Leaders in Modern Money
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Worldpay Group plc Annual Report and Accounts 2015 Leaders Worldpay Group plc in modern Annual Report and Accounts 2015 money WorldReginfo - d6ca6132-12c4-406f-8411-fdea1fa31439 01 Worldpay Group plc Annual Report and Accounts 2015 Financial highlights NET REVENUE1 GROSS PROFIT m m 2015 £981.7m 14% 2015 £860.4m 12% 20142 £863.4m 20142 £765.3m UNDERLYING EBITDA3 OPERATING PROFIT m m 2015 £406.1m 8% 2015 £166.9m 34% 20142 £374.7m 20142 £125.0m PROFIT /(LOSS) BEFORE TAX FREE CASH FLOW4 m m 2015 £19.1m £66.2m 2015 £32.4m £31.7m 20142 £(47.1)m 20142 £0.7m Notes: 1 Net revenue is defined as revenue less interchange and scheme fees. 2 2014 represents the pro forma 12-month period to 31 December 2014. 3 Underlying EBITDA is defined as earnings before interest, tax, depreciation and amortisation. It also excludes separately disclosed items which are explained in the financial review on page 73. 4 Free cash flow is defined as net cash flow from operating activities less capital expenditure and underlying finance costs. It excludes any working capital movements associated with the IPO. Link to The Group’s financial statements page 118 WorldReginfo - d6ca6132-12c4-406f-8411-fdea1fa31439 Operational highlights NUMBER OF TRANSACTIONS PROCESSED bn 2015 13.1bn 14% 20142 11.5bn TOTAL TRANSACTION VALUE bn 2015 £401.9bn 9% 20142 £369.5bn NET REVENUE/TOTAL TRANSACTIONAL VALUE % basis 2015 0.24% 1pt 20142 0.23% Link to The Group’s key performance indicators page 52 WorldReginfo - d6ca6132-12c4-406f-8411-fdea1fa31439 CONTENTS Financial statements Financial performance of the Group Overview 113 Independent auditor’s report Facts and figures from our business 118 Consolidated income statement 120 Consolidated statement of 01 Highlights comprehensive income 04 Worldpay in numbers 121 Consolidated balance sheet 06 Chairman’s statement 122 Consolidated statement of changes in equity Strategic report 123 Consolidated cash flow statement Our business model and how we performed 124 Notes to the consolidated financial statements 08 Chief Executive’s statement 162 Company balance sheet 12 Executive Committee 163 Company statement of 14 Executive Committee biographies changes in equity 16 Our markets 164 Notes to the Company financial statements 24 Our business model 26 How our business model works 28 Resources and relationships Shareholder information 34 Helping our customers prosper Key dates and sources of additional information 40 Our strategy 52 Our key performance indicators 167 Shareholder information 55 Principal risks and uncertainties 67 Operating review 71 Financial review Directors’ report How we manage our business 77 Chairman’s governance letter 78 Board of Directors 82 Corporate governance report 97 Remuneration report 110 Other corporate disclosures 112 Statement of Directors’ responsibilities About the report Worldpay Group plc aims to produce an open and transparent Annual Report which gives a fair, balanced and understandable portrayal of our strategy and performance. This is our first Annual Report as a publicly listed company and we welcome feedback on how well we are doing and where we might improve. Please give us your feedback at: [email protected] You can find this report and additional information about Worldpay on our website at: worldpay.com WorldReginfo - d6ca6132-12c4-406f-8411-fdea1fa31439 03 Overview Worldpay Group plc Strategic report Annual Report and Accounts 2015 Directors’ report Financial statements Shareholder information We are leaders in modern money. Our vision is to be the world’s most progressive and reliable payments partner, sharing insights and helping customers prosper. We differentiate ourselves through: Our people Our global reach Modern technology An unparalleled network of partnerships and relationships WorldReginfo - d6ca6132-12c4-406f-8411-fdea1fa31439 04 Worldpay Group plc Annual Report and Accounts 2015 Worldpay in numbers We provide an extensive range of technology-led payment products and services to over customers, enabling their businesses to grow and prosper. We manage the increasing complexity of the payments landscape for our customers, allowing them to accept the widest range of payment types around the world. Using our network and technology, we are able to process payments from geographies covering % of global GDP, across countries and currencies. We help our customers to accept more than different payment types. We benefit from operating in a large, fast-growing and dynamic market: in 2015, we processed over billion transactions for our customers, an increase of % compared to 2014. WorldReginfo - d6ca6132-12c4-406f-8411-fdea1fa31439 05 Overview Worldpay Group plc Strategic report Annual Report and Accounts 2015 Directors’ report