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Annual Report and Accounts 2016 Accounts and Report Annual Plc Menzies John JOHN MENZIES PLC Registered office: 2 Lochside Avenue Edinburgh Park Edinburgh EH12 9DJ, UK Tel: +44 (0) 131 225 8555 Fax: +44 (0) 131 220 1491 Email: [email protected] Web: www.johnmenziesplc.com JOHN MENZIES PLC Registered in Scotland with company number SC34970 ANNUAL REPORT AND ACCOUNTS 2016 ANNUAL REPORT AND ACCOUNTS 2016 STRATEGIC REPORT FINANCIAL STATEMENTS 01 Highlights 85 Independent Auditor’s Report 02 Our Business at a Glance 92 Group Income Statement 04 Chairman’s Statement 93 Group Statement of Comprehensive Income 06 Financial Review 94 Group and Company Balance Sheets 10 Business Performance Review: 95 Group and Company Statements Menzies Aviation of Changes in Equity 18 Business Performance Review: 96 Group and Company Statements Menzies Distribution of Cash Flows 22 Market Overview 97 Notes to the Accounts 24 Our Business Model and Strategy 137 Five Year Summary 26 Our Strategy at a Glance 138 List of all Subsidiary, Joint Venture and 28 Key Performance Indicators Associate Undertakings 30 Risk Management 34 Resources, Relationships and Responsibilities SHAREHOLDER INFORMATION 147 Notice of Annual General Meeting GOVERNANCE REPORTS 154 General Information 42 Chairman’s Introduction 44 Board of Directors 46 Corporate Governance Statement 51 Nomination Committee Report 53 Audit Committee Report 58 Remuneration Committee Report 79 Directors’ Report 84 Directors’ Responsibilities Design, consultancy and production www.luminous.com WHO WE ARE John Menzies plc is a time-critical logistics and support specialist. In 36 countries around the world our employees provide market-leading service to meet our customers’ needs. Wherever you find a Menzies logo, you’ll find people delivering around the clock, REPORT STRATEGIC against the clock. WHAT WE DO Our Operating Divisions provide services to the international airline sector and, within the UK, to the print media, travel and parcel markets. In every sphere of our operations, we trade in delivery: whether we are bringing parcels to retail, passengers to aircraft or cargo from one side of the world to the other, our core skills of scheduling, storage and transport management are the driving force behind our service offer. GOVERNANCE REPORTS HOW WE MANAGE The Group is managed on a Divisional and a geographical basis. Our Distribution Division in the UK and Ireland operates as one segment. Our Aviation Division is managed primarily in three regional segments, with the Cargo Forwarding segment managed globally. OUR GROWTH We are exposed to growth markets in both Divisions MARKETS and are well-placed both to exploit the growth in air travel and to increase our share of the volume in the UK logistics market. STATEMENTS FINANCIAL OUR We put our customers at the heart of everything we PHILOSOPHY do, focusing on doing our work the right way, every day, to strengthen our partnerships with them. TURNOVER* DIVIDEND PER SHARE £2,076.7m 18.5p INFORMATION SHAREHOLDER (2015: £1,993.3m) (2015: 16.8p) UNDERLYING PROFIT O PER ATIN G BEFORE TAX* CASH FLOW* £49.7m £75.0m (2015: £38.2m) (2015: £64.8m) PROFIT BEFORE TAX £19.8m (2015: £18.2m) *As defined in Note 1 to the Financial Statements. 1 OUR BUSINESS AMERICAS EMEA REST OF WORLD Americas AT A GLANCE EMEA Rest of World STRATEGIC REPORT STRATEGIC JOHN MENZIES AROUND THE WORLD GOVERNANCE REPORTS With the acquisition of ASIG completing in Within our geographical EMPLOY EES COUNTRIES IN WHICH February 2017, our global network now spans areas, we deliver four (2017) WE OPERATE (2017) 36 countries, including new operations in Panama, key service-lines to the Bahamas and Thailand. An expanded team our customers as 35,000 36 of 35,000 Menzies employees strives to deliver illustrated below. DELIVERY UNITS CARGO TONNES AIRCRAFT TURNS excellent experiences for our customers across (2016) HANDLED (2016) (2016) a range of logistics and airport services disciplines at 245 locations across the world. 100m 1.6m 1.2m G R O U N D Dedicated to providing LOGISTICS Providing final mile delivery C A R G O At 34 stations around the FUELLING Operating under the ASIG STATEMENTS FINANCIAL HANDLING market-leading service at for approximately 100 HANDLING world, this business works to brand, our business supports 200 airports across the million delivery units each move clients’ perishable and airline customers by offering globe, this business supports year and serving customers high-value goods on and off ‘into-plane fuelling’ services millions of passengers in the print media, retail, aircraft in a tightly-timed at 73 locations. each year from check-in travel and parcel logistics fashion. The business This business also manages to take-off, on behalf of sectors, this business also offers access to 59 fuel farms. our airline customers. operates one of the largest warehousing and trucking overnight logistics networks facilities which help convey in the United Kingdom. consignments to the next step in the supply chain. EMPLOYEES EMPLOYEES 3,400 4,000 INFORMATION SHAREHOLDER LOCATIONS LOCATIONS 