2012 ANNUAL REPORT

Harnessing technology, innovation, creativity and industry-leading expertise to deliver superior lighting solutions.
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2012 MESSAGE

TO OUR STAKEHOLDERS:

2012 was another successful year for Acuity Brands, both strategically and financially.


Chairman Vernon J. Nagel
READ THE MESSAGE TO STAKEHOLDERS

We again grew market share by providing customers with superior lighting solutions from our broad and dynamic product portfolio, and we enhanced service, which included delivering new capabilities from our regional service facilities. We were again recognized by key customers, such as the IMARK Group, as Supplier of the Year for the third straight year for our outstanding products, service and support.

We continued to expand our addressable market and further penetrated key geographies, reducing our reliance on new construction activity. 2012 was the fourth consecutive year in which we expanded our industry-leading portfolio with the introduction of approximately 100 new products for indoor and outdoor applications. Additionally, we won multiple awards for innovation and ingenuity, further demonstrating our leadership in solid state as well as conventional lighting solutions. These are among the strategic accomplishments that allowed us to once again extend our market leadership position in 2012 while strengthening our platform for future growth.

Acuity Brands also delivered solid results, despite the continuing challenges of a weak economy:

  • Net sales grew almost 8 percent, to more than $1.9 billion;
  • Adjusted operating profit margin expanded 120 basis points to 11.7 percent;
  • Adjusted diluted earnings per share from continuing operations increased 24 percent to $3.00 per share;
  • Cash flow provided by operating activities rose to over $172 million;
  • Return on stockholders’ equity climbed to nearly 15 percent; and
  • Total shareholder return exceeded 40 percent.

This is an extraordinary time to be in the lighting industry, particularly for a company of the caliber of Acuity Brands. Rapid advancements in technology, along with the need for greater energy efficiency, changes in public policy, and demand for environmental sustainability, continue to drive profound changes in our industry creating an exciting opportunity. Acuity Brands is capitalizing on these profound changes to provide lighting solutions that are elegant, sophisticated, and efficient, while at the same time simple to install, maintain, and use. We are at the forefront of transforming the lighting industry. Our skill, knowledge and experience as lighting experts allow us to deliver superior lighting solutions for virtually any application, a promise best captured in our tag line: “Expanding the Boundaries of Lighting™.”

Our Future: Growth, Innovation, Excellence

As we enter 2013, our mission is to continue to build on our rich legacy of growth, innovation and excellence. Our passion and intense focus continue to be centered on creating lighting solutions that deliver superior quality, energy efficiency and performance. We know that superior quality of light enhances how we live and interact, whether it is increasing students’ learning ability in schools, improving worker productivity and comfort in offices and industrial facilities, enhancing the shopping experience in retail establishments, or accelerating patient healing in hospitals. The possibilities of what can be achieved by the use of intelligent lighting solutions are still being explored. Technology, coupled with our deep knowledge of lighting, is allowing us to create ever more effective and energy-efficient solutions that are “smart and simple,” a slogan we use in our sales and marketing campaigns to convey our value proposition for the many vertical markets we serve. Our associates are rapidly exploiting these new technologies and aggressively expanding our industry-leading portfolio by developing intelligent lighting solutions that represent significant advancements over traditional technologies and that easily network with other building systems, improving energy efficiency, performance and safety.

We believe the emphasis on energy efficiency and environmental concerns will continue to drive significant growth in our industry. As the market leader in North America, we believe that our deep expertise in technology, optics and thermal management, our understanding of the art and science of lighting, and our ability to provide tailored lighting solutions for numerous applications have positioned the company to excel. Our key strategies and tactical focus have remained consistent over the last few years. We expect to continue to execute our profitable growth strategy by focusing on the three mission-critical areas of operational excellence that we refer to as the 3 Cs:

  • Providing unparalleled customer service;
  • Pursuing world-class cost efficiency by eliminating non-value added activities and transaction costs; and
  • Creating a culture that demands excellence in everything we do through continuous improvement.

On behalf of Acuity‘s management team and its Board of Directors, I want to thank our 6,000 associates for making possible the success we experienced in 2012 and for their continued contributions and dedication to our vision. I also want to thank our customers for their business, our suppliers for their support, and our stockholders for the partnership we share in our enterprise.

Sincerely,

Vernon J. Nagel
Chairman, President, and Chief Executive Officer
November 18, 2012

As I noted in last year’s letter, this is an extraordinary time to be in the lighting industry, particularly for a lighting company of Acuity’s caliber.

