Annual Report and Accounts 2020 Our Business
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IMPERIAL BRANDS PLC IMPERIAL BRANDS ANNUAL REPORT AND ACCOUNTS 2020 AND ACCOUNTS REPORT ANNUAL ANNUAL REPORT AND ACCOUNTS 2020 OUR BUSINESS Our business is evolving. We appointed a new Chair and Chief Executive in the year and began to review our strategy with the aim of strengthening future performance and taking Imperial Brands into a new era of growth. CONTENTS HIGHLIGHTS Strategy Performance Overview 1 View from the top: Our New Chair Chair’s Statement 2 An introduction from our new Chair Chief Executive’s Q&A 5 Thérèse Esperdy. Our Regulatory Environment 10 Our Business Model and Strategy 11 See page 2 Key Performance Indicators 12 Our Stakeholders 14 Our People 16 Performance View from the top: Our New CEO ESG Review 20 Our new Chief Executive Officer Stefan Bomhard Operating Review 29 shares his thoughts on the future of the business. Financial Review 36 See page 5 Principal Risks and Uncertainties 42 Governance Chair’s Introduction 62 Board of Directors 64 Engaging with Stakeholders Board Engagement 68 We engaged with a broad range of stakeholders in The Board and its Committees 70 the year. Directors’ Report 86 See page 14 Directors’ Remuneration Report 96 Financials Independent Auditors’ Report 125 Consolidated Income Statement 136 Consolidated Statement Celebrating our People of Comprehensive Income 136 Our people worked tirelessly to keep the business Consolidated Balance Sheet 137 going in unprecedented circumstances. Consolidated Statement of Changes in Equity 138 See page 16 Consolidated Cash Flow Statement 139 Notes to the Financial Statements 140 Imperial Brands PLC Balance Sheet 191 Imperial Brands PLC Statement of Changes in Equity 191 Notes to the Financial Statements of Imperial Brands PLC 192 Managing our ESG Responsibilities We have a clear focus on our core environmental, Supplementary information social and governance responsibilities. Related Undertakings 196 See page 20 Shareholder Information 212 PERFORMANCE OVERVIEW TOBACCO & NGP NET REVENUE* ASSET BRAND NET REVENUE* Performance measures used throughout the report £8.0bn £5.2bn Reported (GAAP) Complies with International Financial Reporting Standards and the relevant +0.8% +1.0% legislation. Adjusted (Non-GAAP) Non-GAAP measures provide a useful comparison of performance from one ADJUSTED EARNINGS PER SHARE* REPORTED EARNINGS PER period to the next. Reconciliations can SHARE be found in notes 3, 6, 8, 10 and 31. Constant currency basis Removes the effect of exchange rate 254.4p movements on the translation of the 158.3p results of our overseas operations. We -5.6% translate current year results at prior +49.3% year foreign exchange rates. Market share Market share data is presented as a * Movement on a constant currency basis. DIVIDEND PER SHARE** 12-month moving average weighted ** Rebased by a third to accelerate debt repayment. across the markets in which we operate. More detailed information on how we Stick equivalent 137.7p Stick equivalent volumes reflect our measure progress against our financial combined cigarette, fine cut tobacco, -33.3% and non-financial key performance cigar and snus volumes. indicators can be found on pages 12-13 NON-FINANCIAL INFORMATION STATEMENT The following table constitutes our Non-Financial Information Statement in compliance with Sections 414CA and 414CB of the Companies Act 2006. The information listed is incorporated by cross-reference. Additional Non-Financial Information is also available on our website www.imperialbrands.com. Reporting Policies and standards Information necessary to understand our business and requirement which govern our approach1 its impact, policy due diligence and outcomes Environmental matters • Occupational health, safety and environmental Environmental targets 13, 20, 21, 22 policy and framework International management systems 22, 24 • Sustainable tobacco programme Climate and energy 13, 20, 21, 23, 45 Reducing waste 13, 20, 21 Sustainable tobacco supply 20, 21 Employees • Code of Conduct Diverse and engaged workforce 18, 19 • Group-wide employment policy Workforce Engagement Director 18 • Fairness at work policy Workplace health and safety • Occupational health, safety and environmental 13, 24, 25 policy and framework International management systems 22, 24 Lost time accident (LTA) rate 13, 24 Respect for • Human rights policy Diverse and engaged workforce 18, 19 human rights • Code of Conduct Workforce Engagement Director 18 • Supplier Code Workplace health and safety • Supplier qualification programme 13, 24, 25 • Modern slavery statement International management systems 22, 24 • Speaking Up policy Social matters • International marketing standards Responsible operations and people 20-28 • Fontem marketing standards