups in the community, and that the measures must be visible. COMPETITIVENESS AND ENVIRONMENTAL CONSIDERATIONS TINE’s milk producers deliver perhaps the world’s finest milk based on Norwegian natural resources. Good milk quality and a milk volume in accordance with market needs provide TINE as an industry and market player with a unique basis for creating financial value. Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 No TINE’S ENVIRONMENTAL OBJECTIVES Environmental objectives 2010 Discharges to water All dairies will comply with the terms and conditions of the licence It is important for TINE to contribute to profitability for its producers, for example by being an efficient and profitable business in its own right as well as influencing the industry’s framework conditions to make this possible. It must be attractive to be a TINE milk supplier. TINE will strengthen sustainable development in dairy production by promoting good liWestock health as well as environmentally friendly technology and solutions in Norwegian agriculture. TINE is currently present in large parts of Norway. This presence extends from the many milk farmers through comprehensive transport activity and production plants to a distribution that makes the products available throughout the country. TINE’s presence has created a strong connection to the local community and TINE has contributed jobs and activities for many years. Such proximity creates expectations for TINE to continue contributing to such a social development. A sustainable industry structure is the best security for the milk producers’ business and for safe jobs. TINE renewed its environmental ambition in 2008. In 2010, it was included in an environmental programme. The environmental programme contains measures that build on the focus area of sustainable resource exploitation within transport, packaging, food waste and environmentally friendly energy consumption. TINE itself will select climate-friendly transport materials and fuel. The objective is for such solutions to also be used by partners. Partial Result Achievement 20 dairies do not comply with the terms and conditions of the licence Kjølemedium i gårdstank Refrigerants in farm tanks All CFC must be phased out. Phase-out of HCFC will follow the authorities’ requirements CFC as a refrigerant has been phased out. Percentage of HCFC as a refrigerant is 6.0% (7.4% in 2009) Waste Residual waste will amount to no more than 20% of the total waste volume Residual waste; 27% of the total waste volume Energy Reduce net energy consumption by 12% per tonne produced goods compared with 2003 (corrected for product mix) Packaging Improve utilisation of D-pak and pallets Inbound transport/distribution: 70% of drivers on regular assignments must have attended a course in environmentally friendly and economical driving Reduced net energy consumption by 6.6% compared with 2003 Identified the potential of the 25 largest wholesale product lines 65% of drivers have completed the course Environmental programme An environmental programme must be established An environmental programme has been established Environmental objectives 2011 Measure Wastage reduction Reduce wastage from fresh milk dairies by 0.5 percentage points Transport 70% of drivers on regular assignments must have attended a course in environmentally friendly and economical driving 70% av sjåfører i faste oppdrag skal være kurset i miljøvennlig og økonomisk kjøring Transport Start testing of dual fuel technology (biogas) in distribution Energy Reduce net energy consumption by 12% per tonne produced goods compared with 2003 (corrected for product mix) Packaging Optimization across the value chain. Maintain good product protection with the lowest possible use of resources/environmental impact and highest possible material/energy recovery Internal insight and visibility Establish and distribute environmental reports in the reporting and analysis tool TINE Innsikt Yes Improving the efficiency of product recipes. Courses in emission and discharge reductions. Testing of emission/discharge reducing technology Continue courses Delivery of four distribution vehicles Follow-up action plans for energy reduction. Increase knowledge regarding energy conservation Container optimisation. Material reduction (300/500 ml cups). Assumed raw material savings, about 45 tonnes annually Designate environmental coordinators in each region 27 TINE ANNUAL REPORT 2010 CO2 EMISSIONS FROM DAIRIES COULD INCREASE the prognosis for greenhouse gas emissions from TINE’s core activities shows that the discharges are expected to decline by 9 per cent in 2013, compared with the reference year 2007. However, it is uncertain to what extent dairies may need to use fossil fuel due to power shortages. In 2009, the Norwegian Water Resources and Energy Directorate (NVE) adopted a change in the regulations where the scheme regarding interruptible power will be phased out from the summer of 2012. TINE could then face a situation where it is more profitable to use fossil fuel than electricity for heat production, which will result in increased CO2 emissions. Calculations show that the CO2 emissions from dairy operations could increase by about 28 000 tonnes of CO2 annually, compared with 2007 levels, if the most profitable alternative is selected. CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report As early as 1997, TINE introduced biodiesel in some of its distribution vehicles. However, in 2010, increased taxes on biodiesel forced TINE to innovate in order to reach its environmental ambitions. The 23 vehicles that had so far used 100 per cent biodiesel, returned to the conventional diesel. tomers’ and consumers’ ability to reduce their amounts of food waste. In order to reduce food waste, TINE is working to reduce product wastage in its own value chain, utilising suitable food waste for liWestock feed and channelling residual food waste to energy production. In 2010, TINE entered into cooperation with Volvo regarding purchase of four distribution vehicles running on biogas. Transnova supports the project and contributes NOK 2 million. The vehicles will be used in the Oslo area. The measure marks the start of a conversion to using environmentally friendly fuel in all transport. This is how TINE will take responsibility for reducing greenhouse gas emissions from its transport activities. TINE cooperates with Norsk Returkartong and Grønt Punkt Norge (GPN) on measures that will increase collection of beverage cartons in Norway. The collection is increasing in scope, thereby reducing the government packaging fee. TINE is working on developing a packaging strategy where recyclability is an important element in selecting packaging. TINE aims to be an initiator in developing environmentally friendly solutions and encounters challenges every year in the choice of solutions. FROM PROBLEM TO RESOURCE As a major producer of food, it is important that TINE takes responsibility for reducing and handling food waste, as well as facilitating cus- The large dairies have implemented programs that have already yielded excellent results. TINE’s new, large dairies at Jæren, in Oslo and Verdal have extensive environmental plans in this field. FOCUS ON WHOLESOMENESS AND HEALTH The western world has a health problem. Obesity and lifestyle have led to increases in cardiovascular diseases and diabetes. Much of this can be explained by unhealthy diet and lifestyle. Through developing healthier products, TINE plays a role in contributing to better health among young people, adults and senior citizens. In 2010, the exercise products YT were an example of product development related to wholesomeness and health. TINE will take even more responsibility for facilitating products adapted to different population groups. Through traditional and new communication channels, TINE will continue the work on being an active driver for a healthier diet as well as providing good and fact-based knowledge regarding TINE products. GRI-BASED REPORTING tine has chosen to develop its reporting regarding corporate social responsibility based on the Global Reporting Initiative’s (GRI’s) guidelines. This is the most widespread and leading standard for such re- 28 porting. TINE is of the opinion that the company’s reporting practice is principally in accordance with GRI’s reporting principles, and that the reporting satisfies level B in accordance with the guidelines. Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 GOALS MET FOR OZONE PROTECTION ETHICAL TRADE INITIATIVES Increased focus on ethical trade TINE became a member of the Ethical Trade Initiative Norway (IEH) in March 2006 following a decision in the Group board. In 2000, the international media exposed the awful pay and working conditions of Mexican orange pickers on farms in the US. TINE did not want to be associated with such injustices, and a binding participation regarding good, ethical conduct in world trade was established in FellesJuice and in TINE Innkjøp. Ethical trade in TINE was developed through a group that submitted a report that encouraged IEH members and others to take specific actions. TINE will follow up the principles through TINE Innkjøp, anchoring ethical trade in employees and milk producers. IEH in Norway now has more than 120 members and the member increase confirms the importance of the work on ethical trade. Involvement is also increasing in TINE. In 2010, IEH has been passionate about strengthening this work. Employees from TINE Innkjøp, Diplom-Is and Agrikjøp have completed courses aimed at intensifying the work on ethical trade. In the future, a closer cooperation will be developed between TINE and IEH. TINE purchases goods such as cocoa and sugar. There are challenges related to ethical trade in these areas. Also in purchasing profiling products that will strengthen the TINE brand, for example, sweaters for TineStafetten, it is important to set requirements for compliance with ethical trade principles. TINE works actively on contributing to suppliers taking responsibility in their supply chain, and IEH’s guidelines for ethical trade are incorporated in TINE’s purchase agreements. the Montréal protocol from 1987 pointed out the need for measures to avoid depletion of the ozone layer in the upper atmosphere. The aim was to reduce use of chlorofluorocarbons (CFCs) or R-12. In 1994, TINE started retrofitting farm tanks using CFCs as refrigerant. At the time, there were approximately 25 000 farm tanks at the milk producers. The costs associated with the retrofit were calculated at approx. NOK 23 000 per tank. In 2010, the project was completed by retrofitting the last tank with CFCs. This took place in Kautokeino in November. The phase-out of farm tanks with hydrochlorofluorocarbons (HCFCs) follows the authorities’ regulations and objectives. As of 2010, only topping off/maintenance of used/reclaimed HCFC is allowed until 2015. At the end of 2010, the share of farm tanks with HCFC as a refrigerant was down to 6 per cent, a decline from 7.4 per cent from the preceding year. 29 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board TINE ANNUAL REPORT 2010 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report ANNUAL REPORT FROM THE BOARD OF DIRECTORS 2010 Good operations strengthen TINE’s earnings TINE´s business TINE is a food manufacturing group that uses pure, natural raw materials to make good, healthy food. The parent company, TINE SA, is a cooperative society owned by its suppliers, the milk producers who deliver milk to the company. This allows TINE to create values in a fine-tuned interaction between the Norwegian natural environment, agriculture and the market. OPERATING RESULT by business segment Million NOK 2010 2009 Tine’s domestic dairy 1,144 977 42 43 Tine’s international dairy Other business activities* 14 -79 Group eliminations -11 -30 1,189 911 TINE * Excluding goodwill and amortisation 30 TINE’s paramount goal is to ensure that the owners achieve the best possible milk price over time. TINE’s products must represent value for its consumers and customers, while also ensuring sustainable food production for the greater community. TINE primarily sells its products in Norway, but the Group is also growing internationally. TINE’s business activities are represented throughout Norway, with headquarters in Oslo. Most of the international activities take place in the US, Canada, Sweden, Denmark and the UK. TINE’s business consists of domestic dairy operations, international dairy operations and other business activities. TINE’s development in 2010 was satisfactory. The Group’s operating income was NOK 18.9 billion, an increase of NOK 142 million from 2009. The operating profit was NOK 1189 million, an increase of NOK 278 million from 2009. The operating result is influenced by a positive non-recurring effect of NOK 78 million related to changes in the rules for contractual pension (AFP). Furthermore, the accounts have been charged with NOK 39 million for write-down of fixed assets related to production of marine oils and the decision to phase out cheese pro- duction in Ørland in South-Trøndelag County. The 2009 accounts were charged with approximately NOK 80 million in non-recurring items, mainly related to write-down of assets in the Swedish ice cream business, as well as fixed assets related to the Norwegian dairy operations. TINE´s domestic dairy operations TINE’s domestic dairy operations are carried out in 41 dairy companies, two central warehouse facilities and four terminals spread throughout the country; all organised under the TINE SA umbrella. TINE processed a total of 1.25 billion litres of milk in 2010 (1.25 billion litres in 2009). The largest product groups were fresh milk with 385 million litres (388 million litres in 2009) and cheese with 70 700 tonnes (70 100 tonnes in 2009). Revenues in TINE’s domestic dairy operations grew by about 3.5 per cent, to NOK 15.7 billion. During the past year, TINE experienced good growth development in both established products and new product launches. The operating profit for domestic dairy operations was NOK 1 114 million, an improvement of NOK 168 million from 2009. The main reason for the improvement lies in better utilisation of milk and reduced operating expenses. After record high pension costs in 2009, costs Statistics Subsidiaries Addresses returned to a more normal level in 2010. In addition, purchasing costs for other factor inputs were somewhat lower in the first half of the year, while the price of milk as a commodity increased by 3.2 per cent from 2009 to 2010. The most important product areas for TINE’s domestic dairy operations are fresh milk, white cheese and cooking ingredients. Yoghurt is also becoming an increasingly important area. The work to create growth in these areas therefore has high priority. Measured in volume, there was a slight decline in retail sales of milk-based beverages compared with 2009. Although flavoured milk beverages experienced growth in 2010, this cannot offset the decline within fresh and cultured milk. There has been an increase in the number of manufacturers offering white cheeses in Norway in recent years, including private labels. In spite of this, TINE’s cheese sales have shown positive development in 2010. Both Norvegia and Jarlsberg have further strengthened their positions. Yoghurt sales in Norway have been rising in recent years, and this trend continued in 2010. There are a number of yoghurt brands offered in the Norwegian market, including several foreign players, and yoghurt imports have increased during the course of the year. Sales development for TINE’s yoghurts in 2010 has been weaker than expected. 2010 was a very positive year for dairy-based cooking ingredients. The trend toward more interest in “food made from scratch” resulted in a significant boost for traditional cooking ingredients such as butter, sour cream and cream. TINE’s sales of brown cheese also showed positive development in 2010. Sales of TINE’s brown whey cheese accounted for the biggest contribution to the positive develop- TINE ANNUAL REPORT 2010 ment. However, there are challenges related to the supply/demand balance in the market for goat’s milk. The availability of milk is currently greater than the demand. In 2010, TINE worked to draw up a new strategy for goat’s milk, addressing the entire value chain from raw material to sales and marketing. TINE’s final strategy for goat’s milk will be adopted in 2011. TINE wants to offer a wide range of organic dairy products while ensuring profitable, sustainable production. Toward this objective, TINE aims for six per cent of the received milk to be organic by 2015. However, the Norwegian market for organic products has stagnated. TINE’s sales of organic products have been lower than expected. TINE wants to ensure profitable and sustainable production of organic products both for primary producers and industry. Structural changes and streamlining The Group board works continuously to ensure that TINE is a competitive player within its core areas. TINE depends on efficient, streamlined operations to strengthen future competitiveness. A key trend in today’s food industry is toward consolidation into larger units. This also applies to TINE. The comprehensive investment program adopted by TINE is now being implemented. The program includes building a new dairy plant at Jæren, expansion of the Oslo dairy plant, as well as construction of a fat processing plant in Verdal. The comprehensive investments in plants mean an increased need for financing, which is being secured through increased borrowed capital and retained earnings. The progress of all three projects lies within the adopted time and cost frameworks. The plan calls for completion of the new dairy at Jæren in the autumn of 2011. The dairy will mainly produce white cheese, butter and margarine, and will also refine whey. The four dairies at Voll, Klepp, Nærbø and Vikeså will be phased out as a result of the new plant. For GOOD OPERATIONS STRENGTHEN TINE’S EARNINGS “ Several good market activities helped strengthen TINE’s position within several categories in 2010. Norvegia, Go’Morgen and TINE’s cooking ingredient products such as cream, sour cream and butter made especially strong contributions to TINE’s improved performance. “ The new line of workout food and beverages, YT, has been well-received by consumers interested in fitness. During the course of the year, the YT product line has carved out a position among athletes and other consumers. “ TINE’s competitiveness depends on efficient and streamlined operations. The continuous focus on reducing costs contributed to TINE’s improved financial performance. “ The balance between milk production and milk employed in the industry has been satisfactory in 2010. “ TINE’s ownership form and corporate structure were adapted to the new Cooperative Societies Act during the course of the year. TINE BA was re-registered as TINE SA. “ The Group’s corporate structure was streamlined by the merger of the five regional dairy companies with TINE BA to become TINE SA. ” The wholly-owned subsidiary Diplom-Is AS sold the Swedish and Danish ice cream business during the course of 2010. This also contributed to the improved 2010 result. 31 TINE ANNUAL REPORT 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report this reason, an agreement has been signed in 2010 for sale of the Voll and Klepp dairies. Jarlsberg is currently TINE’s largest export article. About 60 per cent of the Jarlsberg produced in Norway is exported. Jarlsberg is also produced in the US and Ireland for sale in the international market. Processing, refining and packaging of other cheese also take place at TINE plants in the UK and in Sweden. The new fat processing plant in Verdal is expected to be complete in 2011. The new whey refining plant is an important element in the realisation of TINE’s strategy. The whey will mainly be dried and utilised in food products. The expansion of the Oslo dairy plant entails a new warehouse for convenience products, packaging and factor inputs. Expected completion of the plant is scheduled for the summer of 2012. To ensure future competitiveness, TINE depends on continuous focus on efficient and streamlined operations. New and previously initiated cost reductions in 2010 contributed to performance improvement in the Group. Introduction of a voice-controlled picking system at several of TINE’s distribution warehouses, as well as increased use of electronic orders, are examples of specific measures that contributed to more efficient operations. TINE’s international dairy operations TINE’s goal is for an increasingly larger share of revenues to come from dairy operations and sale of specialty cheeses in markets outside Norway. On this basis, TINE has subsidiaries in Sweden, Denmark, the UK and the US that work actively to achieve this objective. BRAND EXPORT Tine’s international dairy operations had a 6.5 per cent decrease in operating income, from NOK 2.0 billion to NOK 1.8 billion. The operating profit in 2010 was NOK 42 million, excluding goodwill and amortisation of excess value, a decline of NOK 1 million from 2009. The US and Canada Norseland Inc. is a wholly-owned subsidiary of TINE located in the US. The company sells TINE’s cheeses in the US and Canada, and also distributes cheese from Ilchester Cheese Company Ltd. and other speciality cheeses in the US market. The sale of Jarlsberg wheels (whole, round cheese) in the US market has developed much better than expected, and the Jarlsberg brand has further consolidated its position in 2010. Sales of TINE’s cheeses showed a positive trend in 2010, while the sale of cheese sold by Norseland on behalf of other manufacturers has declined somewhat. The UK Norseland Ltd. is a wholly-owned subsidiary of TINE located in the UK. Norseland produces, markets and distributes Ilchester brand products and TINE specialty cheeses in retail grocery chains in the UK. Throughout 2010, the company strengthened TINE’s position and sales from TINE´s international dairy Brand export Total sales Figures in tonnes 2010 2009 2010 2009 USA 6,978 7,080 17,302 18,008 Australia 1,735 1,725 2,225 2,028 Canada 1,412 1,399 1,563 1,542 Storbritannia 898 793 6,369 5,868 Sweden / Denmark 747 552 12,420 12,014 Other markets Totals 780 755 1,287 1,208 12,551 12,303 41,165 40,667 Brand export consists of sales out of Norway and total sales are sales to the consumer/end market of all brands 32 Statistics Subsidiaries Addresses in the UK cheese market, including improved market access for Jarlsberg. Nevertheless, the UK business did not perform as expected in 2010 in a market characterised by tough competition. In spite of this, sales of Jarlsberg showed positive development and exports of Ilchester products increased during the course of the year. Scandinavia Wernersson Cheese AB is a wholly-owned subsidiary of TINE with offices in Sweden and Denmark. The company specialises in maturing and processing cheese. Wernersson Cheese contributes to strengthening TINE’s position in the Scandinavian cheese market, mainly through sales and marketing of Jarlsberg and TINE Gudbrandsdalsost. In 2010, marketing campaigns were carried out for Jarlsberg in connection with a relaunch of the Jarlsberg wheel in the Swedish market. This led to increased brand recognition