A Finmeccanica Company
Transcript
A Finmeccanica Company
ANNUAL REPORT 2 0 0 5 A Finmeccanica Company ANNUAL REPORT 2005 Ansaldo Energia S.p.A. 16152 Genova - Italia - Via N. Lorenzi. 8 Tel. +39 010 6551 - fax +39 010 6556209 [email protected] www.ansaldoenergia.it A Finmeccanica Company INDEX CORPORATE BOARDS 3 DIRECTORS’ REPORT 4 Results of Ansaldo Energia Spa 6 Commercial activity analysis 8 Corporate events and organisational structure 13 Manufacturing performance 14 Human resources 17 Quality 20 Investments 21 Research, development and technical innovation 22 Results of the group main companies 25 Transactions with subsidiaries, associates and holding companies 26 Analysis of the results and financial position 28 Market prospects and competitive positioning 33 Significant events after year-end 35 Business outlook 36 FINANCIAL STATEMENTS 2 Balance sheet 38 Memorandum accounts 39 Income statement 40 Notes to the financial statements 42 PROPOSAL TO THE SHAREHOLDERS’ MEETING 82 RREPORT OF THE STATUTORY AUDITORS 83 REPORT OF THE INDEPENDENT AUDIT FIRM 85 CORPORATE BOARDS BOARD OF DIRECTORS (For the three-year period 2004-2006) GIUSEPPE VEREDICE Chairman GIUSEPPE ZAMPINI Managing Director Directors SIMONE BEMPORAD GIANPIERO CUTILLO ALBERTO DE BENEDICTIS ROBERTO MAGLIONE MARIO ORLANDO BOARD OF STATUTORY AUDITORS (For the three-year period 2005-2007) GIORGIO CUMIN Chairman Standing members MARIA GABRIELLA ATTARDI GIORGIO CAMBONI INDEPENDENT AUDIT FIRM (For the three-year period 2003-2005) DELOITTE & TOUCHE SpA AnsaldoEnergia Alternate members ENRICO CASANOVA ALDO PARODI 3 DIRECTOR’S REPORT To this extent, the first milestone has been the Dear Shareholders partial acquisition (45%) of the Swiss company ESG Ansaldo Energia’s positive trend achieved during A.G., whose core business is on-site services for recent years has been fully confirmed in 2005. By power generation equipment. As part of the deal, reorganising the business at the end of 2004 and Ansaldo Energia was granted a call option for the investing in the technology independence plan, your remaining 55% shares, to be exercised in 2006. Company has created the foundation for its future, and today is ideally positioned for long term growth. The last, but not least, change in 2005 was the set The first strategic cornerstone of 2005 was the up of Ansaldo Nucleare S.p.A. as of November 1st. mutual and amicable conclusion of the technology Previously managed as a Division of Ansaldo Energia, licence agreement with Siemens; today as a result, all nuclear activities and headcount (178 employees) your Company operates in the power generation have been transferred to an existing legal entity market with full authority and without any licence which has been renamed Ansaldo Nucleare S.p.A. whatsoever. This new scenario puts Ansaldo Energia The newly incorporated entity will operate in three in a better position to compete with the major different business segments (decommissioning/ players in the industry such as GE, Siemens and waste treatment, new plants, and service) and will Alstom. benefit from the renewed interest in nuclear energy Moreover, 4 the technological expertise and production, both at a domestic and international capabilities of Ansaldo Energia are also confirmed level. by over seventy (70) patents registered in recent It is within this context that your Company recorded years, and by our customers’ continued confidence a net profit of Euro 17.5 million in 2005, equal to 2.3% and support. of revenues, a significant improvement compared to Equally important, the second strategic objective in previous years. 2005 has been the development of the Service The operating result of Euro 32.3 million increased business. From a Service perspective, the past by 10% compared to the previous year, and thus experience as a licensee of gas turbines, steam resulted in an ROS of 4.3%. turbines and electric generators is a plus, from which The results are even more impressive when it is your Company will capitalise. As a matter of fact, considered that they were achieved after deducting over the years, Ansaldo Energia has developed a research and development costs of Euro 12.5 million, wealth of know-how and operational experience on equal to 2% of revenues. a very large installed fleet, encompassing different Along with a growth on revenues, your Company technologies. Original maintained its focus on profitability, which will be Equipment Manufacturer skills and worldwide further increased over the next few years through reputation, Ansaldo Energia is also developing an growth in service. Independent Service Provider strategy, which will be The very solid backlog (Euro 2,314 million) was achieved by complementing its existing expertise boosted by Euro 1,007 million in new orders, a 7% with the acquisition of small and medium size service increase versus the previous year. In this frame, it is operations. worth mentioning the two 400 MW-combined cycles While leveraging its in Leinì and Napoli Levante, both include long term has consistently been positive for the past five years. maintenance contracts, the repowering of the group The very high level reached in 2005, which has n° 2 in Moncalieri, and a power island for a combined continually exceeded expectations, has been driven cycle plant to be installed in Spain. upward by an increased order level on plants, a rigorous management of the contracts and working It is worth noting that many of these orders were capital optimisation. It also confirms the positive awarded after the expiration of the licence relationship developed with the suppliers, many of agreement with Siemens, which is a clear sign of the whom have signed master agreements leading to renewed confidence of the market in the reliability satisfactory results for both parties. and the quality of Ansaldo Energia products. The very solid financial position should be confirmed in 2006, as the cash absorbed by the production Your company is therefore confirmed as the market activities on 2005 orders will be compensated by the leader in Italy, with 7,400 MW of power plants advance payments on a new plant on order in early awarded in the four-year period 2002-2005, equal to 2006. 51% share of the total ordered. A confirmation of the positive performance achieved recent years, in Euro/millions, are summarised here is the Euro 214 million net financial position, which below: AnsaldoEnergia The key financial data, and their trends for the most 5 RESULTS OF ANSALDO ENERGIA REVENUES 850 843 800 802 Euro millions 750 774 700 650 2001 2002 2003 718 743 2004 2005 29 32 2004 2005 OPERATING INCOME 40 36 30 Euro millions 20 38 27 10 0 2001 2002 2003 NET INCOME 20 17.5 15 Euro millions 10 9 5 3 3 0 6 2001 2002 2003 6 2004 2005 ORDERS ACQUIRED 1200 1000 800 Euro millions 905 848 600 937 1007 2004 2005 676 400 200 0 2001 2002 2003 NET FINANCIAL POSITION 250 200 Euro millions 214 150 100 50 0 53 56 2001 2002 79 80 2003 2004 2540 2478 2005 EMPLOYEES 3000 2500 2805 2580 2000 1500 1000 500 0 2001 2002 2003 2004 2005 AnsaldoEnergia units 2270 7 COMMERCIAL ACTIVITY ANALYSIS I n 2005, Ansaldo Energia acquired orders amounting to Euro 1,007.5 million. The new orders split by business lines and geographical areas are as follows: Orders by business line (Euro/millions) 2005 % 2004 % Plant and equipment 582,3 58 534,1 57 Service 392,5 39 373,0 40 Nuclear (January/October) 32,7 3 29,5 3 1007,5 100 936,6 100 2005 % 2004 % Italy 684,4 68 845,2 90 Overseas 323,1 32 91,4 10 1007,5 100 936,6 100 Total Orders by geographical area (Euro/millions) Total The results on the commercial front were very satisfactory in 2005 with an increase in orders of 7.5% compared to the previous year. All of the business divisions contributed to this growth with a significant increase in the quality of the industrial content and in the margins in 2005. The number of orders received during the year for the company’s main equipment totalled 22 units compared to 15 units in 2004. The margins grew by 2% compared to 2004, principally due to the contribution of the service sector. The result is also satisfactory as 2005 marked the end of Ansaldo Energia’s 15-year long license agreement with Siemens on the turbogas product. This mutually agreed decision did not have any impact on the order book for the year, as the above tables illustrate that Ansaldo Energia was entrusted by its clients to offer a technologically advanced and competitive product. By equipment type the orders were split as follows: Products 8 2005 2004 Gas turbines 5 4 Steam turbines 6 4 Generators 11 7 Total 22 15 Plant and equipment In 2005, Ansaldo Energia maintained its leadership position in the domestic market through the acquisition of several important turnkey plant contracts. Significantly: • A 400 MW Multishaft combined cycle for the Leinì plant, awarded by Piemonte Energia. • The repowering of the second thermal group at