2023 | Annual and Sustainability Report

2023 | Annual and Sustainability Report

SUSTAINABILITY REPORT

CORPORATE GOVERNANCE REPORT

MANAGEMENT REPORT

FINANCIAL STATEMENTS

TABLE OF CONTENTS

4 6

CEO Letter

Letter from the Chairman of the Supervisory Board

8

Equity Story

10

11

12

Our Vision Our Strategy Our Values

14

20

Innovation at wienerberger Sustainability at wienerberger

29

Sustainability Report 2023

  • 30 Key Indicators of wienerberger

  • 32 Sustainability at wienerberger

  • 56 For the People - Social Sustainability

  • 85 For the Planet - Environmental Sustanability

  • 124 Non-Financial Reporting

  • 167 GRI Content Index

  • 173 Confirmation by the Managing Board

  • 174 Auditor's Report

176

223

Corporate Governance

Consolidated Financial

Report

Statements

177 Corporate Governance at wienerberger

178 180

Members of the Managing Board Members of the Supervisory Board

184

188 191

Mode of Operation of the Managing Board and the Supervisory Board Success through Diversity External Evaluation of Compliance with the Corporate Governance Code

192

Auditor's Report

195

Management Report

196 Economic Environment and Capital Markets

  • 199 Financial Review

  • 206 Value Management

  • 207 Operating Segments

  • 210 Financials of the Fourth Quarter

  • of 2023

  • 211 Outlook 2023

  • 212 Additional information about the Company

  • 212 Research and Development

  • 214 wienerberger Share and Shareholders

  • 218 Risk Management and the Internal Control System

224 Consolidated Income Statement

225 226 227 228 229 295 296 301

Consolidated Statement of Comprehensive Income Consolidated Balance Sheet Consolidated Statement of Cash Flows Consolidated Statement of Changes in Equity Notes to the Consolidated Financial Statements Statement by the Managing Board

Group companies Auditor's report

307

Service

  • 308 Glossary

  • 312 Financial Calendar

  • 313 Ten-Year Review

  • 315 Key Performance Indicators

  • 316 Adresses of Major Companies

  • 317 Imprint

CEO Letter

Dear Shareholders,in an extremely volatile and challenging economic environ-ment marked by high interest rates and high inflation, we are looking back on the 2023 business year in a positive light. With total revenues of € 4,224 million and operating EBITDA of € 811 million generated in 2023, wienerberger not only outperformed its end markets, but also met the expectations placed in the company.

targets for 2023, we have set even more ambitious ones for 2026: The new three-year Sustainability Program focuses on a broader range of environmental and social topics, with wie-nerberger's sustainability targets providing a basis for organic growth. This applies to both internal processes and the design of products for enhanced energy efficiency and climate resilience that benefit society as a whole.

This very satisfactory result was achieved, above all, through the strong performance of wienerberger's business in pipes for energy and water management and in renovation, whereas the new-build segment trended downward, especially in Europe. North America proved to be more resilient and delivered a solid contribution to earnings.

Responding rapidly to these developments, we adapted our entire cost management process, which proved to be a major factor of our success. Moreover, our time-tested program aimed at earnings growth and efficiency enhancement contributed a substantial € 46 million to the result. At the same time, techno-logical optimization led to a decrease in energy consumption and, alongside cost savings, a sustainable reduction of CO₂ emissions.

The takeover of Terreal, the largest corporate acquisition in the entire history of our company, was successfully closed at the end of February 2024. Terreal is a successful European provider for the renovation and repair of roofs in France, Italy, Spain, and the US, including Creaton in Germany. This acquisition streng-thens our position as a leading European expert in innovative roofing and solar solutions for pitched roofs and broadens the range of our activities in the fast-growing renovation and repair market.

Thanks to our strong local business model, our proactive price and margin management, as well as our strategic focus on reno-vation and on infrastructure for water and energy management, I am convinced that we are perfectly positioned to maintain our high level of profitability throughout 2024.

At wienerberger, we have learned how to swiftly reposition ourselves, step up the pace of innovation, and optimize costs. The sound results of the 2023 business year once again demonstrate the resilience of wienerberger's sustainable and diversified business model.

