Académique Documents
Professionnel Documents
Culture Documents
Contents
Who we are 5
Letter from the Chairman 7
Statement from the CEO 8
2014 Financial highlights 10
Global presence 12
Strategic Priority Projects 15
People 18
Innovation 20
Sustainability 26
Business review 30
Corporate governance 36
Board of Directors 40
Remuneration 43
Financial risks 44
Shareholder information 46
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Frigoglass Annual Report 2014
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Who we are
We are the global leader in Ice Cold Merchandisers increased consumption. In parallel to
(ICM), providing our customers with a complete maximizing merchandising opportunities for
range of innovative merchandising solutions which our customers, we are committed to providing
uniquely position and promote their brands for increasingly environmentally friendly product
consumers around the world. solutions which enable our customers to meet
ambitious sustainability and carbon emission
Frigoglass supplies Ice Cold Merchandisers reduction targets.
(beverage coolers) to soft drinks and alcoholic
beverage companies across five continents. Frigoglass is also a leading supplier of
Our market-leading products combined with our glass packaging and related products to the
commitment for consistent, superior after-sales high-growth markets of Africa and the Middle
support, has allowed us to build and continuously East. These markets present an attractive
develop long standing partnerships with our long-term investment opportunity for our
customers, who include leading brand owners in customers and we remain committed to building
the 100 countries that we serve globally. on our strong customer relationships to capitalize
on the opportunity in these markets to drive
Our innovative coolers enhance our customers’ performance for our shareholders.
beverage branding at the point of sale and drive
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Frigoglass Annual Report 2014
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In Asia, our efforts to turnaround the The fast recovery after the fire incident in our
business in China have led to promising plant in India is an impressive example of a
results. We achieved significantly higher winning team in action. Pure determination
volumes and have substantially improved by our people to help each other has made
productivity and reduced our cost base. it possible to resume supply to customers in
This has led to a marked recovery in our record time. Full capacity in our plant will be
operating results in 2014. re-instated within 2015.
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2014 487.0
2013 522.5
2012 581.3
2011 555.2
2010 457.2
EBITDA Year €m
2014 63.0
2013 63.9
2012 67.8
2011 81.6
2010 74.2
2014 -20.4*
2013 -13.8*
2012 0*
2011 20.1
2010 20.5
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By geography
€m %
By customer group
€m %
Coca-Cola 211.5 43
Breweries 154.6 32
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Global presence
Sales offices
Germany, Norway, Poland, Turkey, USA
Cool Operations
Asia & Africa / Middle East
Sales offices
Kenya, UAE (Dubai)
Glass Operations
Production plants and sales offices
Nigeria, UAE (Dubai)
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Norway
Russia
Poland
Germany
China
Romania
India
Turkey
Greece
UAE
Indonesia
Nigeria
(Glass)
Nigeria
(ICM) Kenya
South
Africa
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Update on our
Strategic Priority Projects
In 2012, as part of our Going Forward strategy, we launched four strategic priority projects aimed
at strengthening the robustness of our business model and enhancing overall value creation.
For 2014, we are pleased to report that we continued the strong execution along all our priorities.
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Frigoglass Annual Report 2014
Update on our
Strategic Priority Projects
Quality first - Frigoglass
Excellence System
Anchoring Quality first and restate our
Quality reputation, has been at the heart
of our strategic priorities. The progress of
the last two years is amazing. All Quality
performance metrics, customer complaints
ratios, and overall customer satisfaction
levels have been dramatically improved
from 2012 to 2014. We are proud of this
outcome and we will continue to improve
our performance in the years ahead.
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Frigoglass Annual Report 2014
People
The most important differentiator between Frigoglass and its competitors are the People that form
the Frigoglass Team. In a highly volatile market environment and exposed to adverse challenges,
the Frigoglass team has demonstrated sustained strong execution, in our daily business as well
as in our Strategic Priorities.
With a strong focus on our Pioneering Innovation A great example in 2014 of effective
teamwork and passion to win was also
customers – the beverage Staying true to our company’s purpose, showcased by our response to the fire
companies all around the the development of the ICOOL range incident at our Indian facility which
illustrates the focus of the Frigoglass team demonstrated the deep commitment of
world – the Frigoglass team is on innovation. At Frigoglass, we strive our people to Frigoglass. The team in India
inspired by a clear purpose. to provide the necessary resources and worked day and night to remove the debris
environment that will empower our people and restart production in order to resume
to develop innovative, pioneering ideas. supply to our customers in record time.
This innovation will in turn translate into This is a clear testament of both our local
value added solutions for our customers. and global teams’ capability for cooperation
We are excited
And this is clearly evidenced by the very and result-orientation, particularly under
positive reception of ICOOL across our difficult circumstances.
to win, to be different key customers.
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Manolis Souliotis
Group Human
Resources Director
Winning organization
A truly global company needs For the further evolution of our Winning Since launching our Going Forward strategy
organization we are guided by the in 2012, we have made substantial progress
to build on strong teams. following principles: across our Strategic Priority Projects.