Moncalieri, awarded by AEM Turin. • A 400 MW Combined cycle of for the Levante Naples plant, awarded by Tirreno Power. • Two steam turbines and generators for the Priolo plant, awarded by ERG Nuove Centrali. The Italian market therefore continues to remain pivotal in relation to the Company’s commercial policies and to the relevance of the investments made by the various operators on equipment and plants dedicated to the production of energy. Ansaldo Energia was awarded 7,400 MW out of a total market of 14,500 MW for the period 2002-2005, equal to a 51% share of the total market. In the short to medium terms there are some opportunities for new combined cycle plants, however the long-term outlook is less positive due to a number of factors: the number of plants already authorised and/or under construction, increasing local difficulties in obtaining authorisation for new sites and the recent problems in the procurement of gas. New investments are however expected for rehabilitation/repowering of existing power plants with the utilisation of alternative fuels ( i.e. coal). The order from Enelpower for two turbogas V94.3A(4) and generators; a steam turbine and a generator for the Escatron plant in Spain is to be considered in this context. The order is strategically important as it represents the first international supply of the most advanced technology gas turbine model available, and in a strongly expanding market previously dominated by our competitors. The commercial drive on the international marketplace must take into consideration the special characteristics of Ansaldo Energia: its production capacity and size compared to that of competitors. The limited size of our company requires a very selective approach in the international marketplace which permits us to operate only in those countries which have a risk profile compatible with our strategy. AnsaldoEnergia On the international front, the company stepped up its activities compared to previous years while maintaining the company’s policy of risk containment. In anticipation of the expected slowdown in Italy of new plant construction, action was taken to focus the commercial drive on international markets. 9 Therefore a certain number of potential target countries were identified by product lines and an intense positioning campaign began during 2005 in order to monitor the short and medium term prospects. Service The year 2005 marked another success story in the service business growth. In the “flow” business, which includes spare parts, repairs, upgrades, maintenance and technical assistance contracts, orders went up 66% versus 2004, exceeding Euro 151 million. Long Term Service Agreements were also very strong, leading to a total order approaching Euro 400 million (namely Euro 392 million). The successes on the “flow” business were equally divided between domestic and international markets, while the Long Term Service Agreements marked a peak in the domestic market. Such remarkable achievements were made possible by an increased commercial intensity and proactiveness, a rigorous prioritisation of the efforts and an enhanced local presence. More details are provided below on the 2005 performance by region: Italy Ansaldo Energia confirmed its market leadership. The award of the Long Term Service Agreement on the group No. 3 in AEM-Moncalieri power plant (on a V94.3A2 machine built by Siemens), and the growth in the orders of the “current service” sector, which more than doubled compared to the previous year. In a particularly competitive environment, the greatest challenge was increasing volumes without impacting upon the margins. 10 Europe In the “flow” business, the important commercial results in Russia and in Belgium, together with Greece and the United Kingdom, saw a tripling in this region compared to the previous year. Important long-term contracts were also won for the Polish plants at Lublino and Rzeszow. Africa Previous year results were confirmed, mainly thanks to the performance in Algeria which continues to represent the principal country for Ansaldo Energia in this region. At the same time, the foundations were created for future expansion in other countries on the continent. The Americas Of particular importance was a spare parts order in the Dominican Republic for a V64.3 turbogas machine built by Siemens. Other orders in Argentina and Brazil contributed significantly to an increase in volumes compared to the previous year. Middle East The region confirms its importance for “current service” contracts, in particular with successes in the United Arab Emirates and Oman. Asia The principal orders in 2005 were: “Long Term Service Agreements”: – AceaElectrabel – LTSA for 9 years on a V94.3A2 turbogas machine at Leinì – ECL – two LTSA contracts for 8 and 5 years respectively on V64.3 turbogas machines at Lublino and Rzeszow (Poland) – Edelnor – LTSA for 4 years on a V94.2 turbogas machine at the Mejillones plant (Chile) – Tirreno Power – LTSA for 12 years on a V94.3A2 plant at the Levante Naples plant – AEM Torino – two LTSA contracts for 14 years for the No. 2 and No. 3 groups at the Moncalieri plant (2 V94.3A2 turbogas machines) “Current service” contracts: – ENEL – maintenance and strategic spare parts for V94.3A2 machines installed in Italy – ENEL – strategic spare parts for the V94.3A2 machine at Escatron (Spain) – Electrabel – master agreement to supply spare parts for the V94.2 turbogas machines in the Benelux – Edipower – revamping of five hydroelectric alternators at the Mese plant – Cogentrix – strategic spare parts for the V64.3 turbogas machine at the San Pedro plant (Dominican Republic) – Dewa – strategic spare parts for the V94.2 turbogas machine at the Jebel Ali plant (United Arab Emirates) Nuclear The year 2005 experienced considerable renewed interest for nuclear energy on the international front. This was due to the increase in the price of hydrocarbon and, a general increased concern on securing supplies. This renewed interest was also seen in Italy, with ENEL participating in electro-nuclear companies and new plants abroad. In Italy, however, significant difficulties remain in the decommissioning of plants, which highlight the obstacles that the country still must overcome to seriously reconsider any nuclear option. AnsaldoEnergia The region grew in 2005 compared to the previous year, led by the commercial successes in India and Pakistan. 11 With this background, the commercial performance for the first 10 months of the year in the Nuclear sector (and prior to the conferment of the division to Ansaldo Nucleare S.p.A.) was in line with expectations. Orders amounted to Euro 32.7 million, almost entirely recorded overseas, increasing compared to 2004. The three segments of activity are analysed further below: New Plants The work continued on the completion of the 2nd Unit at Cernavoda, which resulted in total new orders of Euro 25 million, largely due to reimbursable services in the original contract, but also to significant new supplies’ orders. As far as the Innovative Reactors line, additional work was undertaken on the AP1000 reactor, through the acquisition of engineering services from Westinghouse to support the NUSTART programme, through which a group of seven US utilities intend to obtain the 12 Early Site Permits and Construction Licenses for plants to be ordered by 2009. Orders were also acquired in relation to the European programmes for the fusion and transmutation of actinides (ADS). Waste Treatment / Decommissioning The decommissioning of the SOGIN plants incurred further delays, mainly due to the accumulated delays of the Client in getting the authorisation processes. The work continued on the construction of the New Waste Liquid Storage Tanks at the Saluggia Centre, which is expected to be completed in 2006. Service The orders acquired in the service segment (Euro 6.1 million) are in line with previous years: the penetration of ANSALDO in the Eastern European market continues with the aim of increasing market share. A good result was achieved in the service for the Superphoenix plant, while that for the Cernavoda 1 plant was in line with expectations. CORPORATE EVENTS AND ORGANISATIONAL STRUCTURE In this context, the operation has the goal of improving market positioning within the nuclear sector, thus guaranteeing operational independence to pursue opportunities in Italy and internationally, which the renewed interest and the recent energy crisis may generate. With the exception of the nuclear operation, in 2005 there were no significant changes in the size and structure of the company. The company was instead involved in a consolidation process of the new organisational structure introduced in the second half of the previous year with the aim of improving production efficiencies and control, with particular reference, but not exclusively, to those actions promoted by the shareholder Finmeccanica. AnsaldoEnergia T he most important change in relation to the organisational structure was the transfer of the “Nuclear Division” business unit to the 100% subsidiary Sopren S.p.A., which changed its name to Ansaldo Nucleare S.p.A., becoming fully operational in November 1, 2005. The Nuclear Division, created as the technology vehicle of the nuclear sector (after the referendum in 1987) has permitted Ansaldo Energia S.p.A. to maintain scientific and managerial expertise in this field through international projects, as well as the active participation in the development of new plant concepts with greater intrinsic and passive security and the application of the systems and plants expertise to the design of future machines for fusion. 