Polypipe Group plc Annual Report and Accounts for the year ended 31 December 2019 Polypipe Group plc Annual Report and Accounts FOR THE YEAR ENDED 31 DECEMBER 2019 Polypipe-AR2019.indd 3 30/03/2020 18:25:53 27132 30 March 2020 5:55 pm Proof 6 POLYPIPE GROUP PLC ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2019 Welcome Contents OUR BUSINESS OVERVIEW WHAT WE DO 01 INVESTMENT PROPOSITION 02 HIGHLIGHTS 03 OUR STRATEGIC REPORT POLYPIPE AT A GLANCE 06 CHAIRMAN’S INTRODUCTION 08 POLYPIPE’S MARKETPLACE 10 POLYPIPE’S BUSINESS MODEL 14 POLYPIPE’S VALUE CREATION MODEL 16 STRATEGY: VISION 18 STRATEGY: STRATEGIC OBJECTIVES 19 STRATEGY: FIVE STRATEGIC GROWTH DRIVERS 20 STRATEGY IN ACTION 21 KEY PERFORMANCE INDICATORS 22 OUR SUSTAINABLE JOURNEY 24 CHIEF EXECUTIVE OFFICER’S REVIEW 28 CHIEF FINANCIAL OFFICER’S REPORT 32 PRINCIPAL RISKS AND UNCERTAINTIES 38 SUPPORTING OUR SUSTAINABLE JOURNEY 47 OUR GOVERNANCE DIRECTORS AND OFFICERS 52 INTRODUCTION FROM THE CHAIRMAN 54 CORPORATE GOVERNANCE STATEMENT 55 STAKEHOLDER ENGAGEMENT 62 NOMINATION COMMITTEE 66 AUDIT COMMITTEE 68 DIRECTORS’ REPORT 72 DIRECTORS’ RESPONSIBILITIES STATEMENT 75 OUR REMUNERATION ANNUAL STATEMENT FROM THE CHAIR OF THE REMUNERATION COMMITTEE 78 REMUNERATION AT A GLANCE 80 REMUNERATION POLICY 81 REMUNERATION COMMITTEE 90 ANNUAL REPORT ON REMUNERATION 91 OUR FINANCIALS INDEPENDENT AUDITOR’S REPORT 102 GROUP INCOME STATEMENT 108 GROUP STATEMENT OF COMPREHENSIVE INCOME 109 GROUP BALANCE SHEET 110 Polypipe helps professionals create sustainable, engineered water GROUP STATEMENT OF CHANGES management and climate management solutions for the built IN EQUITY 111 environment. GROUP CASH FLOW STATEMENT 112 NOTES TO THE GROUP FINANCIAL Polypipe has an established market position, leading many of our sectors. Our operations span STATEMENTS 113 the residential, commercial, civils and infrastructure, and public non-housing sectors in the UK DIRECTORS’ RESPONSIBILITIES STATEMENT 143 and selected markets around the world. COMPANY BALANCE SHEET 144 COMPANY STATEMENT OF CHANGES Polypipe has a deep understanding of the applications it serves, and uses this know-how to drive IN EQUITY 145 innovation, and develop solutions for the challenges of urbanisation, climate change, and the COMPANY CASH FLOW STATEMENT 146 increasing pressures on scarce natural resources and climate change. SHAREHOLDER INFORMATION 152 IFC Polypipe-AR2019.indd 3 30/03/2020 18:25:54 27132 30 March 2020 5:55 pm Proof 6 OUR BUSINESS OVERVIEW What We Do Polypipe develops engineered solutions for construction projects, including some of the most prestigious buildings and infrastructure schemes in major cities across the UK and other selected markets. Sustainable management of water, and the need for a healthy environment are key requirements of these projects, and Polypipe brings significant expertise to provide innovative solutions. Polypipe are involved throughout projects, working with specifiers, installers and project owners to offer systems that contribute to a safer, healthier and sustainable built environment. Our staff at all levels add value to these solutions, through their knowledge of the applications, and their manufacturing and supply chain capabilities. OUR PURPOSE Our purpose is to propose solutions to the challenges caused by climate change and urbanisation that relate to the management of water and air. OUR VISION To be the leading provider of sustainable water and climate management solutions for the built environment. OUR MISSION Polypipe’s mission is to lead the way in the development of future-proof plumbing, drainage and ventilation systems that make use of modern sustainable materials and best practices in engineering, manufacturing and construction. OUR CULTURE AND HOW IT UNDERPINS OUR PURPOSE, VISION, MISSION AND VALUES OUR VALUES Polypipe believes it succeeds when decision making is close to our customers Trust. Support. Experience. Innovation. and our markets. We value the experience of our people, encourage local ownership, and an entrepreneurial spirit, so that we can best anticipate and Polypipe stands by these words as a philosophy, serve the requirements of our customers. At the same time, we support our constantly exploring new ways to help the colleagues with the scale and resources of a large group and, by trusting industry succeed. them in this way, we can ensure that we continue to innovate faster than our competitors. 