Enterprise Inns plc Annual Report and Accounts for the year ended 30 September 2014 Enterprise Inns plc Enterprise Putting publicans Annual Report and Accounts 2014 ReportAnnual and at the heart of everything we do TV TV 23605.04 9 December 2014 9:48 AM Proof 8 Highlights Financial ■■ Further progress in like-for-like net income with growth of 0.5% in the final quarter resulting in an increase of 1.4% for the full year ■■ EBITDA* before exceptional items of £302 million (2013: £313 million), in line with expectations following the impact of planned asset disposals ■■ Profit before tax and exceptional items maintained at £121 million (2013: £121 million) as interest savings from reduced debt offsets reduction in EBITDA ■■ Profit after tax improved to £30 million (2013: £4 million loss) after net exceptional charges, principally relating to property matters, reduced to £65 million (2013: £99 million) ■■ Adjusted earnings per share† in line with prior year at 19.0p (2013: 19.0p) ■■ Strong cash generation from operations enables continued reduction in net debt, down to £2.4 billion (2013: £2.5 billion) ■■ Partial refinancing of 2018 corporate bonds and a new revolving bank facility completed on 7 October 2014 provides a smoother and extended debt maturity profile with a reduced overall cost of borrowing, improving flexibility and optionality Operational ■■ Net proceeds from disposals of £73 million (2013: £150 million). The asset disposal programme materially reduced to focus primarily on under-performing assets with proceeds re-invested for higher returns ■■ Capital investment of £66 million (2013: £62 million) across the estate of which 41% was focused on growth driving initiatives, up from 32% achieved last year ■■ Operational focus aimed at improving publican profitability which has helped deliver a 16% reduction in business failures KPIs Sustainable earnings Like-for-like EBITDA† (1.2)% 2012 2012 £340m net income (2.9)% 2013 £302m 2013 £313m 1.4% 2014 1.4% 2014 £302m Growing profits Profit before tax† Adjusted EPS† 2012 £137m 2012 20.5p £121m 2013 £121m 19.0p 2013 19.0p 2014 £121m 2014 19.0p Cash generation Debt reduction Net cash flows Net debt 2012 £296m 2012 £2.7bn from operating activities 2013 £291m £2.4bn 2013 £2.5bn £278m 2014 £278m 2014 £2.4bn * Earnings before interest, tax, depreciation and amortisation † Excludes exceptional items Contents Strategic Report Chairman’s Statement 02 Strategic Review 03 Chief Executive’s Review 06 Financial Review 13 Report Strategic Corporate Social Responsibility 15 Risks and Uncertainties 21 The Atlas, Fullham Directors’ Report Directors’ Report 26 Board of Directors 30 Governance Report 32 Audit Committee Report 37 Report Directors’ Nomination Committee Report 43 Directors’ Remuneration Report 44 Statement of Directors’ Responsibilities in Relation to the Group and Company Financial Statements 67 The Bath Arms, Cheddar Accounts Group Income Statement 68 Statements of Comprehensive Income 69 Accounts Balance Sheets 70 Statements of Changes in Equity 71 Cash Flow Statements 73 Notes to the Accounts 74 Independent Auditor’s Report 122 The Tickled Trout, Wye Shareholder Information Five Year Record 127 Analysis of Ordinary Shareholders 127 Shareholder Information 128 Notice of Annual General Meeting 129 Explanatory Notes to the Notice of Annual Shareholder information Shareholder General Meeting 132 Information Shareholder Award Winners 138 Community Heroes - Regional Winners 140 The Arion, Ainsdale Enterprise Inns plc Annual Report and Accounts 01 for the year ended 30 September 2014 23605.04 9 December 2014 9:48 AM Proof 8 Chairman’s Statement “I am pleased to present our results for the financial year ended 30 September 2014. Through 2014 the Company has continued to make steady progress, resulting in an increase in like-for-like net income of 1.4% for the full year. ” Robert Walker The progress the Company has made, together with the Dividend refinancing exercise relating to the bank facilities and the 2018 In the near-term we intend to use excess cash flow to fund corporate bonds that completed on 7 October 2014, provides business growth in order to generate value for shareholders us with a platform to review the longer term direction of the by sustaining the operational progress we have seen over the business, continue our operational improvements, further last year, and therefore the Board believes it is not appropriate reduce debt and generate value for shareholders. to resume the payment of dividends at this time. Profit before tax and exceptional items for the year was Board of directors maintained at the same level as last year at £121 million. We announced in November 2013 the appointment of Simon Growth in like-for-like net income was achieved in each quarter