Menzies Aviation and Menzies Distribution
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Efficiency at the core Annual Report 2008 John Menzies plc John Menzies plc is a company with two operating divisions, Menzies Aviation and Menzies Distribution. Both divisions operate in distinct B2B sectors where success depends on providing a safe, efficient and high- quality service to their customers and partners. www.johnmenziesplc.com £30.7m Overview 02 At a glance underlying profit Overview before tax 04 Chairman’s statement 06 Executive Directors’ team 07 Group strategy £1,667.1m revenue Directors’ and business review report Operating review 31.3p Operating review 08 Group performance underlying earnings 10 Menzies Aviation per share 16 Menzies Distribution 21 Non-financial Group business risks 22 Group financial review 28 Outlook 29 Corporate social responsibility Governance 38 Board of Directors Governance 40 Corporate governance statement 46 Report on Directors’ remuneration Financial statements Financial statements 56 Independent auditors’ report to the members of John Menzies plc 58 Group income statement 59 Group statement of recognised income and expense 60 Group and Company balance sheets 61 Group and Company cash flow statements 62 Notes to the accounts 95 Five year summary Cautionary statement This Annual Report contains information which 96 General information readers might consider to be forward-looking statements relating to or in respect of the financial condition, results, operations and businesses of John Menzies plc. Any such statements involve risk and uncertainty because they relate to future events and circumstances. There are many factors that could cause actual results or developments to differ materially from those expressed or implied by any such forward-looking statements. Nothing in this Annual Report should be construed as a profit forecast. John Menzies plc Annual Report 2008 01 At a glance Aviation One of the world’s largest and most respected independent ground and cargo handlers. With over 14,000 employees worldwide servicing over 500 airline customers at 107 locations in 27 countries, we handled more than 600,000 flight turns, 67 million passengers and 1.7 million tonnes of cargo in 2008. Passenger A full ground handling service is available to airlines, including ticketing, check-in, baggage services and management of passenger lounges. Ramp Out on the ramp we offer load control, passenger and baggage £14.1m transfer, and other ramp handling services including aircraft towing and pushback, cabin cleaning, water services and de-icing. underlying operating profit Cargo Our service provision includes ramp transfer, load management, import and export handling, warehousing, trucking, and other £500.9m track and trace services. Our AMI business provides airfreight services and forwarder handling. revenue 107 locations 27 countries For further information see page 10 or visit the Menzies Aviation website www.menziesaviation.com 02 John Menzies plc Annual Report 2008 At a glance Distribution A leading provider of added value distribution and marketing services to the UK’s newspaper Overview and magazine supply chain. With 4,000 employees at 19 hub and 18 spoke branches throughout the UK and Ireland, the division is a strongly cash generative business with around 30% of the newspaper and magazine wholesale distribution market in the UK. It has a track record of investment in innovation and customer service delivery. Newspaper and magazine distribution We handle 4.8 million newspapers (5.1 million on Sundays) and 2.2 million magazines (covering 3,000 titles) every day. Deliveries are made in the early hours of the morning 364 days a year, to more than 23,000 retail customers from the Northern Isles to £23.9m the Isle of Wight. underlying Marketing services operating profit Services to multiple and independent retailers include space and range planning, racking, displays and sales promotion, category management and sales-based replenishment. Services to publishers £1,166.2m include supporting the launch of new titles, ongoing sales promotion revenue and development, and bespoke services such as data analysis and returns processing. Field marketing 19 We provide long-term and short notice resources for field marketing and promotional campaigns of any size at local or national levels hub branches across the UK and Ireland, such as free newspaper and magazine distribution, compliance auditing, event organising, point-of-sale placement, mystery shopping, market research and face-to-face 18 targeted promotions. spoke branches Menzies Distribution Menzies JV Others For further information see page 16 or visit the Menzies Distribution website www.menziesdistribution.com John Menzies plc Annual Report 2008 03 Chairman’s statement While we live in unprecedented times, the Board believe that with two clearly focused operating divisions, the Group remains well placed to benefit from market improvements. At Menzies Aviation the business continued to grow, entering significant new markets (India and South Africa) during the year. These new