Our future success will depend on how we
The Frigoglass leadership team, starting • Provide resources for our
continue to build a winning organization and
with the Operating Committee chaired strategic priorities
fully mobilize the potential of our people.
by the CEO, is assuming full responsibility • Offer development opportunities
for the strategic dialogue as well as for for each single talent We are grateful for the hard work and
the operational execution. The team is a
dedication of our people throughout 2014.
combination of business responsibility • Simplify processes and promote
We will continue to focus on the development
close to customer’s markets as well as company-wide synergies
of our team’s core capabilities and talents
central functional responsibility for global • Intensify communication and as they are critical to our success and future
consistency and synergies. teamwork, across entities growth. We are confident that our team
will deliver on our Going Forward strategy
and continue to enhance customer and
shareholder value.
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Innovation
In 2014 we reconfirmed our innovation leadership
by launching entirely new, pioneering solutions for
our customers, advancing the technology, quality,
performance and merchandising strength of our
products. We focused on developing products
along our guiding principles of standardization
and simplification, environmental friendliness
and increased serviceability, customization and
increased differentiation.
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Anna Tsoga
Innovation
& SPRM Director
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Innovation
ILOOK Range – The next frontier of
refreshing brand identity innovation – Evocool:
Recognizing the effectiveness of the ICOOL Connected Cooling
aesthetics on sales uplift, we developed
the ILOOK range, applying these appealing
aesthetics on our highly reliable and
successful FV platform, a proven platform
under variable market conditions, particularly
in the emerging markets of Asia and Africa.
With the ILOOK range, we are making
available the ICOOL look globally right We continuously evolve and increase value
from the beginning, enhancing further our addition for our customers through our
customers’ brand identity with coolers that products. In 2014 we started developing
clearly stand out and engage consumers the Evocool concept which will be launched
at the point of sale. In addition, ILOOK is in the second half of 2015. Evocool is the
easily retrofitable in the market, allowing our next generation of digital cooling devices.
customers to switch to the new looks for their It combines in a unique way the Frigoglass
existing fleet. As a result, the new brand look competence of energy optimization with the
reaches the market faster and in broader latest technology of remote connectivity.
scale, both for existing and new products. With Evocool’s asset tracking capability, the
issues our customers face today – particularly
in emerging markets – with coolers lost
in the field, will become a thing of the
past. Our customers will also benefit from
reduced service costs and reduced energy
consumption through cooling optimization
adjusted to the respective ambient conditions
of temperature and power supply. Most
importantly, real-time data transmission,
advanced monitoring of cooler placement
effectiveness and enhanced interactive
communication and brand promotion
between the cooler and consumers, allow
Evocool to enhance the productivity of the
cooler as a selling device.
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Customization
Putting beverage brands in scene and Carlsberg (Poland) Bavaria Sub Zero cooler (Russia)
creating powerful selling tools is an integral Building upon our proven and long-standing A standout concept with sub-zero technology,
part of our mission. We achieve this through customization capabilities, and in close this unit was created to offer the Bavaria
one of Frigoglass’s key competencies, collaboration with Carlsberg, we developed lager beer at the right temperature and to
namely our customization capability. a full range (Single and Double door) portfolio underline the brand’s independent style,
Customization dresses the cooler in the of coolers, enhancing and differentiating strong history and premium quality.
specific brand design of a customer, the Carlsberg brand through high-end
enhancing the customer’s differentiation at visibility coolers in all trade channels in
the point of sale. the Polish market.
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Vassilis Soulis
Service Director
Service Innovation
Seeking to provide holistic customer solutions, In 2014 we launched a unique, integrated for our customers. Through advanced IT
our drive for pioneering innovation in 2014 customer service program, providing our infrastructure and new centralized control
was not limited to product. Our innovation customers with an outsourcing model points, we have seamless, live monitoring
extended to our service offering, aiming to to manage their cold drink equipment in of all units and all stages of the product
provide our customers with excellence in a holistic and optimized manner which life cycle. The centralization of control also
operations and best-in-class services. significantly reduces their total cost of provides a clear single point of reference for
ownership. Through this service we are our customers. Finally, keeping a sustainability
Our service business is a crucial element able to materially support our customers focus in mind, this program also allows
in our overall value proposition to our in the management of their assets from customers to refurbish their old units, thus
customers, offering a major opportunity to distribution through to the end of life, with also allowing them to save on the cost of
develop closer and stronger relations with services including (among others) placement, a new unit and to reduce material use.
them, as well as to gain valuable insights storage, service, refurbishment and end-of-
about the behaviour of our products over life recycling. We have also simplified our
their entire life cycle. These insights allow us operations and actively improved our supply
to continuously improve all elements of our chain with an advanced distribution network,
customer offering. resulting in more efficient and reliable service
• Placement validation
Spare parts • CDE Maintenance
management
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We have begun rolling out our integrated services concept in Europe and will progressively implement it
across the continent. This offering creates significant value for our customers and we are confident that
it will become a major development driver in the years to come.
