filings.toolsCRH 2021 20-F Annual Report
CRH · CIK 849395 · Form 20-F · Fiscal year ended December 31, 2021 · Filed March 11, 2022
23 sections, 1126K characters. Original on sec.gov · Markdown · JSON
Cover and table of contents
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
| (Mark One) | WASHINGTON, D.C. 20549 |
FORM 20-F
☐
REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: December 31, 2021
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
OR
☐
SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of event requiring this shell company report
Commission file number:
001-32846
CRH public limited company
(Exact name of Registrant as specified in its charter)
Republic of Ireland
(Jurisdiction of incorporation or organisation)
Stonemason’s Way, Rathfarnham, Dublin 16, Ireland
(Address of principal executive offices)
Jim Mintern
Tel: +353 1 404 1000
Stonemason’s Way, Rathfarnham, Dublin 16, Ireland
(Name, Telephone, Email and/or Facsimile number and Address of Company Contact Person)
Securities registered or to be registered pursuant to Section 12(b) of the Act.
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
| CRH plc | ||||
| Ordinary Shares of € 0.32 each | New York Stock Exchange* | |||
| American Depositary Shares, each representing the right to receive one Ordinary Share | CRH | New York Stock Exchange |
–
| * | Not for trading but only in connection with the registration of American Depositary Shares, pursuant to the requirements of the Securities and Exchange Commission. |
|---|
Securities registered or to be registered pursuant to Section 12(g) of the Act. None
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None
Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.
| Ordinary Shares of € 0.32 each | 774,140,338 | |||
| 5% Cumulative Preference Shares of € 1.27 each | 50,000 | |||
| 7% ‘A’ Cumulative Preference Shares of € 1.27 each | 872,000 |
–
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes X No
☐
If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes
☐
No X
Note – Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No
☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes X No
☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer X Accelerated filer
☐
Non-accelerated filer
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Emerging Growth Company
☐
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act
☐
| † | The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012. |
|---|
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. X
Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:
| U.S. GAAP ☐ | International Financial Reporting Standards as issued by the | Other ☐ | ||
| International Accounting Standards Board X |
If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. Item 17
☐
Item 18. ☐
☐
If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
☐
No X
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Annual Report and Form 20-F
2021 Annual Report and Form 20-F 1 Our 2021 Performance Highlights SALES $31.0 billion +12% $27.6bn 2020 $31.0bn 2021 EBITDA (AS DEFINED)* $5.35 billion +16% $4.6bn 2020 $5.35bn 2021 OPERATING PROFIT $3.6 billion +58% $2.3bn 2020 $3.6bn 2021 PEOPLE 22%females in senior leadership 6% 16% 2020 22% 2021 CIRCULAR ECONOMY million tonnes of alternative fuels and 39.5raw materials recycled 8% 36.5mt 2020 39.5mt 2021 PROFIT AFTER TAX $2.6 billion +125% $1.2bn 2020 $2.6bn 2021 EARNINGS PER SHARE 328.8 cent +130% 142.9c 2020 328.8c 2021 DIVIDEND PER SHARE 121.0 cent +5% 115.0c 2020 121.0c 2021 CLIMATE kg CO2/ $ revenue Greenhouse Gas Emissions Scope 1 1.2 and Scope 2 CO Emissions -8% 2 1.3kg CO /$ 2020 2 1.2kg CO2/$ 2021 SUSTAINABLE PRODUCTS billion revenue $11.5from products with enhanced sustainability attributes 17% $9.8bn 2020 $11.5bn 2021 EBITDA is defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of equity accounted investments’ profit after tax.
Our business at a glance We are organised as three operating Divisions of scale comprising Americas Materials, Europe Materials and Building Products. Our Three Operating Divisions Americas Materials +10% 2020: $11.3 billion c. 28,300 employees SALES c. 1,605 operating locations 46 US states, six Canadian provinces $12.4 billion Products & Services Aggregates • Cement • Paving and Construction Services • Readymixed Concrete • Asphalt Europe Materials +16% 2020: $9.1 billion c. 25,600 employees SALES c. 1,120 operating locations 20 Countries $10.6 billion Products & Services Aggregates • Cement • Lime • Paving and Construction Services • Infrastructural Concrete • Readymixed Concrete • Asphalt Building Products +11% 2020: $7.2 billion c. 23,500 employees SALES c. 510 operating locations 19 Countries $8.0 billion Products & Services Architectural Products • Building Envelope Infrastructure Products • Construction Accessories Our Integrated Building Solutions Story Mineral Reserves and Resources Our mineral reserves and resources are found in our extensive network of quarry locations. Building Materials We process our mineral reserves to produce primary building materials including cement, lime, aggregates, asphalt and readymixed concrete. Building Products We also produce and supply a wide range of products for construction markets globally including Architectural Products, Building Envelope Products, Infrastructure Products and Construction Accessories.
