14 July Universal Registration Document 2020/21
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2021 UNIVERSAL REGISTRATION DOCUMENT 2020/2021 AND ANNUAL FINANCIAL REPORT CONTENTS CONSOLIDATED FINANCIAL STATEMENTS INTEGRATED REPORT 1 OF THE RÉMY COINTREAU GROUP AT 31 MARCH 2021 197 Message from the chairman 2 Key figures 4 5.1 Consolidated income statement 198 AFR Acting as responsible stakeholder in light 6 5.2 Consolidated statement of comprehensive of an unprecedented pandemic income 199 AFR About the group 8 5.3 Consolidated statement of financial position 200 AFR Strategy and objectives 18 5.4 Change in consolidated shareholders’ equity 201 AFR Group’s main challenges and risks 30 5.5 Consolidated statement of cash flows 202 AFR Company ownership 32 5.6 Notes to the consolidated financial statements 203 AFR 5.7 Statutory Auditors’ report CSR CHALLENGES on the consolidated financial statements 248 AFR (STATEMENT OF NON-FINANCIAL PERFORMANCE)35 1.1 Main challenges 36 FINANCIAL STATEMENTS 1.2 Identification of risks and indicators AT 31 MARCH 2021 255 associated with the challenges 38 6.1 Comparative statement of financial position 256 AFR 1.3 Managing the risks and challenges: policy, action plans and indicators 44 6.2 Comparative income statements 257 AFR 1.4 Table of indicators 82 6.3 Change in equity 258 AFR 1.5 Note on methodology for reporting 6.4 Statement of cash flows 259 AFR indicators 84 6.5 Notes to the Company’s financial 1.6 Cross-reference tables 87 statements 260 AFR 1.7 Report by one of the Statutory Auditors, 6.6 Financial results for the past five years 271 appointed as an independent third party, 6.7 Statutory Auditors’ report on the financial on the consolidated non-financial statements 272 AFR information statement included in the Group management report 90 SHARE CAPITAL AND SHAREHOLDING STRUCTURE 277 GROUP RISKS 95 7.1 General information about the share capital 278 AFR 7.2 Company ownership and stock market 2.1 Risk management and internal control information 283 procedures 96 7.3 Items liable to have an impact in the event 2.2 Risk factors 102 AFR of a public takeover offer 290 AFR 2.3 Insurance 117 AFR 2.4 Ethics and compliance 118 COMBINED SHAREHOLDERS’ MEETING OF 22 JULY 2021 293 CORPORATE GOVERNANCE 123 8.1 Explanatory statement and draft resolutions 294 3.1 Framework for implementing the principles 8.2 Statutory Auditors’ special report on of corporate governance 124 AFR related-party agreements 314 3.2 Composition of the Board of Directors 126 AFR 8.3 Statutory auditors’ report on the share 3.3 Senior management and Executive capital reduction 316 Committee 156 AFR 8.4 Statutory Auditors’ report 3.4 Additional information on the members on the authorisation to grant free existing or of the Board of Directors and the Chief newly issued shares 317 Executive Officer 157 AFR 8.5 Statutory Auditors’ report 3.5 Remuneration and benefits 158 AFR on the authorisation to grant stock options 318 8.6 Statutory Auditors’ report on the issue of ordinary shares and/or securities reserved COMMENTS for members of a Company savings plan 319 ON THE NET PROFIT/(LOSS) FOR THE FINANCIAL YEAR 183 ADDITIONAL INFORMATION 321 4.1 Analysis of the business 9.1 General information about the Company 322 and consolidated results 184 AFR 9.2 Articles of Association 323 4.2 Comments on the financial position 188 AFR 9.3 Information incorporated by reference 324 4.3 Comments on cash flows 191 AFR 9.4 Statement by the person responsible 4.4 Parent company results 192 for the registration document and annual 4.5 Recent events 194 financial report 325 AFR 4.6 Outlook 194 9.5 Persons responsible for the audit and fees 325 9.6 Cross-reference tables 326 The elements of the annual financial report are identified by the AFR symbol. 2020/2021 UNIVERSAL REGISTRATION DOCUMENT including the annual financial report The Rémy Cointreau Group is one of the major operators in the global Wine & Spirits market with a portfolio of exceptional brands, which include Rémy Martin and LOUIS XIII cognacs and Cointreau liqueur. The brands are mostly distributed by a network of subsidiaries established in the Group’s various strategic markets. Rémy Cointreau is listed on Euronext Paris. 