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2020 Annual Report in This Report 2020 ANNUAL REPORT IN THIS REPORT Pendragon delivered a strong second half result both operationally and financially, with the Group’s performance in the period more than offsetting the losses incurred in the first half driven by the disruption of the COVID-19 pandemic. As a result, the Group reported a full year underlying profit before tax of £8.2m (FY19: underlying loss before tax of £16.4m). The Group responded well to the changing trading dynamic over the year, supported by an incredible response from its people through a period of unprecedented disruption and change. During the first half, the Group focussed on protecting both its people and the financial health of the business. In the second half, and following on from work started before the pandemic, the Group took rapid and decisive action to realise material efficiency gains resulting in a significantly lower cost base. The Group also accelerated the development of its underlying digital capabilities improving the ability to trade across both physical and digital channels. The Group has made great strides with the new strategy to transform automotive retail through digital innovation and operational excellence ‘ ’ The strategy includes financial targets intended to restore the Group to sustainable profit growth and deliver attractive returns for stakeholders, targeting underlying profit before tax of £85-90m by FY25. The strategy comprises three pillars: 1. Unlock value in the franchised UK motor division 2. Grow and diversify Pinewood 3. Disrupt standalone used cars 2 Pendragon PLC Annual Report 2020 STRATEGIC REVIEW 4 Chief Executive Officer Statement 7 Business Segments 8 Financial Summary 9 Operational and Financial Highlights 9 Performance Indicators 10 s172 Statement 13 Business Profiles 20 Life at Pendragon 22 Industry Insight FINANCIAL STATEMENTS OPERATIONAL AND FINANCIAL REVIEW 87 Statement of Directors’ Responsibilities in Respect of the Annual Report and the Financial Statements 25 Business Review 88 Independent Auditor’s Report to the Members of 36 Financial Review Pendragon PLC 40 Risk Overview and Management 97 Consolidated Income Statement 49 Viability Statement 98 Consolidated Statement of Comprehensive Income 99 Consolidated Statement of Changes in Equity DIRECTORS REPORT 100 Consolidated Balance Sheet 101 Consolidated Cash Flow Statement 52 Board of Directors 102 Reconciliation of Net Cash Flow to Movement in Net Debt 54 Corporate Governance Report 103 Notes to the Financial Statements 58 Corporate Social Responsibility Report 182 Company Balance Sheet 61 Audit Committee Report 183 Company Statement of Other Comprehensive Income 66 Nomination Committee Report 184 Company Statement of Changes in Equity 67 Remuneration Committee Report 185 Notes to the Financial Statements of the Company 68 Directors’ Remuneration Report 194 Advisors, Banks and Shareholder Information 83 Directors’ Report 195 5 Year Group Review Pendragon PLC Annual Report 2020 3 CHIEF EXECUTIVE OFFICER STATEMENT Bill Berman, Chief Executive Officer “ It has been a difficult year for many people and I’d like to thank all of our team who have worked exceptionally hard throughout the COVID-19 pandemic. Their resilience and dedication meant we were able to deliver a solid performance in what has been a particularly challenging period for the car retail industry. We took early and decisive action to ensure the safety of our associates and our customers and protect the Group’s financial position. We also accelerated the development of our digital capabilities and introduced both click and collect and home delivery options for our customers. These actions, coupled with the positive progress made against our new strategy, provide us with a strong platform for the future and the results for this period show there is good momentum in the business, despite the external pressures. We are confident the improvements made to our business model over the past year leave us well positioned to navigate this period and accelerate our strategy during the course of the year and beyond.” JANUARY AND FEBRUARY TRADING UPDATE Whilst performance has undoubtedly been impacted by the ongoing third national lockdown, the improvements made to the Group’s digital proposition have enabled it to trade with a high level of resilience, with over 20,000 vehicles delivered to customers in the first two months of the year. Group like-for-like new car volumes are 24.3% lower year on year to the end of February, vs the SMMT reported market reduction of 38.1%, and used car volumes are down 32.8%. Aftersales has been more resilient, with gross profit down 13.1% vs last year. Overall, we are pleased with this performance against the challenging conditions of trading in lockdown. Sales declines have been more than offset by improved gross margins combined with the benefit of a lower cost base, resulting in an underlying loss before tax of £4.8m, an improvement of £3.4m against the same period in FY20 (FY20: Loss of £8.2m). 