Origin Enterprises Plc Annual
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Perform Sus tain Grow Annual Report and Accounts 2019 Origin Enterprises plc is a leading Agri-Services group, employing over 2,500 people across seven countries. From Sky to Soil 50,000 Trial Units Perform Sus tain Grow Origin delivered a strong We aim to build a sustainable Origin’s strategic ambition is to performance in FY19 business and deliver long-term deliver a mix of organic growth with a 15.6% growth in value to stakeholders in a and growth by acquisition. operating profit1. responsible and ethical manner. See more in the Strategy See more in the Chief Financial See more in the Sustainability section on page 24 Officer’s Review on page 14 Report on page 50 1 Operating profit is stated before amortisation of non-ERP intangible assets and exceptional items and before the Group’s share of profits of associates and joint venture. >2,5 0 0 800 Employees Sales Force 1 2 m ha 73 Demonstration Farms Direct Farm Customer Footprint 112 Distribution Points Contents Strategic Report At a Glance 6 Chairman’s Statement 8 Chief Executive’s Review 10 Chief Financial Officer’s Review 14 Our Business 22 Strategy 24 Business Model 28 Key Performance Indicators 30 Business Review Ireland and the UK 32 Business Review Continental Europe 38 Business Review Latin America 44 Sustainability Report 50 Risk Report 62 Governance Board of Directors 72 Directors’ Report 74 Chairman’s Overview 77 Corporate Governance Statement 78 Nomination and Corporate Governance Committee Report 84 Audit and Risk Committee Report 87 Remuneration Committee Report 91 Financial Statements Company Information 110 Statement of Directors’ Responsibilities 111 112 Independent Auditors’ Report 112 Consolidated Income Statement 120 Distribution Points Consolidated Statement of Comprehensive Income 121 Consolidated Statement of Financial Position 122 Consolidated Statement of Changes in Equity 124 Consolidated Statement of Cash Flows 125 Group Accounting Policies 126 Notes to the Group Financial Statements 137 Company Accounting Policies 192 Company Balance Sheet 194 Company Statement of Changes in Equity 195 Notes to the Company Financial Statements 196 Our objective is to grow a The Group operates in sustainable agri-services seven countries across business which optimises Ireland, the UK, Continental value for our stakeholders. Europe and Latin America. See Strategy on page 24 See Ireland and the UK on page 32 See Business Model on page 28 See Continental Europe on page 38 See Latin America on page 44 Highlights Origin delivered a strong performance in 2019 with 15.6% growth in operating profit1. > Group revenue increase of 10.5% to > Strong cash conversion with free cash €1,798.2 million, and up 7.2% on an flow generation of €54.0 million underlying basis. (2018: €56.6 million). > Operating profit1 of €82.3 million, an > Increase in net debt to €75.6 million increase of 15.6% and up 3.5% on an (2018: €38.4 million). underlying basis. > Proposed 1.5% increase in total dividend > Group operating margin1 of 4.6%, an to 21.32 cent (2018: 21.0 cent). increase of 20 basis points. > Good first-time contribution from > Adjusted diluted earnings per share2 up Fortgreen acquisition in Latin America. 7.9% to 52.65 cent. > Exceptional charge of €7.0 million, > Acquisitions contributed 3.2% to sales principally due to a non-cash impairment growth and 12.0% to operating profit relating to our Ukrainian business. growth in the year. Origin Enterprises plc Annual Report and Accounts 2019 Accounts and Report Annual plc Enterprises Origin 2 Revenue Operating Profit1 € 1,7 9 8.2 m €82.3 m +10.5% +15.6% + 10.4% at constant +15.5% at constant currency 3 currency 3 Adjusted Diluted EPS2 Free Cash Flow 5 2.6 5 cent € 5 4.0 m + 7.9 % (2018: €56.6m) +7.8% at constant currency 3 ROCE Dividend per Share 1 3.2 % 2 1.3 2 cent (2018: 13.5%) (2018: 21.00cent) 1. Before amortisation of non-ERP intangible assets and Note: All references to constant currency in this exceptional items, and before the Group’s share of profits of Annual Report are due to the fact that the translation associates and joint venture. of non-euro denominated earnings are impacted by 2. Before amortisation of non-ERP intangible assets, net movements in local currency rates versus the euro, the of related deferred tax (2019: €7.1m, 2018: €4.9m) and Group’s presentation currency. In order to reflect exceptional items, net of tax (2019: €7.0m, 2018: €Nil) underlying performance more accurately in the period, 3. Excluding currency movements. the Group calculates results on a constant currency basis by retranslating non-euro denominated current year earnings at prior year exchange rates. 