01 Polypipe-AR2019.indd 1 30/03/2020 18:25:55 27132 30 March 2020 5:55 pm Proof 6 POLYPIPE GROUP PLC ANNUAL REPORT AND ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER 2019 Investment proposition MARKET LEADERS SIGNIFICANT STRUCTURAL Polypipe enjoys a position of market leader in GROWTH OPPORTUNITIES the UK, where the Group is the largest plastic Polypipe is able to pursue significant growth piping systems manufacturer (by sales volume) opportunities by developing effective solutions and largest light commercial ventilation ahead of new and emerging legislation, producer. It also has a broad product offer in addition to providing customers with to underpin and complement this market a high-performance alternative to pipes position. Polypipe has balanced exposure to all manufactured from legacy materials such major sectors of the UK construction market. as clay, copper and concrete in each of Read more in At a Glance and the sectors the Group serves. In this way, Marketplace on pages 06 and 10 Polypipe’s sales growth has consistently outperformed the construction market. There are also significant growth opportunities overseas, as well as regulatory tailwinds from SUSTAINABLE SOLUTIONS UK water and climate legislation. Polypipe focuses on providing solutions that Read more in At a Glance and enable resilience in the built environment, Marketplace on pages 06 and 10 by helping to protect against effects of extreme weather and climate change, and as such, provide long-term value for customers and the wider society. This is an inherent part of the Group’s long-term success and forms STRONG AND RESILIENT an instrumental element of both our purpose FINANCIAL PERFORMANCE and our vision. Polypipe’s focus on value addition through Read more in At a Glance and engineered solutions, its above-market growth Marketplace on pages 06 and 10 and its commitment to investment leverages an existing operational footprint to generate incremental profitability, which allows Polypipe SUCCESSFUL BUSINESS MODEL to deliver a strong and resilient financial WITH BARRIERS TO ENTRY performance. Through the business model, Polypipe Read more in At a Glance and leverages its investment, scale and expertise. Marketplace on pages 06 and 10 Investment in process efficiency and automation delivers continuous improvement in operational productivity and allows our workforce to develop new skills and knowledge, which in turn provide barriers to INVESTMENT AND SCALE entry and protect our market position versus Polypipe continues to invest in order to competition. The value creation model results maintain and develop its position as a from the continuous development of our leader in the management and movement business model. In particular, value-added of air and water. This investment in new products and engineered solutions help to automation technology and scale provides ensure that the Group maintains leadership in both operational efficiency and considerable its markets ahead of emerging legislation and economic reach to serve the broadest range of ahead of the competition. customers. Read more in At a Glance and Read more in At a Glance and Marketplace on pages 06 and 10 Marketplace on pages 06 and 10 DIFFERENTIATED SOLUTIONS Based around a core offer of plastic piping, supported by complete engineered system Read more online at design, incorporating in-house manufactured https://investors.polypipe.com/ fittings and ancillaries that are patent protected where possible, Polypipe is uniquely placed to offer differentiated total solutions for water and air management. Read more in At a Glance and Marketplace on pages 06 and 10 02 Polypipe-AR2019.indd 2 30/03/2020 18:25:57 27132 30 March 2020 5:55 pm Proof 6 OUR BUSINESS OVERVIEW Highlights Revenue ➜ 3.3% 2019 £447.6m 2018 £433.2m Underlying operating profit ➜ 5.5% 2019 £78.1m 2018 £74.0m Profit before tax Financial Highlights • Revenue growth of 3.3% despite challenging trading conditions and ➜ 3.3% market uncertainty 2019 £60.1m • Underlying operating margin increase of 30 basis points to 17.4% • Operating profit 2.7% higher with underlying profit before tax 5.5% higher 2018 £58.2m • Underlying basic earnings per share of 29.6p, an increase of 4.2% • Good operational cash generation and strong balance sheet Underlying cash generated from • Group pro forma leverage of 1.7x (2018: 1.7x), including impact of IFRS 16 • Continued investment in business, capital expenditure of £22.3m operations* • Proposed final dividend of 8.1p, bringing total for the year to 12.1p ➜ 2.2% • IFRS 16 has had the effect of increasing EBIT by £0.3m and net debt by £14.8m 2019 £72.8m Operational Highlights 2018 £71.2m • UK revenue growth of 3.6% • Residential Systems revenue 6.1% higher than prior year Underlying basic earnings per • Second half acquisition of Alderburgh, performing in line with our share expectations and integration progressing well • Prior year acquisitions of Manthorpe and Permavoid fully integrated ➜ 4.2% • Organisational change successfully implemented across Group to support future growth 2019 29.6pps • Polypipe Offsite Solutions division created to address