building materials and products, supplying a range of integrated solutions for use in homes. and building owners to design, engineer, test and manufacture solutions for the building envelope including curtain walls, storefronts and architectural glass. building materials and products to create highly engineered systems to collect, connect & protect vital utility infrastructure. and recycle end-to-end infrastructure solutions which connect communities using uniquely integrating materials, products, solutions and services.
 | A Record Financial Performance 2021 saw a record financial performance for CRH, attributable to the hard work of our employees, the consistent execution of our clear, focused strategy, the resilience and flexibility of the Group’s business model and ongoing initiatives to enhance and improve business and operational performance. These results also reflect the value which customers place on the depth and breadth of CRH’s products and the expertise with which its skilled employees provide solutions for customers’ needs in a fast-evolving construction environment. CRH grew its revenues, profit, margins, cash generation and returns on capital during 2021 with Operating Cash Flow 2 of $4.2 billion (2020: $3.9 billion) arising from record EBITDA (as defined)* of $5.35 billion (2020: $4.6 billion), enabling, amongst other investment activities, capital expenditure of $1.6 billion (2020: $1.0 billion) in existing businesses. CRH continues to actively manage its portfolio of businesses, assessing the ability of each business to continue to contribute to CRH’s long-term strategy and evaluating the potential for acquisitions to enhance our business platforms through the provision of value-added solutions for customers. The strength of CRH’s business model, balance sheet and cas |
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Item 1. Identity of Directors, Senior Management and Advisors n/a
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Item 2. Offer Statistics and Expected Timetable n/a
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Item 3. Key Information
| | | | | | | | | | | A | | - [Reserved] | | n/a | | | | | | | | | | | | B | | - Capitalisation and Indebtedness | | n/a | | | | | | | | | | | | C | | - Reasons for the Offer and Use of Proceeds | | n/a | | | | | | | | | | | | D | | - Risk Factors | | 232-240 | | | | | | | | | | | | | | | | |
Item 4. Information on the Company
| | | | | | | | | | | A | | - History and Development of the Company | | 2-4, 12-14, 38-40, 159-160, 172-173, 206-208, 245, 257 | | | | | | | | | | | | B | | - Business Overview | | 2, 12-13, 42-53, 111, 155-159, 225, 232-240, 242, 245 | | | | | | | | | | | | C | | - Organisational Structure | | 245, 260-264 | | | | | | | | | | | | D | | - Property, Plants and Equipment | | 146, 172-173, 225-231 | | | | | | | | | | | | | | | | |
Item 4A. Unresolved Staff Comments None
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Item 5. Operating and Financial Review and Prospects
| | | | | | | | | | | A | | - Operating Results | | 10-12, 18-19, 25, 38-40, | | | | | | | | | | | | | | | | 42-53, 76-77, 242 | | | | | | | | | | | | B | | - Liquidity and Capital Resources | | 38-40, 144-153, 167, 172-173, 178-179, 180-196, 198-202, 244 | | | | | | | | | | | | C | | - Research and Development, Patents and Licences, etc. | | 245 | | | | | | | | | | | | D | | - Trend Information | | 12, 38-40, 42-53 | | | | | | | | | | | | E | | - Critical Accounting Estimates | | n/a | | | | | | | | | | | | Supplemental Guarantor Information | | | | 224 | | | | | | | | | | | | | | | | |
Item 6. Directors, Senior Management and Employees
| | | | | | | | | | | A | | - Directors and Senior Management | | 8-9, 56-59, 61, 265 | | | | | | | | | | | | B | | - Compensation | | 81-109, 198-202 | | | | | | | | | | | | C | | - Board Practices | | 56-59, 64-68, 70-75, 95 | | | | | | | | | | | | D | | - Employees | | 163, 245 | | | | | | | | | | | | E | | - Share Ownership | | 108, 251 | | | | | | | | | | | | | | | | |