and positive sales development. Other markets Other exports of TINE’s products, mainly Jarlsberg, take place through independent distributors and partners in countries such as Australia, Russia and Germany. Other business activities TINE’s other business activity primarily includes production and sale of food products such as juice, ice cream, fresh ready-to-eat dinners and marine products. Most of these activities take place in wholly-owned or partly-owned subsidiaries such as FellesJuice AS, Diplom-Is AS, Fjordland AS and Salmon Brands AS. Other business activity reduced the operating income from NOK 3.3 billion to NOK 3.2 billion in 2010. Sale of the ice cream business in Sweden and Denmark was the most important reason for the decline in operating income, TINE ANNUAL REPORT 2010 while both Fjordland and Salmon Brands saw growth in their revenues. Operating profit for other business activity was NOK 14 million, excluding goodwill and amortisation of excess value, an improvement of NOK 94 million from 2009. Diplom-Is is a wholly-owned subsidiary of TINE. During the course of 2010, Diplom-Is sold the Swedish and Danish ice cream business. The most important accounting effects of the sale of the Swedish business were included in the 2009 accounts, while the remainder is included in the 2010 accounts. As part of improving the efficiency of the operation, in 2010 Diplom-Is also shut down or decided to shut down five of its own warehouses in Norway. The domestic market for ice cream has been weak, but Diplom-Is has maintained its position in the market. A focus on cost reduction and more efficient operations has yielded positive results in 2010. INCOME IN THE TINE GROUP 2010 Percentage Liquid dairy products 44.8% Solid dairy products 36.5% Ice cream and desserts 7.8% Juice, fruit drinks and water 4.7% Convenience products 3.4% Other products 2.8% FellesJuice is a wholly-owned subsidiary of TINE. The company sells juice and other non-milk-based beverages. The most familiar brand is Sunniva. The total juice market declined somewhat in 2010 and Sunniva’s share was reduced in a market characterised by stiff competition from Norwegian and foreign players. The operating profit also declined somewhat compared with 2009. TINE owns 51 per cent of Fjordland. In 2010, the company saw revenue growth, but a reduction in operating income compared with 2009. The main reason was reduced margins on the sale of fresh convenience food. In 2010, to meet the steadily increasing competition, several new product concepts were introduced within fresh convenience food and dairy. TINE owns 51 per cent of Salmon Brands. Salmon Brands sells SALMA, fresh salmon fillets, and the company is in the process of building Norway’s first brand within fresh fish. In 2010, the company achieved nationwide distribution of SALMA. The growth in 33 TINE ANNUAL REPORT 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report volume in 2010 was considerable, with Norwegian grocery retailers accounting for most of the increased sales. For the first time, the business shows a positive contribution to the operating profit on an annual basis. SALMA is also distributed in Sweden, France and Germany. Balance sheet As of 31 December 2010, TINE’s balance sheet shows an increase of nearly NOK 1.3 billion from the end of 2009. Finances and capital structure Financial result and tax Net financial items increased from NOK 63 million in 2009 to NOK 104 million in 2010. Net interest cost was reduced from 2009 to 2010 in spite of an increase in net interestbearing debt. This is due to a lower interest rate level and capitalisation of NOK 26 million in interest related to the ongoing development projects. TINE uses currency hedging for parts of factor input imports, mainly purchases in EUR, as well as part of the currency revenues, mainly denominated in USD. In 2009, this resulted in a net currency gain of NOK 38 million, while in 2010, it resulted in a currency loss of NOK 24 million. The increase in other financial expenses can mainly be explained by the realisation of forward rates with negative market value. Tax costs for 2010 were NOK 176 million. In the autumn of 2010, Diplom-Is in Norway was successful in a tax dispute that resulted in a reversal of NOK 20 million in previously allocated tax. In addition, the sale of the Swedish ice cream business resulted in losses without a tax-reducing effect being considerably reduced in 2010. These two matters were the main causes for reducing the effective tax rate from 20.5 per cent in 2009 to 16.2 per cent in 2010. TINE’s annual profit after tax amounted to NOK 910 million, an improvement of NOK 236 million from 2009. 34 TINE is undergoing a period of several large investments related to production and distribution. In 2010, TINE has inWested for a total of NOK 1.7 billion. Throughout the year, work has been done on financing for the adopted structural investments, and a total of NOK 900 million in new long-term loans was raised in 2010. The remainder of the bond loan from 2005 was repaid over the course of 2010 with NOK 219 million. At the same time, the drawing facility was reduced by NOK 750 million. Cash flow Cash flow from operations contributed NOK 1 734 million, an increase of NOK 277 million from 2009. This improvement was largely due to the strengthened operating result and an improvement in working capital through reduction of accounts receivable and inventories. Net cash flow to inWestment activities was NOK 1 685 million, an increase of NOK 698 million from 2009. This was entirely related to the significant investments carried out by TINE. Disbursed subsequent payment in 2010 was NOK 422 million, an increase of NOK 246 million compared with 2009. Together, this resulted in an increase in net interest-bearing debt (interest-bearing debt reduced by bank deposits, cash in hand and money market funds) of about NOK 335 million from the end of 2009. Other matters The assessments made in the consolidated and company accounts for 2010 are based on the expectations for future earnings and business structure that existed at the time the financial statements were submitted. If these expectations change, value estimates and assessments may also have to be changed. No circumstances have arisen after the end of the accounting year that are of importance Statistics Subsidiaries Addresses for the assessment of TINE SA or TINE beyond those that appear in the financial statements and associated notes. The Group board confirms that the financial statements have been prepared on the basis of the going concern assumption, and that the conditions for this are in place. The retail chain negotiation case In 2005, the Norwegian Competition Authority notified TINE SA (then TINE BA) regarding an administrative fine of up to NOK 45 million for violation of the Competition Act. The assertion was that TINE SA had abused a dominant position. The final decision from the Norwegian Competition Authority came in February 2007 and was in line with the prior notification. In 2007, TINE SA brought action against the State, represented by the Norwegian Competition Authority, asserting that the decision should be repealed. Oslo District Court found in favour of TINE SA in the spring of 2009. The Norwegian Competition Authority appealed the decision to Borgarting Court of Appeal, asserting that the original decision should be upheld. Borgarting Court of Appeal found in favour of TINE SA in the autumn of 2010 in two of the Norwegian Competition Authority’s allegations regarding violation of the Competition Act, while the Court found in favour of the Norwegian Competition Authority in one of the allegations concerning abuse of a dominant position. At the same time, the Court of Appeal reduced the administrative fine to NOK 30 million. Parts of the Court of Appeal’s decision have been appealed to the Supreme Court of Norway, as TINE SA believes no proof has been furnished regarding violation of the Competition Act. As a result of the appeal hearing and awaiting the final decision, no accounting provisions have been made for this matter. Financial risk TINE’s financial risk is related to uncertainty regarding changes in interest rates, exchange TINE ANNUAL REPORT 2010 rates, share prices and liquidity. Our objective is to reduce financial risk. A financial policy has been prepared for TINE that provides guidelines for how this type of risk must be handled. TINE SA handles this task on behalf of the entire Group. PRICE TO MILK PRODUCERS NOK/litre 5.0 0.27 4.5 0.25 0.16 4.0 0.07 0.10 0.17 3.5 3.51 3.54 3.55 3.66 3.75 2004 2005 2006 2007 2008 0.33 4.07 4.20 2009 2010 3.0 2.5 TINE is exposed to changes in exchange rates, particularly vis-à-vis EUR, USD, SEK and GBP. Through its international business, TINE receives net payments in USD, while import of various factor inputs and purchase of machines and equipment entails net disbursements in EUR. Increased international activity with sales across national borders contributes to increasing this exposure. However, TINE SA has entered into forward contracts and other agreements in order to reduce the Group’s currency risk. 2.0 1.5 1.0 0.5 0.0 TINE Milk Supplies Backpayment TINE is exposed to changes in the interest rate level, since the Group’s debt consists of a combination of loans with floating and fixed interest rates. TINE SA manages the Group’s interest risk through the use of various interest rate hedging instruments. A credit item has been included in TINE’s accounts for pension assets through the pension fund MP Pensjon. The assets in the pension fund are inWested in shares and bonds, and our accounts are therefore also exposed to risk linked to fluctuations in the share and bond markets. TINE’s customers are wholesalers and individual customers in all customer segments. Their financial capacity is regarded as good, which is apparent from the low level of losses on receivables over many years. TINE has not found it necessary to insure against losses on its outstanding receivables. TINE’s liquidity is considered to be good. The loan potential is not fully utilised. The previously mentioned inWestment program will increase TINE’s interest-bearing debt in the years ahead. 35 TINE ANNUAL REPORT 2010 TARGET PRICE DEVELOPMENT DURING THE VARIOUS AGREEMENT PERIODS Per litre 4.7 4.5 4.3 4.1 3.9 3.7 0 1. 4 h. 0 2. 5 h. 0 1. 5 h. 06 2. h. 0 1. 6 h. 0 2. 7 h. 07 1. h. 0 2. 8 h. 08 1. h. 0 2. 9 h. 09 1. h. 1 2. 0 h. 10 h. 2. 1. h. 04 3.5 4.54 < -Target price Target price increase during the period 04.10 NOK 0.77 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report Overall, TINE’s financial risk is considered moderate. TINE Råvare (TINE Milk Supplies) Allocation of net profit for 2010 Considerable disbursements in the inWestment program related to new plant structure continued in 2010 and are expected to peak in 2011. This entails increased tied-up capital in the Group, which is financed both through increased loan financing and through retained profits. On this basis, the Group board has adopted a subsequent payment policy where the goal is for between 50 and 65 per cent of the annual profit to be allocated for subsequent payment. The annual allocation will be affected by the level of future years’ investments. The goal for at least 40 per cent equity will be prioritised ahead of the subsequent payment policy. The annual result for the parent company TINE SA shows a net profit of NOK 894 million. The Group board suggests the following allocation (NOK million): Subsequent payment to milk producers 480.3 Allocated to subsequent payment 340.0 Allocated to other equity 73.4 Total allocated amount 893.7 This gives a total subsequent payment of NOK 0.33 per litre of milk received. An allocation to the subsequent payment requires a decision to amend the articles of association in the 2011 annual meeting. The board’s proposal is contingent upon such a decision. Price paid to the milk producer The development in price to milk producers has been as follows: NOK/LITRE 2010 2009 2008 from tine råvare 4.20 4.07 3.75 subsequent payment 0.33 0.27 0.16 total 4.53 4.34 3.91 *) 36 Since 2004, TINE’s raw material handling activities have been organised in TINE Råvare, which in terms of administration and accounting, is separate from the other parts of TINE. TINE Råvare is responsible for activities related to raw material handling from farm cooler to the quoting point where the milk is invoiced to the raw milk customer that has ordered milk. The main tasks include advisory services, transport to the dairies and quality control of the milk, payment to the producer and invoicing of the raw milk customers. TINE Råvare prepares its own accounts and reports, which are submitted to the Norwegian Agricultural Authority (NAA). During 2010, TINE Råvare received 1.46 billion litres (1.46 billion litres in 2009) of cow’s milk and goat’s milk from its suppliers. Of this, 210 (199) million litres were sold to other raw milk customers. The target price for the 2010/2011 agreement year has been stipulated at NOK 4.54 per litre of milk, an increase from NOK 4.41 per litre of milk for the 2009/2010 agreement year. In recent years, the target price has shown a positive development. This is the result of the annual pricing in the Agricultural Agreement. In 2010, the receipt of goat’s milk has somewhat exceeded the demand. Framework conditions It is important for TINE that there are stable framework conditions for dairy production and dairy operation in Norway. A good dialogue with national authorities is necessary in order to take part in shaping and predicting future framework conditions. Furthermore, it is important to have insight in international processes. More intensive negotiations have : 20110124-LAL. Nielsen ScanTrack, Dagligvare, Diverse varegrupper, verdi og volumandel, Percentagepoengs endring, 2009 og 2010 per 02.01.2011. Desserter er en sammenstilling av basene desserter kjølte, desserttilbehør, desserter tørre/våte samt kakekrem og -fyll. source Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 been indicated for the purpose of finalising the ongoing 2011 WTO negotiations. The Agricultural Agreement The target price for milk was increased by NOK 0.13 from 1 July 2010. Furthermore, a decision was made to introduce an import duty percentage on consumer milk, effective from 1 January 2011. Further, a new Storting white paper is planned in the spring of 2011 regarding the Norwegian agriculture and food policy. The market scheme for milk No significant changes were made to the market scheme for milk in 2010. New regulations relating to milk quotas have been submitted for consultation and will likely be stipulated by 1 July 2011. International There has been little progress in the negotiations in the World Trade Organisation (WTO) regarding a new multilateral agreement. Norway has negotiated with the EU under the EEA Agreement regarding expanded trade of agriculture products. The result of the negotiations was that the import quota for cheese from the EU was increased by 2 700 tonnes to 7 200 tonnes, while the export quota for cheese to the EU was increased by 3 200 tonnes to 7 200 tonnes. The quota increase is expected to take effect over the course of 2011. The total import of cheese from the EU to Norway in 2010 was 9 500 tonnes (gross), while the total cheese market in Norway in 2010 was 63 200 tonnes*. It is expected that the increased import quotas will lead to increased competition from foreign players. Innovation, research and development Research and development is strategically important for TINE. The work is essential for innovation and growth, and for efficient and responsible production. The effort is directed towards building knowledge, providing insight and developing product solutions in areas where innovation can contribute to driving TINE forward. In 2010, TINE prioritised developing and implementing new technology that increases milk utilisation. TINE works along the entire value chain with innovation, asset development and quality assurance. TINE will make increasing use of research to further enhance the extent of innovation and provide the consumer with the option of choosing a correct and healthy diet. TINE has a large research and development environment, in which 20 employees hold doctorates. This makes TINE an important partner for other research communities in Norway. TINE participates in more than 30 research projects with external partners. DISTRIBUTION women/men Employees 2010 Management Women Men Total Women Men Total TINE East 297 1,025 1,322 5 14 19 TINE South 258 383 641 6 11 17 TINE West 195 478 673 2 9 11 Tine Central Norway 235 558 793 4 11 15 85 230 315 4 9 13 TINE North TINE Joint operations TINE SA Subsidiaries TINE total 548 360 908 16 27 43 1,618 3,034 4,652 37 81 118 332 512 844 14 27 41 1,950 3,546 5,496 51 108 159 The number of senior managers in TINE joint operations are executive vice presidents and senior managers who report to a senior vice president 37 TINE ANNUAL REPORT 2010 WORK INJURIES Lost-time accidents 140 136 80 60 40 20 2008 2009 2010 WORK INJURIES Accidents – Lost time injury (LTI) rate 13.5 13.4 12.7 12 10 8 6 4 2 0 TINE as a corporate citizen gests relevant climate measures vis-à-vis the milk producers. 124 100 14 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report 135 120 0 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board 2008 2009 2010 LTI rate is calculated as follows: The number of injuries causing absence per million hours worked Corporate social responsibility TINE has an impact on social development and wants to contribute to welfare and value creation where the Group operates. By taking an active responsibility for its social and environmental surroundings, TINE will be able to increase value creation. In 2010, a strategy was prepared for carrying out TINE’s corporate social responsibility. TINE will create values for both owners and society at large by exercising corporate social responsibility throughout the value chain, with particular emphasis on Norwegian milk, sustainable resource utilisation and correct nutrition. The strategy will increase the company’s competitiveness, contribute to financial value creation and support sustainable development. Environment To reach its goals, TINE depends on high quality agricultural products. Therefore, TINE must help ensure a clean environment and sustainable use of nature’s resources. TINE will seek to minimise the use of non-renewable resources and focus on recycling and optimal resource utilisation. TINE has a vision that a future increase in Norwegian dairy production will take place without an increase in emissions of greenhouse gases per kilo of produced milk. With its expertise and advisory service, TINE sugABSENCE DUE TO ILLNESS, TINE’s influence on the external environment is primarily related to its transport activity and to energy consumption in the production process. TINE’s goal is to reduce emissions of greenhouse gases by 30 per cent from the 2007 emissions level by 2020. At the end of 2010, the emissions had increased by 7 per cent (compared with 2007). The increase in 2010 is mainly due to increased use of fossil oil for heat production at the dairies. In turn, this can be related to TINE’s agreements regarding interruptible power. A conversion to bioenergy and district heating in the production process as well as the introduction of biofuels in transport will be important measures for TINE to reach its environmental objectives. In 2009, the Norwegian Water Resources and Energy Directorate (NVE) adopted a change in the regulations whereby the interruptible power scheme will be phased out from the summer of 2012. It must be expected that the costs related to heat production at the dairies will increase as a result of this change. Reference is also made to page 25 (The corporate citizen) for further information regarding TINE’s environment work and environmental impact. Organisation and people One of TINE’s paramount goals is to be an attractive employer by providing employees staff turnover and lost-time injuries in TINE group Absence due to illness (%) Turnover (%) LTI rate* TINE East 8.36 2.23 15.97 TINE South 6.51 2.91 15.09 TINE West 7.72 2.50 16.00 Tine Central Norway 7.24 1.86 9.91 TINE North 6.80 4.09 10.30 TINE Joint functions 4.85 1.72 1.39 All TINE dairies 7.05 2.33 11.78 Other subsidiaries 5.82 7.64 17.17 TINE total 6.83 3.14 12.71 * The number of injuries leading to absence per million hours worked 38 Statistics Subsidiaries Addresses with both professional and personal opportunities for development. Furthermore, the employees must feel that they are treated with respect and fairness. TINE relies on motivated and enthusiastic employees with correct expertise to achieve its business ambitions. Therefore, development of expertise is one of the Group’s focus areas. TINE must expect increased competition as regards attracting labour in the years ahead. At the end of 2010, TINE had 5 496 employees, while TINE SA had 4 652. There have been no changes in corporate management in 2010. Comparable figures for 2009 include the merged dairy companies. TINE ANNUAL REPORT 2010 35.5 per cent of TINE’s employees are women. The percentage of women in management positions in TINE was 32.1, while the percentage of women in management positions in the regions was 28.0. The percentage of women in Group management in 2010 was 37.5. Management and employee cooperation The HR strategy towards 2020 includes the interaction between management, employees and employee representatives. TINE will maintain a good, inclusive dialogue with employees and base the cooperation on respect for their role and for the basic agreements, and with considerable emphasis on developing expertise. Mobility and retraining TINE has a good model for retraining as well as a scheme to ensure fair treatment of the employees who have been identified for retraining. A review of this scheme as well as the retraining model has been initiated in 2010. In 2010, a new agreement has been signed between TINE and the employees regarding organisation of employee representatives in the Norwegian part of the Group. The agreement describes organisation of the management/employee cooperation, including the role of the working environment committees (AMUs). TINE’s management meets with employee representatives in the Group’s works council. Equality TINE’s Code of Conduct directs us to reject any form of harassment or discrimination based on gender, religion, race, national or ethnic origin, cultural background, social affiliation, disability, sexual orientation, marital status, age or political views. Furthermore, Group employee representatives attend the Group management meeting for discussion of certain issues, while regional employee representatives meet with the regional management teams. Employees are also represented in management teams affiliated with operations and supply. TINE practises equal wages between genders and has in 2010 also carried out a number of analyses to ensure compliance with this principle. Significant differences have not been identified, but somewhat higher wages for men compared with women in most position levels were, however, noted throughout. TINE has an equality contact person who deals with e.g. gender equality. Equality in TINE also