Total Produce Plc Annual Report and Accounts 2017 Strategic Report
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Total Produce plc plc Produce Total Annual Report and Accounts 2017 Accounts and Report Annual Total Produce plc Annual Report and Accounts 2017 Strategic Report Total Produce is at the forefront of the global fresh produce industry. Operating primarily across Europe, North America and South America, Total Produce is involved in the growing, sourcing, importing, packaging, marketing and distribution of an extensive selection of fresh fruits, vegetables and flowers – ranging from the familiar to the truly exotic. Global Strategy and Presence Business Model 2017 has seen Total Produce’s global infrastructure extend The Group’s vision is to continue to develop our position as one even further, with additional investments in North America and of the world’s leading fresh produce companies. The Group’s Europe. Our physical presence across Europe, North America ambition is to deliver long term shareholder value by leveraging and South America differentiates Total Produce, positioning our our collective skills at a local level and by continued acquisition operations at the very heart of the markets in which we trade and partnerships. and in the world’s primary production centres. More information on pages 2-3 More information on pages 6-7 Our Growth Supply in Numbers Chain Distributing over 400 million cartons of fresh produce annually, The Group demonstrated a strong track record of executing the Group’s size and reach across the supply chain brings its strategy over the past number of years. In the five year together the collective resources of a global multi-national period ended 2017, the Group has recorded a compound with the market knowledge of local management; generating annual growth rate of 8.8% in revenue and 10.8% in adjusted synergies, creating efficiencies and adding value. earnings per share. More information on pages 8-9 More information on pages 10-11 Total Produce plc Annual Report and Accounts 2017 1. Strategic Report 2. 3. Financial Highlights of 2017 Inside this report Revenue1 Adjusted EBITDA1 Strategic Report Global Presence 2 €4,286m €104.4m Chairman’s Statement 4 Strategy and Business Model 6 +13.9% on prior year +10.1% on prior year Our Supply Chain and Product Portfolio 8 Growth in Numbers 10 Risks and Risk Management 12 Investing 16 Innovating 20 Responsible 24 Operating Review 30 Financial Review 32 Adjusted EBITA1 Adjusted EPS1 Governance €83.5m 13.48 cent Board of Directors and Secretary 40 Directors’ Report 42 +13.3% on prior year +11.7% on prior year Corporate Governance Report 46 Audit Committee Report 50 Compensation Committee Report 52 Financial Statements Statement of Directors’ Responsibilities 58 Independent Auditor’s Report 59 Group Income Statement 62 Shareholders’ Equity Dividend per Share (Total) Group Statement of Comprehensive Income 63 Group Balance Sheet 64 Group Statement of Changes in Equity 65 €259.8m 3.343 cent Group Statement of Cash Flows 67 +14.8% on prior year +10.0% on prior year Group Reconciliation of Net Debt 68 Notes to the Group Financial Statements 69 Company Balance Sheet 145 1 Key performance indicators are defined on page 10. Company Statement of Changes in Equity 146 Company Statement of Cash Flows 147 Notes to the Company Financial Statements 148 Directors and Other Information 151 Shareholder Information 152 Forward-looking statements Any forward-looking statements made in the Annual Report have been made in good faith based on the information available as of the date of the report and are not guarantees of future performance. Actual results or developments may differ materially from the expectations expressed or implied in this report, and the Company undertakes no obligation to update any such statements whether as a result of new information, future events or otherwise. Outlined on pages 13 to 15 of this report are important factors that could cause these developments or the Company’s actual results to differ materially from those expressed or implied in these forward-looking statements. 1 Total Produce plc Annual Report and Accounts 2017 Strategic Report Global Presence Total Produce is one of the world’s largest and most accomplished fresh produce providers. Operating out of 26 countries, while serving many more, we are the European market leader and 32 Number of an increasingly prominent facilities force in the North American marketplace. North America Our physical presence across the world differentiates Total Produce, positioning our operations at the very heart of the markets in which we trade and in the world’s primary production centres. Serving the wholesale, foodservice and retail sectors, Total Produce is a complete fresh produce solution provider – offering a comprehensive range of services to our customers ranging from simple service provision to complete category management. 7 Countries Operating Facilities Number of facilities 26 148 South America Cartons Sold Annually Total Revenue 400m+ €4.29bn 2 Total Produce plc Annual Report and Accounts 2017 1. Strategic Report 2. 