13 MANUFACTURING PERFORMANCE Production In 2005, the new manufacturing organisation was consolidated, with the complete generational change of the heads of the principal divisions and the conclusion of the changeover phase. Important restructuring and rationalisation took place in the Fegino workshop, areas which relate to the production of spare parts for service and tools. This restructuring related to the conversion of an area only partly in use which has now become a specialised machining workshop for the production of spare parts, tools and emergency parts. The synergy of the two divisions will permit production recoveries, reduce costs and improve the expertise in the spare parts and tools production for the factory. An area was also made available for the Service warehouse which will permit a reduction in the areas used and costs for external storage. The area left vacant from the tooling division will allow for a better flow of materials in the blades production division and create space for new machinery. During the year, important results were obtained in terms of productivity in the “hot blades” division, and the achievement of total independence from external suppliers for conventional machining and electroerosions. • N. 9 turbo-alternators • N. 2 hydro-alternators • N. 4 steam turbines in addition to other hardware allocated to spare parts or to the revamping of power plants. Finally, an important improvement programme was implemented for “a tooling warehouse”, which in effect replaces the old and obsolete system and integrates with the company other management programmes. Sites work and start-up During 2005, activities were divided between the plants at: Enipower (Ferrera Erbognone, Brindisi), During the year 2005, a total of 22 complete machines were delivered sub-divided as follows: Tractebel (Voghera and Rosignano) and Egl (Sparanise). It is worth pointing out that as in last year, there were no delays in deliverables and in some cases 14 • N. 3 V94.2 bonuses were obtained from clients for better than • N. 4 V94.3A2 expected deliveries and performance of the plants. Engineering In 2005, the work involved in achieving full technology independence on the Turbogas product line continued, as well as those to improve the current production line. which the Company has introduced into the workforce in recent years in order to provide the company with specialists in the field of materials, fluid dynamics, heat transfer, combustion and mechanical integrity, which can be applied across several product lines. On the other product lines, steam turbines and generators, full technology independence has already been achieved. The principal activities commenced or completed were: Gas Turbines • Improved performance on all models • Auxiliary optimisation (gas and oil systems, already available lubricant) • Environment reduction impact (Emissions reduction) • Independence in the supply chain and approved new blade suppliers • Burner optimisation Steam turbines • Development of a new High Pressure – Medium Pressure combined section Service • New solutions construction of rotors The mix between “current service” and “programmed maintenance contracts” in 2005 was substantially similar to 2004, with a small increase in production volumes. The growth trend of LTSA (long term service agreement) contracts will become more prevalent from 2007, driven by the current order backlog. The general maintenance contracts increased significantly compared to 2004 (+65%) with consequent important increases in the resources in the field. In this regard, the generational change of personnel continues to build on previous years with young trainee technicians working alongside experienced Generators • Evolution of the 23 Z project to the new size 350/400 MVA • High conduction of the isolation system The above activities were carried out thanks to the work performed by the Centres of Excellence created in 2004. The centres employ young and qualified resources AnsaldoEnergia • Development of a last stage blade 48” 15 personnel. The trainees undergo an in-house training course at the actual production facility before they are sent to work at jobsites. The service organisation and its principal production processes were completely revamped with the aim to simplify the business which further improves the speed and the quality of the work. In 2005, IT systems were introduced for the management of the commercial and production phases increasing productivity. The significant increase in the LTSA orders, with guarantees on availability and performance, also resulted in a greater focus on complex managerial instruments for the creation of special spare parts warehouses and the optimisation of the strategic inventories. As far as production, the activities of manufacturing, repairs and maintenance support were further integrated with the principal lines, in order to benefit from a greater number of resources and more up-todate management systems. During the year, two pilot projects were also commenced, based on the “6 Sigma” method. In 2006, a decision will be taken on whether to extend the use of the 6 Sigma method on a wider scale based on the results and value generated for the clients, 16 Management of contracts During 2005, the contract management activity resulted in important economic and financial results. The programmed contractual milestones were achieved during the year. The acceptance (PAC) of the Electrabel plant at Voghera and another four (4) Enipower units at Mantova and Brindisi was of particular importance. All of the Iranian order machines were completed and delivered (gas turbines and generators) and the Final Acceptance Certificate was received for the Ballylumford plant in Ireland. In addition, the end of the guarantee period on the Neyveli plant in India was reached which will allow for the closure of this challenging project during 2006. Particular attention was given to the management of the Iranian contract. This was in order to minimise the risks which arose through the instability of its relations with countries in the Western world. The consolidated capacity of the company to successfully undertake high plant content contracts is confirmed by the fact that 75% of the volumes in the year were combined cycle plants. The respecting of manufacturing, assembly and start-up programme schedules and the improvements in margins on these contracts represent an important result, especially in consideration of the managerial complexities in coordinating the work between the factory and the sites. HUMAN RESOURCES T he year was noteworthy (even more than the previous year) by the actions taken to increase the professional mix of the personnel. This was achieved by means of a combination of the introduction of medium and high level educated personnel or highly qualified professionals, the provision of training courses and termination incentives for those with skills no longer compatible with the needs of the company. The development and training projects were based on the objectives of the parent company. The year 2005 was not marked by any unusual or complex issues, but rather saw the development and commencement of actions towards productivity improvement, the motivation of human resources, and of their professionalism and evaluation. Industrial relations The trade union dialogue was centred, on one hand, on the monitoring of the collective incentive system related to the “Result Premium” (with particular attention placed on the new “management performance” indicator, due to the containment of direct and indirect costs), and on the other hand on production recoveries in the factory, through the launch of the mixed workgroups operating in the three product lines. This work began in February 2005 with two “study days” in which the trade union representatives and the divisional and product managers created proposals to improve organisational and productivity efficiency. Following this project, approximately 20 study groups were formed which resulted in substantial reductions in cycle times through operations on work procedures and the use of equipment and logistics at the workplace. The Company and the trade union representatives periodically agreed upon the changes to work practices. The integrated agreement also included new monetary and regulatory conditions for transfers within the national territory. After prolonged negotiations, the agreement was signed on June 1, 2005. The consultation procedure required by law on the transfer of the Nuclear Division to the company Ansaldo Nucleare took place in the final quarter of 2005 without any issues. AnsaldoEnergia Trade union relations in 2005 principally concerned the application of the integrated agreement signed in December of the previous year and were only marginally impacted by tensions due to the difficult issue of the renewal of the National Collective Agreement, which however resulted in the loss of almost 40,000 man-hours due to work absenteeism. 