Townsend as Chief Executive Officer (CEO) with effect of the year which is a testament to our continued focus on from 6 February 2014 and Simon seamlessly transitioned driving through initiatives which support our publicans and from Chief Operating Officer to CEO, reducing the number ultimately enhance our income. While the economy generally of executives to two. We welcomed Adam Fowle as a non- has shown some signs of strengthening, the consumer executive director on 6 February 2014. Adam has brought recovery remains fragile but steps we have taken in previous to the Board extensive experience of customer service and years to grow the business are beginning to come through strategic skills and is already providing excellent advice and so that we are cautiously optimistic that our improving trend support to our commercial teams and insight into alternative will continue. operating models. I am also able to report good progress on the Company’s debt and balance sheet issues. The business continues to Employees and publicans proactively manage its debt profile; a partial refinancing of Our engaged and hard-working employees and publicans the 2018 corporate bonds and the introduction of a new are critical to our success. The Board is pleased with the revolving bank facility was completed on 7 October 2014 to results of employee engagement activities, culminating in an help smooth and extend the debt maturity profile and reduce excellent 92% response rate to our employee engagement the costs of borrowings. Going forward we plan to scale back survey undertaken in the year which concluded that four out the asset disposal programme which has been a feature of of five of our employees are highly engaged in their work and the last few years and focus on disposals of underperforming the business, and delighted that our publicans continue to assets to deliver proceeds to invest in the retained estate include award winners. I would like to thank them all for their rather than to pay down debt. This is a real turning point for hard work during the past year. the business and an opportunity to move towards achieving Outlook EBITDA growth. We currently expect to generate around We ended the 2013 financial year with an improving trend in £60 million in the coming year from disposals of properties our trading performance and maintained that through 2014. which we do not consider can deliver value to the business We do not underestimate the fragility in market conditions and plan to invest approximately £70 million in our retained but acknowledge signs of recovery and the improving trends assets, increasingly targeting growth projects that can deliver in our own business. We are pleased that for the first seven incremental returns. weeks of the new financial year we have continued to deliver The trend of debt reduction has continued and in 2014 we like-for-like net income growth in line with our objectives for reduced total debt by a further £117 million, with total net the year. debt at the year end now £2.4 billion. While debt reduction R M Walker will continue, it is no longer the priority use of excess cash. Chairman 17 November 2014 02 Enterprise Inns plc Annual Report and Accounts www.enterpriseinns.com for the year ended 30 September 2014 Stock code: ETI 23605.04 9 December 2014 9:48 AM Proof 8 Strategic Review Our market Enterprise puts publicans at the The UK pub sector has witnessed a steady contraction over the last decade resulting in a significant reduction in the heart of everything we do number of pubs, down to an overall market of approximately Report Strategic 47,000 pubs. Group Pub profitability has been significantly affected by numerous factors including; the smoking ban, the global recession, low C red com it alcohol prices in supermarkets and the financial effect of lp plia co e nc n h e tr & , o fi l, increasing business taxes, utility costs and other overheads. e n l is a e t n t r c t e ons in In addition, consumers are becoming ever more discerning. ti su ia p a p g x r l s p p e e a l Operators must continually respond to changing consumer o a y p d t r n r m t n e O needs to remain competitive. However publicans, supported i i p n n i o g s r t Our P & by their pub company, who are committed to developing r a t Publican a i o publicans n successful businesses using the resources available to n a , l y s them, will still succeed. The support we can offer includes i s business building support offered by local regional managers, R s report Directors’ partnerships with suppliers enabling delivery of our ‘pub e Report Directors’ c le m r a s u s e offer’, training for publicans and investment in our estate to a itm le c rk e , te vi et nt a ing er p in nd train r s maintain its quality and unlock its potential.