Annual Results 2019

Amersfoort, 13 February 2020

Content

HES, Hartel Tank Terminal

General Overview

Operational Overview

Sustainability

Financial Overview

Outlook

Appendix

| 2

Highlights

EBITDA FY 2019 increased to € 269 million (+7.2%) from € 251 million

Net result attributable to shareholders € 145 million (+5.8%), net result per share € 1.81 (FY 2018: € 1.71)

Order book remains high at € 8,916 million

Revenue increased to € 6,642 million (+12.1%)

Solvency 33.4% (+90bps)

Due to the formal launch of the offer by the majority shareholder Reggeborgh, the company will not propose to pay a final dividend over 2019

Continued delay in the tendering of large integrated infra project due to Nitrogen

Outlook: 2020 financial performance expected to be in line with 2019

All numbers exclude share incentive charge

| 3

All numbers exclude the impact of IFRS 16

Performance FY 2019 (I)

Underlying operational performance (excluding the OpenIJ provision and IFRS 16)

Net result

EBITDA

Net cash

attributable to

EBITDA

ROCE

Solvency

margin

position

shareholders

2019

2019

2019

31/12/19

31/12/19

31/12/19

€ 149 m

€ 273 m

4.1 %

25.3 %

33.4 %

€ 563 m

10.2

5.9

80

130

90

€197

%

%

bps

bps

bps

m

2018

2018

2018

31/12/18

31/12/18

31/12/18

€ 166 m

€ 290 m

4.9 %

24.0 %

32.5 %

€ 366 m

Order Book

Revenue

31/12/19

2019

€ 8,916 m

€ 6,642 m

12.1

%

31/12/18

2018

€ 8,924 m

€ 5,924 m

Financial performance (including the OpenIJ provision and excluding IFRS 16)

Net result

EBITDA

Net cash

attributable to

EBITDA

ROCE

Solvency

Order Book

Revenue

margin

position

shareholders

2019

2019

2019

31/12/19

31/12/19

31/12/19

31/12/19

2019

€ 146 m

€ 269 m

4.1 %

25.8 %

33.4 %

€ 563 m

€ 8,916 m

€ 6,642 m

10

570

90

€197

12.1

6.6%

7.2%

bps

bps

bps

m

%

2018

2018

2018

31/12/18

31/12/18

31/12/18

31/12/18

2018

€ 137 m

€ 251 m

4.2 %

20.1 %

32.5 %

€ 366 m

€ 8,924 m

€ 5,924 m

All numbers exclude share incentive charge (2019: € 4 million; 2018: € 6 million)

| 4

Performance FY 2019 (II)

Reported financial performance (including the OpenIJ provision and IFRS 16)*

Net result

EBITDA

Net cash

attributable to

EBITDA

ROCE

Solvency

Order Book

Revenue

margin

position

shareholders

2019

2019

2019

31/12/19

31/12/19

31/12/19

31/12/19

2019

€ 145 m

€ 342 m

5.2 %

19.0 %

31.4 %

€ 312 m

€ 8,916 m

€ 6,642 m

5.8

36.3

100

110

110

€ 54

12.1

bps

bps

m

%

%

bps

%

2018

2018

2018

31/12/18

31/12/18

31/12/18

31/12/18

2018

€ 137 m

€ 251 m

4.2 %

20.1 %

32.5 %

€ 366 m

€ 8,924 m

€ 5,924 m

All numbers exclude share incentive charge (2019: € 4 million; 2018: € 6 million).

| 5

* The comparative information for 2018 is not restated for IFRS 16

Revenue and EBITDA* per Segment - 2019 vs 2018

Revenue

EBITDA*

(€ million, unless stated otherwise)