In coolers, in 2015 we will focus on the further rollout of our ICOOL range. In addition, we will actively
continue to expand our product portfolio pipeline, developing pioneering innovative solutions for all our
other major customer categories.
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Frigoglass Annual Report 2014
Paschalis Papagiannidis
Quality & FES Director
Sustainability
At Frigoglass, we recognize that sustainable business practices are an increasingly important
component of how we run our business and interact with our stakeholders. That is, in supplying
our customers with market leading products, in striving to build an attractive working environment
for employees, and in driving returns and benefits for our stakeholders.
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Social Sustainable
responsibility operations
• Workplace • Environmental impacts
ent Sup
• Community of operations
em pl
i • Supplier engagement
ag
er
g
en
en
g ag
C o m m u ni t y
eme nt
wellbeing and efficiency
Cu n t
sto me
m er engage
Product responsibility
• Environmental impacts of products
• Quality and safety of products
• Customer engagement
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Frigoglass Annual Report 2014
Sustainability
Sustainability Pillars
1. Product Responsibility 2. Sustainable operations The Frigoglass Supplier Code
As a global supplier of beverage coolers, A sustainability focus from a manufacturer’s Committed to operate with unconditional
our commitment is to design and produce point of view means we continue to reduce honesty and integrity, across our global
innovative products while continuing to our impact on the environment through footprint, we updated the Frigoglass
reduce their environmental impact. We constant measurement and improvement Supplier Code in 2014, in order to better
recognize the impact on the environment of all our operational processes. In recent respond to new market dynamics and
from the operation of our products, and years we have introduced a number requirements. The code sets out the
addressing environmental efficiency is a of initiatives aimed at reducing energy basic operating principles and minimum
priority both for us and our customers. consumption and emissions, and we standards we expect from our suppliers
Consequently, in 2014, we continued to are pleased to have achieved significant to adhere to and comply, across all their
demonstrate our commitment to this cause, year-on-year improvement in our carbon activities and throughout their premises
developing our cutting edge ICOOL range emissions also in 2014. In addition to and operations. These principles and
which offers best-in-class energy efficiency our emissions management, we are also minimum standards cover the areas of:
with energy savings of up to 60%. This new continuing to reduce our material use,
Ethics (antitrust, bribery, conflict of
range is a clear indication of our dedication to increase our level of recycling and continue
interest, protection of information and
providing products that are environmentally to promote education and awareness within
intellectual property)
responsible, while also satisfying our our business and in our society.
customers’ needs. At the same time, Glass Labor (child labor, forced labor, working
packaging, is not only energy intensive during hours, wages and benefits)
production but also requires a large amount
Human Rights (diversity and equal
of raw materials; reducing material use is
opportunity, harassment and violence,
a primary goal for our operation.
freedom of association)
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Business Review
Europe & North America
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North America
In North America, we decided to phase out
Sales
loss making sales, resulting in full year sales Western Europe €m
declining compared to 2013.
2014 60.8
In 2014 we successfully transformed our
2013 56.1
business model, now focusing on sales, after-
sales and logistics. Our commercial and local 2012 75.2
supply chain presence allows us to secure 2011 100.6
leadtimes and serve our customers through
2010 72.3
our global manufacturing network with highly
innovative and profitable coolers.
Eastern Europe €m
Outlook
Going forward, our objective is the return 2014 137.1
to growth, targeting to grow market share 2013 154.9
through innovation.
2012 155.1
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Frigoglass Annual Report 2014
Business Review
Asia
In 2014, our sales declined in double digits, In India, despite a strong performance We are introducing in 2015 our new ILOOK
despite a marked recovery in China. In India, with Pepsi (driven by improved quality and range which will strengthen our business
sales were adversely affected by the fire after sales service), our overall sales were model and provide a new growth platform
incident at our manufacturing facility in April. impacted by the fire at our manufacturing in Asia. Following initial presentations of
Continued volatility negatively impacted our facility. Our local and global teams worked the ILOOK in India and Malaysia, we are
sales in Indonesia. In this highly competitive efficiently, with impressive determination, encouraged by the positive reception of the
market environment, we focus on driving to restore capacity and we were able to new range by our customers.
our efficiency and cost competitiveness. We successfully resume production in record
also focus on capturing the region’s growth time after the incident. We are grateful for To support our customers’ sustainability
potential by broadening our customer base. the overwhelming expression of support strategy, we continue to roll out CO2 with our
from our key customers and market partners. Coca-Cola customers in China and India. We
2014 Review In July we also commissioned the second also implement new roll out for Coca-Cola in
production line. South East Asia.
