SSP Group plc Annual Report and Accounts 2019 SSP Group plc Annual Report and Accounts 2019 CONTENTS AT A GLANCE Strategic Report 01 Highlights SSP is a leading operator of 02 Chairman’s statement 03 Chief Executive’s statement food and beverage outlets in 04 Our marketplace travel locations worldwide. 05 Our brands 06 Our business model All of our outlets, from quick-service to fine-dining, 08 Our strategy are developed or tailored to be run in operationally 10 Financial review high-volume travel locations, and as the ‘Food Travel 15 Key performance indicators Experts’, we have a deep understanding of the 17 Risk management diverse needs of travellers. Our mission is to give and principal risks our customers an experience that exceeds their 26 Sustainability Report expectations and those of our clients. Corporate governance Revenue (£m) 32 Board of Directors 34 Corporate Governance Report £2,794.6m +9.0% 38 Nomination Committee Report 2018: £2,564.9m 41 Audit Committee Report 45 Statement by the Chairman of the Remuneration Committee 48 Remuneration at a glance Underlying operating profit1 (£m) 50 Annual Report on Remuneration 60 Directors’ Remuneration Policy £221.1m +13.3% 68 Directors’ Report 2018: £195.2m 73 Statement of Directors’ responsibilities Financial statements Operating profit (£m) 74 Independent auditor’s report 80 Consolidated income statement £219.2m +13.4% 81 Consolidated statement of other comprehensive income 2018: £193.3m 82 Consolidated balance sheet Read more about our KPIs on p15 83 Consolidated statement of changes in equity 84 Consolidated cash flow statement 85 Notes to consolidated financial statements 119 Company balance sheet and Company statement of changes in equity 120 Notes to the Company financial statements 129 Company information 1 Stated on an underlying basis which excludes amortisation of intangible assets arising on the acquisition of the SSP business in 2006. 01 SSP Group plc Annual Report and Accounts 2019 Strategic Report Corporate governance Financial statements HIGHLIGHTS 35 countries 39,000+ colleagues Read more about our people on p28 550+ brands 2,800+ units Read more about our brands on p05 600+ sites c. 1.5m customers daily North America UK (including Republic of Ireland) Continental Europe Rest of the World Revenue Revenue Revenue Revenue £533.4m £840.5m £1,036.9m £383.8m (2018: £436.3m) (2018: £798.1m) (2018: £971.7m) (2018: £358.8m) 19.1% 30.1% 37.1% 13.7% of Group total of Group total of Group total of Group total 02 SSP Group plc Annual Report and Accounts 2019 CHAIRMAN’S STATEMENT A year of continued growth in 2019 I am pleased to report that the Group has delivered a strong set of annual results, with revenue growing by 9.0% to £2,794.6m, and underlying earnings per share increasing by 15.9% to 29.1 pence per share. We continue to benefit from the structural growth in our key markets, with the air sector now accounting for 64% of the business and the rail sector for 31%, and we continue to diversify geographically, with North America and the Rest of the Word now accounting for one-third of Group revenue. Our success is underpinned by our ability to deliver an attractive brand line-up and innovative, bespoke concepts to meet the needs of our customers and the expectations of our clients, offering them relevant and exciting menu choices and bringing a sense of place to the travel locations we serve. We are proud to partner with so many fantastic local and international brands who trust us to represent them around the world. We announced a number of important contract wins in the year, further extending our presence in North America, in Europe and in the Asia Pacific region. Our entry into the strategically important Latin American market has been further strengthened through additional contract wins in Brazil, and we also won business in other new territories, including We have delivered Malaysia and Bermuda. Capital expenditure went up once again to a record £185.0m, as we continued to open another strong set new units, expand into new territories and invest in new technology which will deliver improvements in both service and efficiency. of results as well as Dividend and share buyback As a result of the Group’s strong performance, I am pleased to announce that the Board has significant expansion recommended a final dividend of 6.0 pence per share, making a total ordinary dividend for the year of11.8 pence per share, which is at the top end of the dividend pay-out range we across the world. announced at the time of the IPO. The Board has also proposed the commencement of a share buyback of up to £100m. This reflects our confidence in the future of the business and our desire to maintain an efficient balance sheet. An experienced and dedicated