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Deliveringthe Best Platform for Online Grocery Ocado Group plc Group Ocado Delivering the Annual Report and Accounts and Accounts Annual Report best platform for online grocery for the 52 weeks ended 27 November 2016 ended 27 November the 52 weeks for www.ocadogroup.com Stock code: OCDO code: Stock Ocado Group plc Annual Report and Accounts www.ocadogroup.com for the 52 weeks ended 27 November 2016 Stock code: OCDO slugline Who? Established in 2000 and listed on the London Stock Exchange in July 2010, Ocado is the world’s largest dedicated online grocery retailer with over 580,000 active customers. Our objective is to provide our retail and corporate customers with the best proposition in online shopping at the lowest possible operating cost. This enables us to build a strong, sustainable and growing business designed to deliver long-term value for our shareholders. How? We have developed a unique end- to-end operating solution for online grocery retail based on proprietary technology and IP, suitable for operating our own retail business and those of our commercial partners. Why? The world is changing fast, driven by different shopping habits and ever more advanced technology. Grocery is the largest of all retail segments and is increasingly moving online. In particular, the rapid growth of shopping using mobile devices opens new opportunities. We are well positioned to take advantage of these long-term structural trends for the benefit of our customers, partners and shareholders. Why People Invest in Us Largest dedicated Significant online grocery market supermarket in opportunity the world in grocery, the largest retail segment More information1 on More information2 on page 1 pages 6 and 7 Ideally positioned Proprietary to benefit from intellectual continuing property creating channel shift to significant online competitive advantages More information3 on More information4 on pages 6 to 9 pages 12 and 13 Commercialising End-to-end intellectual property operating model offering significant gives structural value creation advantages from platform business More information5 on More information6 on pages 20 and 21 pages 10 and 11 Superior Operational leverage customer offering and virtuous cycle of with leading growth, investment service, range and and innovation price proposition drives growth More information7 on More information8 on pages 16 and 17 pages 8 and 9 Proven Actively promoting management responsible team driving business strategy and behaviour execution More information9 on More information10 on pages 48 and 49 pages 38 to 41 Our Vision Channel Shift Mission Statement Powered by fresh thinking, we strive for new and improved ways to deliver the world’s most advanced end-to-end online shopping and delivery solutions. There’s going to be significant growth We are built for this – nobody does it better. across all of the top 10 online grocery Strategic Objectives markets . The UK has always To deliver long-term shareholder value by: been a leader in online grocery, with Driving growth both retailers and shoppers keen 2 Maximising efficiency to embrace new technology, and we expect this to continue.” Utilising our proprietary knowledge IGD “It is much easier and cheaper to shop Our Brands online and have it delivered at a time that suits me.” 4 Ocado Customer Online is forecast to be the fastest growing channel in UK grocery over the Both our corporate identity and our core grocery brand used next five years with similar trends likely elsewhere (IGD). for our shop and own-label products. Online grocery represents approximately 6% of the UK grocery market, and is predicted to grow to 9% by 2021. The UK grocery market was estimated to be worth £179 billion in 2016 (IGD). UK Online Grocery Market (2016: £10.5bn) Our end-to-end online grocery platform solution. 0 1 6 1 1 1 10 n 8 Our dedicated pet store. nine channe sie 6 4 2 0 2015: 9.3 2016: 10.5 2017: 11.8 2018: 13.1 2019: 14.6 2020: 16.2 2021: 17.6 8 Source Global Retail Opportunities Our dedicated kitchen and dining store. Estimated to contribute to over 50% of all global retail spend, grocery is the largest retail segment. IGD expects the value of the world’s grocery market to increase by a third over the next five years, reaching $11.8 trillion by 2020. Grocery retail internationally has undergone a number of changes, and the adoption of digital technologies, is expected to play an Our premium beauty store in partnership with increasingly important role. This offers huge market opportunities on a 10 Marie Claire. global scale. slugline Stock Code: OCDO | www.ocadogroup.com Overview 1 Uniquely Positioned CEO Q&A to Take Advantage We have developed an entire end-to-end solution to operate online in the grocery market, vertically integrated across software and physical equipment