17 Personnel New recruits The number of personnel decreased from 2,478 at the end of 2004 to 2,270 at the end of 2005. During the year, the Nuclear Division was spun off with the consequent transfer of 178 employees to Ansaldo Indefinite period contracts Definite period contracts: • Insertion contracts 115 40 • Law 398, contracts for definite periods overseas 69 Transfer from group companies 5 Nucleare. The total number of new recruits was 155, consisting of 1 executive, 75 managers and white-collar workers and 75 blue-collar workers. With reference to the level of education, 70% of the white-collar workers have degrees while the remaining 30% have diplomas. Among the blue-collar workers 42% have diplomas. The new recruits holding degrees or specialists were almost exclusively specialist personnel operating in technology development (Centres of Excellence), plant engineering and Service. This is in line with the PERSONNEL 31/12/2005 31/12/2004 Executives 75 104 Managers 187 226 White collar 995 1,122 Blue-collar direct 662 692 Blue-collar indirect 219 212 Overseas employees 132 122 2,270 2,478 Total Training The movements in terminations and hiring are shown below, net of the 178 employees transferred from Ansaldo Nucleare. Terminations Termination contracts for indefinite periods Termination contracts for definite periods • Insertion contracts 180 3 • Law 398, contracts for definite periods overseas 76 18 company objectives of achieving technology independence, to obtain plant contracts and strong growth in the service sector. A training course was held in the second half of the year for human resource managers, executives and other management, which will continue in 2006 with further editions for personnel with coordination roles. This course, complementary to those undertaken by Finmeccanica, is important due to its focus on specific internal needs within the company. In 2005, particular attention was placed on the workplace security training. This commitment will be increased in 2006 focusing both on the managers of the production divisions and those in charge of external service and assembly sites. project was co-financed through FSE. During the year there were 46,257 man-hours of With respect to the training of new employees, the Machine Utilities Operators course was completed for training, confirming the increase trend of previous years, with a +13% compared to 2004. numeric control with the qualification of 21 trainees. A course also began for “ machining and assembly A total of 57% of the training courses received workers” for 22 trainees in the service area. This contributions from FSE. AnsaldoEnergia In addition, training took place on technical issues concerning the workshop, engineering and service. 19 QUALITY I 20 n 2005 Supervision activities were carried out which obtained important feedback that will support in all areas in order to ensure the correct application of the Company Management System (Quality-Envi- our actions for improvement. In addition, the System support (Quality, Environment ronment-Security). These activities occurred at both and Security) activity continued in respect to the offices and on-site. Furthermore, the action was “Offer, Acquisition Order, Contract Management” extended outside of the company, involving the Suppliers which were required to measure their process. With the support of external consultants, improvement performance for orders closed during the year. projects were implemented based on “lean As a result of this systematic action, the objective to meet the verifications conducted by the Certification Organisations for the review/renewal of the enterprise” and “6 sigma” methods for the following areas: – Improvement of the quality on jobsites certifications was achieved : – Analysis of the plant engineering processes. UNI EN ISO 14001 (Environment – offices and sites); UNI EN ISO 9001 edition 2000 (Quality – offices and The service area was involved in the following areas: – Intervention on mixing chamber – Bid process review. site); UNI EN ISO 729-2 (Welding – offices). These projects, which began in the summer of 2005, have the purpose, in addition to attaining their specific objectives, to identify new methods to handle issues As in 2004, the ISO 9001-2000 norms that particularly of quality, application and other processes. emphasise attention to company processes were applied. They were identified and monitored through Particular attention was also dedicated to the promotion of internal and external courses to improve indicators, in order to define actions for improvement, where necessary. The main Clients were consulted, in a spirit of “Customer Satisfaction”, through questionnaires the know-how of trainees. Overall, the activities undertaken during the year had as primary objectives: – satisfying client requirements in terms of quality and reliability of products in full respect of technical specifications, legislation, environment and security; – involving company personnel, encouraging a sense of responsibility and constructive dialogue in relation to environment, quality and security; – periodically re-examining the Company Management System in order to ensure its efficiency and effectiveness; – retaining focus on the objective of continuous improvement. INVESTMENTS T he capital investments in 2005 were principal- ly focused on the technological maintenance and upgrading of the machine tools, started in previous years, to allow for continuous improvement in quality and efficiency. In particular, the replacement continued on the work centres which are now technologically obsolete, of the steam turbine blade line and turbogas compressors with the objective of balancing the mix between internal and external production. In addition, the following projects were started and partly completed: – A rationalisation project of the production areas at Fegino. The objectives are the reorganisation of some areas and a more efficient allocation of the Tools and Spare Parts Workshop. The rationalisation of these two divisions and the transfer to a single area has created an efficient mechanical workshop dedicated to spare parts, tools and emergencies, due also to the replacement of some obsolete machine tools with new state-ofthe-art machines. As for to the “blades machining”, the changes will allow for a better flow of materials. It will now also be possible to build a new line for the fabrication of burners for the gas turbines, which are currently not manufactured in the factory. – The upgrading of the Service and plant commissioning equipment, in order to guarantee the efficiency of the revision on the installed machinery and acquire new diagnostic capacity on-site and at head office in order to guarantee an efficient and immediate service operation. AnsaldoEnergia – Operations to maintain factory capacity, with the objective to guarantee quality, efficiency and the availability of the potential production installed in the Genoa factory. Other important operations related to: the extraordinary maintenance of a horizontal lathe for the machining of large disks; the operations on the gantries at the factory; the commencement of a series of actions on the magnetic cutting blades for electric machines, which no longer permit the required quality due to the age of the plant. 