Thanking you for your trust, I remain Yours sincerely,

Sustainability has always been an integral part of wienerberger's corporate strategy and a strategic and operational priority of our corporate development. By proactively addressing the challenges of climate change and its consequences, wienerberger becomes part of the solution. Having met our

Heimo Scheuch

Chairman of the Managing Board of Wienerberger AG CEO

Letter from the Chairman of the Supervisory Board

Dear Shareholders,

First of all, I should like to thank all of wienerberger's employees and the Managing Board of the Group for their hard work and dedication in 2023. The company faced strong headwinds. The drastic decline in residential new build, especially on the European continent, brought major challenges for everyone. Nevertheless, the results achieved are impressive.

wienerberger looks back on a history of more than 200 years and has often experienced and mastered both cyclical and extraordinary slumps in sales. Based on this experience, the management reacted swiftly and took all necessary measures to cope with this demanding situation. This is why we have every reason to be highly satisfied with the outcome.

Over the years, wienerberger's targeted efforts to reduce its dependence on new build in favour of renovation went almost unnoticed. Those efforts are now proving their worth and becoming all the more visible.

The Supervisory Board actively monitored and supported this development. Please refer to the Management Report for further details on the development of business, which I will not repeat here. Instead, in the following paragraphs I will report on the Supervisory Board's work.

Composition of the Managing Board and the Supervisory Board

As of the end of the 154th Annual General Meeting on May 5, 2023, Regina Prehofer and Peter Johnson, long-standing members of the Supervisory Board, as well as Oswald Schmid, stepped down from the Supervisory Board of Wienerberger AG. Moreover, the 154th Annual General Meeting resolved to reduce the number of capital representatives from nine to seven. Besides Myriam Meyer, who had been a member of the Supervisory Board since 2015 and stood for re-election, Effie K. Datson and Katrien Beuls were elected to the Supervisory Board.

There were no changes on the Managing Board in the reporting year. Having discussed the matter, and acting on the recom-mendation of the Nomination and Remuneration Committee, the Supervisory Board reappointed Harald Schwarzmayr and Gerhard Hanke, whose mandates ended on June 30, 2023, and February 29, 2024 respectively, for another three-year term on the Managing Board.

Activities of the Supervisory Board and its Committees

In 2023, the Supervisory Board fulfilled its obligations in accord-ance with the relevant legal provisions, the Articles of Associa-tion and the Rules of Procedure within the framework of eight plenary meetings, six meetings of the Audit and Risk Commit-tee, seven meetings of the Nomination and Remuneration Com-mittee, and five meetings of the Sustainability and Innovation Committee. During the plenary meetings and the meetings of the Audit and Risk Committees, the Managing Board provided the Supervisory Board with comprehensive information, both orally and in writing, on the business performance and the posi-tion of the company, including its financial management.

In addition to regular reports on the current operational and financial situation of the company received in the course of its meetings, the Supervisory Board focused on the strategic orientation of the Group, with a special emphasis on strategic acquisition and investment projects as well as financial projects, such as the placement of a sustainability-linked bond with a volume of € 350 million on the Austrian capital market. Other key areas of the Supervisory Board's work included the discus-sion and adoption of the 2023-2026 Sustainability Program, the elaboration of the remuneration policies for the Managing Board and the Supervisory Board as of 2024, and the reap-pointment of Gerhard Hanke and Harald Schwarzmayr to the Managing Board.

In the 2023 business year, a major part of the Audit and Risk Committee's work consisted in monitoring group-wide accounting processes, the internal control system, the risk management system, the internal audit function, and cyber security issues. Moreover, the committee dealt in detail with the requirements of the Corporate Sustainability Reporting Direc-tive (CSRD), the European Sustainability Reporting Standards (ESRS), and the EU Taxonomy Regulation. The external auditor, Deloitte Audit Wirtschaftsprüfungs GmbH, participated in all meetings of the Audit and Risk Committee.

