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2016-Annual-Report.Pdf Rolls-Royce Holdings plc Annual Report 2016 FOCUS TRANSFORM DELIVER Rolls-Royce is a pre-eminent engineering company focused on world-class power and propulsion systems. Front cover A Trent 1000 engine being assembled at our Seletar plant in Singapore. This page A Trent XWB, the world’s most efficient large aero engine. Rolls-Royce Holdings plc Annual Report 2016 FINANCIAL HIGHLIGHTS AND CONTENTS 1 Financial highlights REPORT STRATEGIC Contents STRATEGIC REPORT ORDER BOOK FREE CASH FLOW Group at a glance 2 £79,810m £100m Chairman’s statement 4 2015: £76,399m 2015: £179m Chief Executive’s review 6 Introduction 6 Review of 2016 7 UNDERLYING* REVENUE REPORTED REVENUE Priorities for 2017 13 Business model 14 £13,783m £14,955m Financial summary 16 2015: £13,354m 2015: £13,725m Business review 18 Financial review 36 Sustainable business 40 UNDERLYING* PROFIT BEFORE TAX REPORTED (LOSS)/PROFIT BEFORE TAX Key performance indicators 46 Principal risks 48 £813m £(4,636)m Going concern and viability statements 53 2015: £1,432m 2015: £160m DIRECTORS’ REPORT Board of Directors 54 UNDERLYING* EARNINGS PER SHARE REPORTED EARNINGS PER SHARE Chairman’s introduction 58 Corporate governance 59 30.1p (220.1)p Committee reports 67 2015: 58.7p 2015: 4.5p Nominations & Governance Committee 67 Remuneration introduction 72 Remuneration policy 76 FULL YEAR PAYMENT TO SHAREHOLDERS NET DEBT Directors’ remuneration report 83 Audit Committee 96 11.70p £(225)m Safety & Ethics Committee 103 2015: 16.37p 2015: £(111)m Science & Technology Committee 110 Responsibility statements 113 Other statutory information 186 FINANCIAL STATEMENTS Financial statements contents 114 Group financial statements 115 Company financial statements 167 OTHER INFORMATION * All figures in the narrative of the Strategic Report are underlying unless otherwise stated. Subsidiaries, joint ventures and associates 170 Underlying explanation is in note 2 on page 131. Independent auditor’s report 176 FORWARD-LOOKING STATEMENTS Sustainability assurance statement 183 This Annual Report contains forward-looking statements. Any statements that express forecasts, Additional financial information 184 expectations and projections are not guarantees of future performance and guidance may be Other statutory information 186 updated from time to time. This report is intended to provide information to shareholders, and is not designed to be relied upon by any other party or for any other purpose, and the Company Shareholder information 190 and its Directors accept no liability to any other person other than that required under English law. Glossary 192 Latest information will be made available on the Group’s website. By their nature, these statements involve risk and uncertainty, and a number of factors could cause material differences to the actual results or developments. 2 STRATEGIC REPORT GROUP AT A GLANCE Rolls-Royce Holdings plc Annual Report 2016 Group at a glance The Group is organised into five GROUP customer-facing businesses: UNDERLYING REVENUE Civil Aerospace, Defence Aerospace, Power Systems, £13,783m Marine and Nuclear. UNDERLYING PROFIT BEFORE FINANCING £915m UNDERLYING REVENUE MIX Civil Aerospace 51% Defence Aerospace 16% Power Systems 19% Marine 8% Nuclear 6% ORDER BOOK GROSS R&D EXPENDITURE £79.8bn £1.3bn PATENTS APPLIED FOR COUNTRIES 672 50 Our award-winning Unified Bridge is the ENGINEERS (YEAR END) EMPLOYEES (YEAR AVERAGE) result of detailed studies of how crews use the equipment on the bridge, making the vessel safer and easier to operate. 16,526 49,900 Rolls-Royce Holdings plc Annual Report 2016 GROUP AT A GLANCE 3 STRATEGIC REPORT REPORT STRATEGIC CIVIL AEROSPACE DEFENCE AEROSPACE POWER SYSTEMS UNDERLYING REVENUE UNDERLYING REVENUE UNDERLYING REVENUE £7,067m £2,209m £2,655m UNDERLYING PROFIT BEFORE FINANCING UNDERLYING PROFIT BEFORE FINANCING UNDERLYING PROFIT BEFORE FINANCING £367m £384m £191m UNDERLYING REVENUE MIX UNDERLYING REVENUE MIX UNDERLYING REVENUE MIX OE revenue 48% OE revenue 40% OE revenue 68% Services revenue 52% Services revenue 60% Services revenue 32% PAGES 18 TO 23 FOR MORE INFORMATION PAGES 24 TO 26 FOR MORE INFORMATION PAGES 27 TO 29 FOR MORE INFORMATION MARINE NUCLEAR UNDERLYING REVENUE UNDERLYING REVENUE £1,114m £777m UNDERLYING LOSS BEFORE FINANCING UNDERLYING PROFIT BEFORE FINANCING £(27)m £45m UNDERLYING REVENUE MIX UNDERLYING REVENUE MIX OE revenue 57% OE revenue 46% Services revenue 43% Services revenue 54% PAGES 30 TO 32 FOR MORE INFORMATION PAGES 33 TO 35 FOR MORE INFORMATION 4 STRATEGIC REPORT CHAIRMAN’S STATEMENT Rolls-Royce Holdings plc Annual Report 2016 Chairman’s statement Progress in 2016 can be judged by how we have overcome our challenges; we have delivered on our commitments in a difficult year while at the same time embarking on a significant transformation.” UNDERLYING EPS 30.1p PAYMENT TO SHAREHOLDERS 11.7p Ian Davis Chairman OTHER STATUTORY INFORMATION P186 Last year I talked about how Rolls-Royce By necessity, the transformation programme conduct we have agreed to pay financial