Annual Report
2019
Contents
Strategic report
Our business model
Chairman’s statement
CEO’s statement
Financial performance
Our long-term priorities
Our culture
Key performance indicators
Industry trends
Stakeholder engagement
Pharmaceuticals
Vaccines
Consumer Healthcare
Trust
Risk management
Group financial review
Corporate Governance
Chairman’s Governance statement
Our Board
Our Corporate Executive Team
Responsible leadership
Division of responsibilities
Composition, succession
and evaluation
Nominations Committee report
Audit, risk and internal control
Audit & Risk Committee report
Science Committee report
Corporate Responsibility
Committee report
Section 172 statement
Directors' report
Remuneration report
01
03
04
06
09
10
11
12
15
17
23
27
30
43
49
76
78
82
84
90
92
92
96
96
107
109
111
113
116
Chairman’s annual statement
Annual report on remuneration
119
2020 Remuneration policy summary 140
141
2020 Remuneration policy report
Financial statements
Directors’ statement of
responsibilities
Independent Auditor’s report
Financial statements
Notes to the financial statements
Financial statements of
GlaxoSmithKline plc prepared
under UK GAAP
Investor information
152
154
166
170
252
258
263
269
Quarterly trend
Five-year record
Product development pipeline
Products, competition and
272
intellectual property
275
Principal risks and uncertainties
288
Share capital and share price
290
Dividends
291
Financial calendar
291
Annual General Meeting 2020
Tax information for shareholders
292
Shareholder services and contacts 294
296
US law and regulation
299
Group companies
311
Glossary of terms
We are a science-led
global healthcare company
Our purpose
To improve the quality of human life by helping people do more, feel better,
live longer.
Our goal
To become one of the world’s most innovative, best-performing and trusted
healthcare companies.
Our strategy
To bring differentiated, high-quality and needed healthcare products
to as many people as possible, with our three global businesses, scientific
and technical know-how and talented people.
Our long-term priorities
Our priorities are underpinned by our ambition to build a more performance-
focused culture, aligned to our values and expectations.
Innovation
We invest in scientific and technical excellence to develop and launch
a pipeline of new products that meet the needs of patients, payers
and consumers.
Performance
We deliver growth-based performance by investing effectively in our
business, developing our people and executing competitively.
Trust
We are a responsible company and commit to use our science and
technology to address health needs, make our products affordable
and available and to be a modern employer.
Our values and expectations
Our values – patient focus, transparency, respect and integrity.
Our expectations – courage, accountability, development and teamwork.
Cautionary statement
See the inside back cover of this document for the cautionary statement regarding
forward-looking statements.
Non-IFRS measures
We use a number of adjusted, non-IFRS, measures to report the performance of our business.
Total reported results represent the Group's overall performance under IFRS. Adjusted results,
pro-forma growth rates and other non-IFRS measures may be considered in addition to, but not
as a substitute for or superior to, information presented in accordance with IFRS. Adjusted results
and other non-IFRS measures are defined on pages 50 to 52 and reconciliations to the nearest
IFRS measures are on pages 62 and 65.
We believe that Adjusted results, when considered together with Total results, provide investors,
analysts and other stakeholders with helpful complementary information to understand better
the financial performance and position of the Group from period to period, and allow the Group's
performance to be more easily compared against the majority of its peer companies. These
measures are also used by management for planning and reporting purposes. They may not
be directly comparable with similarly described measures used by other companies.
Our business model
We have three global businesses that discover, develop and
manufacture innovative medicines, vaccines and consumer healthcare
products. Every day, we help improve the health of millions of people
around the world.
Our operations span the value chain from identifying,
researching, developing and testing ground-breaking
discoveries, to regulatory approval, manufacturing and
commercialisation.
We have over 99,000 employees across 95 countries
with outstanding scientific and technical know-how and
deep expertise in regulation, intellectual property and
commercialisation. We also work with world-leading
experts and form strategic partnerships to complement
our existing capabilities.
