Synthomer plc Annual Report 2019 BUILDING GLOBAL DIFFERENTIATION Synthomer plc We continue to make good progress towards our strategic objectives despite challenging market conditions in 2019. The acquisition of the highly complementary OMNOVA Solutions Inc will extend our geographic reach, expand our global platform and allow us to further differentiate our business. Our successful capital investment expansion programme in 2018/2019 positions us well to capture higher-than-market growth and extend our leadership positions in our core markets. Who we are Industrial Specialities is focused on our speciality Synthomer is a speciality chemicals company and chemical additives and non-water-based one of the world’s leading suppliers of water-based chemistry for a broad range of applications from polymers. With strong geographic and end market polymer additives and monomers to emerging diversity combined with product differentiation, materials and technologies. Synthomer holds leadership positions in a wide Our culture range of markets including coatings, construction, Synthomer is fully committed to building a textiles, paper and healthcare. business where the people, purpose, culture Our purpose and values of the Group are fully aligned. Revenue As a global leader in water-based polymer Synthomer is a diverse global company with an 43% chemistry, our purpose is to continually innovate inclusive culture which embodies meritocracy, 42% 15% to meet the needs of our customers and society openness, fairness and transparency. in a sustainable way. 3 Our values What we do Synthomer has five core values. At the heart We operate through three global businesses – of our business is SHE (Safety, Health and 1 Performance Elastomers (PE); Environmental) – we always have time to work Functional Solutions (FS); and safely. We are accountable – we deliver our 2 Industrial Specialities (IS). promises. On innovation – we welcome change and new ideas. For teamwork – we recognise that Performance Elastomers is focused on we are stronger as one team. For integrity – we act healthcare, carpet and paper markets through with integrity and show respect. our Nitrile Butadiene Rubber latex (NBR) and Styrene Butadiene Rubber latex (SBR) water-based products. Functional Solutions is focused on coatings, construction, adhesives and technical textiles markets through our acrylic and vinylic water-based dispersions. BUILDING GLOBAL DIFFERENTIATION Financial highlights (see page 154 for definitions) EBITDA Underlying PBT Underlying EPS Free Cash Flow Profit before tax IFRS basic earnings per share £177.9m £116.2m 25.3p £92.8m £100.5m 21.5p 2018: £181.0m 2018: £135.1m 2018: 30.7p 2018: £27.8m 2018: £120.3m 2018: 27.4p Non-Financial Highlights Volume Sales volume from Recordable accident Energy consumption new products frequency rate per tonne 1,4 6 5.7ktes 22% 0.20 3.63GJ/t 2018: 1,517.6ktes 2018: 21% 2018: 0.23 2018: 3.50GJ/t Underlying statement The Group’s management uses Underlying performance to plan for, control and assess the performance of the Group. Underlying performance differs from the statutory IFRS performance as it excludes the effect of Special Items, which are detailed in note 4. The Board’s view is that Underlying performance provides additional clarity for the Group’s investors and stakeholders and so it is the primary focus of the Group’s narrative reporting. Where appropriate, IFRS performance inclusive of Special Items is also described. References to ‘unit margin’ and ‘margin’ are used in the commentary on Underlying performance. Unit margin (or margin) is calculated on selling price less variable raw material and logistics costs. Key stories from this year Report Strategic Page 57 Page 46 Contents Governance Strategic report IFC Highlights 2 Synthomer at a glance 4 Our investment case 6 Chairman’s statement Innovative solutions that create 9 Chief Executive Officer’s review 12 Market overview and sustain value 14 Strategy at a glance 16 Key performance indicators 18 Strategy in action 22 Divisional review Building sustainably 28 Our business model 30 Managing risk statements financial Group 32 Principal risks and uncertainties 37 Viability statement 38 Chief Financial Officer’s review Page 12 44 Section 172 statement 46 Environmental, social and Governance (ESG) Governance Page 28 64 Board of Directors 66 Introduction to corporate governance 68 Corporate governance 74 Audit Committee report 82 Nomination Committee report statements financial Company 83 Directors’ Remuneration report 103 Report of the Directors 105 Statement of Directors’ Positioned well for future growth responsibilities Group financial statements Page 18 106 Independent auditors’ report 111 Consolidated income statement 112 Consolidated statement of Continually