2019

2018

2019

2018

NL - C&RED

2,358

2,105

12.0%

110

100

10.0%

NL - Infrastructure **

1,513

1,414

7.0%

**46

**61

-24.6%

NL - Energy & Telecoms Infrastructure

865

751

15.2%

44

39

12.8%

United Kingdom

1,344

1,116

20.4%

46

39

17.9%

Local currency GBP

1,180

984

19.9%

40

34

17.6%

North America

338

350

-3.4%

41

47

-12.8%

Local currency CAD

507

538

-5.8%

62

72

-13.9%

Germany

301

268

12.3%

18

16

12.5%

Other/eliminations

-77

-80

-32

-12

Subtotal

6,642

5,924

12.1%

273

290

-5.9%

OpenIJ provision

-4

-39

Subtotal

269

251

7.2%

IFRS 16 impact

73

-

Total

6,642

5,924

12.1%

342

251

36.3%

* EBITDA excluding share incentive charge (2019: € 4 million; 2018: € 6 million).

| 6

** EBITDA NL-Infrastructure 2019 is excluding additional loss OpenIJ of € 4 million (2018: € 39 million).

IFRS 16

IFRS 16 transition

VolkerWessels adopted IFRS 16 with effect from 1 January 2019. We have applied the simplified transition approach and have not restated comparative amounts for the year prior to first adoption (2018).

The EBITDA 2019 increased with € 73 million to € 342 million as a result of these new accounting

standards.

The impact on our net result for 2019 amounts to - € 1 million. On adoption of IFRS 16, we have recognised, in addition to the already existing finance lease agreements, right-of-use assets of € 235 million and corresponding lease liabilities of € 235 million.

Operating cash flows increased and financing cash flows decreased by € 73 million as repayment of the principal portion of the lease liabilities are classified as cash flows from financing activities instead of cash flows from operating activities.

| 7

High Quality Order Book with Good Visibility

Solid Growth in Order Book...

Total Order Book End of Year / Revenue for the Year

1.5x

1.5x

1.4x

1.5x

1.3x

Breakdown Order Book

€ 8.9Bn

€ 8.9Bn

€ 7.7Bn

€ 8.2Bn

€ 8.1Bn

YE 2015 YE 2016 YE 2017 YE 2018 YE 2019

Germany

NL Energy & Telecoms

North America

NL Infrastructure

UK

NL C&RED

with Good Visibility of This Year's Revenue

Signed and secured orders are included in the Order Book

Expected additional work from current projects, not yet agreed upon, is not included in Order Book

Framework agreements are only included in Order Book for secured (signed) volumes

Order Book Development

Order Book at € 8.9 billion is stable compared to 2018, however with a different composition

NL-C&RED stable at € 3.5 billion NL-Infrastructure stable at € 1.7 billion

NL-E&T Infrastructure decreased € 134 million due to delivery production volume on a fixed long-term contract, underlying orderbook increased significantly

United Kingdom decreased € 175 million

North America increased € 381 million

Germany decreased € 98 million

Medium-Term Management Objective for Organic Revenue Growth at 3 - 4%

| 8

Content

General Overview

Operational Overview

Sustainability

Financial Overview

Outlook

Appendix

Market Hotel, Groningen

| 9

Construction & Real Estate Development Netherlands

Actual

Revenue (€ m)

EBITDA (€ m) and

Order Book (€ m)

2,358

EBITDA margin (%)

3,493

3,477

2,043

2,105

110

2,831

93

100

4.6

4.8

4.7

2017 2018 2019 2017 *

2018

2019

YE

YE

YE

2017

2018

2019

EBITDA margin

EBITDA

Highlights

Revenue increased by 12.0%, or € 253 million, to € 2,358 million in 2019, mainly as a result of the continuing strong market conditions especially in the residential construction market

New homes sold increased to 2,728 coming from 2,140 in 2018

EBITDA increased € 10 million to € 110 million, up 10%

EBITDA margin is stable at 4.7% compared with 4.8% over 2018

Order book stable at € 3.5 billion and remains very strong at almost

1.5 times the 2019 revenue

Opening of BIC,

Eindhoven

ING Head office,

Amsterdam

* EBITDA 2017 excluding € 13 million third party result

| 10

Infrastructure Netherlands

Actual

Revenue (€ m)