concerns diversity and the belief that representation of both genders, ethnic and age groups and disabled persons results in an improved ability to promote innovation and earnings. In 2010, TINE’s annual employee survey, TINE Trivsel (job satisfaction), was carried out for the seventh time. The survey shows that there is a positive atmosphere in the organisation and that the relationship between management and employees is generally good. See also the summary on page 21, TINE’s business organisation. Approximately 80 per cent of the employees in TINE SA are organised in a trade union. Through such membership, representatives have been elected to the board. The employees are represented by four members on the board. None of the employees in TINE’s subsidiaries in the US or the UK are currently organised in a trade union. Ethics TINE’s Code of Conduct highlights the attitudes and conduct which TINE expects from each employee with regard to respect, integrity and loyalty. In 2010, TINE employees have also worked actively on TINE’s values and the enterprise’s ethical guidelines. Based on our Code of Conduct, TINE has also adopted guidelines for whistle-blowing and appointed a special contact person for whistleblowers, the notification officer. Important principles in the notification rules are non-discrimination, anti-corruption, good business ethics and the duty and right to speak up about breaches of the law and the TINE Code of Conduct. Health, safety and the environment Healthy and stable employees in a good working environment are a precondition if TINE is to have efficient production and the right quality in all parts of our value chain. The work must be organised such that our employees are not exposed to harmful physical or psychological strains, and so that no one is injured or becomes ill because of their work. TINE’s vision is that injuries that lead to absence must be reduced to zero. It is the Group management’s responsibility to determine overall targets and priorities for the HSE work and to follow them up. One of the requirements TINE must abide by is the provision in the Working Environment Act concerning facilitation of physical activity for our employees. TINE cares about its employees’ physical and mental health and is continually expanding its physical activity programs. TINE has well-developed support tools. The communication and interaction between management, safety delegates and employee representatives is generally good. Absence due to illness There is a positive trend in absence due to ill- 39 TINE ANNUAL REPORT 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report ness in TINE, but it is still too high. In 2010, it was 6.8 per cent, which is a decline from 7.1 per cent in 2009. Work accidents TINE’s overall target is zero work accidents. In 2010, 124 lost-time injuries were registered (lost time injury (LTI) rate: 12.7) compared with 135 registered injuries in 2009 (LTI rate: 13.5). There has been a reduction in the number of injuries in recent years, however. There are still too many incidents. Long-term sick leave accounts for about twothirds of absence due to illness. Statistics also show that 15-20 per cent of TINE’s employees account for about 80 per cent of the overall absence. In 2010, absence due to illness in TINE SA was 7.1 per cent (7.4 per cent in 2009). The work on reducing absence due to illness requires a long-term perspective. Work is constantly underway to strengthen cooperation with the Norwegian Labour and Welfare Administration (NAV) and the occupational health service. We are also working purposefully to enhance our managers’ and employees’ knowledge about preventive measures, such as more stringent compliance with the regulations and follow-up of people on sick leave, in line with the national regulations for a more inclusive working life. In 2010, the regional working environment committees (RAMUs) were replaced by a Group working environment committee (KAMU), which is a result of the changed corporate structure. Improvements require stringent practice of the regulations and clear consequences in the event of breaches. Therefore, TINE emphasises training in correct use of protective equipment and other safety devices. All units in TINE have HSE on the agenda in their management meetings, all accidents resulting in absence must be inWestigated and employees must be notified of accidents through internal information channels. A comprehensive and correct registration of near-misses is an important precondition for reducing the number of working accidents. Measures have been implemented that will increase registration of near-misses, which has contributed positively in 2010. In 2010, 95 lost-time injuries were registered in TINE SA (LTI rate: 11.8) compared with 108 in 2009 (LTI rate: 13.4). TINE´s OWNERSHIP ORGANISATION Member societies (239) Regional meetings (5) Annual Meeting TINE SA Control committee Council Group board Regional boards TINE East, TINE South, TINE West, TINE Central Norway, TINE North 40 Statistics Subsidiaries Addresses Corporate governance At the end of 2010, TINE SA had 14 841 members affiliated with 239 member societies. Within the framework of agricultural policy and markets, TINE will seek to achieve the target price on milk stipulated in the Agricultural Agreement. The Group board emphasises that the company must be administered and managed according to good paramount principles. For TINE, corporate governance concerns how TINE, through constructive dialogue, will achieve value development for owners, create trust with other stakeholders as well as ensure that the Group board receives sufficient information on the activities. An important part of corporate governance regards establishing and maintaining systems and procedures that ensure compliance with regulations, standards and our own ethical guidelines. The Norwegian Code of Practice for Corporate Governance (NUES) stipulates principles and guidelines that contribute to clarifying responsibilities and authority in larger companies. The recommendation has been drawn up for companies that are listed in regulated markets in Norway, but the Group board decided in 2010 that TINE will follow the principles of this recommendation insofar as they are suitable for TINE’s business organisation and ownership. The cooperative as an ownership form Through the cooperative organisation, TINE’s owners gain access to markets and are ensured their products will be sold. The organisational structure has a long tradition, both in Norway and internationally. It provides the owners with a long-term perspective and stability. As a result of the new Cooperative Societies Act, the annual meeting agreed in 2010 to re-register TINE BA as a cooperative society TINE ANNUAL REPORT 2010 (SA) and adapt the bylaws in accordance with the guidelines stipulated by the Cooperative Societies Act. The Act permits alternative financing solutions for a cooperative, where individualised equity from the owners and the establishment of a subsequent payment fund are also permitted. The board has initiated a process with the objective of considering proposals regarding the establishment of a subsequent payment fund at the 2011 annual meeting. The general meetings in the five regional dairy companies and TINE BA’s annual meeting voted unanimously to merge the dairy companies and continue the activities in TINE SA with five regional departments. In the new group structure, the regional boards are part of TINE’s owner organisation. They are nominated by and report to the Group board, with the exception of the employee-elected members, who are elected by the employees in separate elections. Changing business environment Over the next few years, a number of market and political processes will have significant impact on TINE’s business. In later years, price differences on dairy products between the international and Norwegian market have grown. This has resulted in prices in the Norwegian market that are attractive for foreign players. In recent years, large international players have established themselves in the Norwegian market. This is a challenge for TINE, which is operating in a high-cost country like Norway, with demanding natural conditions for food production and an ambitious Norwegian agricultural policy with the objective of promoting agriculture throughout the country. TINE faces increased competition from the four large players within the grocery trade, which are also important customers. They have moved into TINE’s product areas and pose a challenge through vertical integration and launching their own private labels. The grocery retailers are adding ever more alternative products to choose between and expect important suppliers such as TINE to take greater responsibility for category development. Changing framework conditions in Europe and particularly the phasing out of the EU’s milk quota system from 2015, will most likely lead to increased European dairy production in areas with favourable natural conditions. This could contribute to a European market that will experience extensive fluctuations in the price of milk. An international market with extensive fluctuations could also challenge the Norwegian framework conditions. Norwegian agricultural policy is currently under review, and several clarifications as regards future framework conditions are expected over the course of 2011. In the consumer market, there has been a change in demand, from standard products to an increased focus on low price and/or quality. More and more customers are moving away from standard products to a more differentiated product range with a diversity of low price and premium products. Global and national environmental challenges impact TINE’s business. New national and international environmental measures and regulations must be expected to affect the framework conditions for TINE’s owners’ dairy production as well as TINE’s industrial production. It must be expected that the costs connected with energy, environmental emissions and pollution will increase. Businesses that succeed in reducing their emissions will thus improve their competitiveness. A constantly growing global population in combination with environmental challenges could limit the opportunities for the world’s production of food. This could result in geographical changes in the world’s arable areas and increase the importance of national self-sufficiency. 41 TINE ANNUAL REPORT 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report THE GROUP BOARD Outlook In principle, the market cycles have little impact on the food industry. Historically, it has experienced relatively stable growth in demand in comparison with other industries. In line with the ongoing capital investments, TINE’s funding needs will grow over the next two to three years. There are plans for meeting this funding need, both through increased borrowing and by retaining some of the profits. For TINE, it is important to have balanced access to the milk raw materials that can meet the demand. The mapping of expected future Norwegian dairy production shows that sufficient access to raw materials is likely towards 2015. However, there is greater uncertainty associated with the further development. To meet these challenges, it is important that TINE contributes to profitability for its producers, for example by being an efficient and profitable business in its own right. TINE’s strong position and good development in Norway in 2010 gives the company a good starting point for 2011 and the next few years. Our activity is based on capable employees, innovative product development, broad market communication, focused and efficient operations as well as significant investments for the future. TINE’s environment is changing. The new Group strategy lays the foundation for meeting a demanding and increasingly competitive future. Ambitious goals are set for financial results and growth, both nationally and internationally. TINE will be a leading supplier of brands within food and beverages with a main focus on dairy products. This entails that Read more on tine.no 42 TINE makes a conscious choice to direct its business to an even greater degree towards strong brands and solutions that add value, and that the core activities are brands within dairy operations. 1 Chairman 2 TINE’s portfolio features some of Norway’s strongest brands, and TINE currently holds a strong position in all of the large dairy-based product areas. In an increasingly intense competitive situation, TINE will take active responsibility for driving growth in the categories where TINE has a presence. TINE’s future competitiveness is affected by how TINE provides customers with growth and profitability. TINE will contribute to longterm growth and profitability for its customers by helping to develop the categories. Innovation will contribute to creating profitable growth. TINE has a long tradition within innovation in relation to individual products. The competition and the market are changing, placing greater demands on innovation. To achieve sufficient long-term competitiveness, TINE will think in terms of unified market concepts and solutions that reach both consumers and customers. As an international brand, Jarlsberg represents a unique asset for TINE. Therefore, there will be active efforts towards positioning Jarlsberg further as a brand in selected countries. The international effort will, insofar as possible, be based on Norwegian milk. However, TINE understands that increased demand for Jarlsberg abroad will entail an increase in the foreign production. TROND REIERSTAD INGUNN SOGNNES Deputy chairman 3 JAN OVE TRYGGESTAD 4 HELGA THORVIK ULVEN 5 BODIL MANNSVERK 6 HEIDI HYLLAND 7 NINA KOLLTVEIT SÆTER 8 EINAR KRISTIANSEN 9 OLE MAGNAR UNDHEIM 10 LARS IVER WIIG 11 SVEIN FØRDE 12 INGRID HAUG 13 EGIL TORLAND 14 PER HERINGSTAD 15 BORGHILD REENSKAUG Chairman of the council 16 HANNE REFSHOLT CEO Oslo, February 16, 2011 Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 9 14 6 1 15 11 13 5 10 4 16 7 2 12 8 3 43 TINE ANNUAL REPORT 2010 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board GROUP MANAGEMENT 44 HANNE REFSHOLT STEIN ØIOM ELISABETH MORTHEN CEO Deputy CEO, responsible for logistics, operations, purchasing, HSE and TINE Milk Supplies Group director, communication, policy and community contact, advice and active members HEGE HOLTER BREKKE JOHN OLE SKEIDE JØRN SPAKRUD Group director, marketing and marine operations Group director, sales (domestic) Group director, economy and finance, ICT STEIN AASGAARD EIRIK SELMER-OLSEN Group director, HR and expertise, international activities, ingredients Director, R&D Accounting principles 45 Notes NOTE 1 NOTE 2 NOTE 3 NOTE 4 NOTE 5 NOTE 6 NOTE 7 NOTE 8 NOTE 9 NOTE 10 NOTE 11 NOTE 12 NOTE 13 NOTE 14 NOTE 15 NOTE 16 NOTE 17 NOTE 18 NOTE 19 NOTE 20 NOTE 21 NOTE 22 NOTE 23 NOTE 24 NOTE 25 NOTE 26 NOTE 27 NOTE 28 NOTE 29 NOTE 30 NOTE 31 NOTE 32 NOTE 33 NOTE 34 NOTE 35 NOTE 36 NOTE 37 NOTE 38 NOTE 39 NOTE 40 NOTE 41 46 Segment information Revenue from convenience products by geographical area Other operating income Cost of materials and changes in inventory Purchase of raw milk and farm butter from milk producer Employee benefit expenses and number of full-time equivalents Pensions and pension obligations Related parties and senior management Intangible assets Tangible fixed assets Auditor’s renumeration Other operating expenses Income from investments in subsidiaries Investments in subsidiaries and associated companies Change in market value of financial current assets Write-down of financial fixed assets Financial risk and derivatives Taxes Equity Obligations related to financial leasing Long-term intercompany receivables Other long-term liabilities Inventories Trade receivables and accounts payable to associated companies Other short-term receivables Bank deposits, cash and money market securities Minority interests Long-term loans Short-term interest-bearing liabilities Other short-term liabilities Mortgages Loans and guarantees Outstanding accounts with the Norwegian Agricultural Authority – market regulation and subsidy schemes TINE Råvare Business combinations and changes in ownership interests Provisions Other off balance sheet liabilities and contingent liabilities Environmental issues Major individual transactions Government grants Discontinuation and divestment of business 54 54 55 55 55 55 56 57 58 58 60 60 60 61 62 62 62 64 66 66 67 67 67 67 68 68 68 68 69 69 69 70 70 72 72 72 73 73 73 74 74 TINE annual report 2010 Statistics Subsidiaries Addresses Income statement Amounts in NOK 1000 THE TINE GROUP 2010 TINE SA 2009 Note 2010 2009 REVENUES AND OTHER OPERATING INCOME 1, 2 Sales revenues, convenience products 17 616 630 17 506 792 14 470 274 14 042 482 915 373 890 379 1 Sales revenues, raw materials 915 373 890 379 321 972 315 249 3 Other operating income 300 201 327 496 18 853 975 18 712 420 15 685 848 15 260 357 10 948 937 10 897 063 9 117 275 8 819 670 3 092 341 3 301 831 2 538 631 2 711 954 720 894 708 346 586 673 564 054 38 882 76 722 2 863 871 2 817 684 17 664 925 17 801 646 1 189 050 910 774 – – 19 050 14 224 – – 2 603 5 778 -182 -33 -101 506 -121 240 -23 529 38 240 -103 564 -63 031 1 085 486 847 743 175 891 174 030 909 595 673 713 Total revenues and other operating income OPERATING EXPENSES 4, 5 Cost of materials and changes in inventory 6, 7, 8 Employee benefit expenses 9, 10 Ordinary depreciation and amortisation 9, 10 Write-down tangible fixed assets and intangible assets 26 126 26 623 11, 12 Other operating expenses 2 277 910 2 162 878 Total operating expenses 14 546 615 14 285 179 1 139 233 975 178 13 Income from investments in subsidiaries 25 343 31 861 14 Result of investments in associated companies 21 024 2 533 18 301 11 161 Operating profit FINANCIAL INCOME AND EXPENSES Interest income from Group companies 15 Change in market value of market-based financial current assets 2 603 5 778 16 Write-down of long-term financial assets -10 180 -49 025 17 Net other financial income and expenses -98 064 -105 935 17 Net realised and unrealised gain and loss on currency -26 032 16 338 -67 005 -87 289 1 072 228 887 889 178 534 161 482 893 694 726 407 19 Payments to milk producers -480 315 -393 355 19 Allocated to subsequent payment fund -340 000 – -73 379 -333 052 -893 694 -726 407 18 866 70 807 Total financial income and expenses Profit before tax 18 Income tax expense Net profit for the year 3 135 1 545 19 Minority share of profits 906 460 672 168 19 Majority share of profits Allocations: 19 Allocated to other equity Total allocations Net Group contributions to subsidiaries 47 TINE annual report 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report Balance sheet Amounts in NOK 1000 THE TINE GROUP 2010 TINE SA 2009 Note 2010 2009 – – – – ASSETS Fixed assets Intangible assets 18 Deferred tax assets 16 526 20 003 132 674 149 073 9 Goodwill 81 055 101 276 9 Other intangible assets 201 – 230 255 270 352 Total intangible assets 201 – 2 416 774 1 669 148 2 171 038 1 486 836 2 845 110 2 656 192 5 261 884 4 325 340 Total tangible fixed assets – – – – 126 469 125 816 11 315 10 548 1 678 228 1 415 732 Tangible fixed assets 9, 10 Land, buildings and other real property 10, 20 Plant and machinery, transport means 2 542 332 2 317 473 4 713 370 3 804 309 14 Investments in subsidiaries 852 235 711 792 21 Accounts receivable from Group companies 179 970 181 353 25 773 29 418 Financial fixed assets 14 Investments in associated companies Other shares and interests 7 Pension plan assets 8 473 8 592 1 580 503 1 340 265 55 103 67 986 22 Other long-term receivables 50 131 52 230 1 871 115 1 620 082 Total financial fixed assets 2 697 085 2 323 650 7 363 254 6 215 774 Total fixed assets 7 410 656 6 127 959 1 537 426 1 577 814 23 Inventories 1 211 483 1 249 581 1 298 567 1 351 856 24 Trade receivables 1 020 932 1 040 736 – – 417 772 709 161 476 096 430 586 25 Other short-term receivables 415 856 397 488 1 774 663 1 782 442 Total short-term receivables 1 854 560 2 147 385 Current assets Short-term receivables 48 Accounts receivable from Group companies 15 Unit trust funds and listed shares 22 011 28 402 556 884 394 243 3 890 984 3 782 901 Total current assets 11 254 238 9 998 675 Total assets 26 Bank deposits, cash and money market securities 22 011 28 402 466 150 236 988 3 554 204 3 662 356 10 964 860 9 790 315 TINE annual report 2010 Statistics Subsidiaries Addresses Amounts in NOK 1000 THE TINE GROUP 2010 TINE SA Note 2009 2010 2009 EQUITY AND LIABILITIES Equity Paid-in equity 9 689 10 932 19 Cooperative share capital 9 689 10 932 9 689 10 932 Total paid-in equity 9 689 10 932 340 000 – 4 656 266 4 562 593 4 996 266 4 562 593 Retained earnings 53 273 57 400 5 059 228 4 630 925 19 Subsequent payment fund 340 000 19 Other equity Total retained earnings 27 Minority share Total equity 4 807 392 4 728 189 5 147 392 4 728 189 – – 5 157 081 4 739 121 98 184 183 677 Long-term liabilities Provisions 120 055 212 217 22 391 988 449 357 350 354 591 803 563 559 1 332 785 415 826 880 000 1 099 000 7 Pension liabilities Long-term financial liabilities 8 161 393 18 Deferred tax liabilities 389 707 298 845 Total provisions 496 052 482 915 Other long-term liabilities 2 581 3 024 2 215 366 1 517 850 2 807 169 2 081 409 Long-term debt to financial institutions Bond issue Other interest-bearing long-term liabilities 28 Total other long-term liabilities Total long-term liabilities 1 277 715 321 468 880 000 1 099 000 232 232 2 157 947 1 420 700 2 653 999 1 903 615 1 179 745 1 153 259 157 684 261 589 Short-term liabilities Accounts payable Short-term debt to milk producers 1 179 746 1 153 259 – – 1 034 103 784 299 2 213 849 1 937 558 133 823 334 000 29 Short-term interest-bearing debt 87 157 152 953 18 Tax payable 151 679 139 491 – – 801 333 722 339 1 173 992 1 348 783 3 387 841 3 286 341 11 254 238 9 998 675 Short-term debt to Group companies 24 Accounts payable Total accounts payable 799 626 528 354 2 137 055 1 943 202 Other short-term debt Public duties payable, etc. Other short-term debt to subsidiaries 100 000 300 000 82 957 106 479 151 330 135 455 40 896 98 564 641 541 563 880 Total other short-term liabilities 1 016 724 1 204 378 Total short-term liabilities 3 153 780 3 147 580 Total equity and liabilities 10 964 860 9 790 315 30 Other short-term debt oslo, 16 februarY 2011 heidi hylland helga thorvik ulven ole magnar undheim egil torland Nina kolltveit sæter jan ove tryggestad lars iver wiig per heringstad svein førde bodil mannsverk einar kristiansen ingrid haug ingunn sognnes Deputy chairman trond reierstad Chairman of the board hanne refsholt CEO 49 TINE annual report 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board ncome statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report Statement of cash flows Amounts in NOK 1000 THE TINE GROUP 2010 TINE SA 2009 2010 2009 1 072 228 887 889 -106 820 -86 120 Cash flows from operating activities 1 085 486 -125 942 -12 837 759 776 -16 350 -5 728 – 847 742 Profit before tax -97 210 Tax paid in the period -5 153 Gain / loss and write-down on sale of fixed assets 785 068 Depreciation, amortisation and write-downs -16 Gain/loss and write-down of financial fixed assets 17 436 Unrealised change in value of financial items – Group contributions recognised, not received -3 179 -5 126 612 