Coats Group plc
Annual Report and Accounts 2024
DELIVER TODAY
REIMAGINE TOMORROW
OUR PURPOSE IS TO
CONNECT TALENT,
TEXTILES AND TECHNOLOGY
TO MAKE A BETTER AND
MORE SUSTAINABLE WORLD.
We are driving premium profitable growth through
innovation and sustainability, transforming Coats
for the future, and creating value for our
customers, shareholders, and communities.
Read about our results on page 3
Read about our strategy on page 13
Read about our values on page 21
Read about how coats cares on page 25
Coats Group plc Annual Report and Accounts 2024
Strategic report
01
Our purpose
03 Full year results and highlights
04 Coats at a glance
05 Chair’s statement
07
Group CEO’s statement
12
Medium-term financial framework
13
Strategy and market trends
14
Business model
15
Strategic enablers
21
Our values
23 People and culture
27
Apparel division
31
Footwear division
35 Performance Materials division
39 Financial KPIs
40 Sustainability KPIs
41
Non-financial information statement
44 Stakeholder engagement
47
Section 172 statement
50 Principal risks and uncertainties
57
Long-term viability statement
58 Operating review
61
Financial review
Corporate governance
64 Chair’s introduction to governance
66 Corporate governance report
68 Board of Directors
77
Audit and Risk Committee report
83 Nomination Committee report
86 Remuneration Committee report
90 Directors’ remuneration report
106 Directors’ report
Financial statements
111 Independent Auditor’s report
124 Primary financial statements
128 Notes to the financial statements
179 Company financial statements
180 Notes to the Company financial statements
Taskforce on Climate-Related
Financial Disclosures
182 Introduction
183 Governance
184 Risk management
185 Strategy
197 Summary of risks and opportunities
198 Metrics and targets
199 Independent practitioner’s assurance report
Other information
201 Group structure
207 Five-year summary
207 Shareholder information
TABLE OF CONTENTS
PERFORMANCE
MATERIALS:
TRANSFORMING
THE FOOTPRINT
FOR GROWTH
FOOTWEAR:
MARKET LEADER
SHAPING THE FUTURE
OF FOOTWEAR THREAD
AND COMPONENTS
APPAREL:
PIONEERING LEADERS
IN CUSTOMER VALUE
CREATION
27
31
35
DISCOVER OUR DIVISIONS
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02
STRATEGIC REPORT
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FINANCIAL STATEMENTS
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OTHER INFO
Annual Report and Accounts 2024
Coats Group plc
We are pleased to have
delivered another strong
financial performance in
2024, and I would like to
thank all Coats employees
for this achievement.
Our unparalleled customer
base, high quality product
portfolio and our global
footprint are a great
foundation to build on,
supported by our
financial strength.”
David Paja,
Group CEO
2024 Full Year
Results And Highlights
9%
Organic Revenue Growth
144%
Recycled Sales Growth
$153m
Adjusted Free Cash Flow
1.5x
Balance Sheet Leverage
18%
Adjusted EBIT Margin
130bps
EBIT Margin Growth
9.5c
Adjusted EPS
3.12c
Total Dividend up 11%
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OTHER INFO
Apparel 51%
Footwear 27%
Performance Materials 22%
Asia 64%
Americas 16%
EMEA 20%
Coats Group plc Annual Report and Accounts 2024
Some of our customers
Financial performance
Continuing operations
FY 2024
FY 2023 4
FY 2024 vs FY 2023
Reported
A CER
Revenue
$1,501m
$1,394m
8%
9%
Adjusted1
EBIT5
$270m
$233m
16%
18%
Basic earnings per share
9.5c
8.0c
18%
Free cash flow
$153m
$131m
Net debt (excl. lease liabilities)
$449m
$384m
Reported2
EBIT5
$200m
$184m
Basic earnings per share4
5.0c
5.2c
Net cash generated by operating activities6
$185m
$124m
Final dividend per share (cents)
2.19c
1.99c
A Alternative Performance Measures – see note 36.
1. Adjusted measures are non-statutory measures (Alternative Performance Measures). These are reconciled to the nearest corresponding statutory measure in
note 36. Constant Exchange Rate (CER) metrics are 2023 results restated at 2024 exchange rates.
2. Reported metrics refer to values contained in the IFRS column of the primary financial statements in either the current or comparative period.
3. Leverage calculated on a frozen GAAP basis and therefore excludes the impact of IFRS 16 on both adjusted EBITDA and net debt. See note 36b for details.
4. From continuing operations.
5. EBIT (Earnings before interest and tax) relates to Operating Profit as shown on the face of the P/L.
6. Excludes £100 million payment in relation to the pension settlement.
7. Cash conversion defined as adjusted free cash flow divided by normalised attributable profit before exceptional and acquisition items.
8. Coats estimates.
At a glance and highlights
Financial highlights
– Revenue up 8% on a reported basis and 9% CER
– Group adjusted EBIT margin of 18.0%, ahead of
previously announced 2024 margin target of 17%,
and despite in-year margin headwinds from
Performance Materials Division
– Adjusted earnings per share growth of 18% to
9.5 cents
– Strong adjusted free cash flow of $153 million –
101% cash conversion7
– Net debt (excluding lease liabilities) at $449
million with leverage3 reduced to 1.5x net debt:
EBITDA (ahead of 1.6-1.7x guidance post pensions
settlement), comfortably within 1-2x target range
and providing significant capacity to support the
Group’s capital allocation strategy
– Proposed final dividend of 2.19 cents, +10%,
reflecting the Board’s confidence in growth
strategy and future performance
Strategic highlights
– Continued outperformance against the industry in
Apparel and Footwear – further market share
gains8 (+100bps Apparel and +200bps Footwear)
– Extended global market leadership position in
100% recycled thread products – revenue grew
144% to $405 million a further significant
acceleration in industry adoption
– Strategic projects actions now complete -
$8 million incremental EBIT to be delivered in
2025 (taking total savings to $75 million)
– Performance Materials Americas manufacturing
footprint right sized in Q4 with the closure of
the Toluca site to align to structural softness in
North American Yarns – will drive immediate
margin improvement
We are the global market leader
in apparel threads, structural
components and threads for
footwear, and innovative pioneers
in performance materials.
We manufacturer sustainability-led innovative
products, and are a trusted partner to leading
brands and tier 1 manufacturers across all three
segments and multiple industries.
A FTSE250 company and a FTSE4Good Index
constituent, Coats takes part in the UN Global
Compact and is committed to science-based
sustainability targets for 2030 and beyond.
>50
Countries
c25,000
Customers globally
>16,000
Permanent employees
>250
Years of textiles experience
Revenue by division
Revenue by production
region
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Coats Group plc Annual Report and Accounts 2024
Chair’s statement
I am pleased to reflect
on Coats’ excellent
performance and
substantial progress
towards a top performing
premium industrial
company striving to meet
its strategic goals.”
DAVID GOSNELL
CHAIR
Transforming from ‘Good to Great’
I wrote this time last year about the challenges that
the world was facing, with conflict in Ukraine and an
escalating situation in the Middle East. While 2024 has
seen much of the same instability in the wider world,
we have encouragingly seen a number of our end
markets return to growth. I am pleased to reflect on
Coats’ excellent performance and substantial progress
towards a top performing premium industrial company,
Coats is a quality business in a strong position to
continue to serve our customers and markets.
Our focus on sustainability, innovation and digital,
combined with our global footprint, has translated
into strong growth in profitability and cash
generation, which leaves us well-positioned to
drive further growth into the future and deliver value
to shareholders.
As we saw most of our end markets return to more
normality following a significant period of destocking
during 2022 and 2023, we have seen our strategy
play out as the business goes from strength
to strength.
Our end markets have seen unprecedented volatility
over recent years, and I am delighted that we
have successfully navigated this period and at the
same time exceed margin targets. We continue to
generate strong cash flows.
Our Apparel and Footwear divisions demonstrate
an ongoing clear competitive advantage and value
for our customers, which ultimately drives our
continuing market share gains and strong financial
metrics. In Performance Materials, we have seen
persistent softness in some end markets, and we
are proactively addressing challenges specific to
that division to fuel accelerated top line growth and
improve margins.
People
Our people are at the heart of our success. And our
culture, a sense of ownership, agility and resilience
is a big differentiator. This is underlined by Coats
once again being named as one of the world’s
top 25 workplaces by the Great Place To Work®
(GPTW™) organisation. More than 95% of our sites
globally are accredited and we are delighted to
have outscored world benchmarks in a number of
critical areas such as employee trust. We have also
achieved an outstanding Engagement score of
85% in ‘Your Voice Matters Survey’, a whole
11 points above the average external benchmark.
I am particularly proud of the incredible
achievements we have seen coming out of the
Coats Cares programme. Coats Cares is designed
to highlight the huge contribution made by our
people to local causes in their communities and are
rightfully recognised in this year’s Annual Report.
The health and safety of our employees remains
a key focus for our business, and we continue
to strive always for a completely safe workplace
for our teams. We were extremely saddened by
the loss of a valued contractor during a routine
plant equipment service in Bangladesh this year.
This acts as a stark reminder of the critical nature
of this area and, the Board and management
are committed to preventing serious injuries
and delivering a roadmap to zero accidents.
Pensions
In September, we announced the final de-risking
of our UK pension liabilities with the final 80% now
fully insured in a c.£1.3 billion deal with Pensions
Insurance Corporation (PIC). This marks a significant
step forward for the Group. It provides certainty
for our pensioners, removes a significant cash
commitment / uncertainty, and enables management
to focus on accelerating profitable growth and
deploying capital to our other key priority areas.
The collaborative manner in which Coats was able
to work with Pension Trustees and advisors over
a number of years is indicative of our approach
to building constructive relationships that deliver
successful outcomes for all of our stakeholders.
Capital allocation
Coats has an excellent record delivering
progressive dividends and following another
period of strong financial delivery, we have been
able to increase our dividends by 11%, whilst
still maintaining a strong Balance Sheet, with
leverage comfortably within the 1x-2x range.
The final settlement of our UK pension liabilities
also meant that we were in a position to revisit our
Capital Allocation Policy during the latter part of the
year. Our capital priorities are: continuing to invest
in organic growth; delivering a progressive dividend
payout, and performing disciplined and accretive
M&A while remaining within a leverage range of
1x-2x. We will consider further options for additional
shareholder returns should leverage be expected to
fall below 1x for a sustained period of time.
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Coats Group plc Annual Report and Accounts 2024
In collaboration with our customers, our Innovation
Hubs have been working on a range of products,
including a focus on hard-to-recycle products,
focussing particularly on hard-to-recycle circular
solutions, bonding agents and safety critical items.
We continue to see innovation as a crucial lever to
deliver our future growth, and under our new Group
CEO, David Paja’s supervision, this will remain a
key priority.
Digital continues to set Coats apart from the
competition and our scale enables us to invest in our
digital operations to deliver efficiency, productivity
and service to our customers, suppliers, and
employees, in ways that create shareholder value.
Board changes
Rajiv Sharma left his role as Group CEO in
September. Rajiv’s contribution during his 14 years at
Coats, eight as Group CEO, has been immeasurable
and we have reflected on his tenure on page
11. I am sure you will join me in thanking Rajiv
for his leadership in transforming Coats into the
business it is today and providing a robust platform
to drive the next phase of our growth journey.
After a comprehensive search process, I was
delighted that David Paja started as Group CEO in
October. David was CEO of GKN Aerospace, part
of Melrose Industries PLC, where he oversaw a
successful business turnaround and growth. Prior
to this, David held senior leadership positions at
Aptiv, Honeywell and Valeo. David’s 30 years of
experience in a range of complementary industries,
in addition to his proven success in scaling new
technologies and driving profitable growth, will
be a great fit for Coats in our next phase.
In January 2025 it was announced that Jackie
Callaway had decided to step down from
her role as Group Chief Financial Officer at
the conclusion of the AGM on 21 May 2025,
assisting with an orderly transition to 30 June
2025. Following a comprehensive selection
process, the Board appointed Hannah Nichols
as Group Chief Financial Officer designate.
She will join the Group on 24 April 2025 and
will assume Group CFO responsibilities at
the conclusion of the 21 May 2025 AGM.
Hannah joins from Hill & Smith PLC, the FTSE
250 international industrial group, where she
has been Chief Financial Officer since 2019.
Prior to this she worked at BT Group plc and
has over 20 years’ experience in a range of
finance roles. Hannah is also currently a Non-
Executive Director of Oxford Instruments plc.
I was also pleased to announce that Srinivas Phatak
joined as a Non-Executive Director in September.
Srini brings a wealth of knowledge and experience
both in his current role as Deputy Chief Financial
Officer and Group Controller at Unilever PLC, but
also in over 28 years across consumer products
in a variety of locations around the world.
Nicholas Bull left his role as Senior Independent
Director and Chair of the Audit and Risk Committee
in May, after nine successful years on the Board
where we saw huge progress across the Group.
Following Nicholas stepping down form the Board,
Steve Murray became Senior Independent Non-
Executive Director, and Sarah Highfield became
the Chair of the Audit and Risk Committee.
I would like to conclude by thanking, on behalf of
the Board, the contribution of our exceptional teams
across the world.
Chair’s statement cont.
9.5c (18% growth)
EPS growth driven by strong operating performance
3.12c
Total dividend up 11% from 2023
Strategic enablers
Coats remains committed to its strategic
enablers and differentiators of Sustainability,
Innovation and Digital as the catalysts
for future growth and profitability.
In a world where corporates such as Coats are
rightly challenged to ensure we do the right thing
for people and the environment, I am incredibly
proud of the way in which we have managed
to accelerate our industry-leading sustainability
platform. This can be seen in numerous ways,
from our 144% year-on-year growth in recycled
threads, to commitment to transparent working
via externally assured sustainability reporting.
Furthermore, 2024 saw external limited assurance
of Coats’ core sustainability metrics and our
2050 net-zero target was validated by the
Science Based Target initiative, affirming our
commitments to protecting our environment.
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Coats Group plc Annual Report and Accounts 2024
Group CEO’s statement
Our 2024 results
show another year
of strong delivery,
creating a platform
for compounding
earnings growth.”
2024 HIGHLIGHTS
9%
Organic revenue growth
$67m
Strategic projects savings on
track to deliver $75 million in 2025
18%
Adjusted EBIT margin
$270m
Adjusted EBIT
$153m
Adjusted free cash flow
144%
Recycled sales growth
DAVID PAJA
GROUP CEO
A world-class industrial business
I would like to begin by thanking Rajiv for his years
of service to Coats and for the quality of the
business that he has handed over to me. During
Rajiv’s tenure, Coats has become a more focussed
and profitable company, with a strong foundation for
future growth.
In my first months as Group CEO, I have visited 25 of
our sites across 13 countries – representing 90% of
Coats revenue. I have had the pleasure of meeting
many employees, customers, suppliers and
shareholders. My visits have reinforced my view that
Coats is a premium quality business with substantial
opportunities for accelerated growth. This is driven
by our global scale and capability, our unparalleled
customer base of c25,000 manufacturers and 800
brands, our financial strength, and our culture of
ownership, agility and collaboration.
Our industry is rapidly changing as consumers
demand faster product cycles, more innovation in
performance and comfort, more product
personalisation, and a drastic reduction in CO2
emissions because the fashion industry is
responsible for 10% of total global CO2 emissions.
These changes are accelerating the deployment of
digital tools to shorten the design cycles, improve
manufacturing planning and inventory control, and
introduce traceability.
The convergence of three mega-trends -
sustainability, innovation and digital - is accelerating
the consolidation of the industry around suppliers
with the scale, capability and financial muscle
who can lead this transition. And this is why
oats as global leader in its product categories is
in a fantastic position to become an even more
relevant partner.
New medium-term targets
After reviewing the Group’s operations and markets,
and gathering inputs from across the business,
I have reflected on the opportunities ahead
and updated the Group’s medium-term targets.
Focussing on our existing, strong positions, together
with a push into some attractive near adjacencies in
our markets, will underpin continued medium-term
organic revenue growth of >5% CAGR.
We are also in a strong position to further drive
Group profitability forward, with a focus on
continuous operational improvement. This will
deliver higher Group margins over the medium-term
of 19-21%, and in turn deliver adjusted cumulative
free cash flow of over $750 million (after interest
and tax, before dividend distribution) over the next
five years and high single-digit organic EPS CAGR.
After investing in organic growth, we will continue
to use our adjusted free cash flow to maintain a
progressive dividend and execute disciplined and
accretive M&A to further enhance our position in
certain markets. We will also continue to maintain
our current target leverage ratio of 1x-2x.
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Coats Group plc Annual Report and Accounts 2024
Group CEO’s statement cont.
Strategic enablers
Our strategic pillars of sustainability, innovation and
digital continue to serve Coats well, and these will
remain core to our strategy going forward.
We continue to make excellent progress in the five
key areas of our Sustainability strategy: Energy,
Materials, Waste, Water and People. I am particularly
pleased with the increase in sales of products from
recycled materials which reached $405 million in
2024, up 144% from 2023. And in the last two
months of 2024 we achieved zero waste to landfill
one year ahead of target, which compares to
c.2,300 tonnes that we sent to landfill in 2022.
This is massive progress.
Innovation will be key to accelerating our growth
and, together with Digital, an area of increased focus
going forward. In 2024, the launch of Rhenoprint™
RP 2.0 technology in structural components
represented a breakthrough in sustainability for
Footwear. Meanwhile, in Performance Materials the
introduction of Gotex Xtru™ tapes with carbon fibre
reinforcements is boosting our growth in energy
sectors by enabling the transition to non-metallic
solutions in oil and gas pipelines. Future innovations
will centre on the development of recycled products,
bio-based materials, new chemistry designed for
recycling, and lightweight safety-critical designs.
Our investment in Digital in 2024 continued to focus
on strengthening our digital infrastructure,
enhancing our ShopCoats digital platform with the
launch of the phone app, and expanding our Coats
Digital offering – our software products business
that makes our customer operations more efficient.
Coats Digital grew sales by 21% and bookings by
50% in 2024.
Divisional performance
In 2024 the Apparel and Footwear divisions
delivered strong margin performance, well ahead of
their original 2024 profit targets.
In Apparel our strategy of ‘Winning with the Winners’
continues to pay off. In 2024 we increased our
segment share by further 100 points to 26%. Core to
this achievement was the substantial growth in our
recycled product sales which reached $405 million
in 2024 (vs. $172 million in 2023). We also made
strong progress in our digital roadmap as we
launched our ShopCoats mobile phone app which
allows customers to place orders, track deliveries
and receive tech support from their phones. With
over 80% of our Apparel customers placing orders
in ShopCoats, this is a game-changer.
In Footwear, we completed the integration process
of the structural components businesses delivering
$22 million annualised savings from back-office
consolidation and procurement. This is twice the
level targeted when we announced the Texon and
Rhenoflex acquisitions in 2022. The result is a single
business with larger scale and relevance for our
footwear customers. The completion of our fully
integrated footwear manufacturing plant in
Indonesia sets us up for success in this critical
footwear growth market. The certification by Anta of
our technical lab in China positions us as the only
partner with such capability, ready to support the
fast-growing China domestic brands. Overall, our
Footwear division increased share by 200bps in
2024 to 29%.
Performance Materials had a challenging year with
most of its end markets simultaneously weakened.
The problems in our North America yarns business
are structural and, as a result, we decided to
right-size our footprint with the closure of our facility
in Toluca already executed at the end of 2024.
This has set us up for improved profitability in 2025.
The rest of the Performance Materials portfolio is
attractive in terms of growth and profitability profile
and will benefit with the market recovery. I am
especially excited by the prospects for our Telecom
and Energy businesses going forward. In 2024 we
started production of reinforcement tapes for
flexible energy pipes in Spain and we see significant
product-led growth opportunities in this sector over
the next few years. We have continued to focus on
performance threads for automotive, and we
achieved market share gains at two large
automotive customers.
Looking ahead
Based on current market conditions and normalised
customer buying behaviour, we anticipate another
year of financial and strategic progress in 2025, in
line with market expectations.
This guidance reflects continued organic growth for
Apparel and Footwear, in line with the medium-term
growth targets for these divisions. Organic growth in
Performance Materials is expected to be modest
with no expected recovery in the America’s Yarns
business and a gradual recovery in the Telecoms
and Energy business. Margins in 2025 should
benefit from further growth, improvement in
Performance Materials and the final benefits from
strategic projects, which will be balanced in part by
some targeted reinvestment to drive long term
growth initiatives.
Free cash generation is again expected to be
strong in 2025, supporting the Group’s capital
allocation strategy.
Group delivery
After a challenging period of sharp industry
destocking, 2024 has seen a progressive return to
normal order patterns. With orders recovering, we
have remained focussed on disciplined operational
and financial delivery.
This has resulted in a return to strong top-line
growth, driven primarily by our Apparel and
Footwear divisions. It has been particularly pleasing
to deliver, and exceed, the 17% margin that we
targeted for 2024, achieving 18% for the Group. By
the end of 2024 we delivered savings from Strategic
Projects of $67 million and we remain on track to
$75 million by the end of 2025.
We have seen another year of strong cash
generation ($153 million adjusted free cash flow) and
coupled with the UK Pension settlement, this means
we will deliver even stronger cash generation going
forward. This leaves us well placed to generate and
deploy capital to invest in organic opportunities that
will drive growth and profitability throughout the
cycle, be agile in the execution of incremental
inorganic growth opportunities and continue to
deliver attractive returns to shareholders.
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Coats Group plc Annual Report and Accounts 2024
Group CEO’s Q&A
WELCOMING
DAVID PAJA
DAVID PAJA
GROUP CEO
DAVID PAJA JOINED
THE COATS BOARD ON
1 SEPTEMBER 2024 AND
ASSUMED RESPONSIBILITIES
AS GROUP CEO ON
1 OCTOBER 2024
Originally from Spain, David has an engineering
background and an MBA from Insead. He
brings a wealth of experience to Coats, with
an international career spanning more than 30
years across America, Europe, and Asia. David
has led multi-billion dollar technology businesses
in three different industrial sectors: automobile,
aerospace and defence, and fire and security.
Before joining Coats, David was the CEO of GKN
Aerospace, part of Melrose Industries PLC, where he
played a significant role in the successful turnaround
of the business and delivery of profitable growth.
He has also led large global engineering and
manufacturing businesses at both Honeywell and
Aptiv where he accelerated organic and inorganic
growth across different industries.
1. What made you want to join Coats?
Coats is a global market leader with a strong focus
on sustainability. With more than 250 years of
history, it has continually reinvented itself.
The industries that we serve are undergoing
substantial transformation with the shifts in
consumer preferences, the need to become more
sustainable, and the digital transformation.
I love being a leader in a changing industry. It provides
the opportunity to shape the future of the industry
and, as a result, to accelerate the company’s growth.
2. What are your observations on the business?
Coats is a company that punches substantially
above its weight.
Before I joined Coats, everybody warned me that
this is a very complex business. Indeed, we serve
c.25,000 customers across 50+ countries from
44 production sites. I have spent the first months
on the road trying to understand this complexity,
and how we create value for our customers.
Our products represent a small part of the final
product cost, but they are critical to its design,
production efficiency, quality and performance.
We are by far the largest player in our space, and
as such, we set the industry standards in terms of
product performance, product quality, sustainability
and customer service.
Our financial performance is above what you would
expect from a textile supplier. This is because of our
scale, the value of what we do, and the investments
we make to stay ahead. In fact, our ability to handle
complexity sets us apart.
I look at Coats as a premium industrial company
more than a traditional textile supplier.
3. How will your experiences with other
organisations shape your approach?
Over the past 10 years Coats has diversified itself,
evolving from a thread supplier in the textile
industry and B2C crafting business, to a provider
of fibre and polymer-based solutions to multiple
industries. Today, 27% of our sales are non-thread,
and 16% of our customers are in new industries
such as automotive, telecom, or personal
protection equipment.
My experience in managing global multi-billion
dollar manufacturing and engineering businesses
across different industrial sectors, and leading
diverse global teams, is highly transferable to Coats
as we strengthen our global leadership in our core
business and continue to expand into adjacencies
for growth.
4. What is your vision for the Company, over the
next 3-5 years?
Coats is at a very exciting inflexion point today.
Over the past few years, we have rationalised
our portfolio, consolidated our footprint and
de-risked our pension liability. As a result, we are
a well-performing business with opportunities
for further improvement, and our strong cash
generation gives us optionality for the future.
My vision is to be a premium industrial
company, and to accelerate performance to
consistently deliver annual growth of >5%
and profitability at 19-21% EBIT margins.
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Over the last 6 years we have been gaining share
in our core markets through our leadership in
sustainability. We have room to grow this further by
strengthening our leadership in sustainability and
stepping up our focus on innovation and digital.
Additionally, after our two recent successful
acquisitions in Footwear, we have proven that we
can deploy capital responsibly, and we intend to
expand further inorganically.
5. What is your approach to fostering company
culture and employee engagement?
Having worked in different companies I can say
that Coats’ culture is unique and at the heart of
our success.
At Coats, we care about our customers and
communities, collaborate well, and have a real
can-do attitude. This gives us a strong sense of
ownership, agility, and resilience, which I see as
big differentiators.
This comes through in the GPTW™ results because
people feel motivated and empowered to deliver.
Our 2024 survey had a 94% participation rate and
produced an incredible 90% Trust Index, which is
well above the world benchmark on engagement.
I am confident that with this winning culture,
we can achieve our ambitious growth vision.
6. How do you envision Coats evolving under
your leadership?
Coats has substantially improved over the past few
years. The current strategic direction is sound, and
there is no need to change it. You can expect Coats
to continue to execute with excellence while we put
more emphasis on growth. We will keep our focus
on sustainability and become bolder in innovation
and digital.
We will also pursue opportunities to expand
organically and inorganically into adjacencies,
but we will only do it where we can create
shareholder value.
After more than 250 years of history, Coats is at the
top of its game and has exciting prospects ahead.
I intend to build on this legacy to take the Company
to the next level.
Group CEO’s Q&A cont.
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Coats Group plc
Case Study
A Fond Farewell
A FOND FAREWELL TO
RAJIV SHARMA
Rajiv’s nearly 14-year tenure with Coats has been
marked by many significant achievements.
Under his leadership, Coats has become a pure-
play B2B industrial company with market-leading
positions in the global Apparel, Footwear, and
Performance Materials industries. His strategic
vision has propelled Coats to new heights, including:
– Public Listing Success: Transitioning to a publicly-
listed company on the London Stock Exchange,
joining the FTSE 250 and FTSE4Good Index.
– Innovation and Sustainability: Establishing four
innovation hubs and enhancing our reputation
as a leader in sustainable practices.
– Financial Growth: Significantly improving
profitability and cash generation; completing
eight acquisitions in personal protection,
software and footwear.
– Coats Culture: Transforming Coats into one of the
world’s top 25 best workplaces and strengthening
our commitment to the communities in which we
operate with the Coats Cares programme.
As we reflect on another
successful year at Coats, we bid a
heartfelt farewell to Group CEO,
Rajiv Sharma, who stepped
down from his role at the end of
September 2024.
As Rajiv embarks on new ventures, he has
a few final words to share with us all:
GROUP CEO
“
Rajiv has been instrumental
in driving the transformation
of Coats since being
appointed Group CEO eight
years ago. He leaves us in a
much stronger position, with
a platform for accelerating
profitable growth.”
David Gosnell OBE,
Chair
“
It has been an honour to be part
of this incredible journey for the
past 14 years. I feel blessed to
have worked with very talented
individuals and teams from the
factory shop floor to the
boardroom. Coats is much
stronger today, and I am
confident it will have a
bright future.”
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Coats Group plc Annual Report and Accounts 2024
Medium-term financial framework
APPAREL
FOOTWEAR
PERFORMANCE
MATERIALS
3-4%
REVENUE % (CAGR)
EBIT%
>19%
7-9%
REVENUE % (CAGR)
EBIT%
24-26%
6-8%
REVENUE % (CAGR)
EBIT%
13-15%
>5%
REVENUE % (CAGR)
EBIT%
19-21%
FCF 1 (CUMULATIVE)
>$750m
over 5yrs
ORGANIC EPS3 (CAGR)
TOTAL EPS3 (CAGR)
HSD%4
>10%2
1. FCF as adjusted free cashflow before dividend distribution
2. Post M&A or share buyback
3. From 2025 baseline.
4. High single digit
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Strategy and Market Trends
By leveraging innovation,
sustainability, digital technologies
and our global scale to create
world-class products and
services, we deliver value to
our stakeholders.
OUR STRATEGY
ACCELERATE PROFITABLE
SALES GROWTH,
TRANSFORM THE BUSINESS
AND CREATE VALUE
MARKET TRENDS
OUR STRATEGIC ENABLERS
DELIVERING INDUSTRY-
LEADING DIGITAL SERVICES
DEVELOPING INNOVATIVE
SOLUTIONS
PIONEERING A
SUSTAINABLE FUTURE
For more detail see page 15
For more detail see page 29
For more detail see page 19
TREND 1
TREND 2
TREND 3
Growth of Asian domestic markets and brands
Domestic consumer demand in Asia is growing faster than in the US and Europe.
Favourable demographics and expanding consumer wealth drive this growth.
TREND 4
1
For more detail see page 53
2
3
4
Macro-economic conditions
In 2024 we saw continued uncertainty and instability across the globe, including the impending
threat of global tariffs / trade wars, however we have encouragingly seen a number of our end
markets return to growth.
Sustainability
This is increasingly important due to consumer pressures, customer strategies,
and legislative changes. It is central to our business, influencing our products and
operations. Many customers are developing sustainability-focussed partner programmes.
This trend is expected to grow in importance over time.
AI and emerging digital technologies
In 2024, industry adoption of generative AI and digital technologies accelerated, enhancing
speed, productivity, and supply chain transparency. Investments in technology and Gen AI
solutions improved supply chain and support functions, while sustainability-led innovations
reduced waste and increased productivity, all while maintaining cyber security vigilance.
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We look for the right balance
of global, national and local
capabilities to maintain supply
chain agility.
For more detail see page 46
3
2
4
4
2
2
1
1
3 4
2
2
3 4
2
3 4
2
1
2
4
2
1
3
3
1
1
2
2
3
2
3
2
1
4
SPEED
PRODUCTIVITY
INNOVATION
QUALITY
RELIABILITY
Speed to market is critical in an
industry where lead times are
short and getting ever tighter.
For more detail see page 30
Innovation is at the heart
of everything we do.
We recognise that big, bold,
game-changing ideas are
critical to our success.
For more detail see page 17
We manufacture to high
ethical, labour and
environmental standards
whilst delivering consistent
colour and exceptional
product quality.
For more detail see page 43
We provide high quality
products, technical service
advice and digital solutions
throughout the production
and sales process which
drive efficiency benefits.
For more detail see page 33
Our track record for reliability
and excellent technical
customer service allows
us to partner with leading
global retailers, brands
and manufacturers.
For more detail see page 20
QUALITY
SUSTAINABILITY
Sustainability is a core part
of our wider business strategy
and an imperative to our
mid- and long-term
business success.
For more detail see page 15
HOW WE CREATE VALUE FOR OUR CUSTOMERS
HOW WE CREATE VALUE FOR OUR STAKEHOLDERS
EMPLOYEES
INVESTORS
CUSTOMERS
SUPPLIERS
COMMUNITIES
We are committed to
delivering superior returns
and long-term, sustainable
value for our investors.
For more detail see page 44
Coats is committed to being
a good corporate citizen and
an active member of the
local communities in which
we operate.
For more detail see page 25
ENVIRONMENT
Relevant market trends
(see previous page)
Business Model
We are committed to achieving
our climate goals that align
with the global efforts to
ensure a positive and
sustainable future for all.
For more detail see page 15
We are a proud employer of
>16,000, highly engaged,
committed and diverse
permanent workforce.
For more detail see page 21
We put our customers at the
centre of everything we do,
helping them to solve complex
problems. As their
expectations evolve, we
continually drive towards
responsibly sourced,
sustainable products.
For more detail see page 20
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Strategic Enabler
SUSTAINABILITY
EXTERNALLY ASSURED METRICS
Sustainability is at the very heart of our strategy at
Coats. It encompasses the products we create and
sell through innovation, as well as how we manage
our operations. Our investment in sustainability, and
leadership in sustainable innovation provides a
strong competitive advantage with our customers.
In 2023, we commenced work to deliver external
assurance of our seven core sustainability metrics, in
accordance with ISAE 3000 (revised) and ISAE 3410
standards. We are delighted to now publish details
of our 2022 baseline and 2024 results which have
undergone limited assurance, without qualification.
Details of our external auditors assurance statement can
be found after the TCFD section, on page 182 of this
report, with our comprehensive basis of reporting
document published and available from the
downloads section of coats.com.
On the right, we have outlined our highly ambitious
short-term (2026), medium-term (2030), and long-
term (2050) sustainability targets. By the end of
2024, we reached the midpoint in our 2023-2026
targets horizon, and we are fully on track to deliver on
all targets. Full details of targets delivery and metric
trends can be found on page 40 of this report.
Longer term, we remain fully committed to:
– Delivery of ‘science-based target’ emissions
reduction across Scopes 1, 2 and 3 by 2030
– Achievement of Net-Zero emissions by 2050
– Continuing our transition to renewable energy
with 100% renewable electricity by 2030
– Driving innovation in development and adoption
of new market-leading eco materials to underpin
our journey to 100% non-virgin oil-based materials
by 2030.
We fully recognise the necessity of moving towards
a circular economy and are dedicated to taking a
leading role in this space within our industry. We aim
to positively impact both the environment and
society. Our sustainability targets are driven by our
diverse, dynamic, and engaged team, each member
contributing unique skills and experiences to Coats.
Our targets for the 2023-2026 period are geared
towards achieving our longer-term sustainability
commitments and help direct our focus as well as
enabling tracking of progress across the Group.
Through these targets, we embed a holistic
approach to sustainability, which balances
sustainable resource management, environmental
impact reduction and social responsibility.
We remain fully committed to leading the industry
in sustainability and social impact.
2026
2030
2050
OUR NEXT CHAPTER SHORT-TERM TARGET
OUR GOALS FOR 2030 ARE CLEAR AND AMBITIOUS
LONG-TERM TARGET
Zero products
from virgin oil-based
materials
70% of total energy
from renewable sources
Circular product and
packaging solutions
Increased positive
social impact
Net-Zero
emissions in our value chain by 2050
33%
increase in water
recycling rate
by 2026 from
2022 baseline
46%
reduction in Scopes 1 and 2
emissions
88%
GPTW™ coverage
30%
women in
leadership roles
22%
reduction in
Scopes 1 and 2
emissions from
2022 baseline
100%
renewable electricity
60%
transition to
recycled or
bio materials
100%
effluent
compliance
(Roadmap to Zero)
33%
reduction in
Scope 3 emissions
0%
waste to
landfill
APPROVED SCIENCE-BASED TARGETS WITH 2019 BASELINE THAT COMMIT US TO
FURTHER TRANSFORMATIONAL TARGETS
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By implementing a variety of initiatives across
the Group, Coats has reduced the landfill burden
since 2022 by 87% to 288 tonnes of landfill in
2024. In addition, by the end of the fourth
quarter 2024, we achieved zero waste to landfill,
one year ahead of our published target.
The disposal of waste to landfill is a major environmental
concern because it produces substantial amounts of
methane, a greenhouse gas with a negative impact on
global warming. Additionally, as organic materials break
down, they have the potential to contaminate land, soil,
and groundwater, through polluting leachates and toxins,
adversely affecting nearby communities.
The initial step towards this goal involved developing
a thorough understanding of the types and quantities
of waste each business unit was sending to landfill.
To facilitate this, we implemented new mechanisms for
segregating waste and gathering data, enabling us to
implement action plans to identify and implement more
environmentally-friendly ways to manage this waste.
These routes include the reuse and recycling of waste
material, and the conversion of some materials to
energy, through incineration.
Coats Group plc Annual Report and Accounts 2024
Sustainability strategy in action
SBTI APPROVAL: A MILESTONE
IN OUR NET-ZERO JOURNEY
In 2024 we achieved Science Based Target Initiative
(SBTi) approval of our 2050 Net-Zero target. Setting
and achieving this ambitious target ensures that
Coats is fully contributing to global efforts to limit
temperature rise to 1.5°C, which is essential for long-
term environmental and economic sustainability.
The latest UN Intergovernmental Panel on Climate
Change (IPCC) outlined that human-induced
warming has already reached ~1.1°C above pre-
industrial levels. The most recent World
Meteorological Organisation (WMO) State of the
Climate 2024 Update issued a red alert at the sheer
pace of climate change in a single generation, turbo-
charged by ever-increasing greenhouse gas levels
in the atmosphere.
Coats is committed to playing its part to help
mitigate climate change by transitioning to become
a Net-Zero company. Reducing greenhouse gas
emissions across our entire value chain therefore
remains a bedrock of our short-, medium-, and long-
term sustainability strategy.
In the short-term time horizon of 2023-2026, we have
committed to deliver a 22% reduction in Scopes 1
and 2 emissions by 2026 from our 2022 baseline,
and are proud at the extent to which we have already
over delivered on this target. In 2024, we delivered a
51% reduction in absolute Scopes 1 and 2 emissions,
primarily through the accelerated progress we have
made on transition of electricity from fossil fuel to
renewable generation sources. In 2024, 74% of our
Group electricity was renewable certified – up from
29% in our baseline year, with delivery coming from
a combination of rooftop solar, Power Purchase
Agreements for off-site generated renewable
electricity, and supplemental green energy through
purchase of standalone Renewable Energy
Certificates (iRECs). We now have rooftop solar
installations in place across ten of our manufacturing
facilities as at the end 2024.
Emissions related to raw materials continue to make
up more than two-thirds of our Scope 3 emissions
and delivery of our 2030 SBTi targets will be
underpinned by our transition to non-virgin oil-based
materials. Positive progress has been made against
this target with dedicated cross-functional project
teams focusing on materials transitions for threads,
yarns and structural footwear materials. In 2024, we
increased our preferred raw materials to a level of
46%, up from our 2022 baseline of 31% and 2023
level of 35%. Our innovation teams have dedicated
efforts to development of new circular products
which utilise post-industrial and post-consumer
textile waste as the primary raw materials feedstock.
Early customer trials in this exciting area are
underway and we expect to commence scaling in
the coming 12-18 months.
In 2024 we made further very significant progress
towards our 2026 Zero Waste to Landfill target. In
our 2022 baseline year we recorded 2.3k tonnes of
waste which was sent to landfill, and through cross-
functional team-working and external supply chain
collaboration, we have reduced our 2024 landfill
usage to 288 tonnes, equating to an 87% reduction
from our baseline. As 2024 advanced, more
business units reached the zero-target marker,
leaving only a small handful of exceptions
contributing to landfill waste, which by its nature was
non-operational waste (predominantly legacy
asbestos or medical waste which in some
jurisdictions must be disposed of in controlled and
regulated landfill facilities).
Equally, due to our stringent enforcement of our
restrictive substance list on the upstream supply
chain, we continue to prevent hazardous chemicals
from entering our value chain and effluent treatment
systems. This has been a key factor in maintaining
notably high levels of compliance against the
voluntary ZDHC Roadmap to Zero – Effluent
Compliance programme this year.
We have committed to increase our water recycling
rate by 33% from a 2022 baseline, and remain on
track for delivery. This year we focussed on
optimising existing water recycling facilities,
extending capacities and implementing robust
maintenance programmes to improve output
efficiency. A total of 1.1 million cubic metres of water
were recycled in 2024, equating to 27% of our overall
water consumption. In addition, two industrial scale
installations are under construction in both Indonesia
and Bangladesh, which, once commissioned, will
deliver a further one million litres of daily water
recycling. Recycling feasibility studies continue to
take place with priority attention being given to those
locations situated in high water stress locations.
REDUCING LANDFILL WASTE
TO ZERO
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Strategic Enabler
INNOVATION
DRIVING GROWTH
AND DIFFERENTIATION
Innovation remains a core driver of incremental
growth, enabling us to meet evolving market
demands with highly-engineered, differentiated
solutions. We continue to strengthen our core
technology in five areas – textile engineering,
surface science, polymer science, fire science, and
colour science – through strategic investments in
capabilities and talent across our global Innovation
hubs and spokes. These platforms not only allow
us to solve customer challenges within our existing
business but also enable us to enter adjacent
markets, expanding our impact and growth potential.
Our commitment to innovation is exemplified by key
advancements across all divisions:
– Apparel: Our focus on material transitions and
recycled thread products has yielded exceptional
results, with sales of recycled threads growing
144% to $405 million. These products underscore
our leadership in sustainable innovations.
– Footwear: We continued to push the boundaries
with Rhenoprint™ RP 2.0 a breakthrough in
lightweight structural components that significantly
reduces carbon footprints, made possible by our
expertise in process and machine design.
Additionally, we are expanding into the footwear
woven uppers market, an exciting adjacency where
we leverage our textile engineering expertise to
develop high-performance, breathable, and
durable woven uppers.
– Performance Materials: In the Energy sector,
we are pioneering advanced tape solutions that
reinforce and protect flexible offshore and
onshore pipelines, addressing the need for
durability and extreme environmental resistance.
Additionally, we are expanding into Personal
Protection Equipment (PPE) fabrics, applying our
expertise to develop next-generation materials
that improve worker safety and comfort.
Our robust technology platforms provide a solid
foundation to collaborate with customers in creating
products that address critical market trends, such as
the adoption of recycled and bio-based materials,
lightweight and safety-critical designs, and end-of-
life recycling technologies. By harnessing these
platforms, we not only enhance our product
offerings but also foster deeper partnerships with
our clients to co-develop solutions tailored to their
specific needs.
Through these initiatives, we remain committed to
re-imagining both what we produce and how we
produce it, ensuring that innovation continues to
drive sustainable and impactful growth for our
stakeholders. This commitment enables us to stay
ahead of industry trends and regulatory
requirements, positioning us as leaders in responsible
innovation. As we move forward, we will continue to
invest in research and development, exploring new
materials and technologies that align with our
sustainability goals. By doing so, we aim to create a
future where our products not only meet the highest
standards of performance but also contribute
positively to the environment and our communities.
FLAMEPRO™ SPLASH
REDEFINING WORKER SAFETY IN FOUNDRIES
In the high-risk environment of metal foundries, making sure workers are protected is non-
negotiable. Addressing a critical gap in comfort and performance within existing protective
fabrics, Coats leveraged its expertise in textile engineering and fire science to develop FlamePro™
Splash, a revolutionary solution now under patent protection.
THE CHALLENGE: BALANCING SAFETY AND COMFORT
Traditional molten metal protective fabrics, often wool-based, provide effective safety but fall
short on comfort in high-heat, high-stress conditions. Market research revealed that discomfort
could compromise worker focus and efficiency. This insight drove Coats’ Innovation hubs in
Bursa and the Americas to explore wool-free solutions that deliver both protection and comfort.
ADVANCED FEATURES
• Shields against molten metal splash, radiant heat, flame, and Category 2 Arc hazards.
• Provides enhanced comfort, breathability, and wearability without compromising safety.
• Solution-dyed for superior colourfastness, withstanding prolonged use and laundering.
• Skin-safe design prevents adhesion and breakage under molten metal exposure.
PROVEN IN THE FIELD
Wear tests at a US aluminium foundry confirmed superior performance by FlamePro™ Splash.
Workers reported unprecedented comfort and flexibility, many choosing it as their uniform of
choice. The fabric retained its integrity and appearance after months of use, proving its resilience
in industrial conditions.
SETTING A NEW BENCHMARK
FlamePro™ Splash exemplifies Coats’ commitment to addressing real-world challenges through
innovation. Rigorously tested to meet relevant ASTM and ISO standards, it combines advanced
molten metal protection with comfort, durability, and performance. Its industry-leading innovation
was recognised at the 2024 National Safety Council (NSC) Safety Congress and Expo, where it
was crowned ‘Best in Show’ at the New Product Showcase Awards.
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Innovation strategy in action
Threading the future: EcoVerde™
and material transition in Apparel
In 2018, the Apparel division began their material
transition and sustainability journey, aiming to shift
from virgin to recycled thread products. This effort
has led to increased sales from our Coats EcoVerde™
range of recycled products in 2024 – a 144%
improvement in recycled thread sales over 2023.
A key factor in this progress has been our systematic
approach to transitioning virgin polyester substrates
to recycled materials. By evaluating raw materials,
qualifying suppliers, and establishing product
specifications, we are ready for a complete transition.
Our latest innovation, the Coats EcoVerde™ Eloflex, a
recycled Polybutylene Terephthalate (PBT) thread
designed for athleisure, demonstrates our
commitment to sustainable product development that
meets the demanding requirements of seam
softness, stretch, and durability.
Stepping into the future:
innovations in Footwear
Our innovation pipeline is strategically aligned
with emerging consumer trends, focusing on
sustainability and circularity, wearable technology,
and delivering high performance while enhancing
comfort. By leveraging our core technology
platforms in polymer science, surface science,
and textile engineering, we develop differentiated
products that meet the evolving needs of
consumers and customers.
Rhenoprint™: Evolution through digital integration
Building on the success of Rhenoprint™, we
introduced its latest evolution now featuring an
integrated RFID chip solution that enhances
sustainability and drives digital transformation.
This advancement retains Rhenoprint’s hallmark
features, such as zero-waste production and
reduced material usage, while significantly lowering
CO2 emissions for an even greener footprint.
Our advancements are supported by technology
platforms in textile engineering and colour science,
which have accelerated the development of
sustainable threads. Leveraging these technologies,
we have achieved measurable environmental
benefits: recycling 2.9 billion bottles year-to-date,
saving 869 million kWh of energy, and reducing our
carbon footprint by 67.9 million kilograms.
As we continue our sustainability journey, we are
focusing on the next phase of innovation at Coats.
Key areas include:
– Circular Polyester: Evaluating a polyester fibre
made from textile waste to prevent millions of
garments from ending up in landfills or
incinerators, reducing environmental impact.
– Bio-Based Materials: Exploring alternatives to
support our goal of net-zero emissions.
– Next-Generation Threads: Projects include
cellulosic threads for circular denim, pucker-free
thread solutions, and hole-blocking threads for
outerwear. These threads, designed with
functional finishes, represent the future of Coats.
Our material transition journey and thread
innovations are central to our sustainability efforts.
With support from technology platforms and brand
collaboration, we remain dedicated to driving
innovation, reducing environmental impact, and
shaping a more sustainable textile industry.
The integrated RFID chip offers precise tracking
and life-cycle management for each component,
enabling efficient recycling and end-of-life
processing. Additionally, it provides a robust solution
for product authentication and helps prevent
product and brand piracy, safeguarding both
consumers and businesses. By marrying cutting-
edge digital capabilities with sustainable practices,
Rhenoprint™ sets a new benchmark for eco-
conscious innovation.
Imperfirm Fuze™: pioneering new technology
During the year, we launched Imperfirm Fuze™, a
revolutionary toe puff solution used in performance
running shoes that feature new upper constructions.
Imperfirm Fuze™ is engineered to withstand bonding
conditions of above 200°C and 50 bar, delivering
exceptional bonding and fusion properties.
This results in a translucent, stiff structural
component that enhances shoe performance
and durability.
In addition to its superior performance, Imperfirm
Fuze™ significantly lowers the carbon footprint and
minimises waste during production. This innovative
solution makes shoe manufacturing more energy-
efficient and environmentally friendly. The enhanced
durability reduces the need for frequent
replacements, further decreasing material
consumption and waste.
Imperfirm Fuze™ also enables more intricate and
sustainable designs that use fewer materials and
resources, aligning seamlessly with the industry’s
sustainability goals. Moreover, shoes produced with
our new technology are easier to disassemble at the
end of their life cycle.
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Strategic Enabler
DIGITAL
Our digital offering is another differentiator and
enhancing our global digital infrastructure and
capability is a key piece of our strategy.
We are accelerating our vision to build a digital
platform ecosystem that creates end-to-end
superior customer value for manufacturers and
brands globally, spanning across product selection,
sampling, ordering, tracking, customer service and
payment management.
In 2024, over 80% of customer orders in Apparel
were processed through our leading ShopCoats
platform, with improved customer satisfaction and
growth from new digital features such as the
ShopCoats mobile app that allows orders to be
placed anywhere anytime, increased visibility to our
available inventories, improved technical support
through our Tech Connect solution which enables
our customers to seek real-time online support for
issues encountered; and for China, the launch of an
online store on WeChat.
Coats Digital, our software products business,
offers industry-leading productivity solutions to
manufacturers and brands by bringing transparency
and standardisation to the calculation of production
costs across the value chain, and enabling
manufacturers to plan their production lines more
effectively to cope with frequent order changes.
In an increasingly volatile, uncertain and complex
world, in which speed, productivity, operational and
cost efficiency are terms of trade, our solutions are
increasingly becoming the software of choice.
In 2024, Coats Digital reported a 21% increase
in top-line revenue ($11 million), a 50% surge in
order bookings, and a 12% rise in annual
recurring revenue.
We track the customer journey from garment
planning and production, through to delivery and
payment management. Our strategy is to digitise
each of these stages as far as possible, creating a
cohesive trading platform between Coats and its
customers. This enhances customer loyalty, reduces
waste, and provides valuable analytics to enable
better and more efficient production for both Coats
and its customers.
STRATEGY IN ACTION
OUR DIGITAL PORTFOLIO
Our vision is to create a proprietary and cohesive
customer experience for brands and tier 1
garment and footwear manufacturers, making
trading with us truly frictionless, intuitive, and
superior to any competitor.
Purchase
Plan
Design
Product Development &
Sourcing
Production
Delivery
Brand Solutions
Tier 1 Solutions
Product
Catalogue
Sample
Management
Technical
Support
Thread
Calculation
Tool
Sample
Management
Order
Management
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Technology strategy in action
INTEGRATING INTO CUSTOMER
PREFERRED PLATFORMS
Coats official WeChat Mini Programme: expanding
into China’s vast and diverse customer base
In October 2024, Coats China launched its Online
Store via WeChat Mini Programme, marking a key
milestone in our ongoing efforts to expand our
digital footprint and engage directly with its
massively diverse small business customer base
in China. This launch is an integral part of Coats’
strategic ‘Now China’ initiative, designed to harness
the full potential of digital technologies to drive sales
growth, streamline customer experiences, and
support the Company’s long-term vision in the
important and growing country.
WeChat is China’s largest social media platform
and provides a comprehensive ecosystem offering
services like shopping and mobile payments.
The WeChat Mini Program serves as a robust digital
store-front. Coats WeChat store provides a seamless
and integrated shopping experience, enabling local
customers to browse, chat, and purchase a wide
range of Coats high-quality products directly from
their smart phones – anytime, anywhere.
Complementing ShopCoats, the introduction of
Coats WeChat Store unlocks immense potential
for Coats in China, a market characterised by
rapid digital adoption and growing demand for
high-quality and sustainable solutions.
TECH CONNECT CHANGING HOW WE WORK
At Coats, we are dedicated to enhancing our customers’ digital experience. The introduction of our
exclusive Coats Tech Connect App in India has been a game-changer. This innovative app has created
a community of over 120 technical professionals among our selected customers, leading to an increase
in technical engagements, improved customer satisfaction, and increased sales.
The Coats Tech Connect App allows customers to place
sewing thread inquiries, report production line issues, or seek
advice on productivity improvements within their factories.
Customers can connect with a Coats technical expert via text,
voice, or video call in real-time. The call continues until the
issue is resolved to the customer’s satisfaction.
Whether customers need help choosing the right thread for
their garments, factory floor advice, or any other support, the
Coats Tech Connect App ensures they can connect with one
of our 100 global technical experts quickly and efficiently.
Seamless end-to-end system integration enhances
customer experience
In this new lead-to-cash journey, Coats China
leverage’s social media platforms to run engaging
campaigns, which drives traffic to the Coats WeChat
Store, enabling customers to interact in real-time
with our customer care team, browse products,
select their preferred products, order and pay via
WeChat Pay.
Customers can easily track their orders, monitor
delivery status, and share feedback. This highly
automated and integrated system ensures a smooth,
transparent discovery-to-delivery experience,
enhancing the overall satisfaction.
Overall, the Coats WeChat Store has positioned
Coats to capitalise on the growing domestic
opportunity, diversify its customer base, and
strengthen its leadership in the Chinese market.
“
Tech Connect has simply changed
our way of working. It enables our
technicians on the shop floor to
connect quickly and directly with
Coats Technical Services for
recommendations that save time and
avoid potential production disruptions.”
Leading Indian apparel manufacturer
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Our values
OUR VALUES CAPTURE COATS’ UNIQUE CULTURE
WE ARE COLLABORATIVE
Coats connects talent, textiles and technology to deliver
great service and quality to our customers. We collaborate
across all geographies with partners and customers to
create the materials and products of tomorrow. We believe
the success of our colleagues is the success of Coats.
WE ARE AGILE
With a proud heritage dating back more than 250 years
and a spirit of evolution that drives us to constantly
stay ahead of the game, we have always adapted to
change, thriving and becoming stronger as a result.
WE HAVE A ‘CAN-DO’ ATTITUDE
We operate in a fast-paced, ever-changing world. We are
confident, motivated and energetic dealing with new tasks and
challenges, committed to serving our customers, trusted to deliver.
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Our values cont.
WE ARE PASSIONATE
We are enthusiastic about our work, our colleagues, our company
and especially our customers. Passion is seen in everything we
do. We are proud that our employees find Coats a Great Place To
Work® and to be voted as one of the top 25 best workplaces.
WE ARE DIVERSE
We operate across more than 50 countries, with a workforce of
16,000+ permanent employees. We speak over 30 languages
and come from a wide range of backgrounds, including
different cultures, genders, ethnicities, ages and experiences.
We come together as one and are a company for all.
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People and culture
PEOPLE VALUE PROMISE:
For today and tomorrow
An engaged and empowered workforce is the
heartbeat of our success, driving innovation,
productivity, and growth at every level. Our culture of
engagement is not just a strategy, it’s our commitment
to creating an environment where employees feel
valued, inspired, and integral to our shared vision.
This energy radiates beyond our walls, strengthening
Coats’ reputation as a magnet for top talent, trusted
clients, and visionary investors. Through our dynamic
people initiatives, we cultivate a workplace where
every individual experiences true belonging, fuelling
resilience and sustainable success. By planting the
seeds of what it means to be a Great Place To Work®,
our programmes thrive, helping our people grow and
flourish alongside the business they help build.
FOSTERING A THRIVING WORKPLACE:
Creating a Great Place To Work
At Coats, we are passionate about creating a great
place to work! Every employee feels they belong,
their voice is valued, and their contributions make a
real difference. We believe that great people are the
foundation of extraordinary achievements, and our
culture of engagement is the driving force behind
our success. It empowers individuals to bring their
best selves to work, igniting motivation, commitment,
and innovation at every level. We are deeply
committed to magnifying the potential of our people,
fostering a workplace where personal and
professional growth go hand in hand. Through our
diverse range of people-focussed initiatives, our
dedication to being a Great Place to Work® is more
than a promise; it’s a reflection of how we value
our people. We support it with competitive pay,
comprehensive benefits, and continuous
opportunities for growth and advancement.
By nurturing a thriving, inclusive, and supportive
culture, we attract top talent, delight our
customers, and deliver sustained value for our
shareholders. Together, we are building a
workplace where extraordinary people can
achieve extraordinary things.
People grow businesses, and this is
why our people are at the heart of
everything we do. At Coats we are
focussed on unlocking the potential
of every individual, ensuring a
customer-centric culture.”
Farnaz Ranjbar, Chief Human Resources Officer
50+
COUNTRIES
16,000+
PERMANENT EMPLOYEES
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People and culture cont.
GROW AT COATS
Limitless potential of people
Grow is a transformative programme designed to
accelerate career development and unlock individual
excellence, used to bridge career growth with
organisational success. Grow is a journey in two
parts, tailored to empower employees at every career
stage. Grow Ready focuses on identifying and
unlocking individual potential, helping discover
strengths and chart a path to success. Grow Learning
equips our people with essential skills needed to
thrive today and, in the future, preparing them to
meet challenges with confidence and innovation.
Grow leverages the latest techniques in talent
management and learning and development to
deliver experiences that inspire growth. Through
personalised development plans, immersive learning
modules, and hands-on coaching, employees gain
access to forward-thinking and impactful tools.
Whether mastering emerging technologies, honing
leadership capabilities, or exploring cross-functional
opportunities, Grow ensures our people stay ahead
of the curve. At Coats, we don’t just invest in careers
– we invest in people, empowering them to flourish
and drive Coats success to new heights.
COATS CARES
Connecting people, improving lives
At Coats, we believe in making a difference, not just
in business but in the world around us. We are
deeply connected to the communities we touch and
are endlessly inspired by our passionate colleagues
who selflessly dedicate their time, energy, and
compassion to create real change. For years, Coats
has championed meaningful causes, bringing hope
and support to charities and communities in need.
Now in our second year, we celebrate our unsung
heroes. Coats Cares is our promise to continue this
legacy and amplify our impact. See page 25 for
our case study.
ENERGY4PERFORMANCE
Wellbeing at home and at work
Energy4Performance (E4P) is our comprehensive
wellbeing programme designed to support the
overall health and wellness of our employees,
covering physical, mental, emotional, and social
wellbeing. In 2024, we successfully trained over 900
managers as mental health first aiders, ensuring that
employee wellbeing remains a top priority across
the organisation. We launched more than 170 global
initiatives, accompanied by consistent
communication, educational resources, coaching,
and recognition programmes to celebrate
achievements. Recognising the diverse nature of
wellbeing, we tailored global programmes to local
contexts to maximise their impact. As a result, we
saw notable improvements in our wellbeing scores,
with increases of 6% in the Your Voice Matters
survey and 5% in our Great Place To Work survey.
In November, our Movember celebration for Men’s
Health Awareness drew over 460 attendees at our
global virtual events.
COATS FOR ALL
Celebrating diversity
Since 2021, we have voluntarily collected diversity
profiling data from employees, including race,
ethnicity, gender, sexual orientation, and military
status, to enhance our employee experience
strategy. Our Board Diversity Policy was updated
to align with FTSE Women Leaders Review’s
recommendations on gender diversity and the
Parker Review guidance on ethnic diversity at the
board level. Currently, we meet these targets,
with 44% female representation, two Board members
from ethnic minority backgrounds, and six
nationalities represented. Diversity, equity, and
inclusion (DEI) global events are held biannually.
COATS FOR HER
Women in leadership
The dynamic ‘Coats for Her’ programme continues
spearheading five impactful initiatives: Women in
Leadership Fast-Track, Mentoring, Female
Recruitment Campaign, Women’s Visibility, and
Return to Work. We introduced a talent acquisition
playbook to attract the most diverse, equitable, and
inclusive talent, as part of our recruitment policy.
And we also elevated the visibility and profiles of
female leaders across Coats through strategic
spotlights, reinforcing our commitment to fostering
a workplace that celebrates and advances
gender diversity.
Our global female to male gender balance is 39:61
with 23:77 in senior leadership roles. We delivered a
meaningful increase from 23% in 2023 to 30% in
2024 of females in senior leadership roles. Our target
for 2024 was 25% and with this great achievement,
we are in a very good position to meet our ambitious
goal of 40% female representation by 2030.
APPLAUSE
Applauding outstanding employee contributions
Our Applause Recognition Program is all about
celebrating the outstanding contributions of our
people. No matter where we operate, we uphold the
same high standards of excellence and
professionalism, ensuring that everyone has an
equal opportunity to be recognised. In 2024, more
than 4,000 employees were honoured through our
Applause Awards, which highlighted achievements
in a range of categories.
APPRECIATION WEEK
Grateful for our people!
Every year, Coats recognises the heart of our
organisation – our people – during Appreciation
Week. This special week is a time to truly appreciate
the dedication, passion, and hard work our
employees bring every day to delight our customers
and keep our company running smoothly. In 2024,
our theme was “Grateful for You”, where managers,
colleagues, and teams came together to express
their gratitude, fostering a deep sense of belonging
and celebrating the unique contributions that each
individual makes to our success.
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Case Study
A Beacon of Hope
For many years, Coats has been
a beacon of hope and progress,
reaching out to communities around
the globe. Coats Cares brings all
of these community engagement
projects under one big umbrella.
In October 2023, we introduced the Coats Cares
competition to celebrate remarkable acts of
kindness and generosity displayed world-wide.
The outpouring of support and engagement was
extraordinary, with 101 entries showcasing unique
and heart-warming stories of community upliftment.
From this inspiring pool of submissions, our
dedicated Coats Cares sounding board faced the
challenging task of short-listing the top ten entries.
The Group Executive Team then selected
five outstanding initiatives to each be
awarded a $15,000 prize (which we are
showcasing here), and all runners-up have
been given $5,000. In total $100,000 was
given back to Coats communities in 2024.
Bangladesh: Sponsorship Programme for
Underprivileged Children
When families have to choose between education
and food, for many students this would be the
end of school. However, 15 underprivileged
children at Utsho School have benefited from
a full Coats sponsorship. Giving these children
new hope and allowing them to create a
better life for themselves and their families.
The prize money won was used to introduce a
new computer lab at the school giving students
the opportunity to gain essential digital skills.
CELEBRATING KINDNESS AND GENEROSITY
“
At Coats, we believe that a
sustainable future starts with
the commitments we make today.
‘Coats Cares’ is our promise
to create lasting value for our
employees, communities and
the environment – because
caring is not just what we do,
it’s who we are.”
Farnaz Ranjbar,
Chief Human Resources Officer
COATS CARES
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Case Study
A Beacon of Hope cont.
INDIA
Skill Development Centres
for Rural Women
For women in rural areas of India there is limited
opportunity for skills development, reducing any
potential to become financially independent. With
this project we teach sewing, fabric design and
stitching, which has encouraged many women to
engage in income-generating activities, or even to
start their own tailoring business. Not only does
this allow these women to become economically
empowered, it also contributes to the economic
development of their region.
INDONESIA
Providing Water to
Surrounding Communities
Coats Indonesia has provided a tap with safe
drinking water just outside the gates of our Pleret
factory. This has helped many families gain access
to clean water to use in their daily lives.
This reduces the risk of disease and enabling
nearby residents to save money and the
environment as they do not have to buy expensive
bottled water.
MEXICO
My Gift,
Your Smile
Coats has renovated the school breakfast area at
General Francisco López Elementary School in
Nogales, close to one of our manufacturing plants
in Orizaba.
Coats employees donated time to painting the walls
after helping to design graphics for inside and
outside of the breakfast area. We donated chairs,
tables, a refrigerator, and a microwave for the
benefit of the 193 students and nine teachers,
who now have a more beautiful and dignified place
to enjoy their meals.
COATS CARES
BULGARIA
Care for Adults
and Children
Coats Bulgaria has helped many children who have
no families with gifts of food, clothing, toys and,
most importantly, love and care. A charity bazaar
was held to encourage Coats staff to contribute to
this wonderful cause. This led to further gifts such
as handmade toys and food being provided to
orphans. Coats Bulgaria has also donated clothes
to care homes for the elderly. Such donations and
gifts have helped brighten the lives of both young
and old.
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What does Apparel division do?
Coats is the global market leader in supplying
premium sewing thread to the Apparel industries.
We are the trusted value-adding partner, providing
critical supply chain components services and
software, and our portfolio of world-class products
and services provide exceptional value creation for
our customers, brands and retailers.
2024 results
Revenue of $770 million (2023: $689 million) was up
13% on a CER basis (12% reported). As previously
guided we saw customer inventory and buying
patterns return to more normalised levels during the
year despite wider macro concerns. This follows a
prolonged period of industry destocking that
commenced in 2022 and continued throughout the
majority of 2023, and as such significantly impacts
prior year comparators, particularly in the first half of
the year.
The Apparel business continues to benefit from
market share gains (2024 market share c.26% vs
c.25% in 2023). We were also able to maintain pricing,
and owing to our proactive procurement strategy,
leverage moderating input costs in some areas.
We continue to be very well-positioned in our
markets, as the global partner of choice for our
customers, with market-leading product ranges and
customer service, and a clear leadership position in
innovation and sustainability. With market conditions
normalising, our strong market position, agile supply
chain, global presence, differentiation at scale and
focus winning brands and manufacturers provide
further opportunities for growth and market
share gains.
Adjusted EBIT of $151 million (2023: $120 million)
increased 28% versus the prior year on a CER basis.
The adjusted EBIT margin was 220bps higher at
19.6% on a CER basis (2023: 17.5%), which is well
ahead of our 2024 margin target of 15-16%. This was
driven by improving volumes, alongside continued
savings from our strategic projects, ongoing
procurement benefits, and some positive foreign
exchange gains. Excluding these foreign exchange
gains, underlying margins were around 19%.
Medium-term targets
Over the medium-term we expect Apparel to grow at a
3-4% CAGR, ahead of underlying market growth at
1-2% with market share gains and new organic
adjacencies driving the outperformance. Continued
market share gains will come from our deep customers
relationships and our position as leader in
sustainability, innovation and digital. We see
opportunities in the China and India domestic markets
with the growing middle class and opportunities to
drive our fashion technology business Coats Digital.
We expect the medium-term EBIT margin to be >19%.
Market conditions
The year 2024 presented significant challenges,
characterised by shifting demand patterns and
supply chain volatility driven by social tensions in
key sourcing markets, disruptions in the Red Sea
and major ports, and fluctuating consumer demand
in primary retail markets. Despite these headwinds,
athleisure continued its strong performance, and
mid-market brands showed a promising recovery.
Additionally, we observed a rebalancing of inventory
levels across several brands and collections
following the sharp reductions of 2023.
The competitive landscape remained intense but
offered critical opportunities for Coats to reinforce its
market lead and strengthen value-adding customer
partnerships. Through strategic investments in
sustainability, innovation, and enhanced capacities
and capabilities, we underscored our commitment to
setting industry benchmarks and delivering excellence.
Apparel Division
We continue to be very well-
positioned, as the global partner
of choice for our customers, with
market-leading product ranges
and customer service, and a clear
leadership position in innovation
and sustainability.”
Adrian Elliott
CEO, Apparel Division
$770m
Revenue
c.100bps
Market share gains
Adrian Elliott
CEO, Apparel Division
Joined Coats in 1988
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People
Coats earned the prestigious Great Place To Work™
certifications in China, India, Pakistan, Bangladesh,
Vietnam, and Honduras, reflecting our dedication to
fostering inclusive, supportive, and high-performing
workplaces.
In Shenzhen, China, a summer camp initiative was
introduced to address childcare concerns, enabling
employees to focus on their work with peace of mind.
Coats Indonesia and Vietnam conducted cancer
prevention health sessions, enhancing employee
wellness and awareness. In India, the inauguration
of a new childcare facility further demonstrated
our commitment to supporting employees and
their families.
Communities
Coats continued to empower communities and
prioritise environmental sustainability through
impactful initiatives. In Sri Lanka, we showcased
the talents of visually impaired women skilled
in sewing and highlighted the versatility of our
threads. On Earth Day, Coats teams participated
in coastal cleanup efforts in Mount Lavinia, Sri
Lanka, and Patenga Beach, Bangladesh, while in
Romania, we cleaned up 16 children’s playgrounds.
In Desa Cibolang, Indonesia, staff from Bogor
facilitated improvements in water distribution,
reaffirming our commitment to sustainable community
development and environmental stewardship.
Sustainability
Coats continued to make significant progress in
advancing sustainability across its global operations
in 2024. In our Ambas, India, manufacturing site we
operate Zero Liquid Discharge and have increased
our level of water recycling from 77% in 2022 to 82%
in 2023 and 84% in 2024. In Romania, lean projects
on waste reduction delivered an 18% reduction in
overall waste levels, while Coats Shenzhen, China,
successfully attained Zero Waste to Landfill.
Coats Pakistan inaugurated solar power facilities,
including a 120 kW ground-mounted installation in
Lahore producing over 175 MWh annually, and a 125
kW rooftop solar energy installation at Karachi site.
All Coats factories in China achieved Zero
Discharge of Hazardous Chemicals (ZDHC), while
India maintained 100% compliance with ZDHC
wastewater testing requirements for the third
consecutive year. India also received the National
Award for Environmental Best Practices 2024 for
an innovative project recycling 200 tons of plastic
waste annually. Furthermore, the India sales team
reached a key milestone by converting 100% of
premium tailors to Coats EcoVerde Ameto.
These accomplishments reinforce Coats’
unwavering commitment to sustainability and
environmental stewardship, setting benchmarks
for responsible industry practices.
Coats Digital
Coats Digital, our software solutions and consulting
division, achieved outstanding results, characterised
by significant growth, innovation, and industry
recognition. The business reported a 21% increase
in top-line revenue, a 50% surge in order bookings,
and a 12% rise in Annual Recurring Revenue.
GSD Cost earned two Just Style Excellence Awards
in the Innovation in Supply Chain and Environmental
Technology.
Coats Digital developed its commercial organisation
across key geographies and further expanded its
portfolio with the launch of three new products: FRP
Cloud Business, FRF Business, and GSD Excellence,
reinforcing its position as an industry leader.
Maintaining SOC 2 Type 2 and Microsoft Gold
certifications for the third consecutive year, Coats
Digital deepened its collaboration with Microsoft
to develop innovative AI-powered experiences.
The business stands well-positioned and poised
for continued customer expansion and growth.
Apparel Division cont.
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Case Study
China Domestic Market
CHINA
DOMESTIC
MARKET
HIGHLY ATTRACTIVE GROWTH MARKET
“
We have seen another year of strong double-
digit sales growth in our offering to the China
domestic market – this is a significant market
expansion opportunity for us.”
Jamie Brown,
Managing Director, China
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Case Study
China Domestic Market cont...
In line with this trend, we have accelerated our
investments in customer-facing systems and
applications saving time, cost and resources for
our customers. Examples include the addition of a
faster sampling service to our Shop Coats website,
a sample tracking service, order tracking and
innovative digital marketing.
4. Sustainability
Our customers working in the Chinese market
are placing more emphasis on sustainability and
traceability. 42% of our polyester sales are now
made with recycled material. Brands have shown
special interest in both our chemical management,
with emphasis on restricted substances, and water
management. Currently 79% of all water used
in our Shenzhen dyehouses is generated from
effluent recycled in our waste water treatment plant.
Furthermore, we are members of the ZDHC advisory
committee, and they have shown keen interest in
our water intensity programme.
Our overarching Higg Index Version 3 score was
98% in 2023 ( which is best-in-class) and for the
2024 Higg Index, version 4, we also achieved an
excellent result. This validates the importance that
Coats China places on all aspects of sustainability.
Our success in 2024 is only possible because of
effective teamwork throughout the business.
We achieved the GPTW certificate for the fourth
consecutive year. Looking forward we expect
market demands for speed, technical services and
innovation to increase. We have laid the foundations
during 2024 to be able to take advantage of the
more demanding market and to grow our domestic
business further in 2025.
in automation in our operations, reducing lead-times
and increasing productivity.
2. Higher quality and garment performance
Secondly, there is a clear trend towards higher quality
and garment performance. Meeting this trend, our
technical service teams are actively helping our
customers to upgrade stitching and garment quality
and efficiency in the active and outdoor segments.
Furthermore, during the year we have opened two
Brand Solution Labs, one in Shenzhen and one
in Shanghai, spaces where customers and Coats
can develop technical solutions, optimise stitching
performance and resolve performance or quality issues.
3. Digital technology adoption
The third market trend is an acceleration of digital
technology adoption in brands and manufacturers.
Our sales have outpaced market development,
growing double-digit in the Apparel segment and
doubling in the Footwear segment. These results
have been achieved as a result of commercial and
operational excellence in response to four
important trends in the market.
1. Speed to market
Firstly, speed to market and smaller garment
production runs are increasing important as brands
aim to reduce inventory holdings further and
consumers look for more choice. To this end we
have invested in more small lot and sample dyeing
machinery in both Shanghai and Qingdao. Sample
lot production has increased by 20% over 2023
which reflects our commitment to garment makers
to enable the production of prototype garments
within days. For bulk production, we have invested
HARNESSING
THE GROWTH
OPPORTUNITY
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What does Footwear division do?
We are the trusted partner to the footwear
industry, shaping the future of footwear for better
performance through sustainable and innovative
solutions. The combination of Coats, Texon and
Rhenoflex makes us a global champion with a
portfolio of highly engineered products with strong
brand component specification, primarily targeted
at the attractive athleisure, performance, and
sports markets as well as structural components
for premium leather handbags (lifestyle).
2024 results
Footwear revenue increased 10% to $403 million
(2023: $368 million) on a CER and reported
basis. The revenue growth was driven by the
normalisation of customer buying patterns and
inventory levels post the significant destocking
cycle seen in 2022 and 2023 (which contributed to
weaker comparators through most of 2024), albeit
the recovery profile has been slightly behind that
of the Apparel division, as previously reported.
Our Footwear division has a focus on innovation
and sustainability, and this year we have
introduced new products and technologies that
meet environmental sustainability criteria, aligned
with market and customer needs. Our combined
capability as Coats Footwear has accelerated this
process. Not only do we have a broad portfolio,
but we also have a strong focus on fast-growth
sports and athleisure brands which attract premium
pricing. Our longstanding partnerships with leading
brands enables our growth to be ahead of the
market. We have also continued to deliver share
gains and new programme wins taking our market
share to 29% we estimate (2023 market share
c.27%), strengthening our position as a trusted
partner for the footwear industry. We continue
investing in dedicated resources to key brands and
retailer and sustainable innovation capabilities.
Part of the strategic rationale for combining
the three footwear businesses (Coats’ existing
Footwear thread business, Texon and Rhenoflex),
has been to enable cross-selling of our broad
range of products to customers through a single
customer-facing commercial team. We have created
a number of opportunities for complementary
offerings, with our customers seeing the potential
to simplify and optimise their supply chains
and we are pleased with the progress in 2024.
We are now seeing the benefits of this, and
in the period succeeded in cross-selling our
products to two large well-known European
sports brands, as well as a leading US brand.
Adjusted EBIT of $95 million (2023: $84 million)
with adjusted EBIT margin was 70bps higher
at 23.5% on a CER basis, significantly in excess
of our 2024 margin target of >20%, driven by
a combination of improved volumes, strong
commercial delivery and continued benefits from
the acquisition integration synergies. Acquisition
integration has focused on commercial and general
& administrative costs, as well as on procurement,
and consequently we have delivered $22 million
of annualised efficiency savings (significantly
ahead of our initial guidance of $11 million savings).
During the second half of the year we have
commenced some consolidation of sites within
Europe to drive improved operating efficiencies,
and also expanded our Indonesia operations
to provide greater capacity in this fast growing
footwear market which is becoming increasingly
important to our customer and supplier base.
Medium-term targets
Over the medium-term we expect Footwear
to grow at a 7-9% CAGR, ahead of underlying
market growth at 4-5% with market share
gains and organic expansion into adjacencies
driving the outperformance. Market share
gains will come from our position as leader in
sustainability, innovation and digital. We see
opportunities to cross sell to customers in legacy
thread or structured components businesses
and in the China domestic market. We will also
focus on structured components and threads
for lifestyle products. We expect the medium-
term EBIT margin to be in 24-26% range.
Footwear Division
2024 has been another excellent
year integrating our Footwear
division from three businesses into
one combined industry leader – we
are excited about the future growth
and cross-selling opportunities that
are available to us.”
Frederic Verague,
CEO, Footwear Division
$403m
Revenue
c.200bps
Market share gains
Frederic Verague
CEO, Footwear Division
Joined Coats in 2001
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Coats Group plc Annual Report and Accounts 2024
Market conditions
As the industry rebounded in 2024, Coats emerged
as a market leader, thanks to its expanded product
portfolio and strong brand presence. We leveraged
cross-selling strategies to continuously drive market
share gains and support new developments.
Running has re-emerged as a major focus, with
Coats’ diverse product range and unmatched global
footprint meeting the growing demand for high-
performance products and local supply chains.
Brands increasingly demand innovative, sustainable
solutions, and Coats leadership in R&D and
sustainability is setting it apart from the competition.
Coats Footwear continues to lead in value,
innovation, sustainability, team strength, and
footprint, consistently delivering value added
solutions for our customers.
People
Our people are our greatest strength, and this year
we have seen the incredible impact of having one
unified, focused team with an entrepreneurial spirit
driving our success. Together, we have empowered
our employees to unlock their potential, expand
their knowledge, and deliver groundbreaking results
fueled by customer-inspired innovation. With a
shared vision and a dynamic, can-do mindset, our
team has shown how collaboration and creativity
can spark lasting value. We have fostered a culture
that thrives on bold ideas, engages teams across
every level, and encourages each person to think
like an entrepreneur – solving challenges and
seizing opportunities with passion and ingenuity.
Through tailored development programs,
knowledge-sharing initiatives, and a commitment to
innovation, we have equipped our people to excel in
their roles and lead the charge in creating solutions
that exceed customer expectations.
As we look ahead, our dedication to empowering
talent, embracing a strong culture, and delivering
customer-focussed innovation remains stronger than
ever. We are stronger together and together we are
shaping the future of footwear – and redefining
what is possible.
Sustainability
The cornerstone of our innovation strategy is
Sustainability, driving us to create a positive impact in
the footwear industry. Our commitment goes beyond
mere compliance with regulations; it embodies our
responsibility towards the environment and future
generations, fostering trust among our customers.
Our primary focus on reducing the carbon footprint
of our products is at the heart of everything we
do. We continuously strive to provide the best
solutions for our customers, enabling them to
achieve their sustainability goals and minimise
their environmental impact. In our continuous
journey towards a greener future, we are
progressively introducing a carbon footprint tracker
step by step across our production processes,
ensuring transparency and accountability.
We are proud to announce that almost every one of
our sites is now connected to Ecochain, enabling us
to start monitoring and managing our environmental
impact more effectively. Together, we are making
significant strides in reducing our environmental
impact and paving the way for a brighter, more
sustainable future.
Innovation
We are relentless in our pursuit of reducing our
environmental footprint and aim to lower the
consumption of materials, energy, and water. This
year, we are proud to report that over 48% of the
raw materials used in our products are sustainable,
being either recycled, renewable, or bio-based.
By the end of 2024, we reached zero waste to
landfill and greatly enhance our use of renewable
energy sources, far surpassing statutory targets.
Our innovation project pipeline, aligns with
consumer trends, focusing on delivering cutting
edge solutions. Our highly experienced R&D
team collaborates across specialist fields to
create innovative products and processes.
We are excited to introduce the latest evolution
of our favourite Rhenoprint™, now featuring
an integrated chip solution that brings even
more sustainable benefits and supports digital
transformation. This innovative enhancement
not only maintains the zero-waste production
and reduced material usage that Rhenoprint™
is known for but also higher performance and
significantly lowers CO2 emissions, making
it an even greater and greener choice.
Footwear Division cont.
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Coats Group plc
Case Study
Investment in Indonesia
Our new Indonesian facility combines our
existing excellence in thread production
with cutting-edge structural components
manufacturing, creating a one-stop-shop
for our customers in this high growth
footwear market.
THE FUTURE
OF FOOTWEAR
New employees
182
Shoe capacity
300m
Sheet goods m2
10m
“
Our Pleret site, strategically located to be closer to our
customers, is a hub of excellence where cutting-edge
technology and responsible practices come together.”
Frédéric Verague,
CEO Footwear Division
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Case Study
Investment in Indonesia cont.
INNOVATION IN
INDONESIA
our commitment to innovation and quality.
With an emphasis on automation, we are
ensuring our operations are efficient, scalable,
and adaptable to future advancements.
The reduction in our CO2 footprint that arises
from this is aligned with the sustainable practices
we are adopting across the Group, reflecting
our responsible approach to the environment
The strategic selection of the location, prioritising
sustainability, not only brings the business closer
to its customers, thereby reducing emissions from
transportation, but also leverages renewable
energy technology. With solar panels meeting
The opening of our new footwear structural
component factory in Pleret, Indonesia, marks
a significant milestone in our global strategy.
This investment is designed to bolster growth
and enhance the Group’s presence in one
of the most rapidly developing markets for
footwear production, aligning our production
footprint with those of our customers.
Our new factory will create job opportunities,
invigorating the local economy with a skilled
and diverse workforce committed to progressive
thinking. The facility is equipped with the latest
technology and brand-new machinery, underscoring
10% of the Pleret site’s structural components’
energy needs, we are set to reduce our carbon
emissions by 13 kilotonnes of CO2 over 20 years.
The inauguration of this, our first Centre of
Excellence for structural components, is a milestone
that showcases our dedication to quality and
customer satisfaction. It is the first of its kind in the
world, integrating our footwear products (thread
and structural components) under one roof.
Overall, this investment reflects a broader
shift towards more responsible and advanced
manufacturing in the footwear industry. It is a
further testament to the Group’s dedication to
progress, sustainability, and the cultivation of
a dynamic and inclusive workplace culture.
Our new Footwear facility
underscores our commitment
to innovation, efficiency and
reducing CO2 emissions.
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Coats Group plc Annual Report and Accounts 2024
What does the Performance Materials division do?
We are experts in the design and supply of a diverse
range of technical products that serve a variety of
strategic end use markets. Building on over 250
years of leadership in textile engineering we
incorporate specific design features to provide
highly engineered solutions for our customers.
The division operates across Personal Protection
Equipment (PPE), Telecom & Energy and Industrials.
PPE offers multi-hazard industrial applications for
industrial thermal protection, firefighting and military
wear. Telecom & Energy provides products and
solutions for fibre optic cables and oil & gas pipeline
sectors. Industrials has applications in a range of
sewn products including safety-critical automotive
airbags and seat belts, outdoor goods, household
products like bedding and furniture, hygiene-
sensitive consumer goods like feminine hygiene
products and tea bags.
2024 results
Performance Materials is structured as three sub-
segments: PPE (38% of 2024 divisional revenue)
which includes both the American yarns business
and PPE threads and fabrics, Telecom and Energy
17% of 2024 divisional revenue) and Industrials
(45% of 2024 divisional revenue).
PM revenue declined 1% to $328 million (2023: $336
million) on a CER basis (3% decline on a reported
basis), with Personal Protection Equipment flat on a
CER basis, Telecom & Energy decreasing by 7%
(CER) against particularly strong comparators, and
Industrials increasing by 1% (CER). As previously
disclosed there have been issues in some US
markets as well as destocking at some US
telecommunication customers in Telecoms & Energy.
Adjusted EBIT was 12% lower vs 2023 on a CER
basis at $24 million (2023: $29 million). Adjusted
EBIT margins were 7.4% (2023: 8.6% reported),
below the 2024 margin target of 13-14%, reflecting
the softness of our end markets (which we expect to
continue in 2025) as well as the underutilisation of
our footprint in Mexico. Action has been taken to
rightsize the footprint capacity in Mexico in relation
to the changing medium-term demand dynamics in
the American Yarns business with the
announcement of the closure of the Toluca facility in
December 2024. 2024 PM EBIT margins included
c.$6 million of under-recovered costs in relation to
the US / Mexico plant transitions, which will no
longer be incurred following the decision to close
the Toluca plant. Although actions taken in Toluca
will yield immediate benefits, the progression of the
margin will be dependent on volume recovery in
yarns and stabilisation of the macroeconomic
environment in Turkey.
Medium-term targets
Medium-term revenue growth potential is expected
to be high single digits for PPE which reflects lower
growth potential for North American Yarns offset by
the higher growth PPE threads and fabrics business,
low double-digits for Telecom & Energy (underlying
market growth of >5% CAGR), and growth in line
with global GDP for Industrials. The overall medium-
term revenue growth target for the division is a
6-8% CAGR and we expect the EBIT margin to
reach 13-15% in the medium-term through a
combination of operational improvements, market
recovery in Industrials and Telecom and growth
initiatives in composite tapes for the Energy markets
and PPE fabrics.
Performance Materials Division
2024 was a challenging year for most of
the industries that we serve, however we
have made excellent progress setting the
business up for future success through
accelerated growth and margin
enhancement, when our end-markets
return to growth.”
Pasquale Abruzzese,
CEO, Performance Materials Division
$328m
Revenue
6
New products launched
Pasquale Abruzzese
CEO, Performance Materials Division
Joined Coats in 2025
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Coats Group plc Annual Report and Accounts 2024
Market conditions
The recovery in demand from the Personal
Protection Equipment, Telecom and Energy sectors
in the US did not materialise as anticipated in 2024.
US-based customers believe that this recovery is
merely postponed, with expectations for a
resurgence in 2025. In the EMEA region,
manufacturing activity remained stagnant across
key customer industries such as automotive and
household goods for much of the year. Conversely,
Asia experienced robust demand driven by local
markets in China, India, Thailand, and Indonesia.
Although demand from home furnishings exporters
in Vietnam, India, and Pakistan softened in the latter
half of the year, our strategic manufacturing footprint
across key regions enabled us to gain market share
throughout 2024.
People
In every aspect of our business, it is the passion,
innovation, and dedication of our people that
continue to drive Coats’ success. Their commitment
to excellence, engagement in creating a positive
workplace culture, and focus on delivering
outstanding results are the foundation of our
achievements. With their support, we not only meet
our goals but also build a stronger, more resilient
organisation ready to thrive in the future.
Coats is proudly certified as a Great Place To Work™
across all Performance Materials sites, a testament
to our people-centric approach and their exceptional
contributions.
Our people are deeply committed to delivering
excellence because they are part of an organisation
with a purpose that goes beyond business. A key
driver of this sense of purpose is our Coats Cares
programme. Coats Cares not only strengthens our
connection to the communities we serve but also
instils a sense of pride and fulfilment among our
employees. This programme exemplifies how
business can drive positive change, ensuring that
our success contributes to building stronger, more
resilient communities.