36 77 Pawel Bartoszek, Baggage Handler EMPLOYEES EMPLOYEES 24,500 3,100 LOCATIONS LOCATIONS 200 34 2 JOHN MENZIES PLC – ANNUAL REPORT AND ACCOUNTS 2016 3 CHAIRMAN’S STATEMENT I am pleased to report good progress Group Company Secretary, to join the across the Group as we continue to Board as Corporate Affairs Director in AN INTEGRATED APPROACH build on our strategic objectives in November. Your Board and I are both Divisions. We have announced confident that we now have the a strong set of results and believe we correct leadership team in place to Below we summarise the key Key Performance Indicators are back on track after a period of drive the Group forward. REPORT STRATEGIC elements that lead to the creation We monitor a shortlist of critical underperformance. Menzies Aviation A STRONG YEAR and protection of sustainable value. metrics to ensure our performance completed the largest acquisition in In addition to the Board appointments, Our focused and integrated achieves the required standards. the Group’s history with the US$202m we also recruited Greg Michael to lead approach has already delivered acquisition of ASIG in February 2017 our Distribution Division. Greg has Read more on page 28 tangible returns for our stakeholders. and is extremely well-placed in significant experience of the UK growing markets, whilst Menzies logistics market and he will bring his Our Vision Resources, Relationships Distribution continued to focus on own expertise and drive to the Division We are dedicated to beating and Responsibilities delivering new volume through our as we continue to create new revenue the clock for the benefit of our We recognise the impact our existing markets. We now have a new streams away from print media. customers: delivering services activities have on the environment, Senior Management team in place all which are tailored to their needs, the communities in which we operate of whom, together with your Board, are In May of last year, Iain Napier intimated performed by experts and fitted and the wider society around us – working hard to unlock the significant his intention to step down and he seamlessly into the time-critical and operate accordingly. We are working hard to unlock the potential GOVERNANCE REPORTS potential that exists within the Group. retired from the Board at our Annual window for their businesses. Read more on page 34 within the Group and your Board and I look General Meeting. Iain led the Board for forward to the future with great confidence. GROUP STRUCTURE seven years and I would like to thank Our Business Model Risk Management As I outlined in August of last year, him for his efforts. Dermot Jenkinson We employ our people and Risk and uncertainty have the we are undertaking a review of the then assumed the role of interim infrastructure, in line with a suite of potential to hinder our progress Group structure to decide whether the Chairman and ran the process that led key controls, to complete a pipeline toward the Group’s strategic current situation with two Operating to my appointment in June. To complete of work secured by our contracts objectives. We focus on mitigating Divisions that operate in distinctly the balance of Non-Executives and and thereby generate profit. those risks, to provide reasonable different markets is the best way to to implement the findings of our prior Read more on page 24 – although not absolute – create shareholder value. To help with year Board evaluation, Paul Baines assurance against material risks. the process we appointed Rothschild was appointed as a Non-Executive Read more on page 30 and they are working closely with Director in June. Paul has extensive Management as we review our options. City experience and brings a new and Our Strategy STATEMENTS FINANCIAL In addition, at our request, the Trustee welcome dynamic to the Board. Dr Dermot F. Smurfit of the Group’s defined benefit pension CHAIRMAN scheme, in consultation with the GOVERNANCE Company, is reviewing the structure As I will discuss later in this document, Customer Emerging Optimised Diversified Growth of the scheme. The Trustee is being your Board remains committed to ethos opportunities investment offer agenda advised by Hymans Robertson ensuring that we continue to operate and Grant Thornton and we have within the robust corporate governance Read more on page 26 appointed Lincoln Pensions and PwC framework which is in place across to advise us in this respect. This work our networks and which underpins our continues as we evaluate the options culture and values. Maintaining high Your Board recognises the need to HR developments and also our efforts that are open to us and I remain governance standards is a priority of retain and develop our employee base. to reduce staff turnover. The Terms of confident that I will be able to update your Board and we believe it key to In this regard we have strengthened Reference for the Committee can be INFORMATION SHAREHOLDER shareholders on the outcome of both the successful growth of the our Human Resources (“HR”) function found on the Group website.
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