Financial statements Shareholder information We have invested more than billion in the last five years in our technology, people and capabilities. We are now in the final stages of creating a state-of-the-art technology platform to support our growth over the long term, to enhance reliability and security, and to better serve our customers. Our solutions are delivered by colleagues, across officesin countries. In 2015, we listed our shares for trading on the main market of the London Stock Exchange, and in December became a member of the FTSE 100 index. We are Worldpay, and we are ready for business. WorldReginfo - d6ca6132-12c4-406f-8411-fdea1fa31439 06 Worldpay Group plc Annual Report and Accounts 2015 Chairman‘s statement In our first Annual Report and Dear shareholder, Accounts since we became a In 2015, we delivered strong financial publicly listed company in October performance, demonstrating that we have a robust business model that is capable 2015, I am delighted to report a year of delivering strong, visible and recurring shareholder returns. In support of our of significant progress, building our strategic vision, we have invested in our capabilities for a successful future. people, products and technology. We are currently entering the final stages of building our market-leading new technology platform and have a strong pipeline of technical innovation to help our customers prosper. In addition to the successful IPO towards the end of 2015, for which we gained external recognition as ‘IPO of the year 2015’ in the Broadwalk Service Awards, we also put in place new committed bank financing and issued €500m senior unsecured notes. We now have the capital structure to support our growth in the future. Since my appointment as Chairman in September 2015, I have spent time with our executive team and other employees to gain an understanding of this industry, our key strengths and the challenges we WorldReginfo - d6ca6132-12c4-406f-8411-fdea1fa31439 07 Overview Worldpay Group plc Strategic report Annual Report and Accounts 2015 Directors’ report Financial statements Shareholder information face. What is clear to me is that the and Bain remain large shareholders of the Dividend policy payments market is developing at pace, Group and, as entitled, have appointed The Board intends to adopt a dividend becoming increasingly complex and James Brocklebank and Robin Marshall policy based on a payout ratio of 20-30% of challenging; the expectations placed upon respectively as Non-Executive Directors reported profit after tax per annum, payments providers such as Worldpay are on the Board. Each possesses a wealth commencing in the current financial year increasing; and, with our talented people, of knowledge about the Company and and we expect to announce our first our focus on the customer and our the industry. interim dividend with our 2016 half year technological innovation, we are well results, payable later in the year. As positioned to support our customers, both Governance and corporate culture referenced in the IPO Prospectus, no now and in the future. The Board has made a firm commitment to dividend will be paid in respect of 2015. high standards of corporate governance The Board and this is further explained in the Our stakeholders We have built a strong Board with Non- corporate governance report. We believe I would like to thank all our shareholders, Executive Directors who possess a diverse that strong governance should prevail bond holders and banks for their support range of skills and experience to throughout the organisation and we pay during the IPO, bond issue and bank complement those of our three Executive attention to the progress being made in financing and look forward to their Directors. John Allen and Martin Scicluna building a culture that supports the continued engagement and support in served the Group as Independent Non- sustainable long-term success of the the future. Executive Directors under private equity Group. ownership and they bring knowledge of the Company and the industry as well as Colleagues substantial commercial and financial On behalf of the Board, I would like to pay experience to our new Board’s special thanks to our colleagues, who have deliberations. I am delighted that Deanna made a substantial contribution to our Sir Michael Rake Oppenheimer joined the Board as an achievements throughout the year. It is Chairman Independent Non-Executive Director on particularly pleasing to see that a 8 March 2016 1 January 2016. The breadth of her skills and significant majority are shareholders, experience in financial services will be aligning their interests with those of other invaluable to Worldpay. We will further shareholders and enabling them to share strengthen the Board during 2016. Advent in the success they