21 RESEARCH, DEVELOPMENT AND TECHNICAL INNOVATION T he year 2005 has seen a follow-up of the activity foreseen in the plan aimed at the achievement and consolidation of the company’s technology independence plan for all of its product lines. The successful conclusion of the gas turbine licence agreement confirmed the strategies outlined in the Plan. improved version (plus), now ready for commercial application, and the upgrades were developed for other models to increase competitiveness . Good results were also obtained with respect to low emission combustion systems, auxiliary machine systems and measurement and evaluation instruments. The consolidation of the Centres of Excellence set up in the previous year has permitted the programmed development of the different product lines. Gas turbines As in the previous year, focus was placed on the development of new blades, especially the 48” blade whose project, in spite of a delay due principally to the project partner Skoda, will be completed in 2006 The project for the approval of suppliers of turbine blades and other high technology content parts with the experimental testing of the prototype. Activities also continued on high temperature completed the study phase, and the production phase commenced. The final controls and supply of the first materials and a project began for the development of high pressure modules to increase competitiveness on the MT series and for their use on smaller machines, series for production are expected in 2006. The base V64.3A project was completed in its 22 Steam turbines prevalently for industrial applications. Turbogenerators The project on the 250 MVA air-cooled machine was completed, and a new 350 MVA air-cooled machine was developed for its application on the most recent version of the larger sized gas turbine. The new turbo generator model is now commercially available. In addition, the activity of development and supplier qualification on materials and isolation systems continued with the results being applied to the new turbo generator models. Combined Cycle Plants Further delays on financing caused a significant slowdown in the planned plant dynamic simulator project, which can be expected to be developed in 2006. Important activity was carried out on advanced control systems and on auxiliary systems for environment impact containment. Nuclear With respect to the Plant Decommissioning, the Integrated Management System was further developed: it is based on a three-dimensional plant model (available both in Intergraph and Autocad) in order to achieve the greatest integration possible of both physical and radioactive information associated with the plant dismantling. In the radioactive waste treatment field, the chemical decontamination process of seized mechanical items of the plant was further analysed, in view of its future utilisation and with the contribution of the university: AnsaldoEnergia The activities in the “nuclear division” of Ansaldo Energia in the first 10 months of 2005 will be continued in the subsidiary Ansaldo Nucleare S.p.A. to where the division was transferred. 23 24 the chemical decontamination the optimal composition of the processing baths and of the the COBRA-4 code which allows for thermal hydraulic calculations of the VVER reactor core regeneration was studied, while at the same time the dose effect on the personnel and the consequent In 2005, a Research Contract was signed with the protection. European Commission (Sixth Master Program) called IP-EUROTRANS (“European Transmutation” In the field of service to thermal reactors activity sponsored by the Organisation for Economic Cooperation and Development (OECD), it continued with the safety analysis of the Russian water pressurized reactors (VVER-1000) This permits Ansaldo to gather experimental data from the PSB facility (VVER plant simulator). Ansaldo has developed a model of the facility and carried out , tests to validate Integrated Project), a continuation of the “Accelerator Driven System” Project undertaken in recent years. It consists of a four-year project involving 26 organisations representing all of the principal Research Centres, Universities and European industries. Work on the project commenced in April. All research and development spending in 2005 was charged directly to the income statement, totalling Euro 12.5 million. RESULTS OF THE GROUP MAIN COMPANIES Ansaldo Nucleare S.p.A. The results are summarised as follows: • Net profit: Euro 0.1 million The company, formerly Sopren S.p.A., wholly owned • Revenues from production: Euro 9.1 million by Ansaldo Energia and previously non-operative, was conferred the “Nuclear Division” business unit on • Net equity: Euro 0.5 million October 24, 2005. The company began its operational • Net financial position: Euro +2.3 million activity in the electric-nuclear energy production field • Employees: 44 units on November 1, 2005. The company recorded a closetobreak-even result in 2005, although the results corresponded to only a two- Asia Power Projects Private Ltd month period. The results are summarised as follows: • Net profit: Euro 0.1 million The company, based in Bangalore, India, manages the on-shore contracts which Ansaldo Energia has • Revenues from production: Euro 7.3 million • Net equity: Euro 0.6 million • Net financial position: Euro +11.1 million acquired in the region, and performs service/spare parts supply for the local unit. In 2005 the company settled a dispute on the construction of a plant for Akrimota which resulted in • Employees: 180 units the recognition of a claim of approximately Euro 4 million. The activities continued on the completion of the Sagem Italia Srl lignite plant at Neyveli, which concluded the guarantee The Company operates in the management and maintenance of treatment and waste disposal plants, co-generation and district heating and renewable energy plants. In 2005, the company undertook new projects in order to diversify its business. period in 2005 and which should be completed in the next year. The results are summarised as follows: • Net profit: Euro 4.8 million - the positive result is due to the claim on the Akrimota plant as previously mentioned • Revenues from production: Euro 17.3 million • Net equity: Euro -11.3 million • Net financial position: Euro -11.4 million, including payable of Euro 10.5 million to Ansaldo Energia. • Employees: 35 units AnsaldoEnergia At the end of the year, Ansaldo Energia transferred the facility management contract on the Genoa Campi factory to Sagem Italia Srl. When completed in 2006, this will permit Sagem Italia to establish a foothold in a very important sector and with a high growth potential. 25 TRANSACTIONS WITH SUBSIDIARIES, ASSOCIATES AND HOLDING COMPANIES Holding company Sheet and Memorandum Accounts include both Finmeccanica SpA’s relationship with the Company is transactions of a commercial and of a financial nature under normal market conditions. An exception to essentially that of a Holding Company providing support of a financial nature. this is the loan with the Indian subsidiary ASPL, noninterest bearing in line with Indian legislation. The transactions of both a short and medium/long term nature are regulated at market conditions. The Company also has a mandate, for residual activity, from Finmeccanica SpA for the management of several overseas contracts. Subsidiary and associated companies 26 Associated companies Ansaldo Energia S.p.A undertakes transactions with Companies of the Finmeccanica Group, exclusively of a commercial nature for the reciprocal supply of goods and services at normal market conditions. With regard to Ansaldo Industria, in liquidation, reciprocal mandates remain for the management of Ansaldo Energia Spa operates with the Companies in which it has holdings as an industrial partner, providing contracts. adequate commercial and financial support. The amounts shown in the Income Statement, Balance The receivables/payables, costs and revenues of the above-mentioned companies are summarised as follows: T R A N S A C T I O N S W I T H H O L D I N G , S U B S I D I A RY A N D A S S O C I AT E D C O M PA N I E S (Euro/thousands) Balance Sheet Assets Holding companies: Financial Finmeccanica (Group VAT) 213,751 TOTAL HOLDING COMPANIES Trade Income Statement Liabilities Others Financial 145 Trade Costs Others 767 Revenues Financial Trade Financial Trade 206 3,192 3,262 102 206 3,192 3,262 102 20 39,504 611 39 20 761 59 39,524 3,481 213,751 145 10,601 242 71 781 3,481 0 767 2,013 1,680 0 Subsidiary companies: Sagem Italia ASPL Ansaldo Nucleare TOTAL SUBSIDIARY COMPANIES 10,601 1,094 12,024 0 14,037 1,680 0 0 1,372 1 329 18 2,637 Related companies: TOTAL RELATED COMPANIES TOTAL 6 92 1 1,621 730 4 3,163 1,669 11,330 317 169 130 1 6 97 655 781 38 1,890 697 16 1,861 0 2,455 1,669 0 6,087 0 6 15,041 1 3,000 224,352 3,694 5,150 14,037 8,534 0 271 57,757 3,263 4,474 AnsaldoEnergia Elsag Ansaldo Ricerche Ansaldo Fuel Cells Ansaldo Industria in liq. Ansaldo T & D Mecfin Alenia Spazio Elsag Gest Fata Fata Zust 27 ANALYSIS OF THE RESULTS AND FINANCIAL POSITION SCHEDULE FOR THE ANALYSIS OF RESULTS (Euro/thousands) A. - REVENUES Change in work-in-progress, finished and semi finished goods Increase of internal works capitalised B. - “NORMAL” VALUE OF PRODUCTION Cost of raw materials and external services C. - VALUE ADDED 31/12/2005 31/12/2004 735,743 720,422 7,429 (2,839) 40 329 743,212 717,912 (568,583) (543,045) 174,629 174,867 (128,952) (128,798) D. - EBITDA 45,677 46,069 Amortisation & depreciation 12,775 12,771 Personnel costs Other adjustments 28 2,485 Provision for risks and charges 20,500 4,750 Other income (charges) 19,897 3,100 E. - EBIT 32,299 29,163 