EBITDA (€ m) and

Order Book (€ m)

1,474

1,513

EBITDA margin (%)

1,660

1,676

1,414

52

1,568

3.5

22

42

2.8

1.6

2017 2018

2019 2017 2018

2019

YE

YE

YE

2017

2018

2019

EBITDA margin

EBITDA

Highlights

Revenue increased by 7% or € 99 million to € 1,513 million in 2019

Excluding the provision for OpenIJ, EBITDA decreased by € 15 million to € 46 million. Taken into account the additional provision for OpenIJ, EBITDA is € 42 million. Our 2019 result was impacted by restructuring costs and an impairment of € 2 million on our gravel pit in Norway

Order book stable at € 1.7 billion at year end 2019

The market for multidisciplinary infrastructure projects was severely disrupted by Nitrogen, PFAS and PFOS issues from the summer of 2019 onwards. As a consequence, government entities are delaying Infrastructure projects which translates in lower capacity utilization and margin pressure going forward. We experience delays in the tendering of large new infra projects

Hybrid roller

Upgrade of race circuit,

Zandvoort

| 11

OpenIJ, sea lock project in IJmuiden update YE 2019

OpenIJ in IJmuiden

The loss provision for OpenIJ at the end of the year is € 111 million which is a reduction of € 4 million since the end of the 3rd quarter. Total loss for OpenIJ in 2019 amounts to € 4 million.

The percentage completion stands at 80% at year end 2019 and 92% of the provision has been funded

In our third quarter results we communicated our current expectation with respect to project OpenIJ with a managerial target for the final project result estimated between - € 110 million and - € 77.5 million (VolkerWessels' share)

At the end of the fourth quarter this expectation remains unchanged. As a consequence of the release of our management expectation and taking into account the fact that OpenIJ is behaving more and more like any other large integrated infrastructure project, we will refrain from further financial disclosure on this project going forward

| 12

Energy & Telecoms Infrastructure Netherlands

Actual

Revenue (€ m)

EBITDA (€ m) and

Order Book (€ m)

865

EBITDA margin (%)

1,005

751

932

798

674

39

44

32

5.2

5.1

4.7

2017 2018

2019 2017

2018

2019

YE

YE

YE

2017

2018

2019

EBITDA margin

EBITDA

Highlights

Revenue increased by 15.2%, or € 114 million, to € 865 million, mainly due to favourable market conditions caused by the transition to sustainable energy sources in the energy infrastructure market and the ongoing digital transformation in the telecoms market

EBITDA increased with € 5 million to € 44 million in 2019

EBITDA margin for the segment was 5.1% in 2019 compared to 5.2% in 2018

The improved result came from both Telecom and Energy

The order book decreased due to the 2019 production volume delivered on a long-term contract. Underlying, the order book increased significantly

Hydrogen station in

Windpark Fryslân

Zuidbroek

| 13

United Kingdom

Actual

Revenue (€ m)

EBITDA (€ m) and

EBITDA margin (%)

Order Book (€ m)

Highlights

Revenue in 2019 increased 20% to € 1,344 million following positive

1,116

1,344

995

46

39

33

1,213

1,528 1,353

developments across all market sectors in which we operate

EBITDA improved by € 7 million to € 46 million with the EBITDA margin decreasing 10 basis points to 3.4%

3.3

3.5

3.4

2017

2018

2019

2017

2018

2019

GBP

GBP

2017: GBP 872 million

2017: GBP 29 million

2018: GBP 984 million

2018: GBP 34 million

2019: GBP 1,180 million

2019: GBP 40 million

YE YE YE

2017 2018 2019

GBP

31 Dec 2017: GBP 1,077 million

31 Dec 2018: GBP 1,367 million

31 Dec 2019: GBP 1,151 million

The order book decreased by 11.5% to € 1,353 million reflects a change in the mix of contract type in the order book with fewer high value projects and a higher level of 'zero' value framework contracts, for which specific values will only be released over the duration of the framework as individual projects are allocated