In the course of its constituent meeting on May 5, 2023, the Supervisory Board merged the previously separate committees in charge of nomination and remuneration issues into a single committee. The priorities of the committee's work included preparations for the elections to the Supervisory Board at the 2023 Annual General Meeting and the reappointment of Harald Schwarzmayr and Gerhard Hanke to the Managing Board. The

committee also proposed targets for the variable remuneration of the members of the Managing Board, drafted the remunera-tion report, and elaborated the principles governing Managing Board and Supervisory Board remuneration (Remuneration Policy) as of 2024, with support from an external corporate governance consultant specializing in remuneration issues.

In the year under review, the Sustainability and Innovation Committee monitored the implementation of the Sustainability Program and the attainment of the targets set for 2023. At the same time, it focused, in particular, on the elaboration of the 2023-2026 Sustainability Program. Additionally, the committee monitored the progress achieved by wienerberger in respect of to the Group's decarbonisation strategy and the associated research projects and risk analyses.

Report and the consolidated financial statements, the Group Management Report, the Managing Board's proposal for profit distribution, the consolidated Corporate Governance Report, the consolidated non-financial report (Sustainability Report), and the auditor's reports. The reviews by the Supervisory Board did not lead to any objections. After an analysis of the compa-ny's financial position, the Supervisory Board endorsed the Managing Board's proposal for profit distribution.

For details regarding the composition and working methods of the Supervisory Board and its committees, please refer to the consolidated 2023 Corporate Governance Report.

The consolidated 2023 Corporate Governance Report was also evaluated by Deloitte Audit Wirtschaftsprüfungs GmbH, Vienna. In the course of this evaluation, no circumstances came to the auditor's attention that would have given rise to the assumption that the consolidated Corporate Governance Report was not in compliance with the Austrian Corporate Gov-ernance Code in any material aspect. The evaluation of com-pliance with the C Rules of the Austrian Corporate Governance Code (Rules 77 to 83) relating to the auditor was performed by the law firm Schönherr Rechtsanwälte GmbH. This evaluation also found no irregularities.

Separate and Consolidated Annual Financial Statements

The separate and consolidated annual financial statements as at December 31, 2023, were audited by Deloitte Audit Wirtschaftsprüfungs GmbH, Vienna, the external auditor elected at the 154th Annual General Meeting on May 5, 2023. The audit did not identify any misstatements and concluded that the separate financial statements as well as the consoli-dated financial statements prepared pursuant to sect. 245a of the Austrian Companies Code in accordance with the Interna-tional Financial Reporting Standards (IFRS) complied with the applicable legal provisions. The auditor issued an unqualified audit opinion on both the separate and the consolidated finan-cial statements and confirmed that the Management Report is consistent with the separate financial statements and that the Group Management Report is consistent with the consolidated financial statements.

Thanks to its adaptability to changing market conditions, wienerberger is capable of recognizing challenges early on and reacting swiftly to them. By shifting the focus of the company's business toward renovation, the Group has become more resilient overall. With its clear strategy, wienerberger is well positioned for the future and will continue on its successful course in 2024. The Supervisory Boards would like to thank you, our esteemed shareholders, for your interest and your support.

On March 22, 2024, having examined and discussed the financial statements with the auditor within the framework of the Audit and Risk Committee and the Supervisory Board, the latter approved the annual financial statements as at December 31, 2023, which were there-by officially adopted pursuant to Section 96 (4) of the Stock Corporation Act. Moreover, follow-ing prior examination by the Audit and Risk Committee, the Supervisory Board reviewed and approved the Management

Peter Steiner Chairman of the Supervisory Board of Wienerberger AG

Equity Story

For more than 200 years, our mission at wienerberger has been clear: improving people's quality of life through our smart building material and infrastructure solutions. With our durable and sustainable products for new build, reno-vation, and infrastructure, we are perfectly positioned to further improve our ecological performance by contributing to the fight against climate change and to shape the future of construction through innovation. wienerberger has been listed on the Vienna Stock Exchange since 1869 and is a pure free float company with 100% of its shares being publicly traded.

2. Added value for our shareholders through stable earnings growth

With a clear strategic focus and a proven track record in deliv-ering strong growth rates, EBITDA margins, and cash flows, we continuously aim to generate added value for our stakeholders. We therefore concentrate on three core areas:

Organic growth through innovation

Why invest in wienerberger?