799 590 677 -5 927 48 976 -5 728 17 436 -11 770 -11 209 -325 731 -29 028 – – Difference between pension charged as an expense and payments/disbursements in -354 658 -775 2 089 40 388 10 521 276 288 75 310 – 1 733 624 -25 773 pension plans -11 691 Difference between recognised and received dividend from associated companies -6 486 Effect of changes in foreign currency rates and unrealised exchange gains -50 672 Change in inventories 30 370 Change in trade receivables and other short-term receivables 63 552 Change in accounts payable -90 464 Change in other short-term liabilities – Change in intercompany balances from operational activities 1 456 703 Net cash flow from operating activities – – 38 098 -133 255 33 178 -58 511 210 801 43 291 94 484 24 221 201 886 145 143 1 804 319 1 434 383 Cash flows to investment activities 34 955 -1 765 783 16 726 20 355 – 9 096 – -1 684 651 18 507 Payments received from sales of tangible fixed assets -1 040 489 Payments made for purchase of tangible fixed assets 38 966 Change in long-term receivables 80 Payments received from the sale of financial fixed assets -3 350 Payments to acquire financial fixed assets 6 493 14 308 -1 516 417 -922 925 5 943 27 741 17 548 20 080 -132 337 -3 350 – Payments received from the sale of financial current assets 9 096 – – Net cash inflow on intercompany long-term receivables 1 383 17 728 -1 608 291 -846 418 975 560 1 168 141 -986 286 Net cash flow to investment activities Cash flows to / from financing activities 975 560 -200 000 -238 295 100 000 Net payments received / made for loan certificates -1 073 599 Repayment of long-term liabilities -200 000 100 000 -232 602 -890 551 -25 550 – -25 550 Repayment of short-term liabilities – – 232 Payments made by minorities – – – -475 068 Net change in bank overdraft – -492 122 -1 243 – -312 Payments / disbursements of cooperative share capital – Payments received / made of net Group contributions to offset receivables -422 356 -175 876 Disbursed subsequent payment 113 666 -479 009 Net cash flow to / from financing activities 162 640 50 1 171 164 Raising new long-term liabilities -8 592 Net change in bank deposits, cash and money market securities -1 243 -312 -86 225 -153 442 -422 356 -175 876 33 134 -469 712 229 163 118 254 394 243 402 835 Bank deposits, cash in hand and money market securities at 1 January 236 988 118 734 556 884 394 243 Bank deposits, cash in hand and money market securities at 31 December 466 150 236 988 TINE annual report 2010 Statistics Subsidiaries Addresses Accounting principles ACCOUNTING PRINCIPLES REVENUES AND OTHER INCOME The annual accounts are prepared in accordance with the Accounting Act and generally accepted accounting principles in Norway. Revenues are presented net of value added tax, rebates and other public charges. Revenues from the sale of goods are recognised in the income statement when delivery has been accomplished and most of the risk and reward has been transferred. Services are recognised as income as and when they are provided. CONSOLIDATION The Consolidated accounts present the overall financial position, the result of the year’s activity and cash flows for the parent company, TINE SA, and the subsidiaries. The subsidiaries include the companies where TINE SA directly or indirectly has a controlling influence. Initially, controlling influence is regarded as being present when there is direct or indirect ownership of more than 50% of the voting capital. Uniform accounting principles are applied to all companies in the TINE Group. All transactions between Group companies, outstanding accounts and unrealised internal gains in the Group are eliminated in the Consolidated accounts. Ownership interests in the subsidiaries are included in the Consolidated accounts according to the acquisition method. The difference between the cost price of the shares and book value of net assets at the time of acquisition is analysed and allocated to the relevant items in the balance sheet according to fair value. Cost price that exceeds the fair value of net identifiable assets, is capitalised as goodwill and amortised in the income statement in accordance with the underlying circumstances and expected economic life. For acquisitions, nominal tax rates are applied to excess value, excluding goodwill. Minority interests are included in the Group’s equity. Changed ownership interests in subsidiaries are treated as equity transactions in the Group and there is thus no gain or loss in the Consolidated accounts. Associated companies are companies where the Group has significant influence, but not control, and where the interest is of a long-term strategic nature. Significant influence is normally present when the Group has an ownership interest of between 20% and 50%. Associated companied are included according to the equity method in the Consolidated accounts. Cost prices that exceed the acquired share of book equity are recognised in the balance sheet as excess value and are amortised in accordance with the underlying circumstances and expected economic life. The Group’s share of the result in associated companies is based on the result after tax in the associated company with the deduction of any depreciation on excess values, as well as gains and losses on realisation of interests. In the income statement, the share of the result in associated companies is presented under financial items. In the balance sheet, the ownership shares in associated companies are presented under fixed assets. The share of the loss in associated companies is not recognised in the income statement if this entails that the value of the investment recognised in the balance sheet is negative, unless the Group has undertaken an obligation or provided guarantees for the associated company. In the case of recognition of investments in subsidiaries and associated companies where the annual accounts are presented in foreign currency, the items in the balance sheet are converted to Norwegian kroner using the exchange rate on the balance sheet date. The income statement items are converted to Norwegian kroner using the average exchange rate for the accounting year. The conversion difference which arises when the Company’s opening equity and the result for the year are converted at a different exchange rate than the closing equity, is recognised in the Group’s equity. OPERATING EXPENSES Costs are recognised in the income statement in accordance with the matching principle. SPECIAL ITEMS Special items are significant items which are unusual and/or irregular. Such items are specified on a separate line, and the reason for presentation on a separate line is given in a Note. MAIN RULE FOR CLASSIFICATION OF ASSETS AND LIABILITIES Assets intended for permanent ownership or use are classified as fixed assets. Receivables to be repaid within one year, as well as other assets related to goods circulation, are classified as current assets. In the classification of short-term and long-term liabilities, the corresponding criteria are used. Current assets are recognised at the lowest of acquisition cost or fair value. Fixed assets are recognised at acquisition cost with the deduction of depreciation and impairment. Long-term and short term liabilities are recognized at nominal value. INTANGIBLE ASSETS Goodwill Goodwill is the difference between the acquisition cost of the purchased business and the fair value of the Group’s share of net identifiable assets in the purchased business at the time of acquisition. Goodwill from acquisition of subsidiaries is classified as an intangible asset. Goodwill at acquisition of a share in associated companiesis included in the value of investments in associated companies recognised in the balance sheet. Goodwill is tested for impairment and is recognised in the balance sheet at acquisition cost with the deduction of accumulated amortisation and impairment. The amortization period for goodwill is five years unless there are special reasons for a longer lifetime. Research and product development costs and other intangible assets Own expenses for research and product development are expensed on a continuous basis. Expenses for other intangible assets are recognised in the balance sheet to the extent a future financial benefit connected to the development of an identifiable intangible asset has been identified, and the expenses can be reliably measured. Intangible assets with a limited useful economic life are amortised according to schedule. Intangible assets are written down to fair value if the residual value is lower than the total of the value recognised in the balance sheet and any remaining production expenses. FIXED ASSETS Tangible fixed assets Investments in production plants and other tangible fixed assets are measured at the acquisition cost with the deduction of accumulated depreciation and impairments. Borrowing costs related to the construction period for substantial tangible fixed assets during construction are recognised in the balance sheet as part of the cost price. The acquisition cost for tangible fixed assets with a limited useful economic life is depreciated according to the straight-line method over the economic lifetime. Costs associated with normal maintenance and repairs will be expensed on a continuous basis. Costs for major replacements and renovations which substantially increase the lifetime of the fixed asset, are capitalised and depreciated in line with the fixed asset. If the recoverable amount of the fixed asset is lower than the value recognised in the balance sheet and the impairment is not expected to be temporary, then the asset must be written down. The recoverable amount is the highest of the net sales value and the value-in-use. The value-in-use is the current value of the future cash flows which the asset is expected to generate. Lease agreements Lease agreements are classified as financial or operational leases after a concrete evaluation of the individual agreement. Assets which are leased on conditions which essentially transfer financial risk and control to the Company (financial leasing), are recognised in the balance sheet as tangible fixed assets and appurtenant rental obligations are included in the balance sheet item. Other long-term liabilities at the current value of the lease payments. The fixed asset is depreciated according to schedule, and the obligation is reduced by the paid lease amount after the deduction of calculated interest cost. Shares and interests in associated companies and subsidiaries Investments in subsidiaries and associated companies are valued according to the cost method in the company accounts. The investments are valued at acquisition cost with the deduction of any write-downs. Write-down to fair value is carried out if the impairment is not temporary. Dividend and group contributions received from subsidiaries which represent returns during the period of ownership are recognised as other financial income. Group contributions from subsidiaries are recognised in the balance sheet the same year as the subsidiary allocates this amount. Dividend received is recognised as income when the dividend has been adopted. Other shares and interests classified as fixed assets Investments in long-term shareholdings and interests where the Company does not have significant influence, are recognised in the balance sheet at acquisition cost. The investments are written down to fair value in the event of an impairment which is not expected to be temporary. Dividend received from the companies which represent return in the ownership period, are entered as income and presented as other financial income when the dividend is adopted. Long-term receivables Long-term receivables are recorded in the balance sheet at nominal value after the deduction of expected losses. Loss provisions are made on the basis of individual assessments. Interest income is recognised as it is earned. current assets Inventories Inventories are valued at the lowest of acquisition cost according to the «first in - first out» principle and fair value. The acquisition cost for self-produced goods and goods under production consist of direct 51 TINE annual report 2010 materials, direct wages as well as other direct and indirect production costs (based on normal production). Acquisition costs are adjusted for price compensation charges/subsidies. The acquisition cost for raw materials and goods for resale is the net cost price. Fair value is the estimated sale price with the deduction of estimated expenses for completion, sale and distribution. Receivables Accounts receivable and other receivables are recognised at nominal value after the deduction of expected losses. Allocation for loss is made on the basis of individual assessments of each receivable. Unit trust funds and money market securities Market-based financial instruments, including unit trust funds and money market securities, which are included in the trade portfolio are valued at fair value on the balance sheet date. Other short-term investments are valued at the lowest of average acquisition cost and fair value on the balance sheet date. Bank deposits and cash The accounting item bank deposits and cash includes cash, bank deposits and other means of payment with a due date that is less than three months from acquisition. PENSION PLANS The Company has pension plans which give employees the right to agreed future pension benefits. The obligations are expensed over the service period in accordance with the plan’s benefit formula. The allocation method corresponds to the plan’s benefit formula unless most of the accrual takes place towards the end of the service life. Straight-line accrual is then used. The pension obligations are calculated on the basis of assumptions regarding the number of service years, discount rate, expected returns on plan assets, future adjustment of wages, pensions and the level of the Norwegian National Insurance’s basic amount and actuarial assumptions regarding mortality, voluntary turnover and disability rate. The plan assets are valued at fair value. The net pension obligation consists of gross pension obligation with the deduction of fair value of the plan assets. Net pension obligations for under-financed plans are recognised in the balance sheet as long-term financial obligations, while net pension funds for over-financed plans are recognised in the balance sheet as financial fixed assets if it is probable that the net asset can be utilised. Social security tax is included in the figures for actually underfinanced plans. Changes in obligations due to changes in the pension plan are expensed immediately if the changes in the plan are unconditional at the time of the change. Any changes in the pension plan that are conditional upon future employment are amortised linearly over the period up to when the benefit is vested. Changes in the obligation and plan assets which are due to changes in and deviation from the actuarial assumptions, are amortised over the expected remaining service period for that part of the deviation that exceeds 10% of the highest of the gross pension obligation and gross pension plan assets, respectively. In the event of participation in defined-benefit group plans, the Company enters its share of the definedbenefit pension obligation, plan assets and cost associated with the pension plan, into the accounts. When insufficient information is available for recording a group plan into the accounts as a defined-benefit pension plan, the plan is recorded in the accounts as if it was a defined-contribution plan. Obligations within the new Fellesordningen for AFP (joint plan for contractual pension) are a defined-benefit 52 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board ncome statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report group plan, but this is recorded in the accounts a deposit-based plan, as it is currently not measurable and cannot be allocated between the participating companies. Net pension cost, which is the gross pension cost with the deduction of expected return on the pension plan assets, adjusted for allocated effect of deviations in estimates and changes in pension plans, is classified as ordinary operating costs and is presented together with wages and other benefits under employee benefit expenses in the income statement. Contribution plans are accrued according to the matching principle. The contributions for the year to contribution-based pension plans are recognised as costs as they occur. rate derivatives which are not hedging instruments are recorded in accordance with the principle of lowest value. Unrealised loss is entered as a financial cost. Taxes The tax cost is offset against profit before tax. Tax related to equity transactions is entered against equity. The tax cost consists of tax payable on taxable income and wealth as well as change in deferred tax liabilities. Deferred tax liabilities are calculated on the basis of temporary differences between book values and tax values at the end of the accounting year, as well as any tax-related loss carried forward. Nominal tax rates are used in the calculation. Positive and negative differences are evaluated against one another within the same time period. Deferred tax liabilities and deferred tax assets are presented as net in the balance sheet. The Group presents net deferred tax liabilities for tax positions related to companies that are part of the same tax group. Deferred tax assets arise if one has temporary differences which give rise to tax-related deductions in the future. Deferred tax assets are recognised in the balance sheet when it is probable that this can be utilised in future years. currency Transactions in foreign currency are converted at the exchange rate on the transaction date. Money items in foreign currency, which are not hedged, are valued at the current exchange rate. Realised and unrealised gains and losses on currency are recognised net in the income statement. CHANGE IN ACCOUNTING PRINCIPLES AND COMPARATIVE FIGURES Comparative figures for 2009 are adjusted as if the merger of the dairy companies was effective from on 1 January 2009. Comparative figures are further adjusted in the event of a reclassification between accounting items. Some reclassifications have been undertaken. Reference is made to the specifications on the following page for more details regarding the effect of mergers and reclassifications. NRS 1 Inventories and NRS 9 Merger, as well as NRS (F) Business combinations and consolidated accounts and NRS (F) Financial assets and obligations have been implemented with effect from 1 January 2010. Implementation of the standards has not resulted in accounting effects for TINE. FINANCIAL DERIVATIVES AND HEDGING The accounting treatment of financial derivatives follows the intention behind entering into the agreements. Derivatives are classified as long-term fixed assets or long-term financial liabilities if the remaining term is longer than one year. Interest rate derivatives TINE uses interest rate hedging instruments to hedge against large fluctuations in the interest rates. Recognition of gains and losses depends on whether the interest rate derivative is designated as a hedging instrument and, if applicable, the type of hedging. Interest Currency derivatives In order to hedge against fluctuations in the foreign currency rates, TINE uses currency derivatives in line with approved financial policy. Recognition of gains and losses depends on whether the currency derivative is designated as a hedging instrument and, if applicable, the type of hedging. Currency derivatives which are not hedging instruments are valued at fair value. Changes in value are recognised in the income statement as financial income or financial costs. Hedging The accounting treatment of financial derivatives designated as hedging instruments are recorded in line with the principles for the hedging types asset hedging, cash flow hedging and hedging of net investment in foreign business activities. In the event of hedging of assets or liabilities recognised in the balance sheet, the derivative is entered at fair value. The book value of the hedged asset or liability is adjusted for the value of the financial derivative’s change in value which is related to hedged risk. In the event of cash flow hedging for hedging of future cash flows, the derivatives are recognised in the balance sheet at fair value. Both unrealised and realised gains or losses on derivatives are recognised directly against the equity until the hedged cash flow affects the income statement. Hedging of net investment in foreign currency is used at the Group level. Derivatives are recorded in the balance sheet at fair value as for cash flow hedging. Unrealised gains and losses on derivatives are entered directly against the equity until the foreign business activity is sold. USE OF ESTIMATES AND INFORMATION REGARDING SUBSTANTIAL ESTIMATES The accounting principles that have been described entail that TINE’s management has applied estimates and assumptions which affect items in the income statement and balance sheet. The estimates are based on experience and an evaluation of underlying factors. Future events and changes in the framework conditions can entail that estimates and assumptions must be changed. Changes in accounting estimates are recognised in the income statement in the period when the estimates are changed, unless deferred entry into the income statement is in accordance with generally accepted accounting principles. Valuations, estimates and assumptions which have a substantial effect on the accounts are summarised below. Depreciation and amortisation Depreciation and amortisation of tangible fixed assets and intangible assets are based on their assumed economic life. Changed market conditions and future investment decisions will affect existing production capacity and expected useful life. This can provide the basis for changed depreciation and amortisation profiles and will affect future results. Impairment TINE has considerable investments in tangible fixed assets, intangible assets including goodwill, associated companies and subsidiaries. These fixed assets are tested for impairment when indications are present for possible decline in value. Such indicators can include changes in market prices, contract structures, negative events or other operating circumstances. In the calculation of the recoverable amount, a range of estimates must be undertaken concerning future cash flows TINE annual report 2010 Statistics Subsidiaries Addresses where the path of price movements, sales volumes and useful life are among the most important factors. Pensions Calculation of fair value of pension obligations is based on several financial and demographic assumptions. Any change in the applied assumptions affects the calculated obligation. Reference is made to Note 7 for a more detailed description of the applied assumptions. Fair value financial instruments Principles for estimating fair value are mainly based on market prices and various valuation methods. The fair value of currency futures contracts is fixed by using the forward exchange rate on the balance sheet date. The fair value of currency swaps is calculated at the present value of future cash flows. The fair value of options is fixed using option pricing