4 Pendragon PLC Annual Report 2020 2020 was a year unlike any other, and given the circumstances, to utilise Government support measures via the Coronavirus I am incredibly pleased with the way our teams have Job Retention Scheme (CJRS), through rates holidays responded, and proud of the operational and financial results and through the VAT deferral. In total, the Group received we delivered. Our performance was quite clearly defined by c.£42m of furlough support in FY20 and c.£10m in rates relief the changing external environment and varying restrictions during FY20. In addition to this, the Group took additional in place across the two halves of our financial year. In the measures to minimise cash outflow, such as reduced capital first half, our focus was on managing disruption from the expenditure, agreements with OEMs and stocking loan first national lockdown and adjusting to the changing market providers to temporarily extend vehicle payment terms, dynamics, while the second half saw adaptations to our ways voluntary management pay reductions and the temporary of working as well as a recovery. movement to monthly rental payments. MANAGING THE COVID-19 PANDEMIC We saw the benefits of our diverse offer in this early phase of The Group’s primary focus was the health and wellbeing of its the pandemic as both Pinewood and PVM continued trading customers and associates, safety measures were put in place throughout, providing support to their respective customer to safeguard both of these groups. bases. Whilst these divisions were able to continue to trade, there were inevitable impacts on performance as a result of Our ability to operate was impacted by changing regulations the disruption. Pinewood in particular was able to support during the year, with full national lockdowns applying between its customer base through discounts offered during the first 23 March and 1 June, and again during November. The first lockdown. lockdown resulted in restrictions that severely limited trading activity from the end of March through to the end of April, As restrictions were lifted, the Group developed and followed by a gradual, cautious reopening of service centres implemented a comprehensive reopening plan, with a gradual, in May. phased return to work for associates based on a data-led approach of matching resource to an increasing consumer The business worked hard to safely reopen locations at the demand whilst still utilising CJRS where required. beginning of June and then showed agility in responding to various geographic tier restrictions across the UK during the Despite all the available actions taken, COVID-19 had a remainder of the year. During the periods where restrictions on material impact on the Group’s reported underlying profit trading were in place, the Group accelerated the development before tax, with management estimating the financial impact of its digital capabilities and introduced online payment on H1 FY20 to be approximately £44m. As a result of this functionality, click and collect and home delivery options. This disruption, the Group reported an H1 underlying loss before left the business in a better position going into the second tax of £31.0m. After non-underlying items the Group reported national lockdown in November, with the Group also carrying a H1 loss before tax of £52.0m. out aftersales services more comprehensively than in the first lockdown. At the start of the pandemic, rapid and decisive action was taken to protect cash. The Group was grateful to be able Pendragon PLC Annual Report 2020 5 CHIEF EXECUTIVE OFFICER STATEMENT STRONG RECOVERY IN PERFORMANCE IN H2 GROUP STRATEGY Work to review the Group’s operating cost base had started During FY20 we also completed a review of the Group’s prior to COVID-19, but was accelerated by the pandemic. strategy, and launched our plan to “transform automotive During the lockdown periods we saw strong efficiency gains retail through digital innovation and operational excellence”. from a smaller workforce, and, as a result of this and our prior This strategy sets out our ambition to return the Group to work, we were able to implement changes to our structure to sustainable levels of profit growth, targeting underlying profit maximise these gains, reducing headcount to deliver annual before tax of £85-90m by FY25 and positions us to meet equivalent savings of £35m. evolving customer needs. In addition to reviewing our operating model, we also I believe we are uniquely positioned, given our strong portfolio successfully concluded a review of our store estate, which led of assets and variety of divisions, to deliver on our three to a conclusion that a further 15 stores did not form part of our strategic priorities for growth and transformation. These future estate plan. The closure of these stores was completed include taking advantage of a significant opportunity to unlock during the second half. Prior to the pandemic, these stores the value in the UK motor division, accelerating Pinewood’s collectively lost c.£2m per annum.
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