Innovation is critical to how we improve health and create
financial value. As a research-based healthcare company
we rely on intellectual property protection to help ensure
a reasonable return on our investments so we can
continue to research and develop new and innovative
medicines. In 2019 we invested £4.6 billion in R&D.
In Pharmaceuticals and Vaccines we focus on science
related to the immune system, human genetics and
advanced technology. In Consumer Healthcare we
leverage our scientific expertise and deep consumer
insights to create healthcare products that meet
consumer demands.
Our ability to launch new products successfully and
grow sales from our existing portfolio is key to our
commercial success. For patients and consumers
we deliver transformational medicines, vaccines and
consumer healthcare products. In 2019 that included
2.3 billion packs of medicines, 701 million vaccine
doses and 4.2 billion consumer healthcare products.
As part of our capital allocation framework we invest
in our three businesses and provide returns to
shareholders in the form of dividends and share value
growth. In 2019 we paid a dividend of 80p per share
and delivered £5.1 billion of free cash flow.
We make a positive contribution to the communities
in which we operate by creating employment, working
with suppliers and paying tax. We offer a broad range
of employee benefits, including preventative healthcare
services, so that we are able to attract and retain the
best people. By delivering on our purpose, the greatest
contribution we make is to improve the health of people
around the world with our medicines, vaccines and
consumer healthcare products.
Pharmaceuticals
Vaccines
Consumer Healthcare
Our Pharmaceuticals business has
a broad portfolio of innovative and
established medicines in respiratory,
HIV, immuno-inflammation and oncology.
We are strengthening our R&D pipeline
through a focus on immunology, human
genetics and advanced technologies
to help us identify transformational
new medicines for patients.
We are the world’s largest vaccines
company by revenue, delivering vaccines
that protect people at all stages of life.
Our R&D focuses on developing
vaccines against infectious diseases
that combine high medical need and
strong market potential.
Our world-leading Consumer Healthcare
business combines science and
consumer insights to create innovative
everyday healthcare brands that
consumers trust and experts recommend.
In 2019, we finalised an agreement with
Pfizer to combine our two consumer
healthcare businesses.
Read more on page 17
Read more on page 23
Read more on page 27
Turnover
Respiratory
HIV
Immuno-inflammation
Oncology
Established Pharmaceuticals
Total
£m
3,081
4,854
613
230
8,776
17,554
Turnover
£m
Turnover
Meningitis
Shingles
Influenza
Established Vaccines
Total
1,018
1,810
541
3,788
7,157
Wellness
Oral health
Nutrition
Skin health
Total
£m
4,526
2,673
1,176
620
8,995
GSK Annual Report 2019 01
Investor informationFinancial statementsStrategic reportGovernance and remuneration Our business model continued
Preparing for the future
Investing in R&D and new products
In order to be successful, we are increasing investment in R&D
and new products to deliver future growth. Since announcing
our new approach to R&D in 2018, we have made significant
progress to strengthen our pipeline, particularly in oncology.
We now have 39 medicines and 15 vaccines in the pipeline,
and in 2019 we had three major approvals, eight regulatory
submissions, six positive read-outs from pivotal studies and
we progressed four new assets into pivotal studies.
During 2019 we also completed transactions with Tesaro
and with Merck KGaA, further strengthening our position
in oncology, and initiated alliances to build out our platform
technologies, in genomics with the University of California,
and in cell therapy with Lyell Immunopharma.
The positive clinical data we are generating and the progress
we have made to strengthen the pipeline underpins our decision
to further increase investment in R&D over the next two years.
Creating two new companies
In early 2020, consistent with our strategic priorities and
previous announcements, we started a two-year programme
to prepare GSK for separation into two new leading companies:
New GSK, a biopharma company, with an R&D approach
focused on science related to the immune system, use of
genetics and new technologies; and a new Consumer
Healthcare company with category-leading power brands
and innovation based on science and consumer insights.