3. Europe 101 Number of facilities Rest of world 8 Number of facilities * The map above is a representative depiction only. 3 Total Produce plc Annual Report and Accounts 2017 Strategic Report Chairman’s Statement Continued growth and international expansion “We are pleased to report that the year ended 31 December 2017 has seen continued growth and development for Total Produce. Total revenue has increased 13.9% to €4.29 billion with adjusted earnings per share increasing 11.7% to 13.48 cent.” 4 Total Produce plc Annual Report and Accounts 2017 1. Strategic Report 2. 3. Adjusted earnings per share 13.48 cent +11.7% STRATEGY The Group made a number of other On 1 February 2018 a total of 63 million Our strategy is to continue to grow and investments in the year. In February 2017, new ordinary shares were issued at a price develop an international business with the Group’s Los Angeles fresh produce of €2.30 per share, raising gross proceeds scale and deliver long term shareholder business, Progressive Produce LLC, of €145 million or c.$180 million (before value through continued acquisitions and acquired the trade and business assets expenses) to finance the Dole transaction. partnerships, organic growth, innovation and of Keystone Fruit Marketing Inc. In October The shares represented approximately 19% operational efficiencies. The Group has a 2017, the Group acquired a 50% interest in of the Company’s issued ordinary share proven track record of executing this strategy the Californian based fresh produce company, capital (excluding treasury shares). with c.325% total shareholder return delivered The Fresh Connection LLC. Also, the Group to shareholders over the past five years. made a number of other bolt-on investments DIVIDEND in Europe all of which complement the The Board is recommending an increase of DEVELOPMENTS IN 2017 Group’s existing activities. 10% in the final dividend to 2.4527 cent per In line with this strategy the Group made share. This together with the interim dividend a number of fresh produce acquisitions INVESTMENT IN DOLE FOOD of 0.8906 cent per share brings the total 2017 in 2017 principally in North America with COMPANY AND SHARE PLACING dividend to 3.3433 cent per share, an increase committed expenditure of over €53m Post year end on 1 February 2018, the Group of 10% on 2016. This represents a distribution including contingent consideration. On entered into a binding agreement to acquire of 24.8% of adjusted earnings per share. 1 March 2017, the Group completed the a 45% equity stake in Dole Food Company purchase of a further 30% of the Oppenheimer (‘Dole’) for cash consideration of $300m. Dole OUTLOOK Group (‘Oppy’) for consideration of €28m. is one of the largest fresh produce companies Trading conditions to date in 2018 have Together with the initial 35% acquired in in the world and a significant producer and been satisfactory and the Group is targeting 2013, this brings the Group’s shareholding marketer of high quality fruit and vegetables. continued growth in 2018 on a like-for-like in Oppy to 65% for a total cost of almost The transaction brings together two of the basis. €44m. Headquartered in Vancouver, Canada world’s leading fresh produce companies with annual sales of almost CAD$1 billion and represents a very significant step and OUR PEOPLE (€720m), Oppy is a leading provider of fresh a continuation of the Group’s successful The Group’s continued expansion and results produce to its strong base of retail, wholesale expansion strategy. The deal is subject to reflect the skill and commitment of its people. and foodservice customers throughout the regulatory approval and is expected to close On behalf of the Board I would like to thank United States and Canada. In April 2017, in mid-summer 2018. Following the second them for their great contribution to Total Oppy entered into strategically-important anniversary of completion Total Produce has Produce. agreements with New Zealand based the right, but not the obligation, to acquire T&G Global Limited which will enable the remaining balance of the Dole equity. both parties to enhance their market Further details on the transaction structure are C P McCann positions as co-shareholders in two outlined in the Directors Report on page 43. Chairman US produce businesses. 1 March 2018 “ Post year end on 1 February 2018, the Group entered into a binding agreement to acquire a 45% equity stake in Dole Food Company (‘Dole’) for cash consideration of $300m.” 5 Total Produce plc Annual Report and Accounts 2017 Strategic Report Strategy and Business Model Our Vision and Strategy Our Vision: To continue to develop our position as one of the world’s leading fresh produce companies Our Strategy: Deliver long term shareholder value by Ensuring Leveraging our Building Continued operational collective skills on our core acquisitions excellence at a local level competencies and partnerships 6 Total Produce plc Annual Report and Accounts 2017 1.