The general election held in December 2019 delivered a strong Government, which has confirmed its commitment to increasing investment in infrastructure. We believe this will bring greater economic clarity in the medium and long term

Luton DART

Regeneration of

Meridian Water station

| 14

North America

Actual

Revenue (€ m)

EBITDA (€ m) and

Order Book (€ m)

351

350

338

EBITDA margin (%)

1,145

55

47

41

828

764

15.7

13.4

12.1

2017

2018

2019 2017 2018 2019

YE

YE

YE

2017

2018

2019

CAD

CAD

CAD

2017: CAD 515 million

2017: CAD 81 million

31 Dec 2017: CAD 1,249 million

2018: CAD 538 million

2018: CAD 72 million

31 Dec 2018: CAD 1,193 million

2019: CAD 507 million

2019: CAD 62 million

31 Dec 2019: CAD 1,672 million

Highlights

Revenue was relatively stable at € 338 million

EBITDA decreased € 6 million to € 41 million, the decrease is partly weather-related, and partly caused by lower results from participating interest and lower land sales in the US

The order book increased to € 1,145 million (up 50% compared to 31 December 2018) as a result of successful (re)tenders of long term framework agreements, mainly the ten-year maintenance contracts in the province Alberta, and recent contract awards in the

US

Airport Extension,

Highway maintenance

Calgary

| 15

Germany

Actual

Revenue (€ m)

EBITDA (€ m) and

Order Book (€ m)

301

EBITDA margin (%)

684

18

244

268

17

16

595

497

7.0

6.0

6.0

2017 2018 2019

2017 2018

2019

YE

YE

YE

2017

2018

2019

EBITDA margin

EBITDA

Highlights

Revenue increased by 12.3%, or € 33 million, to € 301 million mainly in our construction companies

EBITDA increased with € 2 million to € 18 million in line with the revenue increase

The order book declined to € 497 million (-16.5% versus 31 December 2018), which is still strong and amounts to 1.7 times the revenue over 2019, the decrease mainly relates to the high volume delivered in 2019 and delays in the commencement of a few new development projects which will be added to our order book in 2020

In 2019, we constructed and delivered a total of 1,387 houses (2018: 746). The number of houses sold from VolkerWessels' own development in Germany in 2019 was 626 (2018: 537)

Maximillian Quartier,

Innenhof - O Quartier,

Berlin

Berlin

| 16

Content

General Overview

Operational Overview

Sustainability

Financial Overview

Outlook

Appendix

Electric wrench

| 17

Sustainability

In 2019, we have developed roadmaps for each of these six focal points for the Netherlands, including preliminary targets for 2025. In the coming year, we will further elaborate on our ambitions, which may give rise to changes.

Examples of ambitions:

25% reduction in the CO2emissions of our car fleet, compared to 2020

80% of our own construction, real estate and infrastructure projects have a material passport with a score on material use

70% of homes built as part of our own developments have a zero energy bill

| 18

RCF Sustainability Program

RCF KPI waste separation rate

93%

94%

53%

2017

2018

2019

Waste separation rate (%)

RCF KPI zero-energy bill homes

16%

14%

13%

2017

2018

2019

New zero-energy bill homes (%)

Since 2018 we have further strengthened our safety policy and culture resulting in a strong improvement of the IF rate

In 2018 we changed the definition of waste to include waste that is re-used/re-cycled (e.g. asphalt cold milling and concrete), whereas before only waste streams to waste processing plants were included. Waste separation under the old definition is 53% in 2019, which is below the target of 75%

CO2emissions of our vehicle fleet exclude the effects of our carbon offsetting programme effective since May 2019. Adjusted for this, we met the 2019 target for CO2emissions.