Financial income and charges 4,598 1,052 Adjustment of financial assets 3,608 2,072 F. - RESULT BEFORE EXTRAORDINARY ITEMS AND TAXES 40,505 32,287 Extraordinary income and expenses (4,748) (16,816) G. - PRE-TAX RESULT 35,757 15,471 Current taxes and deferred tax income/charge 18,212 8,987 H. - PROFIT FOR THE YEAR 17,545 6,484 SCHEDULE FOR THE ANALYSIS OF THE BALANCE SHEET (Euro/thousands) 31/12/2005 31/12/2004 A. - FIXED ASSETS Intangible assets Tangible fixed assets Financial fixed assets 360 450 107,450 106,656 14,480 13,543 122,290 120,649 3,167,054 3,582,797 312,081 396,560 B. - WORKING CAPITAL Inventories Trade receivables Other assets Trade payables Advances Provision for risks and charges Other liabilities 69,538 45,472 (259,618) (249,027) (3,388,105) (3,751,066) (101,185) (74,973) (51,865) (61,329) (252,100) (111,566) (129,810) 9,083 (42,157) (50,057) (171,967) (40,974) C. - CAPITAL EMPLOYED less operating liabilities D. - EMPLOYEE LEAVING INDEMNITY E. - CAPITAL EMPLOYED less liabilities and Employee leaving indemnity financed by: F. - OWN FUNDS Share capital paid in 11,967 11,967 Retained earnings 12,642 12,318 Net Profit 17,545 6,484 42,154 30,769 8,311 13,308 medium/long term debt long term loans receivable (2,703) (2,613) 5,608 10,695 H. - SHORT-TERM INDEBTEDNESS (NET CASH AVAILABLE) short-term debt liquid assets and short-term financial receivables I. - TOTAL 14,814 949 (234,543) (83,387) (219,729) (82,438) (171,967) (40,974) AnsaldoEnergia G. - MEDIUM/LONG-TERM INDEBTEDNESS 29 CASH FLOW STATEMENT 31/12/2005 31/12/2004 82,438 82,541 (Euro/thousands) A. - BEGINNING CASH AVAILABLE (BEGINNING SHORT-TERM DEBT) B. - CASH FLOW FROM OPERATING ACTIVITIES Net profit/(loss) for the year 17,545 6,484 Amortisation & depreciation 12,775 12,771 (Gains) losses on fixed assets disposals (Revaluations) write-downs of fixed assets Changes in share capital Net change in employee leaving indemnities 49 (1) (324) (280) 140,594 (6,568) (2,249) (217) 168,390 12,189 (13,703) (12,331) C. - CASH FLOW FROM FIXED ASSETS Investments in fixed assets: intangible assets tangible assets financial Disposal of fixed assets (450) (2,779) (263) 1,809 2,064 (14,673) (10,980) D. - CASH FLOW FROM FINANCING ACTIVITIES (Increase) or decrease in financial assets Repayment of loans 1,376 (2,688) (2,929) (1,312) E. - DISTRIBUTION OF PROFITS (6,160) F. - CASH FLOW IN THE YEAR 144,628 F1. - EFFECT OF CORPORATE OPERATIONS ON AVAILABLE CASH G. - ENDING CASH AVAILABLE (CLOSING SHORT-TERM DEBT) 30 (102) (2,827) (103) (7,337) 219,729 82,438 The year 2005 ended with growth in revenues of again illustrating the constant attention in the approximately 3.5%; this growth was achieved in all of the business lines (plant equipment, service and reduction of all costs. The adjustments in value of financial assets mainly due nuclear division), although 2005 includes the results to the positive result of the Indian subsidiary Aspl Ltd of the “Nuclear Division” for only 10 months, while which in 2005 settled an important dispute with a in 2004 it included the full year. In particular, the increase in plant and equipment is attributable to client receiving a claim of approx. Euro 4 million. The extraordinary charges, which have decreased the increase in orders acquired in 2004 and 2005. significantly compared to the previous year, principally Against an increase in revenues, the gross operating margin remained substantially unchanged. In fact, the company significantly committed to achieving include termination incentive payments to personnel, mainly executives. The income taxes of Euro 18.2 million (Euro 8.6 million full technology independence, increased research Italian regional tax and Euro 9.6 million overseas and development expenses by approx. Euro 4.0 million (total amount Euro 12.5 million) and covered these expenses with higher profit margins. income tax) increased significantly compared to the previous year, principally due to the overseas component. In particular, provisions were made of Personnel costs are in line with the previous year, with an average workforce lower by approx. 70 employees. The principal factors impacting upon this Euro 3.5 million for Iranian tax which matures based on the execution of the local services and Euro 4.6 million for taxes in India. The company is currently in result were the renewal of the company’s collective dispute with the local fiscal authorities in relation to bargaining contract and the normal salary increases. Amortisation and depreciation are in line with the the application of this latter amount. previous year and mainly due to tangible assets. The non-current assets amount to Euro 122 million and include Euro 0.4 million on the rights to use a turbogas model, Euro 107.4 million of tangible fixed assets, relating to the factory at Genoa Campi and to the building at Legnano, and Euro 14.4 million of financial receivables and equity investments. In 2005, this latter amount increased following the acquisition of 45% in ESG AG, a Swiss company operating in the service sector representing a change in the growth strategy for services. The provisions for risks and other adjustments amounted to Euro 20.5 million, which included an inventory provision of Euro 3.5 million on the obsolescence risks associated with some generator models, and an increase of Euro 17 million in the provision for disputes. These provisions allow for adequate cover of the risks especially in the South America region. Other income of Euro 19.9 million relates to the restatement of assets and the SACE reimbursement on receivables previously written down and to the receipt of register tax paid in previous years. The account “other income” demonstrates the ability of the company to pursue all avenues in the recovery of assets. The significant improvement in financial income is due to the average cash position during the year which has increased significantly from the previous year and to a reduction of commissions and expenses, The working capital decreased by approximately Euro 141 million. This improvement results from a close attention to the working capital management , and due for approximately Euro 52 million to a decrease in inventories, net of payments on account, made possible by the contractual conditions on new plant contracts and for approx. Euro 85 million to a reduction in trade receivables following normal collections on the completion of work. The provision for risks and charges increased by AnsaldoEnergia ANALYSIS OF THE RESULTS AND FINANCIAL POSITION 31 approximately Euro 26 million as previously described, and permits the company to consider all foreseeable risks reasonably covered. The contained increase in trade payables is due to the increase in the costs of materials and services. It should be noted that the payment terms are in line with market conditions and that the supplier conditions were subject to a project on transparency and reciprocal commitment in respect of the conditions which resulted in a new level of trust between suppliers and the company. The employee termination provision decreased due to the departures at the end of the year previously commented upon and due to the transfer to Ansaldo Nucleare S.p.A. of 178 employees of the Nuclear Division. The net financial position, totalling approx. Euro 214 million, and compared to Euro 142 million in the previous year, is expected to remain at extremely high levels again for the current year. 32 MARKET PROSPECTS AND COMPETITIVE POSITIONING The power generation market Again referring to the partial figures for the first nine months, as far as the open market is concerned, the The figures for the “power generation” plant market in the first nine months of 2005 confirm the level of orders in 2004. The open market has remained stable Asian market continues to be the primary one for demand, accounting for 34% of total orders, compared to 21% for the Middle East region, while – that is excluding the figures for to the Chinese Europe with almost 8 GW (a significant decrease market – with volumes just under 40 GW, while compared to 11% in 2004) and North America (which appears to have slowed down compared to 15% in the confirming the change in the demand. previous year) amount to respectively 20% and 9% of The “bubble” in the Chinese market with respect to the total. the steam turbine orders is no longer prevalent: although consisting of almost 35% of the total market, the volumes in this market have lost approximately Growth continues in the Middle East region, 65% compared to the previous year (9.4 GW amounting to 22% of global turbogas orders and 16% of steam turbine orders. compared to 27 in 2004). Excluding China, Asia is the leading region in orders for steam turbines, again accounting for almost half of the orders in the open market (45%). The growth in the Indian market remains strong which, although less dynamic than in the previous year, alone covers around 30% of the steam turbines on the open market. AnsaldoEnergia This is a confirmation of the continuing growth in the coal rich markets, with the worldwide level of orders for steam turbines (27 GW) again above the orders for gas turbines in the “power generation” market, at around 23 GW. The steam turbine market therefore appears to be heading for a better result than the previous year, which is expected to be around 30 GW for the full year in 2005. 