Sustainability
We are now offering Coats EcoVerde™ Neophil in the
automotive industry, providing a recycled polyester
material for all new programmes.
For feminine hygiene and teabag applications, we
are expanding our range by introducing man-made
cellulosic fibres (MMCF), specifically Lyocell and
Lyocell blends with bio-based PLA.
To support disassembly in mattress and workwear,
we created EcoCycle™ HT, a high-tenacity, water-
soluble polymer thread that dissolves at 110°C after a
30-minute wash. EcoCycle™ HT can be used in both
needle and looper threads, or in the looper alone.
Coats is also proud to partner with Nexgen and
Warren on biodegradable lambswool composite
fabric for tree protectors. Using EcoRegen™ thread,
they produced 1,000 tree shelters for the UK
Forestry Commission, designed to compost into
the soil.
Innovation
This year we launched the first recycled product in
Telecoms, Coats EcoVerde™ Gral Ripcord. This eco-
friendly yarn offers a great cutting modulus and is
proven to perform as good as original polyester,
providing both durability and efficiency. Excellent
cutting properties providing easy access to the
cable core during installation or maintenance of this.
Available with protective finish coating the following
additional properties will be obtained: Excellent
resistance to abrasion, proven to help reduce
ripcord size and anti-wicking finish to prevent
water capillarity.
Coats EcoVerde™ Connect a sustainable, high
strength hook and loop fastener made with recycled
pre-consumer polyamide. With its significant
recycled polyamide content and no sacrifice in
strength parameters or durability. It also meets
Oeko-Tex Standard 100 Class I and GRS standards.
Main applications are workwear, bags, outdoor
equipment, furniture, upholstery and many more.
Gotex Melting Binder product was launched for
Fibre Optic cable manufacturers. A multi-filament
yarn that melts in the extrusion process, it’s ideal
for drop cables and micro cables. This revolutionary
binder allows the customers to take a step forward
in offering a cable with improved installation time.
In customer-led innovations we have provided different
yarn solutions to the Military market including winter
camouflage a special blend of Viscose fire resistant
(FR), Aramid, FR Nylon, Antistatic fibre. We have
also developed yarns for fire retardant underwear.
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Case Study
Performance Materials
TELECOM AND
ENERGY SOLUTIONS
Created a global business through
organic / inorganic expansion
$50m
Driving
accretive
margin
expansion
Accelerated sales growth
+15%
“
Gotex is a place where enthusiasm, technical expertise, and flexibility
come together to develop innovative engineering solutions.
These advancements are enabling Soluforce to push the boundaries
of composite pipe design, unlocking new possibilities for performance.”
Robbert Laan,
R&D Manager, Soluforce
HIGH-PERFORMANCE COATED YARNS AND TAPES
“
The Gotex acquisition in 2016 has enabled
us to create a market-leading global
Telecoms and Energy business – we are
excited about the future growth
opportunity through innovation.”
Pradipkumar Bahukudumbi,
Managing Director, Telecom & Energy
5 year sales
CAGR.
sales in 2024
2017-2022 Telecoms and Energy sales growth -
prior to recent industry destocking period
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Case Study
Performance Materials cont.
COATS GOTEX
Acquisition and global expansion
In 2016, Coats acquired Gotex, a leading Spanish
manufacturer specialising in high-performance
coated yarns and tapes for the Telecommunications
and Energy sectors. Since then, Gotex has
successfully expanded its product range globally,
generating $25 million in incremental cash flow
while strengthening its position in these high-
growth markets. To meet rising demand, Coats
has invested $8 million in capital expenditures
to enhance capacity and capability. In 2022,
Gotex opened a cutting-edge facility, tripling
its size to 13,000 m². This expansion boosted
production and enabled strategic investments in
innovation, strengthening our polymer science
technology platform to drive future growth.
Building a legacy of innovation in energy
and telecommunications
Gotex has continued its legacy of innovation
with advanced product offerings and expanded
manufacturing capabilities. In 2024, Gotex
commissioned a state-of-the-art extrusion line
for extruded tapes, enhancing its ability to
deliver tailored solutions for the evolving needs
of the industry. For the Energy sector, Gotex
Xtru™ composite tapes are transforming pipeline
technology by enabling the shift from traditional
steel to lightweight composite pipelines, which
offer greater durability, faster deployment, and
reduced lifecycle costs. Customisable with high-
performance fibres like carbon and aramid,
Gotex Xtru™ addresses corrosion challenges
in oil and gas pipelines, significantly boosting
operational efficiency and pipeline longevity.
TRIPLED CAPACITY
In the Telecommunications sector, Gotex products
support the development of thinner, lighter fibre-
optic cables that reduce deployment costs and
withstand environmental stresses. Notably, the
StremX product line, validated by extensive
customer trials, achieved a significant reduction
in material costs by replacing traditional aramid
strength members in aerial cables. Additionally,
Gotex’s advanced low-melting binders
streamline cable installation, further lowering
deployment times and delivering significant
cost savings for customers and end-users alike.
Through these targeted advancements, Gotex
continues to deliver exceptional efficiency
and value across telecom infrastructure.
Strengthening employee engagement,
inclusivity and social responsibility
In 2024, thanks to its impactful initiatives, Gotex
achieved certification as a Great Place To Work™
for the third consecutive year, with a nearly 30%
increase in its Trust Index. Key activities included
introducing a “Volunteer Day Off” for community
service, partnering with migrant youth foundations
to offer mentorship and job opportunities and
collaborating with disability organisations to
enhance workplace inclusivity. Gotex also
organised environmental volunteer efforts,
such as a forest clean-up, supported local food
banks, and held team-building activities to foster
collaboration and morale. These initiatives reflect
Gotex’s commitment to community involvement,
employee development, and sustainability.
Positioned for future growth
With a modernised production facility, an
expanded product portfolio, robust innovation
initiatives and excellent customer service,
Gotex is well-positioned to continue driving
growth and creating value in the high-demand
Energy and Telecommunications markets.
Gotex’s acquisition by Coats in 2016 has led to global expansion,
innovation in Energy and Telecommunications, and enhanced
employee engagement.
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Coats Group plc Annual Report and Accounts 2024
Key performance indicators
Performance measures of the Group’s progress
FINANCIAL KPIs
Link to strategy
Profitable
sales growth
Transform
the business
Value
creation
For further details of how these financial Alternative Performance Measures are reconciled to the nearest corresponding statutory measure, see note 36 on page 175.
2022 and 2023 KPI comparators are as reported in prior years and do not include any restatement for discontinued operations.
Revenue growth
Adjusted EBIT growth
EBIT margin
Adjusted earnings
per share growth
Adjusted free cash flow
Leverage
Adjusted return on capital
employed (ROCE)
Definition
Annual organic growth in sales
at like-for-like exchange rates.
Definition
Annual organic growth in
operating profit, adjusted for
exceptional and acquisition-
related items, at like-for-like
exchange rates.
Definition
Adjusted EBIT as a proportion
of revenue.
Definition
Annual growth in reported EPS
from continuing activities,
excluding exceptional and
acquisition-related items.
Definition
Cash generated from
continuing activities less capital
expenditure, interest, tax,
dividends to minority interests
and other items, and excluding
exceptional and discontinued
items, acquisitions, and UK
pension recovery payments.
Definition
Multiple of Net Debt (excluding
leases) to EBITDA calculated on
a proforma basis (includes the
full year impact of acquisitions).
Definition
Pre-exceptional operating profit
from continuing operations
for the year divided by capital
employed (property, plant
and equipment, acquired
intangibles, right-of-use assets
and lease liabilities plus net
working capital) at year-end.
2024 commentary
Return to normalised buying
patterns in Apparel and
Footwear following prolonged
period of industry destocking,
with some offset by softness in
certain Performance Materials
end markets.
2024 commentary
Volume growth alongside
continued benefits from
strategic projects and
acquisition synergies.
Inflationary pressures continue
to be offset by price and
productivity gains.
2024 commentary
Significantly ahead of 2024
target of 17% due to out-
performance of the Apparel
and Footwear divisions, with
some offset from Performance
Materials.
2024 commentary
Strong growth driven by
operating performance,
alongside well controlled
interest, tax and minority
interest charges.
2024 commentary
Very strong performance driven
by operating performance and
well controlled working capital.
2024 commentary
In-line with 2023 despite UK
pensions settlement of £100m
during the year, as underlying
cash generation remained very
strong. Leverage remains in the
middle of our target range of
1x-2x.
2024 commentary
Increase in the year driven by
strong operating performance,
alongside a well controlled
asset base.
+9%
Performance
Performance
Performance
Performance
Performance
Performance
Performance
+18%
18.0%
+18%
$153m
1.5x
38%
2024
-14%
9%
10%
2023
2022
2024
-4%
18%
22%
2023
2022
2024
18%
14.8%
2023
2022
16.7%
2024
18%
0%
16%
2023
2022
2024
$153m
$131m
$114m
2023
2022
2024
1.5x
1.5x
2023
2022
1.4x
2024
38%
30%
31%
2023
2022
39
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Annual Report and Accounts 2024
Coats Group plc
Key performance indicators cont.
2024 SUSTAINABILITY KPIs
Having now reached the mid-point of our 2023-2026 sustainability strategy period, we are well on track to deliver our 2026 targets across all 5 of our sustainability pillars.
We are delighted to confirm that this is our first year of reporting ESG metrics which have undergone public external limited assurance with no qualifications on disclosed metrics.
Energy
Scope 1 & 2 emissions
Materials
Preferred material %
Water
Water recycling rate
Waste
Waste to landfill
Waste
Effluent quality
People
GPTW® certification
People
Diversity and Inclusion
Target of 22% reduction in
Scope 1 & 2 Emissions from
2022 baseline by 2026.
Target transition to
60% sustainable raw
materials by 2026.
Target to increase rate of
water recycling by 33% from
2022 baseline by 2026.
Target to be a zero waste to
landfill business by 2026.
Target of 100% compliance to
ZDHC (Zero Discharge of
Hazardous Chemicals) standard
by 2026.
Target of 88% employees
covered by GPTW® certification
by 2026.
Target of 30% females in senior
leadership roles by 2026.
Definition
Absolute Scope 1 & 2 CO2e
emissions in tonnes.
Definition
Percentage of in-scope raw
materials volume purchased,
and goods receipted which
are non-virgin oil-based.
Definition
Percentage of water that
is recycled.
Definition
Zero waste generated within
our facilities being diverted to
landfill sites.
Definition
Percentage of effluent
that is compliant to ZDHC
Foundational standards
for effluent and sludge.
Definition
Percentage of employees in
Coats units that have a Great
Place To Work® (GPTW®) or
equivalent certification.
Definition
Percentage of females in senior
leadership roles.
2024 commentary
The primary driver for Scope
1 & 2 emissions reduction
continues to be linked to
our transition to renewable
electricity where further
progress was made in 2024
with an increase from 54%
in 2023 to 74% in 2024.
In 2024 we delivered an
overall 51% Scope 1 & 2
emissions reduction from
our 2022 baseline.
2024 commentary
Further step progress has
been made in 2024 in materials
transition with our procurement,
supply chain and commercial
teams collaborating closely
with upstream suppliers and
material innovators as well as
with our wide customer base.
Our preferred raw materials
increased from 35% in 2023
to 46% in 2024, up from our
2022 baseline of 31%.
* 2022 and 2023 figures restated due to
reclassification of fibreglass and clay materials
2024 commentary
In 2024 we have maintained
the increased yields in water
recycling in these facilities
with existing water recycling
capacity. Capital investments
in new water recycling
capacity planned in 2023 have
now moved into the project
implementation phase with
build and commissioning
planned through 2025.
In 2024, we delivered an 14%
uplift in water recycling rate
versus our 2022 baseline.
2024 commentary
Through intensified focus on
reducing landfill in 2024, inter-
departmental collaboration,
and heightened communication
with suppliers and contractors
to generate alternative waste
solutions to landfill across the
Coats Group, we have delivered
an 87% reduction in waste to
landfill from our 2022 baseline.
2024 commentary
Continued strict focus on all
suppliers adhering to our
restricted substances list means
that we restrict entry of
hazardous chemicals into our
value chain, thus preventing
their discharge in our effluent
treatment plants.
In 2024 we achieved our
highest reported compliance
rate of 99.85%.
2024 commentary
We were recognised as the best
workplace in Manufacturing
and Production by Fortune and
GPTW. Certified across 22
countries – covering 95% of our
workforce and exceeding 2024
goals. Coats was also listed as
Best Workplace in Manufacturing
and Production in the UK, USA,
India, and Honduras. These
achievements underscore Coats’
unique culture and steadfast
dedication to being a global
leader in workplace excellence.
2024 commentary
By laying the foundation of
Coats for Her Programme and
consistently nurturing it, we
have confidently hit our 2026
target well ahead of schedule.
The female representation
in senior leadership roles
rose from 23% in 2023 to
30% in 2024, reflecting our
commitment to advancing
gender equity and inclusion.
51% reduction
46%
27.4%
87% reduction
99.85%
Performance
Performance
Performance
Performance
Performance
30%
Performance
95%
Performance
2024
111,155
89,712
182,018
2023
2022
2024
46%
35%
31%
2023
2022*
2024
27.4%
27.3%
24.0%
2023
2022
2024
288
1,449
2,296
2023
2022
2024
99.85%
99.83%
99.75%
2023*
2022
2024
30%
23%
19%
2023
2022
2024
95%
87%
86%
2023
2022
40
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Coats Group plc Annual Report and Accounts 2024
Non-financial information statement
The non-financial reporting regulations in section
414CA and 414CB of the Companies Act 2006
require the disclosure of specific information
relating to environmental matters, the Company’s
employees, social matters, respect for human
rights and anti-corruption and anti-bribery
matters, a summary of which is set out below.
Full details of all our policies on these matters
can be found in our downloads section. We are
Participants of the United Nations Global Compact
(UNGC) and are committed to the ten principles
of the Compact, covering Human Rights, Labour,
the Environment and Anti-corruption.
Our Sustainability Report is our formal annual
UNGC Communication on Progress (COP) and
contains fuller information across all of these areas.
The environment
We are highly committed to environmental
sustainability at Coats, and this sits as a central
focus area in our wider ESG strategy. In 2024, the
Science Based Target initiatives approval of our
2050 Net-Zero target signifies our commitment
to limiting global temperature rise to 1.5oC as set
out as a requirement for long-term environmental
and economic sustainability under the Paris
agreement. Decarbonising our value chain to Net-
Zero levels necessitates that we reduce our energy
consumption, transition to renewable energy and
transition away from raw materials derived from
virgin oil-based products. We have commenced
development of our detailed transition plan as
per the Transition Plan Taskforce requirements
and we plan to have this completed in 2025.
Through 2024 we have contracted project work
on two sizeable water recycling projects; one in
Indonesia and the other in Bangladesh and full build
and commissioning of these recycling plants will be
completed in late 2025, supporting delivery of
our 2026 target to increase water recycling rate
by 33% from our 2022 baseline. We recognise the
imperative for water stewardship by conserving and
minimising new water extraction from local water
tables, and we are actively working to reduce our
impact in this area.
Our key policies in this area are our Environmental
and Climate Policies which can be found on
our website. Fuller details of our environmental
performance can be found in our Sustainability
Report. The importance of our environmental
policies and performance is described on page 43.
Both environmental non-compliance and climate
change are considered to be principal risks and
details of our risk evaluations and mitigating
actions are outlined on pages 186 to 188. Our
TCFD statement is set out in pages 182 to 198 and
outlines our approach to responding to the risks
and opportunities arising from climate change.
Our greenhouse gas emissions impact across
Scopes 1 and 2 is assessed monthly with Scope 3
currently assessed on an annual basis. Details of
our emissions disclosures can be seen on page 40.
Effluent quality is considered our key risk in
environmental terms and we real-time on-line
monitor key effluent measures in our large units,
complemented by extensive analytical testing
conducted by external laboratories across all
effluent parameters every six months. Our effluent
quality performance is shown in our KPIs section
on page 40.
Employees
We are committed to providing a safe and respectful
working environment for our employees and other
stakeholders. We aim to have an organisational
culture which promotes inclusion, diversity, belonging,
equal opportunities, personal development and
mutual respect. We aspire that our colleagues will
enjoy being at work and will all contribute to creating
an environment that is free of any discrimination,
bullying or harassment. We seek to promote
physical and mental wellbeing in our workplaces.
Our key people-related policies are our Key People
Principles, our Health and Safety Policy, our Mental
Health and Wellbeing Statement, our World-wide
Employment Standards, our Living Wage Policy
(see page 43), our Ethics Code (see page 43), our
Equal Opportunities Statement and our Speak Up
(Whistleblowing) policy (see page 43). All of these can
be found on our website. Targets and performance
on our people policies is described on page 40
of this report and in our Sustainability Report.
Principal risks related to this area are the failure to
attract, retain and develop diverse and inclusive talent
and capability given business changes, growth in new
areas and labour availability, and the risk of serious
health and safety incidents. These risk evaluations
and mitigations are described on pages 50 to 56.
Human rights
Coats is committed to protecting the Human
Rights of our employees and those working in
our supply chain. We fully support the United
Nations (UN) Guiding Principles on Business and
Human Rights in our operations, and we uphold
the UN Declaration of Human Rights and the
Conventions on the Rights of the Child, the core
International Labour Organisation (ILO) Conventions
and the Organisation for Economic Co-operation
and Development (OECD) Guidelines for Multi-
national Enterprises and the related Due Diligence
Guidelines for the Garment and Footwear Sector.
Our most recent human rights risk assessment
was carried out in 2023 and our Group Internal
Audit (GIA) team include aspects of Human Rights
assessment in their regular audit programmes.
Details on the outcomes of our GIA audits in this
area are included in our Sustainability Report on
page 66.
GIA audits in the year confirmed a number of
controls are operating effectively and identified
no catastrophic risk findings. Management have
responded to identified issues with comprehensive
and prompt action plans and implementation of
these in the year has reduced the identified risks.
We collaborated with our suppliers to extend our
principles up our supply chain and perform regular
Group Supplier Code audits on suppliers that
are identified as being higher risk. The outcomes
of our Group Supplier Code audits are detailed
in our Sustainability Report on page 64.
322 supplier audits were conducted in 2024, with
90% receiving a good rating and 10% deemed
acceptable with some areas for improvement.
These findings were mainly around improving
systems and processes across a range of safety,
labour, environmental requirements and we
are actively working with all of these suppliers
for time bound corrective action plans.
Our Group Supplier Code has five red flags for child
labour, forced labour, physical/mental abuse, anti-
bribery and corruption, and minimum wage as per
country standards and we have a zero-tolerance
approach to any violations in these five areas.
As a result of our audits, we identified that four
suppliers failed to meet our standards and the
supply arrangements were terminated irrevocably.
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Our key policies on human rights are our World-
wide Employment Standards and our Group Supplier
Code, and these can be found on our website.
Further details on performance in this area can
be found in our Sustainability Report and in our
Modern Slavery Statement.
Social
We connect with broader society via our suppliers
and their workforce, our interactions with local
communities and neighbours, and through the
products we offer to our customers and consumers.
Our Group Supplier Code, described on the
previous page, describes the employment
standards we expect from our upstream suppliers.
There is a risk of non-compliance and reputational
damage here, and the Group Supplier Code audit
programme helps us to mitigate this risk.
In 2024, we continued to deliver on our Coats
Cares programme which sets the foundations
for our community engagement approach and
enables our business units to engage with their
communicates on issues that are deemed important
at a local level. More details on Coats Cares can
be found on page 25 of this report as well as in
the People section of our Sustainability Report.
Our Restricted Substances List (RSL) programme
ensures that our products do not present any risk
to our customers and consumers and is actively
managed with annual updates. Application of our
RSL is a core part of our Group Supplier Code
management as all inputs into our processes
have to be certified as compliant to our RSL
apart from a small number of industrial products
with performance driven exceptions that are
approved at senior management level.
Anti-bribery and anti-corruption
Coats is committed to the highest levels of
ethical behaviour in all of our operations and
has a zero-tolerance approach to any form of
bribery or corruption or unethical behaviour in
our operations and wider supply chains. We have
a rolling programme of raising awareness across
our business under the ‘Doing the Right Thing’
banner and this is underpinned by biennial training
for all key employees (approx. 5,000 in total) in
anti-bribery and anti-corruption, competition law
and ethical behaviour. We have a whistleblowing
system, ‘Speak Up’, that has internal and external
reporting options and where every issue raised
is fully investigated. The outcomes from our
whistleblowing process are detailed on page 107.
Our key policies in this area are our Anti-bribery
and Anti-Corruption Policy, our Competition Law
Policy, our Ethics code, our Gifts and Entertainment
Policy, our Speak Up – Whistleblowing Policy
and our Undue Influence Policy. All of these
policies can be found on our website. The main
risk we are exposed to in this area is of non-
compliance from our upstream supply chain
and the reputational impact that this could have
on us. This is managed proactively through
our Group Supplier Code and associated
Supplier audit programme described earlier.
Other matters
In addition, information required in relation to
the Company’s business model is described
on page 14. Principal risks including those that
relate to matters above are included on pages
50 to 56. Key non-financial KPIs are shown on
page 40 where we describe 2024 performance
against our 2026 sustainability targets.
Non-financial information statement cont.
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POLICY
DESCRIPTION
People
Key People Principles
This statement identifies the range of policies and procedures we have in place
to manage our key people-related issues.
Health and Safety Policy
This policy outlines our commitment and actions for the prevention of injury and
ill health and ensuring health and safety excellence across our business.
Ethics Code
The purpose of the Ethics Code is to ensure that employees across Coats
have a clear understanding of the principles and ethical values that the
Company wants to uphold. It applies to all employees in all Coats Group
companies globally.
Speak Up – Whistleblowing Policy
The policy outlines the reasons for maintaining high standards of ethical and
legal business conduct and describes the procedures for reporting acts which
are thought to contravene these standards. Also outlined are the actions to be
taken by the Company.
Global Employment Standards
As a global employer, Coats strives to follow ethical employment standards
and believes the human rights of its employees are an absolute and universal
requirement. Coats subscribes to the United Nations Universal Declaration of
Human Rights and the Convention of the Rights of the Child.
Equal Opportunities Statement
The Company supports equal opportunities in employment and considers it to
be an integral part of our employee relations policy.
Modern Slavery Statement
(including a statement on
transparency in supply chains)
This statement has been prepared for the year ending 31 December 2023 and is
in accordance with the requirements of the UK Modern Slavery Act 2015 and the
California Transparency in Supply Chains Act of 2010. Furthermore, we support
the United Nations Guiding Principles on Business and Human Rights
throughout all our operations.
Living Wage Policy
At Coats people are at the heart of what we do. We aim to ensure that all
employees receive a wage that is sufficient to afford a decent standard of living
for the employee and their family. We are committed to paying a living wage to
all of our employees.
Governance
Anti-bribery and
Anti-corruption Policy
This policy outlines the control of actual and suspected corruption and bribery
within Coats, and the processes to be followed in the event of actual or
suspected instances of corruption or bribery being discovered.
Gifts and Entertainment Policy
This policy sets forth the rules related to employees accepting and offering gifts,
entertainment, hospitality and meals from and to current customers, suppliers,
joint venture partners, brand representatives and others conducting (or
proposing to conduct) business, directly or indirectly, with Coats.
POLICY
DESCRIPTION
Charitable Donations Policy
The purpose of this policy is to make sure that all Coats’ charitable donations
and sponsorships are aligned with our approach to ‘Coats Cares’, our Code of
Ethics, our Anti-Bribery and Anti-Corruption Policy, our HR policies, as well as
our wider Corporate Responsibility (CR) approach.
Competition Law Policy
This policy supports Coats’ commitment to observing and complying with all
applicable competition laws, rules and regulations wherever it operates around
the world while acting with the highest ethical standards, in an open and
honest way.
Suppliers
Supplier Code
The Group Supplier Code outlines our expectations required of suppliers and
covers labour practices, environmental management, responsible sourcing of
materials and products, and business conduct.
Restricted Substances List
As part of Coats Product Safety programme, we require that all Coats’ suppliers
of raw materials, dyes, chemicals and packaging materials meet the highest
standards appropriate for their end-use. A comprehensive list of restricted
chemicals is revised and reissued to all of our material suppliers every year.
Conflict Minerals Policy
Coats is committed to the responsible sourcing of all raw materials and
purchased goods and we continually review our approach to ethical and
sustainable supply chain management. This policy refers specifically to our
approach to avoiding ‘Conflict Minerals’ entering our supply chain and
supplements our wider supply chain management standards.
Environment
Environmental Policy
We take our responsibility to the environment very seriously and this policy lays
out our approach. Coats senior management has defined objectives and targets
to ensure that we deliver on this policy and additional details on progress can
be found in our Sustainability Report.
Climate Change Policy
We are committed to doing what we can to limit the impact of climate change
and will always follow the scientific consensus on future impacts in assessing
how to address this challenge.
Our policies
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Stakeholder engagement
Cultivating and maintaining constructive relationships with our stakeholders is part of our
culture. Effective communication in these relationships is critical to the fulfilment of our
purpose and essential to the delivery of our long-term strategic ambitions.
On the following pages we summarise who our key stakeholders are, our approach in 2024 and the insights
we gained. The Board’s engagement with stakeholders is both direct and via management reporting to the
Board on stakeholder engagement, the importance of which is embedded throughout our business. In our
section 172 statement, set out on pages 47 to 49, you can read about how the Board and management
considered certain insights gained from our stakeholders to make informed decisions that consider and
address any differing needs and priorities, while ensuring the appropriate focus on strategic and cultural
outcomes. Read more about why we consider these stakeholder groups to be important to the delivery of
our strategy in our business model section on page 14.
CUSTOMERS
Our global footprint provides unrivalled
access to markets and customers. We
want to work together proactively with our
customers to deliver additional value.
Our approach in 2024
During the annual away week visit to China, the
Board met with and toured the facilities of a key
customer. They also received a detailed overview of
the business environment and market in China (you
can read more about the away week on page 73).
At the annual strategy day, the Board and
management discussed deep dives into the Indian
and Indonesian markets, and considered insights
into customer behaviours, opportunities and
priorities. The Board also received a detailed review
of key customers on a divisional basis as part of the
recurring annual deep dives into the Apparel,
Footwear and Performance Materials divisions as
presented by their respective leadership teams.
In addition, the Executive Directors and
management provided regular business updates at
Board meetings throughout the year. This enabled
us to quickly identify changing consumer trends
and, where appropriate, respond to these. David
Paja also shared his insights following his
interactions during his induction. The Board were
briefed on the developments in ShopCoats and
Tech Connect and how these had improved the
customer experience.
What we believe matters to customers
Our engagements reveal that our customers continue
to be attracted and retained by our ability to offer and
OUR STAKEHOLDERS
develop innovative and sustainable solutions using
our technology.
They appreciate our ability to manage delivery times
during periods of supply disruption and a stable
supply chain remains a priority. Our customers
continue to seek competitive pricing combined with
exceptional service and support levels. Enabling
quicker access to information and facilitating greater
efficiency in ordering increases effectiveness for our
customers and should continue to be a focus.
Ensuring that our footprint and asset utilisation
remains optimised, as discussed at the annual
strategy day, helps us to position ourselves to meet
the increasing demands of our customers.
SHAREHOLDERS
Coats maintains and values regular
dialogue with shareholders throughout
the year, so that they can more accurately
assess our value and the opportunities and
risks of investing in our business.
Our approach in 2024
There is regular engagement between our investors
and the Group CEO and the Group Chief Financial
Officer through the Investor Relations schedule of
events, which includes conferences and roadshows.
David Paja also met with a number of key investors as
part of his induction programme. In September 2024,
a group of our shareholders, analysts, bankers,
advisors and brokers visited our Footwear operations
in Germany and their feedback was shared with the
Board. The Senior Independent Director consulted
with key investors regarding the extension of the
EMPLOYEES
ENVIRONMENT
CUSTOMERS
COMMUNITIES
SHAREHOLDERS
SUPPLIERS
See page 45
See page 45
See page 44
See page 46
See page 44
See page 46
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Chair’s tenure. Further details about this process are
set out in the Nomination Committee report on page
85. The Board all attended the AGM held in May and
were available to answer questions from investors.
An Investor Relations update is provided at each
Board meeting, which provides details of investor
trends and feedback as well as details of planned
engagements. In 2024 there were various Board
sessions provided by the Company’s brokers and
advisors detailing how the Company is perceived
and valued and what investors were looking for
the Company to do next. Additionally, the Board
carefully considered the progressive dividend policy
when deliberating in relation to the interim and final
dividend levels, noting the importance of returns
to shareholders.
What we believe matters to shareholders
Investors reacted positively to our Group CEO
succession process and to the final de-risking
of our UK pension scheme. Our strong corporate
governance, as highlighted in our performance
in ESG surveys, continues to be important as is
the focus on shareholder returns through our
progressive dividend policy.
Regular conversations with both existing and
prospective investors allow the Company to share
timely information on key strategic and operational
matters and gain insights into how these align with
investor expectations. Investors appreciated being
consulted on our Chair succession plan as well as
having the opportunity to meet David Paja when
he became Group CEO. Offering site visits allows
investors to directly experience our operations
and better understand our value proposition and
business approach. Executive remuneration remains
an area of focus for many investors.
Investors continue to value our sustainability and
DEI-related ambitions, recognising the importance
of our culture in achieving our goals. The continued
focus on overall cost efficiency and on footprint
optimisation have been positively received.
EMPLOYEES
Our 16,000+ permanent employees are
at the heart of making our business a
success and we recognise that listening to
and engaging with our people is essential to
our continued success.
Our approach in 2024
David Paja visited 25 of our sites across 13 countries
as part of his induction, interacting directly with
employees at every level of the business. Fran
Philip conducted a successful programme of
engagement in her role as Designated Non-
Executive Director for Workforce Engagement
including meeting directly with groups of employees
and joining global diversity calls. You can read
more about Fran’s work during 2024 on page 74.
During the visit to China in October 2024, the
Board toured several of our local facilities and
attended various events with local employees
including the 20th anniversary celebration of
our Shenzhen site as well as other presentations
and social events (you can read more on page
73. Board members also had the opportunity to
participate in the Global Leadership Conference
and interacted with the other attendees during all
of the working sessions and social events as well
as at the factory tour. A number of employees have
also presented to the Board at Board meetings in
2024 covering topics such as the divisional deep
dives and the various areas covered at our annual
strategy day, including sustainability and talent.
Ensuring that our desired culture has been
embedded into our divisions has continued to
be a priority for the Board and it has accordingly
continued to monitor metrics relating to culture
and diversity at every Board meeting. At both the
Board and the Nomination Committee, there were
discussions regarding succession and development
opportunities and employee insights were used
to inform talent planning. The Remuneration
Committee conducted its annual review of
remuneration levels of all employees. The Chief HR
Officer provided various updates throughout the
year across various topics, including the insights
from the annual Your Voice Matters survey, as well
as providing updates on the Coats for All and Coats
for Her initiatives. Regular reviews of the results of
Great Place To Work® surveys were also presented.
People updates continued to be discussed as part
of the divisional deep dives.
Additionally, the Board was updated on the action
taken to provide support and keep our people safe
when natural disasters impacted our sites.
What we believe matters to employees
Our culture, characterised by our employees’
collaborative and ‘can do’ attitude, is key to attracting
new, and retaining existing, talent. Employees continue
to value the prioritisation of health and safety and well-
being, the latter as part of Coats Cares. The growing
impact of DEI-initiatives as part of the Coats for All and
Coats for Her programmes continue to be appreciated
with employees showing enthusiasm for even greater
development. Our employees remain passionate
about our sustainability agenda and are committed
to continuing to support our ambitions in this area.
Employees valued the communication and
programme of engagement that accompanied
the Group CEO succession process, appreciating
the opportunity to provide direct feedback to the
outgoing and incoming Group CEO.
The increased focus on simplification and
standardisation, which has followed the move to the
divisional structures, has been welcomed but there
is a desire for further progress in this area.
ENVIRONMENT
Coats is working proactively with
customers and suppliers to help them
improve the sustainability of their products,
and to minimise the environmental impact of
our industry.
Our approach in 2024
Environmental metrics are presented at every
Board meeting and progress is tracked across
key performance measures. Communication on
environmental issues is tracked and escalated as
appropriate within the Group, with relevant updates
being provided to the Board on key environmental
issues. The annual divisional deep dives
presented at the Board consider environmental
and sustainability performance and innovation.
There was a detailed discussion of our sustainability
strategy at the annual strategy day. This included
the Board considering the perspectives of all
our stakeholders, our progress on our previously
communicated 2050, 2030 and 2026 targets
and the considerations for both our energy and
materials transition journeys
Stakeholder engagement cont.
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(read more in our Sustainability Report online
(www.coats.com/sustainability)). Additionally,
the impact of current operations on our
environmental footprint and how these could be
further reduced formed part of the discussion
relating to asset utilisation.
The Sustainability Committee composition was
reviewed and expanded to include the divisional
CEOs and Group Sustainability Director. It met twice
and considered inputs from a range of stakeholders
as well as monitoring current performance against
targets and reviewed the detailed plans to achieve
these. Updates were also provided on the Group’s
preparations to meet the upcoming Corporate
Sustainability Reporting Directive (CSRD)
requirements and, in particular, on the progress
relating to the CSRD double materiality assessment,
which will determine the material topics on which
Coats will have to make future disclosures.
The Audit and Risk Committee (ARC) continued its
review of sustainability reporting which resulted
in the publication of assurance on this data in this
Annual Report. You can read more about this
process in the ARC report on page 77.
What we believe matters to the environment
Helping to make a better more sustainable world is
part of our purpose. Our engagements with all of
our stakeholders confirm that sustainability, and the
need to further reduce our environmental impact,
continues to be a key priority. Our results in ESG
surveys show our considerable progress but also
confirm that there is more to do. The Board will
continue to ensure strategic planning is aligned
to meeting our environmental goals.
A key focus of the Board and its Committees
has been the upcoming changes to legislation,
regulation and best corporate governance practices
in 2024. The global regulatory and reporting
environment continues to develop globally and
at pace. Our commitment to sustainability and
corporate responsibility has prepared us well for
these forthcoming changes but we will have to
continue to be proactive and ambitious to meet
increased stakeholder expectations.
COMMUNITIES
We operate in over 50 countries
across six continents. By empowering
people and championing inclusion and
diversity, we can help build thriving
communities and strengthen our business.
Our approach in 2024
The Board and the Nomination Committee discussed
the various initiatives and development opportunities
taking place as a result of Coats for All, Coats for Her
and Coats Cares programmes at various times
throughout 2024. The annual divisional deep dives
included a variety of sustainability and people-related
topics, including DEI matters, and there were regular
reports on macroeconomic and sociopolitical events
provided to the Board. The Board also reviewed our
Health and Safety dashboard at every Board meeting,
which includes metrics relating to commuting
incidents and also sets out our commuter safety
initiatives including training requirements.
As part of the visit to China in October 2024, the
Board were able to directly interact with people living
in the areas in which we operate as part of their visits
as well as hearing about the effect that our
operations have locally in terms of opportunity
and investment.
In 2024, the Board continued to assess the impact
of the changes to the location of our operations
when considering consolidation and closure
proposals. More details of our activities can be
found in our Sustainability Report online
(www.coats.com/sustainability).
What we believe matters to communities
We understand the impact of our business on local
communities and economies, both for our workforce
and those in the areas in which we operate. People
continue to want access to skills development and
employment, in an organisation that promotes DEI and
is committed to doing business in the right way.
Communities continue to demand that environmental
impact continues to be meaningfully reduced and
that resources are used responsibly.
SUPPLIERS
Our suppliers do not just supply goods
and services to us. They are true
partners throughout our processes and
aligned to our requirements on compliance,
quality, sustainability and innovation ethos.
Our approach in 2024
The Board considered insights from suppliers as
part of the annual divisional deep dives, which
included consideration of supply chain issues and
trends. Discussions relating to India and Indonesia
were held as part of the annual strategy day and
there were insights into supply trends and potential
future risks and opportunities. These themes were
also considered as part of the various discussions
held by the Board during the visit to China.
The Board considered the risk of ‘supplier non-
performance, unavailability and/or price increases
of raw materials, labour and freight and/or logistical
challenges’ and temporarily reclassified the risk
trend as increasing in July 2024 as a result of the
ongoing Red Sea-related disruptions. Following a
period during which the situation stabilised, and also
as a result of freight suppliers increasing their freight
capacity in response to the Red Sea-related
challenges, the Board then decreased the risk trend
to stable in December 2024. The Board reviewed all
key supply contracts in line with the Group’s
Delegated Authorities Policy.
Supplier-related items remained a focus for the ARC
with the annual review of supplier payment terms,
and regular reporting on compliance and training
relating to the Group Supplier Code. The ARC
shared these insights with the full Board. You can
read more about the ARC’s work in this area on
page 78.
What we believe matters to suppliers
Reliable and ethical supply chains are essential
for serving our customers and maximising overall
shareholder value. We believe that suppliers value
our mutually beneficial relationships, and continue
to prioritise fair contracts and payment terms.
Sustainability credentials and our continued focus
on innovation both attract new, and work to retain
existing, suppliers. Our Group Supplier Code
provides clarity on our expectations of suppliers,
and what will happen if these expectations are not
met. As global uncertainty continues, supply chain
management and strong relationships continue
to be critical.
Stakeholder engagement cont.
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Section 172 of the Companies Act 2006
requires the Directors to promote the success
of the Company for the benefit of the members
as a whole, having regard to the interests of
stakeholders in their decision making (S172
Factors). When making decisions, the Board
recognises the importance of considering the
needs and priorities of our stakeholders to
help determine what is most likely to drive
sustainable value creation over the longer term.
The ways that the Board has engaged with our six
groups of stakeholders are outlined on pages 44 to
46, including what was learned as a result of this
engagement. The Board understands the value of taking
into account the views of stakeholders and the impact
of the Company’s activities on local communities,
the environment and the Group’s reputation.
Our purpose, strategy and culture
– Coats’ purpose – to connect talent, textiles and
technology to make a better and more sustainable
world – shows our stakeholders are central to our
decision making.
– The Board is responsible for setting and overseeing
the Group’s culture, and for the Company’s purpose,
strategy and values. The Board’s knowledge and
understanding of the Company’s stakeholders, and
their respective priorities and interests, is central to
discharging these responsibilities, and supports key
aspects of its decision‑making.
– The Board believes that our culture, values and
high standards of business conduct all contribute
to long-term value creation for our stakeholders.
The importance of maintaining our reputation for
‘doing the right thing’ is well understood.
– The Board, together with the Audit and Risk
Committee, monitors the critical areas of governance
and compliance, including considering these
areas in relation to our broader supply chain,
and discusses interventions with management
where required.
Balancing the needs and priorities of our stakeholders
– The various interests of stakeholders are
considered in the business decisions we make
at all levels of the organisation.
– At times, the Board has to make decisions based
on balancing the differing interests of, or impacts
on, our stakeholders, while ensuring they are in
the best interests of the Group. The Board is able
to probe, challenge and debate the various
stakeholder-related factors, to ensure any differing
views and outcomes are taken into account.
– The diversity of skills, knowledge and experience
amongst our Board assists debate and results in
the provision of strategic guidance and informed
decision-making that considers the various needs
of our stakeholders.
– Our leadership is appropriately contactable at
and in between meetings to allow the timely
provision of sensitive information and feedback
when required.
The right inputs – Board information and monitoring
– Board papers identify the key stakeholder groups
for matters under discussion.
– Assurance is sought as and when required.
– There are consistent Group-wide governance
and reporting structures.
– Appropriately timed updates on actions and
implementation are tracked and provided to the
Board to ensure timely delivery or adjustment
in the event that priorities or needs change.
Specific examples of Board decision making, including how stakeholders were considered and further
examples of how their input contributed to the outcomes, are shown on pages 44 to 46. Other information
considered by the Board during 2024 relating to the S172 Factors is set out below:
Section 172 statement
S172 Factor
Relevant disclosures
(a) The likely
consequences
of any decision
in the long-term.
– Chair’s statement (pages 5-6)
– Group CEO’s statement (pages 7-8)
– Strategy (page 13)
– Business model (page 14)
– Sustainability (pages 15-16 and TCFD disclosures (pages 182-198)
– Principal risks and uncertainties (pages 50-56)
– Long-term viability statement (page 57)
(b) The interests of
the Company’s
employees.
– People and culture (pages 21-26)
– Business model (page 14)
– Division updates (pages 27-38)
– Key performance indicators (GPTW® certification, page 40)
– Stakeholder engagement (page 45)
– The Board and culture (page 74)
(c) The need to foster the
Company’s business
relationships with
suppliers, customers
and others.
– Business model (pages 14)
– Division updates (pages 27-38)
– Stakeholder engagement (pages 44-46)
– Principal risks and uncertainties (pages 50-56)
– Operating review (pages 58-60)
(d) The impact of the
Company’s operations
on the community and
the environment.
– Stakeholder engagement (pages 45-46)
– Sustainability (pages 15-16)
– Principal risks and uncertainties (pages 50-56)
– Directors’ report (SECR disclosures, page 108-109)
– TCFD disclosures (pages 182-198)
(e) The desirability of the
Company maintaining
a reputation for high
standards of business
conduct.
– People and culture (pages 23-26)
– Non-financial information statement (pages 41-43)
– Principal risks and uncertainties (pages 50-56)
– Audit and Risk Committee Report (pages 77-82)
– Whistleblowing (page 107)
(f) The need to act fairly
as between members
of the Company.
– Stakeholder engagement (pages 44-45)
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Examples of Board decision-making during the year and S172 Factors considered
Stakeholder considerations
Pensions
Continuing the progress achieved in relation to the UK Pension Scheme (Scheme)
in recent years, in September 2024 the Board announced its decision to provide up
to c.£100 million ($128 million) of additional funding from the Group to facilitate the
purchase of a c.£1.3 billion ($1.7 billion) bulk annuity policy by the UK Pension Trustee
(buy-in). As a result of the buy-in, all the financial and demographic risks relating to the
Scheme’s liabilities are now fully hedged, with this new bulk annuity policy, along with
the previous policy purchased, paying the Scheme a regular stream of income that
matches its pension payments to all members.
EMPLOYEES
SHAREHOLDERS
The Board considered the significant benefits of de-risking the Scheme for both current and future pensioners
and removing volatility and uncertainty for our investors.
The Board also noted that permanent cessation of deficit repair contributions would result in a c.£30 million
per annum benefit. The free cash flow generation had been well received by investors, both in terms of the
ability of the Company to reinvest those cash flows to compound growth or provide additional returns to
shareholders. The Board considered investor feedback in relation to previous pension actions.
Operational footprint changes in 2024 (changes in manufacturing locations)
The Board continued to consider the footprint of the organisation to ensure that this
remained optimised to meet the ongoing needs of the Group and its stakeholders. In
particular, during 2024, the Board approved the relocation of production of certain of
the Group’s products to move these closer to customers and to maximise utilisation
of existing facilities. This included optimising the Performance Materials footprint in
North America to align to latest industry demand trends, the consolidation of Footwear
sites in Europe, and the expansion of our Indonesian operations to align with Footwear
customer growth.
COMMUNITIES
CUSTOMERS
EMPLOYEES
ENVIRONMENT
SHAREHOLDERS
When considering the opportunities and challenges arising from further optimising the footprint of the
business, Directors recognised Coats’ strategic aim to bring operations closer to customers and the potential
impacts on new and existing suppliers. The Board also considers the insights provided from meetings and
engagements with customers and suppliers, as attended by Directors or presented in the divisional deep
dives, when making decisions.
The Board is aware that changing the location of where we do business can have significant impacts on the
employees and the communities in which we operate, especially when decisions result in us exiting an area
and the impact on that local economy. Accordingly, the Board considered the wide-ranging impacts resulting
from the closures and relocations, including discussions relating to the closure of the Performance Materials
site in Toluca, as well as the potential effects on the local economy and, in particular, any reduction in local
opportunity and relocation possibilities.
Moving operations closer to customers can result in environmental benefits as the supply chain is shortened
and this was considered as a contributor to our ambitious sustainability targets. The Board continues to focus
on having the right range of product solutions manufactured in the right way in the right location. These were
considered by the Board, for example, in relation to the location of the new Footwear structural component
factory in Indonesia, which was strategically located to be close to customers.
The Board remained mindful of the positive reception from investors to the range of self-help initiatives
undertaken to help the Group continue to manage it cost base during the continued period of
economic uncertainty.
Section 172 statement cont.
BOARD DECISION-MAKING DURING THE YEAR
SUPPLIERS
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Examples of Board decision-making during the year and S172 Factors considered
Stakeholder considerations
Financial considerations including dividend payments
The Board approved the 2024 Group’s budget, which sets the allocation of capital
to deliver our strategy. The Board considered the current global economic and
geopolitical circumstances and the Group’s short to medium-term priorities. During
the year, there were also detailed considerations of the level of both the interim and
final dividend based on a full assessment of the Group’s position considering, amongst
other factors, pensions de-risking and the Group’s market share gains. The Board also
considered the refinancing of the Revolving Credit Facility agreement and the issuance
of an additional $250million USPP.
SHAREHOLDERS
The Board considered the wider interests of its stakeholders, including customers, employees, and
suppliers when setting the annual budget to ensure these remained appropriately balanced with the
need to ensure continued delivery of growth and the protection of shareholders’ interests. The Board
understands the importance of regular returns to shareholders and the need for equitable treatment of
our shareholders. Feedback received regarding the Group’s progressive dividend policy supports this.
Board and leadership changes
A key area of Board focus during the year related to the various succession-related
activities that were planned and implemented during the period under review.
The Nomination Committee and Board acted to identify and appoint David Paja as
an Executive Director and Group CEO designate to succeed Rajiv Sharma, who
stepped down from the Board as part of a mutually agreed succession process.
A comprehensive selection process, supported by external advisors, was undertaken
and resulted in the announcement of the outcome on 30 May 2024, and David
succeeded Rajiv as Group CEO on 1 October 2024.
On 7 January 2025, the Company announced the appointment of Hannah Nichols as
an Executive Director and Group Chief Financial Officer designate with effect from
24 April 2025. Hannah will succeed Jackie Callaway as Group Chief Financial Officer
at the conclusion of the 2025 AGM, at which time Jackie will step down from the Board
as part of a mutually agreed transition process.
The Board provided input into the process that led to the appointment of Pasquale
Abruzzese as CEO, Performance Materials Division and Group Chief Operations
Officer with effect from 13 January 2025 following Soundar Rajan’s retirement from
the business on 31 December 2024. During the year, the Board also approved the
appointment of Adrian Elliott as Group Chief Commercial Officer with effect from
1 July 2024. This is in addition to Adrian’s role as CEO, Apparel Division.
EMPLOYEES
Identifying the correct individuals to act as our leaders, and to complement the overall composition of our
leadership, is essential to promote the success of the Company and maintain effective relationships with
our stakeholders, as well as maintaining our reputation for doing the right thing. In both Executive Director
appointment processes and in relation to the changes to the composition of the GET, consideration was given
to the gender and ethnic diversity of our leadership team.
The Board considered David Paja’s proven track record in scaling new technologies and delivering profitable
growth, as well as his extensive leadership experience across a number of complex and fast-changing
industries, managing operations in the UK and globally, leadership skills and relevant industry experience.
The Board considered how these would assist the delivery of the Company’s strategic ambitions and the fit
with stakeholder expectations.
The Board considered Hannah Nichols’s extensive financial expertise, considerable international experience
and track record of driving transformational change, when considering stakeholder expectations for the
Group’s next Chief Financial Officer.
After careful consideration, the Board concluded that the appointment of David as Group CEO and the
appointment of Hannah Nichols as Group Chief Financial Officer designate, and their appointments as
Executive Directors, would be in the best interests of the Company, its shareholders and wider stakeholders.
When considering the composition of the GET, the Board considers stakeholder expectations and the updates
provided in the divisional deep dives to inform their view of the future skillset required by the Group.
Section 172 statement cont.
SHAREHOLDERS
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Principal risks and uncertainties
Effective and pragmatic risk management drives better decisions, protects our business
and supports our growth.
Risk framework and governance
We strive to ensure that our risk management procedures remain holistic and integrated to support the
making of risk-informed decisions that benefit our stakeholders as a whole. While our processes are well
established and embedded, we embrace a culture of continuous improvement and regularly review our risk
management-related ways of working to ensure these remain robust and fit for purpose in the dynamic and
ever-changing business environment in which we operate.
We employ a ‘three lines of defence’ model to provide a simple and effective way to enhance our risk and
internal controls management processes, and ensure that responsibilities are well defined and supported by
clear reporting processes and delegated authorities. Consistent with this, the Group operates a top‑down,
bottom‑up approach to risk management. A summary of risk management responsibilities across the Group
is set out in the diagram below.
The Board retains overall responsibility for
determining the nature and scope of the Company’s
principal, key and emerging risks, the extent of the
Group’s risk tolerance in the pursuit of its strategic
ambitions, and for monitoring and reviewing
the effectiveness of the Group’s systems of risk
management and internal controls, including the
activities undertaken by the three lines of defence.
The Audit and Risk Committee (ARC) monitors,
oversees and reviews the effectiveness of the risk
management and internal control systems and
processes implemented across the Group and has
confirmed to the Board that these all operated
effectively during 2024. A description of the ARC’s
activities relating to risk management and internal
controls during the year can be found on page 80.
The Group Executive Team (GET) is responsible
for day-to-day monitoring, management and,
where appropriate, mitigation of key risks that
impact the business and receives regular updates
on these from the divisions, risk champions in the
business and Group Internal Audit (GIA).
The Group Risk Management Committee (GRMC)
comprises of all members of the GET and meets
regularly, facilitating timely and responsive
risk assessment and agile action taking.
The divisional management teams are responsible
for monitoring division‑level risk and implementing
and maintaining an effective risk and control
environment as part of day‑to‑day operations, in line
with the Group risk management framework and
internal control systems determined by the Board.
Our risk framework is based around five categories
of principal risks (strategic, external, climate,
operational, and legacy), as well as key and
emerging risks. We use internal and external
data to monitor our risks and make appropriate
interventions. GIA embeds the relevant Group risks
in their audit process, for instance, compliance with
anti-bribery and corruption requirements, the risk
of internal fraud, sustainability-related risks, health
and safety-related processes, and IT/cyber security
controls. GIA then reports on these to management
and the ARC. GIA also reports to the ARC on the
results of the semi-annual risk questionnaire, which
covers topics appropriately aligned to principal
and key risks, to allow the ARC to consider any
exceptions or risks arising from operations.
You can read more about the information
provided by GIA to the ARC on pages 80-81.
Risk registers, tracking our identified risks, are
maintained at unit, divisional and Group level.
GIA reviews the Group Risk Register and unit
and divisional risk registers regularly throughout
the year. These reviews include an assessment
of the risk management practices in divisions
such as the frequency and adequacy of local risk
management committee discussions, the risks
identified and discussed, and the completion
of the actions contained in the risk registers.
Climate-related risks, impacts and mitigating
actions are assessed as part of our Taskforce
for Climate-related Financial Disclosures (TCFD)
which are outlined from page 182 of this report.
First Line
– Divisions
– Enabling
functions
– Senior
management
Second Line
– Risk
management
– Internal
controls
– Compliance
functions
Third Line
– Group Internal
Audit
The Board*
– Identifies which risks are most important for the Group, effectiveness of risk management and reviews the
Group’s risk profile
– Sets risk tolerance in the aggregate and, in particular, for each of the principal risks
– Monitors risk experience
Group Executive Team (GET)
– Responsible for operational delivery of the Group’s
strategy, including day-to-day management of
operations and responsibility for monitoring detailed
performance of all aspects of the Group’s business.
Necessarily, this includes many elements of practical
risk management
Group Risk Management Committee (GRMC)
– Responsible for formulating risk management strategies
and policies and monitoring risk management
throughout the Group
Divisions/Enabling Functions/Senior Management/
Risk Champions
– Responsible for identifying, managing and mitigating
appropriate sets of risks including emerging risks
– Regularly review a broad range of individual current
strategic and operational risks
– Monitors key risk indicators
– Reports and provide feedback to GRMC, GET, Audit
and Risk Committee and the Board
Audit and Risk Committee (ARC)
– Supports Board in monitoring the effectiveness of the
systems of risk management and internal control
– Reviews reports from Group Executive Team (GET),
Group Risk Management Committee (GRMC), Group
Internal Audit (GIA) and the external auditor relating
to effectiveness
Key
Report for
evaluation
Direct and
monitor
*
The Board has appropriate regard for all the factors
set out in S172 of the Companies Act 2006 in its
consideration of risk and other matters. You can read
about this on pages 47 to 49 in the S172 Statement.
Top-down
– Define risk
tolerance
– Monitor
exposure
– Oversight
of risk
management
Bottom-up
– Identify
– Monitor
– Report
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Principal risks and uncertainties cont.
Risk tolerance
We focus on understanding the risks, and their
potential impacts, to appropriately mitigate and/or
leverage risks and related opportunities and ensure
any residual risks are acceptably within our risk
parameters and do not impact business
operations adversely.
The Board, with input from a range of internal
stakeholders, undertook a comprehensive
assessment of the emerging, key and principal risks
facing the Group, along with the risk trends and
levels of risk tolerance for each of those risks using
the four categories set out below. In undertaking
this exercise, the Board has considered the
expectations of its shareholders and other
stakeholders to practically inform the appropriate
level of tolerance. The results of this review will
support the Board’s decision-making during 2025.
Very risk
averse
Where we are very cautious and
seek to minimise the financial
and reputational risk as far as
possible. Mitigation costs are
accepted albeit that they might
exceed the potential loss.
Risk averse
Where we are cautious and
seek to reduce the financial
and reputational risk. Mitigation
actions are proportional and
based on cost effectiveness.
Somewhat risk
tolerant
Where we are willing to take some
financial and reputational risk to
achieve our objectives. Mitigation
actions are again proportional and
based on cost effectiveness.
High degree of
risk tolerance
Where we are willing to take
significant financial risk to
achieve our objectives. Mitigation
involves an active management
of risk-return trade-offs.
Emerging risks
We consider emerging risks as part of our risk
management horizon scanning process and as part of
the everyday management of the business. In addition
to the day-to-day management of such risks, these
reviews consider emerging risk factors identified at
unit and divisional level during the bottom‑up
assessment process and are also informed by
consulting internal and external experts. The emerging
risks identified via these processes are then
considered by the GRMC/GET/Board. During 2024,
potential emerging risks were monitored and assessed
during these review processes, particularly in relation
to technology-related risks and opportunities.
The Board will continue to monitor the evolution of
emerging risks and reassess the landscape at least
on an annual basis, having regard to the processes
described above.
Modern slavery
During the year, the Board approved the Group’s
Modern Slavery Statement. We remain committed
to addressing the potential risks of modern slavery
and human rights abuses, to acting in an ethical
manner with integrity and transparency in all
business dealings, and to investing in the creation
of effective systems and controls across the Group
to safeguard against adverse human rights impacts.
Examples of key risk management actions in 2024
– Succession planning at Board and GET level
undertaken by the Board and its Committees:
Review of succession plans for senior leaders
required careful consideration of talent and
capability-related risks.
– Review of GIA: ARC oversight of the externally
facilitated review of GIA including consideration of
the scope and focus of GIA activities, review of
the short and medium-term audit plans and
agreement of a hybrid resourcing model for the
function culminating in the appointment of BDO
as the co-source partner.
– Internal control environment: Following the
publication of the UK Corporate Governance Code
2024, the ARC oversaw management’s enhanced
focus on our material risks and the further
formalisation and review of our internal control
environment, including both financial and non-
financial controls. This included triangulation with
our other risk management activities including our
Group Risk Register. This will continue to be a focus
in 2025 (see page 80 for further information).
– Creation of new role: A Group Head of Ethics and
Risk role (reporting to the Chief Legal and Risk
Officer) has been appointed to reflect the Group’s
ongoing commitment to the highest standards
of ethics and integrity and the enhanced
management of Group-wide risks and
related opportunities.
– Divisional risk overviews presented at Board and
ARC meetings: Scheduled presentations were
provided by divisional leadership teams and
included a holistic view of risks, covering principal,
key and emerging risks, and gave input on the
steps planned to mitigate these risks and leverage
opportunities where appropriate.
– Cyber security deep dives and simulation exercise
at Board: Cyber security deep dives and a
simulation exercise were undertaken to ensure that
the role of the Board, their decision-making
requirements and stakeholder considerations were
front of mind. The Board also considered the cyber
security maturity level of the organisation.
– AI: The Board receives regular updates on
evolution of AI as part of its training programme
and in line with its ongoing cyber security focus.
Group has AI guidelines for use in relation to
specific AI-related tools (e.g. generative pre-
trained transformers (GPTs)), and these are kept
under review and revised appropriately.
The Board will continue to monitor the usage of
AI internally and externally and approve continued
evolution of internal governance structures in
relation to this.
– Strategic review of industry trends, technology
evolutions, deep dives into key markets and
review of M&A strategy and Talent undertaken at
annual strategy day: Presentations by external
experts, the GET and senior management
provided the Board with a fresh lens to consider
recent evolutions in strategically important areas.
– ESG assurance: The ARC and Sustainability
Committee provided oversight of the preparations
and approach to the external limited assurance
provided on ESG-related data included in this
Annual Report.
– Review of Health and Safety, sustainability,
people, performance, M&A, supply chain, legal
and environmental matters provided at Board
meetings: Regular updates provided to the Board
and its Committees by the GET and senior
management.
– Review of Group’s ongoing insurance programme
by the Board: Regular review to ensure that this
continues to provide an appropriate balance
between retained risk and risk transfer.
Throughout all discussions, risks were considered
both in isolation and also the correlation between
risks and the likelihood of one risk occurring at
the same time as another or even triggering it,
and the potential combined impact of that and any
further mitigating actions that could be taken.
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Principal risks and uncertainties cont.
Our 11 principal risks, along with a summary of any changes to risk descriptions and/or risk trends,
the measures we have put in place to manage and mitigate them or leverage these risks and any
related opportunities, are set out in the table below.
As stated above, the Board will continue to keep the management and mitigation of these principal risks,
as well as the appropriateness of this list and the constantly changing broader risk environment, under
ongoing review.
Principal risk
Action/mitigation
1. STRATEGIC
M&A programme ambition
risk in light of Group’s
increasing ambition in
scale of its acquisition
programme and its ability
to source, satisfactorily
acquire and integrate
suitable targets
– Appropriately skilled and experienced in-house M&A resources co-ordinate and
oversee strategic M&A programme.
– Maintenance of robust and prioritised acquisition pipeline developed, utilising internal
networks and external consultants, with clear acquisition criteria mapped to Coats’
Group and divisional-level strategic goals.
– Relationships developed with potential acquisition targets where practicable.
– Structured and appropriate due diligence undertaken on potential new targets where
permitted and practicable.
– Use of professional advisory firms to conduct thorough due diligence and prepare
robust integration plans spanning across all Group functions.
– Clear accountability and authority limits for initiation and approval of M&A activity are
defined in Group Delegated Authorities Policy and Group M&A Process.
– In-house M&A expertise utilised to operate proven, structured integration process.
– Post-completion, detailed and established integration processes are used to ensure
adequate resources are in place, appropriate progress is being achieved in line with
agreed schedule and that anticipated synergies are being realised.
– Regular updates provided to Board on all M&A activities including identification
of opportunities, transactional progress and integration.
Risk trend
Link to strategy
– Accelerate profitable
sales growth
– Transform the business
– Create value
Principal risk
Action/mitigation
Risk of ever-increasing
customer product and
sustainability expectations
and Group’s continuing
ability to meet and exceed
those expectations as part
of its strategic growth and
sustainability ambitions
– Regular engagement with customers undertaken at all levels within Group via well-
established lines of communication across various platforms.
– Continued monitoring of trends that have potential to change our industry undertaken
at both Group and divisional level, which are tracked and escalated where required via
well-established reporting processes.
– Regular review and maintenance of customer-centric operational footprint to ensure
enhanced productivity and responsiveness resulting in continuous improvement and
speed of delivery. In 2024, a new Footwear structural component factory opened in
Indonesia, strategically located to customers, with a focus on continued innovative,
efficient and sustainable manufacturing practices. Our recently opened customer
experience centre in Vietnam aims to inspire collaboration and innovation.
– Monitoring and ensuring an agile supply chain.
– Establishment of cross-Divisional Commercial Leadership Group to drive enhanced
customer value creation and market focus.
– Laser focus on customer service and quality to ensure globally consistent, superior and
safe products resulting in reliability to facilitate superior partnering.
– Notable development of sustainability-led innovations to drive progress towards
2030 sustainability-related goals with launch of products such as Rhenoprint RP 5.0
technology, Gotex Xtru tapes, Imperfirm Fuze™ and FlamePro Splash in 2024.
– Strategic investment in capabilities and talent in our four global innovation hubs, which
focus on effectively anticipating and addressing customer needs across our divisions.
– Introduction of new Group Senior Vice President of Innovation who will maintain a
differentiated innovation roadmap across all divisions and build on our world-class
technical capabilities in collaboration with our Divisional CEOs.
– Continued focus on development and enhancement of customer-facing software and
proprietary applications to better support their needs. Coats Digital continues to
enable customers to optimise, connect and accelerate business critical processes
seamlessly. ShopCoats helps customers manage their orders digitally assisted by new
technology such as our new phone app. We have also developed Coats WeChat Store
and expanded TechConnect to new markets. Coats Seamworks continues to be
industry standard for thread calculations in apparel industry.
Risk trend
Link to strategy
– Accelerate profitable
sales growth
– Create value
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Principal risks and uncertainties cont.
Principal risk
Action/mitigation
1. STRATEGIC CONTINUED
Risk of failure to develop
diverse and inclusive set
of talent and capability to
ensure robust succession
planning for critical roles
in organisation given ever-
evolving business and
external environment*
*Risk description has been
refined in 2024 to (i) remove
references to attracting and
retaining talent and (ii)
include reference to
developing successors
for critical roles
– Review of succession plans for senior and critical roles regularly discussed at both
GET and Board meetings and succession KPIs determined.
– Internal talent review conducted by GET to identify high-potential individuals and
agree action plans for development. These are discussed at least annually at
Nomination Committee and Board. Variable pay incentives in place, benchmarked and
overseen by Remuneration Committee and aligned to both Group and individual
performance. Individual performance appropriately calibrated to ensure fair and
appropriate outcomes.
– ‘Grow Ready’ programme introduced outlining annual talent cycle with regular talent
reviews and discussions and ensuring talent calibration at all levels.
– Formal performance cycle with clear objectives and individual development plans,
including formal learning and experience learning opportunities, being agreed
between each employee and their leaders.
– Investment in internal and external talent to strengthen capability in key roles,
develop future leaders and drive internal career progression.
– Recruitment policy maintained and clearly communicated throughout Group.
– Employee engagement continues to be key part of HR strategy. Partnering with
Great Place To Work® organisation, and review of internal employee surveys/feedback,
provides 360 degree feedback and allows action plans to be developed to address
key themes. Actions are tracked and updates are provided to Board annually.
In 2024 Coats was recognised as best workplace in Manufacturing and Production by
Fortune and is now certified by Great Place To Work® across 22 countries (covering
95% of our workforce).
– Regular cultural monitoring and people driven initiatives (you can read more about
these programmes on page 24) continued in 2024 which focussed on recognition and
appreciation; belonging and DEI; wellbeing; philanthropy and appropriate flexibility for
individual roles.
Risk trend
Link to strategy
– Accelerate profitable
sales growth
– Transform the business
– Create value
Principal risk
Action/mitigation
2. EXTERNAL
Economic and geopolitical
risk arising from significant
macro-economic and
demand uncertainty –
across both key Asian and
developed markets –
including risk to free trade
conventions and risk of
tariffs and retaliatory
actions leading to decrease
in consumer confidence
and spending – as well as
global inflationary pressures
and ongoing geopolitical
developments*
*Risk description has been
refined in 2024 to refer to
risk of tariffs and retaliatory
actions in light of potential
political developments
– Group-level and divisional-level strategic analysis and scenario planning undertaken
utilising well established modelling processes. Review of local and global key business
factors to reflect impacts of any potential changes in external environment, including
potential for changes in global tariff arrangements.
– Appropriate use of external consultants, data sources and systems to supplement and
inform internal review findings, including stress testing.
– Regular and timely updates provided to GET and Board to enable informed
strategic decisions.
– Continued review of potential strategic levers including cost base efficiency. Group
portfolio / footprint remains under review with decisions taken to further enhance our
strategic positioning.
– Continued focus on differentiation from competitors, and enhancing the value we
deliver to our customers, through (for example) consistency and quality as well as
innovation and sustainability.
– Central hedging and currency monitoring take place to manage volatility which
arises. Bank financing is readily available to Group, with comfortable liquidity and
covenant headroom.
– Strength of our global business, ability to flex production and active global supply
chain management allow operational processes to be maintained despite volatility.
– Strong customer relationships built on long-term partnerships are supported by local
operations, technical excellence and quality.
– Regular monitoring of legal and regulatory matters at both Group and unit level.
Consultation with external advisors where necessary.
– Appropriate insurance cover in place to mitigate the financial impact of certain types
of risk.
Risk trend
Link to strategy
– Accelerate profitable
sales growth
– Transform the business
– Create value
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Principal risks and uncertainties cont.
Principal risk
Action/mitigation
2. EXTERNAL CONTINUED
Risk of cyber incidents
leading to corruption of
applications, critical IT
infrastructure, compromised
networks, operational
technology and/or loss
of data
– Cyber Security Team responsible for all aspects of security across Coats’ global
organisation and is appropriately resourced.
– Cyber Security Steering Committee in place to oversee strategy and plans, provide
investment support and monitor progress throughout the year. GRMC, ARC and Board
review progress at regular intervals.
– Established Group-wide control areas, supported by maturing controls, including
Endpoint Detection and Response; Internet Security Protection; Email Security
Protection; Education and Awareness programmes; and Identity and Access
Management processes and procedures. These processes and solutions allow
proactive real-time monitoring and identification of potential threats to enable these
to be removed/mitigated.
– Continued education of employees and protection of key systems ensures business
continuity and reduces potential impact of future threats.
– Two cyber security deep dive sessions presented at Board meetings in 2024 providing
detailed insights into cyber security and Board also participated in simulation exercise
to review and test protocols.
– Group cyber security maturity rating increased against NIST Cyber
Security Framework.
– New controls introduced during 2024 included strengthening of email defences,
protection of key accounts and systems, and secure third-party support. These will
continue to mature through 2025.
– Focus areas for 2025 include Advanced Network Security, Advanced Internet
Protections and Enhanced Vulnerability Management.
Risk trend
Link to strategy
– Transform the business
Principal risk
Action/mitigation
Risk of supplier non-
performance, unavailability
and/or price increases of
raw materials, labour and
freight and/or logistical
challenges causing major
disruption to Coats’ supply
chain and/or reputational
damage as result of non-
compliance with Group’s
ethical standards
– Group continues policy of maintaining strategic supply arrangements to achieve
optimal balance between cost and having supply chain localised to production teams.
– Business contingency planning undertaken at Group and divisional level, supported
by regular scenario analysis and continuity planning with any necessary adjustments
to stocking policy implemented to ensure robust and reliable supply chain.
– During 2024, supply disruptions caused by Red Sea crisis were mitigated by activating
alternate supply routes and optimising inventory.
– Monitoring of global geopolitical and macro-economic factors to identify potential
future sources of disruption and enable timely pro-active engagement with key
suppliers to secure required stock and activate alternate freight arrangements.
– Challenges of availability and quality of recycled materials were mitigated through
engagement with both direct suppliers and their feedstock sources to build new
strategic relationships.
– All suppliers have to commit to compliance with our Group Supplier Code as condition
of doing business with Coats, and suppliers with annual spend over defined threshold
and any supplier that falls under high-risk category have to undergo mandatory on-site
supplier audits.
– In person and virtual workshops held with suppliers to provide further training to
enhance understanding of, and ensure compliance with, Group Supplier Code.
– Continuation of programme of audits that are targeted at suppliers that have high-risk
profile. On our behalf, Bureau Veritas conducted 261 third-party audits in 2024.
Risk trend
*
* Risk trend has been
decreased from
“increasing” to “stable” in
December 2024 given that
the situation had not further
deteriorated and that freight
suppliers had considerably
increased freight capacity
in response to Red Sea-
related challenges
Link to strategy
– Accelerate profitable
sales growth
– Transform the business
– Create value
54
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Principal risks and uncertainties cont.
Principal risk
Action/mitigation
2. EXTERNAL CONTINUED
Environmental non-
performance risk given
changing standards,
increasing scrutiny,
customer and investor
demands and expectations
and scale of Group’s own
self-imposed standards
and ambitions, creating
commercial, financial and
reputational risks as well
as opportunities
– Continuation of delivery towards 2026 sustainability targets, with 2024 performance
across all metrics fully on track.
– Fully embedded and industry leading restricted substances list ensuring only permitted
chemistry can be supplied to and utilised by any of our manufacturing facilities globally.
– Robust chemical management procedures implemented and maintained across all
operational sites which are complemented with training drills and simulations to
prepare local site teams for real-life scenarios such as chemicals spills and hazard
identification.
– Regional Environmental and Compliance Management structure tracking and
implementing new and updated legislative requirements using subscription-based
environmental software system.
– Permit management system for all permits and licences held in each country where
we operate.
– Annual sustainability assessment conducted by all 32 apparel and footwear
manufacturing units through Higg Facility Environmental Module (FEM). This
assessment tool is specifically designed to assess environmental performance
of manufacturing units within textile industry and comprehensively assesses
environmental management systems, energy and greenhouse gas emissions, water,
waste, wastewater, air emissions and chemicals management.
– Transparent reporting and management of root cause and corrective and preventative
actions for all environmental incidents through use of global software platform.
– All facilities with direct discharge of effluent into natural waterways are equipped with
online analytical monitoring equipment of key water quality parameters ensuring that
local water discharge permit conditions are met as well as ensuring we meet more
stringent effluent standards set by Roadmap to Zero Programme for effluent
compliance.
– Global Business Continuity Plans include environmental emergency preparedness and
response plans. Environmental risks are tracked through our environmental aspects
and impacts management system. Environmental management plans are run through
series of workstreams to ensure key stakeholders have input into their delivery through
define, measure, analyse, improve and control (DMAIC) process.
– Further details on our sustainability strategy can be found in our annual Sustainability
Report (www.coats.com/sustainability).
Risk trend
Link to strategy
– Transform the business
Principal risk
Action/mitigation
3. CLIMATE
Climate change risk arising
from either (i) impact of
failing to sufficiently
address need to
decarbonise Company’s
operations and reduce
emissions (including
potentially as result of
energy security challenges
and ability to access
sufficient renewable
energy in relevant
locations), leading
principally to commercial
and reputational risks and
financial risk of emissions
taxes or other legislative
changes, or (ii) physical
impact of climate change
on company’s operations
and business model and
that of its customers in
textile supply chain
– GET, through Group Sustainability function, has responsibility for overseeing reporting
of environmental data by business, and driving sustainability strategy and climate
change risk management processes. Board and Sustainability Committee provide
strategic oversight and monitor execution of Company’s sustainability strategy and
initiatives. ARC reviews processes for reporting of environmental data externally.
– Maintenance of detailed register of climate-related risks and opportunities, which are
assessed based on their level of materiality and impact over short, medium and long-
term time horizons under different climate scenarios.
– In 2024, approach for assessment of physical climate risks changed from use of in-
house developed models to use of Munich Re Location Risk Intelligence Tool which
enables assessment of a wide range of physical risks for given geo-tagged locations
globally. This assessment was conducted for all of our manufacturing business units
globally, irrespective of their production volume output. Risks assessed included flood
risk, drought stress, extreme heat and precipitation stress.
– In 2024, full approval achieved of 2050 Net-Zero targets from Science Based Targets
Initiative, fully incorporating revised 2019 baseline which includes 2022 acquisitions
of Texon and Rhenoflex.
– Positive progress towards our 2026 Energy target of reducing Scopes 1&2 emissions
achieved, having already exceeded 2026 target having delivered a 51% reduction from
2022 baseline, versus set target of 22% reduction. Good progress maintained in 2024
towards 2030 target of 100% electricity from renewable sources, delivering 72% of
green certified electricity in 2024 (up from 54% in 2023 and 29% in 2022).
– You can read more about our sustainability targets in our 2024 Sustainability Report
(www.coats.com/sustainability).
– Quantification and mitigation of climate risks and opportunities continues to be carried
out using TCFD Recommendations as detailed in ‘Recommendations of Task Force on
Climate-related Financial Disclosures’, 2017, with use of additional guidance from
‘Implementing Recommendations of Task Force on Climate-related Financial
Disclosures’, 2021.
– Full details of our 2024 TCFD disclosures can be found in TCFD section of this annual
report (see pages 182-198).
Risk trend
Link to strategy
– Accelerate profitable
sales growth
– Transform the business
– Create value
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Principal risk
Action/mitigation
4. OPERATIONAL
Health & Safety risk –
risk of (i) safety incident(s)
leading to injury or fatality
involving our employees
or other interested parties
such as contractors, visitors,
onsite suppliers, etc. along
with potential resulting
prosecution, financial costs,
business disruption and/or
reputational damage; and/
or (ii) physical and mental
health issues impacting
wellbeing, engagement,
productivity*
*Risk description has been
refined to remove reference
to “talent retention”
– Risk-based management system approach in force in relation to safety and
occupational health to drive continuous reduction in both likelihood and severity
of injury or occupational illness. Hazard identification processes are in place.
– Health and safety subject matter experts at unit level in place to set health and safety
strategy, conduct audit of health and safety controls, and support local efforts.
– Group CEO responsible for health and safety within Group, and provides reports at
every Board meeting to support Board in its oversight of positive and proactive health
and safety culture, with appropriate focus on prevention of injury.
– ‘Coats Safety Circle Programme’ developed to enhance communication and sharing of
learnings from incidents and best practices to facilitate continuous improvement, with
supporting information stored in centralised ‘Coats Health and Safety sharepoint hub’.
– Global programme ‘Energy for Performance’ focuses on four pillars of wellbeing (mental,
physical, social and emotional support). This provides framework for countries to determine
and implement tailored initiatives to meet local needs e.g. mental health seminars and
trainings, exercise programs and support, and other wellbeing focussed activities.
– Global roll-out of hand safety training including bespoke ‘Global Hand Safety Training
program’ (15,703 workers trained in 2024), extensive communications and activities
made during ‘Journey to Zero week’, and an additional 80 hand safety campaigns.
– Key elements of ISO 45001 (international standard for occupational health safety
management systems) are in place including:
– Group hazard identification and incident management system (Intelex).
– Defined Group health and safety standards that serve as baseline controls
to mitigate known hazards.
– Annual targets and objectives are set and monitored in regular reports that are
considered at GET and Board meetings.
– Regular training programmes and inspection programmes are conducted globally
e.g. ‘Dye Machine Audit Program’ provided training to 129 employees in five
workshops supported by audit of dye machines during 2024.
– ‘Top-5 risk’ approach utilised to ensure that sites are focussing on reducing their top
risks. All actions, both preventive and reactive, are prioritised by risk and closure of
top risk actions is priority.
– Audits of both health and safety systems and the hazard controls are undertaken.
– Behaviour management system utilised to influence risk behaviour at Coats’ sites
using artificial intelligence software (Intenseye) and Safety Score increased to 92%.
Risk trend
**
**Risk trend has been
increased from “stable” to
“increasing” due to
increasing manufacturing
volumes as well as our
changing business model,
and moves into new
technologies and
machinery
Link to strategy
– Transform the business
Principal risks and uncertainties cont.
Principal risk
Action/mitigation
Legal and regulatory
compliance risk – risk of
breach of law in relation to
areas such as anti-
corruption, competition,
sanctions, chemical
compliance and ESG
regulatory and reporting
requirements, resulting in
material fine(s) and/or
reputational damage*
* Risk description has been
refined in 2024 to include
reference to (i) chemical
compliance and (ii) ESG
regulatory and reporting
requirements, given ever-
increasing number and
scope of such requirements
– Robust control framework maintained, supported by comprehensive corporate governance
and compliance policies and procedures at both Group and unit level.
– Regular monitoring of legal and regulatory developments at both Group and unit level, with
appropriate consultation with external advisors where necessary. Group policies regularly
reviewed and enhanced to incorporate relevant changes and best practice. Group policies
are translated into the languages most commonly spoken by employees.
– Comprehensive suite of mandatory compliance training modules covering areas such
as Ethics at Work, Anti-bribery, Competition Law, Cyber Security, Data Protection and
Anti-Slavery is maintained in multiple languages. These training modules are
completed by all relevant employees every two years and by all new starters. In 2024,
the modules were relaunched for all employees. Targeted training is provided to
specific groups and functions where additional training needs are identified e.g. trade
sanctions compliance training for commercial teams.
– Specific areas of compliance are highlighted through the global ‘Doing The Right
Thing’ programme, which is led by members of senior management and supported by
local ethics champions. In 2024, this focussed on Anti-Harassment, Anti-Bullying and
Anti-Discrimination, Health and Safety and Trade Sanctions Compliance.
– During 2024, key Group policies and procedures, including Anti-Bribery and Anti-
Corruption Policy, Competition Law Policy and Ethics Code, were refreshed.
Additionally, customised communications and specialised training were provided
to teams within each division.
– All potential customers and vendors are required to pass sanctions compliance checks
before any transaction can proceed.
– Each unit completes semi-annual compliance review checklist, with any deviations
being reported to GET/GRMC and ARC.
– GIA include regulatory and policy compliance as part of their audit remit. During 2024,
GIA completed ten market audits.
– Dedicated whistleblowing email address and confidential, multi-language external
web-based reporting system available in line with Whistleblowing Policy.
Risk trend
Link to strategy
– Accelerate profitable
sales growth
– Transform the business
5. LEGACY
Lower Passaic River legacy
environmental matter
– Board continues to monitor developments very closely.
– Board approves the strategy in relation to Lower Passaic River proceedings.
Risk trend
Link to strategy
– Transform the business
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Long-term viability statement
The Directors have also taken into account a
number of assumptions that they consider
reasonable within these assessments including:
– The assumption that funding facilities will continue
to be available throughout the period under
review: the core US private placement borrowings
are due between 2027 and 2034 and the
revolving facility matures in 2027, with the ability
for two one-year extensions. During the
assessment period it has been assumed that the
US private placement borrowings maturing in
December 2027 are successfully refinanced and
the term of the revolving facility, maturing in
August 2027, is successfully extended;
– The assumption that following a material risk
event, the Group would adjust capital
management to preserve cash; and
– The assumption that the Group will be able
to mitigate risks effectively through other
available actions.
As part of the going concern assessment, the
Directors also considered a reverse stress test
flexing sales to determine what circumstance would
be required to either reduce headroom to zero on
committed borrowing facilities or breach borrowing
covenants, whichever occurred first. As set out on
page 130, the Directors consider the likelihood of
the condition in the reverse stress test occurring to
be remote.
Based on this assessment, the Directors have a
reasonable expectation that the Group will be able
to continue in operation and meet its liabilities as
they fall due over the period of the assessment.
In accordance with provision 31 of the revision of the
2018 UK Corporate Governance Code, the Directors
have assessed the longer term viability of the Group
over the period to December 2027. The Directors’
assessment has been made with reference to the
Group’s current position and prospects, as detailed
in the Strategic Report. This takes into account the
Group’s business model, strategy, approach to
allocating capital and the potential impact of the
principal risks and how these are managed.
The Directors have also considered committed
finance facilities which, following the refinancing
exercises concluded in August and December 2024,
have maturities which range from August 2027
through to 2034.
The Group’s strategic objectives and associated
principal risks are underpinned by an annual budget
and Medium Term Plan process, which comprises
financial projections for the next three years (2025–
2027). The Medium Term Plan represents a common
process with standard outputs and requirements at
the Group level. The Board reviews and challenges
the Medium Term Plan annually. Although this
period provides less certainty of outcome, the
underlying methodology is considered to provide
a robust planning tool against which strategic
decisions can be made.
The Directors consider that the three year period
considered by the Medium Term Plan reflects an
appropriate period over which its business and
investment cycles, as well as its prospects, can be
considered. The Medium Term Plan and the severe
but plausible downside scenarios (as set out below)
both consider the implications of risks around
sustainability and climate change over the three
year assessment period. Longer term implications
and prospects, including both risks and
opportunities, of climate change have been
considered as part of the Task Force on Climate-
related Financial Disclosures report.
The Directors have taken into account the Group’s
current position and the potential impact of the
principal risks set out on pages 50 to 56 as well as
other risks that could crystallise during the medium-
term. The Directors have considered a range of
severe but plausible scenarios that explore the
Group’s resilience to the potential impact of the
principal risks as set out on pages 50 to 56 as well
as other risks that could crystallise during the
medium-term.
After assessing the potential impact of the principal
risks, the specific areas considered as part of the
severe but plausible scenarios include:
– Sales growth is lower than expected throughout
the assessment period, with reduced margins and
cash generation. Lower sales growth could result
from a prolonged industry de-stocking cycle,
lower demand because of macro-economic
uncertainties, escalation in geopolitical tensions,
resurgence of Covid or similar pandemic with
resulting lockdowns and subsequent supply chain
challenges, as well as Coats being unable to meet
customer expectations (including sustainability
targets); and
– Supply chain challenges cause unavailability and/
or price increases of raw materials, labour, freight
and/or logistical challenges causing major
disruption to Coat’s supply chain.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Operating review
Continuing operations
FY 2024
$m
FY 2023
$m
FY 2023
CER 1
$m
Inc / (dec)
%
CER 1
inc / (dec)
%
Revenue
By division
Apparel
770
689
678
12%
13%
Footwear
403
368
368
10%
10%
Performance Materials
328
336
330
-3%
-1%
Total
1,501
1,394
1,377
8%
9%
By region
Asia
964
823
818
17%
18%
Americas
234
246
248
-5%
-5%
EMEA
302
325
310
-7%
-3%
Total
1,501
1,394
1,377
8%
9%
Adjusted EBIT 2, 3
By division
Apparel
151
120
118
25%
28%
Footwear
95
84
84
13%
13%
Performance Materials
24
29
28
-16%
-12%
Total adjusted EBIT
270
233
229
16%
18%
Exceptional and acquisition-related items
-70
-49
EBIT 3
200
184
Adjusted EBIT margin 2, 3
By division
Apparel
19.6%
17.5%
17.4%
210 bps
220 bps
Footwear
23.5%
22.8%
22.8%
70 bps
70 bps
Performance Materials
7.4%
8.6%
8.4%
(120 bps)
(100 bps)
Total
18.0%
16.7%
16.7%
120 bps
130 bps
1. Constant Exchange Rate (CER) are 2023 results restated at 2024 exchange rates.
2. On an adjusted basis which excludes exceptional and acquisition-related items.
3. EBIT (Earnings before interest and tax) relates to Operating Profit as shown on the face of the P/L.
2024 Operating Results Overview
Group revenue of $1,501 million increased 8%
on a reported basis and 9% on a CER basis.
We continued to see the recovery from the
widespread industry destocking in Apparel and
Footwear which was reflected in softer prior year
comparators, partly offset by ongoing weakness in
Performance Materials.
Group adjusted EBIT of $270 million increased by
18% on a CER basis (2023: $229 million on a CER
basis), largely driven by improved revenue
performance and continued benefits from strategic
projects and acquisition synergies. Inflationary
pressures continued to be well managed through
pricing and productivity levers, and we have made
targeted reinvestments in our cost base as our end
markets continue to recover. As a result, adjusted
EBIT margins were up 130bps to 18.0% (2023: 16.7%
on a CER basis), ahead of our stated 2024 Group
adjusted EBIT margin target of 17%.
On a reported basis EBIT was $200 million (2023:
$184 million), after $70 million of exceptional and
acquisition-related items (2023: $49 million) which
predominantly relate to the execution of our
strategic projects, delivery of the 2022 footwear
acquisitions synergies, as well as the recent decision
to right size our North American Yarns footprint to
the medium-term demand trends.
Adjusted earnings per share (‘EPS’) increased by
18% to 9.5 cents (2023: 8.0 cents) and was driven by
our improved operating performance. In addition we
continued to tightly manage our interest costs, tax
charge and profit attributable to minority interests.
Reported EPS of 5.0 cents (2023: 5.2 cents) was
broadly flat year on year due to the higher level of
exceptional and acquisition-related items as we
completed our actions from our strategic project
initiatives and acquisition integration activities.
Exceptional related items are expected to be
significantly reduced going forward due to the
completion of these actions during 2024.
Our Group cash performance was strong with
adjusted free cash flow of $153 million (2023: $131
million) as we returned to normalised levels of
working capital alongside ongoing market recovery.
This cash performance represented a cash
conversion level of 101% (2023: 101%) and reflects
our ability to deliver high quality of earnings, and
cash flow efficiencies, whilst continuing to deliver
top line growth, together with some one-off timing
benefits such as tax payments and VAT receipts.
Our Balance Sheet remains in a strong position, with
net debt (excluding lease liabilities) of $449 million
(December 2023: $384 million), and leverage of 1.5x.
Leverage was flat year-on-year despite the £100
million contribution made to complete the remaining
80% buy-in of the UK pension scheme liabilities
during the year.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Operating review cont.
Footwear revenue increased 10% to $403 million
(2023: $368 million) on a CER and reported basis.
The revenue growth was driven by the normalisation
of customer buying patterns and inventory levels
post the significant destocking cycle seen in 2022
and 2023 (which contributed to weaker comparators
through most of 2024), albeit the recovery profile
has been slightly behind that of the Apparel division,
as previously reported.