Item 7. Major Shareholders and Related Party Transactions
| | | | | | | | | | | A | | - Major Shareholders | | 74, 248-249 | | | | | | | | | | | | B | | - Related Party Transactions | | 210 | | | | | | | | | | | | C | | - Interests of Experts and Counsel | | n/a | | | | | | | | | | | | | | | | |
Item 8. Financial Information
| | | | | | | | | | | A | | - Consolidated Statements and Other Financial Information | | 140-210 | | | | | | | | | | | | | | - Legal Proceedings | | 242, 245 | | | | | | | | | | | | | | - Dividends | | 110, 250 | | | | | | | | | | | | B | | - Significant Changes | | 245 | | | | | | | | | | | | | | | | |
Item 9. The Offer and Listing
| | | | | | | | | | | A | | - Offer and Listing Details | | 248 | | | | | | | | | | | | B | | - Plan of Distribution | | n/a |
| Page | ||||||
| C | - Markets | 248 | ||||
| D | - Selling Shareholders | n/a | ||||
| E | - Dilution | n/a | ||||
| F | - Expenses of the Issue | n/a | ||||
Item 10. Additional Information
| | | | | | | | | | | A | | - Share Capital | | n/a | | | | | | | | | | | | B | | - Memorandum and Articles of Association | | 255-256 | | | | | | | | | | | | C | | - Material Contracts | | None | | | | | | | | | | | | D | | - Exchange Controls | | 257 | | | | | | | | | | | | E | | - Taxation | | 253-254 | | | | | | | | | | | | F | | - Dividends and Paying Agents | | n/a | | | | | | | | | | | | G | | - Statements by Experts | | n/a | | | | | | | | | | | | H | | - Documents on Display | | 257 | | | | | | | | | | | | I | | - Subsidiary Information | | 260-264 | | | | | | | | | | | | | | | | |
Item 11. Quantitative and Qualitative Disclosures about Market Risk 244
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Item 12. Description of Securities Other than Equity Securities
| | | | | | | | | | | A | | - Debt Securities | | n/a | | | | | | | | | | | | B | | - Warrants and Rights | | n/a | | | | | | | | | | | | C | | - Other Securities | | n/a | | | | | | | | | | | | D | | - American Depositary Shares | | 252 | | | | | | | | | | | | | | | | | | PART II | | | | | | | | | | | | | | | | | | | | | | |
Item 13. Defaults, Dividend Arrearages and Delinquencies None
| | | | | | | | | | | | | | | |
Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds None
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Item 15. Controls and Procedures 138, 240-241
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Item 16A. Audit Committee Financial Expert 57-59, 64
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Item 16B. Code of Ethics 74-75
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Item 16C. Principal Accountant Fees and Services 65, 68, 75, 161, 257
| | | | | | | | | | | | | | | | | Item 16D. | | Exemptions from the Listing Standards for Audit Committees | | | | n/a | | | | | | | | | | | | | | | | | | Item 16E. | | Purchases of Equity Securities by the Issuer and Affiliated Purchasers | | | | 249 | | | | | | | | | | | | | | | | | | Item 16F. | | Change in Registrant’s Certifying Accountant | | | | None | | | | | | | | | | | | | | | | | | Item 16G. | | Corporate Governance | | | | 240-241 | | | | | | | | | | | | | | | | | | Item 16H. | | Mine Safety Disclosures | | | | 225 | | | | | | | | | | | | | | | | | | Item 16I. | | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | | | | n/a | | | | | | | | | | | | | | | | | | PART III | | | | | | | | | | | | | | | | | | | | | | |
Item 17. Financial Statements n/a
| | | | | | | | | | | | | | | | Item 18. Financial Statements 140-210 | | | | | | | | | | | | | | | |
Item 19. Exhibits 268
| | | | | | | |
| 270 |
Index
| A | ||||
| Accounting Policies | 145 | |||
| Acquisitions, Divestments & Finance Committee | 74 | |||
| American Depositary Shares | 252 | |||