In China, our performance improved
substantially compared to 2013. Our sales We were affected by a weak market in Finally, we continue to stand out in the Asian
increased in double digits, gaining share in Indonesia in 2014. Heavy floods in the market with our Service business, offering
Coca-Cola and other Key Accounts, as a result beginning of the year, and weakened demand service solutions focusing on post warranty
of increased competitiveness and improved (due to inflation and the IDR weakening) and spare parts, as well as supporting our
after sales service. We also grew our export contributed to this. In addition, the growth customers on special projects in India and
business, supplying niche products to the USA of new and aggressive entrants in the South East Asia (IPS, LED retrofit).
market. Staying committed and focused on beverage segment (such as BIG Cola) also
helping our customers introduce and apply placed increased focus on the productivity
environmentally friendly technologies, we of customer investments on assets,
were the first company to launch HFC-free including coolers.
Sales
refrigerant products to the non-Coca-Cola
Asia/Oceania €m
customer segment. Outlook
We continue driving efficiencies across all
2014 64.4
We continued to win new customers within our Asian operations. At the same time we
the highly competitive Asian market, focusing focus on capturing the growth potential of the 2013 94.7
on providing superior cold-drink-equipment region by increasing share with key customers 2012 106.6
solutions. Through integrating solutions in South East Asia as well as by expanding in 2011 85.2
such as LED lighting and maintenance-free new markets such as Myanmar, Bangladesh
condensers, we introduced best-in-class and Sri Lanka. 2010 88.8
energy and promoted solutions focusing on
reducing Total Cost of Ownership. In India, full capacity will be re-instated
within 2015. Improvements in the layout
We are pleased with our performance in and the implementation of the latest
Vietnam. We retained leading market shares lean manufacturing thinking, will lead to
among key players in the industry and further improvements in efficiency and cost
achieved new customer wins such as Pepsi. In competitiveness, allowing us to fully benefit
2014, we also supported Carlsberg’s expansion from the long term growth potential of the
into Nepal, providing value added branded Indian sub-continent.
coolers to help establish key brand presence
in traditional channels across the country and
provide customer cold-drink excitement.
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Arvinder Pental
Director BU ICM Asia
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Business Review
Africa & Middle East
Our Cool and Glass business in the Africa reached outstanding levels particularly in the in markets covering the Middle East,
and Middle East region represented 41% fourth quarter, with total sales increasing by East & Southern Africa as well as South East
of our total sales in 2014. Going forward, a remarkable 34%. Asia and Australia.
further increase is expected in this region,
driven particularly by the strong growth This strong performance reflected our Cool
fundamentals in Africa, benefiting both our customers’ focus in growing their business Market conditions in our key market, Nigeria,
Cooler and Glass bottles outlook. in these regions; particularly our beer remained strong throughout the year as
customers, such as Heineken, SABMiller and our global beverage customers continued
2014 Review Diageo, who together with several other to invest heavily in the region, especially
breweries, have publically outlined and brewers. In 2014 we revamped our cooler
2014 was a very successful year for our Glass executed strategies to increase their market manufacturing operation in Nigeria and
operation in both Africa and the Middle East, investments in Africa, primarily in our core initiated a pilot service program to service
recording strong double digit sales growth market of Nigeria. Innovation and light the Coca-Cola coolers in and around Lagos.
in our respective operations. At the same weighting is driving demand for new glass The tests from this pilot have been very
time, our Cool business was characterized across all segments. Brand development successful and a complete country roll out
by more volatile conditions, especially in the and brand extensions continue to be the will be implemented during the course of
first half of the year. We witnessed a slight prevailing strategy of all major bottlers 2015-2017.
decrease in cooler investments in Africa together with new SKUs in the rapidly growing
by our soft drink customers; however this Spirits segment. In 2014, we successfully In South Africa, sales were slightly more
was counterbalanced by accelerated cooler supported our customer (Heineken) in the volatile as we faced several challenges
investments in the second half of the year by complete float replacement of its new Gulder throughout 2014; adverse currency
some of our largest brewery customers. Beer bottle. movements and market volatility negatively
impacted our sales. Furthermore, in July
Our 2014 performance also reflected solid there was a month-long metal union workers
sales in the plastic crates business. This was strike which caused a temporary stoppage in
driven by increased demand in Nigeria for production. Finally, an internal audit revealed
our unique, value-enhancing, complementary a serious case of intentional misstatement of
offering of delivering crated bottles to our earnings in the financial years prior to 2013
customers. In 2014, we also completed the by the local senior management team,
modernization of our crowns manufacturing leading to a restatement of prior years’
plant. Due to this planned upgrade, our balance sheet with a cumulative effect on
sales in our metal crowns business were Frigoglass Group’s equity of EUR7.4 million
marginally lower. Going forward however, as of 31 December 2014 . As a result, the
this investment will increase capacity, previous management was dismissed
significantly improve efficiency, quality and a new senior management team was
and result in enhancing our customer base appointed. Frigoglass has conducted a review
and performance. of its operations and has not identified any
other inappropriate accounting practice.