Our intention remains to separate around three years from the
close of the transaction that resulted in the formation of our new
Consumer Healthcare Joint Venture, which was in July 2019.
The new programme will use the unique catalyst of separation
to reset the capabilities and cost base for both companies,
and help support delivery of the significant value creation
opportunities we see in both New GSK and new Consumer
Healthcare.
For New GSK, we see a clear opportunity to drive a common
approach to R&D as science related to the immune system
converges across both pharmaceuticals and vaccines. This
will enable us to be even more effective in how we allocate
our budget, share technical and scientific expertise and deliver
our pipeline, regardless of modality.
Under the programme, we will also seek to improve our
capabilities and create efficiencies in our global support
functions; continue to simplify and focus our manufacturing
network, ensuring our supply chain is ready to launch our
new speciality medicines, and rationalise our portfolio
through divestments.
For the new Consumer Healthcare company, this programme
will support the building of key technology infrastructure and
the expertise necessary to operate as a standalone company.
We believe that increased investment in our pipeline and new
products, together with effective implementation of our new
two-year programme, will set each new company up with
strong foundations for future performance. The financial
benefits, costs and reporting associated with the programme
are set out on pages 63 and 64.
Invest in the business
– R&D pipeline (including business
Key priorities for capital
development)
– Vaccines capacity
– New products
Improved
cash
generation
Shareholder returns
– Dividends
– Target 1.25x to 1.5x cover before
returning dividend to growth
Other M&A
– Strict discipline on returns
Capital allocation
Capital allocation framework
Innovation
Performance
Trust
02 GSK Annual Report 2019
Chairman’s statement
I am delighted to introduce my first GSK Annual Report as Chairman.
I am passionate about life sciences having worked in the industry for
many years. It is a sector that I know can make a meaningful difference
to patients and people around the world.
While GSK has a proud history of innovation, it was the
exciting future ahead that made joining GSK irresistible.
Not only do we have the opportunity to create the world’s
leading Consumer Health business but also to create a
biopharma business, founded on today’s leading scientific
platforms. The Board and an outstanding management team
led by Emma are determined to achieve this.
GSK delivered good operating performance in 2019 with
growth in sales and earnings and good cash generation.
Emma and her team are sucessfully focused on strengthening
the pipeline and delivering strong commercial execution.
This is evident in the contribution to growth from new
products in these results.
Innovation
2019 saw good progress on the Group’s priority to strengthen
its pharmaceuticals pipeline, particularly in oncology, with eight
filings and four assets moved into pivotal trials. The Board was
particularly pleased to see positive data came from assets
acquired through the Tesaro transaction.
The distinctive new approach to R&D, to focus on the
immune system, the use of genetics and advanced analytical
technologies, is also advancing with the formation of
partnerships including with the University of California,
23andMe and Lyell and the attraction of new talent into
the organisation. Over the longer term, this new approach
promises to deliver a more productive R&D organisation
delivering a higher number of differentiated medicines.
This is an area the Board Science Committee is working
closely with management on.
In my first few months, I have had many conversations with
shareholders. I am pleased to report strong support for the
strategic direction of the company and for the intention to
separate into two new companies. To successfully deliver
this the Group has initiated a new programme to help prepare
for separation. Consequently, we have established a new
Board committee, to work closely with management and
provide support and oversight over the next two years.
Capital allocation
The Board supports management’s clear framework for capital
allocation which prioritises investment in the pharmaceuticals
pipeline and building vaccine supply capacity. Disciplined
support of business development opportunities is also part
of the framework. Of course, the Board are also mindful of
returns to shareholders and we returned 80p per share in
2019 as expected. Total shareholder return in 2019 was 25%.
Environment, social and governance (ESG)
With 2019 the first year of required compliance with the
revised UK Corporate Governance Code, and with the
increased emphasis on the value of ESG factors to overall
performance, I have been pleased to find GSK’s purpose,
strategy and priorities well placed to deliver long-term value
for society and shareholders. That we will need to do more
and give greater prominence to what we are doing, is clear,
but we start from a good place.