models. For all of the above derivatives, fair value is confirmed by the financial institution with which the Company has contracts. Deferred tax asset The deferred tax asset is entered in the balance sheet only to the degree it is probable that there will be future taxable profits which are large enough to utilise the tax asset, either because the entity has shown a profit recently or because there are identifiable assets with excess value. Provisions Regarding some income statement items in the accounts, provisions are made for expected future costs based on estimates and information which is available at the time the accounts are submitted. These provisions can deviate from the actual future cost. For example, provisions are related to loss of customers, obsoleteness of goods and contingent loss which are probable and quantifiable, including disputed circumstances and court cases. CASH FLOW STATEMENT The cash flow statement is prepared in accordance with the indirect method. Cash and cash equivalents include cash, bank deposits and other short-term liquid placements. Overview of equity changes in the acquiring company as of 1 January 2009: Cooperative share capital Other equity Total equity 11 244 4 106 096 4 117 340 – 344 390 344 390 11 244 4 450 486 4 461 730 Total equity Other equity at 31.12.2008 Book value in TINE BA at 31.12.2008 Continuity difference Equity 31 December 2008 TINE BA Total continuity differences, cf. specification below Adjusted equity 1 January 2009 Cooperative share capital Other paid-in equity TINE Meieriet Sør BA 150 250 067 102 248 352 465 241 863 110 602 TINE Meieriet Øst BA 150 415 110 89 740 505 000 415 260 89 740 TINE Meieriet Vest BA 150 224 694 58 197 283 041 224 844 58 197 TINE Meieriet Nord BA 150 246 347 11 123 257 620 229 712 27 908 TINE Midt-Norge BA 150 398 855 57 943 456 948 399 005 57 943 Total 750 1 535 073 319 251 1 855 074 1 510 684 344 390 The above statements bridge the gap between the equity of the acquiring company as of 1 January 2009 and capital reserves from the transferred companies at the same date. The net positive continuity difference has increased the acquiring company’s other equity. RECLASSIFICATION: Comparative figures (2009) in the consolidated accounts have been adjusted as a result of reclassifications and corrections. All reclassifications have been implemented as they are considered to better reflect TINE’s business activities in the accounts. Below is a specification of the net impact of the reclassifications and corrections on the income statement and balance sheet of the TINE Group: Accounting line 2009 Annual Report Comparative figures in Annual Report Change 17 638 483 17 506 792 -131 691 355 018 315 249 Operating income Sales revenue, convenience products Other operating income Net Cost of materials and changes in inventory Other operating expenses -39 769 -171 460 10 325 380 10 897 063 571 683 3 560 827 2 817 684 -743 143 Net -171 460 Reclassifications in the income statement are mainly related to joint marketing, equalisation charges and transport income which are moved between income and cost lines. Corrections have also been made relating to elimination of certain intercompany sales and discounts. Accounting line 2009 Annual Report Comparative figures in Annual Report Change Receivables MERGER OF DAIRY COMPANIES TINE’s Annual Meeting in April 2010 decided to merge all wholly-owned dairy companies in Norway with the parent company. The merger included the following companies: TINE BA – acquiring company TINE Meieriet Sør BA – transferred company TINE Meieriet Øst BA – transferred company TINE Meieriet Vest BA – transferred company TINE Meieriet Nord BA – transferred company TINE Midt-Norge BA – transferred company • • • • • • The merger has been treated as a continuity, as this is a reorganisation with unchanged ownership. NRS 9 Merger also includes amalgamations that are carried out in a manner corresponding to that for mergers, which is how this amalgamation has been implemented. The merger is carried out as regards accounting according to the rules regarding group continuity in NRS 9. Group continuity shall mean that assets and obligations in the transferred company will be continued at the values they are recognised in the balance sheet in the consolidated accounts of the acquiring company. There is no excess value in the Group related to the merged companies. All companies are whollyowned subsidiaries and there is thus no capital increase. TINE has changed the comparative figures for 2009 so they reflect a merged business activity as if the merger had taken place on 1 January 2009. . Other short-term receivables 291 159 403 586 139 427 Total short-term receivables 1 643 015 1 782 442 139 427 Total assets 9 859 248 9 998 675 139 427 1 099 000 -1 099 000 Other long-term liabilities Bond issues Long-term debt to financial institutions 48 928 415 826 -366 898 Other interest-bearing long-term liabilities 1 468 922 3 024 1 465 898 Total other long-term liabilities 1 517 850 1 517 850 – Short-term liabilities Trade and other payables Amounts owed to milk producers 1 013 860 1 153 259 139 399 Total trade and other payables 1 798 159 1 937 558 139 399 Public duties payable 406 366 139 491 -266 875 Other short-term liabilities 456 338 723 241 266 903 Total other short-term liabilities 1 349 657 1 349 685 28 Total short-term liabilities 3 147 816 3 287 243 139 427 Total equity and liabilities 9 859 248 9 998 675 139 427 Other short-term liabilities Reclassifications in the balance sheet are mainly related to gross presentation of credit for milk producers which is settled against backpayment, as well as reclassifications of bond issues and bank loans classified as long-term liabilities in the accounts and reclassification of payable holiday pay classified in the accounts as short-term liabilities. 53 TINE annual report 2010 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Notes note 1 Segment information Amounts in NOK 1000 2010 2009 Segment reporting TINEs Norwegian dairy operations TINEs international dairy operations Liquid dairy products 7 700 293 Solid dairy products Other business Other activities and eliminations – 184 897 – 4 309 877 1 832 145 291 461 – – 828 568 2 063 – 598 261 Juice, fruit drinks and water Convenience food Total TINEs Norwegian dairy operations TINEs international dairy operations Other business Other activities and eliminations Total 7 885 190 7 666 886 – 181 094 – 7 847 980 – 6 433 483 4 025 435 1 965 119 288 731 – 6 279 285 – 828 568 – – 880 718 – 880 718 – 600 324 1 944 – 586 128 – 588 072 Ice cream and desserts 322 187 – 1 050 021 – 1 372 208 318 142 – 1 184 432 – 1 502 574 Other products 291 660 – 205 197 – 496 857 239 086 – 169 077 – 408 163 Revenue from external convenience products 12 626 080 1 832 145 3 158 405 – 17 616 630 12 251 493 1 965 119 3 290 180 – 17 506 792 Revenue from external convenience products 12 626 080 1 832 145 3 158 405 – 17 616 630 12 251 493 1 965 119 3 290 180 – 17 506 792 Revenue from internal convenience products 1 858 296 1 100 – -1 859 396 – 1 700 521 – – -1 700 521 – 17 506 792 Total revenue from convenience products 14 484 376 1 833 245 3 158 405 -1 859 396 17 616 630 13 952 014 1 965 119 3 290 180 -1 700 521 Revenue, raw materials 915 373 – – – 915 373 890 379 – – – 890 379 Other income 300 201 8 358 46 998 -33 585 321 972 327 497 4 984 30 177 -47 410 315 249 15 699 950 1 841 603 3 205 403 -1 892 981 18 853 975 15 169 890 1 970 103 3 320 358 -1 747 931 18 712 420 Operating income Depreciation, amortisation and write-downs Other operating expenses Operating profit Assets -612 868 -15 156 -91 920 -39 833 -759 776 -590 791 -13 536 -138 382 -42 358 -785 068 -13 942 774 -1 784 274 -3 099 030 1 920 929 -16 905 149 -13 602 472 -1 913 807 -3 261 201 1 760 901 -17 016 578 1 144 308 42 173 14 452 -11 883 1 189 050 976 627 42 760 -79 225 -29 388 910 774 10 650 268 525 920 907 904 -829 855 11 254 238 9 441 473 542 967 1 033 282 -1 019 047 9 998 675 Debt, non-interest-bearing 3 250 235 319 597 340 217 -64 228 3 845 821 3 004 124 306 720 340 819 -135 764 3 515 900 Investments 1 525 195 28 826 145 288 – 1 699 309 998 045 9 149 100 590 – 1 107 784 Description of activity: TINE’s domestic dairy operations consist of TINE SA and OsteCompagniet AS. TINE’s international dairy operations consist of Wernersson Ost AB, Norseland Inc. (US), Norseland Ltd. (UK). Other business activities consist of Diplom-Is AS, FellesJuice AS, Fjordland AS, Salmon Brands AS, Maritex AS and TINE SA’s other subsidiaries (see Note 14). Other activities and eliminations include depreciation of goodwill and other excess values in Fjordland, Wernersson Ost and Norseland in the UK. note 2 Revenue from convenience products by geographical area Amounts in NOK 1000 The tine group 2010 15 384 370 1 058 748 1 724 1 063 084 3 030 105 675 17 616 630 54 TINE SA 2009 Geographical area 15 004 161 Norway 1 192 159 Other Europe 1 718 Africa 1 212 065 America 2 790 Asia 93 900 Oceania 17 506 792 Revenue, convenience products 2010 2009 13 859 612 13 484 470 180 340 135 974 234 187 344 439 340 393 1 016 1 296 84 633 80 161 14 470 274 14 042 482 TINE annual report 2010 Statistics Subsidiaries Addresses note 3 Other operating income Amounts in NOK 1000 THE TINE GROUP 2010 96 295 212 110 13 567 321 972 note 4 TINE SA 2009 Income groups 2010 2009 111 736 Transport income 118 264 142 520 195 874 Other income 175 965 178 783 7 639 Gains on sale of fixed assets 315 249 Total other operating income 5 972 6 193 300 201 327 496 Cost of materials and changes in inventory Amounts in NOK 1000 THE TINE GROUP 2010 10 917 512 31 425 10 948 937 note 5 TINE SA 2009 Cost category 10 932 128 Consumption of raw materials and goods purchased for resale -35 065 Changes in inventories in production and convenience products 10 897 063 Total consumption of materials and changes in inventory 2010 2009 9 088 140 8 937 308 29 135 -117 648 9 117 275 8 819 670 Purchase of raw milk and farm butter from milk producers Amounts in NOK 1000 THE TINE GROUP 2010 6 160 099 TINE SA 2009 5 950 658 -23 658 -15 606 6 136 441 5 935 051 6 059 918 5 852 654 100 181 92 924 – 5 080 6 160 099 5 950 658 Total purchase of raw milk and farm butter, see specification below Changes in inventories of raw milk 2010 2009 6 160 099 5 950 658 -217 -780 6 159 882 5 949 877 Purchase of cows' milk including quality addition 6 059 918 5 852 654 Purchase of goats' milk including quality addition 100 181 92 924 Consumption of raw milk and farm butter Specification of purchase of raw milk and farm butter Purchase of farm butter – 5 080 6 160 099 5 950 658 Transfered from previous year -26 378 -52 658 Transferred to next year -16 291 26 378 6 117 430 5 924 378 Total purchase of raw milk and farm butter from milk producers Allocations in TINE Milk supplies: Total paid by TINE Milk Supplies Allocated for backpayment from TINE SA Total paid to milk producers by TINE Total milk price expressed in NOK/litre 480 315 393 355 6 597 745 6 317 733 4.53 4.34 Reference is also made to Note 34 note 6 Employee benefit expenses and number of full-time equivalents Amounts in NOK 1000 THE TINE GROUP 2010 2 437 484 TINE SA 2009 2 411 788 Wages and salaries, holiday pay and costs for temporary staff 331 270 327 664 Social security tax 109 814 389 274 Net pension costs including social security tax, cf. Note 7 213 773 3 092 341 5 399 173 105 Other personnel costs 3 301 831 Total employee benefit expenses 5 569 Average number of employees calculated in full-time equivalents 2010 2009 2 042 874 1 984 944 268 633 265 576 75 803 331 715 151 321 129 719 2 538 631 2 711 954 4 406 4 453 55 TINE annual report 2010 note 7 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Pensions and pension obligations TINE SA and the Norwegian subsidiaries have a group pension plan in MP Pensjon in accordance with the Companies Pension Act. The plan satisfies the rules for Mandatory Occupational Pensions (Norwegian abbreviation - OTP). The group pension plan defines Amount in NOK 1000 the level of future benefits and the plan is recognised in the accounts as a defined-benefit pension plan. The benefits are mainly dependent on the number of years in service and the wage level at pension age. The service pension is in addition to the National Insurance pension and is independent of National Insurance benefits. The pension plan in MP Pensjon gives the following benefits with a full service period (30 years or more): Pension Basis for calculation Pension benefit Retirement pension Up to 6G 20% of the pension basis From 6G to 12G 48% of the pension basis Survivor pension spouse/cohabitant Calculated retirement pension 55% of the calculated retirement pension Survivor pension children Pension basis First child 10% and thereafter 5% for each child, up to six children TINE SA and most of the Norwegian subsidiaries are covered under the agreement between the Norwegian Confederation of Trade Unions (LO) and the Confederation of Norwegian Enterprise (NHO). Based on this, employees in the companies can apply for an early retirement pension from the age of 62 (AFP). The new AFP Subsidy Act was adopted in February 2010, but does not apply to anyone who retires with AFP before 2011. The old AFP scheme was terminated as of 31 December 2010, and this termination has been recorded as cur- tailment in the accounts. The new AFP scheme is a defined-benefit group plan, like the old AFP scheme in the LO/NHO area. As regards accounting, the new AFP scheme is considered a new scheme, not as a change of the existing scheme. The curtailment effect of the old scheme is recognised in the 2010 accounts. The remaining liability recognised in the accounts from the old scheme after 2010 is related to payment of AFP pensioners who retired before 2011 (25% deductible as well as an estimated share of undercoverage in the old scheme. The undercoverage will be covered through premium payments until 2015). The companies that are within the LO/NHO agreement area have an actual financial obligations as a result of the new AFP scheme agreement. However, in 2010, there is insufficient information available to enable inclusion of the new obligations in the annual accounts. This entails that no obligations for the new scheme is recognised in the balance sheet for 2010. As of 31 December 2010, the various plans include the following number of people for TINE SA and the TINE Group: THE TINE GROUP Employees 5 142 5 32 – TINE SA Pensioners 3 996 Defined benefit plans in MP Pensjon 29 Unfunded defined benefit plans – Defined contribution plans 328 AFP (early retirement), old plan Employees Pensioners 4 581 3 705 4 8 – – – 284 Unfunded schemes primarily relate to a gift pension for employees who have previously fallen outside the group pension plan in MP Pensjon and the early retirement agreement for managing directors in the companies and Group senior management in TINE SA, based on individual employment contracts. Reference is made to Note 8 concerning benefits for senior management. THE TINE GROUP 2010 276 932 316 102 -489 269 TINE SA 2009 Pension costs 308 330 Current year service cost 291 934 Interest cost on pension obligations -373 573 Expected net return on pension plan assets 2010 2009 239 550 267 743 284 920 264 700 -443 556 -340 829 35 237 95 977 Recognised actuarial loss / gain (-) 30 310 88 168 1 238 – Recognised plan amendment effect – – -107 613 37 681 39 506 109 814 – Recognised curtailment effect (AFP) -98 078 – 36 129 Social security tax charged as an expense 32 487 30 578 30 477 Other pension costs (including premium for AFP and defined contribution plans) 389 274 Net pension costs 30 170 21 355 75 803 331 715 Reconciliation of the pension plan’s financial status as of 31 December with the amounts in the balance sheet: THE TINE GROUP 2010 -7 790 085 10 977 597 3 187 512 -1 509 284 1 678 228 -145 719 30 997 -114 722 6 865 -12 198 -120 055 TINE SA 2009 Pension obligations and plan assets -7 162 888 Accrued pension obligations as of 31 December 9 326 812 Pension plan assets (at market value) as of 31 December 2 163 924 Net pension obligations as of 31 December excluding social security tax -748 192 Unrecognised actuarial gains / losses 1 415 732 Net pension plan assets as of 31 December -227 039 Pension obligations as of 31 December 4 165 Pension plan assets (at market value) as of 31 December -222 874 Net pension obligations as of 31 December excluding social security tax 2010 2009 -7 145 584 -6 493 788 10 148 896 8 494 454 3 003 312 2 000 666 -1 422 809 -660 401 1 580 503 1 340 265 -98 226 -193 498 2 385 2 910 -95 841 -190 588 39 632 Unrecognised actuarial gains / losses 10 338 32 305 -28 975 Social security tax -12 681 -25 394 -98 184 -183 677 -212 217 Net underfinanced pension liabilities as of 31 December Note 7 continues on following page 56 TINE annual report 2010 Statistics Subsidiaries Addresses Note 7 continued The following assumptions are applied in Norway for the TINE Group and TINE SA. Economic assumptions 31.12.10 Discount rate 31.12.09 3.70 - 4.00 % 4.40 % Adjustment of the National Insurance basic amount (G) 3.75 % 4.00 % Expected increase in salaries 4.00 % 4.25 % Expected increase in pensions 2.60 % 2.80 % Expected return on pension plan assets 5.40 % 5.40 % Demographical assumptions Applied mortality table K2005 K2005 Applied disability tariff Strengthened KU Strengthened KU – 35 % from age 62 Expected tendency to take early retirement (AFP) Expected voluntary turnover (all ages): Reduced from 8 % in age group 20 - 24 and down to 0 % for age 51 and older. THE TINE GROUP TINE SA 2009 Actual return on major categories of pension plan assets: 2010 16.6 % 35.1 % Actual return on pension plan assets in the Group pension plan 2010 2009 16.6 % 35,1 % Major categories of pension plan assets in the MP Pensjon company pension 31.12.10 31.12.09 plan: 31.12.10 52.30 % 50.40 % Shares 52.30 % 50.40 % 46.80 % 48.50 % Bonds 46.80 % 48.50 % 0.90 % 1.10 % 0.90 % note 8 1.10 % Lendings Related parties and senior management 31.12.09 Amounts in NOK 1000 We have defined the Group board, Council, Control Committee and Group senior management to be related parties and management personnel in TINE. Group board Board of remuneration TINE SA 1) Board of remuneration, other companies Trond Reierstad 762 500 – Other remuneration 12 441 Ingunn Sognnes 257 720 27 500 167 231 Ole Magnar Undheim 280 990 27 500 206 388 Torstein Grane 253 733 – 61 600 Bodil Mannsverk 199 220 13 283 149 944 Jan Ove Tryggestad 280 990 36 500 1 400 Einar Kristiansen 280 991 16 500 168 865 Nina Kolltveit Sæter 190 860 – 123 200 Helga Thorvik Ulven 291 990 11 000 193 602 Heidi Hylland 174 140 16 500 152 150 Lars Iver Wiig 123 740 – – Egil Torland 174 140 – – Ingrid Haug 119 560 – – Svein Førde 174 140 – – 133 950 – 130 250 25 980 – – Deputy members owners Per Heringstad Employee-elected deputy members Ottar Råd Council Remuneration TINE SA Remuneration, other companies Other remuneration Borghild Reenskaug 148 020 – 154 368 Control Committee Remuneration TINE SA Remuneration, other companies Other remuneration Terje Amundsen 65 100 – 32 850 Helge Sommerseth 54 710 – 27 450 Anna Stangeland 54 710 – 29 441 Remuneration TINE SA Remuneration, other companies Other remuneration 10 860 – 48 100 Chair Group election committee Ragnhild Aashaug 1) Inclusive remuneration from internal regional boards. Note 8 continues on following page 57 TINE annual report 2010 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Note 8 continued. Total expenses for salaries Board remuneration subsidiaries Pension costs Other remuneration Hanne Refsholt 2 154 183 63 754 503 372 136 392 Stein Øiom 1 623 097 33 000 237 666 118 753 Elisabeth Morthen 1 256 322 27 500 274 412 138 342 Stein Aasgaard 1 490 323 136 565 152 649 103 088 Eirik Selmer-Olsen 1 101 644 – 181 444 103 596 Hege Holter Brekke 1 280 215 86 500 262 276 145 910 Jørn Spakrud 1 575 269 27 500 444 753 135 984 John Ole Skeide 1 518 827 – 258 855 134 542 Group senior management Employees in TINE SA The Board remuneration is related to board positions in TINE SA and subsidiaries which are consolidated in the TINE Group. Neither the chair of the board, other members of the Group board or the CEO receive bonuses, options or have agreements on profit sharing. Expenses/disbursements are used as a basis in the note with the exception of pensions where the service cost is used as a basis. None of the above-mentioned note 9 senior management personnel have loans or guarantees in TINE. The following senior management personnel have pension agreements which come into force upon attaining age 62: Hanne Refsholt, Stein Aasgaard and Stein Øiom. The agreements are funded by operations. The amount of pension is: 80 % from age 62 to 63, 75 % from age 63 to 64, 70 % from age 64 to 65 and 66% from age 65 to 67. The pension agreements cease at age 67. Normal pension terms applicable to other employees will then apply. Jørn Spakrud has a pension agreement which comes into force from age 65. The agreement entails an annual service cost equivalent to 25 % of salary exceeding 12G which is allocated annually. The provision accrues an annual return. Intangible assets Amounts in NOK 1000 THE TINE GROUP R&D Patents Brand Customers Other rights Goodwill Total 2010 Total 2009 Acquisition cost at 1 January Acquisitions (+) and disposals (-) during the year Exchange differences 3 429 11 788 84 574 67 967 3 677 366 174 537 609 569 270 -150 1 143 -4 360 – 190 -42 509 -45 686 7 348 – 74 3 413 2 460 235 11 925 18 107 -39 009 Acquisition cost at 31 December Accumulated depreciation and write-downs at 31 December Book value as at 31 December 3 279 13 005 83 626 70 427 4 102 335 589 510 029 537 609 -1 866 -1 338 -25 325 -61 040 -3 816 -202 915 -296 300 -287 260 1 413 11 667 58 301 9 387 287 132 674 213 729 250 349 -572 -369 -6 495 -15 530 -921 -21 070 -44 957 -47 017 5-10 years 4-15 years 10-20 years 3 years 5 years 5-10 years Straight-line Straight-line Straight-line Straight-line Straight-line Straight-line 31.12.2010 31.12.2009 Depreciation and write-downs for the year Estimated useful life Depreciation plan Import licence in Norseland Inc., classified as patents, is evaluated to have indefinite liftetime and is not amortised. Goodwill relates to: Salmon Brands AS Wernersson Ost AB Fjordland AS Norseland Ltd. Total goodwill An impairment test has been performed for goodwill and other intangible assets where there are indications of a decline in value. The evaluations are based on calculation of residual value with a time horizon of five years and a further five years with constant figures for the remaining life of the assets. A moderate annual increase is expected in the sales and contribution margin ratio for the first five years. A discount TINE SA 5 415 7 554 79 185 84 881 1 584 2 772 46 490 53 865 132 674 149 073 factor of 12 % before tax has been applied. On this basis, no write-down has been undertaken in the consolidated accounts. Patents Total 2010 Total 2009 – – – Acquisitions (+) and disposals (-) during the year 250 250 – Acquisition cost at 31 December 250 250 – Accumulated depreciation and write-downs 31 December -49 -49 – Book value as at 31 December 201 201 – Depreciation and write-downs for the year -49 -49 – Acquisition cost at 1 January Estimated useful life Depreciation schedule 5 years Straight-line Note 9 