Our Footwear division has a focus on innovation and
sustainability, and this year we have introduced new
products and technologies that meet environmental
sustainability criteria, aligned with market and
customer needs. Our combined capability as Coats
Footwear has accelerated this process. Not only do
we have a broad portfolio, but we also have a strong
focus on fast-growth sports and athleisure brands
which attract premium pricing. Our longstanding
partnerships with leading brands enables our
growth to be ahead of the market. We have also
continued to deliver share gains and new
programme wins taking our estimated market share
to 29% (2023 market share 27%), strengthening our
position as a trusted partner for the footwear
industry. We continue investing in dedicated
resources to key brands and retailer and sustainable
innovation capabilities.
Part of the strategic rationale for combining the
three footwear businesses (Coats’ existing Footwear
thread business, Texon and Rhenoflex), has been to
enable cross-selling of our broad range of products
to customers through a single customer-facing
commercial team. We have created a number of
opportunities for complementary offerings, with our
customers seeing the potential to simplify and
Adjusted EBIT of $151 million (2023: $120 million)
increased 28% versus the prior year on a CER basis.
The adjusted EBIT margin was 220bps higher at
19.6% on a CER basis (2023: 17.5% reported),
which is well ahead of our 2024 margin target of
15-16%. This was driven by improving volumes,
alongside continued savings from our strategic
projects, ongoing procurement benefits, and some
foreign exchange gains. Excluding these foreign
exchange gains, underlying margins were
around 19%.
Over the medium-term we expect Apparel to grow
at a 3-4% CAGR, ahead of underlying market growth
at 1-2% with market share gains and new organic
adjacencies driving the outperformance. Continued
market share gains will come from our deep
customers relationships and our position as leader
in sustainability, innovation and digital. We see
opportunities in the China and India domestic
markets with the growing middle class and
opportunities to drive our fashion technology
business Coats Digital. We expect the medium-term
EBIT margin to be >19%.
Footwear
We are the trusted partner to the footwear industry,
shaping the future of footwear for better
performance through sustainable and innovative
solutions. The combination of Coats, Texon and
Rhenoflex makes us a global champion with a
portfolio of highly engineered products with strong
brand component specification, primarily targeted at
the attractive athleisure, performance, and sports
markets as well as structural components for
premium leather handbags (lifestyle).
Apparel
Coats is the global market leader in supplying
premium sewing thread to the Apparel industries.
We are the trusted value-adding partner, providing
critical supply chain components services and
software, and our portfolio of world-class products
and services provide exceptional value creation for
our customers, brands and retailers.
Revenue of $770 million (2023: $689 million) was up
13% on a CER basis (12% reported). As previously
guided we saw customer inventory and buying
patterns return to more normalised levels during the
year despite wider macro concerns. This follows a
prolonged period of industry destocking that
commenced in 2022 and continued throughout the
majority of 2023, and as such significantly impacts
prior year comparators, particularly in the first half
of the year.
The Apparel business continues to benefit from
market share gains (2024 market share c.26% vs
c.25% in 2023). We were also able to maintain
pricing, and owing to our proactive procurement
strategy, leverage moderating input costs in
some areas.
We continue to be very well-positioned in our
markets, as the global partner of choice for our
customers, with market-leading product ranges and
customer service, and a clear leadership position
in innovation and sustainability. With market
conditions normalising, our strong market position,
agile supply chain, global presence, differentiation
at scale and focus winning brands and
manufacturers provide further opportunities for
growth and market share gains.
optimise their supply chains and we are pleased
with the progress in 2024. We are now seeing the
benefits of this, and in the period succeeded in
cross-selling our products to two large well-known
European sports brands, as well as a leading
US brand.
Adjusted EBIT of $95 million (2023: $84 million) with
adjusted EBIT margin 70bps higher at 23.5% on a
CER basis, significantly in excess of our 2024 margin
target of >20%, driven by a combination of improved
volumes, strong commercial delivery and continued
benefits from the acquisition integration synergies.
Acquisition integration has focused on commercial
and general & administrative costs, as well as on
procurement, and consequently we have delivered
$22 million of annualised efficiency savings
(significantly ahead of our initial guidance of $11
million savings). During the second half of the year
we commenced some consolidation of sites within
Europe to drive improved operating efficiencies. We
also expanded our Indonesia operations to provide
greater capacity in this fast growing footwear market
which is becoming increasingly important to our
customer and supplier base.
Over the medium-term we expect Footwear to grow
at a 7-9% CAGR, ahead of underlying market growth
at 4-5% with market share gains and organic
expansion into adjacencies driving the
outperformance. Market share gains will come from
our position as leader in sustainability, innovation
and digital. We see opportunities to cross sell to
customers in legacy thread or structural
components businesses and in the China domestic
market. We will also focus on structural components
and threads for lifestyle products. We expect the
medium-term EBIT margin to be in 24-26% range.
59
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Operating review cont.
Adjusted EBIT was 12% lower vs 2023 on a CER
basis at $24 million (2023: $29 million). Adjusted
EBIT margins were 7.4% (2023: 8.6% reported),
below the 2024 margin target of 13-14%, reflecting
the softness of our end markets (which we expect
to continue in 2025) as well as the under utilisation
of our footprint in Mexico. Action has been taken
to right size the footprint capacity in Mexico in
relation to the changing medium-term demand
dynamics in the North American Yarns business
with the announcement of the closure of the Toluca
facility in December 2024. 2024 PM EBIT margins
included c.$6 million of under-recovered costs
in relation to the US / Mexico plant transitions,
which will no longer be incurred following the
decision to close the Toluca plant. Although actions
taken in Toluca will yield immediate benefits,
the progression of the margin will be dependent
on volume recovery in yarns and stabilisation of
the macroeconomic environment in Turkey.
Medium-term revenue growth potential is expected
to be high single digits for PPE which reflects
lower growth potential for North American Yarns
offset by the higher growth PPE threads and
fabrics business, low double-digits for Telecom &
Energy (underlying market growth of >5% CAGR),
and growth in line with global GDP for Industrials.
The overall medium-term revenue growth target
for the division is a 6-8% CAGR and we expect
the EBIT margin to reach 13-15% in the medium-
term through a combination of operational
improvements, market recovery in Industrials
and Telecom and growth initiatives in composite
tapes for the Energy markets and PPE fabrics.
Performance Materials (‘PM’)
We are experts in the design and supply of a
diverse range of technical products that serve a
variety of strategic end use markets. Building on
over 250 years of leadership in textile engineering
we incorporate specific design features to provide
highly engineered solutions for our customers.
The division operates across Personal Protection
Equipment (PPE), Telecom & Energy and Industrials.
PPE offers multi-hazard industrial applications
for industrial thermal protection, firefighting and
military wear. Telecom & Energy provides products
and solutions for fibre optic cables and oil & gas
pipeline sectors. Industrials has applications in a
range of sewn products including safety-critical
automotive airbags and seat belts, outdoor
goods, household products like bedding and
furniture, hygiene-sensitive consumer goods
like feminine hygiene products and tea bags.
PM is structured as three sub-segments:
PPE (38% of 2024 divisional revenue) which
includes both the American yarns business
and PPE threads and fabrics, Telecom &
Energy ( 17% of 2024 divisional revenue) and
Industrials (45% of 2024 divisional revenue).
PM revenue declined 1% to $328 million (2023:
$336 million) on a CER basis (3% decline on a
reported basis), with PPE flat on a CER basis,
Telecom & Energy decreasing by 7% (CER)
against particularly strong comparators, and
Industrials increasing by 1 % (CER). As previously
disclosed there have been issues in some US
markets as well as destocking at some US
telecommunication customers in Telecoms & Energy.
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Financial review
The Group’s adjusted EBIT margins increased by
130bps to 18.0% on a CER basis (2023: 16.7%), with
the impact of the year-on-year volume increases,
self-help actions, strategic project savings and
acquisition synergies all contributing.
On a reported basis, Group EBIT, including
exceptional and acquisition-related items, increased
to $200 million (2023: $184 million). A breakdown of
these items is provided below. Exceptional and
acquisition-related items are not allocated to
divisions and, as such, the divisional profitability
referred to above is on an adjusted basis.
Foreign exchange
The Group reports in US Dollars and translational
currency impacts can arise, as its global footprint
generates significant revenue and expenses in a
number of other currencies. During the year, this
was a headwind of 1% on revenue and 2% on
adjusted EBIT. As previously announced, these
adverse translation impacts were primarily due to
the previous adoption of hyperinflation accounting
in Turkey, and furthermore saw local EBIT
headwinds as inflationary pressures continued to
accelerate. Aside from the impact of the Turkish Lira,
and the resulting volatility of hyperinflation
accounting, underlying headwinds were modest and
driven primarily by the depreciation of Chinese and
Egyptian currencies. At latest exchange rates, we
expect a 1-2% headwind impact on revenue and
adjusted EBIT for full year 2025 (excluding any
future hyperinflation impact in Turkey, which cannot
be forecasted with accuracy).
Following the significant volume headwinds during
2023, primarily due to widespread industry
destocking in Apparel and Footwear, there has
been a return to year-on-year volume growth during
2024 against these weaker comparators. The direct
and indirect impact of this contributed to a
significant improvement in operating profits and
margins vs 2023.
We have benefited from an effective pricing strategy
as the benefits of easing raw material costs seen
during 2023 and H1 2024 have largely now ended.
Other cost categories such as freight and energy
have returned to an inflationary trend, and labour
inflation has maintained throughout and remains at
relatively normal levels. Overall, our ability to deliver
price gains and continue to generate productivity
benefits has again more than offset our overall
inflationary pressures.
Selling, Distribution and Administration (SD&A) costs
are above last year as certain costs have returned to
the business. This increase is in part due to the
return to top line growth, but also due to targeted
reinvestments into the business after a period of
significant cost containment during the destocking
cycle, as well as higher incentive payouts due to the
strong financial performance in the year. We have
also benefited from a further $10 million of efficiency
savings (total savings to date are $67 million), in
relation to our strategic projects announced in
March 2022, for which the actions are now largely
complete as planned during 2024. Our 2022
acquisitions, Texon and Rhenoflex, will deliver a total
of $22 million of annualised synergy benefits with
$6 million of incremental benefits versus 2023.
Revenue
Group revenue from continuing operations
increased 8% on a reported basis and 9% on a
CER basis. All commentary below is on a CER basis
unless otherwise stated.
Operating Profit (EBIT)
At a Group level, adjusted EBIT from continuing
operations increased 18% to $270 million and
adjusted EBIT margins increased 130bps to 18.0%.
The table sets out the movement in adjusted EBIT
during the year.
$m
Margin %
2023 adjusted EBIT
233
16.7%
Volumes impact (direct and
indirect)
37
Price/mix
11
Raw material deflation
9
Labour inflation
(22)
Other inflation (incl. energy /
freight)
(9)
Productivity benefits
(manufacturing and sourcing)
25
Strategic projects savings
10
Increased incentive payments
(SD&A)
(10)
Other SD&A increases
(16)
Others
(5)
Texon and Rhenoflex synergies
6
2024 adjusted EBIT
270
18.0%
Exceptional and acquisition
related items
(70)
2024 reported EBIT
200
Non-operating results
Adjusted EPS increased by 18% year-on-year to 9.5
cents (2023: 8.0 cents), supported by a return to
growth in Apparel and Footwear during the year.
Interest costs were broadly flat year on year, despite
the higher net debt due to the UK pensions
settlement payment, as we managed our cash
position well throughout the year. Our effective tax
rate remained well controlled, alongside a marginal
increase in profit attributable to minority interests as
a result of strong operational performance in
Vietnam and Bangladesh. Reported EPS of 5.0 cents
(2023: 5.2 cents) was broadly flat year on year as
improved trading performance was offset by higher
exceptional items as we largely completed our
strategic project and acquisition integration actions.
The adjusted taxation charge for the year was $70
million (2023: $58 million). Excluding the impact of
exceptional and acquisition-related items, the
effective tax rate on pre-tax profit remained at 29%
(2023: 29%), in line with our guidance. The reported
tax rate for the year was 42% (2023: 35%), after
exceptional and acquisition related items.
Exceptional and acquisition-related items
Net exceptional and acquisition-related items before
taxation were $70 million (2023: $49 million). These
include $27 million of restructuring costs in relation
to the remaining actions on our strategic projects,
$15 million of costs in relation to the closure of the
Toluca site, Footwear integration synergy costs of
$1 million, UK pension related costs of $2 million,
and other acquisition-related items of $25 million.
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expenditure to remain in the $30-40 million range
as we continue to invest in support of our growth
strategy, in productivity and in our environmental
performance.
Minority dividends of $18 million (2023: $20 million)
were paid, as cash was repatriated from those
relevant overseas entities to the Group. Tax paid
was $71 million (2023: $61 million). Interest paid was
$32 million (2023: $34 million).
The Group delivered an overall free cash outflow of
$58 million (2023: $15 million inflow). This primarily
reflects the adjusted free cash inflow of $153 million,
offset by:
– Exceptional and other non-recurring, mainly
relating to strategic projects of $21 million;
– UK pension settlement of £100 million
($128 million);
– Dividend payments of $46 million.
Net debt (excluding lease liabilities) at 31 December
2024 was $449 million (31 December 2023: $384
million). Including lease liabilities, net debt was
$533 million (31 December 2023: $471 million).
UK pension update
As referred to above, in September we announced
that the trustee of the Coats UK Pension Scheme
(the “scheme”) purchased a c.£1.3 billion ($1.7 billion)
bulk annuity policy (“buy-in”) from Pension Insurance
Corporation plc (“PIC”) which insures benefits
payable under the scheme in respect of the
remaining 80% of the scheme’s liabilities. This is
further to the purchase of a bulk annuity policy for
20% of the scheme liabilities in December 2022.
Exceptional P&L costs in 2025 in relation to strategic
projects and the footwear acquisition synergies are
expected to be minimal, following completion of
the actions in respect of those initiatives.
The remaining cash exceptional costs of up to
around $7 million (net of property proceeds) in
relation to the strategic project actions are expected
to be incurred in 2025, keeping overall project cash
costs within the $50 million total project guidance
for $75 million total savings. In addition, the
remaining cash costs in relation to the Toluca plant
closure of around $6 million will be incurred in 2025.
Cash flow
The Group delivered a strong adjusted free cash
flow of $153 million (2023: $131 million), driven by
improved profitability as a result of market recovery
and a return to normalised levels of working capital,
as well as some one-off timing benefits such as tax
payments and VAT receipts. Adjusted free cash flow
is measured before acquisitions, disposals and
dividends, and excludes exceptional items.
We have continued to manage net working capital
closely, with a focus on inventory (inventory days
down by four days during the year), without
compromising service levels. We also continued our
disciplined approach to payables and receivables
management during the year as an input to working
capital efficiency.
Capital expenditure was $28 million (2023: $31
million) as we continued to maintain a selective
approach to investing in growth opportunities and in
strategic projects which will favourably impact long-
term returns. We anticipate 2025 full year capital
Strategic project costs of $27 million relate to the
strategic initiatives commenced during 2022; and
primarily consist of severance costs of $7 million,
legal / advisor / closure costs of $12 million, and non-
cash asset impairments of $8 million. These costs
have supported the acceleration of project benefits,
with $10 million of incremental adjusted EBIT
delivered in the year (with $67 million incremental
savings on the projects to date). These costs
include the activities in relation to our Footwear
division footprint transition in Europe where we are
consolidating two sites into one in order to drive
operating efficiencies, and the expansion of our
Indonesian operations in a strong footwear industry
growth market.
A $15 million charge was incurred in relation to the
rightsizing of the North American Yarns footprint
(Toluca) to align to long-term demand expectations,
and consisted of $1 million of severance costs, $10
million of non-cash impairment charges on PPE and
right-of-use lease facilities and $5 million of advisor
/ decommissioning fees. Expected cash costs of this
closure are $8 million.
A further $1 million of costs have been incurred in
relation to the delivery of the Footwear acquisition
synergies, which has now yielded annualised
savings of $22 million, significantly ahead of the
original $11 million target.
Other acquisition-related items of $25 million
consisted of the amortisation charges from the
newly recognised intangible assets from the
Texon and Rhenoflex acquisitions, and the
amortisation of intangible assets acquired with
previous acquisitions.
As a result of the buy-in, all the financial and
demographic risks relating to the scheme’s liabilities
are now fully hedged, with the two policies paying
the scheme a regular stream of income that matches
its pension payments to all members.
This buy-in is the final and most significant step in
Coats fully insuring its UK pension obligations.
Subject to customary post-transaction data
reconciliations and the scheme liquidating certain
assets in order to meet a deferred element of the
PIC premium, it will also give Coats the option to
remove the scheme fully from the Group balance
sheet in the future at very limited further
administrative cost.
The agreement with PIC is anticipated to require up
to c.£100 million ($128 million) of additional funding
from the Group, with Coats making a £70 million
($90 million) upfront cash contribution to the scheme
and a further £30 million ($38 million) provided
initially as a loan to the scheme. The £100 million
cash contribution was made in H2 2024.
As previously reported, deficit repair contributions
to the scheme, of around $30 million per annum,
were temporarily switched off in January 2024
and will now permanently cease as a result of
this agreement.
Financial review cont.
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At 31 December 2024, our leverage ratio (net debt to
EBITDA; both excluding lease liabilities) remains well
within our 3x covenant limit, and towards the middle
of our target leverage range of 1-2x.
There was also significant headroom on our interest
cover covenant at 31 December 2024 which was
11.4x, with a covenant limit of greater than 4x.
The covenants are tested twice annually in June
and December and monitored throughout the year.
Going concern
On the basis of current financial projections and
the facilities available, the Directors are satisfied
that the Group and the Company has sufficient
resources to continue in operation for the period
from the date of this report to 30 June 2026, and,
accordingly, consider it appropriate to adopt the
going concern basis in preparing the financial
statements. Further details of our going concern
assessment, financial scenarios and conclusions
are set out in Note 1.
This Strategic Report was approved by order of
the Board.
On behalf of the Board
David Paja
Group CEO
5 March 2025
Balance sheet and liquidity
Group net debt (excluding lease liabilities) at
31 December 2024 was $449 million ($533 million
including lease liabilities), which was above
31 December 2023 ($384 million). This reflects
strong and disciplined cash management as noted
above, offset by residual exceptional cash costs in
relation to strategic projects, shareholder dividends,
and the UK pensions settlement during H2.
During 2024, we successfully refinanced our
revolving credit facility with our banks (increased
by $60 million to $420 million) and replaced the
original $125 million 2017 tranche of USPP notes
with $250 million 6 to 10 year notes at attractive
investment grade rates. This leaves our total
committed debt facilities at $1,020 million with well
diversified source and tenor; being $420 million
revolving credit facility, and $600 million USPP
notes (with a range of remaining tenors between
3 and 10 years). The committed headroom on our
banking facilities was approximately $420 million
at 31 December 2024.
Financial review cont.
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Chair’s introduction to governance
David Gosnell
Chair
I am pleased to introduce the
Governance report for the year
ended 31 December 2024. This
report summarises how the Board
and our governance structures
have supported Coats in seeking
to achieve our strategic goals and
deliver long-term sustainable
success for our stakeholders.”
HIGHLIGHTS FOR 2024
The year in review
Following the significant transformation of the
business in recent years, during 2024 the Board has
particularly focussed on ensuring that there is the
right leadership, and the desired culture and risk
management approach, embedded at all levels of
the business. This will continue our momentum and
enable our growth ambitions, building on the strong
foundations that we have developed during a period
of significant demand volatility.
Leadership
As I mentioned in my Chair’s statement,
implementing effective succession and providing
support in relation to the Board changes has been a
priority this year. In 2024, Steve Murray became our
Senior Independent Director and Sarah Highfield
assumed the position of Chair of the Audit and Risk
Committee. This followed Nicholas Bull stepping
down from the Board at the 2024 AGM after serving
as a Director for nine years. In May 2024, we
announced that David Paja would join the Board in
September 2024, and become Group CEO in
October 2024. This followed Rajiv Sharma stepping
down from the Board as mutually agreed to facilitate
an orderly succession process.
In August 2024, we announced that Srinivas Phatak
would join the Board as a Non-Executive Director in
September 2024 and would also join the Audit and
Risk Committee and the Nomination Committee.
Most recently, on 7 January 2025, we announced
that Hannah Nichols will join the Board as Group
Chief Financial Officer designate and an Executive
Director on 24 April 2025 and will succeed Jackie
Callaway as Group Chief Financial Officer at the
conclusion of the 2025 AGM. I would like to thank
Jackie for her contributions, and I look forward to
working with Hannah.
I would also like to thank Nicholas and Rajiv once again
for their commitment and service to the Company
during their tenure. I have enjoyed working with Steve
and Sarah in their new roles, and I am delighted to
welcome Srinivas to the Board. I am confident that we
will continue to have the effective and resilient
leadership required to achieve our ambitions. You can
read more about our succession planning processes in
the Nomination Committee report on pages 83 to 85.
Biographical details for the Board are set out on pages
68 to 70.
A summary of how we have applied the principles of
the UK Corporate Governance Code is set out below.
Subject matter
Page(s)
Board leadership and Company purpose
Promoting the long-term sustainable success
of the Company
13 to 20
Generating value for shareholders
14 to 38
Contributing to wider society
15 to 16, 44 to 46
Purpose, values and strategy, and how
these and our culture are aligned
13 to 22 and 74
Resources available to allow Coats
to meet its objectives and measure
performance against them
39 to 40
Control framework
80
Stakeholder engagement
44 to 46
Workforce policies and practices
24 and 43
Division of responsibilities
The Chair
67
Board roles
67
Non-Executive Directors
67
Information and support
67 and 72
Composition, succession and evaluation
Succession planning
84 to 85
Board diversity
85
Board evaluation
65 and 76
Audit, risk and internal control
Independence and effectiveness of internal
and external audit functions
80 to 82
Fair, balanced and understandable reporting
79
Principal risks
50 to 56
Remuneration
Remuneration policies and practices that
support strategy and promote long-term
sustainable success
86 to 105
A formal and transparent procedure
for developing policy on executive
remuneration
86 to 105
Exercise independent judgement and
discretion when authorising remuneration
outcomes
86 to 105
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Chair’s introduction to governance cont.
understanding were suitably robust. You can read more
about our approach to risk management in the Principal
risks and uncertainties report on pages 50 to 56.
Culture, ESG and DEI
Our culture is a key component to enable us to make
progress with our strategic plans. The Board has a
critical role in monitoring the degree to which culture
and values are embedded within the Group. The
Board monitors cultural and diversity metrics at each
Board meeting, has detailed people-related sessions
throughout the year and ensures that management
is appropriately following up and intervening when
inconsistent working behaviours are identified. You can
read more about the Board and culture on page 74.
Sustainability at Coats, including climate-related
governance, continues to be led by the Board and
supported by the Sustainability Committee. Strategy
development and monitoring of action plans at
an executive level is championed by the Group
CEO and the whole Group Executive Team (GET).
The responsibilities for each element of our ESG
activities are set out in the Committees’ section
(see page 72). Our independent Non-Executive
Directors play a large role in the Board’s ESG
oversight, including through Committee membership
and designated responsibilities at Board level.
Further details of the Group’s stance and focus
on ensuring effective stewardship in respect of
key ESG matters are set out in the Sustainability
section of this Annual Report, and also in our
Sustainability Report (available on www.coats.
com/sustainability). The Board is delighted
that the Group has published external limited
assurance on its ESG-related data this year.
You can also review our report on our compliance with
the Task Force on Climate-related Financial Disclosures
(TCFD) recommendations on pages 182 to 198.
Board evaluation
In 2024, an internal review process of the Board
and all of its Committees was undertaken to assess
their composition, dynamics, scope of work and
effectiveness. In a year of changing leadership, this
process was critically important in ensuring that
we continued to operate effectively. As usual, we
assessed the outcomes of previous reviews to ensure
that suitable progress had been achieved. Focus areas
for 2025 were also identified.
Our process for conducting a further standalone
extensive appraisal for each Non-Executive Director
that has served for a further term of three years from
either election or from their last full appraisal has
continued. The Board remains satisfied with its own
performance and the standalone appraisal exercise
rated all Board members’ performances positively.
You can read more about these areas on page 76
and in the individual Committee reports.
David Gosnell
Chair
5 March 2025
>16,000 PERMANENT EMPLOYEES SPREAD
ACROSS 50+ COUNTRIES
In last year’s Annual Report, the Board set out its
plans for the succession of the role of Chair. In a
process led by the Senior Independent Director,
from which the Chair recused himself, and in
consultation with our shareholders, it was
proposed to extend David Gosnell’s term for up
to three years (subject to annual re-election).
In line with that previously communicated plan,
the Board is proposing David’s re-election as
Chair. David has now served as a Director for ten
years, although has only served as Chair since
May 2021. The Board believes this is
appropriate, in line with provision 19 of the Code,
in particular in light of the recent and
forthcoming transitions of the Executive Director
roles and the recent period of significant
transformation of the Group.
You can find full details of the process that has
been undertaken to consider the proposal for
David’s re-election in the Nomination Committee
report on page 85 and in the Notice of AGM.
THE UK CORPORATE GOVERNANCE CODE
Compliance statement
Coats has applied all of the principles and complied
with all the relevant provisions of the 2018 UK
Corporate Governance Code (Code) during the
course of the year ended 31 December 2024.
A summary of how we have applied the
principles set out in the Code is presented in the
table on page 64.
Risk
Operating in a dynamic business environment
requires the Board to have a robust and pragmatic
risk management approach. Thanks to the hard work
undertaken over a number of years, the Board was
pleased to announce the final de-risking of the Coats
UK Pension Scheme as a result of the purchase of a
bulk annuity policy as announced in September 2024.
During 2024, the Audit and Risk Committee has
overseen the review of the Group Internal Audit function
which has resulted in the realignment of the scope and
focus of that function as well as implementing changes
in its resourcing. The Audit and Risk Committee
has also spent significant time considering the
requirements of the 2024 UK Corporate Governance
Code, which has applied since 1 January 2025. You
can read more about both of these subjects in the
Audit and Risk Committee report on pages 77 to 82.
The Board itself has also conducted various in-depth
discussions on the topic of cyber security, a continued
area of focus. This culminated in the Board participating
in a simulation exercise to ensure our processes and
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Strategic goal
ACCELERATE PROFITABLE SALES GROWTH
Read more on page 13
TRANSFORM THE BUSINESS
Read more on page 13
CREATE VALUE
Read more on page 13
Key stakeholders
The Board’s governance role
The Board approves the Group’s strategy and annual operating plan, reviews
subsequent progress and makes decisions related to matters reserved for the
Board in order to support the delivery of this strategy.
The Board reviews the strategy for sustainable growth and leverages its
collective experience to advise on related matters.
The Board reviews key proposals relating to business capability.
HOW GOVERNANCE SUPPORTS STRATEGY
Stakeholders key
Corporate governance report
EMPLOYEES
CUSTOMERS
SHAREHOLDERS
ENVIRONMENT
COMMUNITIES
SUPPLIERS
Board discussions during 2024
Strategy
– Annual strategy day focussing on key strategic matters including India and Indonesia, review of asset utilisation,
talent and sustainability.
– Regularly reviewed performance against strategy.
– Reviewed Group’s tax strategy and policy.
– Carried out deep-dives into each division, which considered strategy, market update and outlook, review of retail
segments/customer developments, performance against competitors, sustainability, innovation and internal talent.
– Received reports on macro-economic environment and geopolitical developments.
– Considered and approved of footprint changes – including Germany, India, Mexico and UK –
and reviewed potential M&A pipeline.
– Reviewed analyst and broker presentations.
Operational
– Update on markets and divisional performance presented at every Board meeting.
– Reviewed, approved and regularly monitored annual operating plan and Medium Term Plan.
– Reviewed and approved refinancing arrangements for USPP and Revolving Credit Facility.
– Deep dives into cyber security including simulation exercise.
– Reviewed the Company’s capital allocation and considered, and approved, interim and final dividends.
– Consideration of going concern and long-term viability statement.
ESG
– Tracking of ESG (including H&S, GPTW® and diversity) metrics at every Board meeting via Group CEO dashboard
to ensure appropriate progress against internal and external targets.
– Received reports on workforce engagement, culture and results of the Your voice Matters survey.
– Oversaw preparations for external limited assurance on ESG-related data at the Audit and Risk Committee.
– Reviewed succession plans and talent strategy, including updates on Coats for All and Coats for Her at both Board
and Nomination Committee meetings.
– Conducted extensive assessment of all employee reward and living wage commitment at the
Remuneration Committee.
– Deep dive into talent pools for below-GET level succession including reviews of diversity and
suggestions for development opportunities.
– Reviewed Group Internal Audit function at the Audit and Risk Committee.
Governance
– Approved appointment of David Paja as an Executive Director and Group CEO, and of Srinivas Phatak as a
Non-Executive Director, and changes to the GET to be effective in 2025. Group Chief Financial Officer transition
announced in January 2025.
– Reviewed interactions with investors at every Board meeting.
– Quarterly whistleblowing and fraud report reviews and consideration of remedial actions.
– Deep dive into each division’s internal controls and risk management processes at the Audit and Risk Committee.
– Reviewed Group Supplier Code compliance and Supplier payment terms at the Audit and Risk Committee.
– Preparation for the implementation of the 2024 UK Corporate Governance Code.
– Reviewed insurance arrangements and risk register, including risk trends.
– Received reports in relation to material legal matters, including disputes and regulatory and
governance developments.
– Regular reports from the Chairs of the Audit and Risk Committee, Nomination Committee,
Remuneration Committee and Sustainability Committee.
– Reviewed and approved of key Board and Group policies including Modern Slavery.
– Reviewed Board and Committee effectiveness, including action tracking.
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Corporate governance report cont.
GOVERNANCE STRUCTURE:
Our governance framework enables effective decision making and
ensures collaboration between the Board, its Committees and the
GET while also maintaining clear separation of key Board roles to
ensure the correct division of responsibilities.
AUDIT AND RISK COMMITTEE
See page 77 for more information.
NOMINATION COMMITTEE
See page 83 for more information.
REMUNERATION COMMITTEE
See page 86 for more information.
SUSTAINABILITY COMMITTEE
See page 72 for more information.
GROUP CHIEF FINANCIAL OFFICER
See biography on page 68.
– Responsible for financial management
and implementing and monitoring effective
financial controls.
– Supports the Group CEO in developing
and implementing the Company’s strategy.
– Oversees relationships with the investment
and banking community.
See page 84 for more information on the succession
process for the Group Chief Financial Officer.
GROUP CEO
See biography on page 68.
– Responsible for Executive Management of the
Group as a whole.
– Leads the GET (see page 71).
– Delivers strategic and commercial objectives within
the parameters agreed by the Board and within the
Board’s stated risk appetite (see pages 50 to 56 for
more details on key risks).
– Builds positive relationships with all the Group’s
stakeholders (see pages 44 - 46).
See page 84 for more information on the succession process for
the Group CEO.
NON-EXECUTIVE DIRECTORS
– Contribute to developing our strategy.
– Scrutinise and constructively challenge the
performance of management in the execution
of our strategy.
– Responsible for the governance of the
Company.
– Bring their diverse expertise to the Board and
the Board Committees.
– Devote such time as is necessary to the proper
performance their duties.
SENIOR INDEPENDENT DIRECTOR
– Provides a sounding board to the Chair.
– Leads the appraisal of the Chair’s performance
with the other Directors annually.
– Acts as an intermediary for other Directors,
if needed.
– Available to respond to shareholder concerns
if contact through the normal channels is
inappropriate.
CHAIR
– Primarily responsible for the overall
effectiveness of the operation, leadership
and governance of the Board.
– Leads the Board, sets the agenda and
promotes a culture of open debate between
Executive and Non-Executive Directors.
Ensures that there is a focus on Board
succession plans to maintain continuity
of skilled resource. Responsible for CEO
succession.
– Provides advice and acts as a sounding board
to the Board and management. Has open and
regular contact and interaction with the CEO.
– Ensures effective communication with our
shareholders.
COMPANY SECRETARY
– Provides support to the Board and ensures
information is made available to the Board in
a timely manner.
– Supports the Chair on meeting management
arrangements including setting the agenda for
the Board, administering effectiveness reviews,
ensuring appropriate Board training and
coordinating Board inductions.
– Provides advice on corporate governance
matters.
All Directors have access to the advice of the
Group Company Secretary.
THE BOARD OF DIRECTORS
The Board is collectively responsible for the long-term
success of the Group and for ensuring leadership within
a framework of effective controls. The key roles of the
Board are:
– setting the strategic direction of the Group,
including consideration of strategic acquisitions
and divestments;
– overseeing implementation of the strategy and
monitoring performance by ensuring that the Group
is suitably resourced to achieve its aspirations;
– overseeing returns to shareholders and monitoring
the share price;
– encouraging entrepreneurial leadership by providing
a framework of prudent and effective controls which
enables risk, including risk tolerance, to be assessed
and managed, supported by robust systems of
governance, ethics and compliance;
– engaging appropriately with stakeholders to
understand their views; and
– setting and monitoring the Group’s culture,
supported by its values, and ensuring alignment
with the Company’s purpose and strategy.
See page 66 for examples of discussions of key strategic topics
at Board meetings in 2024.
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Coats Group plc Annual Report and Accounts 2024
Board of Directors as at 31 December 2024
David Gosnell OBE
Chair of the Board
British
Appointed as a Non-Executive Director on 2 March 2015,
Chair of the Board since 19 May 2021
David Paja
Group CEO
Spanish
Appointed as an Executive Director on 1 September 2024,
Group CEO since 1 October 2024.
Jackie Callaway
Group Chief Financial Officer
New Zealander
Appointed as an Executive Director on 1 December 2020,
Group Chief Financial Officer since 1 April 2021
Key skills and experience
– Strong and deep supply and procurement background in global
multinational companies
– International and strategic mindset
Key skills and experience
– Over 30 years of leadership in automotive, aerospace & defence, and
fire & security industries
– Proven success in scaling new technologies, turning around
businesses, and driving substantial growth
– Expertise in managing global operations across nine countries and
three continents
Key skills and experience
– Strong finance track record
– Experience across multinational manufacturing and supply
chain businesses
Previous experience and external appointments
Was previously Chair of Old Bushmills Distillery Company Ltd and a
Non Executive Director of Brambles Ltd. David retired from Diageo plc
in 2014 where he had most recently held the role of President of Global
Supply and Procurement. Prior to joining Diageo, David spent 25 years
at HJ Heinz in various operational roles.
Previous experience and external appointments
David was CEO of GKN Aerospace, part of Melrose Industries PLC,
where he played a major role in the successful turnaround of the
business and delivery of profitable growth. Prior to this, David held
senior leadership positions at Aptiv, Honeywell and Valeo.
Previous experience and external appointments
Non-Executive Director of IMI plc. Member of Australian Institute of
Company Directors since 2017.
Previously Chief Financial Officer of Devro plc, one of the world’s
leading manufacturers of collagen products for the food industry. Prior
to that, Jackie was Group Financial Controller of Brambles Ltd, the ASX
top 20 supply chain logistics company
Qualifications
David is a Fellow of the Institute of Engineering and Technology and
holds a Bachelor of Science degree in Electrical and Electronic
Engineering from Middlesex University. He has completed Supply Chain
Manufacturing – Drive Operational Excellence at INSEAD (Singapore).
See the Nomination Committee report on page 83 and an overview
of the activities of the Sustainability Committee on page 72.
Qualifications
David holds an Engineering degree from the University of Valladolid,
as well as an MBA from INSEAD.
See the Group CEO’s statement on page 7.
Qualifications
Jackie is a Fellow of the Chartered Accountants Australia and New
Zealand, and of the Institute of Chartered Accountants in England and
Wales. She has a Bachelor of Business Management Studies from the
University of Waikato, New Zealand.
As announced on 7 January 2025, Jackie will step down from the Board
and as Group Chief Financial Officer at the conclusion of the 2025 AGM
as part of a mutually agreed succession process. Jackie will be
succeeded by Hannah Nichols, who will join the Board as an Executive
Director and Group Chief Financial Officer designate on 24 April 2025.
Key to Committee memberships
Committee chair
A Audit and Risk
N Nomination
R Remuneration
S Sustainability
N
S
S
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Coats Group plc Annual Report and Accounts 2024
Board of Directors cont.
Stephen (Steve) Murray
Senior Independent Non-Executive Director
British
Appointed as a Non-Executive Director on 1 September 2022,
Senior Independent Non-Executive Director since 22 May 2024
Sarah Highfield
Independent Non-Executive Director
British
Appointed 1 November 2023
Hongyan Echo (Echo) Lu
Independent Non-Executive Director
British/Chinese
Appointed 1 December 2017
Key skills and experience
– More than 30 years’ experience in the apparel and footwear industry
– Strong background in general management and track record of
delivering positive change globally and regionally
Key skills and experience
– Strong finance track record
– Significant experience of driving growth globally, including in the
US and China
Key skills and experience
– Global business experience gained in different sectors in Europe,
Asia and the US
– Strong background in general management and track record
of building strong teams and delivering positive change
Previous experience and external appointments
Previously Global Brand President of The North Face and a member
of the group executive leadership team at VF Corporation, one of the
world’s largest apparel, footwear and accessories companies and the
parent company of The North Face, Timberland and Vans. Steve
previously served as CEO of Airwair International (Dr. Martens, the
iconic British footwear brand), and prior to that he served as Global
Brand President of Vans, Global Brand President of Urban Outfitters
and EMEA President of Deckers Brands.
Previous experience and external appointments
Chief Financial Officer of Away Resorts Ltd, a UK holiday parks business.
Previously Chief Executive Officer of Elvie, the female technology firm,
having previously served as Chief Operating Officer & Chief Financial
Officer and Deputy Chief Executive Officer. Sarah was also a Non-
Executive Director and Chair of the Audit Committee at Seraphine Group
plc, which was listed on the main market from 2021 to 2023. Prior to
joining Elvie, Sarah was Group Chief Financial Officer at Costa Coffee for
over five years, including during the c£3.9billion sale to The Coca-Cola
Company. She was also Chief Financial Officer of Tesco’s Hungary and
Slovakia businesses.
Previous experience and external appointments
Managing Director, UK and ROI, of Sonova Group AG, the global leader
for innovative hearing solutions. Previously Chief Executive Officer
of Haulfryn Group Ltd, a UK leisure business, Managing Director,
International of Holland & Barrett International and Managing Director
of Homebase Ltd as part of Home Retail Group plc. Echo spent ten
years at Tesco plc in a variety of senior leadership roles. Echo was a
Non-Executive Director of Dobbies Garden Centres and was a member
of the Advisory Board for Diversity in Hospitality, Travel and Leisure.
Qualifications
Steve holds a bachelor’s degree in Business Studies from Middlesex
University, England.
Qualifications
Sarah has a BSc in Mathematical Sciences from the University of
Birmingham and is a qualified accountant, Chartered Institute of
Management Accountants.
Sarah was appointed as Chair of the Audit and Risk Committee on 22
May 2024 having succeeded Nicholas Bull, who stepped down from the
Board at the conclusion of the 2024 AGM. Sarah brings extensive
financial experience through her previous roles with global businesses.
See the Audit and Risk Committee report on page 77.
Qualifications
Echo has a Bachelor of Arts in International Economy and Finance
from Fudan University, Shanghai and a Master of Science in Industrial
Relations and Human Resources from West Virginia University.
Echo was appointed as Chair of the Remuneration Committee on
1 May 2021, having served on the Remuneration Committee since
her appointment to the Board in December 2017. Her background
and qualifications in Industrial Relations and Human Resources provide the
Company with an ideally experienced Chair of the Remuneration Committee.
See the Remuneration Committee report on page 86.
N
R
A
N
S
N
R
A
Key to Committee memberships
Committee chair
A Audit and Risk
N Nomination
R Remuneration
S Sustainability
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Coats Group plc Annual Report and Accounts 2024
Board of Directors cont.
Srinivas (Srini) Phatak
Independent Non-Executive Director
Indian
Appointed 1 September 2024
Frances (Fran) Philip
Independent Non-Executive Director, Designated
Non-Executive Director for Workforce Engagement
American
Appointed 1 October 2016
Jakob Sigurdsson
Independent Non-Executive Director
Icelandic
Appointed 1 October 2020
Key skills and experience
– Extensive technical and commercial finance expertise
– Strong track record of driving competitive and sustainable growth
across categories and markets and leading enterprise-wide
transformation programmes
Key skills and experience
– Extensive speciality retailing business experience
– Deep background in product innovation, design and development
– Workforce dynamics experience
Key skills and experience
– International business experience across a diverse range of sectors
with particular emphasis on growth in new or developing markets
– Strong background in general management and track record of
delivering positive change
Previous experience and external appointments
Acting Chief Financial Officer for Unilever Plc. Srinivas has over 28 years
of experience in the consumer products industry, working in the US,
Europe, LATAM and India. During 2017 and 2021, Srinivas was Chief
Financial Officer and Executive Director of Hindustan Unilever Limited, a
Unilever subsidiary listed in India with a market capitalisation of over €
60bn. His other Unilever experiences include heading financial shared
services, leading finance for supply chain in the Americas, large-scale
M&A (including integration) and heading global treasury operations for
Asia.
Previous experience and external appointments
Non-Executive Director of Vera Bradley Inc. and Sea Bags. Previously
Fran worked for The Gap, Williams Sonoma, The Nature Company, and
LL Bean, where she initially served as Director of Product Development,
Home Furnishings, going on to hold a number of roles including Vice
President, Affiliated Brands, before becoming Chief Merchandising
Officer until her retirement. Fran was previously a Non-Executive
Director of Regent Holdings, Totes Isotoner and Vista Outdoor Inc, and
an industry executive for Freeman Spogli.
Previous experience and external appointments
Chief Executive Officer of Victrex plc, an innovative world leader in
high-performance polymer solutions. Jakob has more than 20 years’
experience in large multinational companies, both listed and private,
including nine years with Rohm & Haas (now part of Dow Chemical) in
the US, as well as Chief Executive of food manufacturer Alfesca in
Europe and Chief Executive of Promens.
Between September 2016 and June 2017, Jakob was Chief Executive
Officer of VÍS, the largest Icelandic insurance and reinsurance company.
He has held various Non-Executive roles and was a Member of the
University of Iceland Council and a Non-Executive Director of the
Icelandic Technology and Development Board.
Qualifications
Srinivas has a postgraduate qualification in finance. He is a qualified
accountant with professional degrees from the Institute of Chartered
Accountants (ICAI) and the Institute of Cost Accountants (ICMAI).
Qualifications
Fran has a degree in English and Sociology from Bowdoin College,
Maine, and an MBA from the Harvard Business School.
See an overview of the activities of the Designated Non-Executive
Director for Workforce Engagement on page 74.
Qualifications
Jakob has a BSc in Chemistry from the University of Iceland and an MBA
from the Northwestern University.
S
N
N
R
A
A
N
Key to Committee memberships
Committee chair
A Audit and Risk
N Nomination
R Remuneration
S Sustainability
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Coats Group plc Annual Report and Accounts 2024
Group Executive Team (GET) as at 31 December 2024
Adrian Elliott
CEO, Apparel Division and Group
Chief Commercial Officer
Stuart Morgan
Chief Legal & Risk Officer and
Group Company Secretary
Soundar Rajan
CEO, Performance Materials
Division
Farnaz Ranjbar
Chief Human Resources Officer
Frederic Verague
CEO, Footwear Division
Read about Apparel on page 27
Read about our principal risks and
uncertainties on page 50
Read about Performance Materials on page 35
Read about People and Culture on page 23
Read about Footwear on page 31
– Responsible for the overall performance of
the Apparel division including delivery of the
division’s strategy, and the financial and
non-financial KPIs.
– Responsible for all of the commercial and
operational activities in the Apparel division.
– Drives innovation and sustainability delivery
in line with Group objectives and strategy.
– Adrian also serves on the Board of Twine, a
technology start-up, and chairs Coats Digital.
– Responsible for legal and compliance,
governance, risk management and company
secretarial matters.
– Responsible for the overall performance of
the Performance Materials division including
delivery of the division’s strategy, and the
financial and non-financial KPIs.
– Responsible for all of the commercial and
operational activities in the Performance
Materials division.
– Drives innovation and sustainability delivery
in line with Group objectives and strategy.
– Responsible for delivering the global Human
Resources strategy, including performance
management, progression planning, reward
and talent acquisition.
– Responsible for the overall performance of
the Footwear division including delivery of
the division’s strategy, and the financial and
non-financial KPIs.
– Responsible for all of the commercial and
operational activities in the Footwear
division.
– Drives innovation and sustainability delivery
in line with Group objectives and strategy.
David Paja
Group CEO
See biography on page 68
– Responsible for executive management of
the Group as a whole and is accountable for
the overall performance of the Group.
– Delivers strategic and commercial objectives
within the Board’s stated risk appetite (see
page 50 for more detail on key risks).
– Builds positive relationships with all the
Group’s stakeholders (see page 44).
Jackie Callaway
Group Chief Financial Officer
See biography on page 68
– Responsible for financial management and
implementing and monitoring effective
financial controls.
– Supports the Group CEO in developing and
implementing the Company’s strategy.
– Oversees relationships with the investment
and banking community.
The Group Executive Team, or GET, is the body through which the Group CEO exercises
the authority delegated to him by the Board. The Group CEO leads the GET and has
executive responsibility for the management, development and performance of the
business. The Group CEO, Group Chief Financial Officer and the GET also take the lead in
developing the strategy for review, constructive challenge and approval by the Board as
part of the annual strategy review process.
CHANGES TO THE GET:
– Adrian Elliott was appointed Group Chief Commercial Officer effective from 1 July 2024.
– Soundar Rajan retired from Coats Group plc on 31 December 2024. Pasquale Abruzzese
joined Coats Group plc on 13 January 2025 and succeeded Soundar as CEO,
Performance Materials Division and he is also Group Chief Operations Officer.
– Hannah Nichols will succeed Jackie Callaway as Group Chief Financial Officer at the
conclusion of the 2025 AGM.
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Coats Group plc Annual Report and Accounts 2024
Corporate governance
BOARD COMMITTEES
Our governance framework enables effective decision making and ensures collaboration between the Board, its Committees and the GET.
OTHER COMMITTEES
AUDIT AND RISK COMMITTEE
– Oversees and monitors the integrity of the
Company’s financial statements, accounting
processes and audits (internal and external).
– Ensures that risks are carefully identified and
assessed, and that effective systems of risk
management and internal control are in place and
appropriately monitored.
– Reviews matters relating to fraud.
– Oversight of the governance-related element
of ESG.
See page 77 for more information.
DISCLOSURE COMMITTEE
The Disclosure Committee oversees the Company’s
compliance with its disclosure obligations.
The Group CEO chairs the Committee, and its other
members are the Group Chief Financial Officer and
the Group Company Secretary.
GROUP RISK MANAGEMENT COMMITTEE (GRMC)
The GRMC is responsible for formulating risk
management strategies and polices, and monitoring
risk management throughout the Group. Its Chair is
the Group CEO, and its membership is aligned to
the GET.
See page 71 for information on the GET.
ACQUISITION COMMITTEE
The Acquisition Committee is authorised to oversee
specified projects by the Board when appropriate.
The Group CEO chairs the Committee, and it
includes the Group Chief Financial Officer and the
Group Company Secretary.
NOMINATION COMMITTEE
– Reviews the structure, size, composition and
mix of skills and experience of the Board and
its Committees.
– Identifies and nominates suitable executive and
non-executive candidates to be appointed to the
Board and reviews the talent pool.
– Considers wider elements of succession
planning below Board level, including diversity
and inclusion.
– Oversight of the diversity and inclusion-related
social element of ESG.
See page 83 for more information.
REMUNERATION COMMITTEE
– Reviews and recommends the framework and
policy for the remuneration of the Chair, the
Executive Directors, the Company Secretary and
senior executives, in alignment with the Group’s
reward principles.
– Reviews workforce remuneration and related
policies, and alignment of incentives and rewards
with culture, to help inform the setting of the
Directors’ Remuneration Policy.
– Consults with shareholders on the
Remuneration Policy.
– Considers the business strategy of the Group and
how the Remuneration Policy reflects and
supports that strategy.
– Oversight of the remuneration-related social
element of ESG.
See page 86 for more information.
SUSTAINABILITY COMMITTEE
– Provides strategic oversight and monitors the
execution of the Company’s sustainability strategy
and initiatives.
– Oversees, reviews and provides input as required
to refine, enhance and accelerate the progress of
the Company’s sustainability strategy, projects
and targets.
– Oversees the environmental and employee
engagement-related social elements of ESG.
The Sustainability Committee is chaired by David
Gosnell. During 2024 its other members were the
Group CEO, Sarah Highfield (Independent Non
Executive Director), Fran Philip (Independent Non
Executive Director), the three Divisional CEOs and
the Group Sustainability Director.
The Committee was established in December 2021.
Its terms of reference are reviewed annually and are
available on coats.com.
The Committee met twice during 2024 and
conducted an internal evaluation, which concluded
it was working effectively with suggestions made
for the 2025 workplan.
See the Sustainability section (page 15 to 16) and the
TCFD section (from page 182 of this Report, and the
Sustainability Report (available from www.coats.
com/sustainability) for more information about our
sustainability strategy and activities.
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Coats Group plc Annual Report and Accounts 2024
Corporate governance cont.
Conflicts of interest, independence,
and external appointments
The Company has procedures in place for managing
conflicts of interest, including situational conflicts
of interest. Potential situational conflicts of interest
are identified prior to appointment and the Board
will consider and authorise these if appropriate.
If a conflict of interest has been identified and
approved, the Group Company Secretary ensures
that the Director in question is absented from
relevant discussions and/or decision making.
Should an existing Director become aware that
they, or any of their connected parties, have an
interest in an existing or proposed transaction
with the Company, they should notify the Board
in writing or at the next Board meeting. Internal
controls are in place to ensure that any related
party transactions involving Directors, or their
connected parties, are conducted on an arm’s
length basis. Directors have a continuing duty to
update the Board on any changes to these conflicts.
The Chair was considered to be independent on
appointment. As set out in the 2025 Notice of
AGM, David Gosnell has been proposed for re-
election as a Director and Chair, notwithstanding
that he has been a Director for ten years. You can
read more about this in the Nomination Committee
report on page 85. There are currently nine
Directors of the Company: the Chair, the Senior
Independent Director, five other Independent
Non-Executive Directors and two Executive
Directors. The Board considers that all its Non-
Executive Directors continue to demonstrate
independence and maintain constructive and
challenging debate in the Boardroom.
During the course of the year, Board members
continued to inform the Chair of any proposed
new external appointments, and these were
considered and approved by the Board, including
consideration of any potential conflicts.
The Group Company Secretary maintains a register
of Interests and Conflicts to track the commitments
of the Directors and ensure these are in line with
overboarding guidance. The Board is satisfied that
the external commitments of its Chair and members
do not conflict with their duties as Directors of
the Company and that any situational conflicts
have been authorised in line with the process set
out in the Company’s Articles of Association.
Articles of Association
The Articles of Association set out the rules agreed
between shareholders as to how the Company is
run, including the powers and responsibilities of
the Directors.
Coats’ Articles of Association were approved for
adoption at the 2021 AGM, and the Company
considers that these reflect best practice and
current legal and governance standards.
Service contracts
The Company maintains the terms of appointment
of the Chair and Non-Executive Directors to ensure
that they continue to meet the requirements of the
Code. Details of the Executive Directors’ service
contracts and the Chair’s and the Non-Executive
Directors’ letters of appointment are set out in
the Directors’ Remuneration Report on page 95.
These documents are available for inspection
at the registered office of the Company during
normal business hours and at the AGM venue.
These documents were reviewed during 2024
and will continue to be reviewed regularly.
Committee terms of reference
The Board is assisted by four Board Committees
to which it delegates matters as appropriate.
Each Committee has full terms of reference
that are reviewed annually and have been
approved by the Board and which can be found
on our website at www.coats.com/en/ About/
Corporate-Governance/Board-Committees.
Directors indemnities
The Company maintains Directors’ and Officers’
liability insurance, which provides appropriate cover
for any legal actions brought against its Directors.
Each Director has been granted indemnities
in respect of potential liabilities that may be
incurred as a result of their position as an
officer of the Company. A Director will not be
covered by the insurance or the indemnity
in the event that they have been proven to
have acted dishonestly or fraudulently.
Delegated authorities
The Coats Delegated Authorities policy is an internal
document that sets out the delegations below
Board level. It is reviewed and approved annually.
It provides a structured framework to ensure the
correct level of scrutiny of various decisions covering
matters including contracts, capital expenditure,
tax, treasury and human resourcing decisions.
SPOTLIGHT ON…
BOARD VISIT TO CHINA
The visit took place in October 2024 as part
of the annual Board away week. The Board
visited our factories in Shenzhen and Dongguan,
and considered the developments in local
operations including touring the new Footwear
technical labs in Weiheng and Shilong.
While in China the Board conducted in-depth
reviews of current local strategies, operations and
technology. The Board received briefings from
external advisors on the Chinese market including
the macro environment, customers, suppliers,
industry dynamics and consumer trends. There
was also a tour of a local customer’s operations.
The Board visit coincided with the 20th-
anniversary celebration of the Coats
Shenzhen factory’s opening and the Board
joined the celebrations with local employees.
David Paja led a ‘Town Hall’ with colleagues
from Shenzhen, Qingdao, Shanghai, Hong
Kong, Korea, and Japan attending.
The trip was inspiring for both the Board and
the local employees, exciting everyone about
the future opportunities for Coats in China.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Corporate governance cont.
THE BOARD AND CULTURE
The Board assesses and monitors our
inclusive culture to ensure it supports the
delivery of our strategy and our long-term
sustainable success, generating value for
shareholders, whilst being characterised by
our values and guided by our purpose.
How the Board monitored culture in 2024
– Site visits and employee events – Directors are
encouraged to visit the group’s offices and
operations in different regions so that they can
get a better understanding of the business and
interact with the workforce. In 2024, Board
visits included:
– the Board trip to China (see page 73),
which included tours of several of our
factories/operations and participation in
employee events.
– the Global Leadership Conference, at which
Directors that attended had the opportunity to
visit operations and discuss local and Group
strategic and cultural issues with management
and the members of the workforce.
– additional site visits by Directors, including the
Group CEO and the Group Chief Financial
Officer, to Indonesia and the US.
– Designated Non-Executive Director for
Workforce Engagement visits and calls
(see right).
– Employee engagement survey and Great Place
To Work® feedback – The Board receives reports
from the Chief HR Officer on the results of the
global annual ‘Your Voice Matters’ survey and on
the insights from our work with Great Place To
Work®, including levels of engagement, employee
perceptions, and any themes raised. The results
also give visibility of areas on which management
must continue to focus on a global and local basis.
(read more about our results on pages 24 and 40).
– Information reported and discussed at Board,
Committee and strategy meetings – The Board
reviews key metrics relating to health and safety
(including the outcomes of investigation reports
where relevant), DEI, Great Place To Work®
certification and sustainability at every meeting.
There are also regular updates on progress
relating to the Group’s employee development/
succession planning and DEI-related internal
initiatives (e.g. Coats for All and Coats for Her).
The insights from supplier audits, and cultural
impacts resulting from the outcomes agreed, are
considered at the Audit and Risk Committee (read
more from page 77). Divisional updates are
provided on relevant strategic, talent, cultural and
risk-related matters at least annually to the Board
and, where relevant, its Committees to further
assist the assessment of culture at a Group level.
– Whistleblowing (reporting of concerns) – Regular
reports are provided to the Board and the Audit
and Risk Committee, providing information and
data on reported allegations of Group policies,
including those received through our confidential
and externally hosted whistleblowing service.
These reports also include analyses of trends,
investigation status reports and closure rates, and
summaries of actions taken. This information
enables the Board to identify common issues and
assess how embedded our purpose, values and
culture are across our business.
– Policies and ways of working* – The Board and its
Committees regularly review and approve key
employee policies to ensure that they
appropriately capture and reflect the Group’s
values and culture. All employees, including the
Board, are required to complete online training on
key policies. These training programmes are
regularly refreshed and are available in multiple
languages. As new policies are developed,
appropriate training is provided to all employees.
The Board also annually considers and approves
the statement required in accordance with the UK
Modern Slavery Act 2010.
* As set out in Group’s Human Rights Statement (available on our website) and
in our Sustainability Report, we support the United Nations Guiding Principles
on Business and Human Rights in all our operations. Underpinned by our
global policies, we uphold the requirements of the United Nations Declaration
of Human Rights and the Convention on the Rights of the Child, the core
International Labour Organisation Conventions and The Organisation for
Economic Co-operation and Development Guidelines for Multinational
Enterprises. We uphold the aims of the California Transparency in Supply
Chains Act of 2010.
During 2024, Fran held nine listening sessions
engaging with workers from various functions
and organisational levels across geographies.
Sessions took place both virtually and face
to face. Fran also met with members of each
division’s leadership team to identify any
new themes, and get a top-down view of
local issues. Fran continued to co-host the
Group’s DEI calls, held twice a year, that are
attended by workers around the world.
Fran, and those that have attended the various
sessions, have valued the open and collaborative
nature of the forums and the opportunity to
gather insights on a variety of key areas.
Central themes emerging from Fran’s sessions
during 2024 include pride and appreciation of
the: Group’s culture, particularly the commitment
to ‘Doing the Right Thing’; continued focus on
sustainability; and our Coats Cares initiatives.
Various sessions included discussion of diversity
and talent development programmes within the
Group, with employees citing their desire to see
the continuation of these areas to provide further
opportunities in 2025 and beyond. Employees
also noted the impact of remuneration due to
continued inflation in certain geographies.
Fran provided scheduled feedback at
the July and December Board meetings.
Additionally, she shared real time insights
gained from the workforce at both Board and
Committee meetings throughout the year.
Fran’s role and feedback provide a critical
form of engagement to help further inform
the Board’s view and understanding of
how the desired culture desired culture,
ways of working and values are embedded
throughout different sites and markets.
Fran Philip, Designated Non-Executive Director for
Workforce Engagement (since March 2019)
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OTHER INFO
0–3 years 45%
3–6 years 22%
6–9 years 33%
0–3 years 43%
3–6 years 14%
6–9 years 43%
People 18%
Legal 16%
Risk 15%
Finance 18%
Technology/Digital 15%
Customer 18%
Men 56%
Women 44%
Not specified/prefer not to say 0%
White British or other White (including
minority-white groups) 78%
Asian/Asian British 22%
Mixed/Multiple Ethnic Groups 0%
Black/African/Caribbean/Black British 0%
Other ethnic group, including Arab 0%
Not specified/prefer not to say 0%
Global Business Experience 26%
US Market Experience 22%
European Market Experience 26%
Asia Market Experience 26%
Coats Group plc Annual Report and Accounts 2024
Corporate governance cont.
GOVERNANCE AT A GLANCE
Board profiles:
Length of service –
Directors
Length of service –
Non-Executive Directors
Relevant Functional
Experience
Gender Diversity
Ethnic Diversity
Geographic Expertise
During October 2024, the Board visited several of the
Groups operations in China as part of the annual away
week. Further details about this trip are set out on
page 73. In January 2025, a number of the Directors
joined the Global Leadership Conference held in
Vietnam. During the course of the event, the Directors
toured local facilities and engaged with colleagues
during the various sessions which covered strategic
matters. You can read more about the Board’s
engagement with stakeholders on pages 44 to 46.
In addition to the scheduled meetings, the Senior
Independent Director and the Non-Executive
Directors meet once a year without the Chair
present in order to appraise his performance.
This process was led by Steve Murray in 2024.
The Chair and the Non-Executive Directors also
periodically attend sessions without management
present to discuss, amongst other things, the
performance of key members of management.
Board and Committee attendance
The Directors’ attendance record at the last AGM,
scheduled Board meetings and Board Committee
meetings regularly attended by Non-Executive
Directors, for the year ended 31 December 2024
is set out in the table below. For Board and
Committee meetings, attendance is expressed
as the number of meetings attended out of the
number that each Director was eligible to attend.
During the year, the Board held nine scheduled
meetings. All Directors received papers for meetings
in advance. The Board continued to meet in person
for the majority of meetings held during the year
but utilised technology to hold hybrid or fully virtual
meetings when it was appropriate to do so, mindful
of the environmental and efficiency benefits.
The Board attended the annual strategy day
in September 2024 and discussed a variety of
topics relating to current business priorities.
Board
Audit and Risk
Nomination6
Remuneration
Sustainability
AGM
David Gosnell
9/9
7/7
2/2
1/1
Rajiv Sharma²
7/7
1/1
1/1
David Paja³
4/4
1/1
Jackie Callaway
9/9
1/1
Nicholas Bull¹
4/4
4/4
5/5
3/3
1/1
1/1
Sarah Highfield
9/9
6/6
7/7
2/2
1/1
Echo Lu
9/9
7/7
5/5
1/1
Steve Murray
9/9
6/6
7/7
5/5
1/1
Srinivas Phatak⁴
3/4⁴
1/1
2/2
Fran Philip
9/9
6/7⁵
5/5
2/2
1/1
Jakob Sigurdsson
9/9
6/6
7/7
1/1
1. Nicholas Bull stepped down from the Board on 22 May 2024.
2. Rajiv Sharma stepped down from the Board as mutually agreed to facilitate an orderly succession process on 30 September 2024.
3. David Paja was appointed to the Board on 1 September 2024.
4. Srinivas Phatak was appointed to the Board on 1 September 2024. Srinivas was unable to attend the Board call held on 19 November 2024 due to a longstanding
commitment that existed prior to his appointment to the Board. Srinivas had been involved in all previous discussions regarding the business of the meeting and
discussed the outcomes of the call with the Chair.
5. Fran Philip was unable to attend the Nomination Committee call held on 8 November 2024, due to a long-standing pre-existing commitment that existed prior
to scheduling of the meeting and could not be rearranged. Fran had been involved in all previous discussions regarding the business of the meeting and
discussed the outcomes of the call with the Chair.
6. Certain Nomination Committee discussions were conducted as part of scheduled Board meetings.
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Coats Group plc Annual Report and Accounts 2024
Corporate governance cont.
Board effectiveness improvements implemented during 2024
The Board progressed the agreed action plan in relation to the feedback received as part of the 2023
internal effectiveness review and a summary is set out below:
Actions taken in 2024 as a result of previous evaluation feedback
Enhanced focus on oversight
of technology (including Al)
– Two deep dives into cyber security and full Board participation in a cyber attack
simulation and GIA review of cyber security tools undertaken.
– Al-related updates provided as part of management reporting at Board meetings,
particularly as part of divisional deep dives and at the presentations at the Board
trip to China.
– Annual strategy day considered technological developments in the industry.
Further focus on changing
customer needs and
expectations
– Customer trends considered as part of divisional deep dives presented to the
Board throughout the year.
– Industry developments and trends considered as part of annual strategy day
agenda and in relation to market specific presentations on China, India and
Indonesia provided during the year.
– Updates provided in relation to Coats’ technology including ShopCoats,
TechConnect and Coats Digital.
Continued focus on executive
succession planning
– Numerous discussions on Board, GET and below GET talent/development and
succession plans presented to the GET, Nomination Committee and Board by the
Chief HR Officer.
– Divisional deep dives presented to the Board and Audit and Risk Committee
continued to include summary of talent and diversity.
– Tracking of diversity in leadership metrics at every Board meeting.
2024 review of effectiveness
Board evaluation
In line with the Code, this year an internal evaluation of the Board and its Committees was conducted,
and an external evaluation will be undertaken in 2025. The internal evaluation process of the Board and
its Committees was led by the relevant Chair and utilised a questionnaire that was circulated
electronically supplemented with additional feedback where appropriate. The Board and its Committees
recognise the value of a full and transparent evaluation of their performance and seek feedback from
both Board members and regular Board and Committee meeting attendees.
Review of previous year’s evaluation findings and progress help
to define the scope for this year’s evaluation.
Evaluation undertaken by a combination of quantitative rating scale
and open-ended questions on a no-names basis.
Recommendations for the Board and each of the Committees
are analysed and discussed, and action plans agreed.
The Board report identified key strengths, including Board dynamics and the balance of strategy/
performance/governance-related discussions. Respondents also noted the positive engagement and
ways of working with the GET. Action plans and focus areas for 2025, including timelines for delivery,
were agreed as set out below and in the relevant Committee reports.
Areas for development and planned for the Board in 2025
Key areas for focus
Actions identified for 2025
Further focus on long-term
strategy and strategy articulation
– Additional long-term strategy-related discussions added to 2025 Board
planned agenda.
Continued focus on executive
succession planning and talent
development
– Further review of short and mid-term succession plans for GET scheduled as
part of 2025 Board and Nomination Committee planned agenda.
– Board oversight of talent development programme to be continued.
Ongoing focus on the detail and
length of papers presented to the
Board
– Revised guidance to be provided to management.
– Group CEO and Group Company Secretary to continue to assess how to
further improve focus of Board papers.
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Coats Group plc Annual Report and Accounts 2024
Audit and Risk Committee report
Sarah Highfield
(Chair since May 2024)
Member since 2023
Steve Murray
Member since 2022
Srinivas Phatak
Member since
1 September 2024
Jakob Sigurdsson
Member since 2020
Dear Shareholder,
I am pleased to present my first report as the Chair
of the Audit and Risk Committee. This report,
for the year ended 31 December 2024, sets out
how the Committee has discharged the duties
delegated to it by the Board, including how it
ensured compliance with the relevant regulations
and guidance, such as the 2018 UK Corporate
Governance Code (2018 Code), as well as setting
out the key topics and findings during the year.
A key focus of the Committee in 2024 has been
the externally facilitated review of the Group
Internal Audit function (GIA). This has ensured that
our approach remains appropriately positioned
in relation to the market and our peers. Through
this review, the Committee also considered the
scope and focus of GIA activities and reviewed
the short and medium-term audit plans. These
plans were developed in conjunction with
management to ensure that they were suitably
aligned to strategy and business operations, as
well as our principal risks and uncertainties. The
review also identified the appropriate resourcing
model for GIA. You can read further details about
the outcomes of the process later in this report.
Following the publication of the 2024 UK Corporate
Governance Code (2024 Code) in January 2024,
the Committee has dedicated significant time to
considering the Company’s preparations for the
forthcoming requirements, particularly those relating
to the need for the Board to identify, monitor and
review all material risks and controls in order to
make a future declaration as to their effectiveness.
The Committee has continued to monitor the
various other developments in the regulatory
environment to ensure that the Company is
well positioned for incoming requirements.
I am delighted that the Group has now published
external limited assurance on its ESG-related
data as set out in this Annual Report. This is the
culmination of a number of years of work by
management and the Committee, and we are
confident that our stakeholders will welcome
this development in our reporting. During
2024, we have continued to increase the level
of governance through on-site reviews of ESG
data in selected locations undertaken by GIA.
The Committee reviewed the basis for
reporting ESG-related data (available on
our website www.coats.com) as well as
continuing to monitor the progress of external
assurance work throughout the year.
Preparatory work took place for the upcoming
EU Corporate Sustainability Reporting Directive
(CSRD), which was expected to impact Coats
from January 2025, and in relation to which we
have elected to adopt the reporting requirements
at non-EU parent group level. This will bring
the entire Coats Group into scope. Following
the EU Omnibus update in February 2025, we
are waiting for the final conclusions from the
EU on when our first reporting year will be.
Our Sustainability function has been working with
key internal and external stakeholders on the
completion of our Double Materiality Assessment
(DMA) which will determine the European
Sustainability Reporting Standards under which
we will make future disclosures. The DMA will
undergo limited assurance once we are clearer
on the finalised EU mandates for reporting.
Principal objectives of the Audit and Risk Committee
– To monitor the integrity of the Group’s financial
reporting processes.
– To ensure the independence and effectiveness of
internal and external audit functions.
– To ensure that risks are carefully identified and
assessed, and that sound systems of risk
management and internal control are in place.
Key responsibilities
– Oversee the accounting principles, policies and
practices adopted in the Group’s accounts.
– Oversee the external financial reporting and
associated announcements.
– Provide advice to the Board on whether the Annual
Report and Accounts is fair, balanced and
understandable and provides the necessary
information to assess the Company’s performance,
business model and strategy.
– Ensure the adequacy and effectiveness of the
internal control environment.
– Monitor the Group’s risk management processes
and performance.
– Review the resourcing, plans, reports and
effectiveness of GIA.
– Oversee the appointment of, and monitoring the
performance of, the internal audit partner.
– Conduct a competitive tender process for external
audit when required and oversee the appointment,
independence, effectiveness and remuneration of the
Group’s external auditor, including the policy on the
supply of non-audit services.
– Ensure the establishment and oversight of fraud
prevention arrangements and consider reports under
the whistleblowing policy in conjunction with
the Board.
– Monitor the Audit and Assurance Policy.
– Review the Group’s compliance with the Code.
– Monitor forthcoming regulatory changes.
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Coats Group plc Annual Report and Accounts 2024
Audit and Risk Committee report cont.
Highlights of 2024
– Completion and implementation of review of GIA.
– Preparations for regulatory changes including further
evolution of internal controls environment.
– Publication of external limited assurance of ESG-
related data.
Areas of focus for 2025
– Continue preparations for 2024 Code changes
including documenting controls and testing
procedures.
– Continue preparations for CSRD disclosures.
– Continue focus on Cyber and IT risk and governance,
as well as ESG.
– Support transition of Group Chief Financial Officer.
focussing on key areas of financial judgement
and estimates made by management to ensure it
was satisfied with the outcome, critical accounting
policies, disclosures (including those relating
to contingent liabilities, climate change and
principal risks) and provisioning, as well as any
changes required in these areas or policies.
Particular focus areas during the year were the
accounting treatment of the UK pension buy-
in transaction, strategic projects, impairment
risk (in particular in the Americas due to trading
softness in Performance Materials), and the
continued integration of the Footwear business.
The Committee reviewed the updated wording of
the Group’s longer-term viability statement, set out
on page 57. The Committee reviewed the process
undertaken to ensure that the model used was
consistent with the approved business plan and that
the relevant scenario and sensitivity testing aligned
clearly with the principal risks of the Group. The
Committee challenged the underlying assumptions
used and reviewed the results of the detailed
work performed. The Committee was satisfied
that the analysis supporting the viability statement
had been prepared on an appropriate basis.
The Committee also reviewed the going concern
statement, set out on page 107 and confirmed
its satisfaction with the methodology including
the appropriateness of sensitivity testing.
The Committee continues to focus on both the basis
of preparation of the going concern and viability
analysis as well as the external disclosures, to ensure
they are prepared in line with current FRC guidance.
An independent internal review was also conducted
on our TCFD models for determining financial
impact of climate related risks and opportunities.
The Committee continued to receive deep dive
presentations from each of the Finance Directors
of the Apparel, Footwear and Performance
Materials divisions relating to internal controls
and risk management processes. These help
the Committee to consider how effectively risk
management is embedded within the business
operations and how it is monitored on a day-to-
day basis. There has also been a significant focus
on the communication of the Group’s Supplier
Code, including monitoring the outcomes of, and
follow-up on actions from, audits of key suppliers.
One of the outcomes of the review of GIA was
the creation of a new role in our Supply function
to further strengthen our risk management
processes in this area. This new role is responsible
for driving further consistencies around ethical
behaviour across our supply chain, monitoring
and escalating any potential breaches in relation
to the Group’s Supplier Code in accordance with
agreed processes and timelines, and incorporating
industry best practices, where appropriate, in
conjunction with an outsourced verification partner.
The Committee also monitored the progress in
relation to, and the accounting treatment of, the
Coats UK Pension Scheme buy-in transaction that
was agreed in September 2024. This transaction
was the final and most significant step in Coats’
full insurance of its UK pension obligations.
During the course of 2024, the Financial Reporting
Council (FRC) considered certain aspects of
EY’s audit of our 2023 consolidated financial
statements. You can read more about this process
in the ‘Assessment of audit process’ on page 82.
the maximum number of meetings possible. Further
details of individual Directors’ attendance can be
found on page 75. The Committee met privately with
the external auditor and with GIA. To enable robust
and timely discussion, the Group Chief Financial
Officer, the Chief Legal & Risk Officer and Group
Company Secretary, the Group Financial Controller,
the Senior Financial Reporting Manager, the Head
of GIA, divisional CEOs, divisional Finance Directors
and the external auditor attended parts of Committee
meetings by invitation. The Group Chair and Group
CEO also attended meetings when appropriate. The
Deputy Company Secretary acts as Secretary to the
Committee. The Chair of the Committee holds regular
meetings with both internal and external auditors,
and each has an opportunity to discuss matters with
the Committee without management being present.
‘Financial expert’, recent and relevant
financial experience
The Board has confirmed that it is satisfied that the
Committee possesses an appropriate level of
independence and depth of financial and commercial,
including sectoral, expertise.
For the purposes of the 2018 Code, in respect of the
financial year ended 31 December 2024, Nicholas
Bull, Sarah Highfield and Srinivas Phatak were the
members of the Committee determined by the Board
as having recent and relevant financial experience.
You can read more about the skills and experience of
the members of the Committee on pages 68 to 70.
Financial reporting, going concern and
viability statement
During the year, the Committee reviewed the
interim results announcement, including the
interim financial statements, the Annual Report
and associated preliminary results announcement,
Following nine years’ service on the Board and this
Committee, Nicholas Bull stepped down at the
conclusion of the 2024 AGM at which time I
succeeded him as Chair of this Committee.
I was delighted to welcome Srinivas Phatak as a
Non-Executive Director and member of this
Committee in September 2024. Srinivas brings
significant financial expertise to this Committee,
continuing to enhance the mix of skills and
experience amongst Committee members.
Sarah Highfield,
Chair, Audit and Risk Committee
5 March 2025
Membership and meetings
The members of the Committee are independent
Non-Executive Directors. During the year, the
Committee met five times and held one additional
call, and all members of the Committee attended
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Coats Group plc Annual Report and Accounts 2024
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Significant issues relating to the financial statements
The Committee considered the following issues relating to the financial statements during the year. These include the matters relating to risks disclosed in the external
auditor’s report:
Issue
Review and conclusion
Exceptional and
acquisition-
related items
In 2024, exceptional and acquisition-related items of $69.8 million have been recorded in operating profit; the disclosures in note 4 to the financial
statements provide further details. The Committee assessed management’s judgements, took into account the views of the external auditor and
concluded that the accounting treatment was appropriate given the one-off nature of the events.
Pension matters
– valuation of
obligations and
buy-in
accounting
At 31 December 2024 the Group’s Pension deficit calculated under IAS19 was $42.4 million (including $38.3 million loan due to the company from the UK
scheme). The UK surplus is significantly reduced following the buy-in transaction that completed during the year, and which in due course resulted in an
actuarial loss of $224.9 million in the statement of other comprehensive income. The Committee reviewed the underlying assumptions, including those
relating to the UK scheme buy-in transaction that was agreed with PIC in September 2024 to insure the remaining 80% of uninsured pension liabilities,
which were also agreed with Coats’ external advisors and auditors. Note 10 to the financial statements sets out these assumptions and, also provides
further details on the UK scheme buy-in transaction. The Committee is satisfied that the overall Group Pension deficit on the balance sheet has been
appropriately recognised.
US legacy
environment
provision
The Group has recognised a provision of $11.2 million in respect of remediation and legal/professional costs for the Lower Passaic River. The Committee
considered management’s position on the accounting and disclosure implications surrounding this environmental case, taking into account advice
received from external counsel Sive Paget & Riesel P.C. Following the delivery of the US Environmental Protection Agency’s Record of Decision in March
2016, the Committee has continued to review whether subsequent events, including those impacting other parties considered to be responsible for the
most significant contamination in the river, have triggered the requirement to remeasure the level of remediation provisioning previously established. The
Committee is satisfied that there is no requirement to remeasure the remediation provision at 31 December 2024 and that the disclosures provided in note
28 to the financial statements are appropriate.
Taxation
The Group operates in numerous jurisdictions around the world, with different regulations applying in different territories. This complexity, together with
intra-Group cross-border transactions, give rise to inherent risks including the risk of challenge by national tax authorities. In addition to reviewing the
Group’s adjusted effective tax rate, which remained at 29% in the current year, the Committee also considered the Group’s uncertain tax provisions and
deferred tax assets, which amount in total to $26.0 million and $13.6 million respectively. The Committee is satisfied with the approach and disclosures
adopted by management as reflected in the financial statements in note 9 to the financial statements.
The Committee also received regular updates on provisions made for litigation and tax matters and the Committee considered the appropriateness of the
methodology applied.
Fair, balanced and understandable
As part of its review of the Company’s Annual
Report and associated disclosures, the Committee
has considered whether this report is ‘fair, balanced
and understandable’ and provides the information
necessary for shareholders and other stakeholders
to assess the Company’s position, performance,
business model and strategy, as required by the
2018 Code.
The Committee used the established assurance
processes to ensure its input was appropriately
timed, including providing feedback on the planning
process, and considering the reviews taken by
external advisors. The Committee received a full
draft of the Annual Report and provided feedback
on it, highlighting the areas that would benefit
from further clarity or balance, and this feedback
was appropriately incorporated. In this respect the
Committee focussed on ensuring consistency and
completeness in non-financial reporting, including
ESG and TCFD reporting, principal risks and
uncertainties and reviewing the use of alternative
performance measures and their appropriateness in
aiding users of our financial statements to understand
better our performance year-on-year.
On this basis, the Committee recommended to
the Board that it could make the required statement
that the Annual Report is ‘fair, balanced and
understandable’.
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Fundamental components of the Company’s
internal control and risk management
framework include:
Coats Group plc Annual Report and Accounts 2024
Audit and Risk Committee report cont.
Internal control and risk management
The Board is responsible for the Group’s risk
management framework and for defining its risk
appetite. During 2024, the Committee continued to
keep under review the Company’s internal financial
controls systems that identify, assess, manage and
monitor financial risks and other internal control and
risk management systems, and the effectiveness
of the Group’s risk management system, through
regular updates from management. This included a
review of the key findings presented by the external
and internal auditors having agreed the scope,
mandate and review schedule in advance. The
principal risks and uncertainties facing the Company
are addressed in the Strategic Report and in the
table on pages 50 to 56 in this Annual Report.
The Committee continued to conduct deep dives
into the financial control and risk framework of
each division. The relevant divisional Finance
Director provided: an overview of their part
of the business; insights into the structure of
their finance team, including metrics relating to
diversity and tenure, and a talent review. There
was also an analysis of the division’s approach to
embedding and monitoring internal controls and
risk management. These were accompanied by
a summary of the assurance processes currently
in place in the division. The divisional Finance
Directors also reported on the implementation of
previously outlined plans relating to the further
development of the internal controls environment
and opportunities for further automation. There
was also an update regarding future plans.
The Committee undertook its annual review
of ESG reporting and disclosures, including
consideration of the TCFD disclosures.
This was in addition to the various updates
provided to allow the correct oversight of
the journey to external limited assurance of
ESG-related data in this Annual Report.
A key focus has been the preparation for the
requirements of the 2024 Code and the Committee
has received updates at each of its meetings
in 2024 to allow appropriate oversight of the
approach and progress in this area. The Committee
has provided input on the scope, timing and
planned activities to ensure it will be appropriately
positioned to make the required effectiveness
declarations in due course. This has included
working with external consultants to ensure that
we are responding to the 2024 Code requirements
appropriately, and in line with industry practice.
Whilst leveraging existing risk frameworks,
management has performed wide stakeholder
consultation to further analyse and identify material
risks for the business, and has a detailed roadmap
in place to deliver the required declarations in line
with the timings of the 2024 Code requirements.
The Committee discussed instances where there
was opportunity for enhanced controls during the
year with updates being provided when required.
In particular, during 2024 the Committee conducted
a further deep dive into supplier payments and
there were periodic updates on Group Supplier
Code compliance and on sanctions documentation
and training. There were also reviews of cyber
security tools and Data Protection processes,
as well as procure to pay processes. Reviews of
business areas are presented in line with the GIA
plan, and these are appropriately scheduled to
align with business priorities to ensure the timely
identification of any internal control compliance-
related issues. Remediation plans continue to
be closely monitored on an ongoing basis.
In addition to the divisional risk and control deep-
dives, a Group-wide assessment of internal controls
over financial reporting was presented, which
included analytical reviews of balance sheets
conducted in the business, deep dives into key
financial risks and judgements and a review of
the timeliness of previous GIA follow-up actions.
The annual review of the effectiveness of the
Company’s risk management and internal control
systems covering all material controls was
conducted, including operational, compliance
and fraud-related controls. Following the robust
assurance process, the Committee was satisfied
that these systems operate effectively in all
material respects with no significant weaknesses
identified and others remediated appropriately.
The Committee reviews the minutes of all Group
Risk Management Committee meetings and
discusses any relevant matters that have arisen
with management.
Internal audit
As mentioned earlier in this report, the Committee
has devoted significant time to reviewing the strategy
of GIA, including agreeing a three year audit plan
based on five identified risk domains that align to the
Group’s principal risks and uncertainties. The
Committee, in conjunction with an external facilitator
and management, considered resourcing and
determined it was appropriate to move to a hybrid
model. After a thorough tender process, in which all
of the members of the Committee participated, BDO
was appointed as the co-source partner.
A new Head of GIA was also appointed, with
members of the Committee participating in the
recruitment process. The Committee believes that
these changes will appropriately align GIA with the
current and evolving needs of the business.
management structure supported by clear
approval limits and delegated authorities;
appropriately drafted and communicated
policies, procedures, and guidance to support
business operations;
a thorough and co-ordinated annual planning
process and strategy review, combined with
comprehensive financial forecasting, reporting,
and budgeting;
embedded tools and technology such as SAP
and Concur;
a well-established sign off system in relation to
financial reporting and other business matters;
appropriate post-acquisition integration
activities to ensure adherence to Group
standards;
GIA activities and investigations; and
an externally operated whistleblowing helpline
and robust process to allow anonymous
reporting and suitable investigations.
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Coats Group plc Annual Report and Accounts 2024
Audit and Risk Committee report cont.
The proposed GIA audit plan is presented at the
December meeting of the Committee to ensure this is
agreed in advance and it is then reviewed at each
Committee meeting. Updates are provided on audit
coverage and any recommended changes to the
schedule of work.
The Committee reviews key findings from GIA
reports, receives detailed reports from management
where appropriate, and monitors the rate at which
actions agreed with management are implemented.
GIA presents its annual audit opinion at the February
meeting of the Committee. The Head of GIA
continues to present to the Committee a semi-annual
review of in-country operational risks which are
appropriately aligned against the Group’s principal
risks, which includes a summary of any new risks that
have arisen in the period with agreement on
appropriate actions and interventions. GIA grades the
severity of any findings in their reporting to the
Committee, with significant control findings being
defined as a material deficiency in the design or
implementation of a control. This might include a risk
of material misstatement of financial information
where controls in operations are largely deficient or
where there is a pervasive violation of policies and
procedures. No significant control findings were
identified during the period.
GIA findings and report ratings and supporting
criteria have been revised in the year to be clearer on
the level of risks identified so as to support the
business in appropriately prioritising actions in
response, and to better align to the risk framework.
The revised ratings and criteria were agreed by the
Committee. The Committee considers the findings of
the investigations and will provide a final view on the
rating to be assigned to the investigation and
communicated to the business.
In 2024, GIA focused on supporting Coats in the
achievement of its stated purpose ‘to connect talent,
textiles and technology to make a better and more
sustainable world’ by bringing a systematic,
disciplined approach to support and promote
effective governance, risk management and control
processes. To achieve its purpose, GIA has
positioned itself as follows:
– Trusted advisor, adding value and being solution
driven as a business partner
– Risk-based, focusing on the greatest risks and
bringing key insights
– Adopter of technology, including using data
analytics and implementing a web-based tool for
reporting and action tracking
During the year, GIA activity has been aligned to the
Group principal risks and uncertainties, and the plan
kept under review and aligned throughout the year.
Work at unit level has been prioritised on a risk basis,
focussed on our key markets. The majority of reviews
were conducted onsite and were aligned to the Key
Control Framework controls and test activities. A
“guest auditor” from the business resourcing model
was implemented to provide independent peer
review and development opportunities.
GIA has strived to make its ways of working more
transparent and facilitated more “live” feedback of
potential issues, enabling faster resolution and
remediation from the business. A more robust and
disciplined approach to planning and delivery has been
implemented, supporting a more effective auditing
approach and reducing the disruption to the business.
Engagement of BDO as a co-source partner to GIA
has brought further capabilities to the team and the
business, most notably in Digital and Technology and
sustainability, as well as the ability for GIA to bring
wider insights to the business.
GIA presented the outcomes of its reviews of the
Group’s cyber security tools and data protection
governance to the Committee. There were also
appropriate updates on items that had arisen as key
themes in previous years including HR controls
compliance in markets and Group Supplier
Code compliance.
The Committee has continued to monitor and
review the Company’s Audit and Assurance Policy,
which is available on the Company’s website
(www.coats.com), to ensure that this keeps pace
with internal and external developments, noting the
changes that had occurred in the associated
regulatory environment in particular as result of the
release of the updated Corporate Governance Code
in January 2024. The Committee anticipates that this
policy statement will continue to evolve and provide
further opportunities for engagement.
External audit
Independence
The Committee is responsible for reviewing the
independence and objectivity of the Company’s
external auditor, Ernst & Young LLP, agreeing the
terms of engagement with them and the scope of
their audit. Ernst & Young LLP has a policy of partner
rotation, which complies with regulatory standards,
and, in addition, has a structure of peer reviews
for its engagements, which are aimed at ensuring
that its independence is maintained. Maintaining
an independent relationship with the Company’s
external auditor is a critical part of assessing the
effectiveness of the audit process. The Committee
annually reviews the policy on non-audit fees to
ensure it complies with latest FRC Ethical Standards.