is a business in transition and how targeted simplifying the way we manage the penalties and costs of around £671m. These business and reducing our fixed cost base. dishonest acts, some as recent as 2013, are a important the next few years were I have been very encouraged by the major blemish on the reputation of the going to be, laying the groundwork for engagement across the Group on what is, business and we have apologised unreservedly. future success. In 2016, we have made understandably, a difficult exercise for Importantly, the Board has taken extensive many and which has seen around 20% of a good start to the transformation action to strengthen ethics and compliance management roles being removed. programme, designed to bring procedures across the Group over recent significant and sustainable benefits There is much more to do in terms of years, so that high standards of conduct are over the coming years. efficiency and behavioural change to achieve embedded as an essential part of the way we greater cost competitiveness. Key to this will do business. We share a determination to see Our core strengths lie in our product portfolio, be embedding the thinking around pace and that Rolls-Royce comes out of this episode as a admired by our customers and respected by simplicity that Warren East, your Chief more trusted, resilient and better managed our competitors. This underpins our Executive, has brought to the business. He business that wins right every time. Every exceptional order book which will drive future will talk more about how we are doing employee, from the bottom to the top of the shareholder value. To unlock these benefits, we this in the Strategic report. Group, is fully aware of the importance of need to sustain our investment in our key doing the right thing. competitive advantages, including our Corporate governance As described in the Nominations & world-leading research & development Governance Committee report (see page 70) capability, as we introduce new products, The recent settlements, with the UK Serious our governance framework was rolled out in ramp up production and expand our service Fraud Office and other authorities, are a the summer and provides clarity and capability to support our growing aftermarket. salient reminder of how critical it is to accountability, providing additional integrity 'win right'. As a result of past, unacceptable to our business. Rolls-Royce Holdings plc Annual Report 2016 CHAIRMAN’S STATEMENT 5 Colin Smith will be leaving the Company after communication programme in 2016 to REPORT STRATEGIC 43 years of service and will be stepping down outline the changes, culminating in the capital from the Board after this year’s AGM. Colin has markets' event in November. You can read made a major contribution to the success more about this on pages 66 and 130. of the business over many years, including We have noted with interest the 12 years on the Board. I would like to thank Government’s green paper on UK Corporate These dishonest acts… both David and Colin for their valuable Governance: The Options for Change and we support during their time with Rolls-Royce. are a major blemish are actively taking steps to strengthen our on the reputation of the More detail on the changes to the Board are interaction with stakeholders, particularly set out in the Nominations & Governance employees. Further detail is included in my business and we have Committee report on page 68. introduction to the Directors’ report on page 58. I look forward to reporting our apologised unreservedly.” Overall I believe we have a strong and progress in our Annual Report next year. experienced Board, fully engaged with the business and well able to provide both Since taking over as chairman of the Shareholder payments support and scrutiny in equal measure. Remuneration Committee in May, Ruth Our stated objective in the long term is Cairnie has undertaken a comprehensive to progressively rebuild our payment to Rebuilding trust and confidence consultation on our proposed new incentive shareholders to an appropriate level, subject schemes, ahead of this year’s AGM. You can to the short-term cash needs of the business. We made significant efforts in 2016 to read more about our proposed remuneration This reflects the Board’s long-standing improve our communication with policy in the Directors’ remuneration report confidence in the strong future cash stakeholders. The foundations laid in the on pages 72 to 82. second half of 2015 were enhanced by a generation of Rolls-Royce. Feedback from investors suggests that we broad range of engagement, including have improved the level of engagement, At this stage, the investment needs of the formal events such as the corporate transparency and openness in many of our business remain high, reflected in the low governance seminar in April, which I hosted, communications. While we can always do level of free cash flow in 2016 and this is and the capital markets' event in November, better, I believe the team has made a strong expected again in 2017.
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