improving our business comprehensive income 112 Consolidated statement of changes in equity 113 Consolidated balance sheet 114 Consolidated cash flow statement information Other 115 Notes to the consolidated financial statements Company financial statements 148 Company balance sheet 149 Company statement of changes in equity Business growth through 150 Notes to the Company acquisitions Page 4 financial statements Other information 154 Glossary of terms 155 Five-year financial summary 156 Advisers Page 54 SYNTHOMER Accountability CORE VALUES Our investment case Innovation SHE Integrity Teamwork Our values www.synthomer.com Further information on the Group is available through our website at www.synthomer.com Synthomer plc Annual Report 2019 1 Strategic Report Synthomer at a glance Innovative solutions that create and sustain value 15% What we c2,900 produce employees (Revenue) 43% Over 4,000 customers 25 production sites 22% 42% of sales volume from products Performance Elastomers less than five years old Functional Solutions Industrial Specialities Performance Functional Industrial Elastomers Solutions Specialities Volume Volume Volume 5 5 4 4 1 1 1 3 3 3 2 2 2 1. Paper 32.4% 1. Coatings 39.4% 1. Coatings 32.9% 2. Health & Protection 39.6% 2. Textiles 23.4% 2. Polymer Additives 19.1% 3. Carpet 9.9% 3. Construction 22.1% 3. Monomers 48.0% 4. Compounds 9.8% 4. Adhesives 13.8% 5. Foam 8.3% 5. Other 1.2% Volumes Volumes Volumes 849.1ktes 487.4ktes 129.2ktes 2018: 859.5ktes 2018: 526.0ktes 2018: 132.1ktes Revenue Underlying Revenue Underlying Revenue Underlying operating profit operating profit operating profit £623.7m £71.5m £612.8m £52.3m £222.6m £16.0m 2018: £704.5m 2018: £87.2m 2018: £680.1m 2018: £53.0m 2018: £234.3m 2018: £16.7m EBITDA IFRS EBITDA IFRS EBITDA IFRS operating profit operating profit operating profit £96.3m £71.2m £69.9m £48.0m £24.8m £11.3m 2018: £107.9m 2018: £84.7m 2018: £64.1m 2018: £50.4m 2018: £23.5m 2018: £12.1m Market position Market position Market position No 2 producer globally in NBR latex. Top five global water-based polymer producer, Leading positions in selected niche speciality No 1 producer in European SBR latex. with leadership positions in dispersions in chemical markets globally. No 1 producer globally of High Solids SBR. Europe, Middle East and Asia. 2 Synthomer plc Annual Report 2019 Strategic Report Strategic How we do business The way we do business has become increasingly global as we follow our customer requirements, extend our global operating network and leverage our focus on research, development and innovation. Our acquisition of OMNOVA Solutions Inc will extend our geographic reach, expand our global Governance statements financial Company information Other platform and allow us to further differentiate our business. Our global divisional structure allows the simple integration of OMNOVA into our structure whilst ensuring our market alignment and proximity to our customers. Read more Page 28 Group financial statements financial Group Key Sales office Operational head office Manufacturing site Manufacturing site and R&D centre Our Environmental, Social and Governance approach Our ESG pillars As a global leader in water-based polymer chemistry, our purpose is to continually innovate to meet the needs of our Strategy customers and society in a sustainable way. Today, our water- based products eliminate the use of over 500ktes of volatile Governance and compliance organic compounds containing solvents, with our innovation KPI People rapidly introducing state-of-the-art products with regulatory and environmental compliance. Increasingly we focus on projects Sustainable value chain around alternative raw materials and lower energy intensive products and technologies. Our continuous improvement Health and safety programmes in all our operations focus on driving efficiency Environment and excellence to minimise the use of resources. We are resolutely focused on sustainability and environmental, social and governance (ESG) improvements, and we are committed to reporting under the Global Reporting Initiative (GRI) framework and measuring our progress against internationally recognised standards. We pride ourselves on the progress that has been made and are determined to deliver on our targets and objectives, recognising that there is more to be done in this important area. Read more in our Sustainability section on page 46. Synthomer plc Annual Report 2019 3 Strategic Report Our investment case Our strong geographic and end market diversity combined with increasing product differentiation and a clear strategy for growth offers a compelling investment case. OUR INVESTMENT CASE 4 Synthomer plc Annual Report 2019 Strategic Report Strategic Six compelling reasons Governance statements financial