The Committee also reviewed the level of audit
and non-audit fees paid to EY. The key principles
of the policy on non-audit services are:
– The auditor is prohibited from providing any services
that are not included in the list of permitted non-
audit services. Permitted services include audit
related services such as reviews of interim financial
information or any other review of accounts required
by law to be provided by the auditor.
– Any service that is included on the list of
permitted non-audit services, if in excess of
$150,000, requires the approval of the Committee.
During 2024, the external auditor provided non-audit
services primarily in relation to the Group’s interim
results and ESG assurance. The external auditor
has confirmed to the Committee that they did not
provide any prohibited services and that they have
not undertaken any work that could lead to their
objectivity and independence being compromised.
The non-audit fees in relation to the services
supplied by the external auditor can be found in
note 5 of the financial statements. Non-audit fees
presented as a percentage of total audit fees is 13%.
The lead partner is rotated every five years. Anup
Sodhi was appointed as the lead audit engagement
partner in 2023.
The Group is in compliance with the requirements
of the Statutory Audit Services for Large
Companies Market Investigation (Mandatory
Use of Competitive Tender Processes and Audit
Committee Responsibilities) Order 2014.
Audit tender
The Company conducted a competitive tender
process for the Group’s external auditor during
2022. Ernst & Young LLP was re-appointed as the
Company’s auditor for the year ending 31 December
2024 at the 2024 Annual General Meeting of
the Company. No members of the Committee
have any connection with the current auditors.
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Audit and Risk Committee report cont.
Assessment of audit process
The scope of the external audit is formally
documented by the auditor. They discuss the draft
proposal with management before it is referred to the
Committee which reviews its adequacy and holds
further discussions with management and the auditor
before final approval.
During the year under review, the Audit Quality
Review team of the FRC considered certain aspects
of EY’s audit of the Company’s 2023 consolidated
financial statements. Having received a full copy of
the report, the Committee was pleased to note that
no key findings arose from the review, with only two
areas identified for limited improvement. These areas
have been discussed with EY and the Committee is
satisfied that they were addressed appropriately.
In respect of the year under review, the Committee
conducted an assessment of the performance and
effectiveness of the external auditor. This assessment
was undertaken by way of a questionnaire-based
internal review which was completed by regular
attendees to the Committee and those Coats
colleagues globally who interact most frequently with
the external auditor. Feedback was also provided by
Committee members. The items pertaining to the
review of the external auditor, as listed in the FRC’s
‘Audit Committee and the External Audit: Minimum
Standard’ and the 2018 Code, were included in the
review. The questionnaire covered topics such as the
robustness of the audit, and the quality of delivery,
reporting and service as well as covering areas such
as consideration of the auditor’s culture and mindset
including free form questions to allow consideration
of any other points that respondents wished to raise.
The Committee appropriately assessed the auditor’s
view of the risks to audit quality, performance against
the audit plan and also considered the FRC’s annual
report on the auditor. The summary of the results of
the questionnaire has been reviewed by the
Committee and appropriate feedback has been
shared with the external auditor.
Assessment of the effectiveness of the Committee
The Committee’s effectiveness in respect of the year
ended 31 December 2024 was evaluated by way of a
questionnaire-based internal review. Respondents
included Committee members, regular attendees and
the external auditor. The Committee considered the
findings of the process in relation to both the
Committee and GIA at its December meeting, as
well as considering whether the feedback identified
in the previous year’s assessment had been
adequately addressed.
The 2024 evaluation indicated that the Committee
was working effectively and identified opportunities
for the 2025 Committee work plan, which have been
appropriately included.
Signed on behalf of the Audit and Risk Committee by:
Sarah Highfield,
Chair, Audit and Risk Committee
5 March 2025
Areas of focus in 2024
Key stakeholders
Corporate reporting
– Half and full year external
reporting
– Interim and preliminary results
announcements
– Annual Report and consolidated
financial statements
– Review of tax and statutory filing
status
– Reporting and external limited
assurance of ESG data
SHAREHOLDERS
Internal controls
– Completion and implementation
of review of the GIA function
– GIA updates
– Semi-annual review of internal
financial controls
– Monitoring agreed actions status
– Deep dives into Apparel, Footwear
and Performance Materials divisions
risk management and internal controls
– Review of updates to regulatory reform
to ensure appropriate internal
preparation
EMPLOYEES
SHAREHOLDERS
Risk management
– Litigation, cyber tools, suppliers,
PTP processes and tax risk
reviews
– Bi-annual risk review including
environmental compliance
– Horizon scanning for changes to
regulatory environment for audit
– Sanctions update including review of
Company’s ways of working to ensure
compliance
– Monitoring of refresh of Group’s
Supplier Code, including internal and
external training and compliance
updates
– Review of Supplier payment terms
CUSTOMERS
EMPLOYEES
ENVIRONMENT
SHAREHOLDERS
SUPPLIERS
External audit
– Report on external audit at half
and full year
– Insights and observations on
reporting review
– Auditor independence and non-
audit work reviews
– Review of management representation
letters
– Review of fees of external auditor
– Review of the effectiveness of the
external auditor
CUSTOMERS
EMPLOYEES
SHAREHOLDERS
SUPPLIERS
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Coats Group plc Annual Report and Accounts 2024
Nomination Committee report
David Gosnell
(Chair since November 2020)
Member since 2015
Sarah Highfield
Member since 2023
Steve Murray
Member since 2022
Fran Philip
Member since 2016
Echo Lu
Member since 2017
Srinivas Phatak
Member since 1
September 2024
Jakob Sigurdsson
Member since 2020
Dear Shareholder,
I am pleased to present the report of the Nomination
Committee for the year ended 31 December 2024.
This has been an unusually busy year for the
Committee. As set out elsewhere in this Annual
Report, a principal activity in 2024 was the
succession process which culminated in the
announcement in May 2024 of the appointment of
David Paja as Group CEO. David joined the Board as
an Executive Director on 1 September 2024 and
succeeded Rajiv Sharma as Group CEO on 1
October, when Rajiv stepped down from the Board
as part of a mutually agreed succession process.
Additionally, in August 2024, we announced the
appointment of Srinivas Phatak as a Non-Executive
Director and member of the Audit and Risk and
Nomination Committees. Finally, on 7 January 2025,
we announced that Hannah Nichols would join the
Board as an Executive Director and Group Chief
Financial Officer designate to succeed Jackie
Callaway as Group Chief Financial Officer at the
conclusion of our 2025 AGM, as part of a mutually
agreed succession process. I was delighted to
welcome both David and Srinivas to Coats and I
look forward to welcoming Hannah in due course.
Their appointments are the result of significant work
by the Committee, management and our advisors.
Following Nicholas Bull stepping down from the Board
at the 2024 AGM after serving for nine years, the
succession plans for the key Board roles that Nicholas
held were successfully implemented as detailed in the
last report of this Committee. Steve Murray now acts
as our Senior Independent Director and Sarah
Highfield is the Chair of the Audit and Risk Committee.
In light of these notable changes to the Board and
the recent period of significant transformation of
the Group, and consistent with the succession
plan that was set out in last year’s Annual Report
and the resolution passed at the 2024 AGM, the
Board is proposing that my term of appointment
as Chair continues for a further two years. You can
read more details about this process, including the
processes being led by the Senior Independent
Director to identify my successor, later in this report.
In conjunction with the processes set out above,
the Committee also reviewed the succession
plans for members of the GET and reviewed
talent development plans for key below-GET
level employees.
Committee membership and meetings
The members of the Committee comprise
independent Non-Executive Directors only. No
Executive Directors are appointed to the Committee;
however, they may attend by invitation if the matters
to be discussed require their participation. You can
read more about the skills, tenure and experience of
the members of the Committee on pages 68 to 70.
During the year, the Committee met seven times
in separately scheduled meetings, with further
discussions taking place as required and as part
of scheduled Board meetings. All Committee
members attended the maximum number of regularly
scheduled meetings that they were eligible to attend.
However, in light of the number of meetings held this
year and noting that some of these were convened
at relatively short notice to facilitate timely decision
making, some Committee members were not able
to attend all meetings. In these circumstances,
those Committee members provided their input in
advance of the meeting and the Chair discussed the
outcomes of the meetings with the relevant member
shortly thereafter. Further details of individual
Directors’ attendance can be found on page 75.
Principal objectives of the Nomination Committee
– To make sure the Board comprises individuals with
the necessary skills, knowledge and experience to
ensure that it is effective in discharging
its responsibilities.
– Oversight of the diversity and inclusion-related
elements of ESG.
Key responsibilities
– Ensuring the appropriate composition of the Board
and its Committees, and overseeing a rigorous and
transparent procedure for appointments to the Board.
– Maintaining ongoing succession plans for the Board
and GET, and reviewing the leadership needs of
the organisation.
– Ensuring diversity in the pipeline for senior
management roles.
Highlights of 2024
– Implementation of succession of Group CEO and
Group Chief Financial Officer, and ongoing Non-
Executive Director succession.
– In-depth review of GET succession plans.
– Further development of skills matrix.
Areas of focus for 2025
– Group Chief Financial Officer transition.
– Continued focus on executive succession planning
and talent development.
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Coats Group plc Annual Report and Accounts 2024
Nomination Committee report cont.
Board and Committee changes and
appointment processes
As set out in my introduction, the Committee has
overseen a number of appointment processes
during the period under review. In relation to the
comprehensive selection processes that culminated
in the appointment of David Paja as Group CEO, and
Hannah Nichols as Group Chief Financial Officer
designate, professional search agencies were
appointed in accordance with the Company’s
procurement policy based on their expertise. Russell
Reynolds was engaged in relation to the Group CEO
search and Egon Zehnder was engaged in relation
to the Group Chief Financial Officer search. Neither
agency had any connection to the Company or to
the Board.
In both appointment processes, a diverse longlist of
candidates was prepared and carefully considered
to identify the shortlist of candidates that would
proceed to the interview panel and assessment.
During the course of a number of meetings, the
Committee considered the results of externally
facilitated executive leadership assessments
together with the feedback provided by the
interview panel.
David Paja was ultimately identified as the preferred
candidate as Group CEO due to his proven
experience in driving growth and highly relevant
expertise gained in related industries. You can read
more about David Paja’s induction on the following
pages of this report.
In January 2025, it was announced that Hannah
Nichols had been appointed as the Company’s next
Group Chief Financial Officer due to her extensive
financial expertise, considerable international
experience and track record of driving
transformational change.
As a result of Nicholas Bull’s departure from the
Board, the Committee determined that it would be
helpful to identify an additional Non-Executive
Director with extensive professional financial
expertise, in addition to Sarah Highfield, as a result
of a review of the skills matrix. The recruitment
process for the appointment of Srinivas Phatak in
2024 included agreeing the criteria for the candidate
profile and the most appropriate interview panel to
lead the process. Inzito was engaged to create a
comprehensive and diverse longlist of candidates
for the role. The shortlisted candidates were then
interviewed, and the appropriate due diligence was
undertaken to ensure the appropriate fit with the
requirements including consideration of their skillset
and experience, their ability to contribute across the
requisite range of Board topics, whether their
appointment was in line with the Board’s diversity
aims and whether they could meet the expected
time commitment. Recommendations were then
made to the Board.
Any new Directors are appointed by the Board and,
in accordance with the Company’s articles of
association, they must be elected at the next AGM
to continue in office. All existing Directors stand for
re-election every year. This year, all Directors, with
the exception of Jackie Callaway, who is not
standing for re-election, will submit themselves for
re-election or election at the AGM.
The announced succession plans for the roles of
Senior Independent Director and Chair of the Audit
and Risk Committee, also triggered by the planned
retirement of Nicholas Bull at the 2024 AGM, were
implemented. Sarah Highfield also joined the
Sustainability Committee on 1 January 2024, at the
same time as the three divisional CEOs and the
Group Sustainability Director joined.
Induction
Following their appointments in 2024, both David Paja
and Srinivas Phatak took part in comprehensive and
tailored induction programmes. David Paja has visited
25 of our sites representing 90% of Coats revenue,
allowing him to truly understand the business and to
engage with employees and key customers. He has
also engaged with other key stakeholders through
results presentations, investor roadshows and in
separately arranged sessions. The Committee is
delighted with the smooth transition of the Group CEO.
Effectiveness
– Training on ethics and
other governance topics
– Briefed on outcomes
of most recent
effectiveness review
Accountability
– Information on the
Group budget and
strategy
– Last Annual Report
Leadership
– Meeting senior
executives
– Site visits
Relations with
stakeholders
– Meeting with employees
during site visits
– Meeting with key
customers
In line with our usual process, Srinivas Phatak received
training on his Directors’ duties, and his obligations in
relation to serving on the Board of a listed company.
Srinivas met with each Board member, received deep
dive sessions on each of the divisions presented by
the relevant leadership team as well as in-depth
presentations on sustainability and Group Finance, and
he has also met with relevant external advisors (such
as our brokers and our auditors). Our induction
programme ensures that Directors are appropriately
briefed on current Board topic areas, the Group’s
strategy, purpose, culture and structure, our
stakeholders as well as our operations and the
wider industry.
Succession planning, talent and skills review
The Committee, on behalf of the Board, regularly
assesses the composition of the Board and its
Committees in terms of skills, experience, diversity
and capacity.
The Board tenure tracker is regularly presented to
ensure that discussions are held well in advance of
planned departures, to allow appropriate skills gap
identification and timely succession.
The Committee uses the Board skills matrix to
provide a detailed and transparent assessment of the
current skill set on the Board and identify any training
needs or skills/experience gaps on the Board. The
Board continues to undertake all regular training
required for Group employees and also received in-
depth cyber-security training, including participating
in a simulation exercise that was facilitated by a
variety of internal and external experts.
The Committee held several detailed sessions
considering the succession plans for the GET and
the talent available below GET level. Management
provided an overview of the talent development
plans for those talent pools.
In making recommendations for the annual re-
election of the Chair and Non-Executive Directors,
the Committee considers the skills, knowledge,
experience, independence and the time
commitments of each Director to ensure that they
have sufficient time to fulfil their responsibilities to
the business. The Non-Executive Directors are
considered independent. On appointment to the
Board, the Chair was considered independent in
accordance with the terms of the 2018 UK Corporate
Governance Code.
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Coats Group plc Annual Report and Accounts 2024
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Review on ethnic diversity as at least 40% of the
individuals on the Board are women; the position of
Chief Financial Officer is held by a woman; and at
least one individual on the Board is from a minority
ethnic background.
The Company has collected the diversity data used for
these purposes from each individual on a voluntary
basis. As set out in this Committee’s report last year, the
Board agreed a target that the Group should maintain
circa 50% ethnic diversity in our senior leadership team
(using the definition recommended by the Parker
review), while recognising that periods of change in
the composition of senior leadership may result in
temporary periods when this balance is not achieved.
The Board considers this that target continues to be
appropriate and suitably challenging. You can read
more about our progress against our other sustainability
objectives, which form an integral part of our Long Term
Incentive share plan measures, and read more about
the diversity of our global workforce in the Sustainability
Report (www.coats.com/sustainability).
Board and GET gender identity or sex*
Number of
Board
members
Percentage
of the
Board
Number of
senior
positions
on the
Board
(CEO, CFO,
SID and
Chair)
Number in
executive
management
(GET and
direct
reports)
Percentage of
executive
management
(GET and
direct reports
Men
5
56%
3
35
70%
Women
4
44%
1
15
30%
Other categories
Not specified/prefer
not to say
At Coats, we define our senior management team as
employees that are band three or above in the
organisation (Senior Management). As at 31
December 2024, there were 53 women (30%) and 124
men (70%) in Senior Management.
Board and GET ethnic background*
Number of
Board
members
Percentage
of the
Board
Number of
senior
positions
on the
Board
(CEO, CFO,
SID and
Chair)
Number in
executive
management
(GET and
direct reports)
Percentage of
executive
management
(GET and
direct reports
White British or other
White (including
minority-white
groups)
7
78%
4
20
40%
Mixed/Multiple Ethnic
Groups
Asian/Asian British
2
22%
14
28%
Black/African/
Caribbean/Black
British
Other ethnic group,
including Arab
3
6%
Not specified/prefer
not to say
13
26%
*
The data in the tables above was collected directly from the Board and GET.
Members of the Board and GET were asked to indicate their gender identity,
sex and ethnic background against the categories in the table above.
Assessment of the effectiveness of the Committee
The Committee’s effectiveness in respect of the
year ended 31 December 2024 was evaluated by
way of a questionnaire-based internal review.
Respondents included Committee members and
regular attendees. The Committee considered the
findings of the process, as well as confirming that
the findings from last year’s assessment had been
adequately addressed.
The 2024 evaluation indicated that the Committee
was working effectively and identified opportunities
for the 2025 Committee work plan, which have been
appropriately included and are included in the
Committee’s workplan for 2025.
Signed on behalf of the Nomination Committee by:
David Gosnell
Chair, Nomination Committee
5 March 2025
When reviewing the wider composition of the Board
and GET, the Committee considered the various
aspects of DEI, ensuring the desired culture of the
Group is maintained, and also reviewed the required
skills profile for the Group.
Diversity
The Board recognises the many benefits of building a
diverse leadership team and the charts on page 75 set
out the gender and ethnic background, as well as
diversity of experience, of the Board. The Board
believes that embracing diversity, in all its forms,
promotes inclusivity and supports good decision
making by the Board.
Our Board Diversity Policy, which is available at
www.coats.com, was updated in 2022 to reflect the
targets set by the FTSE Women Leaders Review on
gender diversity. Our workforce diversity policy is
included in our Coats Key People Principles, which
set out the range of policies in place to ensure fair
and equitable treatment of our diverse workforce.
The diversity section includes the same definitions
and references as our Board policy and aims to
promote an inclusive working environment. You can
access our Coats Key People Principles on our
website (www.coats.com/en/Download-Centre).
We are now a number of years into our internal
diversity programmes Coats for All and Coats for
Her, and the Board and the Committee have
continued to monitor the initiatives and outcomes
regularly to ensure the Company is tracking
appropriately against our ambitious internal targets.
You can read more about this in the People and
Culture section of this report on pages 23 to 24.
The Committee is pleased to report that during the
year ended 31 December 2024 and up to the date of
this Report, the Board had met the targets of the
FTSE Women Leaders Review and the Parker
Last year, Coats set out our succession plan for the role of
Chair of the Board. The Committee and Board, in a process led
by the Senior Independent Director and from which the Chair
recused himself, engaged with shareholders to explain the
rationale for this proposal and the associated resolution was
passed at the 2024 AGM, for which we value your support,
with over 95% of the votes cast being voted in favour.
In line with the plan communicated last year and set out in this
year’s Notice of AGM, the Board is proposing David Gosnell’s
re-appointment to the Board and the Committees on which he
sits for the remaining term of two years, subject to annual
re-election. The Board and Committee are satisfied that David
continues to demonstrate independent character and
judgement, and promotes constructive challenge amongst the
Board, and that he continues be independent in accordance
with the Code. They are also satisfied that he continues to
perform effectively and demonstrate commitment to the role.
The Committee and the Board, acting with David having
recused himself, are highly mindful of the vital need for strong
and consistent leadership from the Chair to continue to guide
the Board, the Committees on which he sits and the Group in
a period of changing leadership during the transition of the
Group CEO and Group Chief Financial Officer, and the recent
wider changes within the Group. Accordingly, after careful
consideration, the Board has concluded that David’s proposed
re-appointment is appropriate and in the best interests of the
Company and its stakeholders to ensure continuity during this
transitional period.
In the second half of 2024 and in early 2025, Steve Murray,
Senior Independent Director, has engaged with a number of
the Company’s key institutional investors and several proxy
advisory firms to confirm the process and timing for identifying
David’s successor, which is expected to commence later in
2025. The shareholders indicated clear support for David
continuing as Chair, with the majority supportive of his re-
appointment for the remaining term of two years, subject to
annual re-election.
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Coats Group plc Annual Report and Accounts 2024
Remuneration Committee report
Dear Shareholder,
As Chair of the Committee, I am pleased to present
the Directors’ Remuneration Report for 2024.
This report consists of three parts: this letter
summarising the work of the Committee and the
decisions made, the Annual Report on
Remuneration for 2024 (the Report), and a summary
of the Directors’ Remuneration Policy (the Policy)
approved by shareholders at the 2023 AGM.
This letter and the Report will be subject to an
advisory vote from shareholders at the 2025 AGM.
Highlights of 2024
– Enabled and supported smooth Executive Director
succession planning, including determining the
treatment of remuneration for the Group CEO and
Group Executive Team (GET) roles and in early
2025, Group CFO roles.
– Balancing the volatility of the macro economic
environment and shareholder interests with
remuneration packages for our Executive
Directors, GET members and wider workforce.
– Considering developments in market practice and
the associated implications for the Group.
– Determining the 2023 annual bonus awards and
the vesting of the 2021 LTIP award.
– In-depth review of remuneration arrangements
within the wider workforce including the annual
review of our global Living Wage policy, to which
we are proud our employees are above the
living wage.
– Reviewing Executive Directors and Group
Executive Team salaries.
– Considering the implementation of the Policy for
2025, including performance measures, targets
and weightings with early consideration of our
policy which will be reviewed in full during 2025.
Areas of focus for 2025
– Reviewing the effectiveness of the current Policy
against the current market and developing a new
Policy ahead of the 2026 AGM.
– Overseeing the implementation of the current
Policy for 2025.
– Setting incentive targets in a continuing
challenging macro-environment, ensuring
alignment with strategy and shareholder interests,
as well as ensuring fairness and transparency.
– Continuing to review workforce remuneration
policies to support our environmental, social and
governance strategy as well as our Diversity,
Equity and Inclusion objectives.
Workforce context
Whilst the challenges of high levels of inflation and
cost of living pressures across the geographies
in which we operate reduced in 2024 relative to
previous years, the Committee remained mindful
of these challenges and the need to ensure that
the wider workforce were adequately supported,
through a combination of approaches, including
out of cycle salary increases and amendments
to our benefits offering within countries.
Salary increases for the Executive Directors and the
Group Executive Team were approved considering
the increases applied to the relevant local workforce
and their overall position against the market.
Increases for our Executive Directors and GET in
the UK were positioned below the UK workforce
increase of 3.6%, with the exception of the Group
CFO who received an exceptional increase of 10%
to align her with the full market rate for the role.
This increase reflected a number of factors that
included her growth in her role and exceptional
performance. The Committee also took into account
the importance of Group CFO retention during a
Echo Lu
(Chair since May 2021)
Member since 2017
Steve Murray
Member since 2022
Fran Philip
Member since 2016
Principal objectives of the Remuneration
Committee
Our main objectives are to have fair, equitable
and competitive reward packages that support
our vision and strategy and help ensure that
rewards are performance based and encourage
longer-term shareholder value creation.
Key responsibilities
– Implementing the Directors’ Remuneration
Policy (the Policy).
– Ensuring the competitiveness of reward.
– Designing the incentive plans.
– Setting incentive targets and determining
award levels.
– Reviewing workforce remuneration and
related policies and the alignment of
incentives and rewards with business
strategy and culture.
– Engaging with shareholders on remuneration
matters, including the Directors’
Remuneration Policy.
Our executive remuneration principles
– Competitive with the local market and
industry where we recruit from.
– Rewards the achievement of personal goals
for each role.
– Linked to company performance over the
short and long term.
– Fair and transparent rewards linked to clear
measures and aligned to business strategy
and goals.
– Aligned to the principles and operation of the
remuneration policy for the wider workforce.
– Ensures that Remuneration appropriately
reflects and incentivises the Company’s
Sustainability goals.
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Remuneration Committee report cont.
critical period of Group CEO transition. As a result,
the Committee increased her salary to around the
median of the companies within the top half of the
FTSE 250 Index (excluding investment trusts). This
peer set was considered to be of similar size and
complexity to Coats given the FTSE ranking of Coats
and the nature of the companies in this peer set.
Fran Philip, our Designated Non-Executive for
Workforce Engagement, continued her programme
of meetings with our employees in all our local
markets. Employees were encouraged to discuss
matters of remuneration across the Group and
raise any issues that they considered appropriate.
The impact on remuneration of continued high
inflation on employees was raised as part of
these discussions in certain geographies.
Incentive structures remain aligned within the Coats
business, therefore, the key metrics that apply to
senior management compensation are applied
consistently throughout the organisation, with our
main bonus plan being subject to the same key
financial measures as our Executive Directors.
As noted last year, we are in the process of
enhancing and harmonising our benefits offering
across the Group to ensure we continue to offer
the most appropriate packages to our employees
and are pleased to see the introduction of our
global employee assistance programme in
2025, allowing all our employees to have the
assistance they need at the time they need it.
Executive Director changes during 2024
As announced on 30 May 2024, as part of Coats
Group plc’s leadership succession plan, the Board
reached agreement with Rajiv Sharma that he would
step down from the Board and role of Group CEO.
He stepped down from the Board and role of Group
CEO on 30 September 2024.
Given his leaving employment was by way of mutual
agreement in connection with the Board’s leadership
succession plans, the Committee determined that, in
line with the discretions included within the relevant
plan rules, that he would remain eligible to participate
in the annual bonus plan for 2024, pro-rata for his
period of employment, and also retain a pro-rata
entitlement to his in-flight LTIP awards. Performance
conditions will be tested at the end of the relevant
performance periods and remain subject to the
relevant malus and clawback provisions. In line with
typical practice for executives leaving employment
part way through a financial year (and Coats’
Remuneration Policy), the 2024 bonus will be paid in
cash. Rajiv Sharma remains subject to the Company’s
post-cessation of employment share ownership
guidelines and is therefore required to retain 200% of
his salary at 30 September 2024 for a period of two
years. Further details of Rajiv’s remuneration are set
out later in this report.
Also announced on 30 May 2024, was the
appointment of our new Group CEO David Paja.
David commenced employment on 1 September
2024 and became Group CEO on 1 October 2024.
David was appointed on a base salary of £720,000,
positioning him around the median of the companies
within the top half of the FTSE 250 Index (excluding
investment trusts) which was considered the
appropriate level of remuneration given the size and
complexity of Coats. The Committee had regard to
the remuneration package in his previous role and
noted that the structure of his package remains
comparable to his previous remuneration package.
David’s annual bonus and LTIP terms are aligned
with those of the former Group CEO. David received
a partial buyout, mirroring the terms of remuneration
forfeit, in connection with joining Coats. Full details
of his remuneration are set out later in this report.
Executive Director changes in 2025
It was announced on 7 January 2025 that our
Group Chief Financial Officer, Jackie Callaway,
had mutually agreed to step down from the Board
at the conclusion of the AGM on 21 May 2025.
Her remuneration arrangements on cessation of
employment will be treated consistently with the
Directors’ Remuneration Policy and the relevant plan
rules. Our intentions in relation to her leaver terms
are set out later in this report.
Also announced on 7 January was the appointment
of our new Group CFO, Hannah Nichols. She will join
as Group CFO Designate on 24 April 2025 and will
become Group CFO at the conclusion of the AGM
on 21 May 2025. Hannah’s base salary has been set
at £465,000 which is around the median of the
companies within the top half of the FTSE 250 Index
(excluding investment trusts) which is considered the
appropriate rate for the role given the size and
complexity of Coats. Hannah’s remuneration
package, including the annual bonus and LTIP terms
are aligned with those of our current Group CFO.
Hannah will receive a performance related buyout,
mirroring the terms of what was forfeit, in connection
with her appointment. Further details of her
remuneration are set out later in this report.
2024 remuneration outcomes
During 2024, the Group has delivered strong
performance; strong Sales and EBIT performance
was delivered by a faster than anticipated recovery
from the destocking cycle in Apparel and Footwear
and continued market share gains, with some offset
from subdued end markets in PM. Further detail can
be found on page 39.
The 2024 annual bonus outcomes reflect strong
financial and strategic performance delivered by our
Executive Directors during the year. All financial
elements of the bonus exceeded the maximum
target levels. This resulted in 100% of maximum
being payable for the financial elements of the
2024 annual bonus.
Page 91 provides further information regarding
performance against the Executive Directors’
individual objectives and the associated individual
outcomes, including the pro-rated bonus paid to
David Paja and Rajiv Sharma.
The Committee critically assessed performance for
the year and is comfortable that the annual bonus
outcome reflects the strong financial and non-
financial performance during the year. As a result,
no adjustments to the formulaic outcome
were made.
With regards to long-term performance, we achieved
growth in Normalised EPS over the three-year
period ending 31 December 2024 to 9.09 cents,
post adjustment for pension buy-in, delivered a total
shareholder return of circa 56%, and made strong
strategic progress against a balanced scorecard of
objectives. This resulted in 80.2% of the total award
vesting. Further details, including details of our
approach to the pension buy-in, are provided on
page 92. As with the annual bonus the Committee
reviewed this outcome in the context of
performance delivered over the performance period,
and the experience of our stakeholders, and
concluded that this outcome was a fair reflection of
performance. As a result, no adjustments to the
formulaic outcome were made.
The Committee can confirm that the Policy approved
at the 2023 AGM was implemented in 2024 as the
Committee intended and worked effectively.
The Committee continues to monitor this on an
ongoing basis.
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Coats Group plc Annual Report and Accounts 2024
Remuneration Committee report cont.
Implementation of Policy for 2025
As the remuneration arrangements for the Group
CEO and the incoming Group CFO were set on
appointment, the Committee is comfortable that no
material changes are required to remuneration
levels for 2025.
No material changes to the measures of the 2025
annual bonus or LTIP grants are envisaged relative
to 2024. With a 5% increase in the Sales weighting
to 15% under the annual bonus plan and an equal
reduction to Free Cash Flow to 25%. All other
weightings remain the same.
Base salary – as of 1 January 2025:
Group CEO (David Paja) – £720,000
Outgoing Group CFO (Jackie Callaway) – £474,705
Incoming Group CFO (Hannah Nichols) – £465,000
The Committee remains mindful of institutional
investor guidance in relation to salary increases and
the compounding impact of Executive Director
increases during periods of higher inflation and will
continue to balance this with the need to recognise
the performance, experience and calibre of the
Executive Directors.
Pension – the pension provision for the Executive
Directors is aligned to the typical rate of pension
provision for the UK workforce of 12%.
Annual bonus – the maximum annual bonus
opportunity will remain at 150% of salary for the
Group CEO and 125% of salary for the incoming
Group CFO with 50% deferred into shares for
the Group CEO and 40% for the Group CFO.
The deferral period is three years. The performance
metrics are as detailed above.
The targets for the annual bonus will be disclosed
retrospectively in next year’s Remuneration Report.
The Committee is comfortable that the targets
reflect our business objectives and will be
appropriately stretching.
LTIP – the Long Term Incentive Plan awards are
expected to be granted at 175% and 150% of salary
for the Group CEO and the incoming Group CFO
respectively, with awards vesting subject to three-
year performance targets. The award levels are
consistent with the awards granted in 2024.
As a result of the leadership changes during the
year and the wider market environment, the
performance targets to apply to the 2025 awards
will be included in the market announcement at the
time of granting the awards.
Jackie Callaway, as part of our agreed leadership
transition, will remain eligible to earn a pro-rata
bonus for her period of employment up to 30 June
2025. Jackie will not be eligible to receive an LTIP
grant in respect of 2025.
Conclusion
The Committee is satisfied that the decisions made
during 2024 reflect the financial and non-financial
performance of the Group during the year and
balance the interests of all key stakeholders.
As part of the development of a new Policy ahead of
our 2026 AGM, the Committee is planning to
engage with our largest shareholders regarding any
proposed changes in advance.
I look forward to receiving your support for our
Annual Report on Remuneration at our 2025 AGM.
Echo Lu
Chair, Remuneration Committee
5 March 2025
We are committed
to maintaining a GPTW™
for our employees by
delivering fair and
equitable remuneration
practices globally.”
Echo Lu,
Chair, Remuneration Committee
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Coats Group plc Annual Report and Accounts 2024
Remuneration Committee report cont.
Remuneration Policy summary (Executive Directors)
Element
Key features of policy
Fixed base and benefits
– Base salary is benchmarked against the FTSE 250 and a selected comparator
group of similar size and complexity
– Benefits benchmarked to local market practice and reflect the nature of the
Executive’s role
– Pension benefits aligned to the workforce where the role is based
Annual bonus
– Maximum award opportunity: 150% of base salary
– A proportion of annual bonus is subject to a mandatory deferral. Deferred
bonuses are converted into share awards and are released after a three-year
retention period so that the value of annual incentives is significantly aligned
to the longer term performance of the Company
LTIP
– Maximum LTIP award opportunity: 175% of base salary (200% exceptional
circumstances)
– Awards are discretionary and may be made annually
– Vesting is conditional on three-year performance conditions. Any shares vesting
after three years are also subject to an additional two-year holding period
– Performance measures and targets are determined by the Committee, taking into
account the balance of strategic priorities for Coats for the upcoming three-year
performance period
– Any LTIP shares awarded are subject to malus and clawback
Shareholding Requirement
– 200% of salary within five years of appointment
– Applies for 2 years post termination of employment based on the lower of the
shareholding requirement or the actual shares held on termination
Remuneration release profile
2024
2025
2026
2027
2028
Base salary/Benefits/Pension
Cash & benefits
Short Term Incentive
Cash
Deferred shares
Long Term Incentive
Performance Period
Holding Period
Summary of implementation in 2024
Fixed remuneration
Implementation in 2024
Base salary
1 July 2024 review
– Increase of 3.4% for Rajiv Sharma and 10% for Jackie Callaway, against a
budgeted increase for the UK workforce of 3.6%. Further details on the increase
for Jackie Callaway are provided the Chair’s introductory letter.
– David Paja joined the Group on 1 September 2024 on a salary of £720,000.
Pension benefit
Aligned to the UK workforce
– 12% of salary for all Executive Directors
Annual bonus
Performance measures:
Sales: 10%
EBIT margin 20%
EBIT: 20%
Free Cash Flow: 30%
Personal objectives: 20%
– For David Paja and Rajiv Sharma, a maximum bonus of 150% of salary pro-rated
for time served in the year. David’s bonus is subject to a 50% deferral of the
outcome into shares, whilst Rajiv’s bonus was paid in cash as detailed in the
Chair’s introductory letter.
– For Jackie Callaway a maximum bonus of 125% with a deferral of 40% of the
outcome in shares.
– Outcomes for 2024 shown on page 91.
Long Term Incentive
Performance measures:
EPS growth: 30%
Average Cash Conversion: 20%
Total Shareholder Return: 25%
Sustainability: 25%
– Grant of 175% of salary to Rajiv Sharma. As set out in the Chair’s introductory
letter and in line with the approach taken for Rajiv’s other in-flight awards, this
was pro-rated for time served during the performance period.
– Grant of 150% of salary to Jackie Callaway.
– Three-year performance period with subsequent two-year holding period.
– Targets for 2024-2026 on page 93.
– David Paja did not receive an LTIP grant in 2024. David received a buy-out award
detailed on page 94.
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Coats Group plc Annual Report and Accounts 2024
Directors’ remuneration report
for the year ended 31 December 2024
Annual Report on Remuneration
This Annual Report on Remuneration has been prepared in accordance with the relevant provisions of the
Companies Act 2006 and as prescribed in The Large and Medium-sized Companies and Groups (Accounts
and Reports) Regulations 2008 as amended (the Regulations). Where indicated, information has been
audited by Ernst & Young LLP.
The Annual Report on Remuneration will be subject to an advisory vote at the AGM on 21 May 2025.
Executive Directors
Rajiv Sharma was appointed to the Board on 2 March 2015 and was Group Chief Executive with effect from
1 January 2017 until 30 September 2024. David Paja was appointed to the Board on 1 September 2024 and
took on the role of Group CEO on 1 October 2024. Jackie Callaway was appointed to the Board on
1 December 2020 and appointed as Group Chief Financial Officer on 31 March 2021, remaining as such
during 2024.
Single total figure for Executive Directors’ remuneration for 2024 (audited information)
David Paja
Rajiv Sharma
Jackie Callaway
£000’s
2024
2023
2024
2023
2024
2023
Base salary
240.0
–
527.2
678.5
453.1
421.3
Benefits
15.7
–
90.7
46.4
28.1
21.8
Other
–
–
–
–
–
–
Pension
28.8
–
63.3
81.4
54.4
50.6
Total Fixed
284.5
–
681.1
806.3
535.6
493.6
Annual bonus
360.0
–
807.0
693.3
593.4
358.8
LTIP
1,007.7
–
1,085.0
1,401.2
692.9
745.7
Total Variable
1,367.7
–
1,892.0
2,094.5
1,286.3
1,104.4
Total
1,652.2
–
2,573.1
2,900.8
1,821.9
1,598.1
The figures in the table above have been calculated on the basis of the following:
– David Paja’s remuneration has been disclosed from commencement of employment on 1 September 2024.
He received a base salary of £720,000 (pro-rated) and received a pro-rated annual bonus.
– Rajiv Sharma’s remuneration has been disclosed up to 30 September 2024.
– Benefits: this is the value of all benefits including a car allowance, private medical insurance, life insurance
and income replacement insurance, tax return support where applicable, and a payment in lieu of untaken
holidays for Rajiv Sharma. A car allowance of £20,000 per annum was paid to David Paja and Rajiv Sharma,
with an allowance of £15,000 per annum paid to Jackie Callaway.
– Annual bonus: is the total value in cash and shares of the annual bonus that is attributable to each
year. 50% of the 2024 bonus outcome for David Paja and 40% for Jackie Callaway will be awarded in
shares under the terms of the Deferred Annual Bonus Plan. Rajiv Sharma’s bonus was pro-rated to
30 September 2024 and David Paja’s bonus was pro-rated from the commencement of his employment
on 1 September 2024.
– Pension: represents the value of all employer contributions to any pension plan or cash payments paid in
lieu of a pension benefit. No Executive Director participates in any defined benefit pension arrangement.
All Executive Director pension benefits are based in 12% of base salary, being the rate received by the
majority of the UK workforce rate.
– The value of the LTIP awards shown for 2023 have been restated to reflect the value on the vesting date
(7 March 2024) including dividend equivalents accrued to this date, using the share price on 7 March 2024
of £0.764.
– Of the amount shown, £270,971 and £144,214 of this value represents the value attributable to share price
growth over the three-year period (excluding dividend equivalents) to Rajiv Sharma and Jackie Callaway
respectively. No discretion was exercised in respect of these amounts.
– The value of the LTIP awards shown for Rajiv Sharma and Jackie Callaway for 2024 reflects the vesting of
LTIP awards with a performance period ending in 2024. Of the amount shown, £347,547 and £221,970 of
this value represents the value attributable to share price growth for Rajiv Sharma and Jackie Callaway
respectively, over the three-year period based on the average share price for the last three months for
2024. No discretion was exercised in respect of these amounts.
– The value of the LTIP award shown for David Paja reflects the buy-out award granted on 6 September 2024
to David Paja based on the share price immediately prior to grant of £0.998. The award was granted over
1,009,693 shares, in partial compensation for awards forfeited from his previous employer in connection
with joining Coats and reflects the structure of the forfeit award. The award is subject to remaining in
employment is not subject to a performance condition. Further details are set out on page 94.
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Coats Group plc Annual Report and Accounts 2024
Directors’ remuneration report cont.
Annual bonus outcome 2024 (audited information)
The annual bonus for 2024 was determined in accordance with the details provided in the 2023 Directors’
Remuneration Report. Details of the bonus measures and opportunities are provided in the table below.
The measures were selected to incentivise a balance of outcomes that reflected the strategic priorities
of the Group.
Annual bonus 2024
Weighting
Achievement
Performance
achieved in 2024
Performance Measure
Threshold
(10% of max)
Target
(50% of max)
Maximum
(100% of max)
Outcome
as % of max
Group Sales $m
10%
1,401
1,445
1,485
1,520
10%
Earnings Before Interest and Taxation (EBIT) $m
20%
240
255
270
274
20%
EBIT Margin (%)
20%
16.7%
17%
17.3%
18%
20%
Free Cash Flow (adjusted) (FCF) $m
30%
100
115
130
154
30%
Individual objectives
20%
–-
–
–
See below
20%
Total
100%
100%
Targets were set in relation to budget for the 2024 financial year. The Committee resolved that the Board’s
decision to undertake a pension buy-in during the year should not result in the 2024 bonus targets becoming
easier or harder to achieve as a result of de-risking the pension scheme. The figures in the table above have
not been adjusted for the marginal reduction in Free Cash Flow as a result of the pension buy-in. The
Committee did consider the numbers adjusted for the pension buy-in (i.e. adjusting for the higher interest
costs and reduced pension contributions in 2024) but noted it did not impact the bonus outcome (i.e.
maximum was earned with or without a pension buy-in adjustment) and so no adjustment was made.
All figures reflect the 2024 Plan exchange rates.
The performance reflected in the table above reflects the figures disclosed in this Annual Report adjusted to
exclude the impact of any exchange rate fluctuations during the year $19 million for Sales, $4 million for EBIT,
and $0.8 million for FCF respectively.
For the 2024 annual bonus, challenging individual objectives were established by the Committee for each
Executive Director that reflected activities and initiatives intended to improve the performance of the Group.
The objectives established and assessed for 2024 are reflected in the section below.
Personal objectives linked to 2024 bonus
At the beginning of the year the Committee determined that the following personal objectives would be
linked to 20% of the maximum annual bonus outcome. All objectives were equally weighted.
Objective
Outcome
Group CEO –
David Paja
Higher EBIT margin of 18%
at Group level
With 18% EBIT margin achievement for 2024, the Committee considered
David’s efforts instrumental in ensuring our EBIT margin for 2024 went
beyond the target set for the former CEO and CFO at the start of the
year. The Committee therefore considered this object to be met in full.
Deliver an in-depth review
of PM with actionable plans
for 2025
A clear and compelling strategy for Performance Materials was
presented to the Board. In addition, David identified the need to close
Toluca, which at the time of assessment, was in active progress for
completion in 2025, and appointed a new CEO, Performance Materials
Division and Group Chief Operations Officer.
The Committee determined the outcome of 20% out of a possible 20% of maximum bonus.
Former Group
CEO – Rajiv
Sharma
Deliver 17% EBIT margin at
Group level in H1 and FY
With the full year target of 17% achieved well ahead of the stretch target
set for H1, and with 18% EBIT margin achievement for 2024, the
Remuneration Committee is satisfied this objective was met in full.
Deliver 2024 sustainability
targets
Our 2024 sustainability targets included: a reduction in Scope 1 & 2
emissions; transition of in-scope raw materials to non-virgin oil-based
materials; increase in water recycling rate; zero waste to landfill; effluent
compliance; GPTW™ coverage; and females in senior leadership roles.
Performance against these targets is set out on page 40. Given the high
performance levels to date, the Committee is satisfied this objective was
met in full.
The Committee determined the outcome of 20% out of a possible 20% of maximum bonus.
Group CFO –
Jackie Callaway
Deliver 17% EBIT margin at
Group level in H1 and FY
With the full year target of 17% achieved well ahead of the stretch target
set for H1, and with 18% EBIT margin achievement for 2024, the
Remuneration Committee is satisfied this objective was met in full.
De-risk pensions
We are now fully insured in a £1.3 billion deal, marking a significant step
forward for the Group. It provides certainty for our pensioners, removes
a significant cash commitment and enables management to focus on
accelerating profitable growth and deploying capital to our other key
priority areas for 2025 and beyond with the final terms and timing of the
buy-in delivered ahead of the Board’s original planning. Therefore, the
Committee is satisfied this objective was met in full.
The Committee determined the outcome of 20% out of a possible 20% of maximum bonus.
The above table includes the targets set and actual performance against them other than where information
is considered price sensitive by the Remuneration Committee.
In making its final determination of performance against the targets, the Committee had regard to the
exceptional financial performance and stakeholder experience during 2024, including a substantial
shareholder return, which resulted in the Committee being comfortable that paying bonuses in line with the
original formulas set was appropriate.
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Coats Group plc Annual Report and Accounts 2024
Directors’ remuneration report cont.
The EPS targets were set in 2022 to be adjusted for the impact of IAS 19 and wider pension finance charges,
so that the performance condition reflected underlying performance. EPS was restated for the pensions buy-
in. The Committee, is comfortable this approach ensures the impact of the targets are no more or less
challenging than originally intended when the target was set, this adjustment restated EPS for the financing
impact of the buy-in on the targets. There was no material impact on the Cumulative Free Cash Flow target
over the performance period. As intended at the time the targets were set, the Committee intends to treat
in-flight LTIP awards in a similar manner with final determination being made prior to vest.
Summary of performance against sustainability targets
The extent of achievement in performing against the sustainability targets set for the 2022 LTIP is set
out below.
The Committee tested the extent of achievement against each individual target. All targets are measured
against a 2022 baseline. For a partial achievement of each measure, up to 25% of the award will vest if a
minimum threshold performance standard is obtained in all three targets, rising to 100% vesting for the
achievement of all three.
Area
Target
Performance
Percentage
Achievement of
Target
Recycled materials
To achieve a growth in sustainable
(non-virgin oil based) materials to 40%
by 2024
Growth to 46% was achieved.
100%
Emissions
Pro-rata reduction in Scope 1 & 2
emissions of 11%
Reduction of 51% achieved.
100%
Water Usage
Increase water recycling rate and
achieve a 5% increase.
14% increase was achieved by the end
of 2024.
100%
Overall performance
100%
The Committee considered the Group’s overall performance over the 2022 LTIP performance period and felt
that the outcome of 80.2% appropriately reflected the performance of the business during the performance
period which included an unforeseen and significant destocking cycle. As a result, no adjustments to the
formulaic outcomes were made.
Share awards granted in 2024 (audited information)
The following share awards were granted to Executive Directors during the financial year ended
31 December 2024. The targets for achieving minimum performance for each measure, where these apply,
are shown in the table overleaf.
The share price shown, was used to calculate the number of options awarded under the terms of the Coats
Group plc Long Term Incentive Plan, is based on the mid-market closing price for the day immediately
preceding the grant date.
Summary 2024 Bonus Outcome
The Committee assessed the formulaic outcome and were comfortable that these outcomes were reflective
of a holistic assessment of performance delivered during the year, reflected shareholder value, and the
experience of employees during the year, who have generally excelled against their bonus targets. As a
result, no adjustments to the formulaic outcomes were made.
Performance Measure
Bonus opportunity (% of salary)
2024 bonus outcome (% of maximum)
Bonus outcome (£)
Group CEO – David Paja
150%
100%
£360,0001
Group CEO – Rajiv Sharma
150%
100%
£806,9862
Group CFO – Jackie Callaway
125%
100%
£593,381
1. The amount of bonus for David Paja reflects his time in role between 1 September 2024 to the end of the financial year.
2. The amount of bonus for Rajiv Sharma was pro-rated to 30 September 2024.
Long Term Incentive award vesting (audited information)
On 4 March 2022 Rajiv Sharma and Jackie Callaway were granted an award over 1,698,806 and 904,157
shares under the terms of the Long Term Incentive Plan respectively in the form of nil cost options. Awards
vest according to performance over the period from 1 January 2022 to 31 December 2024 (referred to as
2022 LTIP). Due to Rajiv stepping down from the Board, his outstanding awards were pro-rated, resulting in
1,415,672 shares outstanding under the 2022 LTIP after cessation.
As set out in the table below 80.2% of the shares granted will vest on 6 March 2025.
The performance measures were based upon Total Shareholder Return performance (TSR), Earnings Per
Share CAGR (EPS) and Cumulative Free Cash Flow relating to Coats Group plc. The achievement of the
Long Term Incentive Plan performance measures and the consequent vesting of the awards are shown in
the table below.
2022 LTIP: Performance period 1 January 2022 to 31 December 2024
Measure
Weighting
Threshold
(25% vesting)
Mid
(62.5% vesting)
Maximum
(100% vesting)
Actual
Outcome as % of
max LTIP
EPS CAGR
40.0%
5% CAGR 12.5% CAGR 20% CAGR 10.1% CAGR
20.2%
Cumulative Free Cash Flow
20.0%
$321m
$359m
$396m
$398m
20%
Total Shareholder Return versus the FTSE 250
excluding investment trusts
20.0%
Median
62.5th
Percentile
Upper
Quartile
88th
Percentile
20%
Sustainability
20.0%
See summary of performance below
20%
Total
80.2%
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Coats Group plc Annual Report and Accounts 2024
Directors’ remuneration report cont.
Awards were granted as nil cost options under the terms of the Coats Group plc Long Term Incentive Plan
that was approved by shareholders on 22 May 2014. Awards were also granted to over 80 senior managers
on similar terms. The LTIP awards will vest, subject to the achievement of performance measures, on the third
anniversary of the date of grant. For Executive Directors an additional two-year holding period applies. The
notional value of any dividends paid on any vested share during the period from grant to the end of the
holding period is awarded as additional shares upon exercise.
Executive Director
Date of grant
Number of options
awarded
Face value at award
date
Award value as a
% of salary
Share price to
calculate no of
shares
% vesting for
minimum
performance
Performance period
Vesting date
Jackie Callaway
22–Mar–24
821,478
£647,325
150%
£0.788
25%
1 Jan 2024
to
31 Dec 2026
22–Mar–27
Rajiv Sharma
22–Mar–24
1,543,464
£1,216,250
175%
Rajiv Sharma’s award was pro-rated for time, resulting in 257,244 shares outstanding.
Long Term Incentive Plan awards performance measures
The performance measures applicable to awards granted in respect of the three-year performance period
that commenced on 1 January 2024 (LTIP 2024) are shown below.
Measure
Weighting
Threshold
(25% vesting)
Maximum
(100% vesting)
EPS CAGR
30.0%
5%
13%
Total Shareholder Return versus the FTSE 250
excluding investment trusts
25.0%
Median
Upper
quartile
Average Cash Conversion
20.0%
70%
90%
Sustainability (see details below)
25.0% See below
See below
The EPS CAGR measure is based on normalised EPS, adjusted to exclude the impact of exceptional costs
such as property gains or losses and the impact of variation of the IAS 19 (pensions finance) charge. Total
Shareholder Return is the total return to shareholders which includes share price growth and ordinary
dividends (reinvested on the ex-dividend date). The performance measure is assessed against a comparator
group consisting of the FTSE 250, excluding investment trusts.
Average Cash Conversion is defined as the average of the adjusted Free Cash Flow divided by normalised
Attributable Profit for each of the three years in the performance period. The adjusted Free Cash Flow is
before deficit repair contributions to the UK pension scheme and after maintaining the Company’s asset base
i.e. operating cash flow minus capital expenditures, adjusted for exceptional items such as property gains
or losses.
The Sustainability targets are as follows:
Sustainability
Threshold (25% vesting)
Maximum (100% vesting)
Energy: reduction in Scope 1 & 2 emissions
20%
24%
Recyclable materials: growth in sustainable
(non-virgin oil) based materials
Growth to 55%
Growth to 65%
Waste: reduction in waste to landfill
93% reduction
100% reduction and zero
total waste to landfill
Diversity & inclusion: percentage representation of women
in the leadership (senior manager and above) population
28%
32%
Wellbeing: percentage of employees in Coats units that
have a GPTW or equivalent certification
87%
89%
Targets for energy, waste reduction, and growth in recyclable materials are measured against a 2022 baseline.
The Committee will test the extent of achievement against each equally weighted target shown above.
The Committee retains the discretion to consider whatever adjustments it considers are fair and reasonable
when considering performance against the targets shown. The Committee may adjust the level of vesting if it
considers that the performance measures do not reflect the overall performance of the Company during the
performance period or if there has been a material event such as an acquisition or disposal during the course
of the performance period.
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Coats Group plc Annual Report and Accounts 2024
Directors’ remuneration report cont.
David Paja buy-out award
The share price shown below, reflects the mid-market closing price for the day immediately preceding the
grant date. When granting the award, the five day average immediately preceding commencement of
employment was used.
The award was granted as a nil cost option and was intended to partially replace the award in David Paja’s
previous employer (GKN Aerospace) that was forfeited on cessation of employment.
The structure of the award, being an award of shares vesting over 3 years from the commencement of
employment subject to continued employment, mirrors the structure of the award forfeit on joining Coats.
There were no performance conditions on the award forfeit and the amount was determined with reference
to the total amount forfeited. As a result, while the buy-out did not fully replace the award forfeit, it was
considered proportionate to what was lost in connection with joining Coats.
Executive Director
Date of grant
Number of options
awarded
Face value at award
date
Award value as a
% of salary
Share price
immediately
preceding grant
% vesting for
minimum
performance
Performance
Period
Vesting date
David Paja
6-Sept-24
1,009,693
£1,007,674
140%
£0.998
n/a
n/a
1-Sept-27
Non-Executive Directors
Fees were increased by 3% with effect from 1 July. Therefore, the base fee increased to £68,135; the
supplementary Chair and Senior Independent Director fees increased to £13,519 and the fee as Designated
Non-Executive for Workforce Engagement increased to £8,111.
The fee for the Chair payable to David Gosnell following the extension of his term was increased by 3% to
£257,500 aligning to market rates. David Gosnell had not received a fee increase previously, following his
appointment on 19 May 2021.
Single total figure for Non-Executive Directors’ remuneration for 2024 (audited information)
Non-Executive Directors, excluding the Chair, who are required to travel long haul (more than five hours one-
way) to meetings are entitled to an additional travel allowance of £1,500 for each round trip subject to a
maximum of five trips per annum. Additional fees may be paid for additional duties and time commitments
that are undertaken outside the terms of appointment.
Base fee
£000
Supplementary fee
£000
Benefits1
£000
Other fee2
£000
Total
£000
2024
2023
2024
2023
2024
2023
2024
2023
2024
2023
David Gosnell
253.8
250.0
–
–
4.6
–
–
–
258.3
250.0
Nicholas Bull3
27.6
64.6
10.9
24.4
0.2
–
1.5
1.5
40.2
90.5
Sarah Highfield4
67.1
11.0
8.3
–
0.5
–
3.0
–
78.9
11.0
Echo Lu
67.1
64.6
13.3
12.8
–
–
1.5
1.5
82.0
78.9
Stephen Murray
67.1
64.6
8.3
–
–
–
3.0
1.5
78.4
66.1
Fran Philip
67.1
64.6
8.0
7.7
2.2
1.8
7.5
7.5
84.8
81.6
Jakob Sigurdsson
67.1
64.6
–
–
–
–
3.0
1.5
70.1
66.1
Srinivas Phatak5
22.7
–
–
–
–
–
–
–
22.7
–
Total
639.7
584
48.8
44.9
7.4
1.8
19.5
13.5
715.4
644.1
1. The figure under benefits for Non-Executive Directors relates to support with tax returns and any taxable expenses, reported to the relevant tax authorities
during the year.
2. Fees under Other fee represent the £1,500 per trip travel fee payable for Directors (excluding the Chair) who travel long haul to attend Board meetings.
3. Steve Murray was appointed Senior Independent NED in May 2024.
4. Sarah Highfield was appointed Chair of the Audit and Risk Committee in May 2024 and appointed to the Board in November 2023.
5. Srinivas Phatak was appointed to the Board effective 1 September 2024.
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Coats Group plc Annual Report and Accounts 2024
Directors’ remuneration report cont.
Payments for loss of office (audited information) & Payments to former Directors (audited information)
As announced on 30 May 2024, as part of Coats Group plc’s leadership succession plan, the Board reached
agreement with Rajiv Sharma that he would step down from the role of Group Chief Executive and Executive
Director on 30 September 2024. The treatment of his remuneration was agreed as follows:
• Salary and benefits – Rajiv received his normal remuneration in accordance with his service agreement up
to and including 30 September 2024, when he ceased to be employed by the Group. Rajiv received a
payment in lieu of accrued but untaken holiday as of 30 September 2024. No further payments relating to
salary or benefits were made in connection with Rajiv’s 12-month contractual notice period.
• Annual bonus – As a result of cessation of employment being by way of mutual agreement in connection
with the Board’s leadership succession plans, Rajiv remained eligible to participate in the Coats Group
Annual Bonus Plan for the financial year ending 31 December 2024. As disclosed above, his entitlement to
a bonus was pro-rated for his service from 1 January 2024 to 30 September 2024 and remained subject to
achievement of performance measures. The bonus payment will be paid in cash at the normal payment
date and will remain subject to malus and clawback as well as the wider terms of the plan.
• Deferred Annual Bonus Plan Awards – Rajiv’s unvested DABP awards will vest in full on the awards’
normal vesting dates, subject to the rules of the DABP. Any dividend equivalents accrued in respect of
these awards will be paid in the form of additional shares and capable of exercise thereafter. Any shares
acquired in connection with these awards will remain subject to the rules of the DABP, including provisions
relating to malus and clawback. Details of all outstanding awards are detailed on page 96.
• Long Term Incentive Plan Awards – As a result of cessation of employment being by way of mutual
agreement in connection with the Board’s leadership succession plans, the Remuneration Committee
determined that Rajiv is a good leaver in respect of his outstanding awards under the LTIP. Details of the
outstanding awards are on page 96. Rajiv’s unvested LTIP awards will remain eligible to vest on their
normal vesting dates, each subject to a pro-rata reduction to reflect the period from grant to 30 September
2024 relative to three years, and the application of performance targets. In accordance with the rules of
the LTIP, any vested shares will remain subject to the terms of the Plan which include a two year holding
period from vesting and malus and clawback provisions. Rajiv’s outstanding awards remain eligible to be
exercised up until one month following the end of the relevant holding period. Any accrued dividend
equivalents will be paid in the form of additional shares.
• Post cessation of employment share ownership requirement – Rajiv is contractually bound to hold 200%
of his base salary for two years following cessation of employment.
• Contribution to legal costs – Rajiv was entitled to a contribution not exceeding £1,750 in respect of the
legal costs incurred in relation to this cessation of employment.
No other payments were made in connection with loss of office or to former Directors in the year.
Jackie Callaway Leaver Terms
As announced on 7 January 2025, it was mutually agreed with Jackie Callaway that as part of the ongoing
leadership transition she would step down from the role of Chief Financial Officer at the AGM on 21 May
2025 and remain in employment until 30 June 2025.
It is intended that she will remain eligible to receive a pro-rata bonus based on performance during 2025
paid at the normal time in 2026. She will also remain eligible to receive her previously earned DABP awards
at the relevant vesting dates.
As a result of her cessation of employment being by way of mutual agreement in connection with the
Board’s ongoing leadership succession plans, it is anticipated that she will retain the right to receive her
in-flight LTIP awards, reduced pro-rata for her period of employment relative to the three years and subject
to performance.
Jackie Callaway will not receive any payment in lieu of any unexpired notice period following cessation
of employment.
Full details of the treatment of her remuneration in connection with her cessation of employment will be set
out in next year’s Directors’ remuneration report.
Directors service agreements and appointment letters
All Executive Directors have service agreements which are rolling with an indefinite term and provide for a
notice period from either side of 12 months and all of this notice is unexpired. No appointment letters for
Non-Executive Directors, including the Chair, contain a notice period. All service agreements and
appointment letters for Directors are available for inspection at the Company’s registered office during
normal hours of business and will also be available for inspection at the Company’s Annual General Meeting.
Non-Executive Director
Latest Letter of Appointment
David Gosnell
26-Feb-24
Sarah Highfield
16-Oct-23
Echo Lu
28-Feb-24
Stephen Murray
26-Feb-24
Fran Philip
28-Feb-24
Srinivas Phatak
09-Aug-24
Jakob Sigurdsson
26-Feb-24
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Coats Group plc Annual Report and Accounts 2024
Directors’ remuneration report cont.
Statement of Directors’ shareholding and share interests (audited information)
The interests of the Directors who held office during the year, and their closely associated persons (if any), in
the shares, options and listed securities of Coats Group plc and its subsidiaries. For David Paja and Jackie
Callaway, the below represents interests as at 31 December 2024 and for Rajiv Sharma the below represents
interests as at 30 September 2024.
Shareholding requirement in
2024
Shares beneficially owned
Deferred bonus shares subject to
vesting period
LTIP share options (subject to
performance conditions)
Share options (no performance
conditions)
Number of
shares3
Equivalent
% of salary
Condition
met?
1-Jan-202411
31-Dec-20242
1-Jan-20241
31-Dec-20242
1-Jan-20241
31-Dec-20242
1-Jan-20241
31-Dec-20242
Executive Director
Jackie
Callaway1,098,346 200%
Yes
333,489 333,489
464,702
673,892 2,632,657 2,511,987
–
907,006
David
Paja
1,665,895 200%
No
– 300,000
–
–
–
–
– 1,009,693
Rajiv
Sharma 1,431,534 200%
Yes 4,596,492 4,596,492 1,246,906 1,752,251 4,946,731 2,411,755 283,660 1,987,877
Chair and Non-Executive Directors
David Gosnell
N/A 1,717,470 1,717,470
–
–
–
–
–
–
Nicholas Bull
N/A
550,000 550,000
–
–
–
–
–
–
Sarah Highfield
N/A
–
–
–
–
–
–
–
–
Echo Lu
N/A
22,874
22,874
–
–
–
–
–
–
Stephen Murray
N/A
65,000 100,000
–
–
–
–
–
–
Srinivas Phatak
N/A
–
–
–
–
–
–
–
–
Fran Philip
N/A
75,984
75,984
–
–
–
–
–
–
Jakob Sigurdsson
N/A
77,244
77,244
–
–
–
–
–
–
1. Or date of appointment, if later.
2. Or date of cessation, if earlier.
3. The target number of shares is based on the average share price for 2024 which was 86.44p, Rajiv Sharma’s requirement represents the number fixed
on cessation.
The Executive Directors’ shareholding requirement must be met within five years of their appointment to
the Board. There is no requirement for Non-Executive Directors. For the purposes of achieving this target
the total number of shares beneficially owned by the Executive Director or a closely associated person is
considered as well as the estimated post- tax number of vested but unexercised share options or deferred
bonuses that are not subject to a performance condition. All unexercised Long Term Incentive Plan awards
granted to Executive Directors include a requirement to retain any vested shares (save for any shares that
may be sold to satisfy income tax liabilities) until a minimum of the fifth anniversary of the date of grant.
Details of scheme interests as at 31 December 2024 (audited information)
David Paja
Award
Vesting date
Retention period
Expiry date
No.
Status
Performance
conditions?
Share options (no performance conditions)
LTIP – Buyout Award
01-Sep-27
N/A
06-Sep-34 1,009,693
Unvested
No
Rajiv Sharma2
Award
Vesting date
Retention period
Expiry date
No.1
Status
Performance
conditions?
Deferred bonus shares subject to vesting period
DABP22
04-Mar-25
N/A
04-Mar-32
706,218
Unvested
No
DABP23
03-Mar-26
N/A
03-Mar-33
540,688
Unvested
No
DABP24
07-Mar-27
N/A
07-Mar-34
505,345
Unvested
No
Sub-total
1,752,251
LTIP share options (subject to performance conditions)
LTIP22
04-Mar-25
04-Mar-27
04-Mar-32 1,415,672
Unvested
Yes
LTIP23
17-Mar-26
17-Mar-28
17-Mar-33
738,839
Unvested
Yes
LTIP24
22-Mar-27
22-Mar-29
22-Mar-34
257,244
Unvested
Yes
Sub-total
2,411,755
Share options (no performance conditions)1
LTIP20
06-Mar-23
06-Mar-25
06-Mar-30
283,660
Vested
No
LTIP21
07-Mar-24
07-Mar-26
05-Mar-31 1,704,217
Vested
No
Sub-total
1,987,877
1. Excluding dividend equivalents acquired on vesting
2. Rajiv’s unvested awards were subject to a pro-rata reduction on cessation
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Coats Group plc Annual Report and Accounts 2024
Directors’ remuneration report cont.
Jackie Callaway
Award
Vesting date
Retention period
Expiry date
No.1
Status
Performance
conditions?
Deferred bonus shares subject to vesting period
DABP22
04-Mar-25
N/A
04-Mar-32
258,709
Unvested
No
DABP23
03-Mar-26
N/A
03-Mar-33
205,993
Unvested
No
DABP24
07-Mar-27
N/A
07-Mar-34
209,190
Unvested
No
Sub-total
673,892
LTIP share options (subject to performance conditions)
LTIP22
04-Mar-25
04-Mar-27
04-Mar-32
904,157
Unvested
Yes
LTIP23
17-Mar-26
17-Mar-28
17-Mar-33
786,352
Unvested
Yes
LTIP24
22-Mar-27
22-Mar-29
22-Mar-34
821,478
Unvested
Yes
Sub-total
2,511,987
Share options (no performance conditions)1
LTIP21
07-Mar-24
07-Mar-26
05-Mar-31
907,006
Vested
No
1. Excluding dividend equivalents acquired on vesting.
Share options (exercised during the year)
No share options were exercised by Directors during the year.
No options have been exercised by any Director between the year-end and the signing of this report. No
other Directors have entered into any transactions since the year-end. The middle market price of Coats
Group plc shares at 31 December 2024 was 94.4 pence and the range during the year was 67.4 pence to
104.2 pence.
Review of performance
The graph below shows the difference between investing £100 in the Company and the constituents of the
FTSE 250 from 1 January 2015 to 31 December 2024. It is assumed dividends are reinvested over that period.
The Board feels the FTSE 250 provides an appropriate comparator given the Company’s market
capitalisation and its presence on the London Stock Exchange.
0
50
100
150
200
250
300
350
400
450
500
550
Dec 14
Dec 15
Dec 16
Dec 17
Dec 18
Dec 19
Dec 20
Dec 21
Dec 22
Dec 23
Dec 24
FTSE250 Index
Coats
Chief Executive total remuneration for the last 10 years1
Executive Director
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2024
Name
Paul
Forman
Paul
Forman
Rajiv
Sharma
Rajiv
Sharma
Rajiv
Sharma
Rajiv
Sharma
Rajiv
Sharma
Rajiv
Sharma
Rajiv
Sharma
Rajiv
Sharma
David
Paja
CEO single figure
remuneration (£k)
1,017.0 1,760.3 2,566.9 3,356.7 2,228.1
787.4 1,758.5 1,868.7
2,900.8
2,573.1
1,652.2
Annual bonus as a %
of maximum
opportunity
87.1%
77.0%
79.5%
66.7%
67.3%
5.0%
97%
84%
66.5%
100%
100%
LTIP award as a % of
maximum opportunity
–
43.6%
60.0%
84.2%
95.8%
0%
0%
18.2%
96.27%
80.2%
N/A
1. The Company did not have an Executive Director who performed the role of CEO until 2 March 2015, when the Company completed its transition from Guinness
Peat Group plc to Coats Group plc. The increase in CEO remuneration from 2015 to 2016 is therefore largely influenced by the 2015 single figure data being
part year data. The CEO figures for 2017, 2018 and 2019 reflect the appointment of Rajiv Sharma and in particular the increase in benefits reflect the relocation
and expatriate support that was offered to him following his appointment as CEO on 1 January 2017. The 2023 single figure of remuneration has been restated
to reflect the value of the LTIP on vesting. The 2024 figure reflects the appointment of David Paja and departure of Rajiv Sharma.
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Directors’ remuneration report cont.
Director’s remuneration – annual percentage change
The table below shows the percentage change in the annual remuneration of Directors and the average UK colleague
from 2019 onwards.
Salary or fees3 (% change)
Benefits2 (% change)
Bonus (% change)
2023 to
2024
2022 to
2023
2021 to
2022
2020 to
2021
2019 to
2020
2023 to
2024
2022 to
2023
2021 to
2022
2020 to
2021
2019 to
2020
2023 to
2024
2022 to
2023
2021 to
2022
2020 to
2021
2019 to
2020
David Paja
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Rajiv Sharma
-22.3%
5%
4%
6.9% -3.6%
95.7%
12%
-12.7%
25.8%
-46.8% 16.4% -16.9%
-9%
1898.8% -91.1%
Jackie
Callaway
7.6%
5%
4%
1.4%
N/A
28.9%
2.4%
35.7%
-0.6%
N/A 65.4%
-9.7%
-5.5%
100%
N/A
David
Gosnell
1.5%
0%
37.7% 163.4%
-5%
0%
0%
0%
0%
0%
N/A
N/A
N/A
N/A
N/A
Nicholas Bull
3.8% 11.3%
13.7%
4.4%
-5%
0%
0%
0%
0%
0%
N/A
N/A
N/A
N/A
N/A
Sarah
Highfield
21.4%
N/A
N/A
N/A
N/A
0%
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Echo Lu
3.9%
6.6%
6%
22.5%
-5%
0%
0%
0%
0%
0%
N/A
N/A
N/A
N/A
N/A
Stephen
Murray
18.7%
7.4%
0%
N/A
N/A
0%
0%
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Srinivas
Phatak
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Fran Philip
3.6%
6.4%
11.1%
2.9%
-5%
0%
0%
0%
0%
0%
N/A
N/A
N/A
N/A
N/A
Jakob
Sigurdsson
6.2%
4.9%
2.4%
-6.8%
-5%
0%
0%
0%
0%
0%
N/A
N/A
N/A
N/A
N/A
Average of
all
employees1
4.6%
7.6%
5.5%
3.1%
0%
4%
10.8%
0%
0%
0% 140% -13.8%
N/A
N/A
N/A
1. The average of all employees reflects the total number of employees based in the UK excl. Texon. The UK has been chosen as the most appropriate comparator group because
the Executive Directors are employed by the UK parent company and the majority of Coats employees who are employed outside the UK are working in locations with very
different inflationary and market pressures. The UK employee population includes employees across all levels of the organisation and for prior year comparisons, excludes
acquisitions made during the relevant year.
2. Non-Executive Directors do not receive benefits-in-kind however, figures are disclosed in the benefits Single Figure table to reflect business expense payments and tax support
where applicable, that are regarded as taxable by the UK tax authority. Year-on-year variations in the reported benefits value have been ignored for this purpose unless there is
the provision of a material specific benefit or if the difference in benefit is greater than £5,000 from one year to the next.
3. David Paja, Srinivas Phatak, Jackie Callaway, Sarah Highfield, and Stephen Murray do not have five years’ worth of disclosure as they joined the business during this time.
4. To enable comparisons, non-executive leavers and joiners figures have been annualised. The figures for Stephen Murray, Sarah Highfield, David Gosnell, Echo Lu and Nicholas
Bull in 2024, 2022 and 2021 reflect their increased fees following their appointments as SID, Audit Chair, Chairman, Remuneration Committee and Audit Chairs respectively.
Relative importance of spend on pay
The table below shows the total pay for all of the Company’s employees compared to other key
financial indicators.
Year to
31 December 2024
Year to
31 December 2023
% change
Employee costs (US$m)
304.3
293.7
4%
Distributions to shareholders1 (US$m)
46.5
40.6
15%
Average number of employees
15,878
15,539
2%
Revenues from continuing operations (US$m) – CER basis
1500.9
1,376.5
9%
Operating profit pre-exceptional (US$m) – CER basis
269.6
229.3
18%
1. By way of dividends.
Additional information on number of employees, total revenues and profit has been provided for
context. The figures for employee costs, average number of employees, revenues and
operating profit in 2024 and 2023 have been stated on the basis of continuing operations only.
The figures for revenues and operating profit are on a constant exchange rate (CER) basis with
amounts for 2023 restated at 2024 exchange rates.
CEO pay ratio
Coats is not required to publish a CEO pay ratio as the Group employs less than 250 employees
in the UK. However, the Company publishes a disclosure on a voluntary basis. This ratio shows
the CEO’s pay relative to our UK employees.
Salary
Salary plus bonus
Total pay
Financial Year
Calculation
methodology
P25
P50
P75
P25
P50
P75
P25
P50
P75
2019
A
21
12
8
37
20
11
58
36
19
2020
A
20
12
7
20
12
7
20
14
7
2021
A
16
12
8
37
27
13
41
27
12
2022
A1
15
10
6
34
21
10
42
23
11
2023
A1
14
9
5
28
17
8
50
30
14
2024
A1
11
8
5
27
18
10
37
24
14
1. During 2022, Coats acquired Texon which includes approximately 100 UK based employees. These employees have been excluded from
the analysis, however, based on high-level analysis, Coats was comfortable that the inclusion of these employees would not have had a
material impact on the overall historical CEO pay ratios, and that the ratios for are reflective of the overall Group.
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The ratios have remained relatively stable over the year, however the ratios presented in 2024 are influenced
by a change in Group CEO during the year and a change in UK headcount.
The lower quartile, median and upper quartile employees in the table below were identified on the basis
of full-time equivalent total remuneration and benefits in the 12-month period ending 31 December 2024
(this is referred to as methodology A according to the Regulations). This calculation methodology was
selected as it was the closest comparative methodology to the basis on which the remuneration for the
Group CEO is disclosed for the year ended 31 December 2024. The UK workforce is the most appropriate
comparator group because the Group CEO is employed by the UK parent company and the pay of the global
workforce is subject to very significant fluctuations due to local inflationary pressures and foreign exchange
rate movements.
The Committee has considered the pay data for the three individuals and concludes that the median ratio is
a fair reflection of pay and reward policies for the UK workforce as a whole. In addition, the data was
compared to the average of five individuals above and below their remuneration in terms of total
compensation and mix of pay for the year to 31 December 2024 to ensure the percentile ranking for each
individual was comparable to all individuals within that quartile grouping. No adjustments have been made to
the data other than to ensure full-time equivalence. Where a performance bonus is paid, an assumption
about the estimated attainment for some of the personal objectives have been made. The Committee is
satisfied that any assumptions do not have a material impact on the selected reference employee nor on the
calculated ratio. The remuneration details for the individuals are shown below.
CEO
Lower quartile
Median
Upper quartile
Base Pay
£706,175
£63,921
£87,502
£128,583
Base and Bonus
£1,873,161
£70,672
£103,033
£185,640
Total Remuneration
£2,958,130
£79,236
£121,272
£211,734
A significant proportion of the Group CEO’s remuneration is appropriately linked to the Company’s
performance and share price movements, which may fluctuate materially over time. Therefore, to enable
a more meaningful comparison to be made, we have also presented a ratio based on base pay plus
annual bonus.
Corporate Governance Code requirements
The Directors believe that the principles outlined in Provision 40 of the Corporate Governance Code
continue to be met in the operation of the Remuneration Policy. Remuneration arrangements are clearly
communicated and straightforward. Incentives are linked to the key performance metrics of sales, profit and
cash generation. These measures are aligned throughout the Group’s incentive schemes and there is a
balance between overall Group performance across all three metrics and each individual local business unit,
where relevant. Personal performance is also an element, both in incentives and in salary reviews, but there
is an overall link to the achievement of company performance to ensure that the risk of excessive rewards in
cases of poor performance is managed. Teamwork is a key strength and cultural aspect for Coats, and
incentives are managed to ensure that there is cooperation and flexibility in delivering performance and to
ensure that incentive structures do not negatively impact the culture of the organisation.
Although the Company does not formally consult with employees in determining the Remuneration Policy
there are several routes by which employee engagement is achieved. Fran Philip is the Designated Non-
Executive for Workforce Engagement and is also a member of the Remuneration Committee. During 2024 a
programme of meetings was conducted by Fran with business unit leadership teams to discuss a variety of
issues of interest to employees. All employees were encouraged to raise any areas of concern, including
matters of remuneration, directly or through line managers. Further details of the Board’s engagement with
the workforce is set out on pages 45 and 74. In addition, during 2024 the Committee considered in-depth for
all employees the competitiveness of the remuneration offering, the level of any minimum Living Wage and
whether any employees were below this level, the gender profile and pay differentials of the workforce
across the main operating countries.
Statement of implementation of Remuneration Policy for 2025
Base salaries for Executive Directors and fees for the Non-Executive Directors will be reviewed on 1 July 2025.
David Paja’s current base salary is £720,000, he receives a car allowance of £20,000 and a pension
contribution (aligned to the UK workforce) of 12%.
Jackie Callaway’s current base salary is £474,705, she receives a car allowance of £15,000 and a pension
benefit (aligned to the UK workforce) of 12%.
As set out in our announcement dated 7 January 2025, on appointment as Group CFO Hannah Nichols will
receive a base salary of £465,000. She will also receive a car allowance of £15,000 and a pension benefit
(aligned to the UK workforce) of 12%.
All Executive Directors also receive private medical insurance, life and income replacement insurance.
In line with the Policy, it is expected that the LTIP award for the Group CEO will be 175% and the maximum
annual bonus opportunity will remain 150%.
The role of Group CFO has a maximum bonus opportunity of 125% of salary. Any bonus for Jackie Callaway
and Hannah Nichols will be pro-rated to reflect the period served as a Director during the year.
A minimum shareholding requirement of 200% applies during employment and a post-employment
shareholding requirement applies to all Executive Directors for two years following termination of
employment based on the lower of 100% of the minimum shareholding requirement or the actual
shareholding at termination.
Directors’ remuneration report cont.
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As detailed in the Chair’s Introductory Letter, the annual bonus and LITP performance measures were are
unchanged relative to 2024, with a slight adjustment to annual bonus weightings, and are as follows:
Annual bonus
Long Term Incentive
Measure
Weighting
Measure
Weighting
Sales
15%
Earnings Per Share
30%
Earnings Before Interest and
Taxation Margin
20%
Three-year Average
Cash Conversion
20%
Earnings Before Interest
and Taxation
20%
Total Shareholder Return
compared to the FTSE 250
25%
Free Cash Flow
25%
Sustainability
25%
Individual objectives
20%
Annual bonus targets are based on EBIT, EBIT Margin, Adjusted Free Cash Flow and individual objectives,
excluding the impact of any exchange rate fluctuations. The Company does not publish annual bonus targets
in advance as these figures are considered commercially sensitive but will do so at the time the bonus award
is disclosed.
The Long Term Incentive Plan awards granted in 2025 will be subject to targets that will vest at a level
no more than 25% (for each measure) for threshold performance and at 100% (for each measure) for
performance at maximum. There will be straight-line between threshold, maximum and any
intervening points.
The specific targets for both the annual bonus and Long Term Incentive Plan are set to be challenging by
the Committee having regard to internal planning expectations, external expectations for the Company’s
performance and economic conditions.
As detailed in the Chair’s Introductory Letter, it is the Committee’s intention to publish the targets in the
announcement notifying the market of the grant of the award.
With regard to Hannah Nichols, as part of her recruitment, it was agreed that a buyout award would be
granted to compensate for the value forfeit in joining the Company. Details of the buyout award will be set
out in next year’s Directors’ Remuneration Report following the grant of the award. The award will be made
over an equivalent value of Coats shares to the value of Hill & Smith shares forfeit on joining. The award will
match the time period to vesting and the performance targets applicable to the Hill & Smith awards that
Hannah is forfeiting so that the replacement award is no more or less valuable that the award forfeit
on joining.
Consideration by the Directors of matters relating to Directors’ remuneration
In reviewing remuneration arrangements, the Committee considers the terms and conditions of employees
across the Group. In this regard, Fran Philip, as a member of the Committee, is able to provide insight and
support from her role as the Designated Non-Executive for Workforce Engagement.
The responsibilities of the Committee are set out in the Corporate Governance section of the Annual Report.
The Committee also received assistance from Stuart Morgan (who also acted as Secretary to the Committee),
Farnaz Ranjbar (Chief HR Officer) and the Reward function. No Directors are involved in deciding their
own remuneration.
The Remuneration Committee receives independent external advice on executive remuneration from Korn
Ferry, a member of the Remuneration Consultants Group and signatory to its Code of Conduct, who were
appointed as remuneration advisors in 2022. Korn Ferry, who do not have any connection with any Directors
of the Company, provide advice to the Remuneration Committee which supports robust and sound decision
making. The Remuneration Committee is satisfied that its remuneration advisors act independently. Korn
Ferry fees for advising the Remuneration Committee during 2024 were £93,153 (excl VAT).
Statement of voting at the General Meeting
The table below sets out the result of the votes for the latest Directors’ Remuneration Report and
Remuneration Policy, at the 2024 AGM and 2023 AGM respectively.
Votes for
Votes against
Votes total
Votes withheld
Number
%
Number
%
Number
Number
Approval of
Remuneration
Report
(resolution 2)
1,393,057,196
99.49
7,147,109
0.51
1,400,204,305
110,713
Approval of
Remuneration
Policy (resolution 3)
1,412,457,273
99.74
3,641,947
0.26
1,416,099,220
70,423
Committee performance and effectiveness
The Committee effectiveness in respect of the year ended 31 December 2024 was evaluated internally again
this year following an externally facilitated review process undertaken previously, as set out in the 2022
Annual Report. The Committee considered the key points that were identified in previous year’s assessment.
The 2024 evaluation indicated that the Committee’s ways of working and dynamics were working effectively
and noted areas they can further enhance their performance in 2025.
Signed on behalf of the Remuneration Committee by:
Echo Lu
Chair, Remuneration Committee
5 March 2025
Directors’ remuneration report cont.
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Remuneration policy report
A summary of the Directors’ Remuneration Policy approved by shareholders at the 2023 AGM has been
reproduced here. The full Policy approved by shareholders can be found in the Coats plc Annual Report
2022. The summary set out below applies to all Directors who are appointed to the Board during the life of
this policy.
Executive Directors’ Remuneration Policy table
FIXED REMUNERATION
Purpose and link to strategy
Operation and opportunity
Salary
To attract and retain
the key talent that
the Company needs
to achieve its
objectives.
Salaries for new Executive Directors will be set by the Board taking into account such factors as it
determines to be necessary, as discussed above.
There is no set maximum salary.
Pension
To provide a market
competitive level of
retirement provision.
Executive Directors are entitled to participate in a defined contribution scheme, on a non-
contributory basis, with an employer contribution of up to the typical UK workforce (or other
relevant local workforce where appropriate) rate which is currently 12% of salary, or will be
provided with a cash alternative in lieu of any pension benefits of up to an equivalent value.
Benefits
To provide a market
competitive level of
benefits.
Benefit provision to Executive Directors will be determined by the Committee taking into account
such factors as it determines to be necessary, with the aim of creating a competitive overall
package. There are no set maximum levels.
Benefits may include the provision of private medical insurance, ill-health protection and/or life
insurance and a cash-for-car allowance. In addition, the Company may provide assistance in
connection with the relocation of an Executive Director and, in the event of an international
transfer, may provide tax equalisation arrangements.
Executive Directors may also participate in any all-employee incentive plan operated by the
Company from time to time, up to the same limit for participation as applies for other employees.
VARIABLE REMUNERATION
Purpose and link to strategy
Operation and opportunity
Performance
Annual bonus, Cash bonus and deferral into shares under the rules of the Deferred Bonus Plan
Annual bonus
incentivises key
individuals to
achieve the
objectives of the
annual business
plan.
The deferred
element ensures
that the final value of
the annual incentive
is linked to the
longer-term value
of the Group.
Annual bonuses will be determined by
reference to performance, measured over
one financial year.
The maximum annual bonus that may be
awarded to any executive director will be 150%
of salary.
Any bonuses awarded will be subject to a
mandatory deferral which is normally 50% of
any bonus earned where the maximum bonus
opportunity is 150% of salary and 40% of any
bonus earned where the maximum bonus
opportunity is below 150% of salary.
Deferred bonuses will be transferred into
shares, to be held for a three-year retention
period, under the terms of the Deferred
Bonus Plan.
The annual bonus including cash paid or
deferred element of the bonus may be subject
to malus or clawback. Details of malus and
clawback terms are set out below.
The performance measures, weightings and
targets for the annual bonus will be set by the
Committee on an annual basis.
Performance measures will normally include
tests of both business and individual
performance.
The Committee will have the discretion to
reduce vesting levels if it determines the result
of the performance targets does not accurately
reflect the financial health of the Company.
Malus & clawback
The Committee may, at any time within three years of a cash bonus payment, LTIP or deferred bonus award
vesting, determine that malus and/or clawback shall apply if the Committee determines that:
– there was a material misstatement of the financial statements of the Company upon which the
performance targets were assessed, or an erroneous calculation was made in assessing the extent
to which performance targets were met;
– the award holder has contributed to serious reputational damage to the Company or one of its
business units;
– the award holder’s conduct has amounted to serious misconduct, gross negligence, fraud, dishonesty,
a breach of the Code of Business Conduct or material wrongdoing; or
– where corporate failure or failure in risk management has occurred.
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Remuneration policy report cont.
Purpose and link to strategy
Operation and opportunity
Performance
Long Term Incentive Plan
To incentivise key
individuals to
achieve key long-
term objectives, in
line with the Group’s
long-term strategy.
To create alignment
between executives
and shareholders.
To retain key
individuals.
Awards will be made annually, conditional on
the achievement of three-year performance
conditions. Any vested shares will be subject
to an additional two-year holding period.
Award levels for any Director will be up to a
maximum of 175% of salary. Awards may be
made to other senior executives within the
Group. Larger awards may be made in
exceptional circumstances, but in no case
to exceed 200% of salary.
Awards will be subject to malus and clawback
provisions. The malus provisions give the
Committee discretion to reduce the level of an
award prior to vesting in the event of personal
misconduct or if events have happened that
caused the Committee to determine the grant
level was not appropriate.
Details of malus and clawback terms are set out
on the previous page.
The performance measures used, the weighting
on each measure, the definition of the measures
and the performance targets, will be determined
by the Committee considering the balance of
strategic priorities for the Company for the
upcoming three-year performance period.
The Committee will be able to reduce vesting
levels if it determines the result of the
performance targets does not accurately reflect
the financial health of the Company.
Following grant of an award, the Committee will
have power to amend performance measures
and targets if events happen that mean they
are no longer a fair test of performance, but not
so as to make the assessment of performance
materially less onerous.
Shareholding requirements
Executive Directors will be required to attain a shareholding, over a five-year period, equivalent to 200% of
salary. This requirement will apply for a two year period post termination of employment based on the lower
of the in-post requirement and the Executive Director’s actual shareholding on termination of employment.