team The results we’ve reported could not have been achieved without the dedication of our colleagues, who now number more than 39,000. We continued to invest in and develop our people, strengthening central, regional and local teams around the world. As announced on 21 November 2018, after more than five very successful years, Kate Swann stepped down as CEO on 31 May 2019. She transformed SSP into an industry leading food travel retail business, and on behalf of the Board, I want to thank her for her enormous contribution to the Group. Simon Smith took on the role of CEO on 1 June 2019. His strong leadership skills, considerable experience in the international travel food and retail space, and excellent track record at SSP, make him well placed to build our global business. Corporate Governance and other Board developments Our strategy is underpinned by a commitment to operate to a high standard of corporate governance and to meet our environmental and social responsibilities. These are issues we take extremely seriously as a Board and as a business. Following extensive shareholder consultation after the 2019 AGM, we have taken their feedback on board and further developed our approach to executive remuneration and sustainability, details of which are outlined in their respective sections of the report. We continue to make progress in key areas, such as packaging, food waste and sourcing, and the Board is committed to making further improvements. John Barton and Denis Hennequin took the decision not to seek re-election at this year’s AGM, and Carolyn Bradley succeeded John as Senior Independent Director and Chair of the Remuneration Committee with effect from 21 February 2019. I have also taken the decision to retire from the Board at the next AGM, and Mike Clasper, who joined as an independent Non-Executive Director on 1 November 2019, will succeed me as Chairman of the Board following the 2020 AGM. It has been an honour to serve as SSP’s Chairman for more than a decade. Having overseen the successful CEO transition to Simon Smith, I believe that, with the business in great shape, with a clear and proven strategy and a sound platform from which to generate long-term sustainable returns, it’s the right time for me to step down. Outlook Looking forward, we have secured some important new business wins, and the longer-term pipeline is encouraging. I am confident that the Group will continue to benefit from these trends and deliver sustainable value creation for shareholders, and with this in mind, the Board anticipates another good performance in the year ahead. Vagn Sørensen Chairman 19 November 2019 03 SSP Group plc Annual Report and Accounts 2019 Strategic Report Corporate governance Financial statements CHIEF EXECUTIVE’S STATEMENT Overview I was delighted to take over as CEO in June. In my first six months, I have visited many parts of the business to get a better understanding of the opportunities that lie ahead, and I am hugely excited by the potential of our business. Over the past five years, we have created a great business and our scale and know-how have given us a competitive advantage. We have developed excellent teams across the world, and I would like to thank all of our colleagues for what they’ve achieved. The next phase of our growth requires us to further evolve our offer – to our customers, our clients and our brand partners – and build on the unique business model and competitive advantages that we’ve created. We will continue to capitalise on the significant structural growth opportunities that exist in the travel sector and our strong business platform, which combines international scale with local expertise. Our strategic levers are working well , so we will continue to focus on all five of them , and in doing so further improve our operational efficiency, drive profitable like-for-like sales growth and at the same time extend our business through new contracts in existing and new territories. We will also add bolt-on acquisitions should they create value and align with our strategy. Automation and We will continue to technology are further helping to drive performance, whether that’s in kitchen production, data analytics or to support the customer journey. I expect us to make more progress in these areas focus on all five of our over the coming year, which should both give our customers more choice and deliver the next layer of efficiencies in our business . levers, and in doing Cash flow will continue to support our organic growth and our new business pipeline, with surplus cash being returned to shareholders to keep our balance sheet efficient. so further improve Finally, the way in which we deliver all of this needs to be grounded in our environmental and social responsibilities.