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Halfords Group plc Annual Report and Accounts for the period ended 3 April 2015 www.halfordscompany.com Stock Code: HFD Halfords Group plc Group Halfords GETTING INTO GEAR 2015 Annual Report and Accounts for the period ended 3 April 2015 23744-04 PROOF DOCUMENT SHELL 09-02-2015 Introduction to HALFORDS For more than 110 years Halfords has been synonymous with travel. We are the UK’s leading retailer of automotive and cycling products, and the leading independent operator in auto repair. Many of our brands hold number one sales positions, and we see clear opportunities to grow market share in the short and long-term future. Our vision is clear: we help and inspire our customers with their life on the move. GROUP AT A POINT RETAIL GLANCE STRATEGY HELPING AND RETAIL INSPIRING To deliver growth in retail across our three CUSTOMERS strategic pillars, we are pursuing a five-point WITH THEIR LIFE programme called Getting Into Gear, which is designed to deliver a significantly improved ON THE MOVE customer experience. Read more on Retail Strategy on pages 14 and 15 GROUP POINT AUTOCENTRES STRATEGY 4 STRATEGY AUTOCENTRES Our footprint of over 300 Autocentres puts us within convenient reach of the majority of the UK population, meaning we are uniquely placed to Read the Operational Review on fulfil our first strategic pillar, Supporting Drivers of page 12 Every Car. Read more on Autocentres Strategy on pages 16 and 17 23744-04 PROOF DOCUMENT SHELL 09-02-2015 STRATEGIC OUR FINANCIAL SHAREHOLDER REPORT GOVERNANCE STATEMENTS INFORMATION OVERVIEW FACTS AND FIGURES STRATEGIC REPORT OVERVIEW Group Highlights 2 Chairman’s Statement 3 305 467 Marketplace 4 AUTOCENTRES RETAIL STORES IN Business Model 6 1 1 Material Issues 8 ACROSS THE UK THE UK AND ROI STRATEGY Operational Review 12 Retail Strategy 14 Autocentres Strategy 16 Milestones 18 2,000 8,000 Sustainability 19 AUTOCENTRE RETAIL PERFORMANCE 2 2 Key Performance Indicators 22 COLLEAGUES COLLEAGUES Chief Financial Officer’s Review 25 RISK Risks and Uncertainties 32 GOVERNANCE Board of Directors 38 160k £1bn Directors’ Report 39 Corporate Governance Report 42 PRODUCTS GROUP Nomination Committee Report 50 ONLINE REVENUE Audit Committee Report 52 Remuneration Committee Report 56 — Remuneration Policy Sumnmary 58 1 As at 3 April 2015 — Annual Remuneration Report 62 2 In addition there are circa 1,000 colleagues in our support centre, supply chain and warehouse and distribution Directors’ Responsibilities 71 operations FINANCIAL STATEMENTS Auditor’s Report 74 ONLINE REPORT CORPORATE WEBSITE Index to Financials 76 halfords.annualreport2015.com www.halfordscompany.com Consolidated Income Statement 77 Consolidated Statement of Read our Annual Report online, including the full Catch up with our latest news and learn more 78 Remuneration Policy. about Halfords on our corporate website. Comprehensive Income Consolidated Statement of Financial Position 79 Consolidated Statement of Changes in Shareholders’ Equity 80 Consolidated Statement of Cash Flows 81 Accounting Policies 83 Notes to the Financial Statements 89 Company Balance Sheet 106 Reconciliation of Movements in Total Shareholders’ Funds 107 Accounting Policies 108 Notes to the Financial Statements 109 SHAREHOLDER INFORMATION Five Year Record 112 Key Performance Indicators 112 Company Information 113 Integrated Reporting IBC STOCK CODE: HFD halfords.annualreport2015.com 01 23744-04 PROOF DOCUMENT SHELL 09-02-2015 STRATEGIC REPORT > OVERVIEW GROUP HIGHLIGHTS FINANCIAL HIGHLIGHTS Revenue Underlying profit before tax Underlying basic earnings £m £m per share pence +6.9% +11.4% +13.8% 43.2p £125.6m £1,004.9m £939.7m 33.7p 32.7p £92.2m £871.3m 28.8p £869.7m £863.1m £81.1m 27.7p £72.8m £72.0m 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 Underlying EBITDA EBITDA margin Dividend per ordinary share £m % pence +8.7% +18bps +15.4% 22.0p 22.0p 17.6% £153.2m 17.1p 16.5p 14.3% £123.6m 14.3p £109.9m 11.9% 10.9% 10.8% £103.4m £101.1m 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 2011 2012 2013 2014 2015 OPERATIONAL HIGHLIGHTS 72 46% 77% STORES TRADING RETAIL COLLEAGUES RETAIL NET UNDER REFRESHED THROUGH GEAR 2 PROMOTER SCORE FORMAT +11.4 % +14.3 % 4 GROWTH IN GROWTH IN ONLINE CYCLE REPUBLIC SHOPS CYCLING SALES RETAIL SALES OPENED IN THE YEAR All FY15 numbers presented on this page represent the 52 week proforma results for the period ended 27 March 2015. Getting Into Gear 02 Halfords Group plc Integrated Annual Report for the period ended 3 April 2015 23744-04 PROOF DOCUMENT SHELL 09-02-2015 STRATEGIC OUR FINANCIAL SHAREHOLDER REPORT GOVERNANCE STATEMENTS INFORMATION OVERVIEW CHAIRMAN’S STATEMENT “ This was another year of strong revenue growth, this time against tough comparatives. We are delighted to have exceeded £1bn Group Revenue. Our strategy is also progressing well as we build a sustainable platform