Legacy matters in respect of future Executive Directors
In the event that an executive of the Group is promoted to the Board, the Company retains discretion to
honour any existing remuneration commitments. In particular, any long term awards, both cash and share
awards, will continue to be capable of vesting on their existing terms. This would include awards previously
granted under legacy Group incentive plans. This would also include any awards granted under the Long
Term Incentive Plan or Deferred Bonus Plan prior to the individual being appointed as a Director (although it
would be intended that any such awards would in any event comply with the Policy as set out above).
Recruitment Policy
When appointing an Executive Director, including a promotion to the Board of an executive from within the
Group, the Committee will offer the recruit a remuneration package that it believes is appropriate, taking into
account the skills and experience of the individual and the need to attract, retain and motivate individuals of
the appropriate calibre. In determining the remuneration package that may be offered to a new Executive
Director, the Committee may also take into account external and internal comparisons and relevant market
factors, as well as any other factors which the Board determines to be relevant.
External appointment
In the cases of hiring or appointing a new Executive Director from outside the Company, the Committee may
make use of all the existing components of remuneration, as follows:
Component
Approach
Maximum annual grant value
Base salary
Salaries for new appointees will be determined by reference to the relative
skills and experience of the individual, the market competitive level of pay in
other companies and any other relevant external or internal comparisons.
Benefits
New appointees will be eligible to receive benefits which may include (but are
not limited to) the provision of private medical insurance, ill-health protection
and/or life insurance and a cash- for-car-allowance, and, where appropriate,
relocation, international transfer or tax equalisation arrangements.
Pension
New appointees will receive pension contributions or cash alternative in lieu
of any pension benefit.
Currently 12% of salary if
UK based
Annual bonus
The structure described in the policy table will apply to new appointees with
the relevant maximum being pro-rated to reflect the proportion of
employment over the year. Targets for the personal element will be tailored to
each Executive Director. The Committee retains discretion to set different
targets for a new Executive Director in the year of appointment to the other
Executive Director(s) targets depending on the timing of their appointment.
150% of salary
LTIP
New appointees will be granted awards under the LTIP on the same terms as
other Executive Director’s, as described in the policy table.
200% of salary in
exceptional circumstances
For external appointment, the Committee may determine that there may be exceptional circumstances
where it would be appropriate, in order to secure the right candidate, to compensate for lost awards incurred
by an individual as a result of leaving their former employer. In the case of any long term incentive awards,
save where such awards are close to vesting, any such award on appointment would normally be granted as
a share based award, subject to such vesting and/or performance conditions as the Committee determines
VARIABLE REMUNERATION cont.
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Remuneration policy report cont.
to be appropriate, either under a one-off arrangement or under the terms of the Long Term Incentive Plan.
In determining the terms of any such awards, the Committee would take account of the vesting schedule
and conditions attached to the forfeited awards, but also other factors that it determines to be relevant,
including the need to suitably incentivise and retain the individual during the initial years of their
applicable appointment.
Internal promotion
In cases of appointing a new Executive Director by way of internal promotion, the Committee and Board will
be consistent with the policy for external appointees detailed above.
Service contracts for Executive Directors
The Committee’s policy is for service contracts for Executive Directors to reflect the Committee’s
understanding of best corporate practice for listed companies. However, in the event that an executive of the
Group is promoted to the Board, the Committee may include terms in any new service contract which are
consistent with that individual’s existing service contract and legacy arrangements.
Subject to this, the key elements of a service contract offered to a UK based Executive Director
appointment are:
Incentive plans
Good leavers
Notice period
Contracts are rolling with an indefinite term. The notice period is no more than 12 months (in the case of
notice being given by the Company or the Executive Director).
An Executive Director may be placed on garden leave during some or all of the notice period.
Payment in lieu
of notice
(PILON)
Save in circumstances justifying summary termination, employment may be terminated without notice by
paying a PILON comprising basic salary and contractual benefits. Subject to any legacy terms, the
Company will have discretion to pay on a phased basis, which will normally be subject to mitigation.
Pension
The service contract may include entitlement to pension benefits, subject to the provisions and any limits
set out in this Policy and the pension scheme rules or an annual allowance. The entitlement to pension
benefits may continue during any notice period.
Benefits
The service contract may include entitlement to other benefits, subject to the provisions and limits set
out in this Policy. The entitlement to benefits may continue during any notice period.
Incentive plans The Executive Director will be eligible to be considered (at the Committee’s discretion) to participate in
the annual bonus and long term incentive arrangements operated from time to time, subject to the
provisions and limits set out in this Policy. The terms of such arrangements would apply in the event of a
cessation of office or employment, as set out in the table below.
Service contracts offered to non-UK based, external appointments will generally be in line with the
provisions set out above, subject to any local law requirements. All Executive Director letters of appointment
are available for inspection at the Company’s registered office during normal hours of business, and will also
be available at the Company’s AGM.
Executive Directors will be able to accept non-executive appointments outside the Company (as long as this
does not lead to a conflict of interest) with the consent of the Board, as such appointments can enhance their
experience and add value to the Company. Any fees received (excluding positions where the Executive
Director is appointed as the Company’s representative) may be retained by the Executive Director.
Policy on payment for loss of office of Executive Directors
In the case of an executive of the Group who is promoted to the Board, the terms on cessation of office or
employment would be governed by the terms of the individual’s existing employment agreement. In addition,
the terms of any incentive awards made to the individual prior to being appointed as an Executive Director,
and the terms of any pre-existing participation in a pension scheme, would govern the treatment of
such arrangements.
The policy that applies to the appointment of any Executive Director is shown below. The remuneration
package may include the components of remuneration described below in the Executive Directors’
Remuneration Policy table subject to the relevant limits as set out in the following tables.
Notice periods, salary and contractual rights
The notice periods and contractual rights on termination that would be included in a service contract offered
to an external recruit are set out above. In addition, the Executive Director would be entitled to accrued but
untaken holiday.
In respect of any awards made to an Executive Director under any all-employee share plan, the same leaver
conditions will apply as apply in respect of employees generally.
Discretions
In considering the exercise of its discretions under the incentive arrangements, as referred to above, or
otherwise in connection with the cessation of office or employment of an Executive Director, the Committee
will take into account all relevant circumstances, having regard to their duties as Directors.
In doing so, factors that the Committee may take into account shall include, but not be limited to, considering
the best interests of the Company, whether the Executive Director has presided over an orderly handover,
the contribution of the Executive Director to the success of the Company during their tenure, the need to
ensure continuity, the need to compromise any claims that the Executive Director may have, whether the
Executive Director received a PILON and whether, had the Executive Director served out their notice,
a greater proportion of the outstanding award may have vested.
Other
The Company may enter into new contractual and financial arrangements with a departing Executive
Director in connection with the cessation of office or employment, including (but not limited to) in respect of
settlement of claims, confidentiality, restrictive covenants and/or consultancy arrangements, where the
Committee determines it necessary or appropriate to do so. Appropriate disclosure of any such arrangement
would be made.
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Corporate actions
On a corporate action affecting the Company, the rules of the Long Term Incentive Plan and Deferred Bonus
Plan will apply. In summary, on a change of control awards will vest, subject to the performance conditions
and, unless the Committee determines otherwise, time pro-rating.
Deferred shares awarded under the terms of the Deferred Bonus Plan, which represent deferrals of
previously earned bonus, will vest in full. Under the Long Term Incentive Plan and Deferred Bonus Plan,
the Committee may determine that a demerger or similar event shall constitute a corporate action.
On a variation of share capital or similar event, the Committee may make such adjustment to awards under
the Long Term Incentive Plan and the Deferred Bonus Plan as the Committee considers appropriate.
Incentive plans
Good leavers
Other leavers
Annual bonus
The Company does not consider it appropriate to set defined
‘good leaver’ and ‘bad leaver’ conditions in respect of the
annual bonus arrangements. Instead, where an Executive
Director has ceased to hold office or employment with the
Group, or is under notice, other than due to personal
misconduct, the Committee will determine whether or not the
individual will be eligible to receive any annual bonus.
If the Committee determines that a departing Executive Director
is eligible to receive a bonus, the amount of the bonus will be
assessed by reference to the performance targets set for that
financial year.
The deferral requirement in respect of any bonus awarded will
continue to apply if the Committee so determines.
The amount of any bonus will be pro-rated for time, provided
that the Committee has discretion to waive time pro-rating.
Where the reason for cessation of
office or employment is personal
misconduct no bonus will be payable.
In other cases, unless the Committee
determines that the departing
Executive Director is eligible to
receive a bonus, no bonus will
be payable.
Long Term
Incentive
Plan
A departing Executive Director will be a ‘good leaver’ on
ceasing employment due to retirement, injury, disability, ill-
health, death, redundancy or the sale of a business or
subsidiary out of the Group.
Awards held by ‘good leavers’ will normally vest on the normal
vesting date (i.e. the third anniversary of grant) to the extent that
the performance conditions are met, and be pro-rated for time.
Any awards that the Committee determines to have vested will
ordinarily be subject to the additional two-year holding period,
unless the Committee determines in its discretion to accelerate
vesting to the date of cessation. The Committee will also have
discretion to waive the time pro-rating requirement.
Unvested awards will lapse in full
where the cessation of office or
employment is on grounds of
personal misconduct.
In other cases, the Committee will
have discretion to determine that
unvested awards will vest (in which
case the terms applicable to ‘good
leavers’ will apply). Unless this
discretion is exercised, no bonus
will be payable.
Incentive plans
Good leavers
Other leavers
Deferred
Bonus Plan
Unvested deferred shares (which represent deferrals of earned
bonus) will vest in full on the normal vesting date (i.e. the third
anniversary of grant), provided that the Committee will have
discretion to accelerate vesting to the date of cessation.
Where the reason for cessation of
office or employment is personal
misconduct unvested awards lapse
in full.
Non-Executive Directors
The Chair and Non-Executive Directors receive an annual fee (paid in monthly instalments). Non-Executive
Directors (excluding the Chair) may also receive an additional fee in respect of travel if over five hours of
one‑way flight time is required to attend a Board meeting, up to an annual cap. The fee for the Chair is set by
the Remuneration Committee and the fees for the Non-Executive Directors are approved by the Board, on
the recommendation of the Chair. In determining the appropriate level of fees the Committee and the Chair
consider advice from external sources and data on the fee levels in other similar companies. No individual is
present when his or her own level of remuneration is discussed.
Remuneration policy report cont.
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For Non-Executive Directors, the remuneration arrangements will be in line with those set out in the relevant
section below.
Non-Executive Directors’ Remuneration Policy table
Element
Purpose and link to strategy
Operation
Fees
To attract and retain a high-calibre Chair and
Non-Executive Directors by offering market
competitive fee levels.
The Chair is paid an all-inclusive fee for all Board
responsibilities. The other Non-Executive
Directors receive a basic Board fee, with
supplementary fees payable for additional Board
responsibilities and travel (if appropriate). The fee
levels are reviewed on a periodic basis and may
be increased taking into account factors such as
the time commitment of the role and market levels
in companies of comparable size and complexity.
Additional payments may be made above the basic
Board fee if duties significantly exceed expectations.
Supplementary
fees
Supplementary fees may be payable to the Senior
Independent Director, Chair of the Audit and Risk
Committee, and Chair of the Remuneration
Committee and the Director responsible for
employee engagement.
Travel fees
The Board benefits from the diverse global
business experience of its Non-Executive
Directors, some of whom do not reside in the
UK. However, the increasingly global nature of
our business means that our Non-Executive
Directors are required to travel. The Board
wishes to recognise the additional time
commitment required for Non-Executive
Directors (excluding Chair) in travelling to Board
meetings.
An additional fee may be payable to any Non-
Executive Director (excluding the Chair) who is
required to travel for more than a specified length
of time to attend a Board meeting.
The maximum total fees for travel will be subject
to an annual cap.
For 2024, a travel fee will be payable for any
journey longer than five hours of one-way flight
time and the maximum fee will be capped at the
equivalent of five trips. The length of journey and
maximum cap will be reviewed annually to ensure
their continued relevance and appropriateness.
No benefits or other remuneration will be provided to Non-Executive Directors. However, in some cases reimbursement of business travel, entertaining and
accommodation expenses claimed in accordance with the UK expenses policy may be deemed taxable benefits under UK tax rules. The Company pays the
resulting tax liability. In addition, professional fees may be paid to assist a non-UK tax resident Director submit appropriate UK income tax returns; the cost of these
fees may be regarded as a taxable benefit.
In determining the level of fees for a new Non-Executive Director, the Committee will take into account all
factors it determines to be relevant, including the skills and experience of the individual and the need to
attract Non-Executive Directors of the appropriate calibre. The Committee will also take into account the
level of fees offered by equivalent companies.
Under their respective Non-Executive Director appointment letters, all of the Non-Executive Directors are
entitled to receive an annual fee. None of the appointment letters contains a set term of office. None of the
appointment letters contains a notice period. There are no provisions in the Non-Executive Directors’ letters
of appointment that would give rise to any compensation payments for loss of office.
Removal of the Non-Executive Directors would be governed by the Articles of Association of the Company.
All Non-Executive Director letters of appointment are available for inspection at the Company’s registered
office during normal hours of business, and will also be available at the Company’s AGM.
Remuneration policy report cont.
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Directors’ report
Coats Group plc (Company) is the holding
company of the Coats group of companies
(Group).
Annual General Meeting
The Annual General Meeting (AGM) of the Company
will be held on 21 May 2025 at 2.30pm at FTI
Consulting, 200 Aldersgate, London EC1A 4HD.
Corporate Governance Statement
Together with this Directors’ Report, the Corporate
Governance Statement, prepared in accordance
with rule 7.2 of the Financial Conduct Authority’s
Disclosure Guidance and Transparency Rules,
comprises the following sections of the Annual
Report: the ‘Strategic Report’; the ‘Corporate
Governance Report’; the ‘Audit and Risk Committee
Report’; the ‘Nomination Committee Report’; and the
‘Remuneration Committee Report’. As permitted by
legislation, some of the matters required to be
included in the Directors’ Report have been
included in the Strategic Report by cross-reference,
including details of the Group’s financial risk
management objectives and policies, business
review, future prospects, stakeholder engagement,
Section 172 Statement and environmental policy.
The 2018 UK Corporate Governance Code is
available from the Financial Reporting Council’s
website (www.frc.org.uk).
Directors
The names and biographical details of the current
Directors are shown on pages 68 to 70 of this
Annual Report. Particulars of their emoluments and
beneficial and non-beneficial interests in shares are
given in the Directors’ Remuneration Report on
pages 90, 94 and 96 to 97.
The appointment and removal of Directors are
governed by the Company’s Articles of Association
and the Companies Act 2006. The Directors may,
from time to time, appoint one or more Directors.
In accordance with the provisions of the Code, all
Directors will retire and submit themselves for
election or re-election at the forthcoming AGM.
Directors’ powers
The Board manages the business of the Company
under the powers set out in the Company’s Articles
of Association. These powers include the Directors’
ability to issue or buy back shares. Shareholders’
authority to empower the Directors to make market
purchases of up to 10% of its own ordinary shares is
sought at the AGM each year (as set out in the Share
Capital section below).
The Company’s Articles of Association can only be
amended, or new Articles adopted, by a resolution
passed by shareholders in a general meeting by at
least three quarters of the votes cast. The Company
adopted new Articles at the AGM held in May 2021.
In the event that a Director raises any concerns
about the operation of the Board or management
of the Company that cannot be resolved, a record
would be kept in the Board minutes, and this should
also be noted in the Director’s resignation letter.
Further discussion of the Board’s activities, powers
and responsibilities appears within the Corporate
Governance Report on pages 64 to 76. Information on
compensation for loss of office is contained in the
Directors’ Remuneration Report on page 95.
Directors’ indemnities
The Directors of the Company have entered into
individual deeds of indemnity with the Company
which constitute ‘qualifying third-party indemnity
provisions’ for the purposes of the Companies Act
2006. The deeds indemnify the Directors, and the
directors of the Company’s subsidiary companies,
to the maximum extent permitted by law. The deeds
were in force for the whole of the year, or from the
date of appointment for those appointed during the
year. In addition, the Company had Directors’ and
Officers’ liability insurance cover in place throughout
the year.
Share capital
Details of the Company’s issued share capital,
together with details of the movements in the
Company’s issued share capital during the year,
are shown in note 26.
The Company has one class of ordinary shares with
a nominal value of five pence each (ordinary shares),
which does not carry the right to receive a fixed
income. Each share carries the right to one vote at
general meetings of the Company. There are no
restrictions or agreements known to the Company
that may result in restrictions on share transfers or
voting rights in the Company. There are no specific
restrictions on the size of a holding, on the transfer of
shares, or on voting rights, all of which are governed
by the provisions of the Articles of Association and
prevailing legislation. Shareholder authority for the
Company to purchase up to 159,781,039 (representing
approximately 10% of the Company’s issued shares
as at the latest practicable date before the publication
of the notice of the Annual General Meeting held in
May 2024) of its own ordinary shares was granted at
the 2024 AGM. No shares were purchased pursuant
to this authority during the year.
Shareholder authority for the Company to allot
ordinary shares up to an aggregate nominal amount
of £53,255,020 was granted at the 2024 AGM.
No shares were allotted pursuant to this authority
during the year.
The issued share capital of the Company at
31 December 2024 was approximately £79,890,520
divided into 1,597,810,385 ordinary shares.
Since 31 December 2024, 0 new shares have been
issued as a result of the exercise of share options
by the Company’s share option scheme participants
and the total issued share capital at 5 March 2025
is 1,597,810,385 ordinary shares. The Company’s
ordinary shares are listed on the London Stock
Exchange. The register of shareholders is held in the
UK. The number of ordinary shares of the Company
in which the Directors were beneficially interested
as at 31 December 2024 is set out in the Directors’
Remuneration Report on pages 96 to 97.
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Substantial interests
Information provided to the Company pursuant
to the Financial Conduct Authority’s Disclosure
Guidance and Transparency Rules (DTRs) is
published on a Regulatory Information Service
and on the Company’s website. The following
information has been received, in accordance with
DTR 5, from holders of notifiable interests in the
Company’s issued share capital.
As at
31 December
2024*
As at
5 March 2025*
Nature of
holding
Liontrust Investment
Partners LLP
10.01
10.01
Direct
Kempen Capital
Management N.V.
7.49
7.49
Indirect
FIL Limited
6.12
6.12
Indirect
M&G Plc
5.30
5.30
Indirect
BlackRock Inc
5.14
5.14
Indirect
Abrdn Plc
5.00
5.00
Indirect
*
% holding based on total number of shares in issue at the time of
respective notification.
The Company has not been notified of any other
substantial interests in its securities. The Company’s
substantial shareholders do not have different voting
rights. The Group, as far as is known by the Company,
is not directly or indirectly owned or controlled
by another corporation or by any government.
Change of control
The Company is not party to any significant
agreements that would take effect, alter or terminate
upon a change of control of the Company following a
takeover bid. However, the Group’s Revolving Credit
Facility Agreement and US Private Placement would
terminate upon a change of control of the Company.
The Company does not have agreements with any
Director or employee providing compensation for
loss of office or employment that occurs because of a
takeover bid, except for provisions in the rules of the
Company’s share schemes which result in options or
awards granted to employees vesting on a takeover.
Political donations
No contributions were made to political parties
during the year (2023: £nil).
Whistleblowing procedure
A whistleblowing, ethics and fraud report is a standing
agenda item that is presented quarterly at Board
meetings. Coats has a well-publicised whistleblowing
procedure, which can be found on our website. This is
designed to empower all employees, contractors and
anyone else who is aware of, suspects, or is concerned
about potential misconduct, illegal activities, fraud,
abuse of assets or other violations of Company
policy/Ethics Code to report these confidentially
via email through the Group ethics channel or via
an externally hosted web service whistleblowing
hotline. ‘Doing the right thing’ and ways to raise
concerns are regularly communicated and discussed.
During the year ended 31 December 2024,
there were 228 whistleblowing concerns raised
(2023: 125*). Of these concerns raised, following
investigation, 16% (2023: 19%*) of the closed cases
were upheld and 7 cases are still under review. In
the case of substantiated concerns, disciplinary
action, up to and including termination, was
taken whenever there was any evidence of
misdemeanour, and training and enhanced controls
were implemented wherever appropriate.
*2023 figures have been restated in order to
enable a like-for-like comparison with 2024,
reflecting the categories of investigation
undertaken as part of our Speak Up Policy.
Going concern
The Company’s business activities, together
with the factors likely to affect its future
development, performance and position
are set out in the Chair’s statement.
In addition, note 33 to the financial statements
includes the Group’s objectives, policies and
processes for managing its capital; its financial
risk management objectives; details of its financial
instruments and hedging activities; and its
exposures to credit risk and liquidity risk.
The Directors believe that the Group is well
placed to manage its business risks successfully.
The Board expects to be able to meet any
actual and contingent liabilities from existing
resources. Further information on the Group’s
cash and borrowings is set out in note 30(g).
The Directors are satisfied that the Company
and Group have sufficient resources to
continue in operation for the period from
the date of this report to 30 June 2026.
Accordingly, the Directors consider that the going
concern basis of accounting is appropriate for
the Company and the Group and the financial
statements have been prepared on that basis.
In assessing the Group’s going concern position,
the Directors have considered a number of factors,
including the current balance sheet position and
available liquidity, the principal and emerging risks
which could impact the performance of the Group
and compliance with borrowing covenants. Further
details are provided in note 1 of the accounts.
Directors’ report cont.
Concern is raised via
whistleblowing procedure
Acknowledgement is sent to the whistleblower
within seven days of receipt of the concern.
The investigation team, independent of the
relevant operational business or function, is
nominated by the Group Chief Financial Officer,
Chief Legal & Risk Officer and Group Company
Secretary, Chief Human Resources Officer and
the relevant GET member.
Allegation is investigated by
the nominated team
Findings are presented to the Group Chief
Financial Officer, Chief Legal & Risk Officer and
Group Company Secretary, Chief Human
Resources Officer and the relevant GET member
to decide appropriate remedial actions and any
controls/process enhancements.
The outcome of the investigation is
appropriately communicated to the
whistleblower once any remedial actions and/
or any controls/process enhancements (even in
circumstances where the allegation has not
been upheld) have been determined.
Reports and outcomes are reviewed by the
Board and the Audit and Risk Committee.
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Results and dividends
The results of the Group are shown on page 124 and movements in reserves are set out in note 27 to the
financial statements.
The Board is mindful of the importance of returns to shareholders and is pleased to propose a final dividend
of 2.19 cents per share (2023 final dividend: 1.99 cents). Subject to approval at the forthcoming AGM, the final
dividend will be paid on 29 May 2025 to ordinary shareholders on the register at 2 May 2025, with an
ex-dividend date of 1 May 2025. Alongside the interim dividend of 0.93 cents per share, this makes a total
of 3.12 cents per share for the full year 2024.
Greenhouse Gas (GHG) emissions
Absolute emissions for last three years plus 2019 baseline
Thousands of tonnes of CO2e
2019
20196
2022
20226
2023
20236
2024
Scope 1 Direct2
73.5
59.6
59.7
51.7
51.9
52.4
Scope 2 Indirect3
Location-based
232.6
201.9
201.8
172.2
172.2
181.2
Market-based
190.9
122.4
122.3
59.4
59.3
37.3
Scope 3 Value Chain4
1,060.8
1,009.9
999.2
944.7
882.8
824.2
865.5
Biogenic Emissions CO25
38.2
27.5
24.1
25.7
1. All data is calculated following GHG Protocol guidelines.
2. Direct emissions relate to the use of fuels to generate energy on Group
facilities, mainly the use of oil and gas to generate heat in the form of steam for
use in processing. On-site generation of electricity using diesel or gas fired
generators and the use of diesel, petrol and LPG for on-site transport is also
included. The calculation methodology here is to convert fuel purchased in
each country to kWh and then to CO2e equivalent using DEFRA conversion
factors; the data is consolidated globally.
3. Indirect emissions relate mainly to the purchase of electricity from third-party
suppliers. This is mostly taken from local electricity grids, but does include
some on-site generation of electricity or steam from third-party suppliers. The
methodology converts the electricity or other purchased energy from kWh to
CO2e using the country level conversion factors published by the International
Energy Authority (IEA) for electricity and DEFRA conversion factors for other
energy types. This provides the location-based calculation. Market-based
calculation deducts any certified renewable energy that is purchased by
country and continues to calculate the residue of the energy consumed at the
IEA country or DEFRA conversion factors as appropriate. The data is then
consolidated globally.
4. Scope 3 value chain emissions cover all other emissions that occur throughout
our product and business value chain. This includes the cumulative emissions
to produce our raw materials and capital equipment and installations, product
and people transport at all stages, downstream processing and consumer use
of our sold products and treatment for our waste and our products at the end
of their life. The methodology for this varies for each Scope 3 category and
follows the GHG Protocol hierarchy of data quality to determine the best
available inventory calculation approach. Calculation models are maintained
for each individual category and are updated annually as required and
consolidated globally.
5. Biogenic emissions cover CO2 emissions that occur from burning bio-mass for
the purposes of steam generation. These CO2 emissions are excluded from
our reported emissions, however the CH4 and N²0 emissions associated with
bio-mass are included in our reported.
6. Scope 3 emissions values up to 2023 have been restated by eliminating the
impact associated with Category 11 (Use of sold goods) emissons. This change
was requested by SBTi during our recent re-baseline approval process. Minor
restatement has been made to Scope 1 & 2 emissions in 2022 and 2023 due
to reclassificaion of fuel energy in a single manufacturing location.
Scopes 1 and 2 combined absolute emissions on a
market-based approach decreased by 19% between
2023 and 2024, and by 51% between 2022 and
2024. This significant reduction in emissions is
primarily attributed to continued acceleration of
our energy transition programme, with electricity
being transitioned from fossil-fuel to renewable
generation methods. In 2024 we increased the
proportion of electricity covered by energy attribute
certificates (EACs) to 74%, up from 54% in 2023 and
29% in 2022. Additionally, in 2024 we improved
our energy intensity (kWh energy per Kg finished
goods) by 4% from 2023 through continued delivery
of energy efficiency projects across the group.
Scopes 1 and 2 emissions from our UK facilities in
2023 were 307 tonnes CO2e and represented 0.3%
of our global emissions. 100% of our UK emissions
were related to our Skelton manufacturing site,
which produced footwear structural components,
however this facility ceased to operate and consume
energy from October 2024.
Emissions Intensity1
Greenhouse gas emissions intensity per unit
of production
kg CO2e per kg of
finished product
2022
20223
2023
20233
2024
Scopes 1 & 2
1.5
1.1
0.8
Scope 3
8.3
7.8
8.6
8.0
7.7
Greenhouse gas emissions intensity per US$
sales value
tonnes CO2e per
million $ sales
2022
20223
2023
20233
2024
Scopes 1 & 22
118.4
79.7
59.8
Scope 3
649.8
613.7
633.2
590.3
572.9
1. We have used these two ratios for several years. The first uses volume of
finished goods production in tonnes (Kilo tonnes used for Scopes 1 & 2 are
2024: 112, 2023: 102, 2022: 120) and hence relates directly to the industrial
activity that drives emissions, while the second uses Group turnover and
hence relates to overall commercial activity.
2. Figures are calculated on a market basis for Scope 2 emissions.
3. Scope 3 emissions values up to 2023 have been restated by eliminating the
impact associated with Category 11 (Use of sold goods) emissions.
This change was requested by SBTi during our recent re-baseline
approval process.
Our Scopes 1 & 2 volume emissions intensity shows
a 26% reduction between 2023 and 2024, and a
47% reduction between 2022 and 2024. This has
been delivered primarily due to the positive
progress made in transition to renewable indirect
energy. Scope 3 volume intensity has reduced by
4% from 2023 to 2024 and reflects positive progress
made in transition to non-virgin oil-based materials.
Scope 3 emissions have been restated back to 2019
by eliminating the impact associated with Category
11 (Use of sold products) emissions, with this change
being made at the request of the Science Based
Targets Initiative (SBTi) during our recent emissions
re-baseline approval to incorporate emissions from
our 2022 Texon and Rhenoflex footwear
components acquisitions.
The overall value intensity for Scopes 1 & 2
emissions reduced by 25% compared to 2023, with
the Scope 3 value intensity reducing by 2%.
The difference between the volume and value
intensity movements is largely related to movements
in price and product mix.
Full details of all reportable greenhouse gas
emissions and on the reporting methodology used
for the above figures can be found in our online
Sustainability Report.
Energy Consumption
Million kWh
2022
2023
2024
Direct (Fuels)
311
264
271
Indirect (bought electricity
and steam)
446
390
410
Total
756.4
654.4
681.1
1. All years data excludes divestments made during that year. All include
acquisition of Footwear Division business units (Texon and Rhenoflex).
Through 2024 we continued our focus on delivering
improvements in energy efficiency, with further
sites brought on-line with use of our global smart
energy metering programme. Energy efficiency
initiatives focussed on improved use of natural
lighting in factories to reduce artificial illumination
requirements, use of invertors to optimise efficiency
when running electric motors, and optimisation
projects on compressed air generation.
Directors’ report cont.
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Coats Group plc Annual Report and Accounts 2024
Energy consumption in our UK facilities in 2024 was 2,522MWh and represented 0.4% of global
energy consumption.
The following methodology is used for calculating emissions and energy consumption:
Boundary
All emissions from operating companies that are consolidated in the Group financial statements are included.
Operational joint ventures are included based on equity share.
Scope 1
Fuel consumption data is collated monthly from all units, based on metered or invoiced consumption
converted into kWh. We use DEFRA published gross calorific value conversion factors to
standardise emissions.
Scope 2
Electricity or steam purchase volumes are collected from all units monthly. All electricity kWhs are converted
using IEA country level conversion factors for the location-based data. For the market-based data certified
renewable electricity purchased is not included and the remainder is converted using the same IEA country
factors, or country level residual emissions factors where available.
Scope 3
Scope 3 emissions are calculated annually using multiple sources for data (including suppliers, lifecycle
assessment data providers and industry data sources). Each category is calculated with the best available set
of data sources, and is consistent over the three reported years. Products & Services, Upstream Energy and
Transport are the main components of Scope 3 emissions.
More detail on methodology is available in our Sustainability Report online.
Auditor
A resolution to re-appoint Ernst & Young LLP as auditor will be proposed at the 2025 AGM.
A statement in respect of the current auditor, Ernst & Young LLP, in accordance with Section 418 of the
Companies Act 2006, has been included below.
Disclosure of information to the auditor
The Directors who held office at the date of approval of this Directors’ Report confirm that, as far as they are
aware, there is no relevant audit information of which the Company’s auditor is unaware, and each Director
has taken all reasonable steps to ascertain any relevant audit information and to ensure that the Company’s
auditor is aware of that information.
Branches
The Company, through various subsidiaries, has branches in several different jurisdictions in which the
business operates outside the UK. The full list of subsidiary companies can be found from page 201.
Other information
Other information relevant to this Directors’ Report,
and which is incorporated by reference, including
information required in accordance with the UK
Companies Act 2006 and Listing Rule 6.6.1, can be
located as follows:
Subject matter
Page(s)
Important events since the financial year-end
175
Likely future developments in
the business
8 & 13
Exposure to price risk, credit risk,
liquidity risk and cash flow risk
168-174
Research and development
13
Information on financial instruments
168-174
Environmental policy
15-16
Energy efficiency
108-109
Employment of disabled persons
23-24
Employee involvement
45, 47-49 & 74
Stakeholder engagement
44-46
Diversity policy
85
This Directors’ Report was approved by order of
the Board.
On behalf of the Board
Stuart Morgan
Company Secretary
5 March 2025
Directors’ report cont.
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Directors’ responsibilities
The Directors are responsible for preparing the
Annual Report and the financial statements in
accordance with applicable law and regulations.
Company law requires the Directors to prepare
financial statements for each financial year.
Under that law the Directors are required to prepare
the group financial statements in accordance with
United Kingdom adopted international accounting
standards. The Directors have chosen to prepare the
parent company financial statements in accordance
with United Kingdom Generally Accepted
Accounting Practice (United Kingdom Accounting
Standards and applicable law), including FRS 102
‘The Financial Reporting Standard applicable in the
UK and Republic of Ireland’. Under company law the
Directors must not approve the financial statements
unless they are satisfied that they give a true and
fair view of the state of affairs of the Company and
of the profit or loss of the Company for that period.
In preparing the parent company financial
statements, the Directors are required to:
– select suitable accounting policies in accordance
with Section 10 of FRS 102 and then apply them
consistently;
– make judgements and accounting estimates that
are reasonable and prudent;
– present information, including accounting policies,
in a manner that provides relevant, reliable,
comparable and understandable information;
– state whether applicable UK Accounting
Standards, including FRS 102, have been followed,
subject to any material departures disclosed and
explained in the financial statements;
– provide additional disclosures when compliance
with the specific requirements in FRS 102 are
insufficient to enable users to understand the
impact of particular transactions, other events and
conditions on the entity’s financial position and
financial performance; and
– prepare the financial statements on the going
concern basis unless it is inappropriate to
presume that the Company will continue
in business.
In preparing the Group financial statements,
International Accounting Standard 1 requires
that Directors:
– properly select and apply accounting policies
in accordance with IAS 8 Accounting Policies,
Changes in Accounting Estimates and Errors;
– present information, including accounting policies,
in a manner that provides relevant, reliable,
comparable and understandable information;
– state whether United Kingdom adopted
international accounting standards have been
followed, subject to any material departures
disclosed and explained in the financial
statements; and
– provide additional disclosures when compliance
with the specific requirements in United Kingdom
adopted international accounting standards are
insufficient to enable users to understand the
impact of particular transactions, other events
and conditions on the entity’s financial position
and financial performance; and
– make an assessment of the Company’s ability to
continue as a going concern.
The Directors are responsible for keeping adequate
accounting records that are sufficient to show and
explain the Company’s transactions and disclose
with reasonable accuracy at any time the financial
position of the Company and enable them to ensure
that the financial statements comply with the
Companies Act 2006. They are also responsible for
safeguarding the assets of the Company and hence
for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
Under applicable law and regulations, the Directors
are also responsible for preparing a strategic report,
Directors’ report, Directors’ remuneration report and
corporate governance statement that comply with
that law and those regulations. The Directors are
responsible for the maintenance and integrity of the
corporate and financial information included on the
Company’s website.
Directors’ responsibility statement
We confirm that to the best of our knowledge:
– the financial statements, prepared in accordance
with the relevant financial reporting framework,
give a true and fair view of the assets, liabilities,
financial position and profit or loss of the
Company and the undertakings included in the
consolidation taken as a whole;
– the Annual Report including, the Strategic Report,
includes a fair review of the development and
performance of the business and the position of
the Company and the undertakings included in
the consolidation taken as a whole, together with
a description of the principal risks and
uncertainties that they face; and
– the Annual Report and financial statements, taken
as a whole, are fair, balanced and understandable
and provide the information necessary for
shareholders to assess the Company’s position,
performance, business model and strategy.
This responsibility statement was approved by the
Board of Directors on 5 March 2025 and is signed
on its behalf by:
David Paja
Group CEO
5 March 2025
Directors’ report cont.
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Opinion
In our opinion:
– Coats Group plc’s group financial statements and parent company financial statements (the
“financial statements”) give a true and fair view of the state of the Group’s and of the parent
company’s affairs as at 31 December 2024 and of the Group’s profit for the year then ended;
– the Group financial statements have been properly prepared in accordance with United Kingdom
adopted international accounting standards;
– the parent company financial statements have been properly prepared in accordance with United
Kingdom Generally Accepted Accounting Practice; and
– the financial statements have been prepared in accordance with the requirements of the Companies
Act 2006.
We have audited the financial statements of Coats Group plc (the ‘parent company’) and its subsidiaries
(the ‘Group’) for the year ended 31 December 2024 which comprise:
Group
Parent company
Consolidated statement of financial position as at 31 December 2024
Balance sheet as at 31 December 2024
Consolidated income statement for the year then ended
Statement of changes in equity for the year then
ended
Consolidated statement of comprehensive income for the year
then ended
Statement of cash flow for the year then ended
Consolidated statement of changes in equity for the year then ended Related notes 1 to 6 to the financial statements
including a summary of significant accounting
policies
Consolidated statement of cash flows for the year then ended
Related notes 1 to 36 to the financial statements, including material
accounting policy information
The financial reporting framework that has been applied in the preparation of the group financial statements
is applicable law and United Kingdom adopted international accounting standards. The financial reporting
framework that has been applied in the preparation of the parent company financial statements is applicable
law and United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard
applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable
law. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the
audit of the financial statements section of our report. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the Group and parent in accordance with the ethical requirements that are relevant to
our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed public
interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the Group or the
parent company and we remain independent of the Group and the parent company in conducting the audit.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis
of accounting in the preparation of the financial statements is appropriate. Our evaluation of the directors’
assessment of the Group and parent company’s ability to continue to adopt the going concern basis of
accounting included:
– Confirming our understanding of management’s going concern assessment process, including how
principal and emerging risks were considered.
– Obtaining the forecast cash flows to 30 June 2026 used by management in its going concern assessment
and testing the arithmetical accuracy of the models, verifying inputs against budgets approved by the
Board and agreeing the opening net debt to the audited 31 December 2024 consolidated financial
statements.
– Evaluating the appropriateness of the duration of the going concern assessment period to 30 June 2026 and
considering the existence of any significant events or conditions beyond this period, based on our inquiries
of management, Coats Group plc’s three-year plan and knowledge arising from other areas of the audit.
– Challenging the reasonableness of the cash flow forecast by performing analysis of management’s
historical forecasting accuracy and checking for consistency of the forecasts with other areas of the audit,
including the impairment assessment and deferred tax asset recognition.
– Evaluating key assumptions used by management in preparing the going concern models and:
– assessing contrary evidence by considering industry data, key customers’ outlook,
analyst expectations and information obtained from other areas of the audit;
– assessing whether assumptions made were reasonable and appropriate, in light of the Group’s
relevant principal risks and uncertainties and our own independent assessment of those risks;
– assessing the impact of Coats Group plc’s climate commitments on the cash flow forecasts.
Independent auditor’s report to the members of Coats Group plc
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Our key observations
– The directors’ assessment forecasts that the Group will maintain sufficient liquidity and covenant
compliance throughout the going concern period to 30 June 2026. We observed that in management’s
base case and in the downside sensitivity scenario’s, there is liquidity headroom and covenant
compliance without considering any identified controllable mitigations.
– Management also performed a reverse stress test, showing the business was able to withstand a more
severe decline in performance. Management considers such a scenario to be remote, and has noted that
the impact can be mitigated by implementing actions which are within their control.
Based on the work we have performed, we have not identified any material uncertainties relating to events
or conditions that, individually or collectively, may cast significant doubt on the Group and parent company’s
ability to continue as a going concern for the period to 30 June 2026.
In relation to the Group and parent company’s reporting on how they have applied the UK Corporate
Governance Code, we have nothing material to add or draw attention to in relation to the directors’ statement
in the financial statements about whether the directors considered it appropriate to adopt the going concern
basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in
the relevant sections of this report. However, because not all future events or conditions can be predicted,
this statement is not a guarantee as to the Group’s ability to continue as a going concern.
– Obtaining the Group’s existing borrowing facility agreements and:
– reviewing the refinancing of the revolving credit facility and USPP notes and checking that the terms
attached to the new agreements were correctly factored into the going concern models and debt
covenant compliance tests;
– performing an examination of all agreements, to assess their continued availability to the Group throughout
the going concern period and to ensure completeness of debt covenants identified by management.
– Assessing the accuracy of management’s debt covenants forecast model on the base case, verifying
inputs to board approved forecasts and facility agreement terms.
– evaluating the compliance of the Group with debt covenants in the forecast period by reperforming
calculations of the covenant tests;
– assessing the impact of the downside risk scenarios on debt covenant compliance and performing
sensitivity analysis on the remaining headroom.
– Challenging the appropriateness of management’s ‘reverse stress test’ scenario, to understand how
severe conditions would have to be to breach liquidity and/or debt covenant compliance and whether
the required conditions have no more than a remote possibility of occurring when compared to historical
financial performance.
– Assessing management’s ability to execute controllable mitigating actions to respond to the downside
risk scenarios including the reverse stress test based on our understanding of the Group and the sector.
– Performing an independent reverse stress test to understand the extent of reduction in sales required
to breach the compliance of debt covenants.
– Considering whether management’s disclosures in the financial statements sufficiently and appropriately
reflect the going concern assessment including key judgements made and outcomes.
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Independent auditor’s report to the members of Coats Group plc cont.
We identified 11 components as individually relevant to the Group due to relevant events and conditions
underlying the identified risks of material misstatement of the group financial statements being associated
with the reporting components or a pervasive risks of material misstatement of the group financial
statements or a significant risk or an area of higher assessed risk of material misstatement of the group
financial statements being associated with the components.
We then identified 7 components of the Group as individual relevant due to materiality or financial size of the
component relative to the Group.
For those individually relevant components, we identified the significant accounts where audit work needed
to be performed at these components by applying professional judgement, having considered the Group
significant accounts on which centralised procedures will be performed, the reasons for identifying the financial
reporting component as an individually relevant component and the size of the component’s account balance
relative to the Group significant financial statement account balance.
We then considered whether the remaining Group significant account balances not yet subject to audit
procedures, in aggregate, could give rise to a risk of material misstatement of the group financial statements.
We selected 6 components of the Group to include in our audit scope to address these risks.
Having identified the components for which work will be performed, we determined the scope to assign
to each component.
Of the 24 components selected, we designed and performed audit procedures on the entire financial
information of 13 components (“full scope components”). For 8 components, we designed and performed
audit procedures on specific significant financial statement account balances or disclosures of the financial
information of the component (“specific scope components”). For the remaining 3 components,
we performed specified audit procedures to obtain evidence for one or more relevant assertions.
Our scoping to address the risk of material misstatement for each key audit matter is set out in the Key audit
matters section of our report on page 115.
Overview of our audit approach
Audit scope
– We performed an audit of the complete financial information of 13 components,
full audit procedures on specific balances for a further 8 components and
specified audit procedures on specific balances for a further 3 components.
– We performed centralised procedures on the following accounts: goodwill,
acquired intangibles, borrowings, loan receivable, investment in joint ventures,
funded defined benefit obligations, equity (Group and parent company),
investment in subsidiaries (parent company), intercompany eliminations and
consolidation journals.
– In addition to group oversight procedures, we, as the primary team,
performed supplementary procedures on certain accounts audited by
component auditors being: revenue including rebates, cash and cash
equivalents, exceptional and acquisition related items, income tax liabilities,
deferred tax assets, deferred tax liabilities and inventories.
Key audit matters
– Revenue recognition (cut-off).
– Impairment of assets allocated to the US and Mexico Cash Generating Unit.
– Valuation of the UK pension scheme defined benefit obligations and
accounting for the buy-in transaction.
– Provisions for uncertain tax positions.
Materiality
– Overall Group materiality of $12.0 million which represents 5.0% of adjusted
profit before tax.
– Parent Company is determined to be $13.5 million which is 1.0% of equity.
An overview of the scope of the parent company and group audits
Tailoring the scope
In the current year our audit scoping has been updated to reflect the new requirements of ISA (UK) 600
(Revised). We have followed a risk-based approach when developing our audit approach to obtain sufficient
appropriate audit evidence on which to base our audit opinion. We performed risk assessment procedures,
with input from our component auditors, to identify and assess risks of material misstatement of the Group
financial statements and identified significant accounts and disclosures. When identifying components at
which audit work needed to be performed to respond to the identified risks of material misstatement of the
Group financial statements, we considered our understanding of the Group and its business environment,
the components’ contribution to Group revenue and profit before tax, the number of significant account
balances with associated risk of material misstatements, historical misstatements identified at each
component, the applicable financial framework, the Group’s system of internal control at the entity level,
the existence of centralised processes, applications and any relevant internal audit results.
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Independent auditor’s report to the members of Coats Group plc cont.
Climate change
Stakeholders are increasingly interested in how climate change will impact the Group. The Group has
determined that the most significant future impacts from climate change on their operations will be from
introduction of carbon taxes, disruption of water supply and extreme weather events (floods and extreme
heat). These are explained on pages 182-198 in the required Task Force On Climate Related Financial
Disclosures and on pages 50 to 56 in the principal risks and uncertainties. They have also explained
their climate commitments on pages 65-66. All of these disclosures form part of the “Other information,”
rather than the audited financial statements. Our procedures on these unaudited disclosures therefore
consisted solely of considering whether they are materially inconsistent with the financial statements or our
knowledge obtained in the course of the audit or otherwise appear to be materially misstated, in line with our
responsibilities on “Other information”.
In planning and performing our audit we assessed the potential impacts of climate change on the Group’s
business and any consequential material impact on its financial statements.
As explained in note 1, the basis of preparation, consideration of climate change impact on the judgements
in the accounts is not considered to have a material impact at this time. Governmental and societal responses
to climate change risks are still developing, and are interdependent upon each other, and consequently
financial statements cannot capture all possible future outcomes as these are not yet known. The degree
of certainty of these changes may also mean that they cannot be taken into account when determining
asset and liability valuations and the timing of future cash flows under the requirements of United Kingdom
adopted international accounting standards.
Our audit effort in considering the impact of climate change on the financial statements was focused on
evaluating management’s assessment of the impact of climate risk being appropriately reflected in asset
values and associated disclosures where values are determined through modelling future cash flows, being
the impairment tests of tangible and intangible assets, deferred tax asset recognition and related disclosures.
We also challenged the Directors’ considerations of climate change risks in their assessment of going
concern and viability and associated disclosures.
Based on our work we have not identified the impact of climate change on the financial statements to be
a key audit matter or to impact a key audit matter.
Involvement with component teams
In establishing our overall approach to the Group audit, we determined the type of work that needed to be
undertaken at each of the components by us, as the Group audit engagement team, or by component auditors
operating under our instruction.
The Group audit team continued to follow a programme of planned visits that has been designed to ensure that
the Senior Statutory Auditor and delegates visit key locations on a rotational basis. During the current year’s
audit cycle, visits were undertaken by the primary audit team to the component teams in Mexico and Spain.
These visits involved understanding the audit approach with the component team and any issues arising from
their work, meeting with local management, attending planning and closing meeting, reviewing relevant audit
working papers on risk areas. The Group audit team interacted regularly with all component teams where
appropriate during various stages of the audit, reviewed relevant working papers and were responsible for
the scope and direction of the audit process.
Where relevant, the section on key audit matters details the level of involvement we had with component
auditors to enable us to determine that sufficient audit evidence had been obtained as a basis for our opinion
on the Group financial statements as a whole.
We maintained continuous and open dialogue with the component audit teams in addition to holding formal
meetings to ensure that we were fully aware of their progress and the results of their procedures. Close meetings
for full, specific, and specified audit procedures components (excluding those performed by the primary audit
team) were held via video conference in January and February 2025 and were attended by the Senior Statutory
Auditor and/or other members of the primary audit team. This, together with the additional procedures performed
at Group level, gave us appropriate evidence for our opinion on the Group financial statements.
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Independent auditor’s report to the members of Coats Group plc cont.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material
misstatement (whether or not due to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts
of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters.
Risk
Our response to the risk
Key observations communicated to the Audit Committee
Revenue recognition (Cut-off) $1,501 million (2023: $1,394 million)
Refer to the Audit Committee Report (page 77); Accounting policies
(page 135); and Note 3 of the Consolidated Financial Statements (page
139)
There is a potential incentive to overstate revenue for the financial year
in order to meet individual or Company financial targets (principally
adjusted operating profit and adjusted EPS targets).
The process for accounting for revenue transactions at or near the year
end contains manual elements and therefore there is opportunity for
error (either accidental or with intent).
Further, due to the varied incoterms across the Group as well as some
export products with longer delivery lead times, there is a risk of revenue
being recorded prior to the performance obligations being satisfied.
We performed full or specific audit procedures over this risk area in
13 full scope, 8 specific scope and 3 specified procedure components
with material revenue balances, which covered 85% (2023: 80%) of the
Group’s revenue.
Procedures around this risk area are primarily performed at a
component level and therefore, form a significant part of our oversight
procedures. We instructed our component teams and each of them:
– Performed walkthroughs to obtain an understanding of the revenue
recognition processes and key controls.
– Obtained an understanding of management’s cut off assessment
at year-end, including the split between export and domestic sales
and the delivery lead time assumptions utilised by management.
– Tested revenue cut off by obtaining management’s sales cut off
assessment, where material, and independently tested a sample of
transactions therein by vouching to invoices and proof of delivery.
– Tested an independent sample of transactions invoiced in the 21
days for the pre- year end period and 7 days for the post year end
period. We stratified the population between revenue type and
selected our sample based on the following criteria:
– Statistical sample of items invoiced within the 14 day prior to the
balance sheet date, which we considered to be of higher risk
based on average delivery lead times.
– We tested our sample by vouching to invoices and third-party
evidence (e.g., proof of delivery, bill of lading) to assess whether
the performance obligation is satisfied.
We concluded that the revenue recognised at or near year end
was properly accounted for and that revenue was appropriately
recognised in accordance with the relevant accounting standards.
We concluded that management’s disclosures in relation to revenue,
including disclosed accounting policies, to be appropriate.
As part of our procedures, we noted no indication of deliberate or
other manipulation of revenue cut-off or management override.
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Risk
Our response to the risk
Key observations communicated to the Audit Committee
– Inspected third party evidence (e.g., purchase orders) to test the
validity of incoterms and understand the conditions required to
satisfy the performance obligations.
– Tested a sample of journal entries recorded at or near year end
as well as top- side adjustments by verifying to appropriate
supporting documentation.
– Performed a search for significant post year end credit notes raised
up to 21 days from the year- end date to identify any material sales
reversal by verifying to appropriate supporting documentation.
– With the exception of 2 components, analysed sales-related
journal entry data to track sales from revenue through to accounts
receivable through to cash collection using data analytics tools.
We used this analysis to validate the appropriateness of transaction
flows and tested a sample of transactions to determine if the journals
accurately reflected the substance of transactions recorded.
– For the remaining 2 components, we selected a statistical sample
from the entire population of revenue transactions in the year,
and vouched to invoices and proof of delivery, to confirm these
had been recorded in the correct period.
For the remaining entities, constituting the residual 15% of revenue,
we performed analytical review procedures and we utilised a combination
of data analytical tools and monthly sales data to search for any unusual
items and/or activities.
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Risk
Our response to the risk
Key observations communicated to the Audit Committee
Impairment of assets allocated to US and Mexico Cash Generating
Unit (‘CGU’)
(CGU carrying value: $106 million (2023: $142 million)
Refer to the Audit Committee Report (page 77); Accounting policies
(page 132); and Note 14 of the Consolidated Financial Statements
(page 156)
This is an area of focus due to the impairment indicator of
underperformance of the CGU against plan during the year.
The estimation of recoverable amount involves significant judgements
including assumptions relating to future cashflows, discount rate, long-
term growth rates. In addition, we considered management’s new
strategy and revised forecasts for the US and Mexico business to be
subject to a higher degree of estimation risk.
The procedures described below were performed by the primary team.
We validated that management’s impairment methodology is
consistent with the requirements of IAS 36 Impairment of Assets.
In particular, we considered management’s new strategy to close the
site in Toluca, Mexico, removing the impacted assets from the Cash
Generating Unit (‘CGU’) and valuing these at their Fair Value, less Cost to
Sell (‘FVLCS’), in line with the requirements of IAS 36.
Below we summarise the procedures performed in relation to the key
assumptions for the carrying value of the assets allocated to the US &
Mexico business CGU:
For the assets at the Toluca site, valued using the FVLCS basis, we:
– Obtained a breakdown of the carrying value of the assets impacted
by the closure of the Toluca site. For each of these we obtained an
understanding of how management would recover the fair value of
the assets and the potential cost to sell.
– For the most significant judgement related to a long-term lease,
we made inquiries directly of third-party brokers to validate
management’s assumptions in relation to expected subletting
of the property.
For the assets expected to recover their value through continued use
in the US & Mexico business, and therefore, valued using a ‘Value in
Use’ (VIU) basis, we:
– Understood management’s process for the impairment testing and
gained an understanding of the controls through a walkthrough
of the process management has in place to assess impairment.
– Obtained management’s value in use model and tested for
mathematical accuracy.
Based on our audit procedures we have concluded that no further
impairment of the assets in the US & Mexico Cash Generating Unit
is required.
We have accepted management’s impairment conclusion based on
the strategic actions taken to date, including the shift to the US,
focus on productivity, optimisation and also closure of the Toluca site.
We also considered the nature of the remaining asset base in the
CGU, noting these to be largely plant & machinery and land and
buildings, which have value in their own right and allocation of assets
subject to separate valuation assessments.
We have concluded appropriate disclosures have been included in
the financial statements as required under the accounting standards.
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Risk
Our response to the risk
Key observations communicated to the Audit Committee
– Engaged EY Valuation specialists to assess the appropriateness
of the discount rate, long-term growth rates, and the overall
methodology used in the value-in- use model prepared for the
purposes of the US & Mexico cash generating unit impairment
assessment.
– Assessed management’s forecasting ability by comparing forecasts
to actual results for this year and the prior year.
– Understood management’s strategy to grow Revenue and EBIT
of the remaining business by making inquiries of the Performance
Materials and Coats Group Leadership Team and reviewing
submission of strategic options to the Board of Directors of Coats
Group Plc.
– Performed independent research, including expected industry
growth rates, to identify contrary information and evaluate
assumptions for evidence of management bias.
– Reviewed recent actual monthly performance against plan to
assess the impact of strategic actions taken by management.
– Performed sensitivity analysis over key assumptions underpinning
management’s forecasts including discount rate, long term growth
rate and assumptions relating to revenue and margin growth.
We have also assessed the appropriateness of the Group’s related
disclosures in the consolidated financial statements.
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Independent auditor’s report to the members of Coats Group plc cont.
Risk
Our response to the risk
Key observations communicated to the Audit Committee
Valuation of the UK defined benefit pension obligations and
accounting for buy-in transaction– $9.1m (net deficit) (2023:
$102.2m (net surplus)) and $242m loss recognised in other
comprehensive income as a result of the buy-in.
Refer to the Audit Committee Report (page 77); Accounting policies
(page 135); and Note 10 of the Consolidated Financial Statements
(page 145)
There is a risk of material misstatement relating to the judgements
made by management in valuing the UK pension scheme defined
benefit obligations including the use of key model input assumptions,
specifically the discount rate, mortality assumption and inflation rate.
After the completion of the buy-in during the current year, the
UK pension scheme defined benefit obligations are now fully
hedged, reducing the overall risk of movements in key assumptions
underpinning the pension liability, as any future fluctuations will be
offset by corresponding movements in the insurance asset.
However, a risk of material misstatement still exists in relation to the
one-off buy-in transaction due to its magnitude, complexity and the
accounting judgements involved, particularly regarding the recognition
of the actuarial loss in OCI instead of the income statement.
In the prior year, management identified the key assumptions
underpinning the UK pension scheme defined benefit obligations
as a key source of estimation uncertainty in Note 1 of the financial
statements. Following the completion of the buy-in in the current year,
management determined that the UK pension scheme defined benefit
obligations are no longer a key source of estimation uncertainty.
The procedures described below were performed by the Primary team:
– Understood management’s process for valuing the UK pension
defined benefit obligation including the completion of the buy-in
transaction and gained an understanding of the controls through a
walkthrough of the process management has in place.
– Engaged internal actuarial specialists to assess the key
assumptions applied in determining the pension obligations for
the UK pension schemes and the buy-in transaction to conclude
on whether the key assumptions are within a reasonable expected
range.
– Challenged management’s key assumptions by reference to
illustrative benchmark rates, sensitising for any difference between
management’s rates and the illustrative benchmark rates.
– Benchmarked key assumptions against other listed companies
to check for outliers in the data used.
– With the assistance of our pension specialists, assessed the
impact of the High Court ruling on contracted-out defined benefit
pension schemes and evaluated management’s progress to date
in determining the impact.
– Examined the buy-in agreement with Pension Insurance
Corporation (“PIC”) and supporting schedules to understand the
terms of the transaction.
– Reviewed bank statements, proof of payment and other supporting
evidence to verify the accuracy of the actuarial loss recorded.
– Assessed management’s accounting treatment of the buy-in transaction,
– including the judgement that there is no committed buy-out and
that the actuarial loss is appropriately presented in the statement
of comprehensive income.
– Reviewed the financial statement disclosures related to the UK
pension liability and buy-in transaction to ensure they were complete,
accurate and in compliance with IAS 19. This included assessing
the disclosures regarding the transaction’s impact on key source of
estimation uncertainty and critical accounting judgements.
From the work performed, we are satisfied that the key assumptions
applied in respect of the valuation of the UK scheme liabilities and
the accounting applied by management for the buy-in transaction
are appropriate.
We concluded that the related disclosures in the financial statements
are appropriate.
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Risk
Our response to the risk
Key observations communicated to the Audit Committee
Provisions for uncertain tax positions – $26.0 million
(2023:$29.3 million)
Refer to the Audit Committee Report (page 77); Accounting policies
(page 136); and Note 9 of the Consolidated Financial Statements
(page 143)
The Group operates in a number of international jurisdictions, and as a
result there is a risk of uncertain tax exposures arising around the Group,
as well as heightened risk around estimates in determining the tax effect
of cross border transactions including transfer pricing arrangements.
The Group is subject to tax authority audits and has a number of open
tax enquiries in multiple jurisdictions at any point in time.
As a result of this, management are required to exercise judgement in
making determinations as to the amount of tax that is payable.
The Group has recognised a number of provisions for uncertain tax
positions, the valuation of which requires significant assumptions
and judgement.
We focused on this area due to the complexity, subjectivity,
quantification of the provision and the judgement around the trigger for
recognition or release.
Our procedures on the uncertain tax position provisions were
performed centrally by the Group team supported by subject matter
specialists (including UK transfer pricing specialists) and overseas tax
teams with expertise in local tax regulations where appropriate.
To address the risk, we:
– Performed a walkthrough of the tax provisioning process and
identifying key controls place noting that they were designed
appropriately. We also evaluated the appropriateness of the
Group’s transfer pricing and uncertain tax provisioning policies.
– Met with management to understand the status of all significant
matters, including those provided for, and any changes to
management’s judgements in the year.
– Reviewed correspondence with tax authorities and external
advisors to inform our assessment of recorded estimates and
evaluate the completeness of the provisions recorded.
– Independently assessed management’s significant assumptions
and judgements to record or release provisions following tax audits,
settlements and the expiry of statute of limitations.
– Tested the accuracy of the calculation of the year end provisions by
inspecting underlying documentation and supporting schedules.
– Evaluated the adequacy of tax disclosures within the
financial statements.
We are satisfied that management’s judgements in relation to the
provisions for uncertain tax positions are supportable.
We consider the disclosures with respect to uncertain tax positions to
be appropriate.
In the current year, the following changes have been reflected in our Key Audit Matters (‘KAMs’):
– For the year ended 31 December 2023, our auditor’s report included a Key Audit Matter in relation to classification of the disposal of the European Zips business as an IFRS 5 discontinued operation. The disposal of the
European Zips business was completed in the prior year, with no ongoing impact. Consequently, there is no impact on the current year’s results, hence we concluded this no longer represents a Key Audit Matter.
– For the year ended 31 December 2023, our Key Audit Matter on impairment focused on the carrying value of assets in the newly formed Footwear Cash Generating Unit (‘CGU’). This is no longer considered a Key Audit
Matter given the actual performance of the Footwear division and the available headroom compared to the carrying value of assets in the CGU.
– For the year ended 31 December 2023, our Key Audit Matter regarding the UK pension scheme focused on the assumptions underpinning the defined benefit obligation. In the current year, this Key Audit Matter has
been updated to include also the risks associated with the accounting for the buy-in.
Independent auditor’s report to the members of Coats Group plc cont.
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a. Materiality
We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified
misstatements on the audit and in forming our audit opinion.
Materiality
The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be
expected to influence the economic decisions of the users of the financial statements. Materiality provides
a basis for determining the nature and extent of our audit procedures.
We determined materiality for the Group to be $12.0 million (2023: $10.0 million), which is 5.0% (2023: 5.0%)
of adjusted profit before tax. We believe that adjusted profit before tax provides us with appropriate measure
given the prominence of this metric to investors, shareholders, and management.
We determined materiality for the Parent Company to be $13.5 million (2023: $13.4 million), which is 1.0%
(2023: 1.0%) of equity which is the metric the investors and shareholder are most interested in given that the
Parent Company holds the investment of the entire Coats Group.
– $172.1 million
– Profit before tax
Starting
basis
Adjustments
Materiality
– Add back $69.8 million for exceptional and acquisition related
items
– Totals $241.9 million adjusted profit before tax
– Materiality of $12 million (c.5.0% of adjusted profit before tax)
During the course of our audit, we reassessed initial materiality noting that there was an increase compared with
the original assessment attributable to the performance and profit before tax of the Group. The underlying basis
of materiality was not changed compared with the planning stage.
Performance materiality
The application of materiality at the individual account or balance level. It is set at an amount to reduce to
an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements
exceeds materiality.
On the basis of our risk assessments, together with our assessment of the Group’s overall control environment,
our judgement was that performance materiality was 75% (2023: 50%) of our planning materiality, namely $9.0
million (2023: $5.0 million). We have set performance materiality at this percentage due to our assessment of the
control environment and lower likelihood of misstatements. We set our performance materiality at 50% in the
prior year due to it being the first year for which we performed the audit.
Audit work was undertaken at component locations for the purpose of responding to the assessed risks of
material misstatement of the group financial statements. The performance materiality set for each component
is based on the relative scale and risk of the component to the Group as a whole and our assessment of the
risk of misstatement at that component. In the current year, the range of performance materiality allocated to
components was $1.6 million to $2.5 million (2023: $1.0 million to $1.8 million).
Reporting threshold
An amount below which identified misstatements are considered as being clearly trivial.
We agreed with the Audit Committee that we would report to them all uncorrected audit differences in
excess of $0.6 million (2023: $0.5 million), which is set at 5% of planning materiality, as well as differences
below that threshold that, in our view, warranted reporting on qualitative grounds.
We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed
above and in light of other relevant qualitative considerations in forming our opinion.
Other information
The other information comprises the information included in the annual report on pages 1 to 110, including
taskforce on climate-related financial disclosures report, Group structure and five-year summary set out on
pages 182 to 207, other than the financial statements and our auditor’s report thereon. The directors are
responsible for the other information contained within the annual report.
Our opinion on the financial statements does not cover the other information and, except to the extent
otherwise explicitly stated in this report, we do not express any form of assurance conclusion thereon.
Independent auditor’s report to the members of Coats Group plc cont.
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Independent auditor’s report to the members of Coats Group plc cont.
Our responsibility is to read the other information and, in doing so, consider whether the other information
is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit
or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent
material misstatements, we are required to determine whether this gives rise to a material misstatement in
the financial statements themselves. If, based on the work we have performed, we conclude that there is a
material misstatement of the other information, we are required to report that fact.
We have nothing to report in this regard.
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, the part of the directors’ remuneration report to be audited has been properly prepared in
accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
– the information given in the strategic report and the directors’ report for the financial year for which the
financial statements are prepared is consistent with the financial statements; and
– the strategic report and the directors’ report have been prepared in accordance with applicable
legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and the parent company and its environment
obtained in the course of the audit, we have not identified material misstatements in the strategic report or
the directors’ report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006
requires us to report to you if, in our opinion:
– adequate accounting records have not been kept by the parent company, or returns adequate for our
audit have not been received from branches not visited by us; or
– the parent company financial statements and the part of the Directors’ Remuneration Report to be
audited are not in agreement with the accounting records and returns; or
– certain disclosures of directors’ remuneration specified by law are not made; or
– we have not received all the information and explanations we require for our audit.
Corporate Governance Statement
We have reviewed the directors’ statement in relation to going concern, longer-term viability and that part of
the Corporate Governance Statement relating to the Group and company’s compliance with the provisions of
the UK Corporate Governance Code specified for our review by the UK Listing Rules.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements
of the Corporate Governance Statement is materially consistent with the financial statements or our
knowledge obtained during the audit:
– Directors’ statement with regards to the appropriateness of adopting the going concern basis of
accounting and any material uncertainties identified set out on page 106;
– Directors’ explanation as to its assessment of the company’s prospects, the period this assessment
covers and why the period is appropriate set out on page 106;
– Director’s statement on whether it has a reasonable expectation that the group will be able to continue in
operation and meets its liabilities set out on page 57 and 106;
– Directors’ statement on fair, balanced and understandable set out on page 79;
– Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set
out on page 50;
– The section of the annual report that describes the review of effectiveness of risk management and
internal control systems set out on page 80; and
– The section describing the work of the audit committee set out on page 77.
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement set out on page 110, the directors are
responsible for the preparation of the financial statements and for being satisfied that they give a true and
fair view, and for such internal control as the directors determine is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group and parent
company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless the directors either intend to liquidate the Group or
the parent company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.
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Independent auditor’s report to the members of Coats Group plc cont.
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. The risk of
not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from
error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations,
or through collusion. The extent to which our procedures are capable of detecting irregularities, including
fraud is detailed below.
However, the primary responsibility for the prevention and detection of fraud rests with both those charged
with governance of the company and management.
– We obtained an understanding of the legal and regulatory frameworks that are applicable to the group
and determined that the most significant are frameworks which are directly relevant to specific assertions
in the financial statements are those that relate to the reporting framework (United Kingdom adopted
international accounting standards, United Kingdom GAAP, the Companies Act 2006 and the UK
Corporate Governance Code) and the relevant tax laws and regulations in the jurisdictions in which the
Group operates. In addition, we concluded that there are certain significant laws and regulations which
may have an effect on the determination of the amounts and disclosures in the financial statements being
the Listing Rules of the UK Listing Authority, and those laws and regulations relating to health and safety,
employees, environmental and bribery and corruption practices.
– We understood how Coats Group plc is complying with those frameworks by making enquiries of
management, internal audit, those responsible for legal and compliance procedures and the company
secretary. We corroborated our enquiries through our review of board minutes, papers provided to
the Audit Committee, correspondence received from regulatory bodies and information relating to the
Group’s anti-money laundering procedures as part of our walkthrough procedures.
– We assessed the susceptibility of the Group’s financial statements to material misstatement, including
how fraud might occur by and met with finance and operational management from various parts of
the business to understand where it considered there was susceptibility to fraud. We also considered
performance targets and their potential to influence management to manage earnings or influence the
perceptions of analysts. We have determined there is a risk of fraud associated to revenue recognition.
We considered the policies, processes and controls that the Group has established to address the risks
identified, including the design of controls over revenue recognition. We also considered the controls
that the Group has that otherwise prevent, deter and detect fraud, and how senior management monitors
these controls. We performed audit procedures to address each identified fraud risk. These procedures
were designed to provide reasonable assurance that the financial statements as a whole are free from
material misstatement, due to fraud or error.
– Based on this understanding we designed our audit procedures to identify non-compliance with such
laws and regulations including providing specific instructions to full scope and specific scope component
teams and, where necessary, using our forensic and other relevant specialists. Our procedures included
journal entry testing, with a focus on manual journal entries, consolidation journals and journal entries
indicating large or unusual transactions using data analytics. We based this testing on our understanding
of the business, enquiries of management, including internal audit, legal and other advisors, the
company secretary and reading relevant reports. We performed specific searches derived from forensic
investigations experience and leveraged our data analytics platform in performing our testing. We have
also reviewed the whistleblowing reports issued during the year. Any instances of non-compliance with
laws and regulations identified that might have an impact on components were communicated to the
component audit teams and considered in our audit approach.
A further description of our responsibilities for the audit of the financial statements is located on the Financial
Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our
auditor’s report.
Other matters we are required to address
– Following the recommendation from the Audit Committee we were appointed by the company on
16 May 2023 to audit the financial statements for the year ending 31 December 2023 and subsequent
financial periods.
– The period of total uninterrupted engagement including previous renewals and reappointments is two
years, covering the years ended 31 December 2023 and 31 December 2024.
– The audit opinion is consistent with the additional report to the audit committee.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the
Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members
those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest
extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the
company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Anup Sodhi
(Senior statutory auditor)
for and on behalf of Ernst & Young LLP
Statutory Auditor
Luton
5 March 2025
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Year ended 31 December
Notes
2024
2023
Before
exceptional
and acquisition
related
items
US$m
Exceptional
and acquisition
related
items
(see note 4)
US$m
Total
US$m
Before
exceptional
and acquisition
related
items
US$m
Exceptional
and acquisition
related
items
(see note 4)
US$m
Total
US$m
Continuing operations:
Revenue
2,3
1,500.9
–
1,500.9
1,394.2
–
1,394.2
Cost of sales
(953.1)
(36.8)
(989.9)
(910.9)
(18.2)
(929.1)
Gross profit
547.8
(36.8)
511.0
483.3
(18.2)
465.1
Distribution costs
(122.3)
(1.5)
(123.8)
(115.9)
(2.6)
(118.5)
Administrative expenses
(155.9)
(31.5)
(187.4)
(134.0)
(34.4)
(168.4)
Other operating income
–
–
–
–
5.8
5.8
Operating profit
2,4,5
269.6
(69.8)
199.8
233.4
(49.4)
184.0
Share of profits of joint ventures
16
1.9
–
1.9
1.1
–
1.1
Finance income
6
3.1
–
3.1
4.6
–
4.6
Finance costs
7
(32.7)
–
(32.7)
(33.9)
–
(33.9)
Profit before taxation
5
241.9
(69.8)
172.1
205.2
(49.4)
155.8
Taxation
9
(70.1)
(1.8)
(71.9)
(57.9)
2.9
(55.0)
Profit from continuing operations
171.8
(71.6)
100.2
147.3
(46.5)
100.8
Loss from discontinued operations 31
–
(0.5)
(0.5)
(1.3)
(25.4)
(26.7)
Profit for the year
171.8
(72.1)
99.7
146.0
(71.9)
74.1
Attributable to:
Equity shareholders of the company
152.2
(72.1)
80.1
127.8
(71.3)
56.5
Non-controlling interests
19.6
–
19.6
18.2
(0.6)
17.6
171.8
(72.1)
99.7
146.0
(71.9)
74.1
Earnings per share (cents):
11
Continuing operations:
Basic
5.03
5.18
Diluted
4.96
5.13
Continuing and discontinued operations:
Basic
4.99
3.52
Diluted
4.93
3.48
Adjusted earnings per share
36(d)
9.49
8.04
Notes on pages 128 to 178 form part of these financial statements.
Year ended 31 December
2024
US$m
2023
US$m
Profit for the year
99.7
74.1
Items that will not be reclassified subsequently to profit or loss:
Remeasurements of defined benefit schemes (note 10)
(225.1)
(70.8)
Tax relating to items that will not be reclassified
(0.6)
(0.2)
(225.7)
(71.0)
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations
(20.4)
(0.4)
Remeasurement of equity investment at fair value
–
(6.7)
(20.4)
(7.1)
Items reclassified to profit or loss:
Exchange differences transferred to income statement on sale of business
–
6.6
Other comprehensive income and expense for the year
(246.1)
(71.5)
Net comprehensive income and expense for the year
(146.4)
2.6
Attributable to:
Equity shareholders of the company
(165.6)
(14.3)
Non-controlling interests
19.2
16.9
(146.4)
2.6
Notes on pages 128 to 178 form part of these financial statements.
Consolidated income statement
Consolidated statement of comprehensive income
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31 December
Notes
2024
US$m
2023
US$m
Non-current assets:
Goodwill
13
120.4
126.1
Other intangible assets
13
443.5
470.7
Property, plant and equipment
14
226.3
243.2
Right-of-use assets
15
68.9
74.4
Investments in joint ventures
16
13.7
12.8
Other equity investments
16
0.6
0.9
Deferred tax assets
17
13.6
18.0
Pension surpluses
10
44.0
148.2
Loan receivable
10
38.3
–
Trade and other receivables
19
25.0
19.5
994.3
1,113.8
Current assets:
Inventories
18
176.1
173.5
Trade and other receivables
19
292.2
292.0
Pension surpluses
10
1.5
1.6
Cash and cash equivalents
30(g)
146.0
132.4
Non-current assets classified as held for sale
0.6
1.0
616.4
600.5
Total assets
1,610.7
1,714.3
Current liabilities:
Trade and other payables
21
(299.2)
(285.6)
Income tax liabilities
(49.5)
(45.5)
Bank overdrafts and other borrowings
23
(0.2)
(144.3)
Lease liabilities
15
(16.6)
(17.5)
Retirement benefit obligations:
– Funded schemes
10
(0.4)
(0.8)
– Unfunded schemes
10
(7.5)
(7.7)
Provisions
25
(26.5)
(17.1)
(399.9)
(518.5)
Net current assets
216.5
82.0
31 December
Notes
2024
US$m
2023
US$m
Non-current liabilities:
Trade and other payables
21
(7.4)
(3.2)
Deferred tax liabilities
24
(58.0)
(63.9)
Borrowings
23
(595.1)
(372.2)
Lease liabilities
15
(66.6)
(69.3)
Retirement benefit obligations:
– Funded schemes
10
(14.4)
(2.9)
– Unfunded schemes
10
(65.6)
(75.6)
Provisions
25
(25.1)
(19.3)
(832.2)
(606.4)
Total liabilities
(1,232.1)
(1,124.9)
Net assets
378.6
589.4
Equity:
Share capital
26
99.0
99.0
Share premium account
27
111.4
111.4
Own shares
26, 27
(5.3)
(6.1)
Translation reserve
27
(129.7)
(109.7)
Capital reduction reserve
27
59.8
59.8
Other reserves
27
246.3
246.3
Retained (loss)/profit
27
(35.4)
157.4
Equity shareholders’ funds
346.1
558.1
Non-controlling interests
27
32.5
31.3
Total equity
378.6
589.4
David Paja
Jackie Callaway
Group Chief Executive Officer
Group Chief Financial Officer
Approved by the Board 5 March 2025
Company Registration No.103548
Notes on pages 128 to 178 form part of these financial statements.
Consolidated statement of financial position
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Consolidated statement of changes in equity
Share
capital
US$m
Share
premium
account
US$m
Own
shares
US$m
Translation
reserve
US$m
Capital
reduction
reserve
US$m
Other
reserves
US$m
Retained
(loss)/
profit
US$m
Total
US$m
Non-
controlling
interests
US$m
Total
equity
US$m
Balance as at
1 January 2023
99.0
111.4
(0.1)
(116.6)
59.8
246.3
216.7
616.5
34.1
650.6
Profit for the year
–
–
–
–
–
–
56.5
56.5
17.6
74.1
Other comprehensive
income and expense
for the year
–
–
–
6.9
–
–
(77.7)
(70.8)
(0.7)
(71.5)
Dividends
–
–
–
–
–
–
(40.6)
(40.6)
(19.7)
(60.3)
Purchase of own
shares by Employee
Benefit Trust
–
–
(10.1)
–
–
–
–
(10.1)
–
(10.1)
Movement in
own shares
–
–
4.1
–
–
–
(4.5)
(0.4)
–
(0.4)
Share based payments
–
–
–
–
–
–
7.0
7.0
–
7.0
Balance as at
31 December 2023
99.0
111.4
(6.1)
(109.7)
59.8
246.3
157.4
558.1
31.3
589.4
Profit for the year
–
–
–
–
–
–
80.1
80.1
19.6
99.7
Other comprehensive
income and expense
for the year
–
–
–
(20.0)
–
–
(225.7)
(245.7)
(0.4)
(246.1)
Dividends
(see notes 12 and 27)
–
–
–
–
–
–
(46.5)
(46.5)
(18.0)
(64.5)
Purchase of own
shares by Employee
Benefit Trust
–
–
(8.7)
–
–
–
–
(8.7)
–
(8.7)
Movement in
own shares
–
–
9.5
–
–
–
(8.6)
0.9
–
0.9
Share based payments
–
–
–
–
–
–
7.9
7.9
–
7.9
Balance as at
31 December 2024
99.0
111.4
(5.3)
(129.7)
59.8
246.3
(35.4)
346.1
32.5
378.6
Notes on pages 128 to 178 form part of these financial statements.
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Consolidated statement of cash flows
Year ended 31 December
Notes
2024
US$m
2023
US$m
Net increase/(decrease) in cash and cash equivalents
38.1
(43.4)
Net cash and cash equivalents at beginning of the year
111.5
157.7
Foreign exchange losses on cash and cash equivalents
(3.8)
(2.8)
Net cash and cash equivalents at end of the year
30(g)
145.8
111.5
Reconciliation of net cash flow to movements in net debt
Net increase/(decrease) in cash and cash equivalents
38.1
(43.4)
Repayment of term loan acquisition facility
30(g)
–
240.0
Issue of senior notes
30(g)
(248.7)
(248.6)
Repayment of senior notes
30(g)
125.0
–
Net decrease in other borrowings
28.0
67.0
Change in net debt resulting from cash flows (free cash flow)
36(e)
(57.6)
15.0
Net movement in lease liabilities during the year
1.0
17.5
Movement in fair value hedges
(1.6)
(1.2)
Other non-cash movements
(2.2)
(1.5)
Foreign exchange losses
(1.2)
(0.9)
(Increase)/decrease in net debt
(61.6)
28.9
Net debt at the start of the year
(470.9)
(499.8)
Net debt at the end of the year
30(g)
(532.5)
(470.9)
Notes on pages 128 to 178 form part of these financial statements.
Year ended 31 December
Notes
2024
US$m
2023
US$m
Cash inflow from operating activities:
Cash generated from operations
30(a)
196.7
217.3
Interest paid
30(b)
(31.5)
(33.7)
Taxation paid
30(c)
(69.4)
(59.7)
Net cash generated by operating activities
95.8
123.9
Cash outflow from investing activities:
Investment income
30(d)
1.0
0.6
Net capital expenditure and financial investment
30(e)
(24.0)
(19.7)
Disposals of businesses
30(f)
–
(1.2)
Loan made to UK pension Scheme
30(a)
(38.3)
–
Net cash absorbed in investing activities
(61.3)
(20.3)
Cash inflow/(outflow) from financing activities:
Purchase of own shares by Employee Benefit Trust
(8.7)
(10.1)
Dividends paid to equity shareholders
(46.2)
(40.3)
Dividends paid to non-controlling interests
(18.0)
(19.7)
Payment of lease liabilities
(19.2)
(18.5)
Repayment of term loan acquisition facility
30(g)
–
(240.0)
Issue of senior notes
30(g)
248.7
248.6
Repayment of senior notes
30(g)
(125.0)
–
Net decrease in other borrowings
(28.0)
(67.0)
Net cash generated from/(absorbed in) financing activities
3.6
(147.0)
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1 Principal accounting policies
The following are the principal accounting policies adopted in preparing the financial statements.
Critical accounting judgements and key sources of estimation uncertainty
The principal accounting policies adopted by the Group are set out in this note to the consolidated financial
statements. Certain of the Group’s accounting policies inherently rely on subjective assumptions and judgements,
such that it is possible over time the actual results could differ from the estimates based on the assumptions
and judgements used by the Group. Due to the size of the amounts involved, changes in the assumptions
relating to the following policies could potentially have a significant impact on the result for the year and/or the
carrying values of assets and liabilities in the consolidated financial statements.
Critical judgements in applying the Group’s accounting policies
In the course of preparing the financial statements, the critical judgement set out below has had a significant
effect on the amounts recognised in the financial statements for the year ended 31 December 2024.
Exceptional and acquisition related items
Judgement is used to determine those items which should be separately disclosed as exceptional and acquisition
related items to provide valuable additional information for users of the financial statements in understanding
the Group’s performance. This judgement includes assessment of whether an item is of sufficient size or of a
nature that is not consistent with normal trading activities. Please see note 4 for further details.
This critical accounting judgement made by management in applying the Group’s accounting policies also
applied to the consolidated financial statements for the year ended 31 December 2023.
In addition, in the course of preparing the financial statements for the year ended 31 December 2023, critical
accounting judgements were made by management in relation to the recognition of the surplus in the UK
pension scheme and discontinued operations. These were not critical accounting judgements which had a
significant effect on the amounts recognised in the financial statements for the year ended 31 December 2024.
Discontinued operations
In management’s judgement the European Zips business which was sold in August 2023 represented a separate
major line of business and therefore its results for 2023 were presented as a discontinued operation.
Judgement is used by the Group in assessing whether a disposal of a business represents a disposal of a
separate major line of business considering the facts and circumstances of each disposal. In determining
whether a disposal represents a separate major line of business, the Group considers both quantitative and
qualitative factors.
If the Group had concluded that the disposal of the European Zips business did not represent a discontinued
operation, the Group’s revenue and operating profit before exceptional and acquisition related items from
continuing operations for the year ended 31 December 2023 would have been $1,419.5 million and $232.1
million respectively.
Key sources of estimation uncertainty
There are no sources of estimation uncertainty at the 31 December 2024 balance sheet date, that may have a
significant risk of causing material adjustment to the carrying amounts of assets and liabilities within the next
financial year.
At 31 December 2023 key assumptions were made in the determination of UK pension scheme defined benefit
obligations which represented a key source of estimation uncertainty. These key assumptions were discount
rates, beneficiary mortality and inflation rates. Changes in any or all of these assumptions could have materially
changed scheme liabilities. However, as set out in note 10, as a result of buy-ins, all the financial and demographic
risks relating to the UK pension scheme’s liabilities are fully hedged at 31 December 2024. Future changes in
scheme liabilities due to movements in discount and inflation rates would have fully offsetting impacts from the
buy-in assets. Accordingly, the net UK pension amount recognised in the consolidated statement of financial
position will not change in the future as a result of changes in any or all of these assumptions.
Other areas of estimation uncertainty
Other areas of estimation uncertainty include the assumptions used in determining the value in use for the US
and Mexico cash generating unit (“CGU”). A change in key revenue and margin growth assumptions could result
in a change in the assessed recoverable amount of the CGU. The impact of sensitivities on key assumptions
are set out in note 13.
Notes to the financial statements
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Notes to the financial statements cont.
Discontinued operations
On 30 June 2023 the Group entered into an agreement to sell its European Zips business to Aequita, a German
family office. The sale was completed on 31 August 2023, the date which control passed to the acquirer.
The exit from the European Zips business was in line with Coats’ previously announced strategic initiatives to
optimise the Group’s portfolio and footprint, and improve the overall cost base efficiency. The results of the
European Zips business were presented as a discontinued operation in the consolidated income statement for
the year ended 31 December 2023. Note 31 provides further details of the sale.
Joint ventures
Joint ventures are entities in which the Group has joint control, shared with a party outside the Group.
The Group reports its interests in joint ventures using the equity method.
Going concern
The Directors are satisfied that the Group and the Company has sufficient resources to continue in operation
for the period from the date of this report to 30 June 2026. Accordingly, they continue to adopt the going
concern basis in preparing the consolidated financial statements. In assessing the Group’s going concern
position, the Directors have considered a number of factors, including the current balance sheet position and
available liquidity, the current trading performance as set out in the Full Year Results Overview section of the
Chief Executive’s Review included in the 2024 Annual Report, the principal and emerging risks which could
impact the performance of the Group and compliance with borrowing covenants.
In order to assess the going concern status of the Group management has prepared:
– A base case scenario, aligned to the latest Group budget for 2025 as well as the Group’s updated Medium
Term Plan for 2026;
– A downside scenario has been prepared, which assumes that the global economic environment is depressed
over the assessment period. This scenario assumes trading below 2024 levels, this scenario is considered to
be severe but plausible given the current uncertain global macro-economic and geo-political environment;
and
– A reverse stress test flexing sales to determine what circumstance would be required to either reduce
headroom to nil on committed borrowing facilities or breach borrowing covenants, whichever occurred first.
As more fully described in the Outlook section on page 8, the Directors anticipate, based on current market
conditions and normalised customer buying behaviour, another year of financial and strategic progress in 2025,
in line with market expectations. The severe but plausible downside scenario includes further management
actions that would be deployed if required (for example further reduction in costs).
a) Accounting convention and format
The Group’s financial statements for the year ended 31 December 2024 have been prepared in accordance
with United Kingdom adopted international accounting standards and with the requirements of the Companies
Act 2006, and complies with the disclosure requirements of the Listing Rules of the UK Financial Conduct
Authority. The financial statements are prepared under the historical cost convention except for investments
and derivatives which are stated at fair value and retirement benefit obligations which are valued in accordance
with IAS 19 Employee Benefits.
Except for the changes arising from the adoption of new accounting standards, interpretations and amendments
(as detailed in note 1), the same accounting policies, presentation and methods of computation have been
followed in these consolidated financial statements as applied in the Group’s annual financial statements for
the year ended 31 December 2023.
b) Basis of preparation
Subsidiaries
Subsidiaries are consolidated from the effective date of acquisition or up to the effective date of disposal,
as appropriate. The effective date is when control passes to or from the Group. Control is achieved when
the Group has the power over the investee and is exposed, or has the rights to variable returns from its
involvement with the investee and has the ability to use its power to affect its returns. The existence and
effect of potential voting rights that are currently exercisable or convertible are considered in determining
the existence or otherwise of control. Where necessary, adjustments are made to the financial statements
of subsidiaries to align their accounting policies with those used by the Group.
Where subsidiaries are not 100% owned by the Group, the share attributable to outside shareholders is reflected
in non-controlling interests. Non-controlling interests are identified separately from the Group’s equity, and
may initially be measured at either fair value or at the non-controlling interests’ share of the fair value of the
subsidiary’s identifiable net assets. The choice of measurement is made on an acquisition-by-acquisition basis.
