De La Rue Plc Annual Report 2020 De La Rue Annual Report 2020
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De La Rue plc Annual 2020 Report De La Rue plc Annual Report 2020 De La Rue Annual Report 2020 Contents Strategic report 1 Chairman’s statement 1 CEO review At a glance 4 We have opportunities to grow our polymer and Our business model 6 security features within Currency and develop the customer base in our Authentication business, CEO review 10 at the same time as reducing our costs. Our strategy 12 Our markets 14 Review of operations 16 Non-Financial Information Statement 18 Financial review 19 Risk and risk management 23 p10 Section 172 31 Responsible business 32 Our strategy Corporate Governance 41 At the end of calendar 2019 we enacted a Chairman’s introduction 42 Turnaround Plan to stabilise and grow the business. Leadership 44 We outline our progress so far in our plans for the next three years. Composition, succession 50 and evaluation Audit, risk and internal control 56 Remuneration 65 Directors’ report 87 Financial statements 91 p12 Independent auditor’s report 92 Consolidated income statement 102 Consolidated statement of Social responsibility 103 comprehensive income We are a global business and aim to act for all our Consolidated balance sheet 104 stakeholders in the Company. De La Rue is an active Consolidated statement participant in our communities across the globe. 105 We outline how we aim to reduce our impact on of changes in equity the environment. Consolidated cash flow statement 106 Accounting policies 107 Notes to the accounts 118 Company balance sheet 160 Company statement 161 of changes in equity p32 Accounting policies – Company 162 Notes to the accounts – Company 164 Non-IFRS measures 166 Five year record 169 Shareholder information 170 Featured image glossary 171 De La Rue Annual Report 2020 1 Chairman’s statement reportStrategic A challenging year The Group has had a challenging Financial performance year, with a wide range of issues De La Rue’s performance in FY 2019/20 which have impacted De La Rue, saw weak revenue, profitability and both financially and operationally. cashflow compared with the prior year Corporate Governance Corporate Weak results for the year reflect and budget, with significant weakness in banknote volumes in the first half. changes in the marketplace, The banknote market has proven to management disruption and be cyclical when there is a reduction execution problems. The business in overspill demand (Overspill is state has experienced unprecedented printwork demand that cannot be satisfied management change, with by the country’s own internal capacity). the Chairman, Chief Executive A model that did not adjust quickly enough Officer, Chief Financial Officer, to this market reality was the major factor behind the weak performance. senior independent director and most of the executive team The Authentication business saw strong growth in the year. Clive discusses our leaving, or resigning, in the performance for the year in more detail Financial statements past year. on pages 10 and 11. I joined the Board in September 2019 and The key elements of the financial We have been took on the role of Chairman at the beginning performance for the year are – adjusted of October. Since that time I have been Group revenue (which excludes “pass- working to stabilise working with the Board to support our new through” Paper and International Identity CEO Clive Vacher and the reconstituted Solutions revenue on non-novated the business and executive team, stabilise the business contracts post-sale) decreased by 17.4% and put in place the recently announced to £426.7m (FY 2018/19: £516.6m). (Please put in place our Turnaround Plan. see pages 165 and 166 for full definitions Turnaround Plan.” Company reorganisation of adjusted and other financial terms). In November 2019, we launched our Adjusted operating profit declined to new divisional structure, with two divisions, £23.7m (FY 2018/19: £60.1m), while information Shareholder Currency and Authentication. This is adjusted earnings per share fell to 12.1p discussed in more detail by Clive on (FY 2018/19: 42.9p). Cashflow from page 10. The new organisation is already operating activities was an inflow of £1.5m proving to be a more effective and efficient (FY 2018/19: outflow of £4.6m) and net way for De La Rue to operate. debt was £102.8m at financial year end The Turnaround Plan, led by Clive and (FY 2018/19: £107.5m). IFRS revenue developed by an extended executive team, (which includes “pass-through” revenue has the aim of generating improved financial on paper and International Identity performance and a more consistent Solutions non-novated contracts) operating profit and cashflow. This will be was £466.8m (FY 2018/19: £564.8m). delivered by improved efficiency in Currency IFRS operating profit of £42.8m (FY 2018/19: and growth in Authentication. Clive discusses profit £31.5m) was higher than adjusted the changes De La Rue needs to