for future growth.” I am pleased to report strong On behalf of the Board I would like to thank all financial results for Halfords and 11,000 of our colleagues for their enthusiasm and further progress on our strategic commitment to the journey this business is on. I priorities. would also like to thank both Matt Davies, who bn left at the end of April, and Andrew Findlay, who £1 At the core of our strategy is customer service leaves later this year. It has been a real pleasure GROUP REVENUE and investment in our colleagues, proposition and working with both of them – their contribution to infrastructure. In Retail, colleagues progressed Halfords has been outstanding. well through their Gear 2 training and we have more refreshed stores, launched Cycle Republic In May 2015 the Board appointed Jill McDonald and significantly strengthened authority in our key as Chief Executive Officer and we are looking categories. Autocentres has a clear strategy under forward to the significant contribution she will new leadership and has delivered an improved make. She joins a business that I believe is in sales performance whilst continuing to invest. great shape, with significant opportunities ahead. There is still more to do in both Retail and The new financial year has started positively, with % Autocentres; FY16 will be a busy year of activity, continued progress in delivering our strategic +7.0 with the business supported by a tailwind of priorities. RETAIL LIKE-FOR-LIKE momentum and a strong, engaged team of Dennis Millard management and colleagues. Chairman SALES The financial results for the year and confidence 4 June 2015 in the future prospects have enabled the Board to recommend a full year dividend of 16.5 pence, an increase of 15.4%. OUR NEW CHIEF EXECUTIVE Halfords is a business and a brand that resonates with me and so I was delighted when offered the opportunity to become Chief Executive. In my first few weeks here I have been really impressed with the commitment and enthusiasm of our colleagues, and it is very apparent that the focus on delivering customer service excellence is becoming embedded in the DNA of the business. Halfords has clearly made great progress on its strategic plans in the last year, and we will continue to deliver the priorities for FY16, as well as looking and planning further ahead. I look forward to working with the entire team of management and colleagues to continue the positive journey that this company is on and to build upon it even further. Jill McDonald Chief Executive Officer 4 June 2015 STOCK CODE: HFD halfords.annualreport2015.com 03 23744-04 PROOF DOCUMENT SHELL 09-02-2015 STRATEGIC REPORT > OVERVIEW MARKETPLACE “ Our presence in the auto, cycling and leisure markets WE CONTINUE TO GROW is unique in the UK. Backed by a heritage and MARKET SHARE IN OUR brand trusted by millions, CORE SECTORS, BUILDING our position is strong, and we’re well-placed to AND MAINTAINING LEADING thrive in changing market POSITIONS. conditions.” MARKETPLACE Our product ranges continue to evolve in line with Halfords operates in a number market requirements and advances in automotive of retail and service markets technology. For example, stop-start batteries are becoming increasingly prevalent and we have the across our 467 stores1 and 305 right equipment and fully-trained colleagues to be 1 autocentres throughout the UK. able to cater to this demand, both in our Retail Our products and services can be grouped into stores and our Autocentres. auto, cycling and leisure, and our presence in We have seen good growth in some subsections these markets is unique. With 90% of the UK of our in-car technology offering. In-car cameras population living within a 20 minute drive of one of (‘dash cams’) have proved very popular, with our locations, we are within convenient access for a full fitting service just landed. In multimedia, a large customer base. connectivity and streaming technology, this year Backed by a heritage and brand trusted by saw us launch an Apple-certified system and an millions, our position is strong, and we’re well- Android one is coming soon. placed to thrive in changing market conditions. The sat nav market continues to decline, but SUPPORTING DRIVERS OF EVERY CAR this is becoming an increasingly smaller and less The number of drivers in the UK (the “car parc”) is important part of our business. Key products such increasing. It is estimated that there are currently as child car seats continue to be important for approximately 700,000 new drivers each year and customers and are providing growth. the number of car registrations is growing faster Likewise, the services we offer alongside our than the number of cars being written off. The products continue to evolve, as evidenced by number of miles driven in the UK increased again the continued success of our “3Bs” (bulbs, in 2014, having declined during the recession.