market entries were successful and will bear fruit for the division in the coming year. Revenue was hit as customers faced soaring oil prices and the consumer slowdown impacted passenger and cargo volumes, particularly in the last quarter. Menzies Distribution had a good year with profitability increasing modestly. This represents a good performance in a difficult market. In particular, the cost and productivity performance was excellent, with cost savings significantly outstripping inflation. In the last quarter the translated value of the Group’s US Dollar and Euro denominated debt substantially increased as a result of Sterling weakening against most major currencies. The value of In 2009 the Group the Group’s overseas assets, however, also increased substantially will focus on cash resulting in a £4.7m credit to reserves. generation and debt reduction. Capital In response to this market downturn and foreign exchange expenditure will be environment, rapid management actions were taken to reduce less than depreciation costs and conserve cash to shape the Group to meet its at both divisions, and challenging marketplace. as a result I expect both Aviation and I am pleased to report that the two banking facilities that were Distribution to be up for renewal in the first half of 2009 have been successfully comfortably cash renewed ahead of schedule. generative during the year. In 2009 the Group will focus on cash generation and debt reduction. Capital expenditure will be less than depreciation William Thomson Chairman at both divisions and as a result I expect both Aviation and John Menzies plc Distribution to be comfortably cash generative during the year. The Group is reviewing its asset base and where appropriate, any non-core assets may be disposed of to further reduce debt. To reflect the Group’s cautious outlook and cash conservation strategy the Board has decided that it would not be appropriate to recommend a final dividend. As a result, the full-year dividend was 7.56p, which was paid in November 2008. Board In September 2008, Iain Napier was appointed as an independent Non-Executive Director. Iain has extensive knowledge of international business gained during his executive and non-executive career. Iain has previously held CEO positions at Taylor Woodrow plc, Bass Brewers and Bass International Brewers, as well as senior executive positions at the Ford Motor Company. 04 John Menzies plc Annual Report 2008 In February 2009, Ian Harley was also appointed as an independent Non-Executive Director. Ian is Chairman of Rentokil Initial Pension Trustee Limited and spent nine years on the Board Overview of Abbey National plc as CFO and CEO. Ian’s experiences in the financial sector will undoubtedly prove beneficial to the Board. Iain Robertson has indicated that he will retire following the Annual General Meeting in May 2009, and I thank him sincerely for the valuable contribution that he has made in the time that he has been on the Board. He will be replaced as Chairman of the Audit Committee by Ian Harley. Also following the Annual Divisional revenue (£m) General Meeting, and in accordance with the Company’s policy of refreshing and rotating Committee memberships, David Aviation Coltman will be retiring as Chairman of the Remuneration 2008 500.9 Committee, and will be replaced by Iain Napier. 2007 393.8 Following Iain Robertson’s retirement, the Board will have Distribution 10 directors including four independent Non-Executive Directors, 2008 1,166.2 well in excess of the minimum recommended by Corporate Governance guidelines for a company of our size, and ensures 2007 1,147.3 that the Board is well balanced and able to meet its ambitions and the challenges that face the business. Divisional underlying operating profit (£m) People Our staff continue to be our greatest asset, and in businesses Aviation which rely on delivering a service, it is essential that we have 2008 14.1 the best people working for us. 2008 was a challenging and 2007 20.6 difficult year, although the changes made and results achieved across the Group owes a great deal to the commitment of all Distribution our staff. Their dedication and commitment to providing a quality, 2008 23.9 efficient service to our customers continues, and their efforts are 2007 23.4 greatly appreciated. Prospects 2009 will be a challenging year but we have two strong operating divisions. Menzies Aviation has an excellent reputation with its airline customers as evidenced by the continuing contract win and renewal momentum. The marketplace is difficult but the operating model is resilient and we will continue to seek attractive airlines in attractive markets. Menzies Distribution is well placed. The investment in new technologies and the remodelling of the operating base is now delivering real benefits. Publisher contract negotiations are gathering pace and I believe we are very well placed to benefit from any opportunities that may arise. While we live in unprecedented times, the Board believe that with two clearly focused operating divisions, the Group remains well placed to benefit from market improvements.