continues on following page 58 TINE annual report 2010 Statistics Subsidiaries Addresses Note 9 continued THE TINE GROUP 2010 43 045 TINE SA 2009 Expensed research and product development 50 579 Research 2010 2009 43 045 50 579 21 542 22 709 Product development 17 357 17 808 64 587 73 288 Total expensed research and product development 60 402 68 387 It is assumed that the total expected income from R&D work in progress corresponds to expenses incurred. A considerable part of the on-going research and development work is connected to our priority areas within the dairy sector, particularly within health and wholesomeness. In addition, we have research note 10 and development work within the marine sector and future innovative products. Research and development which is expected to be of lasting and substantial value is not recognised as asset in the balance sheet as future economic benefits cannot be demonstrated and a less clear division between the different activities. Future economic benefits can only be demonstrated when the product has been on the market for a period of time. It must be demonstrated that there is a profitable market for the products. Tangible fixed assets Amounts in NOK 1000 Land/buildings/ other real property Buildings/ installations Machinery/ furniture and fixtures Transport means Total 2010 Total 2009 122 020 3 543 629 7 404 547 1 054 650 12 124 846 12 200 516 Acquisitions (+) during the year 92 189 805 019 733 980 68 121 1 699 309 1 100 436 Disposals (-) during the year -2 360 -45 404 -235 534 -69 900 - 353 198 -223 748 144 2 290 2 614 -112 4 937 -40 837 211 993 4 305 534 7 905 607 1 052 759 13 475 893 13 036 367 THE TINE GROUP Acquisition cost at 1 January Exchange differences Acquisition cost at 31 December Accumulated depreciation and write-downs at 31 Dec. Book value as at 31 December Depreciation for the year Write-down for the year -1 059 -2 099 693 -5 338 461 -774 795 -8 214 009 -8 711 027 210 933 2 205 841 2 567 146 277 964 5 261 884 4 325 340 -542 -126 173 -473 949 -75 728 -676 393 -661 329 – – -38 426 – -38 426 -76 722 20-25 years 3-10 years 5-10 years Straight-line Estimated useful life Depreciation plan Straight-line Straight-line 1 012 4 150 3 085 4 590 12 837 5 153 Operating leases 158 78 864 51 078 14 659 144 759 259 147 Book value at 31 Dec. of lease agreements recognised in the balance sheet 216 – 67 466 42 67 724 91 724 Current year depreciation of leased assets -37 – -24 128 -19 -24 184 -26 963 Land/buildings/ other real property Buildings/ installations Machinery/ furniture and fixtures Transport means Total 2010 Total 2009 99 727 3 196 689 6 316 028 909 796 10 522 240 10 653 195 7 000 794 270 664 917 58 938 1 525 125 975 865 -724 -744 -51 254 -29 381 -82 103 -195 299 Gain / loss (-) on sale of tangible fixed assets TINE SA Acquisition cost at 1 January Acquisitions (+) during the year Disposals (-) during the year Acquisition cost at 31 December Accumulated depreciation and write-downs at 31 Dec. Book value as at 31 December Depreciation for the year Write-down for the year 106 003 3 990 215 6 929 691 939 353 11 965 262 11 433 761 -647 -1 924 533 -4 651 173 -675 539 -7 251 892 -7 629 452 105 356 2 065 682 2 278 518 263 814 4 713 370 3 804 309 -508 -115 819 -400 359 -69 938 -586 624 -564 054 – – -26 126 – -26 126 -26 623 20-25 years 3-10 years 5-10 years Straight-line Estimated useful life Depreciation plan Straight-line Straight-line 1 012 50 354 4 093 5 509 4 735 Operating leases – 51 214 46 840 2 350 100 404 202 648 Book value at 31 Dec. of lease agreements recognised in the balance sheet – – 45 690 – 45 690 50 336 Current year depreciation of leased assets – – -13 604 – -13 604 -10 037 Gain / loss (-) on sale of tangible fixed assets Buildings and installations consist of own production premises, warehouses and administration buildings for use in own dairy activity and production of ice cream and marine products. Rental to external tenants is insignificant. Tangible fixed assets where there were indications of a decline in value are tested for impairment. Write-down to recoverable amount of tangible fixed assets is carried out as a result of decisions on future closing of plants, re-organisation of operations and projects which have been less profitable than expected. 59 TINE annual report 2010 note 11 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report Auditor’s renumeration Amounts in NOK 1000 THE TINE GROUP TINE SA 2010 2009 Remuneration to elected auditor - Deloitte AS 2010 2009 6 082 7 538 Statutory audit services 3 890 5 192 1 016 Renumeration for other attestation services 935 1 005 1 040 1 166 Renumeration for tax advisory service 545 483 1 135 1 191 Renumeration for other services 831 644 6 201 7 324 958 9 215 10 911 Total renumeration auditing and consultancy services Renumerations for other services applies to assistance with environmental audits, hosting courses, assistance in connection with conversion from BA to SA and merger of dairy companies as well as other matters. Renumerations for other certification services are mainly connected to the certification services towards the Norwegian Agricultural Authority and other governmental agencies. Renumerations to the auditors are expensed in the year in which they are incurred. THE TINE GROUP 2010 1 069 248 13 1 330 2009 Renumeration to other auditors 909 Statutory audit services 308 Renumeration for tax advisory service 11 Renumeration for other services 1 228 Total renumeration auditing and consultancy services Renumeration to other auditors for 2010 includes the companies Norseland Inc., Salmon Brands AS and Bunes Fryselager AL. note 12 Other operating expenses Amounts in NOK 1000 THE TINE GROUP 2010 1 001 183 925 789 -452 708 1 378 799 589 10 219 2 863 871 1) TINE SA 2009 Cost category 974 538 Indirect production and operation costs 935 709 Transport costs -428 649 Feed transport subsidy income (transport supplement and distribution supplement) 1) 1 327 181 Administration and sales costs 2 486 Loss on sale of tangible fixed assets 6 419 Loss on receivables and contracts 2 817 684 Total other operating costs 2010 2009 857 476 811 301 877 434 879 289 -452 708 -428 649 993 457 896 715 397 1 458 1 854 2 764 2 277 910 2 162 878 Reimbursement from the price equalisation scheme for raw milk transport costs for the distance from milk producer to the quoting point, see also Note 33. note 13 Income from investments in subsidiaries Amounts in NOK 1000 TINE SA Group contribution 60 2010 2009 11 770 11 209 Dividend 13 573 20 652 Total income from investments in subsidiaries 25 343 31 861 TINE annual report 2010 Statistics Subsidiaries Addresses note 14 Investments in subsidiaries and associated companies Amounts in NOK 1000 Ownership interest/voting shares Share of equity in the company at 31 December 2010 Book value in TINE SA at 31 December 2010 Book value in TINE SA at 31 December 2009 422 046 Registered offices Acquisition date Diplom-Is AS Nittedal 1991 1) 100 % 208 605 462 874 Fjordland AS Oslo 1985 51 % 29 112 25 489 25 489 Wernersson Ost Holding AB Ulricehamn, Sweden 2007 100 % 64 137 118 041 95 023 Floren Eiendom AS Oslo 2002 100 % 1 692 1 692 1 692 FellesJuice AS Oslo 2002 100 % 10 078 12 426 12 426 OsteCompagniet AS Oslo 2001 100 % 3 278 3 053 3 053 Maritex AS Sortland 2001 100 % 28 158 28 551 38 551 Næringsmiddelproduksjon AS Oslo 2001 100 % 1 000 1 000 1 000 Gastronom AS Bergen 2002 100 % 100 128 122 Salmon Brands AS Fitjar 2004 51 % 7 344 16 398 16 398 Tine Eiendom Espehaugen AS Bergen 2010 100 % 36 417 86 576 – Norseland Inc. Stamford, USA 1978 100 % 75 699 3 153 3 153 Norseland Holdings Ltd. Ilchester, UK 2004 2) 100 % 26 403 92 422 92 422 Landbrukets Ferskvaredistribusjon AS Oslo 1994 100 % 320 337 322 Bunes Fryselager AL Porsgrunn 1975 3) 19 % 2 520 95 95 494 863 852 235 711 792 Subsidiaries Companies directly owned by TINE SA Total Companies owned by subsidiaries Bunes Fryselager AL Porsgrunn 1975 3) Norsk Iskrem AS Nittedal 1989 100 % Diplom-Is HB Gothenburg, Sweden 1998 4) 100 % Diplom-Is Danmark I/S Brøndby, Denmark 1999 4) 100 % Diplom-Is Sverige AB Gothenburg, Sweden 2003/04/06 4) 100 % Wernersson Ost AB Ulricehamn, Sweden 2007 100 % Wernersson Ferskvarugruppen AB Jønkøping, Sweden 2007 100 % Wernersson Tølløse Ost AS Roskilde, Denmark 2007 Norseland Ltd. Ilchester, UK 2008 5), 6) 100 % Ilchester Holdings Ltd. Ilchester, UK 2008 6) 100 % Phonefood Ltd. Ilchester, UK 2008 6) 100 % Lentorn Holdings Ltd. Ilchester, UK 2008 6) 100 % 40 % 80 % Time of establishment of a legal entity Previously Norseland Ltd Total ownership interest in Bunes Fryselager AL for TINE SA and Diplom-Is AS amounts to 59%. The TINE Group’s total percentage of equity in the company amounts to NOK 7 825 000 4) The entities were sold in 2010 5) Formerly Ilchester Cheese Company Ltd. 6) Owned by Norseland Holding Ltd. 1) 2) 3) Associated companies THE TINE GROUP TINE SA Share of result 2010 Share of equity at 31 Dec. 2010 13 590 014 -7 779 26 103 669 33 882 15 337 12 457 11 097 71 583 8 693 65 738 779 779 21.54 % 4 000 2 357 15 293 1 977 14 336 5 600 5 600 1994 41.29 % 192 004 11 140 – 1 945 6 409 – 3 645 2010 50.00 % 50 Ownership interest/ voting shares No. of shares/ units 2000 28.52 % 1948 49.83 % Varhaug 1996 Lofotprodukt AS 1) Leknes Skånemeierier Storhushåll AB 2) Malmö, Sweden Registered offices Acquisition year TUN Media AS Oslo Landteknikk AL Oslo Fjordkjøkken AS Share of result 2009 Share of equity at 31 Dec. 2009 Book value at 31 Dec. 2010 Book value at 31 Dec. 2009 15 337 1 671 8 175 – – – – Other associated companies 564 5 315 940 5 451 4 057 4 057 Total associated companies 19 050 126 469 14 224 125 816 25 773 29 418 The shares in Lofotprodukt AS were sold in February 2010. The gain from the sale, NOK 11 155 000, is included in the share of 2010 result Skånemeierier Storhushåll AB is an associated company in the Wernersson group. Skånemeierier Storhushåll AB was founded in 2010 with 50/50 from Wernesson Ost AB and Skånemeierier Storhushåll AB, respectively. Goodwill is included in the percentage of equity with NOK 5 990 000, and in the share of result with NOK 413 000 in depreciation of goodwill. 1) 2) 61 TINE annual report 2010 note 15 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Change in market value of financial current assets Amounts in NOK 1000 Unit trust fund and listed shares Acquisition cost at 1 January 2010 2009 31 111 31 111 ÷ disposals during the year -6 393 – Acquisition cost at 31 December 24 718 31 111 Accumulated value adjustment at 31 December -2 707 -2 709 Book value at 31 December 22 011 28 402 The changes in value for the year recognised in the accounts 2 603 5 778 Accounting gain upon realisation 2 607 – note 16 Write-down of financial fixed assets Amounts in NOK 1000 THE TINE GROUP TINE SA 2010 2009 – – Subsidiaries 182 33 Other companies and receivables 182 33 Total write-down of financial fixed assets 2010 2009 10 000 49 000 180 25 10 180 49 025 Write-down of subsidiaries of TINE SA relates to Maritex AS. This is based on an evaluation of future earnings in the company and the company’s equity situation. Write-down of subsidiaries in TINE SA for 2009 is related to Maritex AS and OsteCompagniet AS. note 17 Financial risk and derivatives TINE operates in a business that entails risk in many areas. Risk management is not about removing risk, but taking correct risk, based on the Group’s risk ability and willingness to assume risk, expertise, solidity and development plans. The purpose of risk management is to identify threats to and opportunities for the company, and to manage risk towards an acceptable level so as to provide reasonable security for achieving the company’s objectives. TINE has a unified approach to the Group’s financial risk. The primary objective of TINE’s financial policy is to contribute to the highest and most stable milk price possible. TINE utilises interest rate and currency derivatives as part of managing the Group’s currency and interest rate exposure. Interest rate swaps, forward currency exchange contracts and currency options are entered into in the interest of achieving the desired interest rate structure for the lending portfolio as well as to hedge cash flows in foreign currency that will affect the milk price. Amounts in NOK 1000 Currency risk TINE’s currency risk arises from future trade transactions that are mainly related to sale of goods and purchase of raw materials and packaging abroad as well as investments in and dividend from subsidiaries outside Norway. Balance sheet risk is related to ownership interests in foreign subsidiaries and associated companies in Sweden, Denmark, the UK and the US with functional currency other than NOK. TINE’s financial policy allows for entering into forward currency exchange contracts and options, as well as taking up loans in foreign currency in order to reduce risk as a result of exchange rate fluctuations. In order to reduce risk in connection with trade transactions in foreign currency, TINE has signed forward currency exchange contracts and currency options related to acquisitions and sales of the USD and EUR currencies, where TINE has its main exposure. Most of the derivatives in EUR are related to sales, while USD is purchased. The TINE Group has also defined parts of the external loans in SEK, USD and GBP as hedging instruments for net investment in foreign subsidiaries. Currency hedging related to entering into currency derivatives is not reflected in TINE’s balance sheet. The currency derivatives are evaluated in accordance with Section 5-9 of the Norwegian Accounting Act at fair value in the balance sheet. Realised gain and loss, as well as unrealised changes in fair value are recognised in the income statement. Fair value on currency derivatives is calculated based on valuation techniques where expected future cash flows are discounted to current values. Calculation of expected cash flows and discounting of these take place using observed exchange rates for the various currencies. The table below specifies the fair value of currency derivatives entered into as of 31 December: Currency derivatives Forward rate agreements (acquisitions and sales) Options (acquisitions and sales) Currency Nominal amount Unrealised gain / loss (-) at 31 December 2010 -8 855 EUR 65 000 USD 27 500 6 573 EUR 26 000 -3 935 USD 21 500 Total currency derivatives As of 31 December 2010, positive currency derivatives amount to NOK 9.6 million and negative currency derivatives amount to NOK 12.8 million. All contracts mature by the end of March 2012. In 2010, changes in unrealised value of currency derivatives recognised in the income statement amount to NOK -2.2 62 2 995 -3 221 million. The TINE Group has hedged a share of the net investments in Wernersson Ost AB, Norseland Ltd. and Norseland Inc. by earmarking respectively SEK 37 million, GBP 6 million and USD 10 million of drawing facilities as hedging instruments. As of 31 December 2010, the accumulated unrealised change in value on the hedged part of the drawing facility amounts to NOK 1.1 million after tax. The accumulated loss of NOK 1.1 million is included in Other equity in the TINE Group. For more details regarding the drawing facility, see Note 28. Note 17 continues on following page TINE annual report 2010 Statistics Subsidiaries Addresses Note 17 continued. THE TINE GROUP 2010 60 419 -81 868 -2 081 -23 530 TINE SA 2009 158 206 Realised currency gain exchange -123 615 Realised exchange profit loss on currency 3 649 Unrealised currency exchange gain and loss 38 240 Net realised and unrealised currency gain and loss Interest rate risk Most of TINE’s interest rate exposure is related to the lending portfolio. TINE’s financial policy for managing interest rate risk is established based on an objective of achieving the most cost-efficient financing possible, linked with a desire for a certain stability and predictability in finance costs. In order to reduce risk related to future interest rate payments as a result of fluctuations in market interest rates, TINE has opened for entering into interest rate swaps, FRAs (forward rate agreements) and interest rate options. As of 31 December 2010, TINE only has outstanding interest rate swaps. The accounting treatment of interest rate swaps that are directly related to an underlying loan is as for cash flow hedging. Other interest rate swaps are recognised in accordance with Section 5-2 of the Accounting Act, at the lowest of 2010 2009 59 588 124 190 -83 539 -111 482 -2 081 3 630 -26 032 16 338 acquisition cost and fair value. Fair value on interest rate swaps is calculated based on valuation techniques where expected future cash flows are discounted to the present value. Calculation of expected cash flows and discounting of these takes place using observed market interest rates. The table below specifies the fair value of currency derivatives, by class, entered into as of 31 December: Amount Market value as of 31 Dec. 2010 3.6700 % 80 000 -1 068 3.5500 % 100 000 -962 18/03/14 3.6425 % 100 000 -1 249 06/05/09 18/03/14 3.7200 % 100 000 -1 490 28/09/10 28/09/22 3.9400 % 250 000 4 993 Interest rate swaps 28/09/10 28/09/22 3.6150 % 250 000 11 008 Interest rate swaps 02/07/12 30/06/15 3.8075 % 200 000 957 Interest rate swaps 02/07/12 30/06/15 3.7900 % 200 000 1 071 1 280 000 13 259 Interest rate derivatives Start date End date Fixed rate Interest rate swaps 31/03/09 18/03/14 Interest rate swaps 31/03/09 18/03/14 Interest rate swaps 29/04/09 Interest rate swaps Interest rate swaps Interest rate derivatives included in cash flow hedging Total interest rate derivatives where the change in value is charged to equity 1) Interest rate derivatives not subject to hedge accounting Interest rate swaps 16/11/11 18/11/19 4.8400 % 100 000 -3 640 Interest rate swaps 01/12/11 02/12/19 4.6990 % 100 000 -2 606 200 000 -6 246 1 480 000 7 014 Total interest rate derivatives recognised in accordance with the lower of cost or market principle 2) Total interest rate swaps Market value as of 31 December 2010 excludes accrued interest. 1) Fair value of currency derivatives that are included in cash flow hedging, NOK 13.3 million, is entered into the balance sheet as other long-term receivables. The accumulated amount related to cash flow hedging included in Other equity as of 31 December 2010 is NOK 9.5 million, of which NOK 7.4 million is recognised directly against Other equity in the current year. 2) The value of interest rate derivatives that are evaluated at the principle of lower cost or market, NOK -6.2 million, is recognised in the balance sheet as a long-term financial liability. INTEREST SENSITIVITY ANALYSIS The analysis illustrates the interest risk associated with to the Group’s interest-bearing debt and interest derivatives. This is an illustration of how an interest rate change of 2 % will affect equity and the result, respectively. Any effects on the market value of the interest rate derivatives as a result of changes in the future yield curve are not included in the analysis. A nominal tax rate of 28 % has been used. Net profit after taxes Equity Net exposure NOK million +2 % -2 % +2 % -2 % Bond issues with fixed interest rates 500 – – – – Bond issues with variable interest rates 380 -5.5 5.5 – – 1 335 -19.9 19.9 – – 134 -1.9 1.9 – – 1 480 21.3 -21.3 18.4 -18.4 -5.9 5.9 18.4 -18.4 THE TINE GROUP Other long-term interest-bearing debt, variable interest rate Short-term interest-bearing debt, variable interest rate Interest rate swaps at fixed interest rates Total Note 17 continues on following page 63 TINE annual report 2010 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Note 17 continued Net profit after taxes Equity Net exposure NOK million +2 % -2 % +2 % -2 % Bond issues with fixed interest rates 500 – – – – Bond issues with variable interest rates 380 -5.5 5.5 – – 1 278 -18.7 18.7 – – 100 -1.4 1.4 – – 1 480 21.3 -21.3 18.4 -18.4 -4.2 4.2 18.4 -18.4 TINE SA Other long-term interest-bearing debt, variable interest rate Short-term interest-bearing debt, variable interest rate Interest rate swaps at fixed interest rates Total Credit risk Credit risk is the risk of a party inflicting a financial loss on the other party by not fulfilling its obligations. TINE assumes counterparty risk in the sale of goods, in investment of surplus liquidity and in financial derivatives trading. TINE has established routines for credit rating of customers and establishment of credit limits in relation to the company’s credit policy. These guidelines allow e.g for reassessment of guarantees or demanding cash payment for deliveries of goods. The TINE Group’s customers are wholesalers and individual customers in several segments. Their capacity to pay is regarded as good and TINE’s losses on receivables have historically been low. In connection with the change in the fundamental conditions in the world economy, the follow-up of exposed customer groups has been strengthened. TINE SA has also entered into an operating guarantee scheme where TINE guarantees maximum 50% of outstanding credit which the milk producers have in the Trade Credit Facility for agriculture. Historically there have been low payments under this scheme. Counterparty risk for financial derivatives and investment in liquid assets are reduced through selection of counterparties with high credit ratings. note 18 LIquidity risk The liquidity risk is the risk that TINE will not be able to service its financial liabilities as they mature. TINE manages its liquidity risk by having sufficient liquid reserves and overdraft facilities in agreed credit limits with banks and by continuous monitoring future cash flows from the Group’s financial assets and liabilities. TINE’s liquidity is considered to be good. TINE has a loan potential which has not been utilised, and the available framework indicates that the liquidity risk can be regarded as very low. TINE is in an investment phase and the work on planning future plant structures and financing is in progress. During 2010, TINE has taken up two new long-term loans totaling NOK 900 million, and also repaid bond issues totaling NOK 219 million. Reference is made to Note 28 where a further description is given of overdraft facilities and the financing situation. RAW MATERIALS RISK Raw materials risk is risk related to price trends on input factors. The price of milk on the world market as well as in our closest markets (Nordic region and the EU) is rising. The price development during the first half of 2010 was stable, but we have seen a considerable increase in the price of milk during the last half of 2010. The rapid growth in price on the world market during the autumn of 2010, is due inter alia to lower production of milk and increased demand. For instance, China bought large amounts of whole milk powder. The prices on the world market are expected to rise somewhat during 2011. TINE’s risk with regard to the price of milk is connected with the negotiations within agriculture where the target price of milk is accepted through the negotiation of an agricultural agreement. Import tariffs are the framework for how much the prices of products and therefore target prices can be increased. From 1 January 2011, a percentage tariff was introduced on consumer milk, which has resulted in much better tariff protection for these products. During 2010 the price of raw