GSK has a strong foundation in global health innovation and
this continues to play an important role. Promising data on our
candidate TB vaccine and recognition for GSK’s leadership
in antimicrobial resistance, a major global health threat is good
demonstration of this. Access and affordability of medicines
is a critical issue for the industry and society, and the company
continues to be focused on making its products affordable and
available through responsible pricing and strategic access
programmes and partnerships.
Tackling climate change will require action from everyone and
GSK is committed to playing its part. The company is delivering
well on reducing its carbon footprint in line with the Paris
Agreement, and is assessing the opportunities and risks
that the transition to a low carbon economy presents.
Board changes
We have made progress on searching for Judy Lewent’s
successor as Chair of the Audit & Risk Committee.
I am delighted that Judy has agreed to stay for a further year
to facilitate a transition before stepping down from the Board
at the 2021 AGM. Whilst I am mindful that the 2018 UK Corporate
Governance Code indicates that Non-Executive Directors should
not serve for more than nine years, I firmly believe that a smooth
transition is in the best interests of the company and shareholders.
As is set out in more detail in the section on Board governance,
we have re-evaluated our priorities and the Board committee
architecture to be able to support and oversee the creation
of two outstanding new organisations.
During the year Sir Philip Hampton stood down from the Board
as anticipated in last year’s Annual Report, and Iain Mackay
became our Chief Financial Officer, replacing Simon Dingemans.
I’d like to take this opportunity to thank Philip and Simon for their
service to GSK.
Finally, my thanks go to all of GSK’s employees, partners,
shareholders and customers for their support and warm welcome.
Sir Jonathan Symonds
Chairman
GSK Annual Report 2019 03
Investor informationFinancial statementsStrategic reportGovernance and remuneration CEO’s statement
I am pleased with the progress we made in 2019 on our three long-term
priorities of Innovation, Performance and Trust. We have strengthened our
pipeline, improved operational execution and further reshaped the Group.
Growth in 2019 sales and earnings
Group sales grew 10% at actual exchange rates and 8%
at constant exchange rates to £33.8 billion. This is a good
performance, particularly when considering that 2019 was
the first year of a generic version of Advair in the US.
New products drove the increase in sales, reflecting their
innovation and our focus on commercial execution. Shingrix,
our shingles vaccine, had a remarkable year with sales of
£1.8 billion and is now the most successful biopharma launch
of the last 10 years. The product also received the prestigious
Prix Galien award for innovation. In Respiratory, we saw strong
growth from Trelegy and Nucala, and in HIV, new two-drug
regimens, Dovato and Juluca, contributed sales of £422 million.
The Total Group operating margin increased 2.8 percentage
points but the Adjusted operating margin decreased 2.1
percentage points (CER) reflecting our decision to invest
in these new products and our priority pipeline programmes.
Total earnings per share were 93.9p, up 27% at actual
exchange rates, 23% CER and Adjusted earnings per share
grew 4% at actual exchange rates, 1% CER to 123.9p.
We achieved strong cash generation, with free cash flow
of £5.1 billion. As expected, we announced a dividend of
80p in 2019 and we expect to do so again in 2020.
Landmark year for R&D
When I became CEO, I made strengthening our R&D pipeline
our first priority. In 2019 we made significant progress. Under
the leadership of Dr Hal Barron, our Chief Scientific Officer,
we delivered three major approvals, eight regulatory filings
for new medicines, six positive readouts from assets in pivotal
studies and progressed four new assets into pivotal studies,
three of which are biologics.
This progress reflects successful prioritisation and development
of the pipeline in core areas such as HIV and Respiratory,
and in fast emerging areas such as Oncology. Here, we were
particularly pleased to see pivotal data for Zejula, for ovarian
cancer, and belantamab mafodotin for multiple myeloma.
We believe both these assets have the potential to transform
how patients are treated for these underserved cancer types.