Our sales in Jebel Ali increased by 33% in
2014. This performance is a reflection of the Our sales in the Middle East region
Glass significant progress and efforts the team has experienced slight growth, primarily driven
On the basis of our strong position in the made in broadening our customer base of by higher sales in the UAE and Saudi Arabia.
major hotspot of our customers’ investments, global customers; supporting their marketing This performance was achieved despite the
our Glass business went from strength to campaigns with innovative, technologically political and macroeconomic challenges in
strength throughout 2014. Performance advanced and superior quality products, key markets in the region.
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Innovating the Future
Gerasimos Varvias
Executive Director
BU Africa & Middle East
Outlook
Africa’s potential for growth is huge.
We are optimistic about the prospects of our
Cool business. We have initiated to promote
Sales
Beverage companies cite Africa as the our new ILOOK range in 2014. The ILOOK has Cool €m
“land of opportunity” in the years to come. already been met with very positive feedback
In beer, over the next decade, Africa will from key customers and is expected to 2014 65.8
lead global volume and profit growth. Beer provide additional growth opportunities for
2013 70.4
volume in Africa is expected to grow on Frigoglass in 2015 and beyond. Furthermore,
average at 8% per annum to 2025. Population our customers are increasingly focusing 2012 102.7
growth, urbanisation trends and increasing on Sub-Zero coolers and we are strongly 2011 88.4
consumption per capita, all trend in favour of positioned to cover this trend with our
2010 75.4
growing beverage consumption. product range.
These long term market fundamentals are In conclusion, we are uniquely positioned to Glass €m
particularly attractive for our Glass business. benefit from Africa’s huge growth potential.
To continue leveraging these fundamentals, We hold very strong market positions in the 2014 147.4
we plan to rebuild one of our three furnaces key markets and have a substantial local 2013 124.1
in Nigeria in 2015, aiming to increase manufacturing footprint, allowing us to serve
2012 122.4
capacity and efficiency. This, in combination effectively our customers in the continent.
with other investments will provide us with In addition, we have heavily invested and 2011 103.5
the capacity, both in volume and in product consistently continue to invest in our 2010 82.0
specification, to serve the growing needs of operations to meet increased demand
beverage partners. and support our long term growth plans for
this region.
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Frigoglass Annual Report 2014
Corporate governance
Governance framework According to the Company’s Code of
Business Conduct and Ethics the members
The members of the Audit Committee
have been appointed by the General
The Board is responsible for dealing with the of the Board must avoid any acts or Meeting of Shareholders of the Company
Company’s affairs exclusively in the interests omissions from which they have, or may as per the provisions of law 3693/2008 and
of the Company and its shareholders within have, a direct or indirect interest and which are the following:
the existing regulatory framework. conflict or may possibly conflict with the
interests of the Company. Chairman
The Board’s key responsibilities are:
John Androutsopoulos
The Members of the Board of Directors
• Setting the Company’s long-term goals. Non-executive/ Independent
receive remuneration which is approved
• Making all strategic decisions. by the Company’s General Meeting of
Members
• Making available all required resources Shareholders, in accordance with the
specific provisions of the Articles of Loucas Komis
for the achievement of the strategic goals.
Association and the law. Non-executive
• Appointing senior executive management.
Doros Constantinou
The Board is appointed by the General Audit Committee Non-executive
Meeting of Shareholders of the Company
According to article 37 of Law 3693/2008 the The above members have substantial past
and consists of 9 members, 8 of whom
Company has set up and maintains an Audit experience in senior financial positions
are non-executive and 4 of whom are
Committee which is, inter alia, responsible and other comparable experience in
independent. The members of the Board
for monitoring: corporate activities.
are elected by the General Meeting of
Shareholders and serve for a three (3) year • The procedures for provision of
Mr. Androutsopoulos fulfills the
term. The only executive member is the financial information;
requirements provided by law regarding
Chief Executive Officer.
• The effective operation of the internal the requisite knowledge of accounting
audit and risk management systems; and auditing.
The experience of the members of the
Board of Directors encompasses diverse • The course of the mandatory audit
The Audit Committee shall meet whenever
professional backgrounds, representing of individual and consolidated
it is deemed necessary and in no
a high level of business, international financial statements;
circumstances less than four times a year.
and financial knowledge contributing
• matters relating to the existence and It must also hold at least two meetings
significantly to the successful operation of
safeguarding of the impartiality and attended by the Company’s regular auditor,
the Company. The Board is fully balanced
independence of the legal auditor without the presence of the members
between the number of independent
or audit office, particularly in relation of the administration.
and non-independent members. The
to the provision to the Company
independent, non-executive members
of other services by the legal auditor The Audit Committee meets validly when
are able to contribute impartial opinions
or audit office. at least two of its members are present,
and advice to the Board’s decision-
of whom one must be its Chairman. The
making, to ensure that the interests of the
The Audit Committee is also responsible for Audit Committee held a total of five (5)
Company, shareholders and employees
the submission of proposals to the Board of meetings in 2014. The said meetings were
are protected, whereas the executive
Directors regarding any change to the chart scheduled in such a way so as to coincide
member is responsible for ensuring the
of authorities and the organizational chart with the publication of the Company’s
implementation of the strategies and
of the Company. financial information.
policies decided by the Board.