Challenges remain for Social Return and zero-energy bill Homes

Note that the RCF Sustainability Programme and the KPIs presented above are applicable to the Netherlands only

| 19

Content

General Overview

Operational Overview

Sustainability

Financial Overview

Outlook

Appendix

Laycock Park Bridge,

Calgary

| 20

Seasonality Revenue and Earnings

Highlights

Typical seasonal pattern during the first quarter as a result of frost, snow and heavy rain in the winter

Consequently, revenue and EBITDA are typically lowest in Q1

Q3 activity typically impacted by reduced construction activities due to summer holidays

Highest activity and earnings typically during Q4, largely driven by increased demand from public sector clients completing projects before year- end

Quarterly Revenue Development (€ million)

1,747

1,758

1,882

1,539

1,681

1,705

1,473

1,397

1,374

1,195

1,299

1,230

Q1 17

Q2 17

Q3 17

Q4 17

Q1 18

Q2 18

Q3 18

Q4 18

Q1 19

Q2 19

Q3 19

Q4 19

Quarterly EBITDA Development* (€ million)

110

121

121

77

69

82

65

63

53

13

8

3

Q1 17

Q2 17

Q3 17

Q4 17

Q1 18

Q2 18

Q3 18

Q4 18

Q1 19

Q2 19

Q3 19

Q4 19

Overall EBITDA 2017 excl. € 13 million third party result and share incentive charge of € 5 million. Overall EBITDA excl. share incentive charge: 2018 € 6 million, 2019 € 4 million.

| 21

* 2017, 2018 and 2019 EBITDA includes OpenIJ provisioning: 2017: € 67.5 million; 2018: € 39 million; 2019: € 4 million. Impact IFRS 16 is not included.

Strong Cash and Working Capital performance

Net debt improved by € 197 million to a net cash position of € 563 million, including

IFRS 16 decrease to a net cash of € 312 million

31-12-2018

€366m

EBITDA

€269m

Net Investments PP&E

-€95m

Dividend paid

-€84m

Improved Working Capital

€150m

Other

-€43m

31-12-2019 (excl. lease liabilities) €563m

Lease liability 31-12-2019

-€251m

31-12-2019 (incl. lease liabilities) €312m

Traditional Working Capital and Strategic Working Capital

(€ million)

YE 2019

YE 2018

Inventories (excl. property development)

75

76

Balance of contract assets and liabilities*

-94

-28

Trade and other receivables (excl.

811

839

receivables from associates and JVs)

Trade and other payables (excl. amounts

-1,522

-1,497

owed to associates and JVs)

Net taxes

-5

-15

Traditional Working Capital

-735

-625

Land

174

184

Property development

36

81

Property held for sale

23

42

Associates and JVs less provisions

148

132

Non-current receivables from associates and

77

71

JVs

Net receivables on participations

113

101

Strategic Working Capital

571

611

Net Working Capital

-164

-14

Medium-Term Management Objectives for Further Efficiency Improvement in Strategic Working Capital by ~€200m,

for Traditional Working Capital to Develop in Line With Revenue, and to Focus Land Bank on Actionable Development

| 22

Disciplined Cash Flow Management and

Strong Balance Sheet

Free Cash Flow & Net Capex *

Deleveraging Profile VolkerWessels **

€267m

€563m

€231m

€198m

€366m

€155m

€297m

Free Cash

€189m

Flow

2016

2017

2018

2019

-€62m

-€79m

-€39m

-€244m

-€197m

-€187m

Net Capex % of the revenue

Capex

95

-€484m

-€419m

61

64

60

Net Capex

(PP&E)

Gross Debt

1.4

Net Cash / (Debt)

1.1

1.1

1.0

2016

2017

2018

2019

YE 2014

YE 2015

YE 2016

YE 2017

YE 2018

YE 2019

Medium-Term Management Objective for Capex at ~1.3% of Revenue

* Free Cash Flow 2019 is impacted by IFRS 16 for € 73 million, including IFRS 16 Free Cash Flow amounts to € 340 million

| 23

** IFRS 16 related lease liability as per 31-12-2019 is not included

ROCE and Solvency (excl. IFRS 16)

ROCE

Solvency

Development of Return on Capital Employed (%)*

Development of Solvency (%)

end of period

end of period

26%

32%

32%

33%

33%

* *

22%

20%

25%

18%

13%

YE 2015 YE 2016 YE 2017 YE 2018 YE 2019

YE 2015 YE 2016 YE 2017 YE 2018 YE 2019

Increase ROCE is the result of the increased net cash position.