In all, we have 39 medicines and 15 vaccines currently in
clinical development, and in 2020 we expect at least six
potential product approvals. We also expect a substantial
amount of proof-of-concept data including combination
studies for various immuno-oncology agents and for innovative
vaccines; for respiratory syncytial virus (RSV) and for chronic
obstructive pulmonary disease (COPD).
We continue to build our capabilities in new platform
technologies, notably with a pioneering new partnership
with the University of California, to establish a state-of-the-art
laboratory for CRISPR gene-editing technologies; and with the
biotech company, Lyell, for development of new cell therapies.
I am also pleased that our partnership with 23andMe is
progressing well. We have now identified eight new targets
to work on together in immunology, oncology, neurology and
cardiovascular disease.
Preparing for the future
Delivering innovation is our first priority, and our recent
data readouts, together with the progress we have made
to strengthen the pipeline, underpin our decision to further
increase investment in R&D and our new products for
long-term growth.
At the same time, we continue to focus on operational
execution, including delivering a successful integration
in Consumer Healthcare following completion of the
transaction with Pfizer on 31 July 2019.
We are also now preparing for separation of the Group.
As previously stated, our intention is to separate around
three years from closing the transaction. We have therefore
initiated a two-year programme to prepare two new companies:
New GSK, a Biopharma company with an R&D approach
focused on science related to the immune system, the use
of genetics and advanced technologies; and a new Consumer
Healthcare company with a world-leading portfolio of brands
and scale.
Our new programme aims to use the unique catalyst we have
of separation to set competitive capabilities and a cost base
for both companies, and help to deliver the significant value
creation for patients, consumers and shareholders.
Building Trust
GSK has consistently, and will continue to take action to
make a broader contribution to society in addition to delivery
of financial returns. In 2019 we made good progress across
all of our Trust commitments, and we are well placed to respond
to increasing investor interest in environmental, social and
governance (ESG) performance. We were pleased to be ranked
the top pharma company in the Dow Jones Sustainability Index
for our sector.
04 GSK Annual Report 2019
CEO's statement continued
Most notable have been several recent initiatives related to
global health and health security. Following the publication
of excellent data for our candidate TB vaccine, in early 2020
we secured a ground-breaking agreement with the new
Gates Medical Research Institute, to develop the vaccine
for use in low-income countries. This new alliance reflects
our aim to take a sustainable approach to global health,
focusing our efforts and expertise on science and research,
while partnering with others to ensure development and
delivery. We also filed regulatory submissions for a new
formulation of our latest HIV medicine, which will expand
access for use by children in resource poor settings.
We were also pleased to see our science and research
recognised through GSK’s leadership of the Access to
Medicine Foundation’s 2020 antimicrobial resistance
benchmark.
In February 2020, to support the global response to the
outbreak caused by coronavirus (SARS-CoV-2), we formed
collaborations with CEPI (Coalition for Epidemic Preparedness
Innovations) and other institutions and companies to make our
vaccine adjuvant technology available for the development of
an effective vaccine against the virus.
In another area of our Trust agenda, we are working hard to
reduce our environmental impact. Underpinned by five public
targets, our goal is to reduce our impact by one quarter by
2030. In this report we also set out our approach to climate
change risk, including our first voluntary disclosure using
recommendations of the Taskforce for Climate-related
Financial Disclosure (TCFD).
Our people and culture
We continue to work to develop a more performance-focused
culture, with a strong emphasis on ethics and values. Building
trust internally remains a key priority. Our regular employee
survey helps us review our levels of employee engagement
and we were pleased to achieve excellent engagement scores
at all levels of the organisation over the course of last year.
We are also pursuing a broad agenda to promote inclusion and
diversity. In 2019, female representation across the organisation
increased, particularly at senior management level, and GSK
was recognised in the Stonewall LGBT+ rights group, as a top
global employer.
The significant progress we made in 2019 is due to the effort,
talent and dedication of GSK people and all those we work
with. I want to thank them for their enormous contribution and
we count on them again in 2020.