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Frigoglass Annual Report 2014
Corporate governance
Investment Committee Communication
The duties of the Investment Committee are with Shareholders
to recommend to the Board the Company’s
Frigoglass recognizes the importance of
corporate development and strategy and
effective and timely communication with
to evaluate and suggest to the Board new
shareholders and the wider investment
proposals for investments and/or Company
community. The Company maintains an
expansion according to the defined strategy.
active website www.frigoglass.com which
is open to the investment community
Moreover, the Investment Committee is also
at large and to its own shareholders.
responsible for evaluating and suggesting
The site features a description of the
to the Board opportunities for business
Company’s corporate governance,
development and expansion through
management structure, ownership and
acquisitions and/ or strategic partnerships.
all other information useful or necessary
to shareholders and investors. Frigoglass
The Investment Committee, which is
also communicates with the investment
appointed by the Board, comprises of 4
community through its participation in a
members, two of whom are non-executive,
number of conferences and road-shows
and is formed as follows:
(in Greece and abroad) and the schedule
of conference calls.
Chairman
Members
Torsten Tuerling
Executive
Loucas Komis
Non-executive
Nikolaos Mamoulis
Chief Financial Officer
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Innovating the Future
John K. Androutsopoulos
Legal advisors
Nikos Mamoulis
Vice Chairman, Kyriakides-Georgopoulos, Law Firm
Chief Financial Officer
non-executive member / independent Leonidas Georgopoulos
Manolis Souliotis
Loucas D. Komis
Group Human Resources Director
Member and Secretary,
non-executive member
Dimitris Bostanis
Chief Supply Chain Officer
George Leventis
non-executive member
Gerasimos Varvias
Executive Director
Doros Constantinou
ICM Africa & Middle East
non-executive member
Arvinder Pental
Torsten Tuerling
Director
Chief Executive Officer,
ICM Asia
executive member
Lars Arnoldsen
Evangelos Kaloussis
Commercial Director Europe
non-executive member / independent
MENA & N. America
Vassilis Fourlis
Paschalis Papagiannidis
non-executive member / independent
Quality & FES Director
Alexandra Papalexopoulou
Aristidis Pappas
non-executive member / independent
Operations Director Europe
Vassilis Soulis
Service Director
Anna Tsoga
Innovation & SPRM Director
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Frigoglass Annual Report 2014
Board of Directors
Haralambos (Harry) G. David John K. Androutsopoulos Loucas D. Komis
Chairman (non-executive) Vice Chairman (independent non-executive) Member & Secretary (non-executive)
Haralambos (Harry) G. David was elected John Androutsopoulos was appointed to the Mr. Loucas Komis was appointed to the
Chairman of the Board of Directors, Board of Directors in July 1996. Board of Directors in July 1996.
in November 2006. He has been a Member
of the Board of Directors of Frigoglass His long career in the bottling and Currently, he is also Chairman of the Board
since 1999. manufacturing sectors has included of Ideal Group S.A. and of the Board of
positions as Technical Manager of the Hellenic Recovery & Recycling Corporation
He graduated with a Business Degree from Hellenic Bottling Company (1969-1985), (HE.R.R.Co) and Vice-Chairman of the
Providence College USA, in 1987. His career General Manager of the Industrial Division Federation of Hellenic Food Industries (SEVT)
began as a certified investment advisor with of the 3E Company of companies (1986- and Member of the Board of LARGO Ltd.
Credit Suisse in New York. He then served in 1994), Chairman of the Board of Directors During his career he worked for nine years
several executive positions within Leventis of Frigorex (1995), member of the Board in the appliance manufacturing sector and
Group Companies in Nigeria and Europe. of Directors of 3E Company (1995) and has held top management positions with
Today he holds a position on the Boards Managing Director of Frigoglass Company IZOLA S.A. In 1982, he joined the Coca-Cola
of A.G. Leventis (Nigeria) PLC, the Nigerian (1996-2001). He holds a degree in Electrical Hellenic Bottling Company S.A. (CCHBC),
Bottling Company, Cummins West Africa, Engineering from Aachen Polytechnic where he also served as an Executive Board
Beta Glass (Nigeria) PLC and Ideal Group. where he also completed additional studies Member and remains an Advisor to the
in Economics. Chairman since 2001. He holds degrees
He is also a member of the General Council from Athens University (BSc Physics),
of the Greek Industries Federation (ΣΕΒ), the University of Ottawa (MSc Electrical
member of the board of the Foundation for Engineering) and McMaster University,
Economic and Industrial Research (IOBE), a Ontario (MBA).
member of the Organizing Committee of the
Athens Classic Marathon and member of the
TATE’s Africa Acquisitions Committee.