| Americas Materials | 42 | |||
| Annual General Meeting | 108 | |||
| Audit Committee | 64 | |||
| Auditors (Directors’ Report) | 112 | |||
| Auditor’s Remuneration | 65, 161, 215 | |||
| Auditor’s Report, Independent (US) | 135 | |||
| B | ||||
| Balance Sheet | ||||
| - Consolidated | 142 | |||
| Board Approval of Financial Statements (note 33) | 210 | |||
| Board Committees | 74 | |||
| Board Effectiveness | 61 | |||
| Board of Directors | 56 | |||
| Board Responsibilities | 73 | |||
| Building Products | 50 | |||
| Business and Non-Current Asset Disposals (note 6) | 162 | |||
| Business Combinations (note 30) | 151, 206 | |||
| Business Model | 16 | |||
| Business Performance | 36 | |||
| C | ||||
| Capital and Financial Risk Management (note 22) | 189 | |||
| Carbon | 23, 25 | |||
| Cash and Cash Equivalents (note 23) | 152, 193 | |||
| Cash Flow, Operating | 19 | |||
| Cash Flow Statement, Consolidated | 144 | |||
| Chairman’s Introduction | 4 | |||
| Chief Executive’s Review | 10 |
| Climate | ||||
| - Strategy | 29 | |||
| - Targets | 31 | |||
| - TCFD | 28 | |||
| Communications with Shareholders | 75 | |||
| Company Secretary | 75 | |||
| Compliance and Ethics | 74 | |||
| Contractual Obligations | 244 | |||
| Corporate Governance Practices | 240 | |||
| Corporate Governance Report | 60 | |||
| Cost Analysis (note 4) | 160 | |||
| Credit Ratings | 190 | |||
| CREST and Migration to Euroclear Bank | 249 | |||
| D | ||||
| Debt, Analysis of Net (note 21) | 185 | |||
| Deferred Income Tax | ||||
| - expense (note 10) | 150, 168 | |||
| - assets and liabilities (note 27) | 150, 197 | |||
| Depreciation | ||||
| - cost analysis (note 4) | 160 | |||
| - property, plant and equipment (note 13) | 146, 150, 172 | |||
| - segment analysis (note 2) | 157 | |||
| Derivative Financial Instruments (note 25) | 152, 194 | |||
| Directors’ Emoluments and Interests (note 32) | 210 | |||
| Directors’ Interests in Share Capital | 108 | |||
| Directors’ Remuneration Report | 80 | |||
| Directors’ Report | 110 | |||
| Directors’ Share Options | 102 | |||
| Discontinued Operations (note 3) | 149, 159 | |||
| Dividend Payments (Shareholder Information) | 110, 250 | |||
| Dividend per Share | 1 | |||
| Dividends (note 11) | 170 |
| E | ||||
| Earnings per Ordinary Share (note 12) | 171 | |||
| Employees, Average Number (note 7) | 163 | |||
| Employment Costs (note 7) | 163 | |||
| Environment | 23, 242 | |||
| Equity Accounted Investments’ Profit, Share of | 157 | |||
| ESG Ratings | 20 | |||
| Europe Materials | 46 | |||
| Exchange Rates | 154 | |||
| Exhibits | 268 | |||
| F | ||||
| Finance Costs and Finance Income (note 9) | 167 | |||
| Finance Director’s Review | 38 | |||
| Financial Assets (note 15) | 177 | |||
| Financial Calendar | 257 | |||
| Financial Statements, Consolidated | 140 | |||
| Foreign Currency Translation | 121, 240 | |||
| Frequently Asked Questions | 257 | |||
| G | ||||
| Global Business | 2 | |||
| Going Concern | 112 | |||
| Governance | 54 | |||
| Greenhouse Gas Emissions | 18 | |||
| Guarantees (note 24) | 193 | |||
| H | ||||
| Health and Safety | 18 |
| 2021 Annual Report and Form 20-F | 271 | |
| I | ||||
| Inclusion and Diversity | 18, 77 | |||
| Income Statement, Consolidated | 140 | |||
| Income Tax Expense (note 10) | 168 | |||
| Intangible Assets (note 14) | 151, 174 | |||
| Inventories (note 16) | 152, 177 | |||
| Investor Relations Activities | 75 | |||
| K | ||||
| Key Components of 2021 Performance | 39 | |||
| Key Financial Data | 218 | |||
| KPIs, Financial | 19 | |||
| KPIs, Non-Financial | 18 | |||
| L | ||||
| Leases (note 20) | 151, 182 | |||
| Listing Rule 9.8.4C | 111 | |||
| Loans and Borrowings, Interest-Bearing (note 24) | 152, 193 | |||
| M | ||||
| Measuring Performance | 18 | |||
| Memorandum and Articles of Association | 75, 255 | |||
| N | ||||
| Nomination & Corporate Governance Committee | 70 | |||