Emma Walmsley
Chief Executive Officer
GSK Annual Report 2019 05
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Financial performance
Total results
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Other operating income/(expense)
Operating profit
Net finance costs
Profit on disposal of interest in associates
Share of after-tax profits of associates and joint ventures
Profit before taxation
Taxation
Tax rate
Profit after taxation
Profit attributable to non-controlling interests
Profit attributable to shareholders
Earnings per share
How we performed
Cost of sales
Total cost of sales as a percentage of turnover was 35.1%,
1.9 percentage points higher at AER and 2.4 percentage points
higher in CER terms. This primarily reflected an increase in
the costs of Major restructuring programmes, the unwind of
the fair value uplift on inventory arising on completion of the
Consumer Healthcare Joint Venture with Pfizer and continued
adverse pricing pressure in Pharmaceuticals, partly offset by
a more favourable product mix in Vaccines.
Selling, general and administration
Total SG&A costs as a percentage of turnover were 33.8%,
1.6 percentage points higher at AER and 1.6 percentage points
higher at CER. This included increased significant legal charges
arising from the settlement of existing matters and provisions
for ongoing litigation, increased investment resulting from the
acquisition of Tesaro and greater promotional product support,
particularly for new launches.
Research and development
Total R&D expenditure was £4,568 million (13.5% of turnover),
up 17% AER, 15% CER. This reflected a significant increase
in study and clinical trial material investment in Oncology and
increased spending on the progression of key non-Oncology
assets, partly offset by savings from the early phase portfolio
reprioritisation in late 2018.
Other operating income/(expense)
Net other operating income primarily reflected the profit on
disposal of rabies and tick-borne encephalitis vaccines and
a number of other asset disposals together with an increase
in value of the shares in Hindustan Unilever Limited to be
received on the disposal of Horlicks and other Consumer
Healthcare brands.
06 GSK Annual Report 2019
2018
% of
turnover
100
(33.2)
66.8
(32.2)
(12.6)
1.0
(5.2)
17.8
2019
% of
turnover
100
(35.1)
64.9
(33.8)
(13.5)
1.1
1.9
20.6
£m
33,754
(11,863)
21,891
(11,402)
(4,568)
351
689
6,961
(814)
–
74
6,221
(953)
15.3%
5,268
623
4,645
93.9p
£m
30,821
(10,241)
20,580
(9,915)
(3,893)
299
(1,588)
5,483
(717)
3
31
4,800
(754)
15.7%
4,046
423
3,623
73.7p
Growth
CER%
8
16
4
13
15
17
23
25
26
£%
10
16
6
15
17
17
27
30
30
27
23
Operating profit
Total operating profit was £6,961 million in 2019 compared
with £5,483 million in 2018. Reduced remeasurement charges
on the contingent consideration liabilities, no Consumer
Healthcare put option charge, increased profits on disposals
and an increase in value of the shares in Hindustan Unilever
Limited to be received on the disposal of Horlicks and other
Consumer Healthcare brands were partly offset by increased
charges for Major restructuring and significant legal matters.
Tax
The charge of £953 million represented an effective tax rate
on Total results of 15.3% (2018 – 15.7%) and reflected the
different tax effects of the various Adjusting items.
Non-controlling interests
The allocation of Total earnings to non-controlling interests
amounted to £623 million (2018 – £423 million). The increase
was primarily due to an increased allocation of ViiV Healthcare
profits.
Earnings per share
Total earnings per share was 93.9p, compared with 73.7p
in 2018. The increase in earnings per share primarily reflected
reduced remeasurement charges on the contingent
consideration liabilities and put options, an increase in the
value of the shares in Hindustan Unilever Limited to be received
on the disposal of Horlicks and other Consumer Healthcare
brands, a reduced effective tax rate and an increased share
of after-tax profits of associates as a result of a non-recurring
income tax benefit in Innoviva.
Financial performance continued
Total and Adjusted results
Total reported results represent the Group’s overall performance.