materials, factor inputs and packaging has risen internationally. In particular, sugar, juice and cocoa have experienced a substantial increase in prices. The Norwegian krone has become even stronger throughout 2010. The effects of a strong price increase on foreign input factors and packaging have thereby been lessened for Norwegian importers because of a steadily stronger Norwegian krone. Taxes Amounts in NOK 1000 THE TINE GROUP 2010 1 085 486 303 936 TINE SA 2009 Reconciliation from nominal to actual tax rate: 847 743 Profit before tax 237 368 Expected income tax according to nominal tax rates 2010 2009 1 072 228 887 889 300 224 248 609 Tax effect of the following items: 17 003 15 191 Non-deductible costs 13 361 26 877 -15 544 -14 636 Non-taxable income -11 324 -11 579 3 673 -134 488 5 900 2 550 12 379 -19 518 175 891 16.2 % 3 851 Differences in tax rates in other countries -110 139 Payments to milk producers 5 942 Amortisation of goodwill 26 106 Change in write-down of deferred tax assets 10 393 Wealth tax -46 Other items 174 030 Income tax expense 20.5 % Effective tax rate – – -134 488 -110 139 – – – – 12 318 10 344 -1 557 -2 630 178 534 161 482 16.7 % 18.2 % Note 18 continues on following page 64 TINE annual report 2010 Statistics Subsidiaries Addresses Note 18 continued THE TINE GROUP TINE SA 2010 2009 Deferred tax effect of items recognised directly against equity: 2010 2009 2 889 4 643 Change in value cash flow hedging 2 889 4 643 2 889 4 643 Deferred tax effect of items recognised directly in equity 2 889 4 643 THE TINE GROUP / NORWAY 2010 163 254 THE TINE GROUP / INTERNATIONAL 2009 Split of income tax expense between Norway and other countries: 158 168 Income tax expense 2010 2009 12 637 15 862 TINE KONSERN TINE SA 2010 74 778 2009 Tax payable in the balance sheet: 142 560 Income tax – Tax effect of disbursed group contribution – 12 379 87 157 10 393 Wealth tax 152 953 Tax payable in the balance sheet 2010 2009 77 898 122 851 -7 259 -26 716 12 318 10 344 82 957 106 479 Assets Liabilities THE TINE GROUP 2010 Assets Liabilities 51 215 – – 18 773 6 410 – – 447 086 – 45 881 26 287 – – 13 099 – 5 134 2009 Specification of tax effect of temporary differences and loss carried forward: Fixed assets Excess values through acquisitions Long-term liabilities Financial fixed assets Inventories Short-term receivables Short-term liabilities Deferred taxable gains / losses 44 592 – – 24 428 61 932 – – 405 350 – 35 384 1 752 – 14 853 – – 5 193 108 750 – Remuneration / loss carried forward 107 059 – 192 662 529 973 Total 230 188 470 355 -80 616 -80 616 Offsetting of tax assets / tax liabilities -120 001 -120 001 112 046 449 357 Deferred tax assets / tax liabilities 110 187 350 354 -95 520 – Unrecognised deferred tax asset -90 184 – 16 526 449 357 Net deferred tax asset / tax liability in the balance sheet 20 003 350 354 Deferred tax assets is recognised based on future earnings. Losses carried forward have no time limit. NOK 11 474 000 of the tax effect of loss carried forward belong to Norwegian subsidiaries owned less than 90%. TINE SA 2010 Assets Liabilities 45 317 – – 447 086 2009 Specification of tax effect of temporary differences and loss carried forward: Fixed assets Financial fixed assets Long-term liabilities 27 492 – – 35 949 24 284 – Short-term receivables – – Short-term liabilities – 3 765 Inventories Deferred taxable gains / losses Assets Liabilities 38 294 – – 379 598 51 430 – – 30 622 898 – 25 459 – – 4 706 97 093 486 800 Total 116 081 414 926 -97 093 -97 093 Offsetting of tax assets / tax liabilities -116 081 -116 081 – 389 707 Deferred tax assets / tax liability in the balance sheet – 298 845 65 TINE annual report 2010 note 19 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Equity Amounts in NOK 1000 THE TINE GROUP 2010 Cooperative share Subsequent payment fund Other equity Minorities Total equity 10 932 – 4 562 593 57 400 4 630 925 2009 Cooperative share Equity at 1 January Subsequent payment fund 11 244 Total equity Minorities 4 300 754 62 483 4 374 481 Change in equity for the year – – 906 460 3 135 909 595 – – -480 315 – -480 315 – 340 000 -340 000 – – Net profit for the year and minority interest – 672 168 1 545 673 713 Allocated to milk producers – -393 355 – -393 355 Allocated to subsequent payment fund 1) – – – – -312 – – -312 – 11 940 – 11 940 -1 243 – – – -1 243 Payments/disbursement of cooperative share capital – – 7 417 – 7 417 Hedging of future cash flows – – -1 118 – -1 118 – – – – – Equity hedging of foreign companies – – – – Provided by minority interests – – 276 276 – – – -7 357 -7 357 The minority's share of disbursed dividend – – -6 844 -6 844 – – 1 229 95 1 324 Conversion difference/miscellaneous – -28 914 -60 -28 974 9 689 340 000 4 656 266 53 273 5 059 228 10 932 4 562 593 57 400 4 630 925 Equity at 31 December TINE SA 2010 Cooperative share Subsequent payment fond Other equity Total equity 10 932 – 4 728 189 4 739 121 2009 Cooperative share Equity at 1 January Other equity 11 244 Total equity 4 450 486 4 461 730 Change in equity for the year 1) 1) – – 893 694 893 694 – – -480 315 -480 315 – 340 000 -340 000 – Net profit for the year – 726 407 726 407 Allocated to milk producers – -393 355 -393 355 Allocated to subsequent payment fund 1) – – – -1 243 – – -1 243 Payments/disbursement of cooperative share capital -312 – -312 – – 7 417 7 417 Hedging of future cash flows – 11 940 11 940 – – – – Group contribution paid 2) – -67 293 -67 293 – – -1 593 -1 593 Miscellaneous – 4 4 9 689 340 000 4 807 392 5 157 081 10 932 4 728 189 4 739 121 Equity at 31 December The establishment of a subsequent payment fund presumes a decision in the Annual Meeting in April 2011. Concerns group contribution granted from TINE Meieriet Sør BA to Diplom-Is AS. note 20 Obligations related to financial leasing Amounts in NOK 1000 THE TINE GROUP TINE SA 31.12.2010 31.12.2009 31.12.2010 31.12.2009 45 692 50 336 53 978 58 729 Present value of minimum 95 767 lease payments 63 202 104 160 Nominal value 75 148 Estimated minimum lease payments which fall due during one year, two to five years, and over five years respectively. THE TINE GROUP 1 year TINE SA 2 to 5 years More than 5 years Total 20 095 41 586 1 521 Present value of minimum 63 202 lease payments 24 638 48 959 1 552 75 148 Fair value 1 year 2 to 5 years More than 5 years Total 10 413 33 758 1 521 45 692 13 032 39 395 1 552 53 978 Book value of leased assets is specified in Note 10 Tangible fixed assets, on page 59. Fixed assets that are leased on terms that essentially transfer the financial rights and liabilities to Group companies are capitalised at current value of the lease (financial lease). The liability is included in the 66 long-term interest-bearing debt. The fixed assets are depreciated according to plan, and the liability is reduced by the leasing payment after the deduction of calculated interest cost. For other leasing agree- ments, the rental payment is an operating expense which is distributed over the leasing period. TINE annual report 2010 Statistics Subsidiaries Addresses note 21 Long-term intercompany receivables Amounts in NOK 1000 TINE SA 2010 2009 Long-term intercompany receivables 179 970 181 353 Total long-term intercompany receivables 179 970 181 353 Long-term intercompany receivables are loans TINE SA has issued to subsidiaries. The loans are exempt from repayment, but interest is charged on the principal. For 2009, the average interest rate was 4.0% p.a. and for 2010 the average interest rate was 4.8% p.a. note 22 Other long-term receivables Amounts in NOK 1000 THE TINE GROUP 31.12.2010 note 23 TINE SA 31.12.2009 Other long-term receivables 31.12.2010 31.12.2009 14 172 10 328 Carrying amount of financial derivatives classified as long-term receivables, cf. Note 17 14 172 10 328 19 828 22 412 Loans to associated companies 19 828 22 412 21 103 35 246 Other long-term receivables 16 131 19 490 55 103 67 986 Total other long-term receivables 50 131 52 230 Inventories Amounts in NOK 1000 THE TINE GROUP TINE SA 31.12.2010 31.12.2009 Specification 31.12.2010 252 886 254 658 Raw materials 221 380 225 450 640 851 581 117 Goods in production 466 720 519 999 594 648 678 001 Convenience products 501 743 469 200 49 041 1 537 426 64 038 Goods for resale 1 577 814 Total inventories 21 640 34 932 1 211 483 1 249 581 THE TINE GROUP 31.12.2010 1 384 727 152 699 1 537 426 31.12.2009 TINE SA 31.12.2009 Value assessment 973 513 Valued at acquisition cost 604 301 Valued at fair value 1 577 814 Total inventories 31.12.2010 31.12.2009 1 058 784 645 281 152 699 604 301 1 211 483 1 249 581 The Group’s inventories have been written down by NOK 19.5 million as of 31 December 2010 due to obsolescence and downgrading as a result of changed market conditions for the individual product segment. The equivalent figure for 2009 was NOK 29.1 million. note 24 Trade receivables and accounts payable to associated companies Amounts in NOK 1000 THE TINE GROUP 31.12.2010 1 182 TINE SA 31.12.2009 Outstanding accounts with associated companies 1 336 Trade receivables and other short-term receivables 31.12.2010 31.12.2009 1 182 1 321 19 828 22 412 Other long-term receivables 19 828 22 412 21 010 23 748 Total short and long-term receivables from associated companies 21 010 23 733 33 864 22 461 Trade accounts payable and other short-term liabilities 33 206 12 176 33 864 22 461 Total short-term liabilities to associated companies 33 206 12 176 67 TINE annual report 2010 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Other short-term receivables note 25 Amounts in NOK 1000 THE TINE GROUP 31.12.2010 TINE SA 31.12.2009 Other short-term receivables 31.12.2010 9 324 Value of financial derivatives classified as short-term receivables, cf. Note 17 12 066 21 267 Quota loans to milk producers 17 345 31.12.2009 12 066 9 324 17 345 21 267 250 348 301 135 283 446 Other short-term receivables 240 895 145 550 116 549 Credit to milk producers, settled towards backpayment 145 550 116 549 476 096 430 586 Total other short-term receivables 415 856 397 488 Bank deposits, cash and money market securities note 26 Amounts in NOK 1000 THE TINE GROUP 31.12.2010 TINE SA 31.12.2009 556 884 31.12.2010 394 243 Bank deposits, cash and money market securities 31.12.2009 466 150 236 988 consisting of: 203 455 973 216 7 297 Restricted bank deposits 1 023 763 Unused part of overdraft facilities 200 000 – 850 000 920 000 TINE SA has a group account contract with Danske Bank, Fokus Bank for a total overdraft facility for the whole of the Group with the exception of Norseland Inc., Norseland Ltd., Salmon Brands AS and Fjordland AS, which have separate bank contracts and overdraft facilities. note 27 Minority interests Amounts in NOK 1000 Minorities represent external owners’ shares in subsidiaries Minority interests are distributed as follows: 2010 2009 39 612 46 722 Salmon Brands AS 7 056 4 168 Bunes Fryselager AL 5 438 5 034 Wernersson Ost AB 1 167 1 476 53 273 57 400 Fjordland AS Total minority interests note 28 Long-term loans Long-term loans in TINE SA include NOK 880 million in bond issues and NOK 900 million in other loans, as well as NOK 332 million in multi-currency drawing rights, with a borrowing limit of NOK 750 million. For TINE SA, financial leasing contracts with a due date later than one year amount to NOK 46 million and for the TINE Group NOK 63 million. In 2010, the financial market has been liquid with relatively stable low Amounts in NOK 1000 interest rates throughout the year. The average interest rate for interest-bearing loans for 2010 was 4.40 %. The corresponding average interest rate was 4.55 % in 2009. This is somewhat higher than for 2010, mainly due to outstanding bond issues with relatively high margins, which matured in 2009, as well as high borrowing in combination with high market interest rates at the start of 2009. Bond issues TINE SA has two bond issues traded on ABM (Alternative Bond Market) with a total outstanding amount of NOK 880 million as of 31 December 2010. Both loans are based on contracts with Norsk Tillitsmann ASA. The loans have a negative pledge clause and are on the same footing as other interest-bearing loans. Amounts in NOK million Face value Interest Duration Description Bond issue NOK 500 million Fixed 6.05 % 03/18/14 Coupon Bond issue NOK 380 million Variable 03/18/14 Coupon Export finance NOK 400 million Variable 06/30/15 Coupon The Nordic Investment Bank NOK 500 million Variable 09/30/22 Payments starting year 6 Multi-currency drawing right TINE SA has a contract with four banks regarding longterm multi-currency drawing rights of NOK 750 million. The drawing facility amounted to NOK 1 500 million until June 2010, and it was then reduced to NOK 750 million The remaining drawing facility falls due with NOK 750 million in June 2012. As of 31 December 2010, NOK 257 million was drawn on the loan contract. Loan terms TINE’s loan contracts have negative pledge clauses. The contracts limit the possibility of taking up new loans secured by mortgage without the approval of the lenders. Other important loan conditions are requirements for a minimum equity-to-assets ratio in the TINE Group, limitation on access to use financial leasing over NOK 100 million in major subsidiaries and that the sale of assets which are a substantial part of the activity must be approved by the lenders. Note 28 continues on following page 68 TINE annual report 2010 Statistics Subsidiaries Addresses Note 28 continued The following tables show contractual repayments on loans per year: THE TINE GROUP Total repayments at 31 Dec. 2010 Total repayments at 31 Dec. 2009 – 880 000 1 099 000 900 000 900 000 – – – 332 022 257 253 39 380 51 719 7 866 6 141 63 964 95 999 887 866 906 141 2 215 366 1 503 971 2015 and later Total repayments at 31 Dec. 2010 Total repayments at 31 Dec. 2009 1 099 000 Repayments in: 2011 2012 2013 2014 Bond issue – – – 880 000 Other long-term interest-bearing debt – – – – Multi-currency drawing rights Bank loans – 332 022 39 380 – – – – – Other loans 20 856 18 399 10 702 Total repayments 60 236 350 421 10 702 Loan type 2015 and later TINE SA Repayments in: 2011 2012 2013 2014 Bond issue – – – 880 000 – 880 000 Other long-term interest-bearing debt – – – – 900 000 900 000 – Multi-currency drawing rights Bank loans – 332 022 – – – – 332 022 257 253 Loan type – – – – – – Other loans 10 645 10 571 10 702 7 866 6 141 45 925 50 568 Total repayments 10 645 342 593 10 702 887 866 906 141 2 157 947 1 406 821 note 29 Short-term interest-bearing liabilities Amounts in NOK 1000 THE TINE GROUP 31.12.2010 TINE SA 31.12.2009 Short-term interest-bearing liabilities 300 000 Certificate loans 100 000 34 000 Overdraft facility 33 823 334 000 Total short-term interest-bearing liabilities 133 823 note 30 31.12.2010 100 000 – 100 000 300 000 Amounts in NOK 1000 THE TINE GROUP TINE SA 31.12.2009 Other short-term liabilities 16 828 Carrying amount of financial derivatives classified as short-term liabilities, cf. Note 17 15 933 note 31 300 000 – Other short-term liabilities 31.12.2010 31.12.2009 31.12.2010 31.12.2009 15 933 16 828 785 400 705 511 Other short-term liabilities 625 608 547 052 801 333 722 339 Total other short-term liabilities 641 541 563 880 Mortgages Amounts in NOK 1000 THE TINE GROUP 31.12.2010 124 877 TINE SA 31.12.2009 31.12.2010 112 471 Debt secured by mortgage Carrying amount of pledged assets 31.12.2009 – – – – 137 666 146 012 Buildings and land – – 195 480 216 771 Machines - movable property – – – – 119 785 Trade receivables – – 540 551 Total mortgaged assets – – 78 292 84 299 495 737 57 983 Inventories A limited part of the long-term debt at Group level is secured by mortgage. This mortgage was provided in TINE’s subsidiaries at the time TINE took up the existing longterm loans in the Group. Negative pledge security is given in the TINE Group’s assets in that the company has obligated itself towards the lenders not to take up new loans secured by mortgage without the consent of the lenders. 69 TINE annual report 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report LOANS As of 31 December 2010, loans to employees for purchase of vehicles and PCs amount to NOK 6.4 million for the TINE Group and NOK 6.3 million for TINE SA. As of 31 December 2009, total loans in this connection were NOK 6.7 million for the TINE Group and NOK 0.6 million for TINE SA, respectively. The utilised limit as of 31 December 2010 is NOK 140 million, of which tax withholding guarantees amount to NOK 119 million. TINE SA stands surety towards Danske Bank, Fokus Bank for NOK 178 million as security for that part of the guarantee limit which is used by TINE’s subsidiaries. has been granted to Norseland Ltd., where TINE SA guarantees the company’s operation for the next 12 months. GUARANTEES TINE SA: Bank guarantees Danske Bank, Fokus Bank has provided a total guarantee limit of NOK 300 million at the disposal of TINE SA. The guarantee covers a tax withholding guarantee for subsidiaries, guarantee to the Norwegian Agricultural Authority concerning import quotas of cheese, transport licence guarantees, rental guarantees and contract guarantees. Other guarantees NOK 148 million: TINE SA stands surety vis-a-vis Danske Bank, Focus Bank as security for the signed agreement regarding group allocation with majorityowned subsidiaries. NOK 1.5 million: Parent company guarantee by TINE SA to Toyota Material Handling Norway AS as security for Diplom-Is AS’ liabilities relating to a signed lease agreement. note 32 note 33 Loans and guarantees GBP 8 million: Parent company guarantee by TINE SA to Danske Bank, Focus Bank as security for Norseland Ltd.’s liabilities to the bank. A «Letter of Support» In general, TINE SA covers maximum 50 % of the current operating credits the milk producers have in the Operating Credit Scheme for Agriculture. Outstanding accounts with the Norwegian Agricultural Authority – market regulation and subsidy schemes Market schemes for milk consist of: 1) The quota scheme for milk which is one of the regulation measures to adjust milk production to requirements. 2) Market regulation which TINE handles on behalf of all the milk producers in the country. 3) Subsidy schemes for milk producers: Basic and district subsidies. 4) Price compensation scheme which equalises between milk applications and geographic diffe rences. 5) Import tariffs which are notified through the WTO agreement. Outstanding accounts here include market regulation, (2) subsidy schemes (3) which are agreed in the agricultural agreement and where TINE also has the task of payment to its owners, as well as the price compensation scheme (4). Milk deliveries vary throughout the year and the variation is different in different areas of the country, while the domestic consumption is relatively steady. The need for regulation therefore arises from the lack of correlation between the supply of milk and consumption. Market regulation TINE SA ensures market regulation in the dairy sector on behalf of all the milk producers in the country. The purpose is to implement different regulatory measures for: on the one hand to ensure all milk producers sale of their products at agreed target prices, and on the other hand, TINE Milk Supplies shall ensure satisfactory supplies of raw milk on equal terms to all players in the market scheme for milk. The Sales and Marketing Council is responsible for the regulations that set the terms for implementation of market regulation, and the Sales and Marketing Council manages the application of the funds. The Norwegian Agricultural Authority is the secretariat for the Sales and Marketing Council. The Authority considers applications/proposals from the market regulator and presents recommendations for decisions to the Council. • • EUR 6 million: Parent company guarantee by TINE SA to Danske Bank, Focus Bank as security for Wernersson Ost AB’s liabilities to the bank. The most important sales measures are regulatory storage, regulated transport of milk, compensation for unused production capacity and regulatory export. In addition, funds are used for professional measures directed towards quality and breeding work at dairy farms, information work undertaken by the Information Office for Dairy Products (melk.no) and price reduction of school milk. Administration costs in TINE and costs for administration of the scheme in the Norwegian Agricultural Authority/Sales and Marketing Council are also incurred. The budget for TINE’s costs including market adjustment in 2010 was NOK 109.9 million. Including professional measures and information activities, support to KSL Matmerk and administration of market regulation in the Norwegian Agricultural Authority and the Norwegian Agricultural Marketing Board, the budget totalled NOK 158.9 million. The cost of market regulation is covered by all the country’s milk producers paying a sales tax of NOK 0.09 per litre for the first half of the year and NOK 0.08 per litre for the second half of the year. The cost coverage also includes paid over-production tax and any income from extraordinary sale of quotas. The market regulation section is responsible for ensuring that TINE SA receives coverage for its regulation costs, as presented in the following table. TINE SA’s costs for market regulation, including administration of the scheme, are not included in the accounts for TINE Milk Supplies. Basic and district subsidies This is a subsidy that TINE pays to its owners in accordance with an agreement with the authorities. The amount of the subsidies is negotiated in the agricultural agreement and varies based on the extent of production and geographical location The money is transferred from the Norwegian Agricultural Authority and is paid to producers in the producer settlement. Note 33 continues on following page 70 TINE annual report 2010 Statistics Subsidiaries Addresses Note 33 continued Amounts in NOK 1000 2010 2009 Available funds Outstanding accounts at 1 January 8 143 -11 619 Payments/disbursements -23 891 17 319 Adjustments for previous years 15 748 -446 Received for professional measures and information activities 33 452 33 403 Sales tax funds 109 930 166 589 Total available funds 143 382 205 247 Price write-down export 12 368 40 419 Price write-down domestic, excluding school milk 10 025 17 313 Other measures, excluding administration and interest 38 174 60 149 School milk scheme 29 658 34 340 Administration TINE and interest 11 469 11 609 101 694 163 830 Expenditures Sales measures, school milk, administration and interest: Total expenditures excluding professional measures Professional measures and information activities Total expenditures Outstanding sales measures at 31 December 33 452 33 403 135 146 197 233 8 236 8 014 Collected taxes Collected sales tax 124 070 138 757 Collected over-production tax 47 360 59 350 Collected research tax 22 761 22 130 -13 057 -27 245 Outstanding accounts between the Norwegian Agricultural Authority and TINE SA at 31 December Unpaid, collectable taxes Receivable subsidy scheme Payable compensation scheme 5 014 45 604 -51 229 -33 155 Basic and district subsidies Basic subsidy District subsidy 61 789 57 349 477 943 462 283 Basic and district subsidies disbursed from TINE SA to milk producers on behalf of the Norwegian Agricultural Authority (SLF). COMPENSATION SETTLEMENT MARKET SCHEME FOR MILK The price compensation scheme for milk is intended to regulate the price differentiation of milk as raw material for different applications in accordance with the agricultural agreement’s provisions by ensuring a higher total market consumption and at the same time enabling milk producers to receive equal milk prices independent of milk applications and location of production. Another important premise for the scheme Adjustment tax/addition and feed transport subsidy In-freight addition Distribution addition Total in-freight addition and distribution addition (see Note 12) Settlement in-freight addition and distribution addition previous years Main milk/by-product application Settlement main milk/by-product application previous years Net adjustment tax/addition and feed transport subsidy is to ensure equal competition conditions for the players who are part of the scheme. The statutory basis for the scheme is the Regulations relating to the price compensation scheme for milk, laid down by the Ministry of Agriculture on 4 December 2003. 