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Innovating the Future
George Leventis joined the Board Mr. Doros Constantinou was appointed to Torsten Tuerling was appointed Chief
of Frigoglass as a non-executive member the Board of Directors in October 2011. Executive Officer in May 2012.
in March 2014.
Mr. Constantinou graduated from the Prior to joining Frigoglass, he was President
Mr. Leventis is a member of the executive University of Piraeus in 1974 and holds and CEO of Franke Kitchen Systems Group,
committee of a family office and has a degree in Business Administration. a global leader in its field, with operations in
previously worked in the fund management Mr. Constantinou started his career in 19 countries across four continents. During
business as an equities analyst and more auditing with PricewaterhouseCoopers, his tenure at Franke, Torsten delivered
recently in private equity. where he worked for ten years. In 1985, significant result improvements and
Mr. Constantinou joined Hellenic Bottling contributed materially to the development
He graduated with a degree in Modern Company, where he held several senior of their international operations. Formerly,
History from Oxford University and holds financial positions. In 1996, he was he served as General Manager of the
a postgraduate Law degree from City appointed to the position of Chief Financial Food Retail Division of Carrier Commercial
University. He is an Investment Management Officer and remained in that position until Refrigeration EMEA, a subsidiary of United
Certificate holder. August 2000. He was a key member of the Technologies Corporation. He successfully
management team that led the merger led the integration of Linde Refrigeration,
of Hellenic Bottling Company and Coca- following its acquisition by Carrier.
Cola Beverages. In 2001, Mr. Constantinou
became Managing Director of Frigoglass Torsten holds a Master’s degree in Business
until August 2003 when he moved to Coca- Administration from the University of
Cola Hellenic as Chief Executive Officer until Saarbrucken in Germany and a Master of
his departure in July 2011. In October 2011, Science in Management from E.M. Lyon
Mr. Constantinou was appointed Executive Business School in France.
Director of Frigoglass until May 2012.
Additionally, Mr. Constantinou is a member
of the board of 3H Greek Hotel and Tourism
Public Properties Company.
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Frigoglass Annual Report 2014
Board of Directors
Evangelos Kaloussis Vassilis Fourlis Alexandra Papalexopoulou
Member (independent non-executive) Member (independent non-executive) Member (independent non-executive)
Evangelos Kaloussis was appointed to the Vassilis Fourlis was appointed to the Alexandra Papalexopoulou was appointed
Board of Directors in June 2006. Board of Directors in October 2002. to the Board of Directors in April 2003.
He is Chairman of Nestlé Hellas. He is also He is the Executive Chairman of Fourlis She is Executive Director at Titan Cement
Chairman of the Federation of Hellenic Food Holdings SA. He also serves on the Board Group in charge of Group Strategic Planning
Industries and member of the Board of of Directors of Piraeus Bank SA, and of and serves on the Board of Directors of
Directors of Alpha Bank and of Food Bank. Titan Cement SA. He holds a Master’s Titan Cement SA and of the National Bank of
During his professional career he assumed Degree in Economic Development and Greece. She is also a member of the Board
top management positions at the Nestlé Regional Planning from the University of of Directors of the “ALBA Graduate Business
Headquarters in Switzerland, France, Nigeria California/Berkeley and a Master’s Degree School” Foundation and of the Pavlos and
and South Africa. He holds a Master’s Degree in International Business from Boston Alexandra Kanellopoulou Foundation. Her
in Electrical Engineering from the Federal University/Brussels. professional career has included positions
Institute of Technology in Lausanne (CH) with the OECD as an analyst and Booz Allen
and in Business Administration from the Hamilton as an associate. She holds a BA
University of Lausanne as well as a graduate degree in Economics from Swarthmore
degree from IMD. College and an MBA from INSEAD.
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Innovating the Future
Remuneration
Salary Stock options
The salary structure is determined by an Members of the Executive Committee
internal grading system, reflecting market and senior management are eligible to
pay practices. Salary ranges are determined participate in Frigoglass’ stock option plan.
by a number of factors, including level of Options are viewed as part of the total
accountability, know-how and professional remuneration package addressing potential
experience. for development.