33 Competition and positioning of Ansaldo Energia The orders in the first nine months of 2005 reveal a very close battle for leadership in the gas turbine market. On the global market, General Electric and Siemens have a similar market share at around 35% each. While GE is by far the leader in the segment below 50 MW with over 60% of the orders compared to the 23% of Siemens, this latter is leader in the large sizes, with approximately 40% of the market ahead of GE (32%), which is leader by number of units ordered. If the figures for the full year confirm this position, we will see an “historic” change in the leadership position, which will significantly influence the future commercial policies of both Players. In both size segments, other constructors trail considerably, with only Rolls-Royce and Mitsubishi having market shares above 10% – in the machines below 50 MW (Rolls-Royce, 13.1%) and above that size (Mitsubishi, 15%). 34 Noteworthy is the good position of Ansaldo Energia, with a market share close to 6% , placing the company in fourth position behind Mitsubishi. The leaders in the steam turbine open market are Siemens and Mitsubishi,, both with around 15% of the orders, ahead of BHEL with 13% which accounts for this good result due to continuous growth in its domestic market. There is a similar situation in the machines above 50 MW: Siemens confirms its leadership position with 15.7% of the market, followed by Mitsubishi (14%) with Alstom, LMW, BHEL, and GE all at around 13%. The other constructors are at some distance, with Ansaldo Energia’s a market share at around 5%. SIGNIFICANT EVENTS AFTER THE YEAR-END O n February 22, 2006, an important “turnkey” contract was signed for a combined cycle plant of 800 MW at Rizziconi (Reggio Calabria) and the associated scheduled maintenance. and is particularly significant, as in addition to the loyalty and confidence of the client EGL, the contract will contribute significantly to production volumes and cash flow already in the current year. AnsaldoEnergia The value of the contract, is approx. Euro 490 million, 35 BUSINESS OUTLOOK T he commitments of Ansaldo Energia in 2006 In particular, the company has backlog orders of Euro require further efforts in growth in order to maintain the momentum which began in recent years and 2,314 million which will see the saturation of its production capacity in 2006 – both for manufacturing continued through 2005. and engineering. However the market scenario, which foresees a slowdown in the domestic market, requires Ansaldo Energia to create commercial opportunities abroad. This growth in international markets must be accompanied by an even greater rigorous analysis of the risks in order to minimise the risk profile. In this scenario, particular importance is given to the company’s strategy in the service area in order to affirm Ansaldo Energia as a leading international player in a highly profitable sector. The strategy is for significant growth in service volumes, which will be attained through full optimisation of the technological expertise of the company and alliances or acquisitions. The spin-off that took place at the end of 2005 enables Ansaldo Nucleare S.p.A to better take advantage of the opportunities in this sector, which should translate into a significant increase in business volume in 2006. From the technology independence point of view, 2006 will consolidate the already excellent results achieved in 2005 on all product lines and in particular in the turbogas segment. With respect to margins, further growth will be achieved, placing maximum attention on the rationalisation of the processes and continuous search for improvement in both purchasing and production. 36 AnsaldoEnergia FINANCIAL STATEMENTS AS AT 31.12.05 37 FINANCIAL STATEMENTS AS AT 31.12.05 BALANCE SHEET – ASSETS (in Euro) FIXED ASSETS INTANGIBLE ASSETS Concessions, licenses, trademarks and similar rights TANGIBLE FIXED ASSETS Land and buildings Plant and machinery Commercial and industrial equipment Other assets Assets in progress and payments on account FINANCIAL ASSETS Equity investments in: subsidiary companies associated companies other companies Receivables (*) others TOTAL TOTAL FIXED ASSETS CURRENT ASSETS INVENTORY Raw materials, supplies and cons. stores Work in progress and semi-finished products Contract work in progress Advances RECEIVABLES trade receivables from subsidiary companies from associated companies from parent companies tax receivables others CASH AT BANK AND ON HAND Bank and postal deposits Cash and cash equivalent TOTAL CURRENT ASSETS PREPAYMENTS AND ACCRUED INCOME Total assets (*) Amounts payable within one year, of which: 38 31/12/2005 31/12/2004 360,000 360,000 450,000 450,000 54,262,865 42,487,596 2,417,491 1,304,639 6,977,654 107,450,245 55,773,981 40,968,360 3,677,060 1,633,363 4,603,125 106,655,889 1,176,083 2,499,469 806,540 4,482,092 613,678 77,608 854,945 1,546,231 12,700,645 12,700,645 14,609,667 14,609,667 17,182,737 16,155,898 124,992,982 123,261,787 51,289,110 59,964,297 3,018,333,224 37,467,429 3,167,054,060 46,446,604 52,535,353 3,457,259,921 26,554,881 3,582,796,759 307,362,095 11,693,928 217,377,090 19,392,661 39,100,805 594,926,579 395,537,659 11,292,417 581,934 55,894,313 12,841,827 25,422,499 501,570,649 10,142,425 41,589 10,184,014 12,110,266 99,404 12,209,670 3,772,164,653 4,096,577,078 11,051,880 11,638,622 3,908,209,515 4,231,477,487 2,788,000 2,698,000 BALANCE SHEET LIABILITIES (in Euro) NET EQUITY SHARE CAPITAL LEGAL RESERVE RETAINED EARNINGS NET PROFIT FOR THE YEAR PROVISIONS FOR RISKS AND CHARGES provisions for pension and similar taxation others 31/12/2005 31/12/2004 11,966,812 940,140 11,702,513 17,545,000 42,154,465 11,966,812 615,923 11,702,513 6,484,334 30,769,582 876,077 13,377,203 86,931,832 101,185,112 772,477 5,041,242 69,159,445 74,973,164 42,157,522 50,056,856 3,439,282 5,647,687 3,388,105,452 257,170,956 15,717,666 767,060 3,895,571 13,886,273 25,986,642 3,714,616,589 7,518,384 6,549,254 3,751,065,559 245,179,589 4,018,118 4,132,715 3,686,460 15,204,578 24,802,126 4,062,156,783 8,095,827 13,521,102 3,908,209,515 4,231,477,487 5,681,000 10,480,000 279,000 485,000 3,953,789,000 3,215,266,000 1,225,325,506 5,179,393,506 1,274,831,997 4,490,582,997 EMPLOYEE LEAVING INDEMNITY PAYABLES (*) Payables to bank Payables to other lenders Advances Trade payables Payables to subsidiary companies Payables to parent companies Tax payables Social security institutions Other payables ACCRUED LIABILITIES AND DEFERRED INCOM TOTAL LIABILITIES (*) Payable beyond one year others MEMORANDUM ACCOUNTS (in Euro) Guarantees - given to third parties Sales and purchase commitments Others AnsaldoEnergia Unsecured guarantees given 39 FINANCIAL STATEMENTS AS AT 31.12.05 INCOME STATEMENT (in Euro) VALUE OF PRODUCTION Revenues from sales of goods and services Changes in inventory of work-in-progress, semi finished and finished Changes in contract work-in-progress Increase of internal works capitalised Other income and revenues operating grants recovery of various costs gain on disposals other income COSTS OF PRODUCTION for raw materials, consumables and supplies services use of third party assets personnel costs wages and salaries social security contributions employee leaving indemnity pension and similar costs other costs Amortisation, depreciation and provisions amortisation of intangible fixed assets depreciation of tangible fixed assets provisions made of amounts in current assets and liquid assets Changes in inventory of raw materials, ancillary, and consumables Provision for risks Other provisions Other operating charges loss on asset disposal other taxes others DIFFERENCE BETWEEN VALUE AND COST OF PRODUCTION 40 31/12/2005 31/12/2004 1,176,423,729 390,708,876 7,428,944 (440,680,557) 40,184 (2,838,966) 329,122,473 329,115 373,514 7,690,654 18,408 30,315,108 781,609,984 590,274 6,846,167 64,419 11,716,718 736,539,076 335,473,335 253,440,163 3,087,998 313,197,409 232,448,309 2,578,684 93,213,996 27,905,705 6,444,142 685,957 702,700 128,952,500 92,285,280 28,450,244 6,612,886 628,265 821,661 128,798,336 90,000 12,685,470 12,771,410 0 12,775,470 2,484,606 15,256,016 (8,342,506) 17,000,000 3,500,000 5,204,625 4,750,000 2,029,857 67,518 2,074,133 1,281,163 3,422,814 63,295 1,668,800 1,380,813 3,112,908 749,309,774 707,376,144 32,300,210 29,162,932 (in Euro) FINANCIAL INCOME AND CHARGES Income from equity investments dividends from associated