Annual Report and Financial Statements 2017
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Annual Report and Financial Statements 2017 EG Group Limited EG Group Limited Strategic report Contents Page Strategic report 2 Governance Directors’ report 18 Directors’ responsibilities statement 21 Financial Statements Independent auditor’s report 22 Consolidated income statement 25 Consolidated statement of comprehensive income 26 Consolidated balance sheet 27 Consolidated statement of changes in equity 28 Consolidated cash flow statement 29 Notes to the consolidated financial statements 30 Company balance sheet 93 Company statement of changes in equity 94 Notes to the Company financial statements 95 Unless otherwise noted, the copyrights, trade dress, trademarks and/or other intellectual properties in this report are protected as owned by EG Group and/or its subsidiaries and affiliates. All other trademarks are the property of their respective owners. All rights not expressly granted are reserved. 1 EG Group Limited Strategic report Principal activities and business objectives EG Group is the largest independent European forecourt retailer with a diversified portfolio of premium branded sites and a focus on company-owned, company-operated (“COCO”) sites. EG Group provides three primary categories of products and services: retailing of fuel, convenience retail and food-to-go (“FTG”). As part of our strategy to deliver profitable growth, we partner with premium brands across our product offerings. On fuel retailing, we partner with prominent fuel brands such as Esso, BP, Shell and Texaco. In convenience retail, we have cultivated strong relationships with well-known retail and grocery brands such as Spar, Carrefour and Louis Delhaize, while our FTG brand partners include globally recognised brands such as Starbucks, Burger King, Subway and KFC as well as strong local brands such as and Greggs and Pomme de Pain. With significant and increasing international scale, the sharing of best practice between territories and the continued rollout of strong convenience and FTG offerings, the business is well placed to achieve its core objective of delivering long term profitable growth and enhanced shareholder value. Strategy We aim to continue building a business with an attractive scale and diversification across a range of international markets, which we believe can provide operational synergies across markets and the ability to share best practices across our estate. We look to continue to be a partner of choice for key brands across our offerings, and will continue to evaluate acquisitions of sites that fit within our portfolio. STRATEGIC PILLARS Continuing the conversion of Operating under the COCO model allows us to have greater control sites to the directly managed over site development and also manage our locations with COCO model consistency and quality. Sites operated as COCOs have historically generated higher Gross Margin contribution than sites operated under other models. Increase contribution from We aim to capitalise on EG’s convenience retail and FTG know-how convenience retail and FTG and extend brand partnerships into our Continental European through continued operations. We are continually reviewing our brand portfolio and development of these offerings evaluating opportunities to partner with other leading convenience across our portfolio retail and FTG brands. Optimisation of fuel pricing A key strategy in our fuel operations is optimising our fuel pricing and strategies managing our fuel procurement. Pursue selective growth via We will continue to look for acquisitions that we believe are a good acquisitions fit in our portfolio and will enable the acceleration of our strategy. We continually evaluate opportunities to grow our portfolio by acquiring new sites, with acquisitions ranging in size from single sites, to collections of multiple sites, to larger acquisitions of full businesses. 2 EG Group Limited Strategic report (continued) Our vision and core values The Group’s vision is to engage and work with leading retail brand partners in order to deliver a best-in-class fuel, convenience retail experience and food and drink offer that always exceeds customer expectations. We are committed to investing in our infrastructure, people, systems and local communities and delivering value to shareholders and other stakeholders. Values and Business Ethos Support local communities Awareness and commercial with a view to empowering responsiveness to consumer individuals to grow, trends and demands contribute and succeed Delivering value and results consistently to Committed to infrastructure, people shareholders, stakeholders and system investment to build a and partners sustainable business model The business model EG has a leading market position in six European countries offering unrivalled geographic balance across Western Europe. The breadth of operations will be extended into Germany and the USA with exchanged acquisitions to complete in 2018. The Company seeks to establish a “halo” impact on its sites whereby consumers are drawn to them based on a well invested fuel forecourt offering and the breadth and quality of the convenience and food proposition. The portfolio is weighted towards more profitable highway and COCO sites providing a stable and strongly cash generative business model. The Group invests significantly in its site portfolio to differentiate its offering and drive organic growth. This investment reflects EG’s long standing philosophy that it should invest in its partner brands to give a consumer experience at least as good as that provided by the brands themselves. The Group’s highway estate is amongst the largest in Europe and is expected to grow further on the back of its strong track record of renewal rates and new tender wins, supported by an enhanced non-fuel offer. The Group generates a significant proportion of its earnings from its non-fuel proposition, which contributed 50% of gross margin in the period ended 31 December 2017 (period ended 31 December 2016: 54%). The percentage drop in non-fuel share of gross margin reflects the full year contribution from Continental Europe compared to only six weeks of the 17 month prior period. The share of gross margin from non fuel is targeted to be 70% through the continued roll out of leading partner brands in FTG and convenience retailing across the estate, leveraging EG’s best-in-class retail execution capabilities. The Group is very well placed to benefit from the trends driving convenience and FTG, and the significant market opportunity for these segments, particularly at high footfall highway sites in Europe. A business model focussed on non-fuel has proven to enhance the stability of earnings and resilience to adverse pricing conditions, as well as enhancing consumer footfall via the ‘destination’ effect provided by recognised non-fuel brands. 3 EG Group Limited Strategic report (continued) Business environment Main trends and factors Non-fuel Convenience retail The convenience retail market as a whole has seen a strong expansion over the last fifteen years in Western Europe and notably outperformed the total grocery retail market. It is benefitting from the ongoing trend of consumers migrating towards convenience shopping missions, with an increasing number of trips with smaller basket sizes. The convenience grocery retail sector penetration in the UK is ahead of France and Benelux suggesting there is significant headroom for further growth and development in these regions. EG works with some of Europe’s leading retailers including Spar, Carrefour and Louis Delhaize to offer consumers a premium convenience offering. Food to Go The FTG market in Western Europe has also grown in recent years and is expected to continue to grow in the near term presenting a clear opportunity for EG both in the UK and in Europe. This aligns with EG’s strategy of focusing on increasing its branded offering and making its sites into high-footfall retail hubs. As with convenience retail, EG partners with some of the strongest FTG brands in the world, combined with strong local brands. Brands currently operated by EG include Starbucks, Subway, Greggs, Burger King, Paul, Pomme de Pain and KFC. With a greater focus on convenience and FTG offerings, EG is well placed to grow market share while benefitting from premium fuel pricing. Fuel Fuel market volumes have shown a declining trend historically on the back of fuel efficiency improving across Europe. Levels of throughput per site have steadily increased as the number of sites has been rationalised and smaller, inefficient sites have closed. Divestment strategies of oil majors have changed the market dynamics and supported the growth of large independent players. Recent European fuel retail transactions illustrate the trend that independents are the acquirer of choice for oil major retail site disposals, supporting their brands by investing in the acquired estates. The acquisition of UK sites from Shell and Esso in the prior period and the 2018 acquisitions in Italy and Germany are good examples of this trend and demonstrate the attractiveness of EG as an acquirer of choice. On acquiring sites, EG is able to leverage its non-fuel capabilities, increasing the overall site attractiveness for consumers. The most profitable sites remain highway and COCO sites located in attractive locations. Highways and large plot COCO sites can offer a larger non-fuel offering and the ownership structure of COCO sites allows flexibility, an incentive to invest and increased profitability. The Group has fixed term fuel supply agreements