Delivering innovation now Finding ways to shape the future Annual Report and Accounts 2019 INSIDE THIS REPORT STRATEGIC REPORT GOVERNANCE ACCOUNTS Introduction 1 The Board 34 Consolidated income statement 70 Chairman’s review 2 Chairman’s introduction Consolidated statement Our business today 4 to Corporate Governance 36 of comprehensive income 71 Our marketplace 6 Corporate Governance report 37 Consolidated balance sheet 72 Business model 8 Nomination Committee report 40 Consolidated statement Chief Executive’s statement 10 Audit Committee report 41 of changes in equity 73 Consolidated statement of cash flows 74 How we measure performance 17 DIRECTORS’ REMUNERATION REPORT Providing answers... to deliver Notes to the consolidated Remuneration Committee Chairman’s innovation now 18 financial statements 75 Annual Statement 44 ... and asking the right questions Wincanton plc Company balance sheet 106 Annual Report on Remuneration 46 to shape the future 20 Wincanton plc Company statement Directors’ Remuneration Policy 57 Corporate responsibility report 22 of changes in equity 107 Financial review 26 DIRECTORS’ REPORT Notes to the Wincanton plc Company financial statements 108 Risk report 30 Directors’ report 60 Group five year record 110 Statement of Directors’ responsibilities 61 Shareholder information 111 INDEPENDENT AUDITOR’S REPORT Board of Directors and advisers 112 Independent auditor’s report 63 Directors’ Independent Strategic report Governance remuneration report Directors’ report auditor’s report Accounts INTRODUCTION Times change. Yet trust, teamwork and reputations endure. Wincanton is the largest British third party logistics company (3PL), providing supply chain solutions to some of the world’s most admired – and most demanding – companies. We have built great relationships with these customers, working closely together and helping them rise to the rapidly-changing challenges across a wide range of industries including retail, construction, defence and energy. How do we help them stay one step ahead in a fast-moving world? FOR MORE INFORMATION SEE PAGE 18 FOR MORE INFORMATION SEE PAGE 20 Wincanton plc Annual Report and Accounts 2019 1 Strategic report CHAIRMAN’S REVIEW A strongs level of new business winswi and a high level of contract renewalsren position us well to grow inin thet year ahead. Dr. MartinM Read CBE ChairmanChairm FINANCIAL HIGHLIGHTS INTRODUCTION Revenue Underlying operating profit1 I was delighted to have been appointed Chairman of Wincanton in August of last year. One of the things that particularly struck me £1,141.5m £55.3m as I visited our sites is the commitment of our people to doing a good job for our customers. This is one of the core reasons that has made -2.6% +4.5% Wincanton such a trusted brand. Our people’s commitment to doing things well also underlies the Group’s impressive track record Underlying operating profit margin1 Operating profit margin in health and safety. Over recent years, Wincanton has successfully 4.8% 4.8% rebuilt its financial position. Its balance sheet and cash flow are much healthier and the reliability of its earnings much improved. +30bps +100bps Our challenge now is to use the Group’s respected market position, its extensive national coverage in the UK and its strong operational Net debt1 Operating profit base to develop and grow profitably. I believe Wincanton can deliver much better value for its £19.3m £54.6m shareholders in the years ahead. RESULTS -34.6% +23.0% The Group delivered good growth in underlying profit before tax of 6.3% in the year 1 and underlying earnings per share were up by Underlying earnings per share Basic earnings per share 2.7p over the prior year to 33.5p, an increase of 8.8%. Revenue performance was impacted by the loss of certain contracts at the end of 33.5p 34.5p the previous financial year and first half of this year. We have, however, been seeking to shift our business increasingly towards more +8.8% +36.9% value-added activities with improved profit margins. Pleasingly, there was a strong level of Dividend per share new business wins and a high level of contract renewals in the second half of the financial year which positions us well to grow in the year 10.89p ahead. Our cash generation remains strong. This enables us to invest in our organic growth strategy as well as satisfying the needs of our +10.0% various stakeholders such as our shareholders and pension scheme. DIVIDENDS The Board is pleased to be recommending an 1 See page 29 for further information on the Alternative Performance Measures (APMs), including definitions increased final dividend of 7.29p per ordinary and a reconciliation of APMs to statutory measures. 