Changes in the Group’s interests in subsidiaries, that do not result in a loss of control, are accounted for as equity
transactions. Where control is lost, a gain or loss on disposal is recognised through the consolidated income
statement, calculated as the difference between the fair value of consideration received (plus the fair value of
any retained interest) and the Group’s previous share of the former subsidiary’s net assets. Amounts previously
recognised in other comprehensive income in relation to that subsidiary are reclassified and recognised through
the income statement as part of the gain or loss on disposal.
1 Principal accounting policies cont.
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Notes to the financial statements cont.
c) Functional currency
The functional currency of Coats Group plc the company continued to be United States dollars (USD) during
the year ended 31 December 2024.
d) Foreign currencies
Foreign currency translation
The Group’s presentation currency is USD. Transactions of companies within the Group are recorded in the
functional currency of that company. Currencies other than the functional currency are foreign currencies.
Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. Monetary
assets and liabilities denominated in foreign currencies are translated at the rates of exchange ruling at the
period end. All currency differences on monetary items are taken to the consolidated income statement with
the exception of currency differences that represent a net investment in a foreign operation, which are taken
directly to equity until disposal of the net investment, at which time they are recycled through the consolidated
income statement. Non-monetary items that are measured in terms of historical cost in a foreign currency are
translated using the exchange rate as at the date of initial transaction.
Group companies
Assets and liabilities of subsidiaries whose functional currency is not USD are translated into the Group’s
presentation currency at the rates of exchange ruling at the period end and their income statements are
translated at the average exchange rates for the year.
The exchange differences arising on the retranslation since 1 January 2004 are taken to a separate component
of equity. On disposal of such an entity, the deferred cumulative amount recognised in equity since 1 January
2004 relating to that particular operation is recycled through the consolidated income statement. Translation
differences that arose before the date of transition to IFRS in respect of all such entities are not presented as
a separate component of equity.
Goodwill and fair value adjustments arising on acquisition of such operations are regarded as assets and
liabilities of the particular operation, expressed in the currency of the operation and recorded at the exchange
rate at the date of the transaction and subsequently retranslated at the applicable closing rates.
The reverse stress test noted an implausible decrease in trading performance, with revenues almost 30%
below the base case, would be required. The test also includes further controllable management actions that
could be deployed if required (for example no bonus payments, reduced discretionary costs and significantly
reduced capital expenditure). The outcome of the reverse stress test was that the leverage covenant would be
breached, however, at the breaking point in the test the Group still maintained sufficient liquidity on committed
borrowing facilities. The Directors consider the likelihood of the condition in the reverse stress test occurring
to be remote on the basis that the Group has not experienced such a decline historically.
Liquidity headroom
As at 31 December 2024 the Group’s net debt (excluding IFRS 16 leases liabilities) was $449.3 million (2023:
$384.1 million). The Group’s committed debt facilities total $1,020 million across its Banking and US Private
Placement group, with a range of maturities from August 2027 through to 2034. As of 31 December 2024 the
Group had around $420 million of headroom against these committed banking facilities. In each scenario
liquidity headroom exists throughout the assessment period.
Covenant testing
The Group’s committed borrowing facilities are subject to ongoing covenant testing. Covenants are measured
twice a year, at full year and half year on a twelve month rolling basis and are measured under frozen accounting
standards and therefore exclude the effects of IFRS 16. The financial covenants under the borrowing agreements
are for leverage (net debt / EBITDA) to be less than 3.0 and interest cover (EBITDA / interest charge) to be in
excess of 4.0. All banking covenants tests were met at 31 December 2024, with leverage of 1.6x and interest
cover of 11.4x. The base case forecast indicates that banking covenants will be met throughout the assessment
period. Under the severe but plausible downside scenario covenant compliance is still projected to be achieved
throughout the assessment period.
Conclusion
In conclusion, after reviewing the base case, the severe but plausible downside scenario and considering the
remote likelihood of the scenario in the reverse stress test occurring, the Directors have formed the judgement
that, at the time of approving the consolidated financial statements, there are no material uncertainties that
cast doubt on the Group’s and the Company’s going concern status and that it is appropriate to prepare the
consolidated financial statements on the going concern basis for the period from the date of this report to
30 June 2026.
1 Principal accounting policies cont.
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Notes to the financial statements cont.
g) Exceptional and acquisition related items
The Group has adopted an income statement format which seeks to highlight significant items within the
Group results for the year. Exceptional items may include significant restructuring associated with a business or
property disposal, litigation costs and settlements, profit or loss on disposal of property, plant and equipment,
non-actuarial gains or losses arising from significant one-off changes to defined benefit pension obligations,
regulatory investigation costs and impairment of assets. Acquisition related items include amortisation of
acquired intangible assets, acquisition transaction costs, contingent consideration linked to employment and
adjustments to contingent consideration. Please see note 4 for further details on why management consider
these items to be exceptional.
Judgement is used by the Group in assessing the particular items, which by virtue of their scale and nature, should
be presented in the income statement and disclosed in the related notes as exceptional items. In determining
whether an event or transaction is exceptional, materiality is a key consideration and qualitative factors, such
as frequency or predictability of occurrence, are also considered. This is consistent with the way financial
performance is measured by management and reported to the Board.
h) Property, plant and equipment
Owned assets
Items of property, plant and equipment are stated at cost less accumulated depreciation and any accumulated
impairments.
Subsequent expenditure
Expenditure incurred to replace a component of an item of property, plant and equipment that is accounted for
separately, including major inspection and overhaul expenditure, is capitalised. Other subsequent expenditure
is capitalised only when it increases the future economic benefits embodied in the item of property, plant and
equipment. All other expenditure is recognised in the income statement as an expense as incurred.
The principal exchange rates (to the US dollar) used in preparing these financial statements are as follows:
2024
2023
Average
Sterling
0.78
0.80
Euro
0.92
0.92
Chinese Renminbi
7.20
7.08
Indian Rupee
83.66
82.56
Turkish Lira*
32.82
23.79
Period end
Sterling
0.80
0.79
Euro
0.97
0.91
Chinese Renminbi
7.30
7.10
Indian Rupee
85.55
83.19
Turkish Lira
35.34
29.48
* Cumulative inflation rates over a three-year period exceeded 100% in Turkey in May 2022 and since then Turkey is considered as hyperinflationary.
As a result, IAS 29 “Financial Reporting in Hyperinflationary Economies” has been applied. In accordance with IAS 29, the financial statements
of the Company’s subsidiary in Turkey are translated into the Group’s US Dollar presentational currency at the year end exchange rate. Monetary
assets and liabilities are not restated. All non-monetary items recorded at historical rates are restated for the change in purchasing power caused
by inflation from the date of initial recognition to the year end balance sheet date. The income statement of the Company’s subsidiary in Turkey is
adjusted for inflation during the reporting period. A net monetary gain of $0.3 million for the year ended 31 December 2024 (2023: $2.3 million) was
recognised within finance income on non-monetary items held in Turkish Lira. The inflation rate used is the consumer price index published by the
Turkish Statistical Institute, TurkStat. The movement in the price index for the year ended 31 December 2024 was 44% (2023: 65%).
e) Operating segments
Operating segments are components of the Group about which separate financial information is available
that is evaluated by the Coats Group plc Group Executive Team in deciding how to allocate resources and
in assessing performance. See note 2 for further details.
f) Operating profit
Operating profit is stated before the share of results of joint ventures, investment and interest income, finance
costs and foreign exchange gains and losses from financing activities.
1 Principal accounting policies cont.
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Notes to the financial statements cont.
Goodwill is allocated to cash-generating units (CGUs) for the purpose of impairment testing. CGUs represent
the smallest group of assets that generate cash inflows that are largely independent of the cash inflows from
other assets or groups of assets.
Negative goodwill is recognised immediately in the income statement.
Intangible assets acquired in a business combination
Intangible assets acquired in a business combination and recognised separately from goodwill are initially
recognised at their fair value at the acquisition date (which is regarded as their cost).
Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost
less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets
that are acquired separately.
The estimated useful lives (other than Coats Brand) are as follows:
Brands and trade names
5 years to 20 years
Technology
4 years to 10 years
Customer relationships
9 years to 15 years
The useful life of the Coats Brand is considered to be indefinite.
Other intangibles
Acquired computer software licences and computer software development costs are capitalised on the basis
of the costs incurred to acquire and bring to use the specific software and are amortised over their estimated
useful lives of up to 5 years.
Intellectual property, comprising trademarks, designs, patents and product development which have a
finite useful life, are carried at cost less accumulated amortisation and impairment charges. Amortisation is
calculated using the straight-line method to allocate the cost over the assets’ useful lives, which vary from
5 to 10 years.
The amortisation charge for both acquired and other intangibles assets is included within the distribution costs
and administrative expense lines in the consolidated income statement.
Impairment of property, plant and equipment, right-of-use assets and intangible assets excluding goodwill
Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment.
Assets that are subject to depreciation or amortisation are reviewed for impairment whenever events or changes
in circumstances indicate that the carrying amount may not be recoverable.
Depreciation
Depreciation is charged to the income statement on a straight-line basis over the estimated useful lives of
property, plant and equipment, and major components that are accounted for separately. Land is not depreciated.
The estimated useful lives are as follows:
Freehold buildings
50 years to 100 years
Leasehold improvements
10 years to 50 years or over the term of the lease if shorter
Plant and equipment
3 years to 20 years
Vehicles and office equipment
2 years to 10 years
Assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each period end.
i) Business combinations and Intangible assets
Business combinations
Acquisitions of businesses are accounted for using the acquisition method. The cost of an acquisition is measured
as the aggregate of the consideration transferred, which is measured at acquisition date fair value. Acquisition-
related costs are recognised in the consolidated income statement, as incurred, in operating costs.
If the initial accounting for a business combination is incomplete by the end of the reporting period in which the
combination occurs, the Group reports provisional amounts for the items for which the accounting is incomplete.
Those provisional amounts are adjusted during the measurement period (see below), or additional assets or
liabilities are recognised, to reflect new information obtained about facts and circumstances that existed as of
the acquisition date that, if known, would have affected the amounts recognised as of that date.
The measurement period is the period from the date of acquisition to the date the Group obtains complete
information about facts and circumstances that existed as of the acquisition date and is subject to a maximum
of one year.
Goodwill
Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any
non‑controlling interests in the acquiree, and the fair value of the acquirer’s previously held equity interest
in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and the
liabilities assumed. Goodwill is recognised as an asset and tested for impairment at least annually. Any impairment
is recognised immediately in the income statement. On disposal of a subsidiary, the attributable amount of
goodwill is included in the determination of the profit or loss on disposal.
1 Principal accounting policies cont.
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Notes to the financial statements cont.
The Group remeasures the lease liability (and makes a corresponding adjustment to the related right-of-use
asset) whenever:
– the lease term has changed or there is a change in the assessment of exercise of a purchase option, in
which case the lease liability is remeasured by discounting the revised lease payments using a revised
discount rate;
– the lease payments change due to changes in an index or rate or a change in expected payment under a
guaranteed residual value, in which cases the lease liability is remeasured by discounting the revised lease
payments using the initial discount rate (unless the lease payments change is due to a change in a floating
interest rate, in which case a revised discount rate is used); and
– a lease contract is modified and the lease modification is not accounted for as a separate lease, in
which case the lease liability is remeasured by discounting the revised lease payments using a revised
discount rate.
The right-of-use assets comprise the initial measurement of the corresponding lease liability, lease payments
made at or before the commencement day and any initial direct costs. They are subsequently measured at cost
less accumulated depreciation and impairment losses.
Whenever the Group incurs an obligation for costs to dismantle and remove a leased asset, restore the site
on which it is located or restore the underlying asset to the condition required by the terms and conditions
of the lease, a provision is recognised and measured under IAS 37 ‘Provisions, Contingent Liabilities and
Contingent Assets’. The costs are included in the related right-of-use asset, unless those costs are incurred to
produce inventories.
Right-of-use assets are depreciated over the shorter period of lease term and useful life of the underlying
asset. If a lease transfers ownership of the underlying asset or the cost of the right-of-use asset reflects that
the Group expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful
life of the underlying asset. The depreciation starts at the commencement date of the lease.
Variable rents that do not depend on an index are not included in the measurement of the lease liability and
the right-of-use asset. The related payments are recognised as an expense in the period in which the event or
condition that triggers those payments occurs.
k) Financial instruments
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual
provisions of the relevant financial instrument.
An impairment charge is recognised for the amount by which the asset’s carrying amount exceeds its recoverable
amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and its value in use.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-
tax discount rate that reflects current market assessments of the time value of money and the risks specific to
the asset for which the estimates of future cash flows have not been adjusted. For the purposes of assessing
impairment, assets are measured at the CGU level.
Research and development
All research costs are expensed as incurred.
An internally-generated intangible asset arising from development is recognised only if all of the following
conditions are met:
– an asset is created that can be separately identified;
– it is probable that the asset created will generate future economic benefits; and
– the development costs can be measured reliably.
Internally-generated intangible assets are amortised on a straight-line basis over their useful lives.
Where no internally-generated intangible asset can be recognised, development expenditure is recognised as
an expense in the period in which it is incurred.
j) Leases
The Group assesses whether a contract is or contains a lease, at inception of the contract. The Group recognises
a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the
lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of
low value assets (defined as assets with a value of US$5,000 or less when new). For these leases, the Group
recognises the lease payments as an operating expense on a straight-line basis over the term of the lease
unless another systematic basis is more representative of the time pattern in which economic benefits from the
leased assets are consumed.
The lease liability is initially measured at the present value of the lease payments that are not paid at the
commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined,
the Group uses its incremental borrowing rate.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the
lease liability (using the effective interest method) and by reducing the carrying amount to reflect the lease
payments made.
1 Principal accounting policies cont.
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(iii) Compound instruments
The component parts of compound instruments are classified separately as financial liabilities and equity
in accordance with the substance of the contractual arrangement. At the date of issue, the fair value of the liability
component is estimated using the prevailing market interest rate for a similar non-convertible instrument, and
this amount is recorded as a liability at amortised cost. The equity component is the fair value of the compound
instrument as a whole less the amount of the liability component, and is recognised in equity, net of income tax
effect, without subsequent remeasurement.
(iv) Derivative financial instruments and hedge accounting
The Group’s activities expose it to the financial risks of changes in foreign exchange rates and interest rates.
The use of financial derivatives is regulated by the Board or that of the relevant operating subsidiary in accordance
with their respective risk management strategies. Changes in values of all derivatives of a financing nature are
included within finance costs in the income statement.
Derivative financial instruments are initially measured at fair value at contract date and are remeasured at each
reporting date.
The Group designates hedging instruments as either fair value hedges, cash flow hedges or hedges of
net investments in foreign operations. Hedges of interest rate risk are accounted for as fair value or cash
flow hedges.
At the inception of each hedge transaction the issuing entity documents the relationship between the hedging
instrument and the hedged item and the anticipated effectiveness of the hedge transaction, and monitors the
ongoing effectiveness over the period of the hedge. Hedge accounting is discontinued when the issuing entity
revokes the hedging relationship, the hedge instrument expires, is sold, exercised or otherwise terminated, and
the adjustment to the carrying amount of the hedged item arising from the hedged risk is amortised through
the income statement from that date.
(v) Fair value hedges
Changes in the fair values of derivatives that are designated and qualify as fair value hedges are recognised
immediately through the income statement, together with any changes in the fair value of the related hedged
items due to changes in the hedged risks. On discontinuation of the hedge the adjustment to the carrying amount
of the hedged item arising from the hedged risk is amortised through the consolidated income statement from
that date.
Financial assets
(i) Investments in equity securities
Investments in equity securities are recognised and derecognised on a trade date basis and are initially
measured at fair value, plus directly attributable transaction costs and are remeasured at subsequent reporting
dates at fair value, with movements recorded in other comprehensive income. Listed investments are stated at
market value. Unlisted investments are stated at fair value based on directors’ valuation, which is supported by
external experts’ advice or other external evidence.
(ii) Cash and cash equivalents
Cash and cash equivalents in the statement of financial position comprise cash at bank and in hand and short-
term deposits maturing in less than three months. For the purposes of the statement of cash flows, cash and
cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.
(iii) Trade and other receivables
Trade receivables are recognised at fair value (which ordinarily reflects the invoice amount) and carried at
amortised cost, less an allowance for expected lifetime losses as permitted under the simplified approach
in IFRS 9. Fully provided balances are not written off from the balance sheet until the Group has decided to
cease enforcement activity.
Financial liabilities
(i) Trade payables
Trade payables are not interest-bearing and are recognised at fair value, and measured subsequently at
amortised cost.
(ii) Borrowings
Interest-bearing loans and overdrafts are initially measured at fair value, net of direct issue costs. These financial
liabilities are subsequently measured at amortised cost using the effective interest method, with interest
expense recognised over the period of the relevant liabilities. Financial liabilities designated as hedged items
in a fair value hedge are subsequently measured at fair value.
1 Principal accounting policies cont.
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Notes to the financial statements cont.
m) Inventories
Inventories are valued at the lower of cost and net realisable value. Costs incurred in bringing each product to
its present location and condition are accounted for as follows:
Raw materials are valued at cost on a first-in, first-out basis.
The costs of finished goods and work in progress include direct materials and labour and a proportion of
manufacturing overheads based on normal operating capacity but excluding borrowing costs. Net realisable
value is the estimated selling price in the ordinary course of business, less estimated costs of completion
and the estimated costs necessary to make the sale. Provision is made for obsolete, slow-moving and
defective inventories.
n) Employee benefits
(i) Retirement and other post-employment obligations
For retirement and other post-employment benefit obligations, the cost of providing benefits is determined
using the Projected Unit Credit Method, with actuarial valuations being carried out at the end of each reporting
period by independent actuaries.
Remeasurement comprising actuarial gains and losses, the effect of the asset ceiling (if applicable) and the
return on scheme assets (excluding interest) are recognised immediately in the consolidated statement of
financial position with a charge or credit to the consolidated statement of comprehensive income in the period
in which they occur. Remeasurement recorded in the consolidated statement of comprehensive income is
not recycled.
Current and past service costs, along with the impact of any settlements or curtailments, are charged to
the consolidated income statement. The net interest expense on pension plans’ liabilities and the expected
return on the plans’ assets is recognised within finance expense in the consolidated income statement.
In addition, pension scheme administrative expenses including the Pension Protection Fund (PPF) levy and
actuary, audit, legal and trustee charges are recognised as administrative expenses.
The retirement benefit and other post-employment benefit obligation recognised in the consolidated statement
of financial position represents the deficit or surplus in the Group’s defined benefit schemes. Any surplus resulting
from this calculation is limited to the present value of any economic benefits available in the form of refunds
from the schemes (net of taxes) or reductions in future contributions to the schemes and refunds expected
from the schemes to fund other Group defined benefit schemes, in accordance with relevant legislation.
For defined contribution plans, the Group pays contributions to publicly or privately administered pension
plans on a mandatory, contractual or voluntary basis. The contributions are recognised as employee benefit
expenses when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund
or a reduction in the future payments is available.
(vi) Cash flow hedges
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges
is deferred in equity. Once the related hedged item is recognised in the income statement, the amounts deferred
in equity are recycled through the consolidated income statement. The gain or loss arising from any ineffective
portion of the hedge is recognised immediately through the consolidated income statement.
(vii) Hedges of net investments in foreign operations
Gains and losses on hedging instruments relating to the effective portion of such hedges are recognised
through the translation reserve, and recycled through the consolidated income statement on disposal of
the respective foreign operations. The gain or loss arising from any ineffective portion of such hedges is
recognised immediately through the consolidated income statement.
l) Revenue
Revenue comprises the fair value of the sale of goods and services, net of sales tax and discounts and rebates,
and after eliminating sales within the Group. Revenue is recognised as follows:
(i) Sales of goods
Sales of goods are recognised in revenue at a single point in time when control of the goods has been
transferred to the buyer. The point in time at which control is deemed to have transferred varies depending on
the commercial terms agreed with the buyer.
(ii) Sales of services
Sales of services are recognised in the period in which the services are rendered, as follows:
– Software implementation and licensing income – performance obligations are satisfied over a period of time
and therefore revenue is recognised by reference to the stage of completion at the period end. The Group
uses labour hours expended to assess the stage of completion as it is deemed to be the most appropriate
basis to measure progress.
– Maintenance income – performance obligations are satisfied evenly over a fixed period of time and therefore
revenue is recognised on a straight line basis over the maintenance period.
Advances received from customers are included within contract liabilities.
(iii) Income from sales of property
Income from sales of property is recognised on completion when legal title of the property passes to the buyer.
1 Principal accounting policies cont.
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Notes to the financial statements cont.
o) Taxation
The tax expense represents the sum of the current tax and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported
in the consolidated income statement because it excludes items of income and expense that are taxable or
deductible in other years and it further excludes items that are never taxable or deductible. The Group’s liability
for current tax is calculated using tax rates that have been enacted by the period end.
Deferred tax is provided using the liability method, providing for temporary differences between the
carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation
purposes. Deferred taxation is measured on a non-discounted basis. The following temporary differences are
not provided for: goodwill not deducted for tax purposes, the initial recognition of assets or liabilities that affect
neither accounting, nor taxable profit, and differences relating to investments in subsidiaries to the extent that
they will probably not reverse in the foreseeable future.
The amount of deferred tax provided is based on the expected manner of realisation or settlement of the
carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the period end. A
deferred tax asset is recognised only to the extent that it is probable that future profits will be available against
which the asset can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that
the related tax benefit will be realised. Deferred tax liabilities are recognised for taxable temporary differences
arising on investments in subsidiaries and associates, and interests in joint ventures, except where the Group
is able to control the reversal of the temporary difference and it is probable that the temporary difference
will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences
associated with such investments and interests are only recognised to the extent that it is probable that there
will be sufficient taxable profits against which to utilise the benefits of the temporary differences and they are
expected to reverse in the foreseeable future.
The carrying values of deferred tax assets are reviewed at each period end.
Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited
directly to other comprehensive income or equity, in which case the deferred tax is also dealt with in other
comprehensive income or equity.
p) Government grants
Government grants are not recognised until there is reasonable assurance that the Group will comply with the
conditions attaching to them and that the grants will be received. Government grants are recognised in profit
or loss on a systematic basis over the periods in which the Group recognises as expenses the related costs for
which the grants are intended to compensate.
Government grants that are receivable as compensation for expenses or losses already incurred or for the
purpose of giving immediate financial support to the Group with no future related costs are recognised in profit
or loss in the period in which they become receivable.
(ii) Share-based compensation
Cash-settled
Cash-settled share-based payments are measured at fair value (excluding the effect of non-market-based
vesting conditions) at each reporting date. The fair value is expensed on a straight-line basis over the vesting
period, with a corresponding increase in liabilities.
Equity-settled
The Group operates an equity-settled Long Term Incentive Plan for executives and senior management. Awards
under this Plan are subject to both market-based and non-market-based vesting criteria.
The fair value at the date of grant is established by using an appropriate simulation method to reflect the
likelihood of market-based performance conditions being met. The fair value is charged to the consolidated
income statement on a straight-line basis over the vesting period, with appropriate adjustments being made
during this period to reflect expected vesting for non-market-based performance conditions and forfeitures.
The corresponding credit is to equity shareholders’ funds.
To satisfy awards under this Plan, shares may be purchased in the market by an Employee Benefit Trust over
the vesting period.
(iii) Non-share-based long-term incentive schemes
The anticipated present value cost of non-share-based incentive schemes is charged to the consolidated
income statement on a straight-line basis over the period the benefit is earned, based on remuneration rates
that are expected to be payable.
(iv) Termination benefits
Termination benefits are payable when employment is terminated before the normal retirement date, or
whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group recognises
termination benefits when it is demonstrably committed to either: terminating the employment of current
employees according to a detailed formal plan without possibility of withdrawal; or providing termination
benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than 12
months after the period end are discounted to present value.
1 Principal accounting policies cont.
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Notes to the financial statements cont.
u) Assets held for sale and discontinued operations
Non-current assets and businesses which are to be sold (disposal groups) classified as held for sale are measured
at the lower of carrying amount and fair value less costs to sell. Non-current assets (and disposal groups) are
classified as held for sale if their carrying amount is expected to be recovered through a sale transaction rather
than through continuing use. This condition is regarded as met only when such a sale is highly probable and
the asset (or disposal group) is available for immediate sale in its present condition. Management must be
committed to the sale, which should be expected to qualify for recognition as a completed sale within one year
from the date of classification.
Non-current assets are classified as held for sale from the date these conditions are met, and such assets are
no longer depreciated.
Discontinued operations are classified as held for sale and are either a separate major line of business or
geographical area of operations that is part of a single coordinated plan to sell. Once an operation has been
identified as discontinued, or is reclassified as discontinued, the comparative information in the Income
Statement is restated.
v) Climate change
In preparation of the consolidated financial statements, consideration has been given to the impact of climate
change on the Group’s key accounting policies, estimates and judgements. As noted in the Taskforce on
Climate-related Financial Disclosures (TCFD) on pages 182-198 we are exposed to specific transitional and
physical climate related risks. The key areas in the consolidated financial statements that were identified for
consideration of potential impacts from these climate related risks were the assumptions used to support
impairment reviews of cash generating units (CGUs) and accounting policies on estimated useful lives of
tangible fixed assets.
(i) Impairment of assets
The key climate related risks considered were the introduction of carbon taxes, disruption of water supply
and extreme weather events (floods and extreme heat). These risks as well as any potential mitigations were
considered when assessing the appropriateness of the assumptions used to project future cash flows to support
the value in use of a CGU. No specific significant financial impacts relating to climate related risks were identified
in relation to the CGUs that were subject to an impairment review during the year ended 31 December 2024
(see note 13). In addition, no significant short to medium term (pre 2045) climate related impacts have been
identified for individual assets or other CGUs in the Group.
q) Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are
assets that necessarily take a substantial period of time to prepare for their intended use or sale, are added
to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on
qualifying assets is deducted from the borrowing costs eligible for capitalisation.
All other borrowing costs are recognised in the income statement in the period in which they are incurred.
r) Provisions
A provision is recognised in the consolidated statement of financial position when the Group has a legal or
constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be
required to settle the obligation. If the effect is material, a provision is determined by discounting the expected
future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and,
where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision
due to the passage of time is recognised as a borrowing cost.
When some or all of the economic benefits required to settle a provision are expected to be recovered from an
insurer, a receivable is recognised as an insurance reimbursement asset and included separately within other
receivables if it is virtually certain that reimbursement from the insurer will be received and the amount of the
receivable can be measured reliably.
s) Onerous contracts
A provision for onerous contracts is recognised when the expected benefits to be derived by the Group from
a contract are lower than the unavoidable cost of meeting its obligations under the contract.
t) Restructuring
A provision for restructuring is recognised when the Group has approved a detailed and formal restructuring
plan, and the restructuring has either commenced or has been announced publicly. Future operating costs are
not provided for.
1 Principal accounting policies cont.
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Notes to the financial statements cont.
The directors do not expect that the adoption of the Standards and Interpretations listed above will have
a material impact on the financial statements of the Group in future periods, although the full assessment is
not complete.
2 Segmental analysis
Operating segments are components of the Group’s business activities about which separate financial
information is available that is evaluated regularly by the chief operating decision maker (the Group Executive
Team) in deciding how to allocate resources and in assessing performance.
The Group’s customers are grouped into three segments Apparel, Footwear and Performance Materials which
have distinct different strategies and differing customer/end-use market profiles. The Footwear Division consists
of the footwear thread business and the acquired structural components businesses, Texon and Rhenoflex.
This is the basis on which financial information is reported internally to the chief operating decision maker
(CODM) for the purpose of allocating resources between segments and assessing their performance.
a) Segment revenue and results
Year ended 31 December 2024
Apparel
US$m
Footwear
US$m
Performance
Materials
US$m
Total
US$m
Continuing operations
Revenue
769.8
403.5
327.6
1,500.9
Segment profit
150.6
94.8
24.2
269.6
Exceptional and acquisition related items (note 4)
(69.8)
Operating profit
199.8
Share of profits of joint ventures
1.9
Finance income
3.1
Finance costs
(32.7)
Profit before taxation from continuing operations
172.1
(ii) Fixed asset useful lives
Consideration was given as to whether the impact of physical risks relating to extreme weather events (e.g.
flood risk damage) may require a reassessment of the estimated useful lives of fixed assets. As noted in the
physical risks section in our TCFD disclosures, no significant impacts are currently expected in the short to
medium term (pre 2045), after which point the majority of the Group’s current fixed asset portfolio will be fully
depreciated. As such, the reassessment of fixed asset useful lives to reflect potential impacts of climate change
was not deemed necessary.
In light of the above, the Group’s current assessment is that the climate related risks detailed in the TCFD
disclosures section of the Annual Report do not have a material impact on the key accounting policies, estimates
and judgements that form the basis of these consolidated financial statements.
New IFRS accounting standards, interpretations and amendments adopted in the year
During the year, the Group has adopted the following standards, interpretations and amendments:
– Non-current Liabilities with Covenants and classification of Liabilities as Current or Non-current (Amendments
to IAS 1);
– Lease liability in a Sale and Leaseback (Amendments to IFRS 16); and
– Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7).
The adoption of these standards has not had a material impact on the financial statements of the Group.
New IFRS accounting standards and interpretations not yet adopted
The following published standards and amendments to existing standards, which have not yet all been endorsed
by the UKEB, are expected to be effective as follows:
From the year beginning 1 January 2025:
– Lack of Exchangeability (Amendments to IAS 21).
From the year beginning 1 January 2026:
– Classification and Measurement of Financial Instruments – Amendments to IFRS 9 and IFRS 7.
– Annual Improvements to IFRS Accounting Standards – Volume 11.
From the year beginning 1 January 2027:
– IFRS 18 Presentation and Disclosure in Financial Statements.
– IFRS 19 Subsidiaries without Public Accountability: Disclosures.
1 Principal accounting policies cont.
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Notes to the financial statements cont.
b) Geographic information
Year ended 31 December
Revenue by origin
Revenue by destination
Non-current assets
2024
US$m
2023
US$m
2024
US$m
2023
US$m
2024
US$m
2023
US$m
Europe, Middle East & Africa (EMEA)
UK
29.2
29.8
9.1
12.5
263.1
258.7
Rest of EMEA
273.1
295.5
236.7
257.2
160.9
182.3
Americas
USA
124.4
141.9
130.6
155.9
29.9
37.6
Rest of Americas
110.0
104.4
116.4
99.6
45.1
62.0
Asia & Rest of World
India
173.6
163.4
173.3
162.1
38.9
34.6
China and Hong Kong
276.9
228.4
242.0
192.5
259.3
277.6
Vietnam
232.1
198.4
213.7
173.5
34.8
34.7
Other
281.6
232.4
379.1
340.9
66.4
60.2
1,500.9
1,394.2
1,500.9
1,394.2
898.4
947.7
Non-current assets excludes derivative financial instruments, investments, pension surpluses, pension loan
receivable and deferred tax assets.
3 Revenue
An analysis of the Group’s revenue is as follows:
Year ended 31 December
2024
US$m
2023
US$m
Goods transferred at a point in time
1,489.6
1,385.1
Software solutions services transferred over time
11.3
9.1
1,500.9
1,394.2
Other operating income
–
5.8
Finance income
3.1
4.6
1,504.0
1,404.6
The software solutions business is included in the Apparel segment.
Year ended 31 December 2023
Apparel
US$m
Footwear
US$m
Performance
Materials
US$m
Total
US$m
Continuing operations
Revenue
689.4
368.4
336.4
1,394.2
Segment profit
120.4
84.1
28.9
233.4
Exceptional and acquisition related items (note 4)
(49.4)
Operating profit
184.0
Share of profits of joint ventures
1.1
Finance income
4.6
Finance costs
(33.9)
Profit before taxation from continuing operations
155.8
Segment results include items directly attributable to a segment as well as those that can be allocated on
a reasonable basis. Exceptional and acquisition related items are not allocated to segments. In addition, no
measures of total assets and total liabilities are reported for each reportable segment as such amounts are not
regularly provided to the chief operating decision maker.
2 Segmental analysis cont.
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Notes to the financial statements cont.
Total exceptional and acquisition related items charged to profit before taxation from continuing operations for
the year ended 31 December 2024 were $69.8 million (2023: $49.4 million) comprising exceptional items for
the year ended 31 December 2024 of $45.2 million (2023: $27.9 million) and acquisition related items for the
year ended 31 December 2024 of $24.6 million (2023: $21.5 million). Taxation in respect of exceptional and
acquisition related items is set out in note 9.
Exceptional items
Exceptional items charged/(credited) to profit before taxation from continuing operations during the year ended
31 December 2024 are set out below:
Year ended 31 December
2024
US$m
2023
US$m
Exceptional items:
Strategic project costs/(income):
– Cost of sales
21.5
18.2
– Distribution costs
1.0
1.3
– Administration costs
4.3
9.1
26.8
28.6
– Other operating income – profit on sale of property
–
(5.8)
26.8
22.8
Costs to deliver Footwear acquisitions integration synergies:
– Distribution costs
0.5
1.3
– Administration costs
0.8
0.2
1.3
1.5
Costs relating to rightsizing North America Yarns footprint:
– Cost of sales
15.3
–
Lower Passaic River non-cash impairment charge:
– Administration costs
–
3.6
UK pension scheme costs:
– Administration costs
1.8
–
Total exceptional items charged to profit before taxation from continuing operations
45.2
27.9
Disaggregation of revenue
The following table shows revenue disaggregated by primary geographic markets which reconciles with the
Group’s reportable segments:
Year ended 31 December
2024
US$m
2023
US$m
Continuing operations:
Asia
964.2
822.6
Americas
234.4
246.3
EMEA
302.3
325.3
1,500.9
1,394.2
Continuing operations:
Apparel
769.8
689.4
Footwear
403.5
368.4
Performance Materials
327.6
336.4
1,500.9
1,394.2
The Group had no revenue from a single customer which accounts for more than 10% of the Group’s revenue.
4 Exceptional and acquisition related items
The Group’s consolidated income statement format is presented before and after exceptional and acquisition
related items. Adjusted results exclude exceptional and acquisition related items on a consistent basis with
the previous reporting period to provide valuable additional information for users of the financial statements
in understanding the Group’s performance and reflects how the performance of the business is managed and
measured on a day-to-day basis. Further details on alternative performance measures are set out in note 36.
Exceptional items may include significant restructuring associated with a business or property disposal, litigation
costs and settlements, profit or loss on disposal of property, plant and equipment, non-actuarial gains or losses
arising from significant one off changes to defined benefit pension obligations, regulatory investigation costs and
impairment of assets. Acquisition related items include amortisation of acquired intangible assets, acquisition
transaction costs, contingent consideration linked to employment and adjustments to contingent consideration.
Judgement is used by the Group in assessing the particular items, which by virtue of their scale and nature,
are presented in the income statement and disclosed in the related notes as exceptional items. In determining
whether an event or transaction is exceptional, materiality is a key consideration and qualitative factors, such
as frequency or predictability of occurrence, are also considered. This is consistent with the way financial
performance is measured by management and reported to the Board.
3 Revenue cont.
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Notes to the financial statements cont.
Lower Passaic River non-cash impairment charge – A non-cash exceptional impairment charge of $3.6 million
was made for the year ended 31 December 2023 relating to the full amount of an insurance asset that had
previously been recognised for the expected partial recovery of future remediation costs and associated legal
and professional costs in connection with the Lower Passaic River legacy environmental matter. The impairment
charge was recognised for accounting purposes because at the end of 2023 the insurer was placed into
liquidation. This is without prejudice to any future claims against the insurer in the liquidation proceedings.
UK Pension Scheme costs – In September 2024 the Group and the UK pension scheme Trustees agreed to
purchase a £1.3 billion bulk annuity policy (“buy-in”) purchase from Pension Insurance Corporation plc, which
insures the remaining 80% of UK scheme’s pension liabilities. As a result of the buy-in, all the financial and
demographic risks relating to the scheme’s liabilities are now fully hedged. This buy-in represents a significant
step in Coats fully insuring its UK pension obligations. During the year ended 31 December 2024 following the
buy-in, a provision for estimated administration costs relating to the UK pension scheme of $8.5 million has
been made and was charged to the profit and loss account. In addition an exceptional past service credit of
$6.7 million has been recognised in the profit and loss account as a result of adjustments made to member
benefits during the year ended 31 December 2024. As a result, the overall exceptional charge relating to
the UK pension scheme recognised in the profit and loss account in the year ended 31 December 2024 was
$1.8 million.
Acquisition related items
Acquisition related items are set out below:
Year ended 31 December
2024
US$m
2023
US$m
Acquisition related items:
Administrative expenses:
Acquired intangibles assets – amortisation and impairment charges
24.6
21.5
Total acquisition related items charged to profit before taxation from continuing operations
24.6
21.5
Amortisation and impairment charges of intangible assets acquired through business combinations are not
included within adjusted operating profit and adjusted earnings per share. These costs are acquisition related
and management consider them to be capital in nature and are not included in profitability measures by
which management assess the performance of the Group. Excluding amortisation and impairment charges
of intangible assets acquired through business combinations and recognised in accordance with IFRS 3
“Business Combinations” from adjusted results also ensures that the performance of the Group’s acquired
businesses is presented consistently with its organically grown businesses. It should be noted that the use of
acquired intangible assets contributed to the Group’s results for the years presented and will contribute to the
Group’s results in future periods as well. Amortisation of acquired intangible assets will recur in future periods.
Amortisation of software is included within operating results as management consider these cost to be part of
the trading performance of the business.
Strategic project costs/(income) – Strategic project initiatives commenced during 2022 to optimise the Group’s
portfolio and footprint and improve the overall cost base efficiency. During the year ended 31 December
2024 the Footwear division continued with the optimisation of its footprint with the expansion of operations
in Indonesia and the closing of facilities in the UK and Germany, which had been acquired in 2022 through
the Texon acquisition. Further site reorganisation activities continued in the Americas to deliver operating
efficiencies and, in India, further optimisation activities were completed. These strategic project activities have
been largely concluded.
As a result of the above activities, exceptional restructuring costs totalling $26.8 million were incurred during
the year ended 31 December 2024 (2023: $28.6 million) which included:
– severance and related employee costs of $6.6 million (2023: $14.8 million);
– non-cash impairment charges of property, plant and equipment and right-of-use assets of $8.0 million
(2023: $5.5 million); and
– site related costs, legal and advisor fees and other restructuring costs of $12.2 million (2023: $8.3 million).
During the year ended 31 December 2024 profit from the sale of land and buildings as part of strategic projects
was $nil (2023: $5.8 million). Strategic project costs net of income from sale of property for the year ended 31
December 2024 were $26.8 million (2023: $22.8 million).
Costs to deliver Footwear acquisitions integration synergies – During the year ended 31 December 2024
exceptional costs of $1.3 million (2023: $1.5 million) were charged to the profit and loss account relating to
the integration of the Texon and Rhenoflex businesses, which were acquired in 2022. These costs to deliver
integration synergies has resulted in the Footwear Division now being one customer-facing organisation with
an integrated back office. The exceptional costs primarily relates to severance and related employee costs.
These integration synergy initiatives are now largely completed.
Costs relating to rightsizing North America Yarns footprint – In December 2024, the Group announced the
closure of its Performance Materials site in Toluca, Mexico. The Group concluded that volume expectations
when the site was originally planned and launched will not materialise due to structural market changes and
that it can serve its North America yarns customers more efficiently from a single site in the US. As a result of the
above, costs totalling $15.3 million relating to Toluca have been charged in the year ended 31 December 2024
which includes severance and related employee costs of $0.6 million, non-cash impairment charges of property,
plant and equipment and right-of-use leased assets of $9.7 million and closure, decommissioning costs, advisor
and other related costs of $5.0 million. In addition, in connection with the closure of the Performance Materials
site in Toluca intangible assets relating to North America Yarns businesses acquired in 2017 and 2020 were
fully impaired. This resulted in non-cash impairment charges totalling $3.0 million of which $2.6 million related
to goodwill and $0.4 million related to other acquired intangible assets. The total impairment charge relating to
these acquired intangible assets of $3.0 million is included within acquisition related items (see below).
4 Exceptional and acquisition related items cont.
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Notes to the financial statements cont.
7 Finance costs
Year ended 31 December
2024
US$m
2023
US$m
Interest on bank and other borrowings
31.3
30.3
Interest expense on lease liabilities
5.2
5.6
Net interest on pension scheme assets and liabilities
(4.2)
(4.4)
Other finance costs including unrealised gains and losses on foreign exchange contracts
0.4
2.4
32.7
33.9
8 Staff costs
The average monthly number of employees was:
Year ended 31 December
2024
2023
Continuing operations:
Manufacturing
12,970
12,635
Other staff
2,908
2,904
15,878
15,539
Discontinued operations1
–
457
Total number of employees
15,878
15,996
Comprising:
UK
75
220
Overseas
15,803
15,319
15,878
15,539
The total numbers employed at the end of the year were:
UK
90
199
Overseas
15,952
15,203
Total number of employees
16,042
15,402
1. The 2023 average number of employees for the discontinued European Zips business are for the period until disposal on 31 August 2023 (see note 31).
5 Profit for the year (including discontinued operations)
Year ended 31 December
2024
US$m
2023
US$m
Profit for the year is stated after charging/(crediting):
Amortisation and impairment of intangible assets
26.2
22.9
Depreciation of owned property, plant and equipment
25.4
27.0
Depreciation of right-of-use assets
18.0
18.8
Impairment of property, plant and equipment and other assets
18.9
9.4
Profit on disposal of property, plant and equipment
(2.4)
(5.9)
Fees charged by EY LLP
Group audit fees:
– Fees payable for the audit of the Company’s annual accounts
1.9
2.1
– Fees payable for the audit of the Company’s subsidiaries
1.4
1.8
Fees payable to the Company’s auditor in respect of non-audit related services1
0.5
0.6
Total fees charged by EY LLP
3.8
4.5
Research and development expenditure
5.7
6.5
Expected credit losses
3.6
1.6
Net foreign exchange (gains)/losses
(2.8)
4.4
Rental income from land and buildings
(0.1)
(0.1)
Inventory as a material component of cost of sales
602.3
585.4
Inventory write-downs to net realisable value
5.9
5.1
1. Includes assurance services provided by EY in relation to the Sustainability Report and the interim results review.
6 Finance income
Year ended 31 December
2024
US$m
2023
US$m
Income from investments
0.3
0.1
Net monetary gain arising from hyperinflation accounting (see note 1)
0.3
2.3
Other interest receivable and similar income
2.5
2.2
3.1
4.6
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
The tax charge for the year can be reconciled as follows:
Year ended 31 December
2024
2023
Adjusted
US$m
Exceptional and
acquisition related
items
US$m
Total
US$m
Adjusted
US$m
Exceptional and
acquisition
related items
US$m
Other
adjustments1
US$m
Total
US$m
Profit before tax
241.9
(69.8)
172.1
200.8
(49.4)
4.4
155.8
Expected tax charge/
(credit) at the UK
statutory rate of 25%
(2023: 23.5%)
60.5
(17.5)
43.0
47.2
(11.6)
1.0
36.6
Differences between
overseas and UK
taxation rate
(6.7)
0.9
(5.8)
(7.7)
–
–
(7.7)
Non-deductible
expenses
2.3
3.4
5.7
7.9
8.7
(1.0)
15.6
Non-taxable income
(1.8)
(0.1)
(1.9)
(2.5)
–
(0.2)
(2.7)
Local tax incentives
(2.3)
–
(2.3)
(0.4)
–
–
(0.4)
Utilisation of
unrecognised
deferred tax assets
(1.0)
–
(1.0)
(3.3)
–
–
(3.3)
Potential deferred
tax assets not
recognised
6.8
15.1
21.9
9.8
–
–
9.8
Prior year
adjustments
(2.9)
–
(2.9)
(2.8)
–
–
(2.8)
Withholding tax on
remittances (net of
double tax credits)
15.2
–
15.2
9.9
–
–
9.9
Income tax charge/
(credit)
70.1
1.8
71.9
58.1
(2.9)
(0.2)
55.0
Effective tax rate
29%
(3)%
42%
29%
6%
5%
35%
1. In September 2024 the Group and the UK pension scheme Trustees agreed to purchase a bulk annuity policy (“buy-in”), which insures the remaining
80% of the UK scheme’s pension liabilities. As a result of the buy-in, all the financial and demographic risks relating to the UK pension scheme’s
liabilities are now fully hedged (see note 10). The Group no longer adjusts net interest on pension scheme assets and liabilities in arriving at the adjusted
effective tax rate as volatility in this interest for the Coats UK pension scheme has now been eliminated. This is the basis on which management now
monitors and manages the effective tax rate. For the year ended 31 December 2023 and prior periods, net interest on pension scheme assets and
liabilities was adjusted in arriving at the adjusted effective tax rate. The adjusted effective tax rate for the year ended 31 December 2023 would have
been 28% if the same basis of calculation used for the year ended 31 December 2024 had been applied.
Year ended 31 December
2024
US$m
2023
US$m
Employee aggregate remuneration comprised (including directors):
Wages and salaries
270.2
261.4
Social security costs
28.1
25.9
Other pension costs (note 10)
6.0
6.4
304.3
293.7
Discontinued operations
–
12.5
304.3
306.2
9 Tax on profit from continuing operations
Year ended 31 December
2024
US$m
2023
US$m
Current tax charge
(72.6)
(64.0)
Deferred tax credit
0.7
9.0
Total tax charge
(71.9)
(55.0)
The current tax charge includes withholding tax charges for the year ended 31 December 2024 of $16.7 million
(2023: $10.2 million) including withholding taxes arising from the repatriation of earnings and payment of intra-
group charges mainly to the United Kingdom. The United Kingdom current corporation tax charge at 25%
(2023: 23.5%) was $nil for the year ended 31 December 2024 and 2023.
For the year ended 31 December 2024 the tax charge in respect of exceptional and acquisition related items
was $1.8 million (2023: credit of $2.9 million). This includes exceptional tax credits of $1.1 million (2023: $2.3
million) in connection with the exceptional strategic projects, an exceptional deferred tax charge on writing
down deferred tax assets in Mexico of $7.2 million (2023: $nil) and an exceptional tax credit totalling $4.3
million (2023: $0.6 million) relating to the unwinding of deferred tax liabilities on the amortisation of acquired
intangible assets which in 2023 included the impact of tax rate differences.
8 Staff costs cont.
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Notes to the financial statements cont.
Taxation paid
During the year the Group made Corporate Income Tax payments in respect of continuing operations (including
withholding and dividend distribution taxes) of $69.4 million (2023: $59.7 million). The amount of tax paid in
each jurisdiction is as follows:
Year ended 31 December
2024
US$m
2023
US$m
UK
16.0
8.2
Vietnam
12.4
12.3
Indonesia
6.6
11.0
Hong Kong
6.8
4.4
India
5.5
4.1
China
4.8
1.9
USA
3.2
1.7
Others (26 countries each less than $2.5 million)
14.1
16.1
Total Corporate Income Tax paid
69.4
59.7
The taxes paid in the UK are withholding taxes on royalties, group charges and dividends, deducted and
paid at source. In the year ended 31 December 2024 the Group paid withholding taxes of $16.8 million
(2023: $9.9 million).
The Group’s adjusted effective tax rate is higher than the blended rate of the countries we operate in primarily
due to the impact of unrecognised tax losses and the impact of withholding taxes on the repatriation of earnings
and payment of intra-group charges to the UK.
Excluding exceptional and acquisition related items, the adjusted effective rate on pre-tax profits was 29%
(2023: 29%).
Pillar Two
For the year ended 31 December 2024 the tax charge in the income statement related to Pillar Two income
taxes was $1.2 million (2023: $nil). This current tax charge mainly relates to profits earned in Honduras, Hungary
and Singapore, which either have statutory tax rates of less than 15% or where the Group is able to take
advantage of a tax holiday. The Group has applied the temporary exception issued by the IASB in May 2023
from the accounting requirements for deferred taxes in IAS 12. Accordingly, the Group neither recognises nor
discloses information about deferred tax assets and liabilities related to Pillar Two income taxes for the current
financial year.
Uncertain tax positions
The Group’s tax liability includes a number of tax provisions, which together total $26.0 million (2023: $29.2
million). The decrease in the year is primarily due to the settlement of an audit in Indonesia ($3 million).
These provisions relate to management’s estimate of the amount of tax payable on open tax returns yet to be
agreed with the local tax authorities.
The final outcome on resolution of open issues with the relevant local Tax Authorities may vary significantly
due to the uncertainty associated with such tax items and the continual evolution and development of local Tax
Authorities. There is a wide range of possible outcomes and any variances in the final outcome to the provided
amount will affect the tax financial results in the year of agreement.
The amount provided for uncertain tax positions has been made using the best estimate of the tax expected
to be ultimately paid, taking into account any progress on the discussions with local Tax Authorities, together
with expert in-house and third-party advice on the potential outcome and recent developments in case law,
Tax Authority practices and previous experience.
9 Tax on profit from continuing operations cont.
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
b) Defined contribution schemes
The Group operates a number of defined contribution plans around the world to provide pension benefits.
c) Defined benefit schemes
The Group operates various defined benefit pension and other post-employment arrangements in most of the
countries in which it operates. The most significant defined benefit pension schemes are the Coats UK Pension
Scheme and the Coats North America Pension Plan (US Plan), both of which are closed to future accrual.
Coats UK Pension Scheme
The Coats UK Pension Scheme (“the Scheme”) is administered by a trustee. Its assets are held in funds that are
legally separated from the Group and are subject to UK legislation with oversight from the Pensions Regulator.
It was formed in 2018 by bringing together three historic UK schemes, the last of which closed to future accrual
in 2016. The trustee board is composed of representatives of both the Group and scheme members together
with two independent trustees. The trustee board is required by law and the Scheme’s rules to act in the
interest of the Scheme’s members and other stakeholders (for example the Group).
The sponsor of the Scheme is Coats Limited and the Company provides a guarantee to the Scheme.
The trustee board is responsible for setting the Scheme’s investment policy following consultation with the
wider Group.
Cash funding commitments
The Scheme is subject to full actuarial valuations every three years using assumptions agreed between the
trustee board and the wider Group. The purpose of this valuation is to design a cash funding plan to ensure
that the pension scheme has sufficient assets available to meet the future payment of benefits to Scheme
members. It is this funding valuation basis, not accounting valuations under IAS 19, that determines the cash
funding the Group provides to the Scheme. The next triennial valuation will be as at 31 March 2027.
a) Pension and other post-employment costs
Pension and other post-employment costs charged to operating profit for the year (continuing and discontinued
operations) were:
Year ended
31 December
2024
US$m
Year ended
31 December
2023
US$m
Defined contribution schemes
2.8
3.1
Defined benefit schemes – funded and unfunded schemes
3.2
3.3
Past service credit
(6.4)
(0.4)
Settlements
–
0.3
Administrative expenses for defined benefit schemes
11.9
4.6
11.5
10.9
Included in the above table is a net exceptional charge relating to the UK pension scheme of $1.8 million
(see note 4). This consists of a provision for estimated administration costs relating to the UK pension scheme
of $8.5 million, offset by an exceptional past service credit of $6.7 million which arose due to adjustments
made to member benefits during the year ended 31 December 2024.
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Notes to the financial statements cont.
The agreement with PIC required up to c.£100 million ($128 million) of additional funding from the Group, with
Coats making a £70 million ($90 million) upfront cash contribution to the scheme and a further £30 million ($38
million) provided initially as a loan to the Scheme. As the insurance premium for the purchase of the PIC policy was
higher than the pension liabilities measured on an IAS 19 basis, an actuarial loss arose, which for the year ended
31 December 2024 totalled $224.9 million (2023: $72.3 million). This has been recognised in the consolidated
statement of comprehensive income and includes a provision for the estimated costs relating to completion of
the buy-in transaction of $6.8 million.
At 31 December 2024 the loan receivable from the UK pension scheme including accrued interest was $38.3
million (2023: $nil). The loan is due for repayment on 4 September 2029 or on winding up of the UK Pension
Scheme, whichever is earlier, or at an earlier date if agreed between the parties. The interest rate on the loan
is SONIA (Sterling Over Night Indexed Average) plus 150 basis points per annum. The loan was made to the
UK pension scheme in connection with the premium payable to PIC in respect of the buy-in transaction and
provides the UK pension scheme with cash until certain long-term assets are realised. The loan is expected to
be recovered in full on or before 4 September 2029.
The two bulk annuity policies are assets of the Scheme and form part of the total Scheme assets disclosed
below. Under IAS 19 it is deemed a qualifying insurance policy, due to it exactly matching the amount and timing
of benefits payable by the Scheme to the covered members. Under IAS 19, the value of the bulk annuity policy is
therefore set equal to the corresponding IAS 19 liabilities for covered members; not the premium paid.
Coats North America Pension Plan
The Coats North America Pension Plan (Coats US) is a defined benefit scheme, the assets of which are held in
funds that are legally separated from the Group. In 2019 the Group agreed to amend the Plan to close to new
hires from 1 January 2020, and to cease future accrual for current employees from 1 January 2022.
Overall Group position
The UK and US schemes represent around 95% of the Group’s total defined benefit obligations.
Both these schemes are pre-funded, whereas the majority of the Group’s other arrangements (most significantly
in Germany) are unfunded and benefits are met on an ongoing basis by the Group. The overall balance sheet
position for the Group in respect of the retirement and other post-employment defined benefit arrangements
on an IAS 19 basis, was a net deficit of $4.1 million as at 31 December 2024, excluding a loan payable by the
Coats UK Pension Scheme to the Group of $38.3 million. Including the loan of $38.3 million as a liability of
the Coats UK Pension Scheme payable to the Group, the net deficit for the Group’s retirement and other post-
employment defined benefit, on an IAS 19 basis, was $42.4 million as at 31 December 2024.
The valuation of liabilities for funding purposes differs from the IAS 19 valuation used for accounting purposes,
mainly due to the different actuarial assumptions used but also due to differences in market conditions between
valuation dates (31 March 2024 for funding valuations vs 31 December 2024 for IAS 19). Whilst there are some
specific differences relating to discount rates, in the round the assumptions used to calculate the funding
valuation liabilities (the “Technical Provisions”) are required to be set prudently, given this drives cash funding
contributions, whereas the assumptions used under IAS 19 are required to be the Group directors’ best estimate
of future experience. Taking two of the main assumptions as examples:
– Discount rates: For the Technical Provisions valuation this is set using a relatively cautious expectation of
future returns on the Scheme’s assets, a significant portion of which are liked to UK gilts, whilst under the
IAS 19 accounting valuation this is set using high-quality (AA rated) corporate bond yields with no linkage
to actual investment strategy the Scheme has. At the current time this typically means IAS 19 discount rates
are higher than Technical Provisions discount rates and so deliver a lower IAS 19 liability figure.
– Mortality: The Technical Provisions valuation, with the requirement for prudence, assumes Scheme members
live longer than the IAS 19 account valuation, where the requirement is to assume best estimate of future
life expectancy. This therefore delivers a lower IAS 19 liability figure.
The funding deficit has evolved significantly over the last 5-10 years. In 2015 the estimated total funding deficit
across the three historic UK schemes was just under £600 million. Significant Group contributions and strong
investment performance have helped reduce this to a broadly fully funded position.
In December 2024, the Group and the trustee board agreed the latest funding valuation of the Scheme with an
effective date of 31 March 2024. This showed a funding surplus of £20 million ($25 million at 31 December
2024 exchange rates) and therefore no deficit repair contributions are payable.
Buy-ins
Pensioner buy-in
In December 2022, the trustee board purchased a circa £350 million bulk annuity policy from Aviva, which insures
all the benefits payable in respect of around 3,700 pensioner members (a “pensioner buy-in”). This policy saw
all financial and demographic risks, including those related to longevity, covered for approximately 20% of
Scheme members.
Additional buy-in
In September 2024, the trustee board purchased a circa £1.3 billion bulk annuity policy from Pension Insurance
Corporation plc (“PIC”), which insures all the benefits payable in respect of the remaining 80% of the scheme’s
liabilities. As a result of the buy-in, all the financial and demographic risks relating to the scheme’s liabilities are
now fully hedged. This buy-in represents a significant step in Coats’ fully insuring its UK pension obligations.
10 Retirement and other post-employment benefit arrangements cont.
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Notes to the financial statements cont.
Risk
Description
Commentary
Investment
risk
The scheme assets are shown on a mark-to-
market basis. A decrease in asset values at a
relevant measurement date, to the extent assets
do not hedge liabilities, would lead to an increased
disclosed deficit or reduced surplus.
The UK funded scheme’s bought in status means
investment risk is carried on the illiquid assets still
held whilst awaiting their redemption.
The US scheme is fully funded and has a significant
proportion of fixed income. The fixed income is
invested directly to protect the funded status of
the scheme. Trustees work with fixed income
managers to consider the liabilities (including
key period durations, credit spread duration
and convexity) and have created a custom
fixed income benchmark to match the liabilities
and protect the funded status. In addition the
schemes’ investment policies recognise the need
to generate cash flows to meet members’ benefits
as they fall due.
Liquidity risk
The scheme needs available financial resources
to meet obligations when they fall due. Not being
able to sell assets in a timely manner for the
expected valuation could lead to an increased
disclosed deficit or reduced surplus.
The schemes’ investment policies recognise the
need to generate cash flows to meet members’
benefits as they fall due. The buy-ins for the Coats
UK Pension Scheme means income equal to the
benefits payable is being received on a monthly
basis.
The following disclosures are required in accordance with the requirements of IAS 19 and do not include
information in respect of schemes operated by joint ventures. The information provided below for defined
benefit plans has been prepared by independent qualified actuaries based on the most recent formal actuarial
valuations of the schemes (effective at 31 March 2024 and 1 January 2024 for the UK and US respectively),
updated to take account of the valuations of assets and liabilities as at 31 December 2024.
i) Principal risks
The Group is exposed to actuarial and investment risks, the principal risks are:
Risk
Description
Commentary
Interest rate
risk
The present value of the defined benefit plan
liabilities is calculated using a discount rate
determined by reference to bond yields. A
decrease in bond yield rates will increase defined
benefit obligations.
The impact of the movement in discount rates are
shown on page 152. The Trustees of the UK and
US schemes hedge these sensitivities through
physical bonds, derivatives and insurance
policies. The buy-ins for the Coats UK Pension
Scheme means this risk is fully hedged in the UK.
Inflation
The present value of the defined benefit liabilities
are calculated by reference to assumed future
inflation rates. An increase in inflation rates will
increase defined benefit obligations.
The impact of the movement in inflation rates are
shown on page 152. The Trustees of the UK and
US schemes hedge these sensitivities through
physical bonds, derivatives, real assets and
insurance policies. The buy-ins for the Coats UK
Pension Scheme means this risk is fully hedged
in the UK.
Longevity risk
The present value of the defined benefit plan
liability is calculated by reference to the best
estimate of member life expectancies. An increase
in life expectancy will increase liabilities.
The impact of an increase in life expectancy is
shown on page 152. The buy-ins for the Coats UK
Pension Scheme means this risk is fully hedged
in the UK.
10 Retirement and other post-employment benefit arrangements cont.
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Notes to the financial statements cont.
iii) Amounts recognised in the consolidated income statement
Amounts recognised in income in respect of these defined benefit schemes are as follows:
Year ended 31 December 2024
Coats UK
Pension Scheme
US$m
Coats US
US$m
Other
US$m
Group
US$m
Current service cost
–
–
(3.2)
(3.2)
Past service credit/(cost)
6.7
–
(0.3)
6.4
Administrative expenses
(11.4)
(0.5)
–
(11.9)
(4.7)
(0.5)
(3.5)
(8.7)
Interest on defined benefit obligations – unwinding of discount
(82.4)
(1.2)
(4.6)
(88.2)
Interest income on pension scheme assets
89.9
5.0
0.6
95.5
Effect of asset ceiling
(1.5)
(1.6)
–
(3.1)
6.0
2.2
(4.0)
4.2
Year ended 31 December 2023
Coats UK
Pension Scheme
US$m
Coats US
US$m
Other
US$m
Group
US$m
Current service cost
–
–
(3.3)
(3.3)
Past service credit/(cost)
–
(0.2)
0.6
0.4
Settlements
–
–
(0.3)
(0.3)
Administrative expenses
(4.0)
(0.5)
(0.1)
(4.6)
(4.0)
(0.7)
(3.1)
(7.8)
Interest on defined benefit obligations – unwinding of discount
(84.9)
(1.4)
(4.8)
(91.1)
Interest income on pension scheme assets
94.5
5.0
0.5
100.0
Effect of asset ceiling
(3.1)
(1.4)
–
(4.5)
6.5
2.2
(4.3)
4.4
ii) Principal assumptions
The principal assumptions for the UK and US schemes are as follows:
Principal assumptions at 31 December 2024
Coats UK
Pension Scheme
%
Coats US
%
Other
%
Rate of increase in salaries
–
–
5.9
Rate of increase for pensions in payment
Various
–
1.7
Discount rate
5.4
5.6
6.7
Inflation assumption
3.3
–
5.0
Principal assumptions at 31 December 2023
Coats UK
Pension Scheme
%
Coats US
%
Other
%
Rate of increase in salaries
–
–
5.8
Rate of increase for pensions in payment
Various
–
1.7
Discount rate
4.5
5.0
6.0
Inflation assumption
3.2
–
4.1
The rate of increase for pensions in payment for members of the combined Coats UK Pension Scheme vary
in accordance with each member’s former scheme category and period of membership. For former Coats
UK plan members the increases for pensions in payment are assumed to be at a rate of 3.1% (2023: 2.9%).
For former Staveley scheme members, the majority of the increases for pensions in payment fall within the
range 2.3%–3.1% (2023: 2.1%–2.9%). For former Brunel scheme members, the majority of the increases for
pensions in payment fall within the range 3.4%–4.0% (2023: 3.4%–4.0%).
The assumed life expectancy on retirement is:
Year ended 31 December 2024
Year ended 31 December 2023
Coats UK
Pension Scheme
Years
Coats US
Years
Coats UK
Pension Scheme
Years
Coats US
Years
Retiring today at age 60:
Males
24.8
25.0
25.0
25.0
Females
27.6
27.2
27.9
27.2
Retiring in 20 years at age 60:
Males
26.0
26.7
26.1
26.6
Females
28.8
28.8
29.0
28.7
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
v) Amounts recognised in the consolidated statement of financial position
The amounts included in the consolidated statement of financial position arising from the Group’s defined
benefit arrangements are as follows:
Year ended 31 December 2024
Coats UK
Pension Scheme
US$m
Coats US
US$m
Other
US$m
Total
US$m
Cash and cash equivalents
16.9
1.0
2.5
20.4
Other scheme liabilities
(129.9)
–
–
(129.9)
Equity instruments:
US
–
13.1
–
13.1
UK
2.2
1.2
–
3.4
Eurozone
0.5
3.9
–
4.4
Other regions
–
7.4
1.7
9.1
Debt instruments:
Corporate bonds (Investment grade)
–
44.4
–
44.4
Corporate bonds (Non-investment grade)
25.2
1.3
–
26.5
Government/sovereign instruments
–
25.5
–
25.5
Global real estate
78.1
–
–
78.1
Assets held by insurance company:
Insurance contracts
1,664.6
0.2
0.8
1,665.6
Other
(1.9)
–
2.2
0.3
Total market value of assets
1,655.7
98.0
7.2
1,760.9
Actuarial value of scheme liabilities
(1,664.8)
(25.4)
(82.0)
(1,772.2)
Net asset/(liability) in the scheme
(9.1)
72.6
(74.8)
(11.3)
Adjustment due to asset ceiling1
–
(31.1)
–
(31.1)
Recoverable net asset/(liability) in the scheme
(9.1)
41.5
(74.8)
(42.4)
1. The accounting surplus under IAS 19 for the Coats US pension scheme is presented net of tax on the consolidated statement of financial position.
Please see section viii for further details.
The other scheme liabilities for the Coats UK Pension Scheme in the above table include a $38.3 million
loan payable to the Group and a $86.8 million deferred premium balance payable to PIC in respect of the
buy-in transaction.
The insurance contract asset for the Coats UK Pension Scheme in the above table includes excess insurance
of $16.3 million, which will be subject to customary post-transaction data reconciliations. This will be utilised
during the buy-in transaction completion process, which will include insuring the incremental defined benefit
obligations arising as a result of the Guaranteed Minimum Pension equalisation.
iv) Amounts recognised in the consolidated statement of comprehensive income
Actuarial gains and losses were as follows:
Year ended
31 December
2024
US$m
Year ended
31 December
2023
US$m
Effect of changes in demographic assumptions
39.3
33.7
Effect of changes in financial assumptions
142.2
(63.0)
Effect of experience adjustments
(46.7)
(39.9)
Remeasurement on assets (excluding interest income)
(398.0)
(33.4)
Adjustment due to asset ceiling
38.1
31.8
Included in the statement of comprehensive income
(225.1)
(70.8)
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
The amounts are presented in the consolidated statement of financial position as follows:
Year ended 31 December
2024
US$m
2023
US$m
Non-current assets:
Funded
44.0
148.2
Current assets:
Funded
1.5
1.6
Current liabilities:
Funded
(0.4)
(0.8)
Unfunded
(7.5)
(7.7)
Non-current liabilities:
Funded
(14.4)
(2.9)
Unfunded
(65.6)
(75.6)
(42.4)
62.8
The above overall net deficit balance for the Group’s retirement and other post-employment defined benefit
arrangements of $42.4 million includes the $38.3 million loan payable by the Coats UK Pension Scheme to
the Group.
Excluding the loan payable by the Coats UK Pension Scheme to the Group of $38.3 million, the net deficit
for the Group’s retirement and other post-employment defined benefit arrangements was $4.1 million as at
31 December 2024.
The schemes disclosed as part of the ‘other’ column in the tables above include surplus positions of $4.1 million
(2023: $3.8 million).
Year ended 31 December 2023
Coats UK
Pension Scheme
US$m
Coats US
US$m
Other
US$m
Total
US$m
Cash and cash equivalents
53.5
0.5
3.4
57.4
Equity instruments:
US
62.2
13.1
–
75.3
UK
5.2
1.2
–
6.4
Eurozone
8.6
4.2
–
12.8
Other regions
28.9
7.0
1.6
37.5
Debt instruments:
Corporate bonds (Investment grade)
519.3
46.7
–
566.0
Corporate bonds (Non-investment grade)
74.0
1.4
–
75.4
Government/sovereign instruments
611.1
26.8
–
637.9
Global real estate
127.0
–
–
127.0
Derivatives:
Total return, interest and inflation swaps
(7.5)
–
–
(7.5)
Assets held by insurance company:
Insurance contracts
396.4
0.2
0.8
397.4
Diversified investment fund
17.2
–
–
17.2
Other
134.6
–
0.2
134.8
Total market value of assets
2,030.5
101.1
6.0
2,137.6
Actuarial value of scheme liabilities
(1,894.3)
(25.5)
(89.1)
(2,008.9)
Net asset/(liability) in the scheme
136.2
75.6
(83.1)
128.7
Adjustment due to asset ceiling1
(34.0)
(31.9)
–
(65.9)
Recoverable net asset/(liability) in the scheme
102.2
43.7
(83.1)
62.8
1. The accounting surplus under IAS 19 for the Coats UK and US pension schemes is presented net of tax on the consolidated statement of financial
position. Please see section viii for further details.
10 Retirement and other post-employment benefit arrangements cont.
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Notes to the financial statements cont.
vi) Assets without a quoted price in an active market
For the Coats UK Pension Scheme, all assets in the table in section v of this note do not have a quoted price
in an active market. For the Coats US scheme, included in the in section v of this note are $44.4 million (2023:
$46.7 million) of corporate bonds (Investment grade), $1.3 million (2023: $1.4 million) of corporate bonds (Non-
investment grade) and $0.2 million (2023: $0.2 million) of insurance contracts without a quoted price in an
active market. All other assets have a quoted price in an active market.
vii) Basis of asset valuation
Under IAS 19, plan assets must be valued at the bid market value at the balance sheet date. For the main asset
categories:
– Equities and bonds listed on recognised exchanges are valued at closing bid prices;
– Other bonds are measured using a combination of broker quotes and pricing models making assumptions
for credit risk, market risk and market yield curves;
– Global real estate assets are valued on either a fair value approach as provided by the investment manager
or notional bid valuations provided by the investment managers due to investments being held within a
single priced pooled investment vehicle. Valuations are prepared in accordance with the current RICS
Valuation – Global Standards (1 July 2017) and the RICS Valuation – Professional Standards UK January
2014 (revised April 2015);
– Certain unlisted investments, for example derivatives and insurance contracts, are valued using a model
based valuation such as a discounted cash flow; and
– Diversified investment funds are valued at fair value which is typically the Net Asset Value provided by the
investment manager.
viii) Recoverability of plan surplus
The recoverable surplus on the Coats US scheme has been recognised in line with the annual refunds expected
from the scheme to fund the US post-retirement medical scheme in accordance with relevant US legislation,
and the residual surplus recognised net of applicable US taxes. The pension scheme was in a surplus position
of $72.6 million at 31 December 2024 of which a recoverable surplus of $41.5 million is recognised on the
Balance Sheet.
Year ended
31 December
2024
US$m
Year ended
31 December
2023
US$m
Movements in the present value of defined benefit obligations were as follows:
At 1 January
(2,008.9)
(1,912.2)
Current service cost
(3.2)
(3.3)
Decrease in liabilities on settlements
–
3.8
Past service credit
6.4
0.4
Interest on defined benefit obligations – unwinding of discount
(88.2)
(91.1)
Actuarial gains/(losses) on obligations
134.8
(69.2)
Benefits paid
154.3
154.1
Net movement due to acquisitions and disposals of subsidiaries
–
1.1
Exchange difference
32.6
(92.5)
At 31 December
(1,772.2)
(2,008.9)
Movements in the fair value of scheme assets were as follows:
At 1 January
2,137.6
2,072.3
Interest income on scheme assets
95.5
100.0
Remeasurement on assets (excluding interest income)
(398.0)
(33.4)
Decrease in assets on settlements
–
(4.1)
Contribution from sponsoring companies
108.2
56.1
Benefits paid
(154.3)
(154.1)
Administrative expenses paid from plan assets
(0.5)
(0.6)
Exchange difference
(27.6)
101.4
At 31 December
1,760.9
2,137.6
Administrative expenses paid from plan assets excludes those expenses paid directly by the Group.
The reconciliation of the effect of the asset ceiling is as follows:
Unrecognised surplus at 1 January
65.9
90.5
Interest cost on unrecognised surplus
3.1
4.5
Changes in the effect of limiting a net defined benefit asset to the asset ceiling (excluding
interest)
(38.1)
(31.8)
Exchange difference
0.2
2.7
Unrecognised surplus at 31 December
31.1
65.9
10 Retirement and other post-employment benefit arrangements cont.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
In presenting the above sensitivity analysis, the present value of the defined benefit obligation has been
calculated using the projected unit credit method at the end of the reporting period, which is the same as
that applied in calculating the defined benefit obligation liability recognised in the consolidated statement
of financial position. There was no change in the methods and assumptions used in preparing the sensitivity
analysis from prior years.
+1%
US$m
Year ended
31 December
2024
-1%
US$m
+1%
US$m
Year ended
31 December
2023
-1%
US$m
Sensitivity of medical schemes to medical cost trend rate assumptions:
Effect on total service cost and interest cost components of other
schemes
–
–
–
–
Effect on defined benefit obligation of other schemes
0.5
(0.3)
0.5
(0.5)
xi) Expected contributions for 2025
The total estimated amount to be paid in respect of all of the Group’s retirement and other post-employment
benefit arrangements during the 2025 financial year (excluding administrative expenses paid by the Company)
is $6.8 million.
d) United Kingdom Pension Benefits — High Court of Justice Ruling on Actuarial Confirmations
In June 2023, the High Court ruled in the case between Virgin Media and the NTL Pension Trustees II Limited
(and others) that the absence of a “Section 37” certificate accompanying an amendment to benefits in a
contracted-out pension scheme would render the amendment void, which could potentially lead to additional
liabilities for some pension schemes and sponsors. The appeal on the Virgin Media and the NTL Pension
Trustees II Limited (and others) case was dismissed on 25 July 2024.
Whilst the Coats UK Pension Scheme was only formed in 2018, after the end of contracting out, historic schemes
whose benefits were transferred into the Scheme did exist in the relevant time period and may have had
amendments subject to the Section 37 certificate requirement.
The Trustees of the pension scheme have engaged their legal advisors to review amendments made in the
scheme during the relevant period. This review has concluded that the majority of amendments are compliant
with the legislation. However, there remains a minority where further work is to be completed to identify
whether actuarial certification in respect of these amendments was required and obtained at the time.
Given the status of the ongoing review, at this time the Group’s current expectation is that no adjustments to
the Coats UK Pension Scheme defined benefit obligations will be required. The Group and the Trustee of the
Coats UK Pension Scheme will continue to keep this matter under review.
ix) Duration of plan liabilities
The weighted average duration of benefit obligations is 10 years (2023: 12 years) for the Coats UK scheme and
10 years (2023: 11 years) for the Coats US scheme.
x) Sensitivities
Sensitivities regarding the discount rate, inflation (which also impacts the rate of increases in salaries and rate of
increase for pension in payments assumptions for the UK scheme) and mortality assumptions used to measure
the liabilities of the principal schemes, along with the impact they would have on the scheme liabilities, are set
out below. Interrelationships between assumptions might exist and the analysis below does not take the effect
of these interrelationships into account:
+0.25%
US$m
Year ended
31 December
2024
-0.25%
US$m
+0.25%
US$m
Year ended
31 December
2023
-0.25%
US$m
Coats UK Pension Scheme discount rate
(39.5)
41.1
(55.9)
58.7
Coats US discount rate
(0.6)
0.6
(0.7)
0.7
Coats UK Pension Scheme inflation rate
26.1
(22.7)
32.3
(36.6)
Coats US inflation rate
–
–
–
–
An increase of 1.0% in the discount rate would result in the Coats UK Pension Scheme and the Coats US scheme
liabilities decreasing by $149.1 million and $2.3 million (2023: $208.7 million and $2.7 million). A decrease of
1.0% in the discount rate would result in the Coats UK Pension Scheme and the Coats US scheme liabilities
increasing by $175.3 million and $2.7 million (2023: $253.1 million and $3.1 million) respectively. The above
sensitivity analysis (on a IAS 19 basis) considers the impact on the scheme liabilities only and excludes any
impacts on scheme assets from changes in discount and inflation rates. As noted on page 147, the Coats UK
Pension Scheme is currently fully bought in and so changes in scheme liabilities due to movements in discount
and inflation rates would have fully offsetting impacts from the buy-in assets.
If members of the Coats UK Pension Scheme live one year longer the scheme liabilities will increase by
$61.2 million (2023: $66.3 million), however, there would be no balance sheet impact as the buy-in asset
would also increase by the same amount. If members of the Coats US scheme live one year longer scheme
liabilities will increase by $0.4 million (2023: $0.4 million), however, there would be no overall impact on the
recoverable surplus.
10 Retirement and other post-employment benefit arrangements cont.
152
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
Profit from continuing operations attributable to equity shareholders for the year ended 31 December 2024
of $80.6 million (2023: $83.2 million) comprises the profit from continuing operations for the year ended
31 December 2024 of $100.2 million (2023: $100.8 million) less non-controlling interests for the year ended
31 December 2024 of $19.6 million (2023: $17.6 million) as reported in the income statement.
12 Dividends
Year ended 31 December
2024
US$m
2023
US$m
2024 interim dividend paid – 0.93 cents per share
14.8
–
2023 final dividend paid – 1.99 cents per share
31.7
–
2023 interim dividend paid – 0.81 cents per share
–
13.0
2022 final dividend paid – 1.73 cents per share
–
27.6
46.5
40.6
The proposed final dividend of 2.19 cents per ordinary share for the year ended 31 December 2024 is not
recognised as a liability in the consolidated statement of financial position in line with the requirements of IAS
10 Events after the Reporting Period and, subject to shareholder approval, will be paid on 29 May 2025 to
ordinary shareholders on the register on 2 May 2025, with an ex-dividend date of 1 May 2025.
11 Earnings per share
The calculation of basic earnings per ordinary share from continuing operations is based on the profit from
continuing operations attributable to equity shareholders and the weighted average number of Ordinary Shares
in issue during the year, excluding shares held by the Employee Benefit Trust but including shares under share
incentive schemes which are not contingently issuable.
The calculation of basic earnings per ordinary share from continuing and discontinued operations is based on
the profit attributable to equity shareholders. The weighted average number of ordinary shares used for the
calculation of basic earnings per ordinary share from continuing and discontinued operations is the same as
that used for basic earnings per ordinary share from continuing operations.
For diluted earnings per ordinary share, the weighted average number of ordinary shares in issue is adjusted to
include all potential dilutive ordinary shares. The Group has two classes of dilutive potential Ordinary Shares:
those shares relating to awards under the Group Deferred Bonus Plan which have been awarded but not
yet reached the end of the three year retention period and those long-term incentive plan awards for which
the performance criteria would have been satisfied if the end of the reporting period were the end of the
contingency period.
Year ended 31 December
2024
US$m
2023
US$m
Profit from continuing operations attributable to equity shareholders
80.6
83.2
Profit from continuing and discontinued operations attributable to equity shareholders
80.1
56.5
Year ended 31 December
2024
Number of
shares
m
2023
Number of
shares
m
Weighted average number of ordinary shares in issue for basic earnings per share
1,604.5
1,605.0
Adjustment for share options and LTIP awards
20.1
16.4
Weighted average number of ordinary shares in issue for diluted earnings per share
1,624.6
1,621.4
Year ended 31 December
2024
cents
2023
cents
Continuing operations:
Basic earnings per ordinary share
5.03
5.18
Diluted earnings per ordinary share
4.96
5.13
Continuing and discontinued operations:
Basic earnings per ordinary share
4.99
3.52
Diluted earnings per ordinary share
4.93
3.48
153
STRATEGIC REPORT
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
The carrying value of the Coats brand at 31 December 2024 and 31 December 2023 is $239.6 million. There is
no foreseeable limit to the net cash inflows from royalties, which are generated from continued sales of thread
resulting from the Coats brand, and the brand is therefore assessed as having an indefinite useful life, and as
such, is reviewed for impairment annually. The recoverable amount of the Coats brand has been estimated
using the relief from royalty method to calculate the fair value and is re-assessed annually by reference to the
discounted cash flow arising from the royalties generated by the Coats brand. The fair value measurement
is categorised in its entirety in line with level 3 of the fair value hierarchy. The valuation has been based on
the latest budget and Medium Term Plan approved by the Board, covering the period to 31 December 2027,
applying a pre-tax discount rate of 10.5% (2023: 11.6%) and long-term growth of 2.5% (2023: 2.5%). Management
believes that no reasonable potential change in any of the above key assumptions would cause the carrying
value to exceed its recoverable amount. The Coats brand is allocated to cash-generating units (CGUs) that are
expected to benefit from the Coats brand for the purposes of impairment testing of CGUs.
Goodwill acquired in a business combination is allocated, at acquisition, to the CGUs that are expected to
benefit from that business combination.
The carrying amount of goodwill has been allocated as follows:
Year ended 31 December
2024
US$m
2023
US$m
Footwear
98.6
100.8
Gotex
11.9
12.6
US and Mexico
–
2.6
Coats Digital
8.2
8.4
Other
1.7
1.7
120.4
126.1
13 Intangible assets
Cost
Acquired intangibles
Computer
software
US$m
Total
US$m
Goodwill
US$m
Brands &
trade names
US$m
Technology
US$m
Customer
relationships
US$m
Total
acquired
US$m
At 1 January 2023
124.7
284.5
57.4
166.6
508.5
76.1
709.3
Currency translation differences
1.4
0.6
0.8
2.4
3.8
0.6
5.8
Disposal of subsidiaries
–
–
–
–
–
(1.7)
(1.7)
Additions
–
–
–
–
–
2.0
2.0
Disposals
–
–
–
–
–
(2.1)
(2.1)
At 31 December 2023
126.1
285.1
58.2
169.0
512.3
74.9
713.3
Currency translation differences
(3.1)
(1.0)
(1.6)
(3.7)
(6.3)
(1.0)
(10.4)
Additions
–
–
–
–
–
1.1
1.1
Disposals
–
–
–
–
–
(0.1)
(0.1)
At 31 December 2024
123.0
284.1
56.6
165.3
506.0
74.9
703.9
Cumulative amounts charged
At 1 January 2023
–
3.8
13.6
7.9
25.3
70.6
95.9
Currency translation differences
–
–
0.4
0.2
0.6
0.7
1.3
Amortisation charge for the year
–
4.5
6.1
10.9
21.5
1.4
22.9
Disposal of subsidiaries
–
–
–
–
–
(1.7)
(1.7)
Disposals
–
–
–
–
–
(1.9)
(1.9)
At 31 December 2023
–
8.3
20.1
19.0
47.4
69.1
116.5
Currency translation differences
–
(0.2)
(0.7)
(0.6)
(1.5)
(1.1)
(2.6)
Amortisation charge for the year
–
4.7
5.7
11.2
21.6
1.6
23.2
Impairment charge (see note 4)
2.6
–
0.4
–
0.4
–
3.0
Disposals
–
–
–
–
–
(0.1)
(0.1)
At 31 December 2024
2.6
12.8
25.5
29.6
67.9
69.5
140.0
Net book value at
31 December 2024
120.4
271.3
31.1
135.7
438.1
5.4
563.9
Net book value at
31 December 2023
126.1
276.8
38.1
150.0
464.9
5.8
596.8
154
STRATEGIC REPORT
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
The revenue and margin growth assumptions used in the US and Mexico CGU are sensitive to change.
A change in these key assumptions could result in a change in the assessed recoverable amount of the CGU.
Revenue growth and operating margin improvement assumptions in 2028–2029 for the US and Mexico CGU
are as follows:
Revenue
growth
2028
%
Revenue
growth
2029
%
Operating
margin
improvement
2028
%
Operating
margin
improvement
2029
%
Terminal
value
growth
rate
%
US and Mexico
3.3
3.3
0.6
0.4
1.9
The following scenarios would result in headroom being completely eliminated in the US and Mexico value in
use impairment assessment:
– the discount rate increasing by 340 bps; or
– revenue CAGR for 2025–2029 decreasing to 2%; or
– Operating margin for 2029 and the terminal period decreasing by 230 bps.
The carrying value of the goodwill allocated to the Footwear, Gotex and Coats Digital CGUs has also been
tested for impairment during the year by comparing the carrying value of the CGU to their value in use.
As set out in note 4, the Group announced the closure of its Performance Materials site in Toluca, Mexico in
December 2024, as part of the reorganisation of North America Yarns footprint. In light of this reorganisation,
the goodwill allocated to the US and Mexico CGU of $2.6 million, which previously arose from North America
Yarns acquisitions in 2017 and 2020, was fully impaired. Excluding the assets impacted by the Toluca, Mexico
site closure, which were reviewed for impairment separately (see note 4), the remaining assets in the US and
Mexico CGU have been tested for impairment by comparing the carrying value of the CGU to its value in use.
The key assumptions used in the value in use calculation are set out below.
The value in use calculations were based on projected cash flows, derived from the latest budgets approved
by the Board and factoring in the most recent trading activity. Projected cash flows are, discounted at CGU
specific, risk adjusted, discount rates to calculate the net present value.
The calculation of ‘value in use’ is most sensitive to the following assumptions:
– CGU specific operating assumptions that are reflected in the budget and Medium Term Plan periods for the
financial year to December 2027;
– discount rates; and
– growth rates used to extrapolate risk adjusted cash flows beyond the medium-term period.
CGU specific operating assumptions are applicable to the cash flows for the years 2025 to 2027 and relate to
revenue forecasts and forecast operating margins. A short-term growth rate is applied to the December 2027
plan to derive the cash flows arising in 2028–2029 and a long-term rate is applied to 2029 to determine a
terminal value.
The pre-tax discount rates applied to the cash flow forecasts are derived from the Group’s post-tax weighted
average cost of capital. The Group’s weighted average cost of capital is based on estimations of the assumptions
that market participants operating in similar sectors to Coats would make, using the Group’s economic profile
as a starting point and adjusting appropriately. The pre-tax base discount rate of 10.5% (2023: 11.6%) has been
adjusted for economic risks that are not already captured in the specific operating assumptions. This results in
the impairment testing using a pre-tax discount rate of 11.2% for Footwear, 13.3% for Gotex, 10.4% for US and
Mexico, and 14.7% for Coats Digital.
Revenue growth rate assumptions in 2028-2029 are 8.0-8.0% for Footwear, 6.5-7.0% for Gotex, and 18.3-18.4%
for Coats Digital, and terminal value growth rate assumptions are 2.5% for Footwear, 1.7% for Gotex, and 2.5%
for Coats Digital.
13 Intangible assets cont.
155
STRATEGIC REPORT
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
Analysis of net book value of land and buildings 31 December
2024
US$m
2023
US$m
Freehold
54.5
57.8
Leasehold improvements:
Over 50 years unexpired
2.4
2.5
Under 50 years unexpired
9.6
10.0
66.5
70.3
The impairment charge of $17.2 million in the year ended 31 December 2024 relates to the rightsizing of the
North America Yarns footprint and footprint optimisation Strategic Projects (see note 4). For the property, plant
and equipment relating to the Toluca site, the Group applied the fair value less costs of disposal approach to
identify the best estimate of the impairment charge. This method uses inputs that are unobservable, using
the best information available in the circumstances for valuing the specific assets subject to impairment, and
therefore falls into the level 3 category of fair value measurement. The remaining property, plant and equipment
for the US and Mexico CGU was reviewed for impairment using the value in use method, as set out in note 13.
