Annual Report and Accounts 2019 The trusted partner Babcock International Group PLC Annual Report and Accounts 2019 The trusted partner. Babcock is a leading provider of critical, complex engineering services which support national defence, save lives and protect communities. We focus on three highly regulated markets – defence, aerial emergency services and civil nuclear – delivering vital services and managing complex assets in the UK and internationally. We are a trusted partner who understands the key roles that our technology, our expertise, our infrastructure and our assets play in ensuring our customers can deliver. We share risk with them in delivering innovation, and we share the benefits. Strategic report Group financial statements Financial and operational highlights 1 Group income statement 152 Chairman’s review 2 Group statement of Strategic framework 5 comprehensive income 153 Babcock at a glance 6 Group statement of changes in equity 153 Business model 8 Group balance sheet 154 Strategy 10 Group cash flow statement 155 Market review 12 Notes to the Group financial Defence 12 statements 156 Aerial emergency services 16 Civil nuclear 18 Company financial statements Chief Executive’s review 22 Company balance sheet 208 babcockinternational.com Strategic Partnering Programme 24 Company statement of Key Performance Indicators 26 changes in equity 209 Financial review 28 Notes to the Company Operational review: 40 financial statements 210 Marine 40 Land 43 Other information Aviation 46 Shareholder information 215 Cavendish Nuclear 49 Five‑year financial record 216 Sustainability 54 Principal risks and management controls 70 Viability statement 81 Governance statement Chairman’s introduction 84 Leadership: Governance framework 86 Board of Directors 88 Executive Committee 90 Effectiveness: Report of the Nominations Committee 94 Accountability: Report of the Audit and Risk Committee 96 Remuneration: Report of the Remuneration Committee 101 Relations with Shareholders 132 Additional statutory information: 133 Directors’ responsibility statement 138 Independent auditors’ report to the members of Babcock International Group PLC 142 Financial and operational highlights A partner for progress Strategic report Statutory results Group revenue Operating profit Cash from operations Basic earnings per share £4,474.8m £196.5m £507.9m 39.5p Governance -4% -47% +13% -41% 4,659.6 370.6 4,547.1 359.6 4,474.8 352.3 352.5 507.9 504.0 66.6 4,158.4 490.3 3,996.6 61.8 447.9 57.0 426.8 52.9 39.5 196.5 15 16 17 18 1 15 16 17 18 1 15 16 17 18 1 15 16 17 18 1 Financial statements Underlying results* Group revenue Operating profit Free cash flow Basic earnings per share £5,160.6m £588.4m £323.7m 84.0p -4% +1% +29% +1% 588.4 584.6 574.8 323.7 539.7 5,362.8 5,216.6 518.7 5,160.6 84.0 83.0 282.7 4,842.1 80.1 275.7 4,503.3 74.2 250.2 68.5 224.1 15 16 17 18 1 15 16 17 18 1 15 16 17 18 1 15 16 17 18 1 Strengthening the Group *Underlying We have continued to deliver across new and existing contracts, The adjustments described below, collectively, are made demonstrating the quality of our operations and the resilience to derive the underlying operating results of the Group. The of our business. Our combined order book and pipeline of underlying figures provide a consistent measure of business £31 billion supports the future of our business. This year, we performance year to year. They are used by management to also took action to strengthen the Group, including reshaping measure operating performance and as a basis for forecasting our Oil and Gas business, and restructuring across the Group. and the Group believes they are used by investors in analysing business performance. Throughout the Strategic report, unless otherwise stated, revenue, operating profit, operating margin, net finance costs, Full year dividend profit before tax and earnings per share refer to results before amortisation of acquired intangibles and exceptional items. 30.0p Underlying revenue, operating profit, operating margins and net finance costs also include the Group’s share of equity accounted 30.0 +1.7% 29.5 joint ventures and associates. Underlying operating profit and 28.15 25.8 operating margin include investment income arising under 23.6 IFRIC12 which is presented as financial income in the Income Statement. A reconciliation of statutory to underlying results is set out on page 29. 