solutions. This enables us to offer a compelling proposition to consumers including highly attractive service, wider and fresher ranges and competitive prices, giving us a unique advantage in the UK grocery retail market to grow our customer base and take market share. Ocado Smart Platform, our managed service offering of proprietary Tim Steiner software and equipment solutions, will offer retail partners a faster, Q: 2016 has been characterised by tough flexible and more cost efficient way of operating online. By offering competition, deflation and cost increases. the only fully integrated end-to-end platform available, we are To what extent was Ocado affected by industry uniquely positioned to take advantage of the growing global trend conditions? of online food shopping. A: Similar to retailers across the sector, Ocado has felt the headwinds from this challenging retail environment. However, during this time we increased sales and grew our share of the grocery market. We did this by focusing on improving our Our Progress in 2016 customer proposition to support growth and driving efficiency through scale, technology and operational improvements. Strategic Highlights Together this has helped to mitigate the impact on our gross margins. • Opened our latest customer fulfilment centre (CFC) in Andover, UK, which utilises the first installation of our proprietary equipment solution Despite these challenging conditions we have not stopped further • Extension to our agreement with our first commercial customer, Morrisons, to developing our market leading technology and IP to ensure that expand capacity for Morrisons.com we offer a sustainable solution for ourselves and our platform customers that is resilient in all market conditions. • Developed new IP, with multiple patent applications filed • Launched our premium beauty brand, Fabled, in partnership with Marie Claire Q: What is the update regarding your next CFC • Ongoing discussions with international retailers to use Ocado Smart Platform in Andover? A: Our third CFC located in Andover, Hampshire, in the south of England, commenced operations in November 2016. This CFC Operational Highlights incorporates the first installation of our new proprietary physical • Believed to be industry leading service levels maintained with 94.9% on fulfilment solution. time deliveries and 99.0% order accuracy We expect that the Andover CFC will add capacity of around • Range at Ocado.com broadened to over 50,000 SKUs 65,000 orders per week or approximately £350 million in annual • Active customers increased to over 580,000 sales when at full scale, enabling us to continue to grow at pace. This complete “fulfilment in a box” solution is modular and • Mature CFC efficiency improved by 3.5% to 160 units per hour scalable, adding significant flexibility to the capacity planning • Delivery performance increased by 6.3% to 176 deliveries per van per week for our own retail business and that of our existing and future • Average order size on Ocado.com declined by 2.7% to £108.10 reflecting partners. This CFC is expected to be more capital efficient industry deflation compared to our earlier CFCs and more efficient to operate. • Low product waste of 0.7%, believed to be most efficient in the food Read about the Andover and New retail sector Technologies case study on page 19 Financial Highlights Q: Please outline your international aspirations. Should we expect to see deals in 2017? A • Gross sales (Group) up 15.1% to £1,386.7 million A: We plan to commercialise our years of learning and innovation • Gross sales (Retail) up 13.6% to £1,267.4 million A through working with international partners using the Ocado • Revenue up 14.8% to £1,271.0 million Smart Platform. We remain confident in our proposition and continue discussions with multiple retailers across several • EBITDA up 3.3% to £84.3 million A geographies with the view of signing multiple agreements in the • Profit before tax up 1.3% to £12.1 million medium term. See Alternative Performance Read about Ocado Smart Platform on A Measures on page 194 pages 12 and 13 slugline Overview Ocado Group plc | Annual Report and Accounts for the 52 weeks ended 27 November 2016 1. Contents 2 Strategic Report Ocado Within the Marketplace 6 Our Business Model 8 Governance Chairman’s Governance Introduction 46 Board of Directors 48 Statement of Corporate Governance 50 Audit Committee Report 59 Nomination Committee Report 64 Our Retail Operating Model 10 Ocado Smart Platform 12 Directors’ Report 66 Directors’ Remuneration Report Annual Statement from the Remuneration Committee Chairman 76 Description of the Remuneration Committee 78 Our Strategy and Objectives 14 Chief Executive Officer’s Review 22 Remuneration Policy Report 80 Annual Report on Remuneration – 2016 97
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