2 Wincanton plc Annual Report and Accounts 2019 Directors’ Independent Strategic report Governance remuneration report Directors’ report auditor’s report Accounts share for the year ended 31 March 2019 Wincanton’s next phase of development. SOME KEY ISSUES AND INITIATIVES (2018: 6.63p), bringing the total dividend for We have recently developed a skills matrix and The Group concluded the negotiations the year to 10.89p (2018: 9.90p). This reflects the conducted a Board effectiveness review to of the triennial valuation of the defined Group’s progressive dividend policy, with the ensure that the Board collectively possesses the benefit pension scheme in August 2018. annual dividend growth broadly matched to necessary breadth and depth of skills. This agreement provides an affordable and the growth in underlying earnings. In May of this year, we announced that Adrian sustainable solution. Crucially, it retains the Colman will step down as Chief Executive Group’s ability to invest in the business and OUR PEOPLE no later than the end of October. Adrian has to maintain its progressive dividend policy. As always, our people are our most important been with the Group for six years, the last four The Group has also extended its £141m of bank asset. Their dedication to delivering the as Chief Executive. He has made a significant finance facilities through to October 2023. best for our customers is the cornerstone of contribution to the development of the Both these agreements provide increased Wincanton’s position as a trusted partner for our Group and I thank him for his commitment certainty and stability for the Group. clients. I would therefore like to thank our 17,600 and hard work. Adrian will be succeeded as Looking ahead, the Group’s main priority is to colleagues for their efforts over the last year. Chief Executive by James Wroath who will be make further progress in the delivery of our appointed to the Board no later than the end In building an organisation that people aspire organic growth strategy and it is encouraging of October. Adrian will remain on the Board to work for, we must continually ensure that we have recently added a number of new, as Chief Executive until that time. James joins that we live our values every day. We have a high quality customers to our portfolio. us from LSG Sky Chefs and brings with him strong focus on maintaining a safe working significant experience in contract logistics and During the year, we launched the second environment and our Health and Safety record business services generally, having held senior round of our W2 Labs initiative, following the shows continued year-on-year improvement roles in logistics, transportation and distribution. success of the first round in the previous year. for the sixth year in a row. This initiative is focused on identifying and I am also delighted to welcome Debbie Lentz Inclusion is also important to us and we developing new areas of innovation to help to our Board from June 2019. Debbie brings are continuing to train all our leaders on our customers. This year, we are concentrating a strong track record in digital and supply unconscious bias. The pay data for Wincanton, on driving innovative solutions in areas such chain management, both of which are highly like many other organisations, shows a gender as robotics, data analytics and cloud-based relevant to the further development of pay gap and we have reported a median warehouse optimisation systems. Wincanton’s eCommerce propositions. overall gap of 10% compared to the national average of 9%. We have therefore established I should particularly like to thank our Senior OUTLOOK working groups to better understand how we Independent Director, Stewart Oades, for The Group remains well positioned in its can attract more females into our industry in standing in as Interim Chairman following chosen markets and continues to deliver higher paid roles and help fulfil our growth the sudden death of our previous Chairman, strong service levels to its customers. We are strategy in the coming years. Steve Marshall, through to the date of my putting in place the teams and structures appointment in August 2018. We recognise the increasing need to consider to underpin growth, build on Wincanton’s the employee voice at Board level as well as Our thanks are also due to Martin Sawkins, who market positions and deliver long-term throughout the business. We have therefore retired from the Board in December 2018, for his sustainable growth in the business. We remain appointed Stewart Oades, our Senior six years of service. Gill Barr, who was appointed focused on ensuring that this growth is Independent Director, as our employee a Director and member of the Remuneration both profitable and cash generative and will representative Non-executive Director. This is Committee in September 2017, succeeded continue to pursue a disciplined approach in in line with the recently announced changes Martin as our Remuneration Committee Chair our delivery. Healthy cash flow sustains our to the UK Corporate Governance Code, due to with effect from November 2018. growth capability, our significant investment come into effect in 2019-2020.