undertake operating profit due mainly to a gain on the in more detail on pages 10 and 11. sale of the International Identity Solutions We completed the sale of International business of £25.3m, a credit of £8.7m Identity Solutions business in October 2019, relating to the change in revaluation rates for which De La Rue received £42m in cash for certain UK defined benefit pension plus an additional amount for working capital, deferred scheme members, offset by following the UK Government announcement £9.3m of restructuring charges. IFRS basic of a phased transition to a new supplier EPS from continuing operations was for the UK Passport production contract 33.1p (FY 2018/19: 18.8p). during calendar 2020. It is important to note that we saw a major Following the reorganisation, we contribution to our profits from the UK report the financial performance during Passport contract, which will decline rapidly FY 2019/20 for the Authentication, in FY 2020/21 and not contribute the year Currency and Identity Solutions divisions after, as the contract moves to a new and the future strategy for Authentication supplier. Further detail of the Group’s and Currency divisions only. financial performance is covered on pages 19 to 21. De La Rue 2 Annual Report 2020 Chairman’s statement continued Capital Raising On 31 May 2020, the Trustee and the 1 Key facts On 17 June 2020, we announced the Company agreed the terms for a schedule terms of a proposed fully underwritten of contributions and a recovery plan, capital raising, which is intended to raise setting out a programme for clearing the gross proceeds of approximately £100m. UK Pension Scheme deficit (the “Recovery £426.7m The capital raising will be structured by way Plan”). The latest actuarial valuation of the UK Revenue excluding paper a firm placing of 45,410,026 new ordinary Pension Scheme as at 31 December 2019, (FY 2018/19: £516.6m) shares and a placing and open offer of which was based on intentionally prudent 45,499,065 new ordinary shares, at an issue assumptions, revealed a funding shortfall price of 110 pence per new ordinary share. (technical provisions minus the value of the assets) of £142.6m. The Recovery Plan The proposed capital raising is required to £466.8m makes an allowance for post-valuation IFRS revenue provide the Company and its management market conditions up to 30 April 2020 (at (FY 2018/19: £564.8m) with operational and financial flexibility which point there is an estimated funding to implement the Turnaround Plan, in shortfall of £190m), including the impact of particular given the investment needed to COVID-19 on financial markets to that date. achieve the full benefits of the Turnaround £23.7m Plan, the upcoming refinancing requirement The £190m funding deficit is addressed Adjusted operating profit of its existing debt facilities, the loss of the by payments of £15m per annum (payable (FY 2018/19: £60.1m) UK Passport production contract during quarterly in arrears) under the Recovery plan H1 2020/21, and the current unprecedented payable from 1 April 2020 until 31 March uncertainty in the financial and commercial 2023 and then payments of £24.5m per markets due to COVID-19. The capital raising annum (payable quarterly in arrears) from £42.8m 1 April 2023 until 31 March 2029 (whereas IFRS operating profit is being fully underwritten by Barclays Bank under the recovery plan agreed with the (FY 2018/19: £31.5m) PLC, Numis Securities Limited and Investec Bank plc. trustee in 2016, the payments would have been £22.2 million between 1 April 2020 and In order to facilitate the capital raise, the 31 March 2021, £23.1 million between 1 April 1 Please see Financial Review for full definitions of terms. Directors believe it is necessary that existing 2021 and 31 March 2022 and £23 million Shareholders and new investors have per annum thereafter until 31 March 2028). sufficient certainty around the continued In exceptional circumstances additional availability, and terms, of De La Rue’s contingent contributions may also become financing to successfully implement the payable by way of an acceleration of Turnaround Plan and support the future the contributions due in later years. growth of the business. In order to seek This agreement with the Trustee is to provide that certainty, we have agreed We aim to return conditional on the success of the Capital conditional terms with our lenders in Raising (such that gross proceeds of £100m order to secure (among other things) an to a strong financial are received by the Company by 31 July extension to the maturity date of the Group’s 2020). Provided that these criteria are existing revolving facility agreement from position by investing achieved, the Group’s contributions to the 1 December 2021 until 1 December 2023 UK Pension Scheme will not change until the which provides the Group with continued in the business.” next triennial valuation as at 31 December access to bonding facilities and up to £175m 2022 (to be completed by 31 March 2024).