For wienerberger as a leading provider of smart solutions, innovation and digitalization are the main drivers of organic growth. By continuously upgrading our portfolio of products and solutions, we generate added value for our customers and boost the company's value creation.

1. Strong commitment to ESG

  • We provide solutions for net zero buildings not only through our sustainable materials used for the building envelope, but also through our progress in the fields of water and energy management.

  • Owing to their energy efficiency, our products for the construction industry contribute to the fight against climate change both in summer and in winter. With our innova-tive infrastructure solutions, we guarantee a careful use of resources such as water. Given their exceptional quality and a service life of over 100 years, our products last for generations.

    Higher earnings through Operational Excellence

    We continuously implement efficiency-enhancing measures along our value chain from procurement through production to sales and administration. Within the framework of our self-help program of efficiency enhancement, we are building a strong track record of performance improvement.

  • At wienerberger, we focus on three crucial sustainability topics: preserving biodiversity, reducing our CO₂ emissions, and promoting a circular economy.

  • For us, people always come first. Every year, therefore, we support people in need with our products for housing con-struction.

  • As a company with a free float of 100%, it is a matter of course for us to engage in open dialogue with our investors and to meet the highest international governance standards.

SHARE OF INNOVATIVE PRODUCTS

>35%

until 2026

IMPROVED EFFICIENCY

€ 136 mn

EBITDA contribution in 2021 - 2023

External Growth through M&A

3. Resilience through diversity

Given our low gearing and our strong cash flow generation, we are well-equipped to grow through acquisitions and are evalu-ating a highly attractive deal pipeline. This will result in further growth in our core markets in Europe and North America. The most recent acquisitions in our European and North American core markets result in an average weighted EV/EBITDA multiple of ~5x after synergies three years post-merger, which is attribut-able to the combination of the acquired company with our own portfolio.

  • Leading market positions, strong brands, and experienced local management teams make us a well-respected local partner with close contacts to decision-makers.

  • Thanks to our strong industrial base with more than 200 modern plants and efficient overhead structures, we achieve optimal market coverage.

  • Our diversified business model with its focus on new build, renovation, and infrastructure in 27 countries helps to bal-ance out divergent business cycles.

  • The resilience of our business model was successfully demonstrated during the pandemic as well as geopolitical challenges.

STRONG ORGANIC GROWTH AND VALUE CREATION FOR SHAREHOLDERS IN 2010 - 2023

STRONG M&A TRACK RECORD

~5×

EV / EBITDA multiple 3 years post-merger and including synergies

STRONG ORGANIC

GROWTH

CAGR

+7%

Revenue growth

CAGR

+11%

EBITDA growth

STRATEGIC TRANSFORMATION

15%

20% 2012 65%

2.4 bn €

22%

2023 49% 29%

4.2 bn €

Newbuild

RenovationInfrastructure

VALUE CREATION FOR

SHAREHOLDERS

+174%

Total Shareholder

Return

CAGR

+36%

ROCE

Our Vision

Innovative and sustainable solutions for a better tomorrow

We improve people's quality of life and create a better world for future generations by providing innovative and ecological solu-tions for new build, renovation, and infrastructure projects. We want to inspire potential employees, customers, business partners, and our entire industry. Our common vision:

We take on responsibility and live our vision. In all wienerberger business fields and areas, we commit ourselves to sustainable innovation, work on modern solutions, and push digitalization in the construction industry. At the same time, we fulfill our obligations with regard to ecology and society. Our actions and our cooperations are based on four values, which have grown over the years in our organization: trust, respect, passion, and creativity. These values connect us over all sites and in all fields of activities.

Our solutions & services: Innovations of tomorrow

Due to our company vision and our values, as well as the respective strength of innovation, we have already developed climate-resilient solutions for buildings and infrastructure, we use innovative Industry 4.0 applications, and provide state-of-the-art solutions in the field of sustainable construction, from which our customers and employees - as well as our sharehold-ers and future generations - will profit in the long term.

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Wienerberger AG published this content on 25 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 March 2024 07:06:09 UTC.