2010 2009 -442 049 -417 782 -10 659 -10 867 -452 708 -428 649 37 -93 652 857 644 271 -24 213 6 276 175 973 221 805 In-freight addition and distribution addition are recognised in the income statement under other operating expenses, see Note 12. Main milk/by-product application is charged as commodity cost. 71 TINE annual report 2010 note 34 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report Norwegian Institute of Agricultural Financial Research (NILF), and approved by the Norwegian Agricultural Authority (SLF). Over the course of the seven years that TINE Råvare has existed, the agreements have been further developed and in 2010, as a result of the merger, the agreements were converted to service instructions applicable for TINE Råvare and the various joint areas within TINE SA. Formally, TINE Råvare is included as a part of TINE’s annual accounts, but through the contract between TINE SA and the Government by SLF, any surplus/deficit in TINE Råvare shall be settled against the milk producers. In addition, separate reporting shall be undertaken of the accounts for TINE Råvare which documents that TINE has met its obligations in relation to this contract. The audit of TINE Råvare will be carried out by the same audit firm that performs the audit of the company accounts and consolidated accounts for TINE SA. The 2010 accounts for TINE Råvare show a profit of NOK 16.3 million. The profit as of 31 December 2010 will be settled towards the milk producers in the next year and is therefore included in the basis for stipulation of disbursement price to the producer (the basic price) over the next year. The various income, expense and balance sheet items for TINE Råvare are included in the respective accounts and balance sheet items in the company accounts for TINE SA. It is only the net result in TINE Råvare which is eliminated from the net result in TINE SA. The accounts for TINE Råvare are presented below. TINE Råvare TINE Råvare was established as a separate accounting and profit centre from 1 January 2004, based on an agreement signed between the Government and TINE SA (then TINE BA) stipulating that there must be a clear administrative and accounting distinction between raw materials handling and processing in TINE. TINE Råvare performs all tasks related to handling of milk as raw material from the milk producers and up to the individual participants in the market scheme for milk. All players, including TINE, purchase raw milk at the same price from TINE Råvare. To carry out its tasks, TINE Råvare purchases various services from the dairies or from other components of TINE SA. Separate contracts have been entered into for these services which basically build on a set-up developed and quality-assured by the Amounts in NOK 1000 Accounts for TINE Milk Supplies 2010 2009 Sales of raw cow and goat milk 6 556 889 6 415 058 Cost of raw cow and goat milk -6 160 336 -5 982 712 Gross profit 396 553 432 345 Producer functions 152 693 159 574 Coordination towards farmers 24 147 25 262 124 558 129 818 37 144 38 884 8 751 41 894 Own costs in TINE Milk Supplies 16 174 18 889 Administration and infrastructure 13 626 16 124 Farm tanks Milk inspection Collection and inbound transport (net) Interest on working capital -7 119 -8 244 Membership fee and Geno -16 090 -16 134 353 885 406 066 Total costs Gain / loss TINE Milk Supplies before carry-forward 42 669 26 279 Gain / loss carried forward from last year -26 378 -52 658 Gain / loss TINE Milk Supplies to carry-forward 16 291 -26 378 note 35 Business combinations and changes in ownership interests Tine SA purchased 100% of the shares in Tine Eiendom Espehaugen AS in February 2010. The company owns a lot that TINE plans to use for a future new dairy plant in Bergen. The property is located at Espehaugen, near Flesland. Reference is made to Note 14. note 36 Provisions Amounts in NOK million THE TINE GROUP 2010 2009 Reorganisation costs 10 18 Production contract for cheese abroad 29 33 Reorganisation costs include the final payment and costs of buying out of rental contracts. Reorganisation measures have been completed both in TINE SA’s dairy activity and in Diplom-Is Sverige during both years. Production contract for cheese abroad, see comment under TINE SA, next page. Note 36 continues on following page 72 TINE annual report 2010 Statistics Subsidiaries Addresses Note 36 continued TINE SA 2010 2009 Agreement regarding minimum use of marine oils 13 10 Production contract for cheese abroad 17 0 Production contract for cheese abroad, onerous contract volume 29 33 TINE SA has entered into a binding contract with Maritex AS for an annual minimum purchase of marine oils. The provision represents the difference between expected purchase and obligated minimum purchase note 37 for 2010. TINE SA has entered into a licensing contract with Dairygold Ltd. in Ireland concerning production of Jarlsberg. The contract includes a volume of minimum 3 000 tonnes per year up to and including Other off balance sheet liabilities and contingent liabilities against the State, represented by the Norwegian Competition Authority, asserting that the decision should be repealed. Oslo District Court found in favour of TINE SA in the spring of 2009. The Norwegian Competition Authority appealed the decision to Borgarting Court of Appeal, asserting that the original decision should be upheld. Borgarting Court of Appeal found in favour of TINE SA in the autumn of 2010 in two of the Norwegian Competition Authority allegations regarding violation of the Competition Act, while the Court found in favour of the Norwegian Competition Authority in one of the allegations concerning misuse of a dominant position. At the same time, the Court of Appeal reduced the administrative fine to NOK 30 million. Parts of the Court of Appeal’s decision have been appealed to the Supreme Court of Norway, as TINE SA believes no proof has been furnished regarding violation of the Competition Act. As a result of the appeal hearing and pending the final decision, no accounting provisions have been made for this matter. Norseland Inc. has a production contract with Alpine Cheese Company in the US concerning production of Jarlsberg. The agreement runs until 2013 with an automatic renewal for 10 years unless one of the parties terminates the agreement. Norseland Inc. is obligated to place a minimum of 907 tonnes of cheese with Alpine each year. reaching these objectives. We pay taxes in connection with discharge to water and delivery of different types of waste. There are environmental taxes on several types of packaging materials. Investments are being made to reduce TINE’s environmental impact, e.g. by building and upgrading of cleaning plants, equipment for saving energy and water and equipment for source separation of waste. For further information, reference is made to a separate description in the annual report. Subsidiaries in the TINE Group have rental relationships and rental contracts concerning rental of external office premises, rental of warehouse and refrigeration plants, rental of bottling machines and other production machinery, rental of trucks and other means of transport, rental of office machines and rental of computers. In 2005, the Norwegian Competition Authority notified TINE SA (then TINE BA) of an administrative fine of up to NOK 45 million for breach of the Competition Act. The claim was that TINE had abused a dominant position. The final decision from the Norwegian Competition Authority came in February 2007 and was in line with the prior notification in 2007, TINE SA brought action note 38 Environmental issues The TINE Group has adopted environmental objectives within the areas of waste, discharge to water, phasing out of refrigerants, energy consumption and optimising of packaging materials. There are both operating expenses, wage costs and investments connected to note 39 2014. The provision partly represents the difference between expected minimum purchase and partly expected loss on resale. Major individual transactions Amounts in NOK million THE TINE GROUP Balance sheet 2010 2009 Investments in larger new plants 1 069 254 Write-down of tangible fixed assets 39 77 Costs connected to reorganisation and closure 10 18 78 – Cost Income Contractual pension (AFP) For investments in larger new plants and write-down of tangible fixed assets, see comments under TINE SA. Write-down of tangible fixed assets are mainly related to discontinued products due to market development and reduced profitability, as well as structural streamlining. Cost due to reorganisation and discontinuations are mainly related to TINE SA’s dairy activities and Diplom-Is in Sweden. As regards the effect of contractual pension (AFP), see comment under TINE SA. TINE SA Balance sheet 2010 2009 Investments in major new plants 1 069 254 Write-down of tangible fixed assets 26 27 Write-down of financial fixed assets 10 49 77 – Cost Income Contractual pension (AFP) Investments in major new plants for 2009 and 2010 apply to a new dairy plant at Jæren, expansion of the dairy plant at Verdal, and expansion of the terminal and warehouse in Oslo. Write-down of tangible fixed assets are mainly related to discontinued products due to market development and reduced profitability. See Note 16 for further comments concerning write-down of financial fixed assets. The result is influenced by a positive non-recurring effect related to changes in the rules for contractual pension (AFP). 73 TINE annual report 2010 note 40 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report Government grants Amounts in NOK 1000 Regarding the TINE Group and TINE SA, innovation and other governmental and municipal grants have been received as shown in the following table. The grants are presented net of costs incurred. THE TINE GROUP note 41 TINE SA 2010 2009 2010 1 063 1 213 Tax-related incentive scheme 2 802 3 865 2009 516 207 1 044 Other governmental and municipal grants 2 802 1 044 2 257 Total government grants 3 318 1 251 Discontinuation and divestment of business Diplom-Is’ ice cream activities in Sweden and Denmark were sold in 2010. The business in Sweden was sold with effect from 8 February 2010 and the business in Denmark was sold with effect from 1 October 2010. The ice cream businesses in Sweden and Denmark are presented together with other businesses in the Amounts in NOK 1000 income statement, balance sheet, cash flow statement and notes. The sale of the businesses yielded a total accounting loss of NOK 7 604 000 in 2010. The main figures from the annual accounts for the ice cream business in Sweden and Denmark are shown below. The result of the business 2010 2009 256 623 Operating income 124 526 Operating expenses 153 575 359 309 Operating result -29 049 -102 686 The assets and liabilities of the business 74 2010 12.31.2010 12.31.2009 Total assets 57 867 157 781 Debt 72 913 162 442 TINE annual report 2010 Statistics Subsidiaries Addresses Translation from the original Norwegian version To the Annual Meeting of TINE SA Independent auditor’s report Report on the Financial Statements We have audited the accompanying financial statements of TINE SA, which comprise the financial statements for the parent company, showing a profit of NOK 893 694 000, and the financial statements for the group, showing a profit of NOK 909 595 000. The financial statements comprise the balance sheets as at 31 December 2010, income statements and cash flows statements for the year then ended and a summary of significant accounting policies and other explanatory information. The Board of Directors and the Managing Director’s Responsibility for the Financial Statements The Board of Directors and the Managing Director is responsible for the preparation and fair presentation of these financial statements in accordance with the Norwegian accounting act and accounting standards and practices generally accepted in Norway, and for such internal control as the Board of Directors and the Managing Director determines is necessary to enable the preparation of 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 laws, regulations, and auditing standards and practices generally accepted in Norway, including International Standards on Auditing. Those standards require 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. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements give a true and fair view of the financial position of TINE SA and of the group as at 31 December 2010, and of its financial performance and its cash flows for the year then ended in accordance with the Norwegian accounting act and accounting standards and practices generally accepted in Norway. Report on Other Legal and Regulatory Requirements Opinion on the Board of Directors’ report and the allocation of the profit Based on our audit of the financial statements as described above, it is our opinion that the information presented in the Board of Directors report concerning the financial statements and the going concern assumption, and the proposal for the allocation of the profit, that presumes decision of establishment of subsequent payment fund in the annual meeting, complies with the law and regulations and that the information is consistent with the financial statements. Opinion on Registration and Documentation Based on our audit of the financial statements as described above, and control procedures we have considered necessary in accordance with the International Standard on Assurance Engagements (ISAE) 3000, «Assurance Engagements Other than Audits or Reviews of Historical Financial Information», it is our opinion that the company’s management has fulfilled its duty to produce a proper and clearly set out registration and documentation of the company’s accounting information in accordance with the law and bookkeeping standards and practices generally accepted in Norway. Oslo, 16 February 2011 Deloitte AS Vidar Nilsen (signed) State Authorised Public Accountant (Norway) [Translation has been made for information purposes only] 75 TINE ANNUAL REPORT 2010 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report highlights 2010 • The market has been characterised by declining sales in the supermarkets and growth in discount chains. • The Company has had a challenging market situation, but through efficient sales and the right product choices, it has delivered a satisfactory result. key figures (nok million) THE TINE GROUP Subsidiaries Tine’s domestic dairy operations OSTECOMPAGNIET AS ostecompagniet as markets and sells TINE’s speciality cheeses, Norwegian farm cheese and imported cheese from large parts of Europe. Ostecompagniet AS’ primary goal is to develop the market for speciality cheeses in Norway. Its vision is “Bringing cheese with character to the people”. turnover operating profit number of employees 2010 2009 265 5 13 260 1 13 Read more on ostecompagniet.no Tine’s international dairy operations NORSELAND INC NORSELAND LTD. WERNERSSON OST AB 76 norseland inc ripens, markets and distributes specialty cheeses from TINE and other producers to supermarkets and the institutional household market in the US. highlights 2010 • Norseland Inc delivered excellent results in spite of difficult financial times in the US. • The Company consolidated its position as category leader in the Swiss type cheese category • There has been robust growth in sales of Jarlsberg wheels from Norway norseland ltd. ripens, markets and distributes specialty cheeses from TINE and Ilchester in the grocery retail market in England. highlights 2010 • Good growth in sales of both TINE and Ilchester brands in England, but stiff competition puts pressure on the margins. • New slice line was installed and came online in own production premises in Somerset. • Good sales of Ilchester brands in for example the US and Sweden through TINE’s own companies. wernersson ost ab ripens, markets and distributes a broad and international cheese selection for supermarkets and the industrial household market in the Northic region. highlights 2010 • Large and successful Jarlsberg campaign on TV and in social media. • The company consolidated its position as Sweden’s second largest cheese supplier. • Cooperation with Skånemejerier in the industrial household market with the establishment of a joint company key figures (usd million) turnover operating profit number of employees 2010 2009 156 5 33 175 5 32 Read more on norseland.com key figures (gbp million) turnover operating profit number of employees 2010 2009 44 -1 162 43 -1 157 Read more on norseland.co.uk key figures (sek million) turnover operating profit number of employees 2010 2009 650 18 99 635 19 87 Read more on wernerssonost.se Statistics Subsidiaries Addresses TINE ANNUAL REPORT 2010 Want to know more? See tine.no Other business DIPLOM-IS AS FELLESJUICE AS diplom-is manufactures and markets ice cream and frozen desserts. fellesjuice as produces and sells juice and other non-dairy drinks, such as iced tea and smoothies. The best known brand name is Sunniva highlights 2010 • In Norway, ice cream sales were weak for all players, but Diplom-Is maintained its position in the market. • The company has a broad launch programme, especially within Royal one-litre ice cream. • Diplom-Is has sold the Swedish and Danish part of the business and laid a foundation for a focused effort in the Norwegian ice cream market in 2011. highlights 2010 • FellesJuice worked hard on building Sunniva as Norway’s most familiar brand of juice, which will continue in 2011. • Market surveys showed that Sunniva is in the process of establishing itself as a strong brand. • The total market for juice declined somewhat. key figures (nok million) turnover operating profit number of employees 2010 2009 1 022 -2 441 1 152 -87 584 Read more on diplom-is.no key figures (nok million) 2010 2009 194 4 9 224 7 8 2010 2009 1 130 13 75 1 002 21 79 turnover operating profit number of employees Read more on sunniva.no FJORDLAND AS MARITEX AS SALMON BRANDS AS fjordland as is a brand name company that carries out development, marketing and sale of fresh convenience food, margarines, yoghurt and desserts in the Norwegian market. highlights 2010 • Fjordland still inWests heavily in innovation and category growth within fresh convenience food. • 30 per cent of all Fjordland’s articles represent new products or concepts. • Additional focus on strengthened profitability in 2011 will ensure lasting innovation and competitiveness. maritex as produces superior marine oils (EPADHA) for use in dietary supplements and nutritional products, on both the domestic and international markets. highlights 2010 • First deliveries of EPADHA to the bread industry in India. • Broad distribution to Norwegian bread producers. • Stable, high quality in the products from the production facility on Sortland. salmon brands as increases the creation of value on fresh salmon through innovation, processing and branding. highlights 2010 • SALMA has consolidated its position as Norway’s first brand of fresh fish. • Continued robust growth in Norway, where the distribution over the course of the year became nationwide. • Own branch office established in Sweden, which together with France and Germany make up SALMA’s export markets. key figures (nok million) turnover operating profit number of employees Read more on fjordland.no key figures (nok million) 2010 2009 17 -11 12 20 -19 14 2010 2009 129 9 2 80 -4 - turnover operating profit number of employees Read more on maritex.com key figures (nok million) turnover operating profit number of employees Read more on salma.no 77 CEO This is TINE The brand The Industrial player The corporate citizen Annual report from the Group board TINE ANNUAL REPORT 2010 Income statement Balance sheet Statement of cash flows Accounting principles Notes Auditor’s report ADDRESSES HEAD OFFICE tine sa P.O.Box 25, NO-0051 OSLO Norway street adress Dronning Eufemias gate 6 Telephone +47 75 66 30 80 Fax +47 22 96 72 05 firmapost@tine.no TINE SA, REGIONS tine East P.O. Box 113 Kalbakken, NO-0902 OSLO Norway street adress Bedriftsveien 7 Telephone +47 75 66 30 80 managing director tine North P.O. Box 1054, NO-9480 HARSTAD Norway street adress Skogveien 18 Telephone +47 75 66 30 80 managing director Clement Roaldsveit WHOLLY-OWNED SUBSIDIARIES diplom-is as P.O. Box 23, NO-1483 SKYTTA Norway Bjørn Moldskred, wernersson ost ab Industrivägen 5, SE-523 90 Ulricehamn, Sweden Telefon +46 321 261 50 Fax +46 321 261 59 managing director Magnus Ekstrand magnus.ekstrand@ wernerssonost.se www.wernerssonost.se bjorn.moldskred@ diplom-is.no www.diplom-is.no Kjell Sårheim tine South P.O. Box 8053 Postterminalen, NO-4068 STAVANGER Norway street adress Grannessletta 112 Telephone +47 75 66 30 80 managing director Kjetil Thu tine West P.O. Box 6030 Postterminalen, NO-5892 BERGEN Norway street adress Minde Allé 10 Telephone +47 75 66 30 80 managing director Leif Arne Berge Tine Central Norway Landbrukssenteret Tunga, NO-7005 TRONDHEIM Norway street adress Bromstadvn. 68 Telephone +47 75 66 30 80 managing director Finn Bjørgo fellesJuice as P.O. Box 113 Kalbakken, NO-0902 OSLO Norway managing director André Gobel andre.gobel@fjordland.no www.fjordland.no Bedriftsveien 7 norseland inc. (us) 1260 East Main Street, Stamford, CT 06902 USA Telephone +1 203 324 5620 Fax +1 203 325 3189 salmon brands as P.O.Box 25, NO-0051 OSLO Norway Telephone +47 75 66 30 80 general manager president and ceo general manager Kjell Sårheim kjell.sarheim@tine.no From 1 May 2011 Siw D. Steen www.sunniva.no John J. Sullivan jsullivan@norseland.com www.norseland.com Trym Eidem Gundersen trym.eidem.gundersen@ tine.no www.salma.no Street address maritex as Havnegata 17 NO-8400 SORTLAND Norway Telephone +47 76 11 06 00 norseland ltd. (uk) Somerton Road, Ilchester, Somerset BA22 8JU, England Telephone +44 (0) 1935 842800 Fax +44 (0) 20 8622 3247 general manager ceo Torill Monsen-Abelseth, torill.monsen-abelseth@ maritex.com www.maritex.com Nigel Meadows nigel.meadows@tine.no www.norseland.co.uk ostecompagniet as P.O.Box 6678 Etterstad, NO-0609 OSLO Norway street adress Tevlingveien 23 Telephone +47 75 66 30 80 general manager Rune B. Jenssen rune.jenssen@tine.no www.ostecompagniet.no www.tine.no vd PARTLY OWNED SUBSIDIARIES fjordland as Brynsengveien 10 NO-0667 OSLO Norway Telephone +47 22 97 49 00
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