2012 PERFORMANCE

Financial success

in increased sales, margins, earnings and shareholder returns.
  FOR THE YEAR ENDED AUGUST 31
(in millions of dollars, except earnings per share) 2012(1) 2011 % Change
OPERATIONS      
Net sales $1,933.7 $1,795.7 8%
Gross profit % 40.8% 40.7%  
Operating profit $208.0 $188.7 10%
Operating profit % 10.8% 10.5%  
Net income $116.3 $105.5 10%
Diluted earnings per share $2.72 $2.42 12%
Diluted weighted average number of shares outstanding (in millions) 41.9 42.8  
Return on average shareholders’ equity 14.6% 14.3% 2%
Cash provided by operating activities $172.2 $161.1 7%
Depreciation and amortization $39.8 $40.1 (1%)
Capital expenditures $31.4 $23.3 35%
       
FINANCIAL POSITION      
Total assets $1,737 $1,597 9%
Total cash $285 $170 67%
Total debt $354 $353 0%
Total stockholders’ equity $834 $757 10%
Ratio of total debt to capital 29.8% 31.8%  
Operating working capital as a percentage of net sales(2) 11.6% 12.5%  
(1) 2012 results include a $13.3 million pre-tax charge (or $0.21 per diluted share) for streamling activities; $3.2 million of higher costs (or $0.05 per diluted share) directly related to manufacturing inefficiencies associated with the closing of the Cochran facility, and $1.2 million of non-cash expenses (or $0.02 per diluted share) related to the abandonment of certain otherwise usable inventory at the facility.
(2) Operating working capital is defined as net receivables plus inventories minus accounts payable.

BRANDS

Delivering superior lighting solutions that improve the quality of our schools, workplaces and public
places—indoors and outdoors. Luminaries, controls, and daylighting:

intelligent solutions for better living.

To learn more about our products, click on the links below.

Lithonia Lighting

Lithonia Lighting offers thousands of indoor and outdoor fluorescent and LED lighting products through wholesale electrical distributors, retail home centers, and lighting showrooms.

Visit Lithonia
Acculamp

Acculamp delivers specification-grade performance in a beautiful, unobtrusive design while providing an energy-efficient alternative to traditional light sources.

Visit Acculamp
AEL

For more than 60 years, the American Electric Lighting name has been recognized for the highest quality and reliability in outdoor, utility and infrastructure lighting.

Visit AEL
Antique Street Lamps

Antique Street Lamps offers one of the largest premium outdoor product lines of architecturally and historically-styled decorative street lighting available.

Visit Antique Street Lamps
Carandi

Carandini specializes in specification fluorescent and LED outdoor lighting and offers numerous products for street, flood, roadway and industrial lighting.

Visit Carandini
DTL

Dark To Light (DTL®) is the leader in high quality, cost-effective electronic outdoor photocontrols for roadway, area lighting, floodlights and security and residential applications.

Visit DTL
Gotham

The company’s focus on architectural integration, optical performance, reliability and innovative manufacturing processes has made Gotham one of the most respected names in architectural lighting.

Visit Gotham
Healthcare Lighting

Healthcare Lighting provides exam room lights, surgical lights, patient room lights, and operating room lights.

Visit Healthcare Lighting
Holophane

Holophane provides indoor and outdoor lighting systems for commercial, industrial, emergency and outdoor applications.

Visit Holophane
Hydrel

Hydrel is the industry’s premier brand of specification grade architectural and landscape lighting products.

Visit Hydrel
LSD

Lighting Control & Design (LC&D) provides reliable lighting control and energy management solutions that deliver optimum value and exceed the constantly changing needs of the market.

Visit LCD
Mark Architectural Lighting

Mark Architectural Lighting is a full-line, specification-oriented manufacturer of quality lighting products.

Visit Mark Architectural
Peerless

Peerless® makes Lighting for People and the places we all inhabit—office lighting, classroom lighting, libraries, retail centers, airport and transportation terminals, convention halls and other public spaces.

Visit Peerless
Reloc

RELOC Wiring Solutions offers unique wiring systems that are fast, easy and effective.

Visit RELOC
Roam

ROAM enables outdoor street lighting system owners and operators to remotely monitor, control and measure performance of fixtures wirelessly, while maximizing energy and operational cost savings.

Visit ROAM
SensorSwitch

Sensor Switch sensors and photocell products utilize the most advanced technology in the industry, while still being simple to install and easy to use.