In addition, an impairment charge of $2.2 million was also recognised in the year ended 31 December 2024 in
relation to the Toluca site right-of-use asset. The assumptions made in determining the amount of the impairment
charge of the right-of-use asset were the expected timing and cost of exiting the lease.
15 Leases
The Group leases several assets including buildings, plants, vehicles and office equipment. The average
lease term is 4 years (2023: 4 years). The Group’s consolidated balance sheet includes the following amounts
relating to leases:
Right-of-use assets
Net carrying amount
Land and
buildings
US$m
Plant and
equipment
US$m
Vehicles
and office
equipment
US$m
Total
US$m
At 1 January 2024
67.3
1.7
5.4
74.4
At 31 December 2024
59.0
4.4
5.5
68.9
Depreciation expense for the year ended
31 December 2023
15.0
1.4
2.4
18.8
31 December 2024
14.3
1.0
2.7
18.0
Additions to the right-of-use assets during the year ended 31 December 2024 were $18.3 million
(2023: $9.6 million).
14 Property, plant and equipment
Cost
Land and
buildings
US$m
Plant and
equipment
US$m
Vehicles
and office
equipment
US$m
Total
US$m
At 1 January 2023
157.4
529.1
60.9
747.4
Currency translation differences
(0.3)
(6.1)
0.2
(6.2)
Application of IAS 29 (see note 1)
–
1.5
–
1.5
Disposal of subsidiaries (see note 31)
(9.0)
(40.3)
(4.2)
(53.5)
Additions
0.5
23.9
1.5
25.9
Transfer to non-current assets held for sale
(2.5)
–
–
(2.5)
Disposals
(15.1)
(49.2)
(6.5)
(70.8)
At 31 December 2023
131.0
458.9
51.9
641.8
Currency translation differences
(2.1)
(11.7)
(0.7)
(14.5)
Application of IAS 29 (see note 1)
–
1.5
–
1.5
Additions
4.8
22.4
1.9
29.1
Disposals
(1.2)
(3.5)
(2.1)
(6.8)
At 31 December 2024
132.5
467.6
51.0
651.1
Cumulative amounts charged
At 1 January 2023
75.4
363.2
52.5
491.1
Currency translation differences
–
(3.9)
0.2
(3.7)
Depreciation charge for the year
5.1
19.3
2.6
27.0
Impairment charge (see note 4)
1.2
0.5
–
1.7
Transfer to non-current assets held for sale
(1.5)
–
–
(1.5)
Disposal of subsidiaries (note 31)
(7.6)
(39.3)
(4.2)
(51.1)
Disposals
(11.9)
(46.5)
(6.5)
(64.9)
At 31 December 2023
60.7
293.3
44.6
398.6
Currency translation differences
(1.1)
(8.4)
(0.9)
(10.4)
Depreciation charge for the year
4.4
18.9
2.1
25.4
Impairment charge (see note 4)
2.5
14.6
0.1
17.2
Disposals
(0.5)
(3.8)
(1.7)
(6.0)
At 31 December 2024
66.0
314.6
44.2
424.8
Net book value at 31 December 2024
66.5
153.0
6.8
226.3
Net book value at 31 December 2023
70.3
165.6
7.3
243.2
156
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CORPORATE GOVERNANCE
FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
16 Non-current investments
Year ended 31 December
2024
US$m
2023
US$m
Interests in joint ventures (see below)
13.7
12.8
Investments in equity securities: Unlisted investments
0.6
0.9
14.3
13.7
Interests in joint ventures
US$m
At 1 January 2023
12.8
Dividends receivable
(1.0)
Share of profit after tax
1.9
At 31 December 2024
13.7
Year ended 31 December
2024
US$m
2023
US$m
Share of net assets on acquisition
10.6
11.3
Disposals
–
(0.7)
Share of post-acquisition retained profits
3.1
2.2
Share of net assets
13.7
12.8
The following table provides summarised financial information on the Group’s share of its joint ventures,
relating to the period during which they were joint ventures, and excludes goodwill:
Year ended 31 December
2024
US$m
2023
US$m
Summarised income statement information:
Revenue
28.7
24.7
Profit before tax
2.5
1.5
Taxation
(0.6)
(0.4)
Profit after tax
1.9
1.1
Year ended 31 December
2024
US$m
2023
US$m
Summarised balance sheet information:
Non-current assets
5.2
4.8
Current assets
17.4
16.1
22.6
20.9
Liabilities due within one year
(8.9)
(8.1)
Net assets
13.7
12.8
Lease liabilities
Year ended 31 December
2024
US$m
2023
US$m
Current
16.6
17.5
Non-current
66.6
69.3
83.2
86.8
Lease liability maturity analysis
Undiscounted
2024
US$m
Undiscounted
2023
US$m
Discounted
2024
US$m
Discounted
2023
US$m
Payable within one year
20.8
22.0
16.6
17.5
Payable between one and two years
17.7
16.0
14.0
12.3
Payable between two and five years
43.4
38.8
37.0
31.5
Payable after more than five years
19.3
30.6
15.6
25.5
At 31 December 2024
101.2
107.4
83.2
86.8
The net decrease in lease liabilities during the year ended 31 December 2024 was $3.6 million (2023: increase
$18.6 million) which includes foreign exchange gains on lease liabilities of $2.6 million (2023: $1.1 million).
The total cash outflow for leases in the year ended 31 December 2024 was $24.3 million (2023: $24.1 million).
The Group’s consolidated income statement includes the following amounts relating to leases:
Year ended 31 December
2024
US$m
2023
US$m
Depreciation expense
18.0
18.8
Interest expense on lease liabilities
5.2
5.6
Expenses relating to short-term leases
0.2
0.3
Expenses relating to leases of low value assets
0.1
0.1
Expense relating to variable lease payments not included in the measurement of the lease liability
1.8
1.7
Impairment of right-of-use assets
3.3
4.6
Income from subleasing right-of-use assets
(0.1)
(0.1)
The Group subleases some of its right-of-use assets. At the balance sheet date, the Group had contracted
with tenants for receipt of the following minimum lease payments:
Year ended 31 December
2024
US$m
2023
US$m
Receivable within one year
0.1
0.1
Receivable between one and two years
0.1
–
0.2
0.1
15 Leases cont.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
19 Trade and other receivables
Year ended 31 December
2024
US$m
2023
US$m
Non-current assets:
Trade receivables
6.5
2.9
Other receivables
13.7
14.0
Current income tax assets
2.4
–
Prepaid pension contributions
2.4
2.6
25.0
19.5
Current assets:
Trade receivables
245.7
238.1
Current income tax assets
2.8
1.2
Prepayments and accrued income
7.3
7.6
Derivative financial instruments
0.9
1.3
Prepaid pension contributions
2.2
2.3
Other receivables
33.3
41.5
292.2
292.0
The fair value of trade and other receivables is not materially different to the carrying value. Other receivables
includes VAT and other taxes receivable.
Interest charged in respect of overdue trade receivables is immaterial.
Included within trade receivables is $14.8 million (2023: $11.1 million) relating to software solutions revenue
contracts, for which performance obligations are fulfilled over a period of time (see note 21).
The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which
requires the use of the lifetime expected loss provision for all trade receivables. Credit risk is minimised due to
the quality and short-term nature of the Group’s trade receivables as well as the fact that the exposure is spread
over a large number of customers. An allowance has been made for expected losses on trade receivables of
$10.1 million (2023: $7.3 million).
The Group monitors receivables for any significant increases in credit risk, and fully provides for trade receivables
which are more than 6 months overdue, unless there are specific circumstances which would indicate otherwise.
For all other trade receivables, when determining expected losses, the Group takes into account the historical
default experience and the financial position of the counterparties, as well as the future prospects considering
various sources of information. Impairment has been considered for other receivables, and is considered not
to be significant.
17 Deferred tax assets
Year ended 31 December
2024
US$m
2023
US$m
Deferred tax assets
13.6
18.0
The Group’s deferred tax assets are included within the analysis in note 24.
The movements in the Group’s deferred tax asset during the year were as follows:
2024
US$m
2023
US$m
At 1 January
18.0
24.4
Currency translation differences
(0.3)
(1.1)
Charged to the income statement
(3.5)
(5.1)
Charged to other comprehensive income and expense
(0.6)
(0.2)
At 31 December
13.6
18.0
18 Inventories
Year ended 31 December
2024
US$m
2023
US$m
Raw materials and consumables
93.8
84.9
Work in progress
17.0
22.0
Finished goods and goods for resale
65.3
66.6
176.1
173.5
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
21 Trade and other payables
The fair values of these financial instruments are calculated by discounting the future cash flows to net present
values using appropriate market interest and foreign currency rates prevailing at the year end.
Year ended 31 December
2024
US$m
2023
US$m
Amounts falling due within one year:
Trade payables
167.2
163.2
Amounts owed to joint ventures
16.1
15.3
Other tax and social security payable
4.3
5.6
Other payables
23.9
33.7
Accruals
43.1
38.7
Contract liabilities
9.5
11.1
Derivative financial instruments
2.3
3.6
Employee entitlements
32.8
14.4
299.2
285.6
Amounts falling due after more than one year:
Contract liabilities
7.2
1.6
Employee entitlements
0.2
1.6
7.4
3.2
The fair value of trade and other payables is not materially different to the carrying value.
Interest paid to suppliers in respect of overdue trade payables is immaterial.
Contract liabilities amounting to $7.2 million (2023: $5.9 million) which were outstanding at 31 December 2023
were released to revenue during the year ended 31 December 2024, with the remainder expected to be
released in 2025.
The loss allowance has been determined as follows:
Current
1–3 months past
due
3–6 months
past due
6+ months past
due
Total
2024
Expected loss rate
0.2%
3%
35%
83%
Gross carrying amount (US$m)
226.6
23.0
3.1
9.6
262.3
Loss allowance provision (US$m)
0.4
0.6
1.1
8.0
10.1
Current
1–3 months past
due
3–6 months past
due
6+ months past
due
Total
2023
Expected loss rate
0.2%
2%
27%
79%
Gross carrying amount (US$m)
213.5
25.4
2.2
7.2
248.3
Loss allowance provision (US$m)
0.4
0.4
0.6
5.9
7.3
The movements in the expected loss allowance are analysed as follows:
2024
US$m
2023
US$m
At 1 January
7.3
7.6
Currency translation differences
(0.3)
(0.1)
Disposal of subsidiaries
–
(0.9)
Charged to the income statement
3.6
1.6
Amounts written off during the year
(0.5)
(0.9)
At 31 December
10.1
7.3
As at 1 January 2023, trade receivables amounted to $236.4 million (net of loss allowance of $7.6 million).
20 Derivative financial instruments – assets
Derivative financial instruments within current assets comprise:
Year ended 31 December
2024
US$m
2023
US$m
Fair value through the income statement:
Forward foreign currency contracts
0.9
1.3
Amounts shown within current assets
0.9
1.3
19 Trade and other receivables cont.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
In August 2024 the Group refinanced its bank facility and entered into a $420 million three year bank facility,
with the ability for two one-year extensions. The facility bears interest at the risk free rate plus a margin.
In February 2023, the Group completed the refinancing of the Texon acquisition term loan of $240 million,
which had been fully drawn down in July 2022, via the US Private Placement (USPP) market with $250 million
of notes. $150 million 5.26% Series A Senior Notes are due on 16 February 2028 and $100 million 5.37% Series
B Senior Notes are due on 16 February 2030.
The Group also issued $100 million of 4.07% Series B Senior Notes in December 2017, which are due on
6 December 2027.
Interest on all Senior Notes is payable semi-annually in arrears. The Senior Notes are unsecured and rank
equally with all the Group’s other unsecured and unsubordinated indebtedness.
The currency and interest rate profile of the Group’s borrowings is included in note 33 on page 172.
24 Deferred tax liabilities
2024
US$m
2023
US$m
At 1 January
63.9
78.2
Currency translation differences
(1.7)
(0.2)
Credited to the income statement
(4.2)
(14.1)
At 31 December
58.0
63.9
22 Derivative financial instruments – liabilities
Derivative financial instruments within current liabilities comprise:
Year ended 31 December
2024
US$m
2023
US$m
Fair value through the income statement:
Forward foreign currency contracts
2.3
1.8
Interest rate swap contracts
–
1.8
Amounts shown within current liabilities
2.3
3.6
The fair values of these financial instruments are calculated by discounting the future cash flows to net present
values using appropriate market interest and foreign currency rates prevailing at the year end.
23 Borrowings
Year ended 31 December
2024
US$m
2023
US$m
Bank overdrafts
0.2
20.9
Borrowings repayable within one year
–
123.4
Due within one year
0.2
144.3
Borrowings repayable between two and five years
246.8
272.7
Due after more than five years
348.3
99.5
Due after more than one year
595.1
372.2
Bank overdrafts
0.2
20.9
Series A and Series B Senior Notes
595.1
472.3
Bank and other borrowings
–
23.3
595.3
516.5
In December 2024, the Group completed the refinancing of the $125 million Series A Senior Notes, issued
in 2017, via the US private placement (USPP) market with $250 million of notes. $100 million 5.36% Series A
Senior Notes are due on 4 December 2030, $100 million 5.44% Series B Senior Notes are due on 4 December
2031 and $50 million 5.54% Series C Senior Notes are due on 4 December 2034.
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
At 31 December 2024 the Group had approximately $1.9 billion (2023: $1.6 billion) of unused gross revenue
losses, approximately $1.4 billion (2023: $1.4 billion) of unused gross capital losses. A deferred tax asset of
$59.6 million (2023: $65.2 million) has been recognised in respect of $251.2 million (2023: $277.2 million) of
such income tax losses. No deferred tax asset has been recognised in respect of the remaining losses due to
lack of certainty regarding the availability of future taxable income.
The Group’s income tax losses can be analysed as follows:
2024
US$m
2023
US$m
Expiring within 5 years
24.7
23.2
Expiring in more than 5 years
53.7
19.0
Available indefinitely
1,824.8
1,573.5
1,903.2
1,615.7
At 31 December 2024, the Group has not recognised a deferred tax asset in respect of other gross deductible
temporary differences of $69.6 million (2023: $62.1 million). These deferred tax assets have not been recognised
on the basis that their future economic benefit is uncertain. Timing differences are only recognised in the
financial statements to the extent that it is considered more likely than not that sufficient future taxable profits
will be available for offset.
At 31 December 2024, the aggregate amount of temporary differences associated with undistributed earnings
of subsidiaries for which deferred tax liabilities have not been recognised is $14.2 million (2023: $8.6 million).
Deferred tax on distribution of these profits of $184.7 million at 31 December 2024 (2023: $116.1 million) has
not been provided on the grounds that the Group is able to control the timing of the reversal of the remaining
temporary differences and it is probable that they will not reverse in the foreseeable future.
25 Provisions
Year ended 31 December
2024
US$m
2023
US$m
Provisions are included as follows:
Current liabilities
26.5
17.1
Non-current liabilities
25.1
19.3
51.6
36.4
2024
2023
Provided/
(recognised)
US$m
Unprovided/
(unrecognised)
US$m
Provided/
(recognised)
US$m
Unprovided/
(unrecognised)
US$m
The Group’s net deferred tax liabilities/(assets) are analysed
as follows:
Accelerated tax depreciation on tangible fixed assets
(1.3)
0.2
(3.8)
0.1
Other temporary differences
(20.6)
(8.8)
(5.8)
(7.3)
Revenue losses carried forward1
(59.6)
(408.1)
(65.2)
(330.1)
Capital losses carried forward
–
(369.5)
–
(362.8)
Investment in subsidiaries
12.0
14.2
10.0
8.6
Acquired intangibles
107.1
–
104.3
–
Retirement benefit obligations
6.8
(10.9)
6.4
(0.7)
44.4
(782.9)
45.9
(692.2)
1. Revenue losses include restricted interest amounts available for future reactivation.
Certain deferred tax assets and liabilities have been offset. The following is the analysis of the deferred tax
balances (after offset) for financial reporting purposes:
2024
2023
Provided/
(recognised)
US$m
Provided/
(recognised)
US$m
Deferred tax assets (note 17)
(13.6)
(18.0)
Deferred tax liabilities
58.0
63.9
44.4
45.9
A deferred tax liability is recognised in respect of the taxable temporary difference on the Coats brand intangible
asset owned in the UK. This is fully offset by an equivalent deferred tax asset recognised in respect of tax
attributes in the same jurisdiction. These tax attributes are expected to be utilised against the taxable income
arising on a reversal of the taxable temporary difference in respect of the brand. In the analysis of the Group’s
deferred tax balances above, the amounts are disclosed on a gross basis.
The amount of the UK deferred tax asset that can be recognised is dependent on the time period over which
the taxable temporary difference reverses, and in certain jurisdictions including the UK, is impacted by the
restriction on utilisation of brought forward tax losses, after utilisation of current year tax attributes. For the
purpose of deferred tax asset recognition the Group takes the view that any future reversal of the taxable
temporary difference on the Coats brand intangible will take place over an extended period of time, and
consequently any taxable income will be fully offset by available losses and other tax attributes in each individual
accounting period.
24 Deferred tax liabilities cont.
161
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
27 Reserves and non-controlling interests
Share
premium
account
US$m
Own
shares
US$m
Translation
reserve
US$m
Capital
reduction
reserve
US$m
Other
reserves
US$m
Retained
(loss)/
profit
US$m
Non-
controlling
interests
US$m
At 1 January 2024
111.4
(6.1)
(109.7)
59.8
246.3
157.4
31.3
Dividends
–
–
–
–
–
(46.5)
(18.0)
Currency translation differences
–
–
(20.0)
–
–
–
(0.4)
Actuarial losses on employee
benefits
–
–
–
–
–
(225.1)
–
Tax on actuarial gains
–
–
–
–
–
(0.6)
–
Purchase of own shares
–
(8.7)
–
–
–
–
–
Movement in own shares
–
9.5
–
–
–
(8.6)
–
Share based payments
–
–
–
–
–
7.9
–
Profit for the year
–
–
–
–
–
80.1
19.6
At 31 December 2024
111.4
(5.3)
(129.7)
59.8
246.3
(35.4)
32.5
Other reserves of $246.3 million in the above table relate to legacy non-distributable reserves, which arose
during the period when the Group was part of the Guinness Peat Group.
The table below shows financial information of non-wholly owned subsidiaries of the Group that have
non‑controlling interests:
Profit allocated to
non-controlling interests
Accumulated
non-controlling interests
Year ended
31 December
2024
US$m
Year ended
31 December
2023
US$m
31 December
2024
US$m
31 December
2023
US$m
EMEA
–
0.9
1.4
1.7
Asia & Rest of World
19.6
16.7
31.1
29.6
19.6
17.6
32.5
31.3
The proportion of ownership interests and voting rights of non-wholly owned subsidiaries of the Group held by
non-controlling interests is set out on pages 201 to 206.
Provisions are analysed as follows:
Year ended 31 December
2024
US$m
2023
US$m
Property related provisions
2.3
3.4
UK pension related provisions
14.5
–
Other provisions
34.8
33.0
51.6
36.4
Property related
provisions
US$m
UK pension
related
provisions
US$m
Other
provisions
US$m
Total
US$m
At 1 January 2024
3.4
–
33.0
36.4
Currency translation differences
–
–
(0.5)
(0.5)
Charged to the income statement
0.4
8.5
22.8
31.7
Charged to other comprehensive income
–
6.8
–
6.8
Utilised in year
(1.5)
(0.8)
(20.5)
(22.8)
At 31 December 2024
2.3
14.5
34.8
51.6
As set out in note 4 and note 10, following the buy-in transaction in the current year, the Group recognised
provisions of $6.8 million and $8.5 million, in relation to completing the buy-in transaction and administrative
costs for the UK Pension Scheme. Other provisions include amounts in relation to strategic projects (see note
4) of $9.9 million (2023: $3.2 million) as well as amounts set aside to cover certain legal and other regulatory
claims, including $11.2 million in respect of the Lower Passaic River (see note 28 for further details), which are
expected to be substantially utilised within the next ten years.
26 Share capital
Year ended 31 December
2024
2023
Number
US$m
Number
US$m
Ordinary Shares of 5p each
1,597,810,385
99.0
1,597,810,385
99.0
As at 1 January 2023 the company had 1,597,810,385 Ordinary shares in issue. The company has one class of
Ordinary shares which carry no right to fixed income.
The own shares reserve of $5.3 million at 31 December 2024 (2023: $6.1 million) represents the cost of shares
in Coats Group plc purchased in the market and held by an Employee Benefit Trust to satisfy awards under the
Group’s share based incentive plans. The number of shares held by the Employee Benefit Trust at 31 December
2024 was 4,905,769 (2023: 6,124,223).
Details of share awards outstanding under the Group’s LTIP and Deferred Bonus Plans are set out in note 34.
25 Provisions cont.
162
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
In March 2017, EPA notified 20 parties not associated with the disposal or release of any contaminants of
concern that they were eligible for early cash out settlements. As expected, EPA did not identify CC as one
of those 20 parties. EPA invited approximately 80 other parties, including CC, to participate in an allocation
process to determine their respective allocation shares and potential eligibility for future cash out settlements.
In the allocation, CC presented factual and scientific evidence that it is not responsible for the discharge of
dioxins, furans or PCBs – the contaminants that are driving the remediation of the LPR – and that it is a de
minimis or even smaller de micromis party. The allocation process concluded in December 2020. The EPA-
appointed allocator determined that CC is in the lowest tier (Tier 5) of allocation parties, and is responsible for
only a de micromis share of remedial costs.
On 30 June 2018, OCC filed a lawsuit against approximately 120 defendants, including CC, seeking recovery of
past environmental costs and contribution toward future environmental costs. OCC released claims for certain
past costs from 41 of the defendants, including CC, and is not seeking recovery of those past costs from CC.
OCC’s lawsuit seeks resolution of many of the same issues addressed in the EPA sponsored allocation process,
and does not alter CC’s defences or CC’s continued belief that it is a de micromis party.
In 2015, a provision totalling $15.8 million was recorded for remediation costs for the entire 17 miles of the
LPR and the estimated associated legal and professional costs in defence of CC’s position. The provision for
remediation costs was based on CC’s estimated share of de minimis costs for (a) EPA’s selected remedy for
the lower 8 miles of the LPR and (b) the remedy for the upper 9 miles proposed by the CPG, which was later
substantively adopted by the EPA. This charge to the income statement was net of insurance reimbursements
and was stated on a net present value basis. During the year ended 31 December 2018, an additional provision
of $8.0 million was recorded as an exceptional item to cover legal and professional fees.
At the end of 2023, CC’s insurer was placed into liquidation. As a result, the previously recognised insurance
receivable for future expected partial recovery of remediation costs and associated legal and professional
costs was treated for accounting purposes as being impaired in full resulting in an exceptional charge of
$3.6 million being recognised for the year ended 31 December 2023, without prejudice to any future claims
against the insurer in the liquidation proceedings.
At 31 December 2024, the remaining provision was $11.2 million (31 December 2023: $12.2 million). The process
concerning the LPR continues to evolve and these estimates are subject to change based upon legal defence
costs associated with the EPA process and OCC’s lawsuit, the share of remedial costs to be paid by the major
polluters on the river, and the share of remaining remedial costs apportioned among CC and other companies.
28 Contingent liabilities and environmental matters
Environmental matters
As noted in previous reports, in December 2009, the US Environmental Protection Agency (‘EPA’) notified
Coats & Clark, Inc. (‘CC’) that CC is a ‘potentially responsible party’ (‘PRP’) under the US Superfund law for
investigation and remediation costs at the 17-mile Lower Passaic River Study Area (‘LPR’) in New Jersey in
respect of alleged operations of a predecessor’s former facilities in that area prior to 1950. Over 100 PRPs have
been identified by EPA. In 2011, CC joined a cooperating parties group (‘CPG’) of companies formed to fund
and conduct a remedial investigation and feasibility study of the area.
CC has analysed its predecessor’s operating history prior to 1950, when it left the LPR, and has concluded that
it was not responsible for the contaminants and environmental damage that are the primary focus of the EPA
process. CC also believes that there are many parties that will participate in the LPR’s remediation, including
those that are the most responsible for its contamination.
In March 2016, EPA issued a Record of Decision selecting a remedy for the lower 8 miles of the LPR at an
estimated cost of $1.38 billion on a net present value basis. In September 2021, EPA issued a Record of Decision
selecting an interim remedy for the upper 9 miles of the LPR (involving targeted removal of contaminants and
ongoing monitoring to assess whether additional contaminant removal would be necessary), at an estimated
cost of $441 million on a net present value basis.
EPA has entered into an administrative order on consent (‘AOC’) with Occidental Chemical Corporation (‘OCC’),
which has been identified as being responsible for the most significant contamination in the river, concerning
the design of the selected remedy for the lower 8 miles of the LPR.
Maxus Energy Corporation (‘Maxus’), which provided an indemnity to OCC that covered the LPR, has been
granted Chapter 11 bankruptcy protection, but OCC remains responsible for its remedial obligations even in
the absence of Maxus’ indemnity. The approved bankruptcy plan created a liquidating trust to pursue potential
claims against Maxus’ parent entity, YPF SA, and potentially others. A settlement of those claims is expected
to result in additional funding for the LPR remedy.
While the ultimate costs of the remedial design and the final remedy for the full 17-mile LPR are expected to
be shared among more than a hundred parties, including many who are not currently in the CPG, a pending
settlement involving CC and other parties has not yet been approved by the court and the share of payments
for other parties has not yet been determined.
163
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
30 Notes to the consolidated cash flow statement
a) Reconciliation of operating profit to cash generated from operations
Year ended 31 December
2024
US$m
2023
US$m
Operating profit1
199.8
184.0
Depreciation of owned property, plant and equipment
25.4
27.0
Deprecation of right-of-use assets
18.0
18.8
Amortisation and impairment of intangible assets
26.2
22.9
Impairment of property, plant and equipment and other assets
18.9
9.4
(Increase)/decrease in inventories
(9.4)
21.1
Increase in debtors
(16.4)
(22.8)
Increase in creditors
26.5
18.9
Provisions and pension movements
(93.0)
(53.1)
Foreign exchange and other non-cash movements
2.1
(4.9)
Discontinued operations
(1.4)
(4.0)
Cash generated from operations
196.7
217.3
1. Refer to the consolidated income statement for a reconciliation of profit before taxation to operating profit from continuing operations.
In connection the UK pension buy-in transaction, which represents a significant step in Coats fully insuring
its UK pension obligations (see note 10), additional funding was provided to the UK pension scheme by the
Group totalling $127.8 million. The Group made a $89.5 million (£70 million) upfront cash contribution to the
scheme and a further $38.3 million (£30 million) was provided to the UK pension scheme as a loan. The upfront
cash contribution is included in cash generated from operations in the consolidated statement of cash flows.
The cash paid to the UK pension scheme as a loan is included in cash absorbed in investing activities in the
consolidated statement of cash flows. The cash paid to the UK pension scheme as a loan is included in cash
absorbed in investing activities in the consolidates statement of cash flows. Cash generated from operations
and net cash from operations (after interest and tax paid) for the year ended 31 December 2024 was $286.2
million (2023: $217.3 million) and $185.3 million (2023: $123.9 million) respectively excluding the upfront cash
contribution to the UK pension scheme.
b) Interest paid
Year ended 31 December
2024
US$m
2023
US$m
Interest paid
(31.5)
(33.7)
28 Contingent liabilities and environmental matters cont.
In 2022, CC and other parties entered into a settlement with EPA in which the settling parties agreed to pay
$150 million toward remediation of the full 17-mile LPR in exchange for a release for those matters addressed in
the settlement. CC’s share of the cash-out settlement is consistent with a de micromis share of total remedial
costs for the full 17-mile LPR. EPA has indicated it will seek the balance of LPR remedial costs from OCC and a
small number of other parties that EPA has determined were not eligible to participate in a cash-out settlement.
These other parties would be responsible for most remedial costs over-runs. The settlement does not address
claims for natural resource damages by federal natural resource trustees. The Group believes that CC’s share,
if any, of such costs would be de micromis.
In late 2022, the cash-out settlement for the full 17-mile LPR was lodged with the court by the Department of
Justice (DOJ) on behalf of EPA. In January 2024, DOJ moved for entry of the settlement on behalf of EPA, with
amendments that are not material to CC. In December 2024, the court approved the settlement, finding that it
is fair and reasonable and consistent with applicable law. OCC is opposed to the settlement and has appealed
the court’s approval. Although the Company believes the court’s approval of the settlement is well founded,
it is nonetheless possible that the appellate court could reverse the lower court’s approval in whole or in part.
It is also possible that the lower court may permit OCC’s separate private party litigation against the settling
parties to continue in whole or in part. Because of these continued uncertainties, the Group is maintaining its
current provision for the LPR for the present time.
Coats believes that CC’s predecessor did not generate any of the contaminants which are driving the current
and anticipated remedial actions in the LPR, that it has valid legal defences which are based on its own analysis
of the relevant facts, that the EPA-appointed allocator correctly concluded that it has a de micromis share of
the total remediation costs, and that OCC and other parties will be responsible for a significant share of the
ultimate costs of remediation. As this matter evolves, the provision may be reduced if the settlement is approved
by the court and if the court bars further litigation against CC and other settling parties. It is nonetheless still
possible that additional provisions could be recorded and that such provisions could increase materially based
on further decisions by the court, negotiations among the parties and other future events.
Following the sale of the North America Crafts business, including CC, announced on 22 January 2019, Coats
North America Consolidated Inc. (the seller) retains the control and responsibility for the eventual outcome of
the ongoing LPR environmental matters.
29 Capital commitments
As at 31 December 2024, the Group had commitments of $5.0 million in respect of contracts placed for future
capital expenditure (2023: $8.7 million).
164
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
For financial covenant purposes under the Group’s borrowing arrangements, the Group’s leverage is calculated
on the basis of net debt without IFRS 16 lease liabilities and at the Coats Group Finance Company Limited level.
Net debt excluding IFRS 16 lease liabilities at the Coats Group Finance Company Limited level at 31 December
2024 for covenant purposes was $454.3 million (31 December 2023: $388.8 million).
The components of net debt and movements during the periods are set out below:
Series A
and Series B
Senior Notes
US$m
Bank
loans
US$m
Lease
liabilities
US$m
Total
financing
activity
liabilities
US$m
Bank
overdrafts
US$m
Cash
at bank
and in hand
US$m
Net debt
US$m
At 1 January 2023
(222.3)
(329.8)
(105.4)
(657.5)
(14.7)
172.4
(499.8)
Financing cash flows
(248.6)
307.0
18.5
76.9
–
–
76.9
Other cash flows
–
–
5.6
5.6
(6.2)
(36.0)
(36.6)
Disposal of subsidiaries
–
–
0.9
0.9
–
(1.2)
(0.3)
Non-cash movements
(1.4)
(1.3)
(7.5)
(10.2)
–
–
(10.2)
Foreign exchange
–
0.8
1.1
1.9
–
(2.8)
(0.9)
At 31 December 2023
(472.3)
(23.3)
(86.8)
(582.4)
(20.9)
132.4
(470.9)
Financing cash flows
(123.7)
28.0
19.2
(76.5)
–
–
(76.5)
Other cash flows
–
–
5.2
5.2
20.7
9.8
35.7
Non-cash movements
0.9
(4.7)
(18.2)
(22.0)
–
–
(22.0)
Foreign exchange
–
–
(2.6)
(2.6)
–
3.8
1.2
At 31 December 2024
(595.1)
–
(83.2)
(678.3)
(0.2)
146.0
(532.5)
The non-cash movement during the year ended 31 December 2024 of $18.2 million (2023: $7.5 million)
within lease liabilities relates to the following: the unwind of lease liabilities of $5.2 million (2023: $5.6 million)
and the impact of entering into new leases, disposals and modification of existing leases of $13.0 million
(2023: $1.9 million).
Total interest paid during the year ended 31 December 2024 was $31.5 million (2023: $33.7 million), which
primarily relates to the above Senior Notes, bank loans and overdrafts and lease liabilities. Total interest charged
to the profit and loss account for the year ended 31 December 2024 for the above Senior Notes, bank loans
and overdrafts and lease liabilities was $36.5 million (2023: $35.9 million).
c) Taxation paid
Year ended 31 December
2024
US$m
2023
US$m
Overseas tax paid
(69.4)
(59.7)
d) Investment income
Year ended 31 December
2024
US$m
2023
US$m
Dividends received from joint ventures
1.0
0.6
e) Capital expenditure and financial investment
Year ended 31 December
2024
US$m
2023
US$m
Purchase of property, plant and equipment and intangible assets
(27.7)
(31.0)
Purchase of other equity investments
–
(0.4)
Proceeds from disposal of property, plant and equipment
3.7
11.8
Discontinued operations
–
(0.1)
(24.0)
(19.7)
f) Acquisitions and disposals of businesses
Year ended 31 December
2024
US$m
2023
US$m
Disposal of businesses
–
(1.2)
–
(1.2)
g) Summary of net debt
Year ended 31 December
2024
US$m
2023
US$m
Cash and cash equivalents
146.0
132.4
Bank overdrafts
(0.2)
(20.9)
Net cash and cash equivalents
145.8
111.5
Borrowings (see note 23)
(595.1)
(495.6)
Net debt excluding lease liabilities
(449.3)
(384.1)
Lease liabilities (see note 15)
(83.2)
(86.8)
Total net debt
(532.5)
(470.9)
30 Notes to the consolidated cash flow statement cont.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
a) Discontinued operations
The results of the discontinued European Zips business for the year ended 31 December 2023 is presented below:
US$m
Revenue
25.3
Cost of sales
(23.7)
Gross profit
1.6
Distribution costs
(2.6)
Administrative expenses
(2.0)
Operating loss from discontinued operations
(3.0)
Loss on disposal (note 31 (b))
(17.1)
Exchange losses transferred to income statement on disposal
(6.6)
Total loss from discontinued operations
(26.7)
The operating loss before exceptional items of the European zips business for the year ended 31 December
2023 was $1.3 million. Exceptional items charged to operating loss from discontinued operations was $1.7
million. As a result the operating loss of the European Zips business for the year ended 31 December 2023
was $3.0 million.
During the year ended 31 December 2024 the loss from discontinued operations was $0.5 million which
related to businesses disposed in prior years.
Exceptional items charged to loss from discontinued operations for the year ended 31 December 2023 are
set out below:
US$m
Strategic project costs
(1.7)
Loss on disposal
(17.1)
Exchange losses transferred to income statement on disposal
(6.6)
Total exceptional items – discontinued operations
(25.4)
Loss per ordinary share from discontinued operations
The loss per ordinary share from discontinued operations is as follows:
Year Ended 31 December
2024
Cents
2023
Cents
Loss per ordinary share from discontinued operations:
Basic loss per ordinary share
(0.04)
(1.66)
Diluted loss per ordinary share
(0.03)
(1.64)
30 Notes to the consolidated cash flow statement cont.
Total net debt is presented in the consolidated statement of financial position as follows:
Year ended 31 December
2024
US$m
2023
US$m
Current assets:
Cash and cash equivalents
146.0
132.4
Current liabilities:
Bank overdrafts and other borrowings
(0.2)
(144.3)
Lease liabilities
(16.6)
(17.5)
Non-current liabilities:
Borrowings
(595.1)
(372.2)
Lease liabilities
(66.6)
(69.3)
Total net debt
(532.5)
(470.9)
31 Discontinued operations
Sale of European Zips business
On 30 June 2023 the Group entered into an agreement to sell its European Zips business to Aequita, a German
family office. The sale was completed on 31 August 2023, the date which control passed to the acquirer.
The European Zips business is included in the Apparel segment. The exit from the European Zips business was
in line with Coats’ previously announced strategic initiatives to optimise the Group’s portfolio and footprint, and
improve the overall cost base efficiency.
The results of the European Zips business were presented as a discontinued operation in the consolidated
income statement for the year ended 31 December 2023.
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
32 Related party transactions
Remuneration of key management personnel
The Group Executive Team and Non-Executive Directors are deemed to be the key management personnel
of the Group. The remuneration of the Group Executive Team and Non-Executive Directors, is set out below
in aggregate for each of the categories specified in IAS 24 Related Party Disclosures. Further information
regarding the remuneration of individual directors is provided on pages 86 to 100 in the audited part of the
Directors’ Remuneration Report.
Year ended 31 December
2024
US$m
2023
US$m
Short-term employee benefits
8.7
6.2
Share based payments
3.9
3.0
12.6
9.2
Trading transactions
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on
consolidation and are not disclosed in this note. Transactions between the Group and its joint ventures are
disclosed below.
During the year, Group companies entered into the following transactions with related parties who are not
members of the Group:
Sale of goods
Purchase of goods
2024
US$m
2023
US$m
2024
US$m
2023
US$m
Joint ventures
1.9
1.4
63.2
55.7
Amounts owing by/(to) joint ventures at the year end are disclosed in notes 19 and 21. All transactions with joint
ventures are at an arm’s length and payment terms are consistent with normal trading terms with third parties.
Cash flows from discontinued operations
The table below sets out the cash flows from discontinued operations:
Year ended 31 December
2024
US$m
2023
US$m
Net cash outflow from operating activities
(1.4)
(4.0)
Net cash outflow from investing activities
–
(0.1)
Net cash flows from discontinued operations
(1.4)
(4.1)
b) Loss on disposal
Net assets disposed during the year ended 31 December 2023 relating to the European Zips business amounted
to $13.9 million. The exceptional loss on disposal included in the results of discontinued operations for the
year ended 31 December 2023 was $17.1 million, which included disposal costs and completion adjustments
of $5.1 million.
The consideration received for the sale of the European Zips business was $1.9 million and, net of cash and
cash equivalents and bank overdrafts disposed, there was a net inflow of $0.7 million. Disposal costs of
$2.7 million were paid in the year ended 31 December 2023 and as a result the cash outflow in the year ended
31 December 2023 on the sale of the European Zips business was $2.0 million.
31 Discontinued operations cont.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
Financial liabilities
The Group’s financial liabilities are summarised below:
Year ended 31 December
2024
US$m
2023
US$m
Financial liabilities carried at amortised cost:
Trade payables (note 21)
167.2
163.2
Amounts owed to joint ventures (note 21)
16.1
15.3
Other financial liabilities
67.0
72.4
Provisions
0.7
0.8
Lease liabilities (note 15)
83.2
86.8
Borrowings (note 23)
595.3
516.5
929.5
855.0
Financial liabilities carried at fair value through the income statement:
Derivative financial instruments (note 22)
2.3
3.6
Total financial liabilities
931.8
858.6
Other financial liabilities include other payables, other than taxation, contract liabilities, employee entitlements
and other statutory liabilities.
33 Derivatives and other financial instruments
The Group’s main financial instruments comprise:
Financial assets:
– cash and cash equivalents;
– trade and other receivables that arise directly from the Group’s operations; and
– derivatives, including forward foreign currency contracts and interest rate swaps.
Financial liabilities:
– trade, other payables and certain provisions that arise directly from the Group’s operations;
– bank borrowings and overdrafts; and
– derivatives, including forward foreign currency contracts and interest rate swaps.
Financial assets
The Group’s financial assets are summarised below:
Year ended 31 December
2024
US$m
2023
US$m
Financial assets carried at amortised cost:
Cash and cash equivalents
146.0
132.4
Trade receivables (note 19)
252.2
241.0
Loan receivable (note 10)
38.3
–
Other receivables (note 19), net of non-financial assets $31.7 million (2023: $35.6 million)
15.3
19.9
451.8
393.3
Financial assets carried at fair value through the income statement:
Derivative financial instruments (note 20)
0.9
1.3
0.9
1.3
Other financial assets carried at fair value through the statement of comprehensive income:
Other investments (note 16)
0.6
0.9
0.6
0.9
Total financial assets
453.3
395.5
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FINANCIAL STATEMENTS
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
Financial assets measured at fair value
Year ended 31 December
Total
US$m
Level 1
US$m
Level 2
US$m
Level 3
US$m
2024
Financial assets measured at fair value through the income
statement:
Trading derivatives
0.9
–
0.9
–
Financial assets measured at fair value through the statement of
comprehensive income:
Other investments
0.6
–
–
0.6
2023
Financial assets measured at fair value through the income
statement:
Trading derivatives
1.3
–
1.3
–
Financial assets measured at fair value through the statement of
comprehensive income:
Other investments
0.9
–
–
0.9
Financial liabilities measured at fair value
Year ended 31 December
Total
US$m
Level 1
US$m
Level 2
US$m
Level 3
US$m
2024
Financial liabilities measured at fair value through the income
statement:
Trading derivatives
(2.3)
–
(2.3)
–
2023
Financial liabilities measured at fair value through the income
statement:
Trading derivatives
(1.8)
–
(1.8)
–
Derivatives designated as effective hedging instruments
(1.8)
–
(1.8)
–
(3.6)
–
(3.6)
–
Fair value of financial assets and liabilities
The fair value of the Group’s financial assets and liabilities is summarised below:
Year ended 31 December
2024
2023
Book value
US$m
Fair value
US$m
Book value
US$m
Fair value
US$m
Primary financial instruments:
Cash and cash equivalents
146.0
146.0
132.4
132.4
Trade receivables
252.2
252.2
241.0
241.0
Loan receivable
38.3
38.3
–
–
Other receivables
15.3
15.3
19.9
19.9
Other investments
0.6
0.6
0.9
0.9
Trade payables
(167.2)
(167.2)
(163.2)
(163.2)
Amounts owed to joint ventures
(16.1)
(16.1)
(15.3)
(15.3)
Other financial liabilities and provisions
(67.7)
(67.7)
(73.2)
(73.2)
Borrowings
(595.3)
(595.3)
(516.5)
(516.5)
Derivative financial instruments:
Forward foreign currency contracts
(1.4)
(1.4)
(0.5)
(0.5)
Interest rate swaps
–
–
(1.8)
(1.8)
Net financial liabilities
(395.3)
(395.3)
(376.3)
(376.3)
Unlisted investments are stated at fair value. For floating rate financial assets and liabilities, and for fixed
rate financial assets and liabilities with a maturity of less than 12 months, it has been assumed that fair values
are approximately the same as book values. Fair values for forward foreign currency contracts have been
estimated using applicable forward exchange rates at the year end. All other fair values have been calculated
by discounting expected cash flows at prevailing interest rates.
Fair value measurements recognised in the statement of financial position
The following tables provide an analysis of financial instruments that are measured subsequent to initial
recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable:
– Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for
identical assets or liabilities;
– Level 2 fair value measurements are those derived from inputs other than quoted prices that are observable
for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
– Level 3 fair value measurements are those derived from valuation techniques which include inputs for the
asset or liability that are not observable market data (unobservable inputs).
33 Derivatives and other financial instruments cont.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
Currency risk
The income and capital value of the Group’s financial instruments can be affected by exchange rate movements
as a significant portion of both its financial assets and financial liabilities are denominated in currencies other
than US Dollars, which is the Group’s presentational currency. The accounting impact of these exposures will
vary according to whether or not the Group company holding such financial assets and liabilities reports in the
currency in which they are denominated.
The Board recognises that the Group’s US Dollar statement of financial position will be affected by short-
term movements in exchange rates, particularly the value of Sterling, Euro and Indian Rupee. The Group’s
investments reflect the requirements of its customers, which results in investments in potentially more volatile
developing market currencies. However, as a diverse global business, there are many natural offsets within the
Group that tend to mitigate the risk associated with any individual currency volatility.
The Group uses forward foreign currency contracts to mitigate the currency exposure that arises on business
transacted by group companies in currencies other than their functional currency. Such foreign currency
contracts are only entered into when there is a commitment to the underlying transaction. The contracts used
to hedge future transactions typically have a maturity of between three months and one year.
Interest rate risk
In 2024, the Group financed its operations through shareholders’ funds, bank borrowings, Senior Notes and
overdrafts. The Group’s trading subsidiaries use a mixture of fixed and floating rate debt. The Group also has
access to committed bank facilities amounting to some $420.0 million, of which $nil had been drawn down at
year end, and $600.0 million of Senior Notes (see note 23).
Interest rate risk is managed by maintaining an appropriate mix between fixed and floating rate borrowings
using interest rate swap contracts. Interest rate swaps are accounted for as fair value or cash flow hedges,
depending on initial designation. Hedging activities are evaluated regularly to align with interest rate views
and risk appetite. In order to achieve hedge effectiveness, when entering into interest rate swap contracts, the
cash flows, interest rate references and maturity of the underlying exposure of the hedged item are considered
so as to match the hedging instrument. The ratio of fixed to floating rate hedging is established according to
Group policy which prescribes a banded range for the fixed to floating ratio. The ratio of fixed to floating will
decrease over a rolling 5-year period.
As at 31 December 2024 the Group did not have any interest rate swap contracts designated as fair value or
cash flow hedges.
The Group’s interest income does not vary significantly from the returns it would generate through investing
surplus cash at floating rates of interest since the interest rates are re-set on a regular basis.
Level 1 financial instruments are valued based on quoted bid prices in an active market. Level 2 financial
instruments are measured by discounted cash flow. For interest rates swaps future cash flows are estimated
based on forward interest rates (from observable yield curves at the end of the reporting period) and contract
interest rates, discounted at a rate that reflects the credit risk of the various counterparties. For foreign exchange
contracts future cash flows are estimated based on forward exchange rates (from observable forward exchange
rates at the end of the reporting period) and contract forward rates, discounted at a rate that reflects the credit
risk of the various counterparties.
The main risks arising from the Group’s financial instruments are as follows:
– currency risk;
– interest rate risk;
– capital risk;
– market price risk;
– liquidity risk; and
– credit risk.
The Group’s policies for managing those risks are described on pages 170 to 174 and, except as noted, have
remained unchanged since the beginning of the year to which these financial statements relate.
33 Derivatives and other financial instruments cont.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
A reasonably possible change of one per cent in market interest rates would reduce profit before tax by
approximately $0.8 million (2023: $1.8 million), and would reduce shareholders’ funds by approximately
$0.8 million (2023: $1.8 million). If interest rates fluctuate by a different rate, the aforementioned approximate
impact can be linearly interpolated.
Trade and other receivables and trade and other payables are excluded from the following disclosure (other
than the currency disclosures) as there is limited interest rate risk.
Capital risk management
The Group manages its capital so as to ensure that the Company and the Group will be able to continue as
a going concern.
The Group’s capital structure comprises cash and cash equivalents and borrowings (see summary of net debt
on page 165), and share capital and reserves attributable to the equity shareholders of the Company.
Currency exposure
The table below shows the extent to which Group companies have financial assets and liabilities, excluding forward
foreign currency contracts, in currencies other than their functional currency. Foreign exchange differences arising
on retranslation of these assets and liabilities are taken to the Group income statement. The table excludes loans
between Group companies that form part of the net investment in overseas subsidiaries on which the exchange
differences are dealt with through reserves, but includes other Group balances that eliminate on consolidation.
Functional currency 2024
Net foreign currency financial assets/(liabilities)
Sterling
US$m
US dollars
US$m
Euro
US$m
Indian Rupees
US$m
Other
US$m
Total
US$m
Sterling
–
2.5
2.9
–
–
5.4
United States dollars
(16.4)
–
(1.8)
0.9
6.4
(10.9)
Euros
–
(3.4)
–
–
0.4
(3.0)
Indian Rupees
–
3.2
(0.5)
–
–
2.7
Other currencies
(1.7)
12.8
3.9
–
8.6
23.6
(18.1)
15.1
4.5
0.9
15.4
17.8
33 Derivatives and other financial instruments cont.
Functional currency 2023
Net foreign currency financial assets/(liabilities)
Sterling
US$m
US dollars
US$m
Euro
US$m
Indian Rupees
US$m
Other
US$m
Total
US$m
Sterling
–
(9.4)
0.8
–
0.5
(8.1)
United States dollars
(16.0)
–
(7.0)
0.7
6.0
(16.3)
Euros
–
17.5
–
–
(0.6)
16.9
Indian Rupees
(0.2)
3.3
–
–
0.9
4.0
Other currencies
(0.8)
20.7
8.4
–
4.6
32.9
(17.0)
32.1
2.2
0.7
11.4
29.4
The following table shows the impact on pre-tax profit and shareholders’ funds of reasonably possible changes
in exchange rates against each of the major foreign currencies in which the Group transacts:
2024
Sterling
US$m
Euro
US$m
Indian Rupees
US$m
Increase in US dollar exchange rate
10%
10%
10%
(Decrease)/increase in profit before tax
(2.1)
0.2
(0.2)
Increase in shareholders’ funds
6.8
4.3
6.5
2023
Sterling
US$m
Euro
US$m
Indian Rupees
US$m
Increase in US dollar exchange rate
10%
10%
10%
Decrease in profit before tax
(0.8)
(2.5)
(0.3)
Increase in shareholders’ funds
13.9
7.9
5.3
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
Details of fixed and non interest-bearing liabilities (excluding derivatives and trade and other payables) are
provided below:
Year ended 31 December
2024
2023
Fixed rate
financial
liabilities
Financial
liabilities
on which
no interest
is paid
Fixed rate
financial
liabilities
Financial
liabilities
on which
no interest
is paid
Weighted
average
interest
rate
%
Weighted
average
period for
which rate
is fixed
(months)
Weighted
average
period until
maturity
(months)
Weighted
average
interest
rate
%
Weighted
average
period for
which rate
is fixed
(months)
Weighted
average
period until
maturity
(months)
Currency:
Sterling
–
–
18
–
–
18
United States dollars
5.15
61
–
4.79
49
–
Weighted average
5.15
61
18
4.79
49
18
Currency profile of foreign exchange derivatives
Year ended 31 December
Assets
Liabilities
2024
US$m
2023
US$m
2024
US$m
2023
US$m
Currency:
Sterling
11.3
18.0
–
–
United States dollars
18.8
26.1
(66.4)
(42.7)
Euros
0.2
–
(12.6)
(16.3)
Indian Rupee
–
3.2
–
–
Other currencies
52.8
21.9
(5.5)
(10.7)
83.1
69.2
(84.5)
(69.7)
Market price risk
The Group has equity investments at 31 December 2024 of $0.6 million (2023: $0.9 million) held for strategic
rather than trading purposes. The Group does not actively trade these investments and is not materially exposed
to price risk.
The sensitivity analyses below have been determined based on the exposure to reasonably possible price
changes for the investments held at the year end.
Currency profile of financial assets
The currency profile of the Group’s financial assets was as follows:
31 December
2024
2023
Investments
US$m
Cash
and cash
equivalents
US$m
Trade
and other
receivables
US$m
Derivative
financial
instruments
US$m
Total
US$m
Investments
US$m
Cash
and cash
equivalents
US$m
Trade
and other
receivables
US$m
Derivative
financial
instruments
US$m
Total
US$m
Currency:
Sterling
–
–
42.1
–
42.1
–
0.9
6.2
2.9
10.0
United States dollars
–
81.7
138.1
10.5
230.3
–
70.9
127.8
(18.7)
180.0
Euros
0.1
3.9
26.4
(12.6)
17.8
0.1
9.4
36.5
(0.4)
45.6
Indian Rupees
0.5
17.8
29.9
–
48.2
0.5
19.5
26.0
0.5
46.5
Other currencies
–
42.6
69.3
3.0
114.9
0.3
31.7
64.4
17.0
113.4
Total financial assets
0.6
146.0
305.8
0.9
453.3
0.9
132.4
260.9
1.3
395.5
The investments included above comprise unlisted investments in shares and bonds. Trade and other
receivables in the above table include the pension loan receivable.
Currency and interest rate profile of financial liabilities
The currency and interest rate profile of the Group’s financial liabilities was as follows:
31 December
2024
2023
Floating
rate
US$m
Fixed rate
US$m
Interest
free
US$m
Lease
liabilities
US$m
Derivative
financial
instruments
US$m
Total
US$m
Floating
rate
US$m
Fixed rate
US$m
Interest
free
US$m
Lease
liabilities
US$m
Derivative
financial
instruments
US$m
Total
US$m
Currency:
Sterling
–
–
2.1
2.7
(11.3)
(6.5)
0.8
–
6.1
3.6
(15.1)
(4.6)
United States
dollars
–
595.1
115.1
23.9
58.0 792.1
102.4
410.0
102.8
25.5
(0.4) 640.3
Euros
0.2
–
17.5
8.5
(0.2)
26.0
3.3
–
21.5
10.3
15.9
51.0
Indian Rupees
–
–
34.3
5.8
–
40.1
–
–
43.0
2.2
(2.7)
42.5
Other
currencies
–
–
82.0
42.3
(44.2)
80.1
–
–
78.3
45.2
5.9
129.4
Total financial
liabilities
0.2
595.1
251.0
83.2
2.3
931.8
106.5
410.0
251.7
86.8
3.6
858.6
The benchmark for determining floating rate liabilities in the UK is the risk-free rate for both sterling and
US$ amounts.
33 Derivatives and other financial instruments cont.
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Notes to the financial statements cont.
Maturity of undiscounted financial liabilities (excluding derivatives)
The expected maturity of the Group’s financial liabilities, using undiscounted cash flows, was as follows:
Year ended 31 December
2024
US$m
2023
US$m
In one year or less, or on demand
271.6
417.6
In more than one year but not more than two years
17.7
16.1
In more than two years but not more than five years
293.4
313.8
In more than five years
370.6
131.9
953.3
879.4
The above table comprises the gross amounts payable in respect of borrowings (including interest thereon),
lease liabilities, trade and other non-statutory payables and certain provisions, over the period to the maturity
of those liabilities.
Maturity of undiscounted financial derivatives
The maturity of the Group’s financial derivatives (on a gross basis), which include interest rate and foreign
exchange swaps, using undiscounted cash flows, was as follows:
Year ended 31 December
Assets
Liabilities
2024
US$m
2023
US$m
2024
US$m
2023
US$m
In one year or less, or on demand
83.0
69.2
(84.4)
(71.9)
83.0
69.2
(84.4)
(71.9)
Year ended 31 December
2024
US$m
2023
US$m
Impact of a 10% increase in prices:
Increase in pre-tax profit for the year
–
–
Increase in equity shareholders’ funds
0.1
0.1
Liquidity risk
The Group typically holds cash balances in deposits with a short maturity. Additional resources can be drawn
through committed borrowing facilities at operating subsidiary level. During the year the Group has complied
with all externally imposed capital requirements.
The Group had the following undrawn committed borrowing facilities in respect of which all conditions
precedent had been met at the year-end:
Year ended 31 December
2024
US$m
2023
US$m
Expiring between one and two years
–
–
Expiring between two and five years
420.0
335.0
Maturity of undiscounted financial assets (excluding derivatives)
The expected maturity of the Group’s financial assets, using undiscounted cash flows, was as follows:
Year ended 31 December
2024
US$m
2023
US$m
In one year or less, or on demand
403.0
387.9
In more than one year but not more than two years
10.5
5.4
In more than two years but not more than five years
38.3
–
In more than five years
0.6
0.9
452.4
394.2
33 Derivatives and other financial instruments cont.
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
Customers requesting credit facilities are subject to a credit quality assessment, which may include a review
of their financial strength, previous credit history with the Group, payment record with other suppliers, bank
references and credit rating agency reports. All active customers are subject to an annual, or more frequent
if appropriate, review of their credit limits and credit periods.
The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which
requires the use of the lifetime expected loss provision for all trade receivables (see note 19).
When determining expected losses for trade receivables, the Group takes into account the historical default
experience and the financial position of the counterparties, as well as the future prospects considering various
sources of information.
The Group does not have a significant credit risk exposure to any single customer.
Hedges
During 2024, the Group has hedged the following exposures:
– interest rate risk – using interest rate swaps which are designated as fair value or cash flow hedges; and
– currency risk – using forward foreign currency contracts.
The interest rate swaps matured in December 2024 and therefore the Group does not have any interest rate
swaps designated as fair value or cash flow hedges at 31 December 2024. At 31 December 2024, the fair value
of forward foreign currency contracts was a net liability of $1.4 million (2023: $0.5 million).
Credit risk
Year ended 31 December
2024
US$m
2023
US$m
The Group considers its maximum exposure to credit risk to be as follows:
Cash and cash equivalents
146.0
132.4
Derivative financial instruments
0.9
1.3
Trade receivables (net of impairment provision)
252.2
241.0
Loan receivable
38.3
–
Other receivables
15.3
19.9
452.7
394.6
Financial assets considered not to have exposure to credit risk:
Other investments
0.6
0.9
Total financial assets
453.3
395.5
Analysis of trade receivables over permitted credit period:
Trade receivables up to 1 month over permitted credit period
15.3
19.6
Trade receivables between 1 and 2 months over permitted credit period
5.2
3.7
Trade receivables between 2 and 3 months over permitted credit period
1.9
1.7
Trade receivables between 3 and 6 months over permitted credit period
2.0
1.6
Trade receivables in excess of 6 months over permitted credit period
1.6
1.3
Total trade receivables (net of impairment provision) in excess of permitted credit period
26.0
27.9
Trade receivables within permitted credit period
226.2
213.1
Total net trade receivables
252.2
241.0
Analysis of trade receivables impairment provision:
Trade receivables up to 1 month over permitted credit period
0.5
0.6
Trade receivables between 1 and 2 months over permitted credit period
0.1
0.1
Trade receivables between 2 and 3 months over permitted credit period
0.4
0.1
Trade receivables between 3 and 6 months over permitted credit period
1.1
0.6
Trade receivables in excess of 6 months over permitted credit period
8.0
5.9
Total impairment provision
10.1
7.3
Trade receivables consist of a large number of customers, spread across diverse geographical areas and
industries.
33 Derivatives and other financial instruments cont.
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
The total cost recognised in the consolidated Income Statement in respect of equity settled share-based
payment plans was as follows:
Year ended 31 December
2024
US$m
2023
US$m
Long Term Incentive Plan (LTIP)
7.0
6.1
Deferred bonuses
0.9
0.9
7.9
7.0
The average share price for the year ended 31 December 2024 was 86.4p (2023: 72.1p).
LTIP
Under the terms of the Coats Group LTIP, executive directors and key senior executives may be awarded
each year conditional entitlements over ordinary shares in the Company in the form of nil cost options. The
vesting of awards is usually subject to the satisfaction of a three year performance period, determined by the
Remuneration Committee at the time of grant. Where performance conditions have applied, these include both
market and non-market based measures.
Details of options outstanding under equity settled awards:
2024
Options
2023
Options
Outstanding at 1 January
35,570,376
40,895,571
Granted during the year
11,317,541
11,100,414
Vested during the year
(432,103)
(10,718,829)
Lapsed during the year
(4,474,341)
(2,819,551)
Exercised during the year
(9,025,994)
(2,887,229)
Outstanding at 31 December
32,955,479
35,570,376
Exercisable at 31 December
5,731,656
3,188,382
The options outstanding at 31 December 2024 had a weighted average remaining contractual life of 7.6 years
(2023: 7.5 years).
The fair value of the market-based component of these awards was calculated using the Monte Carlo simulation
method to reflect the likelihood of the market-based Total Shareholder Return (TSR) performance condition,
which attach to 25% (2023: 30%) of the award, being met, using the following assumptions:
2024
2023
Vesting period
3 Years
3 Years
Share price at valuation date
78.8p
78.4p
Exercise price
Nil
Nil
Risk free rate
3.93%
3.29%
Expected dividend yield
0%
0%
Expected volatility
34.16%
35.84%
Fair value per share
49.2p
56.5p
Deferred bonuses
Under the terms of the Coats Group Deferred Bonus Plan, any bonuses awarded to executive directors and
key senior management will be the subject of a mandatory 25% to 50% deferred into shares, to be held for a
three year retention period. Annual bonuses will be determined by reference to performance, in the normal
course measured over one financial year. Awards are normally exercisable after three years.
The options outstanding at 31 December 2024 had a weighted average remaining contractual life of 7.9 years
(2023: 8.4 years).
35 Post balance sheet events
There are no material post balance sheet events requiring adjustment or disclosure.
36 Alternative performance measures
This Annual Report contains both statutory measures and alternative performance measures which, in
management’s view, provide valuable additional information for users of the financial statements in understanding
the Group’s performance.
The Group’s alternative performance measures and key performance indicators are aligned to the Group’s
strategy and together are used to measure the performance of the business. A number of these measures
form the basis of performance measures for remuneration incentive schemes.
34 Share-based payments
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
Alternative performance measures are non-GAAP (Generally Accepted Accounting Practice) measures and
provide supplementary information to assist with the understanding of the Group’s financial results and with
the evaluation of operating performance for all the periods presented. Alternative performance measures,
however, are not a measure of financial performance under United Kingdom adopted international accounting
standards (‘IFRS’) and should not be considered as a substitute for measures determined in accordance with
IFRS. As the Group’s alternative performance measures are not defined terms under IFRS they may therefore
not be comparable with similarly titled measures reported by other companies.
A reconciliation of alternative performance measures to the most directly comparable measures reported in
accordance with IFRS is provided below.
a) Organic growth on a constant exchange rate (CER) basis
Organic growth measures the change in revenue and operating profit before exceptional and acquisition
related items after adjusting for acquisitions. The effect of acquisitions is equalised by:
– removing from the year of acquisition, their revenue and operating profit; and
– in the following year, removing the revenue and operating profit for the number of months equivalent to the
pre-acquisition period in the prior year.
There were no acquisitions in the year ended 31 December 2024 and 2023.
The effects of currency changes are removed through restating prior year revenue and operating profit at
current year exchange rates. The principal exchange rates used are set out in note 1.
Organic revenue growth on a CER basis measures the ability of the Group to grow sales by operating in
selected geographies and segments and offering differentiated cost competitive products and services.
Adjusted organic operating profit growth on a CER basis measures the profitability progression of the Group.
Adjusted operating profit is calculated by adding back exceptional and acquisition related items (see note 4 for
further details).
Year ended 31 December
2024
US$m
2023
US$m
%
Growth
Revenue from continuing operations
1,500.9
1,394.2
8%
Constant currency adjustment
–
(17.7)
Organic revenue on a CER basis
1,500.9
1,376.5
9%
Year ended 31 December
2024
US$m
2023
US$m
%
Growth
Operating profit from continuing operations1
199.8
184.0
9%
Exceptional and acquisition related items (note 4)
69.8
49.4
Adjusted operating profit from continuing operations
269.6
233.4
16%
Constant currency adjustment
–
(4.1)
Organic adjusted operating profit on a CER basis
269.6
229.3
18%
1. Refer to the consolidated income statement for a reconciliation of profit before taxation to operating profit from continuing operations.
b) Adjusted EBITDA
Adjusted EBITDA is presented as an alternative performance measure to show the operating performance of the
Group excluding the effects of depreciation of property, plant and equipment and right-of-use, amortisation
and impairments and excluding exceptional and acquisition related items.
Operating profit from continuing operations before exceptional and acquisition related items and before
depreciation of property, plant and equipment and right-of-use assets and amortisation (Adjusted EBITDA)
is as set out below:
Year ended 31 December
2024
US$m
2023
US$m
Profit before taxation from continuing operations
172.1
155.8
Share of profit of joint ventures
(1.9)
(1.1)
Finance income (note 6)
(3.1)
(4.6)
Finance costs (note 7)
32.7
33.9
Operating profit from continuing operations1
199.8
184.0
Exceptional and acquisition related items (note 4)
69.8
49.4
Adjusted operating profit from continuing operations
269.6
233.4
Depreciation of owned property, plant and equipment
25.4
27.0
Amortisation of intangible assets
1.6
1.4
Adjusted EBITDA including IFRS 16 depreciation of right-of-use assets (Pre-IFRS 16 basis)
296.6
261.8
Depreciation of right-of-use assets
18.0
18.8
Adjusted EBITDA
314.6
280.6
1. Refer to the consolidated income statement for a reconciliation of profit before taxation to operating profit from continuing operations.
36 Alternative performance measures cont.
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
Net debt including lease liabilities under IFRS 16 at 31 December 2024 was $532.5 million (2023: $470.9 million).
This gives a leverage ratio of net debt including lease liabilities to adjusted EBITDA at 31 December 2024 of 1.7
(2023: 1.7).
Net debt excluding lease liabilities under IFRS 16 at 31 December 2024 was $449.3 million (2023: $384.1 million).
This gives a leverage ratio on a pre-IFRS 16 basis at 31 December 2024 of 1.5 (2023: 1.5).
For the definition and calculation of net debt excluding lease liabilities see note 30 (g).
For financial covenant purposes under the Group’s borrowing arrangements, leverage is measured at the Coats
Group Finance Company consolidated level under frozen accounting standards and excludes the effects of
IFRS 16. Adjusted EBITDA at the Coats Group Finance Company Limited consolidated level for the year ended
31 December 2024 for covenant purposes was $290.8 million (2023: $260.0 million). Net debt excluding IFRS
16 lease liabilities at the Coats Group Finance Company Limited consolidated level at 31 December 2024 for
covenant purposes was $454.3 million (2023: $388.8 million). This gives a leverage ratio at 31 December 2024
of 1.6 (2023: 1.5) for covenant purposes. The financial covenant under the Group’s borrowing arrangements is
for leverage to be less than 3.0 and this covenant was met at 31 December 2024 and 31 December 2023.
c) Adjusted effective tax rate
The adjusted effective tax rate removes the tax impact of exceptional and acquisition related items to arrive at
a tax rate based on the adjusted profit before taxation.
Year ended 31 December
2024
US$m
2023
US$m
Profit before taxation from continuing operations
172.1
155.8
Exceptional and acquisition related items (note 4)
69.8
49.4
Net interest on pension scheme assets and liabilities*
–
(4.4)
Adjusted profit before taxation from continuing operations
241.9
200.8
Taxation charge from continuing operations
71.9
55.0
Tax (charge)/credit in respect of exceptional and acquisition related items
(1.8)
2.9
Tax credit in respect of net interest on pension scheme assets and liabilities*
–
0.2
Adjusted tax charge from continuing operations
70.1
58.1
Adjusted effective tax rate
29%
29%
*In September 2024 the Group and the UK pension scheme Trustees agreed to purchase a bulk annuity
policy (“buy-in”), which insures the remaining 80% of the UK scheme’s pension liabilities. As a result of the
buy-in, all the financial and demographic risks relating to the UK pension scheme’s liabilities are now fully
hedged (see note 10). The Group no longer adjusts net interest on pension scheme assets and liabilities in
arriving at the adjusted effective tax rate as volatility in this interest for the Coats UK pension scheme has now
been eliminated. This is the basis on which management now monitors and manages the effective tax rate.
For the year ended 31 December 2023 and prior periods, net interest on pension scheme assets and liabilities
was adjusted in arriving at the adjusted effective tax rate. The adjusted effective tax rate for the year ended
31 December 2023 would have been 28% if the same basis of calculation used for the year ended 31 December
2024 had been applied.
d) Adjusted earnings per share
The calculation of adjusted earnings per share is based on the profit from continuing operations attributable to
equity shareholders before exceptional and acquisition related items as set out below. Adjusted earnings per
share growth measures the progression of the benefits generated for shareholders.
Year ended 31 December
2024
US$m
2023
US$m
Profit from continuing operations
100.2
100.8
Non-controlling interests
(19.6)
(17.6)
Profit from continuing operations attributable to equity shareholders
80.6
83.2
Exceptional and acquisition related items net of non-controlling interests (note 4)
69.8
48.8
Tax charge/(credit) in respect of exceptional and acquisition related items
1.8
(2.9)
Adjusted profit from continuing operations
152.2
129.1
Weighted average number of Ordinary Shares
1,604,461,401
1,604,955,182
Adjusted earnings per share (cents)
9.49
8.04
Adjusted earnings per share (growth %)
18%
The weighted average number of Ordinary Shares used for the calculation of adjusted earnings per share
for the year ended 31 December 2024 is 1,604,461,401 (2023: 1,604,955,182), the same as that used for basic
earnings per ordinary share from continuing operations (see note 11).
36 Alternative performance measures cont.
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Coats Group plc Annual Report and Accounts 2024
Notes to the financial statements cont.
f) Adjusted return on capital employed
Adjusted return on capital employed (ROCE) is defined as operating profit before exceptional and acquisition
related items adjusted for the full year impact of acquisitions divided by period end capital employed as set out
below. Adjusted ROCE measures the ability of the Group’s assets to deliver returns.
Year ended 31 December
2024
US$m
2023
US$m
Operating profit from continuing operations before exceptional and acquisition related items
adjusted for full year impact of acquisitions1
269.6
233.4
Non-current assets:
Acquired intangible assets
317.2
349.6
Property, plant and equipment
226.3
243.2
Right-of-use assets
68.9
74.4
Trade and other receivables
25.0
19.5
Current assets:
Inventories
176.1
173.5
Trade and other receivables
292.2
292.0
Current liabilities:
Trade and other payables
(299.2)
(285.6)
Lease liabilities
(16.6)
(17.5)
Non-current liabilities
Trade and other payables
(7.4)
(3.2)
Lease liabilities
(66.6)
(69.3)
Capital employed
715.9
776.6
Adjusted ROCE
38%
30%
1. Refer to the consolidated income statement for a reconciliation of profit before taxation to operating profit from continuing operations.
e) Adjusted free cash flow
Net cash generated by operating activities, a GAAP measure, reconciles to changes in net debt resulting from
cash flows (free cash flow) as set out in the consolidated cash flow statement. A reconciliation of free cash flow
to adjusted free cash flow is set out below.
Consistent with previous periods, adjusted free cash flow is defined as cash generated from continuing activities
less capital expenditure, interest, tax, dividends to minority interests and other items, and excluding exceptional
and discontinued items, acquisitions, purchase of own shares by the Employee Benefit Trust and payments to
the UK pension scheme.
Adjusted free cash flow measures the Group’s cash generation that is available to service shareholder dividends,
pension obligations and acquisitions.
Year ended 31 December
2024
US$m
2023
US$m
Change in net debt resulting from cash flows (free cash flow)
(57.6)
15.0
Disposal of businesses (note 31)
–
1.2
Net cash outflow from discontinued operations (note 31)
1.4
4.1
Payments to UK pension scheme
135.6
48.9
Net cash flows in respect of other exceptional and acquisition related items
20.9
12.6
Purchase of own shares by Employee Benefit Trust
8.7
10.1
Dividends paid to equity shareholders
46.2
40.3
Tax inflow in respect of adjusted cash flow items
(2.0)
(1.7)
Adjusted free cash flow
153.2
130.5
36 Alternative performance measures cont.
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OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Company balance sheet
Company statement of changes in equity
31 December
Notes
2024
US$m
2023
US$m
Fixed assets:
Investments
4
1,354.0
1,354.0
Current assets:
Trade and other receivables
1.1
0.8
Cash at bank and in hand
0.1
0.1
1.2
0.9
Creditors: amounts falling due within one year:
Loans from subsidiary undertakings
–
(7.5)
Trade and other payables
(1.1)
(0.8)
Net current assets/(liabilities)
0.1
(7.4)
Net assets
1,354.1
1,346.6
Capital and reserves:
Share capital
5
99.0
99.0
Share premium account
111.4
111.4
Capital redemption reserve
14.1
14.1
Share options reserve
18.5
18.5
Capital reduction reserve
59.8
59.8
Own shares
5
(5.3)
(6.1)
Profit and loss account
1,056.6
1,049.9
Shareholders’ funds
1,354.1
1,346.6
The Company reported a profit for the financial year ended 31 December 2024 of $54.1 million (2023: $41.2 million).
David Paja
Jackie Callaway
Group Chief Executive Officer
Group Chief Financial Officer
Approved by the Board 5 March 2025
Company Registration No.103548
Share
capital
US$m
Share
premium
account
US$m
Capital
redemption
reserve
US$m
Share
options
reserve
US$m
Capital
reduction
reserve
US$m
Own
shares
US$m
Profit and loss
account
US$m
Total
equity
US$m
1 January 2023
99.0
111.4
14.1
18.5
59.8
(0.1)
1,049.9
1,352.6
Profit and total
comprehensive
expense for
the year
–
–
–
–
–
–
41.2
41.2
Dividends to equity
shareholders
–
–
–
–
–
–
(40.6)
(40.6)
Purchase of own
shares
–
–
–
–
–
(10.1)
–
(10.1)
Movement in
own shares
–
–
–
–
–
4.1
(0.6)
3.5
31 December 2023
99.0
111.4
14.1
18.5
59.8
(6.1)
1,049.9
1,346.6
Profit and total
comprehensive
expense for
the year
–
–
–
–
–
–
54.1
54.1
Dividends to equity
shareholders
–
–
–
–
–
–
(46.5)
(46.5)
Purchase of own
shares
–
–
–
–
–
(8.7)
–
(8.7)
Movement in
own shares
–
–
–
–
–
9.5
(0.9)
8.6
31 December 2024
99.0
111.4
14.1
18.5
59.8
(5.3)
1,056.6
1,354.1
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Notes to the company financial statements
1 Accounting policies
The principal accounting policies of the Company are summarised below. They have all been applied consistently
throughout the year and to the preceding year.
a) General information and basis of accounting
The financial statements have been prepared under the historical cost convention, modified to include certain
items at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) as issued by the Financial
Reporting Council. The going concern basis is set out in note 1 of the Group consolidated financial statements.
The Company is deemed a qualifying entity under FRS 102, and so may take advantage of the reduced
disclosures permitted under the standard.
As a result, the following disclosures have not been provided:
– A statement of cash flows and related disclosures under Section 7 Statement of Cash Flows and Section 3
Financial Statement Presentation paragraph 3.17(d); and
– Disclosures about share-based payments under Section 26 (paragraphs 26.18(b), 26.19 to 26.21 and 26.23)
of FRS 102 have not been provided as equivalent disclosures are included in the consolidated financial
statements of Coats Group plc.
Functional currency
The functional currency of the Company continued to be United States dollars (USD) during the year ended
31 December 2024.
b) Fixed assets – investments
Investments in subsidiary undertakings are reflected at cost less provisions for any impairment.
c) Financial assets and liabilities
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual
provisions of the instrument. All financial assets and financial liabilities are initially measured at transaction
price. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured
at the present value of future payments discounted at a market rate of interest for a similar debt instrument.
d) Impairment of assets
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance
sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the profit and loss
and the assets is reduced to its recoverable amount. The recoverable amount is the higher of its fair value less
costs to sell and its value in use.
e) Share-based payments
Cash-settled
Cash-settled share-based payments are measured at fair value (excluding the effect of non market-based
vesting conditions) at each reporting date. The fair value is expensed on a straight-line basis over the vesting
period, with a corresponding increase in liabilities.
Equity-settled
The Group operates an equity-settled Long Term Incentive Plan for executives and senior management,
settlement is in the form of Coats Group plc shares. Awards under this plan are subject to both market-based
and non-market-based vesting criteria.
The fair value at the date of grant is established by using an appropriate simulation method to reflect the
likelihood of market-based performance conditions being met. As the Long Term Incentive Plan relates to
employees of a subsidiary, when there is no recharge of the cost, the fair value is charged to Investments on
a straight-line basis over the vesting period, with appropriate adjustments being made during this period to
reflect expected vesting for non market-based performance conditions and forfeitures. The corresponding
credit is to shareholders’ funds.
To satisfy awards under this Plan, shares may be purchased in the market by an Employee Benefit Trust
(EBT) over the vesting period. Coats Group plc is the sponsoring employer of the EBT and its activities are
considered an extension of the Company’s activities. Therefore the shares purchased by the EBT are included
as a deduction from shareholders’ funds and other assets and liabilities of the EBT are recognised as assets
and liabilities of Coats Group plc.
f) Taxation
Provision is made for taxation assessable on the profit or loss for the year as adjusted for disallowable and
non-taxable items. Deferred taxation is provided in full in respect of timing differences which have arisen but
not reversed at the balance sheet date, except that deferred tax assets (including those attributable to tax
losses carried forward) are only recognised if it is considered more likely than not that they will be recovered.
Deferred taxation is measured on a non-discounted basis.
g) Dividends
Dividends proposed are recognised in the period in which they are formally approved for payment.
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Notes to the company financial statements cont.
5 Share capital and reserves
There are 1,597,810,385 Ordinary Shares of 5p issued and fully paid at 31 December 2024 (2023: 1,597,810,385).
The own shares reserve at 31 December 2024 of $5.3 million (2023: $6.1 million) represents the cost of shares
in Coats Group plc purchased in the market and held by an Employee Benefit Trust to satisfy awards under the
Group’s share based incentive plans. The number of shares held by the Employee Benefit Trust at 31 December
2024 was 4,905,769 (2023: 6,124,223).
As at 31 December 2024 the Company had distributable profits of $288.7 million (2023: $281.3 million).
6 Related party transactions
Amounts due from and to other Group companies are disclosed on the face of the Balance Sheet on page 179.
h) Critical accounting judgements and key sources of estimation uncertainty
Carrying value of investments:
The carrying values of investments are assessed annually for indicators of impairment. If an impairment review
is required judgement is involved in calculating the recoverable amount. No indicators of impairment were
identified during the year ended 31 December 2024.
There are no sources of estimation uncertainty at the balance sheet date, that may have a significant risk of
causing material adjustment to the carrying amounts of assets and liabilities within the next financial year.
2 Result for the year
The Company has not presented its own profit and loss account as permitted by section 408 of the Companies
Act 2006. The profit for the year attributable to shareholders was $54.1 million (2023: $41.2 million). Fees paid
for the audit of the Company’s annual accounts are disclosed on page 142.
Details of directors’ remuneration are set out on pages 86 to 100 within the Remuneration Report and form part
of these financial statements.
3 Dividends
Dividends amounting to $46.5 million in respect of the year ended 31 December 2024 were payable to
Coats Group plc shareholders (2023: $40.6 million). Details of the proposed final dividend for the year ended
31 December 2024 are set out in note 12 of the consolidated financial statements.
4 Investments
Investments in
subsidiary
undertakings
US$m
At 1 January 2023, 1 January 2024 and 31 December 2024
1,354.0
1 Accounting policies cont.
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We have prepared this report with
reference to TCFD All Sector
Guidance and Supplemental
Guidance for Non-Financial
Groups.
The Board has noted recommendations in relation to
the mandatory disclosures of climate-related financial
risk arising from FCA Listing Rule 6.6.6R. In complying
with the requirements of the new Listing Rule on
climate-related disclosures, we consider our
disclosure to be consistent with all of the Task Force
on Climate-related Financial Disclosures (TCFD)
Recommendations and Recommended Disclosures as
detailed in ‘Recommendations of the Task Force on
Climate-related Financial Disclosures’, 2017. We have
also used additional guidance from ‘Implementing the
Recommendations of the Task Force on Climate-
related Financial Disclosures’, 2021. This report
covers all three divisions over which Coats has
operational control.
In this report references are made to other content in
this Annual Report and Accounts (ARA) and in our
Sustainability Report (SR). To make it easier to locate
these references they are always shown in the
following formats: (ARA page X) and (SR page X).
This 2024 report covers our governance of climate
change and demonstrates how Coats incorporates
climate-related risks and opportunities into the
Group’s risk management, strategic planning and
decision-making processes, aligned to our net-zero
ambition, which is described on page 16 of this report.
Climate change continues to be incorporated into the
Principal Risks and Uncertainties section of this report
on page 55.
Since its incorporation In 2023, we have continued to
work with a cross-divisional and functional TCFD
working group which supports our evaluation and
assessments of physical and transitional climate risks
and opportunities and this is a regular agenda item
for discussion at our Group Sustainability
Committee meetings.
This year we have made changes to our review of
physical risks. Instead of using in-house developed
physical risk models, we have incorporated use of the
Munich Re Location Risk Intelligence Tool to help
understand, measure and manage physical risks
associated with climate change. The Munich Re
Location Risk Intelligence Tool utilises one of the
world’s most extensive databases for natural disaster
and hazard modelling under various climate scenarios.
In 2024, we have further assessed previously reported
transition risks and opportunities with associated
financial impacts and have added new risks and
opportunities related to our materials transition
pathway, away from the use of virgin oil-based raw
materials. This section of the Annual Report
represents Coats’ fourth full set of TCFD
recommended disclosures, covering the four pillars
as shown in the adjacent table.
Recommendation
Recommended disclosures
Reference
Governance
Disclose the organisation’s
governance around climate-
related risks and opportunities
a) Describe the Board’s oversight of climate-related risks and
opportunities
Pages 55, 78,
79, 183
b) Describe management’s role in assessing and managing climate-
related risks and opportunities
Pages 55, 183,
184
Risk management
Disclose how the organisation
identifies, assesses, and
manages climate-related risks
a) Describe the organisation’s processes for identifying and
assessing climate-related risks
Pages 55, 184
b) Describe the organisation’s processes for managing climate-
related risks
Pages 55, 184
c) Describe how processes for identifying, assessing, and managing
climate-related risks are integrated into the organisation’s overall
risk management
Pages 47-55,
183-185
Strategy
Disclose the actual and potential
impacts of climate-related risks
and opportunities on the
organisation’s businesses,
strategy, and financial planning
where such information is
material
a) Describe the climate-related risks and opportunities the
organisation has identified over the short, medium and long term
Pages 55, 185-
197
b) Describe the impact of climate-related risks and opportunities on
the organisation’s businesses, strategy and financial planning
Pages 185-197
c) Describe the resilience of the organisation’s strategy, scenarios,
including a 2°C or lower scenario taking into consideration different
climate-related risks.
Page 197
Metrics and targets
Disclose the metrics and targets
used to assess and manage
relevant climate-related risks and
opportunities where such
information is material
a) Disclose the metrics used by the organisation to assess climate-
related risks and opportunities in line with its strategy and risk
management process
Page 198
b) Disclose Scope 1, Scope 2, and, if appropriate, Scope 3
greenhouse gas (GHG) emissions, and the related risks
Page 108
c) Describe the targets used by the organisation to manage climate-
related risks and opportunities and performance against targets
Page 186-188,
198
Taskforce on Climate-Related Financial Disclosures
INTRODUCTION
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Taskforce on Climate-Related Financial Disclosures cont.
GOVERNANCE
The sustainability strategy of Coats Group plc, along
with the evaluation and management of risks and
opportunities related to climate change, is overseen
and approved by the Board of Directors at Coats.
The Board endorses material decisions regarding
climate-related strategy, metrics, targets, and
expenditures, both capital and operational. It also
reviews the way in which climate-related factors are
embedded into broader strategic and operational
matters through the sub-committees outlined below.
Our short- and long-term targets for climate change
management are intrinsically linked to our net-zero
target (validated by SBTi) and associated initiatives to
reduce Scope 1, 2 and 3 emissions in line with the
Paris Agreement 1.5 degrees. Our progress against
these and against several underlying interim targets,
which make up our Net-Zero Transition Plan, are
monitored by the Board.
The Group Executive Team (GET) is responsible for
climate-related deliverables, with the Board and
relevant Board sub-committees receiving progress
updates at every Board meeting (generally eight
times per year). The GET is responsible for
operational delivery of the Group’s sustainability
strategy, including day-to-day management of
operations and responsibility for monitoring
detailed performance of all related aspects of the
Group’s business.
Necessarily, this includes many elements of practical
climate-related risk management, for example the
GET have been involved in detailed discussions on
costs associated with materials transition delivery.
Two Board sub-committees have important roles to
play in managing climate-related risks and
opportunities: The Sustainability Committee is
responsible for the sustainability strategy and
governance; this includes climate-related issues and
receipt of updates on KPI performance from the
GET, including mitigating actions relating to
climate change.
In 2024, we made some structural changes to the
composition of our Sustainability Committee to ensure
better representation across our three business
Divisions. Reflecting the importance of sustainability in
Coats, our Group Chairman, David Gosnell, chairs our
Sustainability Committee, and membership includes
two Non-Executive Directors, Fran Philip and Sarah
Highfield, our Group CEO, David Paja, our three
Divisional CEO's, Adrian Elliott (Apparel CEO), Frederic
Verague (Footwear CEO) and Soundar Rajan
(Performance Materials CEO) and Group Sustainability
Director, Christopher Dearing who also serves as
Committee Secretary.
The Audit and Risk Committee monitors and reviews
the effectiveness of climate-related risk management
systems and relevant internal controls, and approves
reporting statements, such as TCFD disclosures.
Through 2024, we introduced Group Internal Audit
assessment of climate-related data as part of the wider
group audit schedule. 2024 was the first year we have
delivered public limited assurance of our reported
Scope 1 and 2 emissions data in accordance with ISAE
3000 (revised) and ISAE 3410 standards. Details of our
external auditor’s assurance statement can be found
on page 199 of this report.
The GET provides updates on the progress of agreed
actions directly to the Board, the Sustainability
Committee, and the Executive Group Risk
Management Committee (GRMC) as deemed
appropriate. The GRMC is responsible for formulating
risk management strategies and monitoring and
refining risk management processes and metrics for
all risks, including climate-related risks specifically
and convenes on a quarterly basis. The Sustainability
Director is responsible for the delivery of climate-
related risk assessment work which is reported into
the GRMC quarterly as a short update with a full
report to the GET annually.
Our TCFD working group consists of Senior
Management from each division and includes
representation from corporate functions such as
finance, procurement, human resources and risk.
The working group works closely with the Group
Sustainability Director and is responsible for
contributing to the development of models for
assessing the physical risks and impacts of climate
Coats Board
– Overall responsibility for setting strategic direction, overseeing strategic implementation – including sustainability strategy and
delivery – and for overseeing effectiveness of climate risk management and controls, reviewing Group’s climate risk profile
and setting risk tolerance.
Sustainability Committee
– Primary responsibility is for sustainability strategy and
governance including on climate-related issues. As part
of its role in governance it receives updates on KPI
performance from the Group Executive Team and these
include our mitigating actions related to climate change.