Youth access prevention 27 • Policy on taxation Charitable and political donations • Community contributions and volunteering policy 87 • Information security policy Anti-corruption • Code of Conduct How we manage risk 42 and anti-bribery • Fraud risk management policy Governance, risk management and 82, 83 • Speaking Up policy internal control • Finance manual • Group control matrix Description of principal • Principal risks and uncertainties 42-59 risks and impact of • Governance, risk management and internal 82, 83 business activity control Description of the • Our business model 11 business model Non-financial key • Key performance indicators 12, 13 performance indicators • Sustainability performance indicators 13, 22, 24, 26 1. Not all of our Group policies and standards are publicly available. www.imperialbrandsplc.com 1 STRATEGY CHAIR’S STATEMENT LOOKING TO THE FUTURE WITH CONFIDENCE Thérèse Esperdy is the new Chair of Imperial, having previously served as Senior Independent Director since May 2019. Thérèse joined the Board in July 2016 and was appointed Chair on 1 January 2020. DEAR SHAREHOLDERS Stefan is our first external CEO and is providing a fresh perspective at a pivotal time for the business. As well as This was a year of significant change, in which the Board leading Imperial through the final quarter of the year, Stefan took decisive action to address performance issues and has been strengthening the Executive Committee (ExCom) strengthen leadership capabilities. After appointing a new to ensure we have the skills, experience and capabilities Chief Executive Officer, we initiated a strategic review of required to realise our ambitions. the Company that is assessing all aspects of our strategy, business model, culture and purpose. The results will be COVID-19 shared with stakeholders in January 2021. The commitment of our employees has enabled us to The actions we have taken underpin our commitment to respond effectively to the challenges posed by COVID-19. create a more consumer focused organisation that will We continued to prioritise their health and safety as we deliver stronger and more consistent results in both entered the second wave of the pandemic. On behalf of the tobacco and next generation products (NGP). The Board Board, I would like to thank all our people around the world firmly believes Imperial has great potential and we will for their support and dedication. continue to make the improvements required to realise the value creation opportunities that lie ahead. The vast majority of our manufacturing sites operated throughout the coronavirus crisis, ensuring we maintained “The Board firmly believes Imperial has supply to our consumers. Employees in other functions worked from home and many continue to do so, as we great potential and we will continue to embed new and more flexible ways of working. make the improvements required to The Board was highly engaged in the way the organisation realise the value creation opportunities responded to the situation. At the height of the pandemic, the safety of our people and the performance of the that lie ahead.” business were the most important agenda items in all formal and informal Board meetings. Our new CEO Stefan Bomhard will be instrumental in realising these opportunities. He joined the Board on I was in contact with our executive and senior management 1 July 2020, following five successful years as CEO at team throughout, and the Board received detailed weekly Inchcape, the global automotive distribution and retail update reports. A series of additional Board calls with senior company. He brings significant brand-building and leaders was established to enable Non-Executive Directors consumer-led sales and marketing experience from large to hear and discuss how the business was responding. multinational organisations across multiple sectors. Although the level of engagement was adjusted as the situation stabilised during the second half of the year, the Board continues to receive regular updates. 2 Imperial Brands | Annual Report and Accounts 2020 Board engagement STATEMENT ON SECTION 172 OF THE Given the level of change during the year, it was imperative COMPANIES ACT 2006 for myself and the Board to step up our stakeholder engagement. My focus was on shareholders and employees. The ongoing sustainable success of the business is dependent on our relationship with a wide range of I have regularly engaged with shareholders throughout the stakeholders, including shareholders, consumers, year, recognising the need to hear their concerns directly employees, suppliers, retailers, governments and and to inform them of the steps we are taking to address non-governmental organisations. performance issues, as well as updating them on our progress with the Chair, CEO and CFO transitions. I