Visit Sensor Switch
Sunoptics

Sunoptics is a worldwide leader in high-performance daylighting. Our mission is to harness the power of the sun to maximize the cost-effective energy savings of daylighting.

Visit Sunoptics
Synergy

Synergy Lighting Controls provides advanced lighting control systems, combining switching, architectural dimming, intelligent ballast controls, occupancy sensing and daylight harvesting into a single system.

Visit Synergy
Tersen

TERSEN outdoor lighting adds value by creating lighting systems that are relevant to both day and night-time designs.

Visit TERSEN
Winona

Winona Lighting offers custom capabilities and as well as high performance LED and OLED architectural and decorative lighting.

Visit Winona

STOCKHOLDER INFORMATION

Board of Directors

Vernon J. Nagel1
Chairman, President, and
Chief Executive Officer
Acuity Brands, Inc.

Peter C. Browning2
Non-Executive Chairman
Nucor Corporation;

Former Dean

McColl Graduate School of Business at
Queens University of Charlotte

George C. (Jack) Guynn
Former President and Chief Executive Officer
Federal Reserve Bank of Atlanta

Gordon D. Harnett
Former Chairman, President and
Chief Executive Officer
Brush Engineered Materials, Inc.
(now known as Materion Corp.)

Robert F. McCullough3
Former Chief Financial Officer
AMVESCAP PLC
(now known as Invesco Ltd.)

Julia B. North
Former President and Chief Executive Officer
VSI Enterprises, Inc.;
Former President of Consumer Services
BellSouth Corporation

Dominic J. Pileggi
Chairman and
Former Chief Executive Officer
Thomas & Betts Corporation

Ray M. Robinson4
Non-Executive Chairman

Citizens Trust Bank;

President Emeritus
East Lake Golf Club

Norman H. Wesley
Former Chairman and Chief Executive Officer
Fortune Brands, Inc.

1) Chairman of Executive Committee
2) Chairman of Governance Committee, Lead Director
3) Chairman of Audit Committee
4) Chairman of Compensation Committee

Executive Officers

Vernon J. Nagel
Chairman, President, and
Chief Executive Officer
Acuity Brands, Inc.

Richard K. Reece
Executive Vice President and
Chief Financial Officer
Acuity Brands, Inc.

Mark A. Black
Executive Vice President
Acuity Brands Lighting, Inc.

Corporate Headquarters

Acuity Brands, Inc.
1170 Peachtree Street, NE
Suite 2400
Atlanta, Georgia 30309-7676
404-853-1400

www.acuitybrands.com

Acuity Brands Lighting
One Lithonia Way
Conyers, Georgia 30012-3957
770-922-9000

Independent Registered Public Accounting Firm

Ernst & Young LLP
55 Ivan Allen Jr. Boulevard
Suite 1000
Atlanta, Georgia 30308-3051
404-874-8300

Annual Meeting

11:00 a.m. Eastern Time
Date: January 4, 2013
Place: Four Seasons Hotel - Ballroom,
75 Fourteenth Street, NE
Atlanta, Georgia

Reports Available to Stockholders

Copies of the following company reports may be obtained, without charge: 2012 Annual Report to the Securities and Exchange Com­mission, filed on Form 10-K, and Quarterly Reports to the Securities and Exchange Com­mission, filed on Form 10-Q.
Requests should be directed to:
Acuity Brands, Inc.
Attention: Investor Relations
1170 Peachtree Street, NE
Suite 2400
Atlanta, Georgia 30309-7676
404-853-1400
www.acuitybrands.com

Stock Listing

New York Stock Exchange
Ticker Symbol: AYI

Transfer Agent and Registrar

Computershare Shareowner Services is the transfer agent, registrar, dividend disbursing agent and dividend reinvestment agent for the Company. Stockholders of record with questions about lost certificates, lost or missing dividend checks, direct deposit of dividends, or notification of change of address should contact:
Acuity Brands, Inc.
c/o Computershare Shareowner Services
P.O. Box 358015
Pittsburgh, Pennsylvania 15252-8015

Web site:

www.cpushareownerservices.com
Toll Free: 866-234-1921
(Inside the United States and Canada)

201-680-6685

(Outside the United States and Canada)

Direct Stock Purchase Plan

Computershare Shareowner Services offers a direct stock purchase and sale plan for investors wishing to purchase Acuity Brands stock. Dividends can be automatically reinvested. The Plan is not sponsored or administered by Acuity Brands.

Inquiries should be directed to:

Computershare Shareowner Services.