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Frigoglass Annual Report 2014
Financial Risks
Frigoglass’ global business activities
expose the company to a variety of
1. Market risk b. Price risk
The Company is exposed to fluctuations
financial risks including foreign exchange, a. Foreign exchange risk in raw material prices. This risk is offset
raw materials, credit, liquidity and The Company operates globally and in various ways, including increased
interest rate risks. The objective of our is exposed to foreign exchange risks. productivity, higher sales volume leading
risk management programme is to curtail Fluctuations in exchange rates, particularly to a positive operating leverage effect and
potential adverse impacts on the Company’s in the US Dollar, Nigerian Naira, South higher selling prices. We also hedge our
financial performance. African Rand, Indian Rupee, Norwegian exposure to price risks associated with
Krone, Russian Ruble and Chinese Yuan the purchase of raw materials by using
Risk management is the responsibility of against the Euro may have an adverse commodity futures, option contracts and
the Treasury department, which aims to impact on our financial performance. purchase agreements with suppliers.
effectively manage the financial risks of
Frigoglass and all its subsidiaries, according Our subsidiaries with functional currencies
to the policies approved by the Board of other than the reporting currency (Euro) 2. Credit risk
Directors. Treasury identifies, evaluates, use natural hedging to limit their exposure
Credit risk arises from cash and cash
monitors and hedges financial risks to foreign currency risk. Natural currency
equivalents as well as from credit exposure
alongside the Company’s operating units. hedging can be achieved by matching, to
to customers, which includes outstanding
The Board provides principles for overall risk the possible maximum extent, revenue and
receivables and committed transactions.
management, as well as policies covering expense cash flows in the same currency
specific areas, such as foreign exchange, in order to limit the impact of currency
The Company has policies in place to ensure
interest rate and credit risks, use of financial exchange rate movements. When natural
that sales of products and services are made
instruments and investment of excess hedging cannot be achieved, the Company
to customers with an appropriate credit
liquidity. Treasury refrains from speculative makes use of derivatives.
history. The granting of credit is controlled
transactions or transactions that are not
by credit limits and the application of
related to the Company’s operations. Frigoglass has investments in subsidiaries
certain terms. All subsidiaries monitor
which operate in various countries. Their
the creditworthiness of their debtors
The Company’s financial instruments consist net financial positions are exposed to
on an ongoing basis with a quarterly
mainly of bank deposits, trade receivables foreign translation exchange risk during
central review. Appropriate provision for
and payables, bank overdrafts, revolving the consolidation to the Company’s
impairment losses is made for specific credit
credit facilities, long term bank loans, financial statements. The Company is not
risks. At the year end, Frigoglass considered
corporate bond, loans to/from subsidiaries, substantially exposed to this type of risk
that there were no material credit risks that
equity investments, dividends payable and since most of its subsidiaries use the Euro as
had not been covered by doubtful debt
leasing obligations. The Company may use their functional currency, with the exception
provisions.
derivative financial instruments in order to of operations in Nigeria, India, Indonesia,
hedge certain risks. Kenya, South Africa and China.
No credit limits were exceeded during the
reporting period and management does not
The Treasury department may use forward
expect any losses from non-performance by
exchange contracts in a variety of currencies
these counterparties.
that mature within one year to mitigate
foreign exchange risk, if required.
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Innovating the Future
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Frigoglass Annual Report 2014
Shareholder information
Share capital Dividend history (€ per share)
50,593,832 shares outstanding
Full year Amount¹ AGM date Ex-dividend date Payment date
as at 31st December 2014 at
a €0.30 nominal value 2001 0.048 31 May 2002 3 Jun 2002 20 Jun 2002
Market of share listing 2003 0.080 21 Jun 2004 22 Jun 2004 14 Jul 2004
Athens Stock Exchange (ATHEX) 2004 0.112 10 Jun 2005 10 Jun 2005 12 Jul 2005
Free float
56%
Capital return (€ per share)
Full year Amount¹ AGM date Ex-dividend date Payment date
Annual General Meeting 2008 0.72 5 Sep 2008 30 Oct 2008 7 Nov 2008
Tuesday, 26 May 2015 2011 0.13 31 May 2011 6 Sep 2011 14 Sep 2011
Notes: 1 Adjusted for the issuance of 10,090,659 new bonus shares (one bonus share for every four existing shares) implemented
in September 2011.
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Innovating the Future
Share price Frigoglass share price performance vs. ATHEX composite share price
Share price at 31 December 2014: index & FTSE/ATHEX Mid Cap Index
€1.67
140
130
110
Market capitalisation at 31 December 2014:
100
€84.5 million
90
80
70
Trading Volume 60
73,211 shares 40
01/03 02/01 03/01 03/31 05/02 05/30 06/29 07/28 08/29 09/27 10/31 12/01
Analyst coverage
Frigoglass ATHEX Composite Share Price Index FTSE/ATHEX Mid Cap Index
Alpha Finance
Antonis Diapoulis
NBG Securities 5
Mary Psyllaki
4
Piraeus Bank
3
George Doukas
2
01/03 02/01 03/01 03/31 05/02 05/30 06/29 07/28 08/29 09/27 10/31 12/01
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Frigoglass Annual Report 2014
Notes
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Innovating the Future
49
Frigoglass Annual Report 2014
Contact information
Frigoglass Head Office
15, A. Metaxa Street
145 64 Kifissia
Athens, Greece
www.frigoglass.com
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www.frigoglass.com