TCFD Working Group
– Cross-divisional and cross function working
group are responsible for assessment of
climate-related risks and opportunity as well as
evaluation and reporting on their impact.
Group Executive Team
– Responsible for operational delivery of Group’s sustainability strategy, including
day-to-day management of operations and responsibility for monitoring detailed
performances of all related aspects of Group’s business. Necessarily, this
includes many elements of practical climate-related risk management.
Audit and Risk Committee
– Monitors and reviews effectiveness on climate-related
risk management systems and internal controls, as well
as approving reporting statements on those internal
controls and climate-related risk management.
Group Risk Management Committee
– Responsible for formulating risk management
strategies, monitoring and refining risk management
activities, metrics and profiles for climate-related risks
across the Group.
Key
Report for evaluation
Direct and monitor
change and determining the impacts of transitional
risks and opportunities on our business.
Monitoring of progress on agreed actions is reported
to the GET on a bi-monthly basis. The collection of
climate-related data for the timely reporting of
progress is largely achieved through an internal
cloud-based reporting system that collects data
from every operating unit on a monthly basis. This is
reported automatically to multiple internal
stakeholders including the GET via dashboards.
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Coats is dedicated to managing the climate-related
risks and opportunities impacting our business,
customers, suppliers, and our stakeholders.
We have implemented a systematic approach to
evaluate the potential effects of climate change on
our operations, markets, and products, as well as to
identify opportunities to enhance our resilience to
climate-related changes, and in doing so our
competitive positioning.
We view climate change as a long-term strategic
issue, and therefore our approach to climate risks
does not change on a short-term basis, but instead
necessitates ongoing monitoring and adaptation in
response to changes in technology and
environment. Our risk assessment approach aligns
with that outlined in both our 2022 and 2023
TCFD reports.
Taskforce on Climate-Related Financial Disclosures cont.
All physical and transition risk categories, as well as
current regulatory requirements, are taken into
account by Coats when we evaluate the climate-
related risks and opportunities that may affect us.
We look at how these risks may impact our own
operations, or the Group’s upstream and
downstream activities, and whether they may first
arise in the short- (< 10 years), medium- (~25 years)
or long-term (~50 years) time frames. These time
frames are selected because they correspond
roughly to the average remaining life of production
assets (short-term), the typical life span of
technologies (medium-term) and the possible plant
renewal cycle (long-term), as well as aligning to the
key milestones for climate science projections. In
2024, while short and medium-term time frames
remain the same for physical and transition risks and
opportunities, our physical risk categories adopt a
new long-term time frame of ~75 years to coincide
with the outputs from the Munich Re Location Risk
Intelligence Tool (see Strategy section in page 185).
We leverage the established Group Risk Tolerance
Structure to evaluate climate-related risks and
opportunities in comparison with other Group risks,
ensuring their integration into the Group’s risk
management framework. Our approach to assessing
climate-related risks is scenario-based, which
develops impact models for those risks identified.
Prioritisation of climate risks is based on the overall
impact across our 3x3 matrix of scenarios and
time horizons.
We quantify risk in line with the following financial
materiality:
Impact
Low
Medium
High
Financial
Impact or
opportunity
of <$15m
Impact or
opportunity
of $15-30m
Impact or
opportunity
of >$30m
The Board reviewed the climate-related risk trend in
the light of the external environment and the actions
being taken by the Company, including delivery on
targets during the year, and determined that the
risk trend should continue to be noted as ‘stable’.
Further details of the Group’s risk assessment
process are on page 50 of this Annual Report
Principal Risks & Uncertainties
Climate risks and opportunities are typically long-
term, and the change is gradual. We continue to
periodically review our scenario database to assess
for continued alignment with the latest scientific
consensus and completed a further such review
during 2024.
We consider short-term mitigating actions for
immediate action, and these address both risks that
have a financial impact and those that do not. There
are other potential mitigating actions that can be
actioned at a suitable time in the future depending
on how climate change develops compared to
our scenarios. The immediate agreed mitigating
actions are reported to the GRMC on a quarterly
basis and also form part of our company strategy
and are built into operational plans for the year.
Our primary mitigating actions relate to continued
focus on energy intensity reduction, transition to
renewable sources of electricity, and materials
transition to preferred raw materials, all of which
are reported to the GET on a bi-monthly basis and
largely form the basis of our SBTi Net-Zero journey.
Climate change has been identified as a Principal
Risk within the Company’s risk management
system. As a result, it is a permanent item for
review and assessment at quarterly GRMC
meetings. In addition, climate risk is reviewed
by the Board at least once per year. The Board
further reviews sustainability KPIs at every Board
meeting, including KPIs relating to climate issues
where appropriate. Through these mechanisms,
climate-related risks continue to be fully integrated
into the Company’s risk management system.
RISK MANAGEMENT
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At Coats, our commitment to sustainability is not just
a goal but a guiding principle that permeates all
aspects of our operations. We recognise the critical
nature of climate-related risks and opportunities and
understand the importance of incorporating these
into our business strategy to ensure high operational
resilience and long-term business vitality. Climate
change mitigation and adaptation are integral to the
development of our wider business strategy.
The Taskforce on Climate-related Financial
Disclosures (TCFD) framework assists us in the
identification, assessment, and management of
climate-related risks and opportunities that may
influence our future financial performance.
In conducting our evaluation of climate-related risks
and opportunities, we have considered all three
Divisions and all geographies where Coats operate.
As in previous TCFD reports, scenario analysis has
been used to improve our understanding of the
behaviour of certain risks to different climate
outcomes, which helps assess the resilience of our
business to climate change. Both physical risks and
transition risks and opportunities have been
evaluated using three climate-related scenarios,
based on the Shared Socioeconomic Pathways
(SSPs) endorsed by the Intergovernmental Panel on
Climate Change (IPCC) and used in the development
of the Sixth Assessment Report on climate change.
Taskforce on Climate-Related Financial Disclosures cont.
In previous years, our assessment of physical risks
was built on internally developed climate models
utilising a range of external data sources, However,
in 2024, we changed our approach by outsourcing
the modelling of physical risks through use of Munich
Re Location Risk Intelligence tool. This tool utilises
one of the world’s most comprehensive databases
for natural disasters and hazard modelling under
different climate scenarios and provides detailed
evaluations of different climate-related risks across a
range of different climate scenarios and timelines for
defined geographic locations. To obtain site-specific
risk data, we utilised site-specific GPS coordinates.
Potential climate-related impacts on our business are
assessed by our TCFD working group, in conjunction
with a group of subject matter experts, with
consideration given to the different climate scenarios
and timelines. A bespoke financial impact model has
been developed for each identified risk and
opportunity and these models are reviewed, and are
updated, where appropriate, on an annual basis.
The three Socioeconomic Pathway (SSP) scenarios
utilised are as outlined in the table below, for the
timelines used in our transition risk assessment.
The climate-related impacts on our operations and
supply chain are modelled for each of these
scenarios, with evaluation conducted on the risks
and opportunities that might occur, focussing across
short-, medium- and long-term time horizons.
For transitional risk (TR), these correspond to 2030,
2045 and 2070 respectively, however for physical
risk (PR) the time horizons have been slightly
extended to 2030, 2050 and 2100. The rationale for
selection of these time horizons is as follows:
Short-term 2030 (TR and PR): this aligns with our
near-term transitional strategy.
Medium-term 2045(TR) or 2050(PR): this is broadly
aligned to our Net-Zero commitment and is at the
longer end of our machinery asset lifespan. We also
see clear divergence of physical climate impacts
across the different scenarios at that point.
Long-term 2070(TR) or 2100(PR): is beyond the
lifespan of our current asset base and allows us to
model the long-term impacts. As a company with a
heritage of over 200 years, it is important for us to
look far ahead to understand issues that may impact
the long-term viability of the Company, even beyond
the life of our current asset base.
Our identified transitional risks and opportunities are
primarily associated with our low carbon scenario
and have a higher potential impact in the short term.
Conversely, our identified physical risks are
considerably more significant in high carbon
scenarios, with their potential impact increasing over
time. The materiality of risks and opportunities has
been determined by considering the financial
impact, the likelihood and the relationship of the
impact to the life of any impacted assets.
On an annual basis, our internal finance team
conduct an assessment of the scenarios,
assumptions and accompanying financial models,
with particular focus on changes made from the
previous year.
In our 2024 assessment of transition risks, we added
a new risk which relates to our materials transition
strategy, with our target of transitioning to 100%
non-virgin oil-based materials by 2030. Other
transition risk and opportunity models have been
reviewed and updated where appropriate.
Further details are outlined on the following pages:
STRATEGY
Global Temperature increase over pre-industrial levels
CO2e emissions level
SSP used
Scenario name
2030
2045
2070
Low
SSP1
Sustainability ‘Taking the Green Road’
1.47°C
1.56°C
1.49°C
Medium
SSP3
Regional Rivalry ‘A Rocky Road’
1.52°C
2.03°C
2.91°C
High
SSP5
Fossil-fueled Development ‘Taking the High Road’
1.60°C
2.25°C
3.50°C
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Risks and opportunities matrix
* SSP1 data not available under Munich Re flood risk models
**SSP2 data adopted in substitute of SSP3, as SSP3 data not available under
Munich Re drought risk models.
Financial Impact
Opportunities Low (<$15m)
Medium ($15m-$30m)
High (>$30m)
Summary of our most material risks and opportunities
Potential materiality
Risks
Low (<$15m)
Medium ($15m-$30m)
High (>$30m)
TCFD category
Potential financial impact
<10 years {short-term}
~25 years {medium-
term}
~50 years {long-
term}
Mitigation and strategic response
Related Metrics and Targets
Transition:
Current and
emerging regulation
Risk 1: Introduction of carbon taxes leading to
increased energy prices
SSP1
The strategy that the Company has in place to implement its Net-
Zero transition plan means we continually focus on reducing the
embodied carbon in our supply chain. Where possible the cost
of increased carbon taxes will be passed on to consumers.
Metric
Scope 1 & 2 GHG emissions (Tonnes)
Target
46.2% reduction in Scope 1 & 2 GHG
emissions by 2030 from our 2019 baseline
SSP3
SSP5
Transition:
Market and
technology
Opportunity 1: Growth in light-weighting products in
telecom and energy markets, enabling increase in
market share.
SSP1
-
-
Investment in technology and product development is already
covered by our Research and Development plans by 2030.
SSP3
-
-
SSP5
-
-
Transition:
Market, technology
and reputation
Risk 2: Declining sales due to shifting customer
sentiment towards more environmentally friendly
product options.
SSP1
The strategy that the Company has in place to implement its Net-
Zero transition plan means we continually focus on reducing the
embodied carbon in our supply chain. We work closely with
brands to ensure new products are designed to meet changing
customer requirements.
Metric
Scope 1, 2 & 3 GHG emissions (Tonnes)
% non-virgin oil-based materials
Target
– 46.2% reduction in Scope 1 & 2 GHG
emissions by 2030 from our 2019 baseline.
– 33% reduction in Scope 3 emissions by
2030 from 2019 baseline.
– 100% transition to non-virgin oil-based
materials by 2030
SSP3
SSP5
Taskforce on Climate-Related Financial Disclosures cont.
STRATEGY cont.
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Transition:
Market
Opportunity 2: Increased market share with apparel
and footwear brands for thread and footwear
structural components.
SSP1
Delivery of targets on operational sustainability metrics viewed
favourably by brands.
Particular focus on emissions reduction and material
transition and in both cases we have strategies in place to
meet expectations.
Metric
Scope 1, 2 & 3 GHG emissions (Tonnes)
Target
- 46.2% reduction in Scope 1 & 2 GHG
emissions by 2030 from our 2019 baseline
- 33% reduction in Scope 3 emissions by
2030 from 2019 baseline
- 100% transition to non-virgin oil-based
materials by 2030
SSP3
SSP5
Transition:
Regulation and
technology
Risk 3: Inability to source sufficient renewable energy
to meet emissions reduction targets.
SSP1
We consider this risk to be largely remediated by our current
plans for transitioning to renewable electricity including reducing
reliance on the grid through solar panels as well as the use of
renewable energy contracts where available.
Metric
% renewable electricity
Target
100% renewable electricity by 2030
SSP3
SSP5
Transition:
Regulation and
technology
Opportunity 3: Cost benefits from transitioning
from fossil fuel generated to renewable electricity.
SSP1
Our commitment to transition to 100% renewable electricity by
2030 will deliver cost saving opportunities as well as delivering
reductions in carbon emissions. At the end of 2024, we have
transitioned to 74% of renewable certified electricity across
the Group.
Metric
% renewable electricity
Target
100% renewable electricity by 2030
SSP3
SSP5
Transition:
Policy and
technology
Risk 4: Inability to source sufficient recycled raw
material at commercial price points impacting costs
and ability to fully transition to a low carbon product
range and hence achieve the SBTi targets.
SSP1
-
We continue to increase the number of approved suppliers and
worked with key suppliers to further the development of
recycled polyester and other recycling plans for other
raw materials.
Our newly inaugurated Madurai Sustainability hub, working with
our Shenzhen hub will accelerate materials transition with
exclusive focus on building a pipeline of new sustainable
materials spanning across recycled, renewable and bio-based.
Their work will involve close collaboration with key upstream
supply partners as well as the key brands that we supply.
Metric
% raw materials from non-virgin
oil-based sources
Target
100% of raw materials from non-virgin
oil-based sources by 2030
SSP3
-
SSP5
-
Establishment of short-term financial materiality is
work-in-progress and still to be determined.
In medium- and long-term the financial materiality is
expected to be low.
Taskforce on Climate-Related Financial Disclosures cont.
STRATEGY cont.
Risks and opportunities matrix cont.
* SSP1 data not available under Munich Re flood risk models
**SSP2 data adopted in substitute of SSP3, as SSP3 data not available under
Munich Re drought risk models.
Financial Impact
Opportunities Low (<$15m)
Medium ($15m-$30m)
High (>$30m)
Summary of our most material risks and opportunities
Potential materiality
Risks
Low (<$15m)
Medium ($15m-$30m)
High (>$30m)
TCFD category
Potential financial impact
<10 years {short-term}
~25 years {medium-
term}
~50 years {long-
term}
Mitigation and strategic response
Related Metrics and Targets
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Physical:
Acute
Risk 5: Flood risk causing damage to assets.
SSP1*
-
-
-
Our robust business continuity plans which are regularly updated
and refined will assist in ensuring that we have robust
contingency plans in place. Sites in area of potential current risk
have been assessed through local intelligence; all sites are
mitigated against flooding through a combination of
determination of proximity to river courses, flood defence
systems, and raised height of infrastructure.
SSP2**
SSP5
Physical:
Chronic
Risk 6: Drought stress which could lead to disruption
of water supply in some units.
SSP1*
-
-
-
Plans are in place to gradually invest in further water recycling
capability as one of our key sustainability goals and this will
focus first on the high water stress units, so the remediation of
this issue is now in progress. Contingency plans to relocate
production output if required.
Metric
% Water Recycling
Target
33% increase in water recycling rate by 2026
from 2022 baseline
SSP2**
SSP5
Physical:
Chronic
Risk 7: Extreme heat stress leading to possible need
for plant relocation to those with favourable
temperature regulation.
SSP1
Sites currently operating in areas of extreme or very high heat
risk are mitigated through adequate ventilation and cooling
systems, ensuring no loss of business of impact to operations.
Investment in continually improving such systems mitigates
against further rises in external temperatures.
SSP3
SSP5
Physical:
Acute
Risk 8: Precipitation Stress risk causing damage to
assets.
SSP1
The use of Munich Re climate data modelling has identified
precipitation stress as a current and future risk, hence the
addition in the 2024 TCFD report. Several sites currently are
located in areas identified as extreme and very high risk;
however, local intelligence outlines in most instances that risk
is mitigated through adequate drainage and continuous
preventative maintenance on roofing. Future risk can be
mitigated through investment in increased drainage and flood
defence systems.
SSP3
SSP5
Taskforce on Climate-Related Financial Disclosures cont.
STRATEGY cont.
Risks and opportunities matrix cont.
* SSP1 data not available under Munich Re flood risk models
**SSP2 data adopted in substitute of SSP3, as SSP3 data not available under
Munich Re drought risk models.
Financial Impact
Opportunities Low (<$15m)
Medium ($15m-$30m)
High (>$30m)
Summary of our most material risks and opportunities
Potential materiality
Risks
Low (<$15m)
Medium ($15m-$30m)
High (>$30m)
TCFD category
Potential financial impact
<10 years
{short-term}
~25 years
{medium-term}
~50 years
{long-term}
Mitigation and strategic response
Related Metrics and Targets
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TRANSITIONAL RISKS
Risk 1) Emerging regulation: introduction of
carbon taxes leading to increased energy prices.
An increase in the scope and level of carbon pricing
through new emerging regulations could impact
both our input materials and conversion costs as the
cost of carbon is factored into energy, water, waste,
transportation and raw materials. Our low-carbon
scenario assumes that carbon taxes will be one of
the levers used to achieve rapid decarbonisation
of energy and industrial products and processes.
Our scenario assessment models a high initial
(short term) tax and a drop in tax in subsequent
time horizons. Under our low-carbon scenario
SSP1, these could be introduced in the coming
few years, increasing rapidly through to 2030
after which point we expect them to stabilise.
Our high carbon scenarios, SSPs 3 and 5, does
not envisage there being any carbon taxes.
In 2024, we evaluated progress made at COP29
on intergovernmental advancement towards
agreement of a global price for carbon tax, and
whilst progress has been made we have not yet
reached a point where a global carbon price has
been agreed. The Carbon Border Adjustment
Mechanism (CBAM) in the EU, which is aimed at
addressing carbon leakage, will likely result in
introduction of a UK CBAM coming into play in Jan
2027, and although initially only for carbon intensive
goods it will result in an EU and then UK Emissions
Trading Scheme and defined carbon trading costs.
We continue to monitor developments in this area
enabling us to refine impact modelling for Coats.
In line with our previous years assessment, we
expect the range of carbon taxes could sit between
$90 and $160 per tonne of CO2e under SSP1, and
for evaluation of this risk we anticipate that this
would be applicable to our Scope 1 and 2 emissions.
This range is derived from work conducted by Wood
MacKenzie on the level of carbon pricing necessary
to ensure global warming doesn’t exceed a level of
1.5oC from pre-industrial levels and work conducted
by the International Energy Agency for their Net-
Zero Scenario.
The risk impact associated with the implementation
of a carbon tax on our upstream Scope 3 emissions
would be significant. However, we consider that this
increased cost will be spread across the value chain
and will not be fully passed onto Coats.
For determination of our 2024 financial impact
related to carbon tax on Scope 1 and 2 emissions,
we have adjusted our 2019 baseline emissions to
align with our re-baselined Net-Zero target
submission which has recently been approved by
SBTi. This adjustment has made a negligible change
to the US$ impact that will come from future
implementation of carbon tax versus that reported
in 2023.
Without remediation, and hence based on current
Scope 1 and 2 emissions levels persisting, the
potential for carbon taxes under scenario SSP1
would see an additional annual cost of between
$24 million and $42 million by 2030.
Mitigation:
Coats remains fully committed to achieving our
near-term 2030 Science Based Targets for
emissions reductions which are a pathway to us
achieving our ultimate goal of Net-Zero by 2050.
As part of these targets, Coats commits to reduce
absolute Scope 1 and 2 GHG emissions 46.2% by
2030 from a 2019 base year. We also commit to
increase annual sourcing of renewable electricity
from 5% in 2019 to 100% by 2030. Coats further
commits to reducing absolute Scope 3 emissions
by 33% within the same time frame.
Additionally, under our SBTi approved Net-Zero
target, we commit to reduce absolute Scope 1 and
2 GHG emissions by 90% by 2050 from a 2019
base year and commit to reduce absolute Scope 3
emissions by 90% within the same time frame.
These targets demonstrate Coats’ ambition to
reduce its carbon footprint and exposure to
carbon pricing, and to achieve a better
competitive position in the low carbon economy
than its peers.
Post-mitigation, where mitigation is taken as
delivery of our Science Based Targets for reduction
of Scope 1 and 2 emissions, this annual cost
increase would range from $13 million to $23 million
based on our above assumptions of carbon
tax rates.
We will meet our Scopes 1 and 2 emissions
reduction targets through two programmes.
By using our Smart energy metering and
monitoring systems, we can analyse energy use at
the machine level in key plants and apply these
insights to other units for improved energy
efficiency. Through our electricity transition to
renewables strategy, we will also be switching our
Scope 2 energy progressively to renewable
sources. This will be done through a hierarchy of
approaches according to the opportunities
provided by the regulatory environment in each
country where we operate. We will firstly support
the creation of new renewable assets through
direct engagement with on-site or off-site projects
in partnership with energy companies. Where this
approach is not possible we will support existing
renewable assets by purchasing their energy. If
neither of these approaches are possible we will
support the renewable industry through the
energy attribute markets. We recognise that
regulatory environments around energy supply
are constantly evolving and our approach is
flexible to allow for us to optimise our approach as
changes occur. We are well on track towards our
commitment of 100% renewable electricity 2030
target, with 74% Group electricity registered as
green certified in 2024, up from 29% in 2022.
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Risk 2) Market, Technology & Reputation:
Declining sales due to shifting customer
sentiment towards more environmentally
friendly product options
Consumers are increasingly aware of their carbon
footprint, leading to a growing demand for brands
with low-carbon or sustainable products. Meeting
this demand requires the increased use of recycled,
renewable or bio-based materials with lower
emission manufacturing processes. An analysis
in 2024 of the main apparel and footwear brands
and retailers to which we supply thread products
showed that 95% of our sales to this group was
to brands and retailers that have either SBTi
approved emissions reduction targets or separately
disclosed emissions reduction targets. This
emphasises the importance that our key customers
place on emissions reduction programmes and
underlines the need for them to increasingly
work with suppliers who have committed to and
are delivering targeted emissions reductions.
In recent years, our teams have diligently worked
to mitigate this risk by adhering to supplier targets
and standards set by our key brands. This includes
reducing emissions and specifying reduced carbon
raw materials used in the production of finished
thread and footwear structural components.
Our materials transition strategy focuses on
reducing the use of virgin oil-based raw materials,
thereby lowering the carbon embedded in our
products. This effort is complemented by our
energy transition commitments, where we are
progressing towards using renewable sources
of electricity. A sustained focus on reducing
energy and water intensity projects is an integral
Risk 3) Regulation and Technology: Inability to
source sufficient renewable energy to meet
emissions reduction targets.
A number of countries within our operational
scope continue to face regulatory challenges
in the energy market, which presently hinder or
prevent the transition to renewable electricity. To
address this risk, we evaluate the alternative cost
of procuring Energy Attribute Certificates (EACs)
to meet our requirements when direct access
to certified renewable energy is not feasible.
The financial implications of sourcing EACs are
expected to persist; however, we anticipate that
regulatory obstacles necessitating such measures
will significantly decrease as more nations
develop functional renewable energy markets.
Mitigation:
Our 2026 Scope 1 and 2 emissions reduction
target is to deliver a 22% reduction from
our 2022 baseline, keeping us ahead of
our committed and approved Science
Based Target reduction trajectory, and in
2024 we have out-performed against this
2026 target. We consistently engage with
customers who have set climate-related
targets, ensuring that our plans and targets
are in alignment with their requirements.
Following the 2023 inauguration of our
Sustainability Hub in Madurai, India, we continue
to accelerate our transition to non-virgin oil-
based materials, ensuring delivery of our 2026
materials transition target of 60% preferred
materials which will lead to 100% transition by
2030. In 2024 we increased our % of preferred
materials to 46% from 35% in 2023. Both our
thread and structural footwear component
innovation teams are staffed with post graduate
and PhD expertise in textile engineering, and
work in close collaboration with each other as
well as with external innovation partners and
customers on development of highly innovative
low carbon materials and processes.
Their product development efforts are primarily
concentrated on advancing new recycled,
renewable, and bio-based materials that meet
stringent end-use technical requirements while
significantly reducing environmental impact.
Mitigation:
Our mitigation strategy for this risk is underpinned
by our current plans to transition to renewable
energy, with a commitment to use 100% renewable
electricity by 2030. We acknowledge that in
some material countries (e.g. Turkey, Vietnam),
the regulatory framework is not yet supportive
of off-site supply of renewable electricity.
Our initiative to install on-site rooftop solar
panels via power purchase agreements with
energy suppliers will continue, but it will only
represent a small fraction of our overall energy
supply. We will maintain a strong emphasis
on enhancing energy efficiency across our
facilities by utilising actionable insights provided
by our expanding smart energy metering
programme, which has been implemented at
several key manufacturing sites. Key initiatives
in this area include efficiency programmes
for compressed air and steam generation, as
well as upgrades to machine motors through
the application of inverter technology.
When regulatory constraints prevent transitioning
to renewable electricity on time, we will use EACs
to meet emissions targets. We have assessed
the costs based on current EAC prices at key
facilities and consider the financial risk negligible.
We acknowledge that EAC prices, currently
ranging from $0.32/MWh to $3.5/MWh with an
average of $1.25, may fluctuate in the future
as demand changes. We will monitor this risk
regularly to address any significant changes.
aspect of our utilities strategy, aimed at further
decreasing the carbon footprint of our products.
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Risk 4) Policy & Technology: Inability to source
sufficient recycled raw material at commercial
price points impacting costs and ability to fully
transition to a low-carbon product range and
hence achieve the SBTi targets.
At present, our recycled high tenacity polyester is
predominantly sourced from PET bottle feedstocks
and the emerging ‘Extended Producer Responsibility’
regulations in the EU and other regions is expected to
impose greater requirements on the soft drinks
industry, encouraging them to recycle their own waste
and increase the emphasis for bottle-to-bottle
recycling. This may reduce the longer term availability
of PET bottles as recycled feedstock for our raw
materials and could impact future costs of transition
through to 2030.
Delivering our materials transition target of 100% non-
virgin oil-based materials in 2030 cannot rely on
recycled PET bottles alone and will require
supplementary alternatives to our current virgin
based feedstocks.
Comprehensive modelling and analysis by our
sourcing teams has concluded a cost premium
associated with the lower carbon non-virgin material
driven primarily by lower supply and higher demand
dynamics and lack of scale in newly emerging low-
carbon technologies.
The anticipated cost increases associated with
procurement of non-virgin oil-based raw material
substitutes is based on currently available technologies
and pre-mitigations and may have a high financial
material impact in 2030. Our path to 100% transition
by 2030 will depend on availability of circular material
supply at economically acceptable levels whilst
maintaining the high-quality standards that
customers require.
PHYSICAL RISKS
We are committed to keeping our risk models up to
date. In 2024 we switched to using the Munich Re
Location Risk Intelligence Tool. Although in some
cases the classification of physical risk has changed
slightly, the key material risks remain consistent
with the in-house tool used in the previous analysis.
This independent tool has been used to explore
the current and potential future physical climate-
related risks to 43 of our most material sites. The
tool provides a natural hazard assessment on the
basis of data from past events and forecasts future-
related assessments on the basis of climate change
models. The physical climate-related natural hazards
covered by the tool include floods, storms, sea level
rise, drought, wildfires and precipitation stress.
Risk 5) Acute: Flood damage risk.
Two out of our 43 sites (Dhaka, Bangladesh and
Samutsakorn, Thailand) are at very high river flood
risk. A further four sites are at high river flood risk.
The impact of flooding would be a reduction in
revenue and increased expenditure due to repairs.
Additionally, we analysed storm surge risk across
our sites and noted that although over 90% of the
total asset value of our portfolio were not at-risk
our analysis identified three sites (one in Thailand
and two in China) at risk from storm surges. While
sites located in areas currently identified as being
at-risk are adequately protected from flooding, due
distances from water courses, raised infrastructure,
and municipal flood defences, it should be noted
that this year, our site at Sevier, USA, suffered
some flood damage as a consequence of hurricane
Helene; the first hurricane in the region in 110
years. A further site which experienced flooding
in 2024, Ambasamudram, was identified by the
Mitigation:
In the past four years we have continued to
increase the number of approved suppliers of
recycled polyester and other preferred materials
and we envisage no supply constraint impacting
delivery of our 2026 target of 60% materials
transition to non-virgin oil-based materials.
Our innovation and sourcing teams have built
collaborative relationships with new materials
start-up companies who have developed and
commenced scale of new technology in circular
textile to textile recycling. The inauguration of our
new Sustainability Hub in Madurai has seen
acceleration of new materials innovation,
supporting a move from recycled PET bottle
feedstock to increasing use of feedstocks derived
from post-industrial and pre- and post-consumer
textile waste streams. In 2024, efforts have
resulted in prototype textile to textile thread
production which is currently undergoing
comprehensive internal and customer-based
technical evaluation.
We expect that new EU Green Deal regulations
will drive increased availability of new non-virgin
oil-based materials and we are seeing many of the
brands that we serve committing to volume
offtake agreements with new materials start-up
companies, enabling the acceleration of scaled
production capacity which is expected to drive
price down in future. We expect the industry to
continue delivering commercial solutions in this
space. We consider that price will be a potential
mitigation lever, as well as an ability to offset cost
pressures through other efficiency initiatives.
Mitigation:
Each business unit has a business continuity plan
and our property acquisition strategy looks to
avoid areas that could be susceptible to an
increased risk of flooding, while maintaining a
spread of regional and global supply chains
further reduces the impact of local disruption from
any one site being flooded. In 2024, two sites, the
above-mentioned Sevier, and Ambasamudram,
experienced significant flooding which resulted in
some loss of productivity and repairs to the sites.
Nonetheless, our mitigating activities, have limited
the financial impact and with improved drainage
systems and reinforced walls constructed, we
believe we are well placed to deal with any future
increase in probability of flooding. Hence, we see
ourselves as fully able to manage this risk with
negligible impact.
tool as being at high precipitation risk, and as
a result we now identify this as a standalone
risk (Acute Precipitation Stress) to Coats.
The Location Risk Tool models an increase in
river flooding risk, compared to current risk, under
carbon scenario SSP5. Under this scenario, three
further sites are projected to move from medium
to high river flood risk. However, based on the
sites identified by the Munich Re Location Risk
Intelligence tool, the financial impact from medium
to long term flood risk has now decreased to low.
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River Flooding
River Flooding
Heat Stress
Precipitation Stress
Drought Stress
Headquarters
Manufacturing Sites
Presence in market
Summary of locations
identified by Risk
Intelligence Tool with
High Current Risk
Ambasamudram, India
Bogor, Indonesia
Cairo, Egypt
Chittagong, Bangladesh
Choloma, Honduras
Dhaka, Bangladesh
Dongguan, China
Faridabad, India
Hanoi, Vietnam
Horana, Sri Lanka
Lahore, Pakistan
Odorhei, Romania
Panoli, India
Pereira, Colombia
Shanghai, China
Shenzhen, China
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Risk 6) Chronic: Drought stress which could lead to
disruption of water supply in some units.
The independent tool has identified one location
(10th of Ramadan City, Egypt) where there is
very high risk of drought stress. An additional
three sites are at high-medium risk of drought.
Under scenario SSP5 the number of sites at very
high or extreme drought stress risk are forecast to
increase. Our highest carbon scenario (SSP5) sees
drought stress in our 10th of Ramadan City site, along
with sites in Morocco, Tunisia and Mexico increasing
to ‘extreme’ by 2050. Under these scenarios
increased capex should be allocated to mitigation
measures such as increased levels of water recycling
to reduce dependency on new water extraction.
However, if these sites become uninhabitable due
to extreme heat, it is anticipated that our local
customer base will diminish quickly as assets are
relocated to regions with more favourable climates.
Risk 8) Acute: Precipitation Stress
Climate change and rising global temperatures can
lead to an intensification of high-precipitation ev
ents and an alteration of the frequency of such
events, which can cause damage to buildings.
Our data suggests 10 out of 43 sites are at extreme
precipitation stress risk, with a further six sites at
very high risk. The tool has highlighted both the
Sevier and Ambasamudram sites as being ‘very
high risk’ in an RCP 4.5°C scenario. Additionally the
Intelligence Tool has noted that our site in Pereira
(Colombia) is currently at high risk for ‘maximum
5-day precipitation’, receiving 459.9mm currently
and increasing to 519.6mm under RCP 4.5.
Mitigation:
The risk of water shortages leading to plant
stoppages is difficult to quantify, so the
approach taken here is to assess the capex
requirement to upgrade the effluent treatment
plants to recycle enough water to mitigate
this risk. In 2024 we commenced projects to
introduce new water recycling projects in two
of our major manufacturing facilities, and in line
with the targets under our Water Sustainability
pillar, we will continue to prioritise replacement
and upgrading of units which operate in areas
with higher water stress levels as identified in
our physical risk assessment. Using the World
Resources Institute Acqueduct Tool classification
for water stress, 49% of the water in our facilities
in medium-high, high and extremely-high water
stress locations was recycled in 2024, compared
Mitigation:
In the medium- and long-term, heat stress
impacts are set to increase in all carbon
scenarios modelled. Contingency planning is
in place for the realignment of plant capacities
in the event of extreme weather event, as are
appropriate insurance policies. As noted, air
conditioning and ventilation systems currently
enable normal business operation even at sites
with extreme heat stress; further investment
on cooling and ventilation is reflected in our
financial impact models to mitigate against
rising temperatures in future scenarios.
Mitigation:
Current and future actions to mitigate the
impact the damage caused by high levels
of precipitation include improving drainage
systems at sites, the installation of pumps to
remove excess water quickly and efficiently,
and reinforcing flood barriers and walls
around the sites to stop water ingress.
Furthermore, our continuously reviewed site-
level preventative and corrective maintenance
strategies are designed to quickly address
high-precipitation events and limit potential
damage from persistent precipitation.
with 27% across all manufacturing sites.
We target an increase in our water recycling
rate by 33% in the period 2023 to 2026.
Under the Munich Re Forecast, the future
risks associated carbon scenario SSP2 have
decreased to the low financial impact category,
as the investment required to offset water
reliance with recycling stations is associated
with sites with lesser water consumption
volume (requiring reduced treatment
capacities and associated running costs).
Risk 7) Chronic: Extreme heat stress leading to
possible need for plant relocation to those with
favourable temperature regulation.
Global temperature is expected to rise in all
scenarios (SSP1, SSP3, SSP5) that the Tool models
for heat stress risk. 55% of sites are at high, very
high or extreme risk of heat stress. Under all
scenarios the number of sites at extreme heat stress
risk increases over time. Two sites, in Pakistan
and India, currently suffer from very extreme
maximum annual temperatures (in excess of 44°C),
and under SSP3 these maximum temperatures
are projected to increase to over 47.5°C by 2100.
Nonetheless, it should be noted that currently,
despite the high temperature, business continues
as normal at these sites due to mitigating actions.
Increasing temperatures may result in higher costs
associated with operating air-conditioning systems
to maintain appropriate indoor temperatures at
our facilities. In severe cases, extreme heat might
necessitate the cessation of manufacturing activities
in these areas due to unworkable conditions.
RISKS SUMMARY
Physical risk mitigation from extreme weather is
addressed at site level, in conjunction with up-to-
date data from the Munich Re Location Risk
Intelligence Tool.
In the short term, risks are predominantly
transitional, related to the Company’s low-carbon
(SSP1) scenario. The strategy that the Company has
implemented to achieve Science Based Targets
for emissions reduction, through transition to
renewable electricity, and conversion to non-virgin
oil-based materials serves as a robust response
to these risks. The medium- to long-term risks
are primarily physical, more closely associated
with higher carbon scenarios (SSPs 3 and 5).
Increased precipitation would lead to
increased capex on mitigation measures
to prevent damage to our sites.
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OPPORTUNITIES
Opportunity 1) Growth in light-weighting
products in transport, energy and telecom
infrastructure markets, enabling significant
increase in market share.
At Coats we aim to reduce the carbon footprint
of our products through use of lower weight
(and hence lower carbon) products targeted at
markets we have identified as high growth.
Following a review of our Performance Materials
transportation light-weighting strategy at the
end of 2024, we have updated our model
associated with light-weighting of automotive
components. The slower adoption rates and
preferred use of aluminium due to lower cost has
reduced the strategic relevance of automotive
light-weighting end-use at Coats. On this
basis, our light-weighting focus will continue
only on the telecom and energy segments.
Coats produces composite tapes, branded as
Gotex Xtru™ , which are used to facilitate light-
weighting in the energy end-use segment.
These tapes are designed to strengthen and
improve the longevity of flexible pipes used in the
oil and gas industry, accelerating the conversion
from legacy steel pipes with known corrosion
problems to lighter-weight non-corrosive composite
pipelines. The tapes can be custom made with a
variety of high-performance fibres like carbon or
aramids, coatings and high-performance plastics to
suit the specific needs of the end-use application.
For telecoms infrastructure, we offer a broad
portfolio of products that enable the design of
thinner and lighter fibre-optic cables which lower
deployments costs and increases resilience
to environmental factors. Coats has recently
developed and launched StremX, an innovative
product that has garnered considerable interest
from fibre optic cable manufacturers. Following
extensive internal and customer testing in 2023
and 2024; we have delivered customer approvals
with StremX specified in their cable design with
programme orders in place through 2024 and 2025.
This substitution not only maintains performance
but also results in substantial cost savings.
The potential additional operating profit in 2030
from the growth in this product segment ranges
from around $13 million to $19 million. This comes
from growth in sales of our light-weighting products,
mainly for the telecoms and energy markets.
Beyond 2030 we have lack of visibility and therefore
financial impacts beyond this point have not
been modelled.
Strategy to realise opportunity:
Coats is exploring this opportunity through
several initiatives and continued investment in
R&D and new product development through
our Gotex (Spain) and Turkey innovation teams
which allow us to develop new products in
collaboration with customers. In 2023 we
invested in our state-of-the-art extrusion
line in Gotex to produce composite tapes
for the energy markets, and on the back
of this we are seeing commitments from
customers for future supply contracts which
will result in requirements for future additional
capacity build from 2025 and beyond with
anticipated additional capex requirements
of US$6 million up to 2030. We launched
StremX in 2023 as a cost-effective alternative
strength member for fibre optic cables
which has enabled the design of thinner
and lighter cables receiving multiple OEM
specifications through the course of the year.
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STRATEGY cont.
Opportunity 2) Increased market share with
apparel and footwear brands through our
commitment to reduce emissions.
We anticipate increasing our market share with
brand customers as we maintain our focus on
their environmental commitments and collaborate
with our suppliers to ensure they have
well-defined transition plans towards achieving
Net-Zero by 2050. This expectation is supported
by the growing trend of governments, similar
to the UK, establishing Net-Zero targets and
implementing emissions regulations, alongside a
continued shift in consumer preference towards
more environmentally-friendly products.
We anticipate that several of our primary brand
customers will expand their market share due
to their stringent environmental standards
required for their upstream suppliers. Analysis
conducted in 2024 revealed that 95% of Coats’
revenue from leading brands is derived from
those committed to Science Based Targets
initiative (SBTi) emissions reduction goals or have
independently disclosed emissions reduction
targets. Our Scope 1 and 2 emissions, as well as
the embodied carbon of our products, are included
in the Scope 3 emissions of our downstream
customers. Hence, reducing our emissions
reduces the upstream emissions of our clients.
Opportunity 3) Transition to renewable electricity
In line with our 2030 commitments, we will
transition to 100% renewable electricity by the
end of this decade. As we transition from fossil
fuel-generated to renewable electricity through
install of rooftop solar arrays and introduction
of long-term PPA contracts for renewables
supplies, we have seen reduction in the unit
US$ per kWh, and therefore see reduced overall
energy cost as a transitional opportunity through
to 2030. This transition will reduce our Scope
2 market-based emissions from 167k tonnes
in FY2022 to zero in FY2030 at the latest.
Strategy to realise opportunity:
By investing in various renewable energy
initiatives we can reduce costs and carbon
emissions. We aim to secure long-term lowest
cost contracts for renewable energy and use
of Renewable Energy Guarantees of Origin
(REGO) backed suppliers where available. These
measures should help us achieve our target of
100% sourcing of renewable electricity by 2030.
The potential cost reduction in energy
procurement to come from this transition in
2030 is between US$5 million and US$6 million.
Transitioning from virgin oil-based raw materials to
recycled, renewable, and bio-based materials results
in a net reduction in the embedded carbon of
the products we supply to our customers.
As Coats’ raw materials increasingly meet
production requirements with low emissions
through the use of non-virgin oil-based materials,
we anticipate becoming a preferred supplier for
brands aiming to reduce the carbon footprint of
their supply chain to achieve their Net-Zero targets.
Strategy to realise opportunity:
In the apparel and footwear sectors, we are
continuing to deliver consistent market share
growth, attributable in part to our robust
sustainability initiatives. In 2024 our recycled
polyester thread sales grew to US$405 million,
up from US$172 million in 2023. Our reputation
is enhanced by our commitments to transition
to more sustainable thread and footwear
structural component raw materials in line with
our materials transition targets of transitioning
to 60% non-virgin oil-based raw materials by
2026 and 100% by 2030. Additionally, we have
committed that all our electricity and 70% of
our total energy will be renewable by 2030.
In 2023 we revised our models for this
opportunity, including incorporation of the
additional market share opportunities that come
from our 2022 footwear structural component
acquisitions. The potential additional operating
profit from this increased market share in 2030
ranges from around $35 million to $53 million.
We have developed strong innovation capability
in all three of our Divisions, with teams of
postgraduate and PhD scientists, engineers
and technicians working across multiple
locations on development of new sustainable
products. Innovation and sustainability are
inextricably linked – and when developing new
products, incorporation of sustainable, lower
carbon raw materials are front of mind on every
development project. Key improvements in this
manner have underpinned development of new
thread products such as EcoCycle™, EcoVerde™
and EcoRegen™ as well as development of new
Rhenoprint™ powders for structural footwear
components which contain a ground breaking
level of 70% recycled polymers and newly-
impregnated composite materials with reduced
content of virgin oil-based latex dispersions.
To achieve the growth anticipated from this
opportunity, we expect an average annual
capex cost to support this growth of between
$6 million and $9 million up to 2030.
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OTHER OPPORTUNITIES
We have identified two further opportunities,
where we see the potential to reduce our
emissions further. Our focus for 2025 will
be to review the scenario impacts of these
opportunities further and will update on our
progress against these in our FY 2025 report.
Opportunity 4) Reduced costs from reduced
waste and increased recycling, i.e., expansion
of the circular economy.
New EU legislation requires all packaging in
the EU to be fully recyclable by 2030. These
proposals aim to reduce packaging waste by
15% per Member State per capita by 2040,
through increased reuse and recycling initiatives.
The Commission anticipates that these rules
will lead to a reduction of 23 million tonnes in
greenhouse gas emissions by 2030, decrease
water usage by 1.1 million cubic metres, and lower
environmental damage costs by €6.4 billion.
Strategy to realise opportunity:
We continue to focus on means to reduce
our environmental impacts associated with
packaging materials; both in respect of the
packaging that is associated with the raw
materials we purchase, and with the packaging
materials that accompany our products
when delivered to our customers. We have a
dedicated team focussed on this imperative,
with internal targets set to deliver continued
reduction in waste.
Strategy to realise opportunity:
Typically, the textiles industry performs dyeing
operations with liquor ratios in the range of
8:1–10:1, whereas Coats dyeing technology
typically operates at ranges at least 30%
lower than this. Resources are being invested
in emerging technologies to achieve thread
coloration without using water as a dyeing
solvent and heating medium. In 2018, an
investment was made in Twine, an Israeli start-
up developing digital dyeing technology for
yarns with advanced printing technologies.
In the past two years we have rolled out Twine
technology to support our colour sampling
process in a handful of key markets. We
also continue to work with key suppliers on
developing future technologies to deliver step
changes in the water and energy intensity
required for coloration of fibres and filaments.
Due to the technology barriers that exist in
this area, delivery of yields from this focus
are likely to be more long-term in nature.
STRATEGY cont.
Taskforce on Climate-Related Financial Disclosures cont.
Opportunity 5) Improvements in process
technology reducing water and energy intensity.
Dyeing threads is highly energy and water-
intensive. Current nylon and polyester dyeing
methods require heating the dye liquor to 110-
130°C under high pressure, using steam from on-
site boilers. This process consumes about 60%
of our energy and 90% of our water at Coats.
Reducing water usage and energy for heating will
lower our carbon footprint and water demands.
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SUMMARY OF RISKS AND
OPPORTUNITIES
Our TCFD working group has analysed and
attempted to quantify the financial impacts of
climate-related risks and opportunities across
the three outlined scenarios and short-, medium-,
and long-term time horizons. In aggregate, we
have concluded that our risk mitigation strategies,
sustainability strategy, and ambitious goals
render our business resilient to climate change.
In our 2024 analysis, which incorporates the
impacts of our recent acquisitions, our overall
assessment suggests that the opportunities
are broadly comparable to the risks in the short
term and are linked to the same scenarios,
thus considered well-balanced. We will
continue to explore additional opportunities
to provide a comprehensive assessment of
the longer-term balance in due course.
Our analysis will be updated as new data
becomes available from both internal and
external sources and we will continue to
monitor our climate exposures and action plans
through Coats’ risk management framework
and governance structure. The identified
opportunities will be developed in alignment
with the Company’s strategy and objectives.
Resilience:
Resilience is evidenced in most of our mitigation
approaches described in this section of the report.
We demonstrate resilience to climate-related
supplier disruption due to the diversity and
geographic distribution of our suppliers, as well as
having alternative sources for all key raw materials.
Having over 25,000 customers across various
regions ensures considerable resilience from a
customer perspective. Our single biggest customer
impacts less than 10% of our annual revenues.
During the Covid pandemic, it was demonstrated
that our global standardisation of ERP systems,
master data, and product ranges supports a high
level of resilience if any of our manufacturing
units are affected by extreme weather events.
We can transfer production schedules from one
manufacturing facility to another quickly and
efficiently, minimising impacts on customer supply.
Based on our analysis, we conclude that our overall
climate risk exposure is low. Our existing and
planned mitigation strategies suggest that the
Group is financially resilient and strategically robust
concerning climate change. Any impact will be
managed within our regular business activities;
therefore, no fundamental changes to business
strategy or budgets due to climate change are
expected in the foreseeable future. Additionally,
there are no effects of climate-related matters
reflected in the judgements and estimates applied
in our financial statements.
Taskforce on Climate-Related Financial Disclosures cont.
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Taskforce on Climate-Related Financial Disclosures cont.
METRICS AND TARGETS
Coats has considered TCFD guidance for relevant
metrics and has included those that are appropriate
for our business. Assets-at-risk is not considered
a relevant metric given our analysis of risks,
and Coats has not determined yet whether an
internal carbon price strategy would add value
to our management of climate-related risk.
Coats monitors and reports on Scopes 1, 2 and key
Scope 3 greenhouse gas (GHG) emissions on a
regular basis as well as both energy consumption
and intensity. We calculate Scopes 1, 2 and 3
emissions in accordance with the Greenhouse
Gas Protocol Corporate Accounting and Reporting
Standard and disclose separately here in our
Annual Report on page 40 and, in more detail, in
our Sustainability Report coats.com/sustainability.
Senior management remuneration is linked to
key sustainability targets including those relating
to emissions reductions; details can be found
in the Remuneration Report on page 92.
In 2022 we set new ambitious sustainability targets
for delivery across the 2023-2026 time horizon.
By 2026, we have targeted to deliver a 22%
absolute reduction in Scope 1 and 2 emissions from
our 2022 baseline, which will take us well beyond
the required trajectory for meeting our approved
Science Based Target emissions reductions by
2030. On a monthly basis we measure our energy
source mix and the proportion of certified renewable
electricity within that. In addition, we measure
energy and water intensity metrics as these both
contribute to Scope 1 and 2 emissions reductions.
Our principal metric for managing Scope 3
emissions is the overall transition from virgin oil-
based raw materials to preferred raw materials.
In 2022 we set an interim target to source 60%
preferred raw materials, by volume, by 2026
and have a longer-term target to transition
fully to preferred raw materials by 2030.
Coats has developed near term Science Based
Targets which have been validated and approved
by Science Based Targets initiative. These address
the full range of value chain emissions and we
regard them as the most comprehensive approach
to target setting for climate change mitigation. We
commit to emissions reductions of Scopes 1, 2
and 3 emissions in line with the 1.5°C Pathway up
to 2030 and consider them crucial in managing
the risk of not meeting customer expectations.
Components of this target include:
– A commitment to reduce absolute Scope 1 and 2
GHG emissions 46.2% by 2030 from a 2019 base
year, and absolute Scope 3 emissions by 33%
by 2030.
– Increase sourcing of renewable electricity to
100% by 2030.
– Validation of Net-Zero targets for our Scopes
1, 2 and 3 emissions for 2050. (See below)
– Additionally, we have set near term internal
targets to ensure delivery of our SBT targets as
follows:
– Increase renewable energy to 70% by 2030.
– No virgin oil-based primary raw materials by 2030.
– Transition to 60% preferred raw materials by 2026.
We classify preferred raw materials as those which
are non-virgin oil-based.
Coats Net-Zero targets were successfully validated
by SBTi in 2024 and are currently in the process
of being rebased following the acquisitions of
the Texon and Rhenoflex structural footwear
components business made in 2022. The targets,
to reduce all emission by 90% in 2050 from a
2019 base year, relate to absolute contraction
and abatement of emissions from Scopes 1, 2
and 3 and cover all GHGs (excluding NF3 which
is not relevant to Coats’ value chain) using cross-
sector pathways and together with neutralisation
of a small element of residual emissions. Post-
delivery of our 2030 near-term emissions reduction
targets, the key elements that will require
continued abatement are the heat energy used
in dyeing, the emissions from energy used by our
suppliers, and the emissions coming from product
and people transportation. In 2024 we have
commenced work on our Net-Zero Transition Plan
Taskforce and will report on this further in 2025.
Full details on the progress we are making
towards these targets can be seen on page
40 of this Annual Report and on the following
pages of our Sustainability Report.
Emissions and Science Based
Targets – pages 25-28, 108.
Energy source mix and renewable
electricity – page 32.
Energy Intensity metric – page 34.
Water Intensity and water recycling
metric – pages 44, 45.
Material transition metric – page 38.
In 2024 we sought and completed public limited
assurance on the full year performance of our
core seven sustainability targets against their
2022 baseline. The public limited assurance
process included six business unit audits at
geographically interspersed locations, and
covering our three operational divisions (Apparel,
Performance Materials, and Footwear).
The principal risks associated with the above
emissions are those which could restrict delivery
of the Company’s targets for their reduction
in line with the 1.5°C Pathway and Net-Zero
by 2050. The most material of these risks are
inadequate opportunities to transition to renewable
electricity, plus an unreliable supply of recycled
raw materials; however, the Company has robust
programmes in place to manage these risks.
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To the Directors of Coats Group Plc
Scope
We have been engaged by Coats Group Plc (“Coats” or the “Company”) to perform a ‘limited assurance
engagement’, as defined by International Standards on Assurance Engagements, here after referred to as
the engagement, to report on Coats’ selected sustainability key performance indicators (as listed below in
Table 1) (the “Subject Matter”) contained in Coats’ 2024 Sustainability Report (the “Report”) for the years
ended 31 December 2024, 31 December 2023 and 31 December 2022.
Table 1: KPIs within the assurance scope
KPI
Units
Scope 1 GHG emissions footprint
thousand tonnes CO2e
Scope 2 GHG emissions footprint (location-based)
thousand tonnes CO2e
Scope 2 GHG emissions footprint (market-based)
thousand tonnes CO2e
% Reduction in Scope 1 & 2 GHG emissions
%
Total primary raw materials purchased by Coats
Tonnes
Total preferred primary raw materials purchased by Coats
Tonnes
% preferred primary raw materials purchased by Coats
%
Total water used
Million cubic meters
Total water recycled
Million cubic meters
% of water recycled
%
Total waste generated
Tonnes
Total waste to landfill
Tonnes
% of waste going to landfill
%
% effluent compliance to the Roadmap to Zero standards
%
Total workforce headcount (for 'Great Place to Work®' calculation)
No.
Workforce with a 'Great Place to Work®' certification
No.
% employees in units covered by 'Great Place to Work®' Certification
%
Total senior leadership headcount
No.
Female senior leadership headcount
No.
% of females in senior leadership
%
Other than as described in the preceding paragraph, which sets out the scope of our engagement, we did
not perform assurance procedures on the remaining information included in the Report, and accordingly,
we do not express a conclusion on this information.
Criteria applied by Coats
In preparing the Subject Matter Coats applied the methodology as described in the Basis of Reporting
dated 4th March 2025 (the “Criteria”). Such Criteria were specifically designed to provide definitions
and methodologies for the reporting of the Subject Matter. As a result, the subject matter information may
not be suitable for another purpose.
Coats’ responsibilities
Coats’ management is responsible for selecting the Criteria, and for presenting the Subject Matter
in accordance with that Criteria, in all material respects. This responsibility includes establishing and
maintaining internal controls, maintaining adequate records and making estimates that are relevant to the
preparation of the subject matter, such that it is free from material misstatement, whether due to fraud or
error.
EY’s responsibilities
Our responsibility is to express a conclusion on the presentation of the Subject Matter based on the
evidence we have obtained. We conducted our engagement in accordance with the International Standard
for Assurance Engagements Other Than Audits or Reviews of Historical Financial Information (‘ISAE 3000
(Revised)’) and the International Standard for Assurance Engagements on Greenhouse Gas Statements
(‘ISAE 3410’), and the terms of reference for this engagement as agreed with Coats on 28 August 2024
and amended on 22 January 2025 and 4 March 2025.
Those standards require that we plan and perform our engagement to express a conclusion on whether
we are aware of any material modifications that need to be made to the Subject Matter in order for it to
be in accordance with the Criteria, and to issue a report. The nature, timing, and extent of the procedures
selected depend on our judgment, including an assessment of the risk of material misstatement, whether
due to fraud or error.
We believe that the evidence obtained is sufficient and appropriate to provide a basis for our limited
assurance conclusions.
Independent practitioner’s assurance report
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Our independence and quality management
We have maintained our independence and confirm that we have met the requirements of the Code of
Ethics for Professional Accountants issued by the International Ethics Standards Board for Accountants,
and have the required competencies and experience to conduct this assurance engagement.
EY also applies International Standard on Quality Management 1, Quality Management for Firms that Perform
Audits or Reviews of Financial Statements, or Other Assurance or Related Services engagements, which
requires that we design, implement and operate a system of quality management including policies or
procedures regarding compliance with ethical requirements, professional standards and applicable legal
and regulatory requirements.
Description of procedures performed
Procedures performed in a limited assurance engagement vary in nature and timing from, and are less in
extent than for a reasonable assurance engagement. Consequently, the level of assurance obtained in a
limited assurance engagement is substantially lower than the assurance that would have been obtained had
a reasonable assurance engagement been performed. Our procedures were designed to obtain a limited
level of assurance on which to base our conclusion and do not provide all the evidence that would be
required to provide a reasonable level of assurance.
Although we considered the effectiveness of management’s internal controls when determining the nature
and extent of our procedures, our assurance engagement was not designed to provide assurance on internal
controls. Our procedures did not include testing controls or performing procedures relating to checking
aggregation or calculation of data within IT systems.
The Green House Gas quantification process is subject to scientific uncertainty, which arises because of
incomplete scientific knowledge about the measurement of GHGs. Additionally, GHG procedures are subject
to estimation (or measurement) uncertainty resulting from the measurement and calculation processes used
to quantify emissions within the bounds of existing scientific knowledge.
A limited assurance engagement consists of making enquiries, primarily of persons responsible for preparing
the Subject Matter and related information, and applying analytical and other appropriate procedures.
Our procedures included:
– Interviews with Coats Group staff responsible for guidance on data reporting, managing the data
systems, review and quality assurance activities, and presentation of the data in the Report.
– Analysis of key documents related to policies and procedures related to the Coats Group’s commitments,
and relevant reporting by Coats Group;
– Interviews with sustainability, operational and finance representatives to understand the quality
assurance performed on data submitted by operational sites.
– On-site and remote testing of data with data coordinators to:
– Understand the quality assurance performed and subsequent revisions to the data.
– Walk-through data reported from a sample of sites to test the process of consolidation.
– Undertake analytical review procedures to support the reasonableness of the data and make inquiries
of management to obtain explanations for any significant differences we identified.
– Select a sample of data points from across the business and seek documentary evidence to support
the accuracy of the data.
– Checking that the calculation criteria have been correctly applied in accordance with the methodologies
outlined in the Criteria.
– Considering the presentation of the data and supporting narrative in Coats Group’s Sustainability Report,
to check that this is consistent with the findings from our procedures above.
We also performed such other procedures as we considered necessary in the circumstances.
Conclusion
Based on our procedures and the evidence obtained, we are not aware of any material modifications that
should be made to the Subject Matter for the years ended 31 December 2024, 31 December 2023, and
31 December 2022, in order for it to be in accordance with the Criteria.
Use of our report
This report is produced in accordance with the terms of our engagement letter solely for the purpose of
reporting to the directors of the Company in connection with the Subject Matter for the period ended
31 December 2024, 31 December 2023, and 31 December 2022. Those terms permit disclosure on the
Company’s website, solely for the purpose of the Company showing that it has obtained an independent
assurance report in connection with the Subject Matter. To the fullest extent permitted by law, we do not
accept or assume responsibility to anyone other than the Company and the Company’s directors as a body,
for the procedures performed, for this report, or for the conclusions we have formed. This engagement is
separate to, and distinct from, our appointment as the auditor to the Company.
Ernst & Young LLP
5 March 2025
London, United Kingdom
Independent practitioner’s assurance report cont.
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The Company, through various subsidiaries, has branches in several different jurisdictions in which the
business operates outside the UK. Unless otherwise indicated, all shareholdings owned directly or indirectly
by the Company represents 100% of issued share capital of the subsidiary.
Subsidiaries:
Direct holdings of the Company
Country of Incorporation
Company name
Registered office address
Share class
United Kingdom
Arrow HJC
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
B. M. Estates
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Contractors’
Aggregates Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
GPG (UK) Holdings
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
GPG March 2004
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
S G Warburg Group
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
Subsidiaries:
Indirect holdings of the Company
Country of Incorporation
Company name
Registered office address
Share class
Australia
Coats Australian
Pty Ltd
Unit 2, 56 Keys Road, Moorabbin VIC 3189, Australia
AUD0.54 Ordinary
Australia
Guinness Peat
Group (Australia)
Pty Limited
Level 44, 600 Bourke Street, Melbourne, Victoria,
3000, Australia
AUD1.00 Ordinary,
AUD14,977.77
Redeemable
Preference
Bangladesh
Coats Bangladesh
Limited
Tower 117, 117/A Tejgaon Industrial Area, Dhaka 1208,
Bangladesh
BDT100.00 Ordinary
(80%)
Bangladesh
Coats Crafts
Bangladesh Limited
Novo Tower, 270 Tejgaon Industrial Area, Dhaka 1208,
Bangladesh
BDT100.00 Ordinary
(80%)
Bulgaria
Coats Bulgaria
Eood
Tsarigradsko shousse bld 7th Km, Sofia 1748, Bulgaria
BGL50.00 Ordinary
Cambodia
Coats Threads
(Cambodia)
Company Limited
Phnom Penh Tower, No. 445, Room No. 1, 10th Floor,
Monivong Blvd corner street 232, 1, Boeng Proluet,
Prampir Meakkakra, Cambodia
KHR4,000 Ordinary
Canada
Coats Canada Inc
10 Roybridge Gate Blvd, Vaughan ON L4H 3M8,
Canada
Common (no par
value)
Canada
Staveley Services
Canada Inc
44 Chipman Hill, Suite 1000, Saint John NB E2L 2A0,
Canada
CAD Common, CAD
Class A Pref 1, CAD
Class A Pref 2
Chile
Coats Cadena Ltda
Enrique Gomez Correa 5750, 3er piso, Oficina No.4,
Macul, Santiago, Chile
US$1.00 Ordinary
China
Coats Shenzhen
Limited
Coats Industrial Park, Fengtang Avenue, Zhancheng
Community, Fuhai Street, Baoan District, Shenzhen,
China 518103
US$1.00 Ordinary
(90%)
China
Coats Zip
Shenzhen Limited
B7, Coats Industrial Park, Fengtang Avenue, Zhancheng
Community, Fuhai Street, Bao’An District, Shenzhen,
China
US$1.00 Ordinary
(90%)
China
Donguan Rhenoflex
New Materials Co.
Ltd
Building 5, No. 77 Shilong Road, Guancheng Street,
Dongguan, Guangdong Province, China
US$500,000.00
Ordinary
China
Guangzhou Coats
Limited
Unit B12, 2nd Floor, 2nd Building, No 11 Hao Ke Zhou
East Street, Haizhu District, Guangzhou, China
HKD1.00 Ordinary
(90%)
China
Jiangyin Rhenoflex
Waterproof Material
Co. Ltd
No. 58 Dong Sheng Road, Hi-Tech Park, Jiangyin
Economic Development Zone, China
US$1,500,000.00
Ordinary
China
Qingdao Coats
Limited
No. 6, Sanhuan Road, Jimo Environmental Protection
Industrial Park, Jimo District, Shandong, China
US$1.00 Ordinary
(90%)
Group structure
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Group structure cont.
Country of Incorporation
Company name
Registered office address
Share class
Guatemala
Guatemala Thread
Company Sociedad
Anonima
39 Avenida, 3-47 Zona 7, Colonia El Rodeo, Guatemala
GTQ10.00 Ordinary
Honduras
Coats Honduras,
S.A.
Edificio #13 Zona Libre Inhdelva, 800 mts. Carretera a
la Jutosa, Choloma, Cortes, Honduras
HNL100.00 Ordinary
Hong Kong
China Thread
Development
Company Limited
Unit 1-4, 10/F, The Broadway, 54-62 Lockhart Road,
Wanchai, Hong Kong
HKD10.00 Ordinary
Hong Kong
Coats (China)
Limited
Unit 1-4, 10/F, The Broadway, 54-62 Lockhart Road,
Wanchai, Hong Kong
HKD10.00 Ordinary
Hong Kong
Coats China
Holdings Limited
Unit 507, 5/F, Chinachem Golden Plaza, 77 Mody Road,
Tsim Sha Tsui, Kowloon, Hong Kong
HKD10.00 Ordinary
Hong Kong
Coats Hong Kong
Limited
Unit 507, 5/F, Chinachem Golden Plaza, 77 Mody Road,
Tsim Sha Tsui, Kowloon, Hong Kong
HKD10.00 Ordinary
(90%)
Hong Kong
Coats Thread HK
Limited
Unit 507, 5/F, Chinachem Golden Plaza, 77 Mody Road,
Tsim Sha Tsui, Kowloon, Hong Kong Unit
HKD10.00 Ordinary
Hong Kong
Rhenoflex Hong
Kong Ltd
5/F Manulife Place, 348 Kwun Tong Road, Kowloon,
Hong Kong
HKD1.00 Ordinary
Hong Kong
Texon International
(Asia) Limited
Room 1–4, 10th Floor, The Broadway, 54-62 Lockhart
Road, Wanchai, Hong Kong
HKD1.00 Ordinary
Hungary
Coats
Magyarorszag
Cernagyarto es
Ertekesito Korlatolt
Felelossegu
Tarsasag
1044 Budapest, Vaci ut 91, Hungary
HUF100,000.00
Ordinary
India
Intellosol Softwares
India Private
Limited
1/22, Second Floor, Asaf Ali Road, New Delhi, Central
Delhi, Delhi, 110002, India
INR10.00 Ordinary
India
Madura Coats
Private Limited
Unit No.3&4, Floor 3, Navigator Building, International
Tech Park, Whitefield Road, Bangalore 560 066, India
INR10.00 Ordinary
India
Texon (India)
Private Limited
S. No. 376, Thirumudivakkam Main Road, Behind
Amarprakash Heritage Apartments, Thirumudivakkam,
Chennai, Tamil Nadu, 600044, India
INR100.00 Ordinary
Indonesia
PT. Coats Rejo
Indonesia
Ventura Building, Lantai 5, Suite 501-A, Jl. RA Kartini
No. 26, Cilandak, Jakarta, Indonesia
US$1.00 Ordinary-A,
US$1.00 Ordinary-B,
US$1.00 Preference
Indonesia
PT Coats Trading
Indonesia
Ventura Building, Lantai 5, Suite 501-B, Jl. RA Kartini
No. 26, Cilandak, Jakarta, Indonesia
USD1.00 Ordinary
Italy
Texon Italia S.r.l.
Largo Augusto, 8, Milan, 20122, Italy
€1.00 Ordinary
Country of Incorporation
Company name
Registered office address
Share class
China
Shanghai Coats
Limited
No.8 Building, Export Processing Garden, Songjiang
Industrial Zone 201613, Shanghai, China
US$1.00 Ordinary
(90%)
China
Texon Dongguan
Non Woven Ltd
No. 17 Weiheng Road, Niushan Foreign Economics
Industrial Park, Dongcheng Street, Dongguan City,
China
US$1,420,000.00
Ordinary
Colombia
Coats Cadena
Andina SA –
Colombia
Avenida Santander, N.5E-87, Pereira, Colombia
COP20.63 Ordinary
Egypt
Coats Craft Egypt
New Cairo, 5th settlement, Villa 28, Egypt
EGP1.00 Ordinary
Egypt
Coats Egypt for
manufacturing and
dyeing sewing
thread SAE
Industrial Area Zone B3, Plot 78, 10th of
Ramadan City, Cairo, Egypt
US$31.25 Ordinary
Egypt
Coats for Trading
and Industry Egypt
Industrial Area Zone B3, Plot 62, 10th of Ramadan City,
Cairo, Egypt
EGP4000.00 Ordinary
El Salvador
Coats El Salvador,
S.A. de C.V.
Zona Franca Export Salva, Edificio No 18C, San
Salvador, El Salvador
US$12.00 Ordinary
France
Coats France S.A.S. 8 avenue Hoche, 75008, Paris, France
€0.60 Ordinary
France
Coats Footwear
France SAS
3 rue du Moulin, 49450 St. Macaire en Mauges, France
€188,401.00 Ordinary
Germany
Coats GmbH
1 Suedwieke 180, 26817 Rhauderfehn, Germany
€12,000,000.00
Ordinary
Germany
Coats Thread
Germany GmbH
Giulinistraße 2, 67065 Ludwigshafen, Germany
€11,704,000.00
Ordinary
Germany
Rhenoflex GmbH
Giulinistraße 2, 67065 Ludwigshafen, Germany
€1.00 Ordinary
Germany
Schwanenwolle
Tittel & Krueger AG
i. L
RHS, Stadtstrasse 29, 79104 Freiburg, Germany
DEM1.00 Ordinary
Germany
Texon Components
GmbH
Roigheimer Str., 69-72, Mockmuhl, 74219, Germany
€25,564.59 Ordinary
Germany
Texon Mockmuhl
GmbH
Roigheimer Str., 69-72, Mockmuhl, 74219, Germany
€27,041,999.59
Ordinary
Guatemala
Coats de
Guatemala, S.A.
13-78 Zona 10, Edif. Intercontinental Plaza Torre
Citigroup Nivel 17, Oficina 1702, Ciudad, Guatemala
GTQ1.00 Ordinary
Guatemala
Crafts Central
America, S.A.
26 Avenida No. 7-27, Zona 4, Mixco oficina 11,
Guatemala
GTQ100.00 Ordinary
Guatemala
Distribuidora Coats
de Guatemala,
Sociedad Anomina
39 Avenida, 3-47 Zona 7, Colonia El Rodeo, Guatemala
GTQ1.00 Ordinary
202
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Group structure cont.
Country of Incorporation
Company name
Registered office address
Share class
Portugal
Coats – Comercio
de Linhas, Fechos
e Acessorios, Para
a Industria Industria
Unipessoal Lda
Praca Duque de Saldhana, 1, Edif. Atrium Saldanha, Piso
7, Lisbon, 1050-094, Portugal
€150,000 Quotas
Portugal
Companhia de
Linha Coats & Clark
Unipessoal Lda
Praca Duque de Saldhana, 1, Edif. Atrium Saldanha, Piso
7, Lisbon, 1050-094, Portugal
€5,000,000 Quotas
Romania
Coats Romania SRL
Municipiul Odorheiu Secuiesc, Str. Nicolae Balcescu, Nr.
71, Judetul Harghita, Romania
RON169.38 Ordinary
Russian Federation Coats LLC
Office No. 4, part of premises No. 13, 7th Floor, st.
Krasnaya, 1, Lyubertsy, Moscow, Russia
RUB173.55 Ordinary
Singapore
Coats International
Pte. Limited
12 Marina View, #11-01, Asia Square Tower 2, 018961,
Singapore
SGD1.00 Ordinary
South Africa
Coats South Africa
(Proprietary)
Limited
107 Escom Road, New Germany, 3620, KZN, Natal,
South Africa
ZAR0.01 Ordinary,
ZAR0.01 Cumulative
Redeemable
Preference, ZAR0.01
Non-redeemable
Preference Shares,
ZAR0.01
Non-redeemable
Non-cumulative
Variable Rate
Convertible
Preference
Spain
Gotex S.A.
Avinguda de Montcau, No 5, Parcela A del VGP Llica
d’Amunt, (Nave E2 y E3), Llica de Munt, Barcelona,
08186, Spain
€6.02 Ordinary
Sri Lanka
Coats Thread
Exports (Private)
Limited
Moragahahena, Millewa, Horana, 12400, Sri Lanka
LKR100.00 Ordinary
(99%)
Sri Lanka
Coats Thread
Lanka (Private)
Limited
Moragahahena, Millewa, Horana, 12400, Sri Lanka
LKR10.00 Ordinary
(99%)
Sweden
Coats Industrial
Scandinavia AB
Stationsvagen 2, SE-516 31 Dalsjofors, Sweden
SEK1,000.00 Bearer
Switzerland
Coats Stroppel AG
c/o Haussmann Treuhand AG, Seefeldstrasse 45, 8008
Zurich, Switzerland
CHF2,500.00
Thailand
Coats Threads
(Thailand) Ltd
39/60 Moo 2 Tambol Bangkrachaw, Amphur Muang,
Samutsakorn Province 74000, Thailand
THB1,000.00 Ordinary
Country of Incorporation
Company name
Registered office address
Share class
Malaysia
Coats Thread
(Malaysia) Sdn.
Bhd.
49-B Jalan Melaka Raya 8, Taman Melaka Raya, 75000
Melaka, Malaysia
RM10.00 A, RM10.00
B, RM10.00 C (99%)
Mauritius
Coats Indian Ocean
Holding Co Limited
2nd Floor, IBL House, Caudan, Port-Louis, Mauritius
US$100.00 Ordinary
Mexico
Coats Mexico S.A.
de C.V.
Periferico Sur #3325 Piso 8, Col. San Jerónimo Lídice,
Magdalena Contreras, Mexico City, CP10200, Mexico
MXP1.00 Ordinary-A,
MXP1.00 Ordinary-B
Morocco
Coats Maroc
220 Bld Chefchaouni, Ain Sebaa, Casablanca, Morocco MAD100.00 Ordinary
Morocco
Mercerie
Industrielle de
Casablanca
220 Bld Chefchaouni, Ain Sebaa, Casablanca, Morocco MAD100.00 Ordinary
Netherlands
Coats Industrial
Europe Holdings
B.V.
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
$1.00 Ordinary
Netherlands
Coats Industrial
Thread Holdings
B.V
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
$1.00 Ordinary
Netherlands
Coats Northern
Holdings B.V.
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
$1.00 Ordinary
Netherlands
Coats South
America Holdings
B.V.
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
$1.00 Ordinary
Netherlands
Coats South Asia
Holdings B.V.
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
$1.00 Ordinary
Netherlands
Coats Southern
Holdings B.V.
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
$1.00 Ordinary
New Zealand
Coats Patons (New
Zealand) Ltd
3 Mana Place, Wira, Auckland, New Zealand
NZD1.00 Ordinary
Nicaragua
Coats de Nicaragua
SA
Altamira d’este, Rotonda Madrid #235, Managua,
Nicaragua
NIO100.00 Ordinary
Pakistan
J & P Coats
Pakistan (Pvt)
Limited
Factory Office, A/7, Estate Ave, Sindh Industrial Trading
Estate, Karachi, Pakistan
PKR100.00 Ordinary
Peru
Coats Cadena SA
– Peru
Av. Republica de Panama 3461, Piso 9, San Isidro, Lima,
Peru
PEN 0.01 Ordinary
(99%)
Poland
Coats Polska
Spolka z
oganiczona
odpowiedzialnoscia
Nowe Sady 2, 94-102 Lodz, Poland
PLN1,000.00 Ordinary
203
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Group structure cont.
Country of Incorporation
Company name
Registered office address
Share class
United Kingdom
Coats Industrial
Thread Brands
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats Industrial
Thread Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats Patons
Limited
Cornerstone, 107 West Regent Street, Glasgow, G2
2BA, United Kingdom
£0.25 Ordinary
United Kingdom
Coats Pensions
Trustee Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats Property
Management
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats Shelfco
(BDA) Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats Shelfco (CV
Nominees) Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats Shelfco (VV)
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£0.01 Ordinary, £0.075
Deferred
United Kingdom
Coats Trading (UK)
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats UK Pension
Scheme Trustees
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats VTT Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
US$0.01 Ordinary
United Kingdom
Corah Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£0.25 Ordinary, £1.00
4.2% Cumulative
Preference
United Kingdom
D. Byford & Co
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£0.20 Ordinary, £1.00
Preference
United Kingdom
Embergrange
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Fast React Systems
(Bangladesh)
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Fast React Systems
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
GPG Securities
Trading Ltd
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
Country of Incorporation
Company name
Registered office address
Share class
Tunisia
Coats Industrial
Tunisie
52, rue du Tissage, Douar Hicher, Manouba, 2086,
Tunisia
TND10.00 Ordinary
Tunisia
Coats Trading
Tunisie
52, rue du Tissage, Douar Hicher, Manouba, 2086,
Tunisia
TND10.00 Ordinary
Turkey
Coats (Turkiye) Iplik
Sanayii AS
BALAT OSB MAH Mavi Cad. No 2, 16225 Bursa, Turkey
TRY1.00 New Ordinary
(92%)
Ukraine
Coats Ukraine Ltd
Moskovskiy ave. 28A, litera B, Kiev, 04655, Ukraine
UAH1.00 Ordinary
United Kingdom
Allied Mutual
Insurance Services
Ltd
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Anfield 1 Limited
Mazars Llp, 45 Church Street, Birmingham, B3 2RT
United Kingdom
£1.00 Ordinary
United Kingdom
Anfield 2 Limited
Mazars Llp, 45 Church Street, Birmingham, B3 2RT
United Kingdom
£1.00 Ordinary, £1.00
Deferred
United Kingdom
Barbour Threads
Limited
Cornerstone, 107 West Regent Street, Glasgow, G2
2BA, United Kingdom
£10.00 Ordinary
United Kingdom
Brown Shipley
Holdings Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Brunel Pension
Trustees Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Cardpad Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats (UK) Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary, £1.00
Ordinary A
United Kingdom
Coats Digital
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats Finance Co.
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Coats Group
Finance Company
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£0.33 Ordinary
United Kingdom
Coats Holding
Company
(No. 1) Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£0.125 Ordinary
United Kingdom
Coats Holding
Company
(No. 2) Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£0.25 Ordinary
United Kingdom
Coats Holdings Ltd
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
204
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Group structure cont.
Country of Incorporation
Company name
Registered office address
Share class
United Kingdom
Texon Management
Ltd
4th Floor, 14 Aldermanbury Square, London, EC2V 7HS,
United Kingdom
£1.00 Ordinary
United Kingdom
Texon Non Woven
Ltd
4th Floor, 14 Aldermanbury Square, London, EC2V 7HS,
United Kingdom
£1.00 Ordinary
United Kingdom
Texon Overseas
4th Floor, 14 Aldermanbury Square, London, EC2V 7HS,
United Kingdom
£1.00 Ordinary
United Kingdom
The Central Agency
Limited
Cornerstone, 107 West Regent Street, Glasgow, G2
2BA, United Kingdom
£10.00 Ordinary
United Kingdom
Thomas Burnley &
Sons, Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£10.00 Ordinary
United Kingdom
Tootal Group
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£0.25 Ordinary, £1.00
3.5 % Cumulative
Preference
United Kingdom
Tootal Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Torque Group
International
Fortune Limited
4th Floor, 14 Aldermanbury Square, London, EC2V 7HS,
United Kingdom
$0.01 A Ordinary,
$0.01 B Ordinary,
$0.01 C Ordinary
United Kingdom
Torque Group
International Wealth
Limited
4th Floor, 14 Aldermanbury Square, London, EC2V 7HS,
United Kingdom
$1.00 Ordinary
United States
Coats American Inc
CT Corporation System, 820 Bear Tavern Road, West
Trenton, NJ 08628, USA
US$10.00 COMMON,
US$5.00 5%
Cumulative Preference
United States
Coats Garments
(USA) Inc
CT Corporation System, Corporation Trust Centre, 1209
Orange Street, Wilmington, DE 19801, USA
US$1.00 Ordinary
United States
Coats Holdings Inc
CT Corporation System, Corporation Trust Centre, 1209
Orange Street, Wilmington, DE 19801, USA
US$1.00 Ordinary
United States
Coats HP Holding
Inc
CT Corporation System, 160 Mine Lake Ct., Suite 200,
Wake NC 27615-6417, USA
US$1.00 Ordinary
United States
Coats HP Inc
CT Corporation System, 160 Mine Lake Ct., Suite 200,
Wake NC 27615-6417, USA
US$1.00 Ordinary
United States
Coats North
America
Consolidated Inc
CT Corporation System, Corporation Trust Centre, 1209
Orange Street, Wilmington, DE 19801, USA
US$0.10 Ordinary,
US$1.00 Class B
Voting Shares
United States
Coats North
America de
Republica Dominica
Inc
CT Corporation System, 160 Mine Lake Ct., Suite 200,
Raleigh, North Carolina, 27615-6417, USA
US$1.00 Ordinary
United States
Coats Sales
Corporation
CT Corporation System, 820 Bear Tavern Road, West
Trenton, NJ 08628, USA
US$100.00 Ordinary
Country of Incorporation
Company name
Registered office address
Share class
United Kingdom
Griffin SA Ltd
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
GSD (Corporate)
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
GSD Holdings
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary-A,
£1.00 Ordinary-B
United Kingdom
Hicking Pentecost
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£0.50 Ordinary
United Kingdom
I.P. Clarke & Co.
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
J.& P. Coats,
Limited
1 George Square, Glasgow G2 1AL, United Kingdom
£1.00 Ordinary
United Kingdom
Marshaide Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Needle Industries
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Patons & Baldwins
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Patons Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary, £1.00
7% Preference
United Kingdom
Simpson, Wright &
Lowe, Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Sir Richard
Arkwright & Co.
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
SIRBS Pension
Trustee Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Staveley 2005 No
3 Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Staveley Industries
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Staveley Services
Limited
The Pavilions, Bridgwater Road, Bristol, BS13 8FD,
United Kingdom
£1.00 Ordinary
United Kingdom
Texon (Newco 2)
Ltd
4th Floor, 14 Aldermanbury Square, London, EC2V 7HS,
United Kingdom
£1.00 Ordinary
United Kingdom
Texon International
Group Limited
4th Floor, 14 Aldermanbury Square, London, EC2V 7HS,
United Kingdom
£0.0001 A Ordinary,
£0.0001 B Ordinary,
£0.00001 Deferred
Ordinary
205
STRATEGIC REPORT
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Group structure cont.
Statutory audit exemptions
Coats Group plc has issued a parental guarantee under s479C of the Companies Act 2006 to the following
companies, exempting them from the requirements of the Companies Act 2006 related to the audit of individual
accounts by virtue of s479A of the Companies Act 2006.
Company
Registered number
B. M. Estates Limited
01032353
Brown Shipley Holdings Limited
00653955
Cardpad Limited
04115596
Coats Digital Limited
04952167
Coats Finance Co. Limited
02591134
Coats Holdings Ltd
00104998
Coats Industrial Thread Limited
00332517
Coats Property Management Limited
00508154
Coats Trading (UK) Limited
13264213
Fast React Systems (Bangladesh) Limited
08586160
Fast React Systems Limited
03698622
GPG (UK) Holdings Limited
00159975
GSD (Corporate) Limited
03081931
GSD Holdings Limited
03997465
I.P. Clarke & Co. Limited
00093416
J.& P. Coats, Limited
SC002042
Texon (Newco 2) Ltd
05329581
Texon International Group Limited
05329617
Texon Management Ltd
05308213
Texon Non Woven Ltd
05286674
Texon Overseas
02082136
Torque Group International Fortune Limited
10076655
Torque Group International Wealth Limited
10076684
Country of Incorporation
Company name
Registered office address
Share class
United States
Jaeger Sportswear
Ltd
CT Corporation System, 28 Liberty Street, New York,
NY 10005, USA
US$ Common
United States
Patrick Yarn Mill,
Inc.,
CT Corporation System, 160 Mine Lake Ct., Suite 200,
Raleigh, North Carolina, 27615-6417, USA
US$1.00 Class A
voting, Class B non-
voting
United States
Rhenoflex Americas
Corp.
Corporation Trust Center, 1209 Orange Street,
Wilmington, DE, United States
US$0.01 Ordinary
United States
Staveley Inc
The Corporation Trust Co., 1209 Orange Street,
Wilmington, DE 19801, USA.
US$0.01 Ordinary
United States
Texon Materials,
Inc.
Corporation Trust Center, 1209 Orange Street,
Wilmington, DE, United States
US$0.01 Ordinary
United States
Westminster Fibers,
Inc.
c/o The Corporation Trust, 1209 Orange Street,
Wilmington, Delaware, USA
US$1.00 Common
shares
Vietnam
Coats Footwear
Vietnam Limited
Liability Company
Plant 57, 1-7 street, Long Thanh Industrial Park, Tam An
Commune, Long Thanh District, Dong Nai Province,
Viet Nam
VND17,581,335,900
Ordinary
Vietnam
Coats Phong Phu
Limited Liability
Company
No. 48 Tang Nhon Phu Street, Tang Nhon Phu B Ward,
Thu Duc City, Ho Chi Minh City, Vietnam
US$1.00 Ordinary
(64%)
Vietnam
Texon
Manufacturing
Vietnam Company
Limited
Plant No. 02 and Factory No. 03, An Phuoc Industrial
Zoe, An Phuoc Ward, Long Thanh District, Dong Nai
Province, Viet Nam
VND33,446,917,552
Charter Capital
Joint Ventures
Country of Incorporation
Company Name
Registered Office address
Share class
China
Guangying
Spinning Company
Limited
2 Yuan Cun Xi Jie Guangzhou, 510655, China
US$1.00 Ordinary
(50%)
China
Tianjin Jinying
Spinning Co Ltd
10m E of intersec. of Jinlai Rd and Mingqing Rd, Liqi
Zhuang, Xiqing Qu, Tianjin, 300381, China
US$1.00 Ordinary
(50%)
India
S&P Threads
Private Limited
Delite Theatre Building, III Floor, Asaf Ali Road, New
Delhi, 110 002, India
INR10.00 Ordinary
(50%)
206
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FINANCIAL STATEMENTS
TCFD
OTHER INFO
Coats Group plc Annual Report and Accounts 2024
Five-year summary
United Kingdom
4th Floor,
14 Aldermanbury Square,
London EC2V 7HS
Tel: 020 8210 5000
coats.com
Incorporated and registered in England No. 103548
Registered office:
4th Floor,
14 Aldermanbury Square,
London EC2V 7HS
UK registered members
To manage your shareholding online, please visit: investorcentre.co.uk
Location of share registers
The Company’s register of members is maintained in the United Kingdom
Register enquiries may be addressed direct to the Company’s share registrars named below:
Registrar
Telephone and postal enquiries
Inspection of Register
UK Main Register:
Computershare Investor
Services PLC
The Pavilions
Bridgwater Road
Bristol BS13 8FD
Tel: 0370 707 1022
Facsimile: 0370 703 6143
The Pavilions
Bridgwater Road
Bristol BS13 8FD
For the year ended 31 December
2020
US$m
2021
US$m
2022
US$m
2023
US$m
2024
US$m
Continuing operations (before exceptional and
acquisition-related items)1:
Revenue
1,077.1
1,398.6
1,537.6
1,394.2
1,500.9
Cost of sales
(737.3)
(941.2)
(1,049.3)
(910.9)
(953.1)
Gross profit
339.8
457.4
488.3
483.3
547.8
Operating costs
(225.6)
(262.1)
(255.6)
(249.9)
(278.2)
Operating profit
114.2
195.3
232.7
233.4
269.6
Share of profits from joint ventures
0.6
1.2
1.1
1.1
1.9
Finance income
0.7
0.4
2.6
4.6
3.1
Finance costs
(25.5)
(21.8)
(32.3)
(33.9)
(32.7)
Profit before taxation
90.0
175.1
204.1
205.2
241.9
Taxation
(35.2)
(53.3)
(60.1)
(57.9)
(70.1)
Profit from continuing operations
54.8
121.8
144.0
147.3
171.8
Adjusted earnings per share (cents)
2.42
7.17
8.02
8.04
9.49
Dividend per share (cents)
1.30
2.11
2.43
2.80
3.12
Adjusted free cash flow ($m)
28.0
123.8
113.7
130.5
153.2
Adjusted return on capital employed (%)
22%
45%
31%1
30%
38%
Notes:
1. Operating profit from continuing operations before exceptional and acquisition-related items for the year ended 31 December 2022 has been
adjusted in the adjusted return on capital employed calculation to include Texon and Rhenoflex as if the acquisitions had taken effect at the
beginning of the reporting period (1 January 2022).
Shareholder information
207
STRATEGIC REPORT
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