15 16 17 18 1 Babcock International Group PLC Annual Report and Accounts 2019 1 Chairman’s review Building an engineering champion Trusted to deliver Our financial stability and the cash- generative power of our business are reflected in our continued deleveraging since Avincis. Our excellent prospects are embodied in our immensely strong order book and pipeline of £31 billion. These numbers reflect the outstanding leadership of our executive team, led first by Peter Rogers and Bill Tame and now by Archie Bethel and Franco Martinelli. They would be the first to acknowledge that Babcock’s sustained success has been made possible by the dedication, commitment and skill of our people. They have earned our right to be trusted to deliver. I believe the single metric that says Mike Turner CBE, Chairman most about Babcock’s high quality of business and earnings is our underlying “A great business which can and will go on to Group margin, which remains in double-digits and which increased achieve so much more.” last year to 11%. This level of margin highlights the vast gulf between Babcock I write this, my final Chairman’s review, We had a long way to go. Babcock and the commoditised outsourcers with with a mixture of pride and regret. Pride was a mid-sized company with annual which we were inappropriately grouped because of the extraordinary growth of revenues of £1.56 billion, underlying before our recent move to the FTSE the Company over the 10 years since I pre-tax profits of £95.5 million, basic Aerospace and Defence sector. became Chairman; regret because I am earnings per share of 33.4 pence Babcock earns its margin through our leaving a great business which can and and was paying a full-year dividend pre-eminent position as the UK leader will go on to achieve so much more for of 11.5 pence per share. The share in critical, technology-based engineering our shareholders and other stakeholders price when I became Chairman was services and our track record of improving as we build on our growth platform in 340 pence, struggling in the aftermath service and reducing costs for our the years ahead. of the financial crisis. customers, with whom we nurture I have been involved with Babcock for This year, our revenue was £5.2 billion, long-standing, close relationships. most of the last 23 years. When I first underlying operating profit was Decision-making responsibility, joined the Board in the late 1990s, the £588 million, basic earnings were exercised from the highest level of Company was one of the many fallen 84 pence and we are recommending the Company, will continue to play a British industrial giants struggling to a final dividend of 22.9 pence, making crucial role in our success. secure its future. We were just taking a total full year dividend of 30.0 pence our first step into engineering services – the 17th successive year that we have This is a long-term contractual business through the acquisition of the Rosyth increased the dividend. and the executive team has always been yard from the UK Government. first-class in assessing which contracts to Our international revenues last year pursue, at what price and on what terms. When I returned in 2008 from exceeded the entire Group revenues This discipline is maintained after we BAE Systems to succeed Babcock’s in 2008, due to the combination of the secure a contract through our inspirational chairman, the late carefully-targeted export of our defence conservative accounting. Gordon Campbell, the Company know-how and the very significant had just acquired Devonport and contribution of the aerial emergency was immersed in implementing services business we acquired with Gordon’s vision to become a leader Avincis five years ago. in the growing market for engineering services. 2 Babcock International Group PLC Annual Report and Accounts 2019 Strategic report We maintain risk registers which ensure Governance that we never take profit in line with revenue – as some companies have Ruth Cairnie, Chair designate done to their shareholders’ cost – but instead take profit in line with risk. Profit is therefore back-end loaded because risk reduces towards the end of a contract. This rigorous approach explains why, when the accounting standard IFRS 15 was introduced, Babcock was unusual in incurring no impact on previously reported profits. It is clear that Babcock’s attributes Financial statements have not been reflected in our share price since investors turned bearish on UK stocks in general and outsourcing companies in particular over the past several years. I’m disappointed to be leaving at a time when the share price doesn’t truly reflect the strength of the business, but the experience of my corporate career leaves me in no doubt that, over time, Babcock’s outstanding Ruth Cairnie joined the Board in Welcoming her to the Board, business model will be recognised by April 2019. Initially a Non-Executive Mike said: “Ruth is a strategic the market. Director, she will succeed Mike thinker and a strong leader, and We have management strength Turner as Chair upon his retirement we look forward to her bringing in depth and I am confident that, at the Company’s Annual General her in-depth experience, gained whatever challenges the team faces, Meeting in July.