3 North Berwick, United Kingdom Andreea Ailenei, on-farm with the Agrii team assessing the progress of this season’s wheat crop Find out more Case Study: Transferring Knowledge on page 35 Case Study: RHIZA on page 36 Origin Enterprises plc Annual Report and Accounts 2019 Accounts and Report Annual plc Enterprises Origin 4 Perform Strategic Report Strategic Report Strategic 5 At a Glance A focused Agri-Services group providing services Philipinnes and technology. Our businesses specialise in the provision of independent and innovative advice, inputs and related services to farmers to help them optimise crop yield and economic returns on a >2,500 sustainable basis. Employees Business-to-Business Agri-Inputs Provides procurement and supply chain solutions to the Irish, UK, Belgian and Brazilian primary food production sectors covering the macro inputs that drive on-farm efficiency, i.e. prescription 34 blended fertilisers and animal feed Input Formulation and ingredients. In addition, Origin is a Processing Facilities market leader in advisory, service and input provision to the professional sports turf, landscaping and amenity sectors in the UK. Integrated Agronomy and On-Farm Services Provides agronomy advice, services and inputs directly to arable, fruit and 112 vegetable growers in the UK, Poland, Distribution Points Romania and Ukraine. Our customised solutions ensure the delivery of crop production systems that adhere to the highest safety, quality, environmental and sustainability standards. Digital Agricultural Services Provides bespoke digital agronomy applications and agri-tech services to primary producers, input manufacturers 73 and agri-service companies. Demonstration Farms Origin Enterprises plc Annual Report and Accounts 2019 Accounts and Report Annual plc Enterprises Origin 6 Our Segments Latin Ireland and Continental America the UK Europe Philipinnes This segment includes This segment includes the This segment includes the Group’s newly Group’s wholly-owned Irish the Group’s operations in acquired operations in and UK-based operations Poland, Romania, Ukraine Brazil. Find out more on in addition to the Group’s and Belgium. Find out pages 44 to 49. associates and joint venture more on pages 38 to 43. undertakings. Find out more on pages 32 to 37. Revenue 2019 2018 2% €1.8bn €1.6bn 34% 36% 64% 64% Ireland & the UK Continental Europe Latin America Operating Profit1 2019 2018 10% €82.3m €71.2m 17% 23% 73% 77% Ireland & the UK Continental Europe Latin America 1. Before amortisation of non-ERP intangible assets and exceptional items, and before the Group’s share of profits of Report Strategic associates and joint venture. 7 Rose Hynes Non-Executive Chairman Chairman's Statement One of the key strategic developments in the current year has been our first-time entry into Latin America. Dear Shareholder market positions, integrated supply chains and multiple routes to market across strategic geographic locations. Group Performance At this event we published medium-term financial I am pleased to report that Origin delivered another targets to 2023 for the first time as follows: strong performance in 2019 as Group operating profit increased 15.6% to €82.3 million and adjusted diluted > EBIT CAGR: 5 – 9%. earnings per share increased 7.9% to 52.65 cent. > Group ROIC: 12 – 15%. Our trading performance supports the strategic > Free Cash Flow Ratio: 70 – 100%. decision last year to add regional diversity to > Digital Hectares: 4.0 million. the Group’s portfolio, as an excellent first-time contribution from our Latin American division combined with strong underlying growth in Ireland Further illustrations on the implementation of our and the UK, more than offset a challenging operating strategic priorities during the year are outlined on pages environment in Continental Europe. Details of our 32 to 49 within the Business Review sections of the financial performance are set out in the Chief Financial Annual Report. Officer’s Review on pages 14 to 21. One of the key strategic developments in the current Strategic Development year has been our first-time entry into Latin America. The Group’s strategy remains a fundamental focus for Our acquisition of Fortgreen, a Brazilian value-added the Board, particularly in the context of a rapidly evolving crop nutrition and speciality inputs business has technical and competitive landscape. In April, we held a delivered in line with expectation and presents an two-day strategic planning event, resulting in a collective exciting vehicle for future growth. In Q4, we also ambition to 2023 and a roadmap to achieve these goals. completed the previously announced acquisition of a In May, the Group hosted a Capital Markets Day in 20% stake in the agronomy services and crop inputs London, providing greater insights into Origin’s leading business Ferrari Zagatto. Origin Enterprises plc Annual Report and Accounts 2019 Accounts and Report Annual plc Enterprises Origin 8 € € 82.3 m 2 1.3 2 cent Find out more Strategy on page 24 Operating profit amounted to 1.5% increase in proposed Sustainability on page 50 €82.3m, an increase of 15.6% dividend to 21.32 cent In July, we announced a conditional a distribution of 40.5% of adjusted employees to listen to their views agreement for the disposal of 31 diluted earnings per share.