| Non-controlling Interests (note 31) | 209 | |||
| Non-GAAP Performance Measures | 219 | |||
| Notes on Consolidated Financial Statements | 155 | |||
| O | ||||
| Operating Costs (note 4) | 160 |
| P | ||||
| Pensions, Retirement Benefit Obligations (note 28) | 146, 198 | |||
| People | 116, 232 | |||
| Principal Equity Accounted Investments | 264 | |||
| Principal Subsidiary Undertakings | 260 | |||
| Profit on Disposals (note 6) | 162 | |||
| Property, Plant and Equipment (note 13) | 146, 150, 172 | |||
| Property, Plants and Equipment | 225 | |||
| Provisions for Liabilities (note 26) | 147, 196 | |||
| Proxy Voting, Electronic | 257 | |||
| R | ||||
| Registrars | 257 | |||
| Regulatory Information | 111 | |||
| Related Party Transactions (note 32) | 210 | |||
| Remuneration Committee | 98 | |||
| Reserves, Mineral | 226 | |||
| Resources, Mineral | 226 | |||
| Retirement Benefit Obligations (note 28) | 146, 198 | |||
| Return on Net Assets (RONA) | 19, 220, 222 | |||
| Revenue (note 1) | 148, 155 | |||
| Risk Governance | 33 | |||
| Risk Management and Internal Control | 112, 240 | |||
| Risk Factors | 232 | |||
| S | ||||
| Safety | 22 | |||
| Safety, Environment & Social Responsibility Committee | 20, 76, 242 | |||
| Sector Exposure and End-Use | ||||
| - Americas Materials | 43 | |||
| - Europe Materials | 47 | |||
| - Building Products | 51 | |||
| Segment Information (note 2) | 149, 157 | |||
| Senior Independent Director | 57 | |||
| Share-based Payments (note 8) | 149, 164 |
| Share Capital and Reserves (note 29) | 153, 203 | |||
| Share Options | ||||
| - Directors | 102 | |||
| - Employees (note 8) | 164 | |||
| Share Premium | 205, 215 | |||
| Share Price Data | 248 | |||
| Shareholder Communication | 75 | |||
| Shareholdings as at 31 December 2021 | 74, 248 | |||
| Solutions | 13 | |||
| Statement of Changes in Equity, Consolidated | 143 | |||
| Statement of Comprehensive Income, Consolidated | 141 | |||
| Stock Exchange Listings | 74, 248 | |||
| Strategy | 14 | |||
| Substantial Holdings | 74 | |||
| Sustainability | 20 | |||
| T | ||||
| Task Force on Climate-related Financial Disclosures (TCFD) | 28 | |||
| Total Shareholder Return (TSR) | 11, 19, 221 | |||
| Trade and Other Payables (note 18) | 180 | |||
| Trade and Other Receivables (note 17) | 152, 178 | |||
| V | ||||
| Volumes, Annualised | ||||
| - Americas Materials | 43 | |||
| - Europe Materials | 47 | |||
| W | ||||
| Website | 74, 257 | |||
| Working Capital and Provisions for Liabilities, Movement in (note 19) | 181 |
| 272 |
Signatures
The registrant hereby certifies that it meets all of the requirements for filing on Form
20-F
and that it has duly caused and authorised the undersigned to sign this Annual Report on its behalf.
| CRH public limited company | ||||
| (Registrant) | ||||
| /s/ J. Mintern | ||||
| By: | ||||
| Jim Mintern | ||||
| Group Finance Director |
Dated: 11 March 2022
 |
| CRH plc Stonemason’s Way Rathfarnham Dublin 16 D16 KH51 Ireland Telephone: +353 1 404 1000 E-mail: mail@crh.com Website: www.crh.com Registered Office 42 Fitzwilliam Square Dublin 2 D02 R279 Ireland Telephone: +353 1 634 4340 E-mail: crh42@crh.com CRH ® is a registered trade mark of CRH plc. | Cover image: Oldcastle Infrastructure, part of CRH’s Building Product’s Division installed a new proprietary stormwater management solution MaxCapture ™ in Chandler, Arizona, United States. Due to the dry climate, when it rains stormwater runoff cannot infiltrate back into the soil and recharge the aquafers, resulting in surface flooding and a depleted water supply. MaxCapture is a customizable, modular system which integrates two existing Oldcastle Infrastructure systems, StormCapture ® and MaxWell ® to detain and infiltrate large volumes of stormwater runoff, maximising effectiveness while reducing both the overall footprint and installation cost of the solution. |