companies Other financial income from receivables classified under non-current assets others other income than above interest and commissions from subsidiaries interest and commissions from parent companies interest and commissions from others and various incomes Interest expense and other financial charges interest and commissions from subsidiaries interest and commissions from parent companies interest and commissions from other and various charges Exchange gains and losses TOTAL INCOME AND FINANCIAL CHARGES ADJUSTMENTS TO FINANCIAL ASSET VALUES Revaluations of equity investments Write-downs of equity investments TOTAL ADJUSTMENTS TO FINANCIAL ASSETS EXTRAORDINARY INCOME AND CHARGES Income gain on disposals over-accruals and similar Charges employee leaving incentive taxes previous year under-accruals and similar provisions for extraordinary items TOTAL EXTRAORDINARY ITEMS Pre-tax result Current income taxes NET PROFIT FOR THE YEAR 31/12/2005 31/12/2004 0 0 84,381 84,381 579,320 579,320 736,342 736,342 336 3,262,530 20,560,283 23,823,149 1,361 818,650 17,012,192 17,832,203 58,402 205,794 20,095,543 20,359,739 11,218 235,870 16,694,221 16,941,309 554,727 (659,490) 4,597,457 1,052,127 3,607,787 2,124,478 0 (51,825) 3,607,787 2,072,653 0 107,621 107,621 336 2,628,789 2,629,125 4,769,960 0 86,004 0 4,855,964 5,921,460 2,113,605 1,010,082 10,400,000 19,445,147 (4,748,343) (16,816,022) 35,757,111 18,212,111 17,545,000 15,471,690 8,987,356 6,484,334 AnsaldoEnergia INCOME STATEMENT 41 NOTES TO THE FINANCIAL STATEMENTS FORM AND CONTENTS OF THE FINANCIAL STATEMENTS The financial statements for the year 2005 have been prepared in accordance with the statutory requirements, updated in accordance with the provisions of the company law reform contained in the Legislative Decree No. 6 of January 17, 2003 and subsequent amendments and integrations, as required by articles 2424, 2424 bis, 2425, and 2425 bis of the Civil Code for the income statement and balance sheet, and as required by articles 2427 and 2497 bis of the Civil Code for the notes to the financial statements. In addition, all of the complementary information considered necessary in order to provide a true and fair view is included, even if not required by specific provisions in the legislation. In relation to the Balance Sheet and Income Statement, no re-groupings have been made of account items. All of the amounts are expressed in Euro. No departures have been made in the preparation of the financial statements as permitted by the 4th paragraph of article 2423 of the Civil Code. The notes to the financial statements are expressed in thousands of Euro; the information required by the Civil Code are in some cases supplemented by detailed schedules attached, which are considered as an integral part of the Notes. For a better understanding of the financial statements the values are provided, in attachment No. 14, as at 31/10/2005 relating to the conferment of the “Nuclear Division” business unit to the subsidiary Ansaldo Nucleare S.p.A. The Share Capital of the company is held 100% by Finmeccanica S.p.A., with head office in Rome, Piazza Montegrappa 4. The Company avails of the faculty not to prepare Consolidated Financial Statements in accordance with paragraph 3 of article 27 of Legislative Decree No. 127 of 1991. A copy of the consolidated Financial Statements of Finmeccanica S.p.A., of the directors’ report and the statutory and independent auditors’ reports are made public in accordance with statutory requirements. 42 43 AnsaldoEnergia NOTES TO THE FINANCIAL STATEMENTS ACCOUNTING POLICIES The valuations of the amounts in the financial statements have been made with consideration to the general criteria of prudence and accruals, in accordance with the going concern concept. The accounting policies adopted in the preparation of the financial statements are those as required by article 2426 of the Civil Code and the accounting principles issued by the Italian Accounting Profession (Consiglio Nazionale dei Dottori Commercialisti e dei Ragionieri e dall’Organismo Italiano di Contabilità). The most significant accounting policies adopted in the preparation of the financial statements are those as shown below, with any significant variations from the previous years shown in the individual comments to the notes in the financial statements. Intangible assets and long-term charges They relate to the acquisition costs, if external, or production, if internal, that do not exhaust their utility in the year they are incurred but demonstrate a capacity to produce future economic benefits. Amortisation is made over the period of their future economic utility, normally over five years, except for software and knowhow which are amortised over three years. The costs of set-up and expansion, and research and development are recorded with the approval of the Statutory Auditors. Where during the year there is a permanent impairment in the future utility, the amount is written down. Tangible assets and depreciation They relate to the acquisition costs, if external, or production, if internal, increased for the effect deriving from the application, in the past, of legal monetary revaluations. Some assets have been revalued to market value following operations of an extraordinary nature, such as mergers by incorporation. The depreciation is charged to the income statement on a straight-line basis on rates taking into consideration the asset’s estimated useful life. For the first year of use, the depreciation rates are reduced to 50%. On-going maintenance costs are charged directly to the income statement in the year in which they are incurred. Extraordinary maintenance costs are capitalised in the year in which they are incurred. Assets whose value at the balance sheet date have incurred permanent impairment in value are written down to their economic value; the original value is written back in successive years where the conditions for their write-off no longer exist, adjusted only for depreciation. Financial fixed assets Equity investments Equity investments are measured at cost or under the equity method. The equity method is applied when the results from the participation are significant, in order to give a fairer representation of the result and net 44 equity of the company, considering the fact that Ansaldo Energia avails of the faculty provided to sub-groups not to prepare consolidated financial statements. For the other holdings, the cost method is applied - being the purchase price or subscription paid. The cost is reduced for permanent impairment in values where any losses are not expected to be covered by profits in the immediate future; the original value is written back in successive years when the conditions for their write-down no longer exist. If the losses are greater than the subscription value, the difference is recorded in a “provision for losses on investments” within “Other Provisions for risks and charges” under liabilities. The financial statements used are those approved in the Shareholders’ meeting or prepared by the Board of Director’s for approval. Receivables Long-term receivables are recorded at realisable value and adjusted for the year-end exchange rate. Inventory Raw material and finished products They are measured at the lower of cost and market value. The cost is determined with reference to the average cost method. The inventories of obsolete or slow moving articles are written down through their recording in a specific provision account. Semi-finished The production to be completed of a definite sale or made for inventory is measured at production cost. Contract work-in-progress Work-in-progress on long-term job orders are measured as per the contractual revenues in accordance with the percentage of completion method. This method provides for the measurement of the contract based on the total compensation agreed upon and the advancement of the work determined by comparing the costs incurred to-date to the total costs forecast. The losses on job orders, forecast based on objective and reasonable measurements, are fully charged to the income statement in the year in which they are noted and recorded in a specific work-in-progress provision account. For the contracts that are agreed in foreign currencies, the conversion of revenues in Euro is made: • at the exchange rate at the date of invoicing, for the part invoiced and not covered by specific exchange risk cover contracts; • at the spot exchange rate for the amounts covered with a specific exchange risk cover contract; The costs at the year-end still to be incurred in foreign currencies are converted to Euro at the current exchange rate. The costs sustained in the offer phase are charged directly to the income statement in the year in which they are incurred. AnsaldoEnergia • at the exchange rate at the year-end for the part not invoiced and not covered by exchange risk cover contracts. 45