7KHIUHHàRDWUHSUHVHQWVDSSUR[LPDWHO\ The Rémy Cointreau Group is controlled by the majority shareholder, the Andromède family holding company. “This Universal Registration Document was filed on 30 June 2021 with the French Financial Market Authority (AMF) in its capacity as a competent authority under Regulation (EU) No. 2017/1129, without prior approval, in accordance with Article 9 of said regulation. The Universal Registration Document may be used for the purposes of a public offer of marketable securities or the admission of marketable securities to trading on a regulated market, if it also includes a note on the marketable securities and, as appropriate, a summary and all the amendments made to the Universal Registration Document. All of this was approved by the AMF in accordance with Regulation (EU) No. 2017/1129.” The Universal Registration Document is a reproduction of the official version of the Universal Registration Document which has been prepared in XHTML format and can be found on our website at www. remy-cointreau.com RÉMY COINTREAU — UNIVERSAL REGISTRATION DOCUMENT 2020/2021 1 MESSAGE FROM THE CHAIRMAN — MARC HÉRIARD DUBREUIL Even amidst the health crisis we experienced in 2020/2021, the Rémy Cointreau Group proved to be extremely resilient. This resilience is a reflection of the loyalty of clients to our wines and spirits brands, having a relevant strategy and agile teams. Rémy Cointreau emerged through this crisis even stronger, confirming our ambition to become the world leader in exceptional spirits. 2 RÉMY COINTREAU — UNIVERSAL REGISTRATION DOCUMENT 2020/2021 MESSAGE FROM THE CHAIRMAN t is evident in the financial and non-financial supporting the bartending community and hospitality results, 2020/2021 was a year marked by resilience industry were also set up in the various global markets. and therefore a source of genuine satisfaction for the Rémy Cointreau Group. After a challenging Lastly, from an environmental perspective, the Group IVWDUWWRWKH\HDUϭDVKDUSGURSLQVDOHVGXHWRWKH continued our actions to promote sustainable agriculture FROODSVHRIDLUWUDIILFDQGRQWUDGHFRQVXPSWLRQϭWKH and implemented new initiatives to reduce our carbon second half of the year saw a spectacular recovery, footprint. which enabled us to end the year with positive organic These efforts were rewarded on several occasions in sales growth and a return to the record profitability of 2020/2021. In May 2020, our Bruichladdich distillery the 2018/2019 financial year. obtained “B-Corp” certification which recognizes its This rebound was mainly driven by the rapid business social and environmental performance. recovery in China from the summer of 2020 and by In December 2020, Rémy Cointreau was ranked as the the US, our core market, which benefited from an most “responsible” French company in the agri-food acceleration of underlying trends during the backend sector in the study published by Le Point magazine of the pandemic. The year was shaped around the rise and the Carbon Disclosure Project (CDP) granted it in off-trade mixology and consumption, outstanding “Leadership” status (rating A-) in the area of climate performance of the high-end ranges, a strong development change. While these results reflect the merit of the in online sales and the growing interest in corporate Group’s commitment, above all they encourage us to social and environmental responsibility. These trends, continue to expand our actions. which are central to the Group’s strategy, enabled Rémy Cointreau to effectively address the upheaval I would like to thank our shareholders for the trust they caused by the pandemic. They also enabled us to emerge have placed in Rémy Cointreau, which for some, was from this crisis even stronger and look toward the future established many years ago. with confidence. At the end of 2020/2021, our 2030 targets for achieving Whatever the circumstance, it also is always important profitable and responsible growth are confirmed and for Rémy Cointreau to continue to fulfill our social resolutely ambitious for the years to come. obligations, with regard to our employees, stakeholders and the planet. Always in alignment with our commitments to the Global Compact. In addition to financial performance, the Group continued to take actions in accordance with its values and resources. First and foremost, we took care of our teams “THE SPECTACULAR RECOVERY by protecting them as much as possible from the virus IN THE SECOND HALF-YEAR through various concrete actions such as ensuring full pay without receiving aid from the state. Rémy Cointreau ENABLED US TO EMERGE then played an active role in the collective effort to STRONGER FROM THE PANDEMIC make hydro-alcoholic gel, driven by the generosity and CRISIS AND TO LOOK TOWARD enthusiasm of the teams at our various production sites. A number of sponsorship initiatives aimed at helping and THE FUTURE WITH CONFIDENCE.” RÉMY COINTREAU — UNIVERSAL REGISTRATION DOCUMENT 2020/2021 3 KEY FIGURES — FINANCIAL DATA FOR THE PERIOD 1 APRIL 2020 TO 31 MARCH 2021 NET SALES NET SALES NET SALES BY DIVISION BY DIVISION €1,125.9m €1,024.8m €1,010.2m Liqueurs Americas Cognac & Spirits 52% 73% 24% Asia-Pacific 29% Partner brands 3% Europe Middle East Africa 2019 2020 2021 19% CURRENT OPERATING CURRENT OPERATING PROFIT/(LOSS) NET PROFIT/(LOSS) EXCLUDING PROFIT/(LOSS) MARGIN FOR THE PERIOD NON-RECURRING ITEMS €264.1m 23.5% 23.4% €159.5m €169.9m €236.1m 21.0%