Solvency at Solid Stable Level

Medium-Term Management Objective Full Year for ROCE > 18.0%

* Return on Capital Employed (ROCE) as EBIT / Capital employed (Group equity -/+ Net receivable)

| 24

** 2017 excluding € 13 million third party result

ROCE and Solvency (incl. IFRS 16)

ROCE

Solvency

Development of Return on Capital Employed (%)*

Development of Solvency (%)

end of period

end of period

* *

33%

22%

32%

32%

31%

20%

18%

19%

25%

13%

YE 2015 YE 2016 YE 2017 YE 2018 YE 2019

YE 2015 YE 2016 YE 2017 YE 2018 YE 2019

ROCE and Solvency at Solid Stable Level

Medium-Term Management Objective Full Year for ROCE > 18.0%

* Return on Capital Employed (ROCE) as EBIT / Capital employed (Group equity -/+ Net receivable)

| 25

** 2017 excluding € 13 million third party result

Content

General Overview

Operational Overview

Sustainability

Financial Overview

Outlook

Appendix

DWDR, Dover

| 26

Outlook

Outlook

2020 financial performance expected to be in line with 2019

| 27

Content

General Overview

Operational Overview

Sustainability

Financial Overview

Outlook

Appendix

Wonderwoods,

Utrecht

| 28

Breakdown Provisions

€ million

YE 2019

YE 2018

Employee benefits

43

40

Provisions for associates and JVs

23

16

Other provisions*

116

138

Deferred tax liabilities

30

31

Total non-current provisions

212

225

Employee benefits

12

19

Provisions for associates and JVs

2

3

Other provisions*

126

98

Total current provisions

140

120

Total provisions

352

345

* including provisions for onerous construction contracts

| 29

Movement Other Provisions (current and non-current)

Environmen-

tal and

€ million

Guaran-

Restruc-

remediation

Onerous

tees

turing

costs

contracts

Other

Total

As at 31 December 2018

68

3

4

127

34

236

Impact of change in accounting

0

0

0

0

0

0

policy

Acquisitions

0

0

0

0

0

0

Addition *

20

9

0

20

19

68

Withdrawal

-15

-5

0

-11

-7

-38

Release *

-4

0

0

-14

-7

-25

Other

1

0

0

0

0

1

As at 31 December 2019

70

7

4

122

39

242

Non-current

50

3

2

38

23

116

Current

20

4

2

84

16

126

* Net impact of movement other provisions on EBITDA: 2019: - € 43 million (2018: - € 29 million)

| 30

Financial calendar and contact details

Event

Date

Annual results 2019 (after trading)

13 February 2020

Extraordinary General Meeting

17 February 2020

Annual report 2019 available

21 February 2020

Annual General Meeting of shareholders

16 April 2020

VolkerWessels

Investor contact

Podium 9

Ingrid Prins

3826 PA Amersfoort

iprins@volkerwessels.com

The Netherlands

+31-6-51592484

www.volkerwessels.com

+31-88-1866658

| 31

Important information

This document is intended to provide financial and general information about Royal VolkerWessels and its group

companies in respect of its most recent financial results and, as such, is solely informative.

This document must be read in connection with the relevant financial documents it refers to and such financial documents are leading in case of any inconsistency with the information as provided herein.

This document contains forward-looking statements which are based on the current expectations, estimates and projections of Royal VolkerWessels' management and information available at the date of publication of this document. These forward-looking-statements are subject to uncertainties and cannot be relied upon.

VolkerWessels does not assume any obligation to update or revise forward-looking-statements after the date of publication of this document.

| 32

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Koninklijke Volker Wessels Stevin NV published this content on 13 February 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 February 2020 22:28:08 UTC