GSK uses a number of Adjusted, non-IFRS, measures to
report the performance of its business. Adjusted results and
other non-IFRS measures may be considered in addition to,
but not as a substitute for or superior to, information presented
in accordance with IFRS. See page 50 for a fuller definition.
GSK believes that Adjusted results, when considered together
with Total results, provide investors, analysts and other
stakeholders with helpful complementary information to
understand better the financial performance and position
of the Group from period to period, and allow the Group’s
performance to be more easily compared against the majority
of its peer companies. These measures are also used by
management for planning and reporting purposes. They may
not be directly comparable with similarly described measures
used by other companies.
GSK encourages investors and analysts not to rely on any
single financial measure but to review GSK’s Annual Reports,
including the financial statements and notes, in their entirety.
GSK is undertaking a number of Board-approved Major
restructuring programmes in response to significant changes
in the Group’s trading environment or overall strategy, or
following material acquisitions. Costs, both cash and non-cash,
of these programmes are provided for as individual elements
are approved and meet the accounting recognition criteria.
As a result, charges may be incurred over a number of years
following the initiation of a Major restructuring programme.
The Group has also initiated a two-year Separation Preparation
programme to prepare GSK for separation into two new leading
companies in biopharma and consumer healthcare.
GSK is committed to continuously improving its financial
reporting, in line with evolving regulatory requirements and
best practice.
GSK's reported results include five months of results of the
former Pfizer consumer healthcare business from 1 August
2019. Pro-forma growth rates at CER have been calculated
for 2019 including the equivalent five months of results of the
former Pfizer consumer healthcare business in the comparative
period, as more fully described on page 52.
Adjusting items
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Other operating income/(expense)
Operating profit
Net finance costs
Share of after-tax profits of associates and joint ventures
Profit before taxation
Taxation
Tax rate
Profit after taxation
Profit attributable to non-controlling interests
Profit attributable to shareholders
Earnings per share
Total
results
£m
33,754
(11,863)
21,891
(11,402)
(4,568)
351
689
6,961
(814)
74
6,221
(953)
15.3%
5,268
623
4,645
93.9p
Intangible
asset
amortisation
£m
Intangible
asset
impairment
£m
Major
restructuring
£m
Transaction-
related
£m
Divestments,
significant
legal and
other items
£m
713
713
64
777
777
(156)
621
621
12.6p
30
30
4
49
83
83
(17)
66
66
1.3p
658
658
332
114
1
1,105
5
1,110
(208)
902
902
18.2p
383
383
104
(142)
345
345
(124)
221
164
57
Adjusted
results
£m
33,754
(10,079)
23,675
(10,715)
(4,339)
351
–
8,972
(810)
74
8,236
–
–
247
2
(548)
(299)
(1)
(300)
140
(1,318)
(160)
(160)
16.0%
6,918
787
6,131
1.2p
(3.3)p
123.9p
Intangible asset amortisation and impairment
Amortisation and impairment of intangible assets and goodwill
excludes computer software.
Transaction-related
Transaction-related accounting or other adjustments related
to significant acquisitions.
Major restructuring
Major restructuring costs, which include impairments of tangible
assets and computer software (under specific Board-approved
programmes that are structural, of a significant scale and where
the costs of individual or related projects exceed £25 million),
including integration costs following material acquisitions.
Divestments, significant legal and other items
Proceeds and costs of disposals of associates, products
and businesses; significant legal charges (net of insurance
recoveries) and expenses on the settlement of litigation and
government investigations; other operating income other than
royalty income, and other items.
GSK Annual Report 2019 07
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Financial performance continued
Adjusted results
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Operating profit
Net finance costs
Share of after-tax profits of associates and joint ventures
Profit before taxation
Taxation
Tax rate
Profit after taxation
Profit attributable to non-controlling interests
Profit attributable to shareholders
Earnings per share
How we performed
Cost of sales
Adjusted cost of sales as a percentage of turnover was 29.9%,
0.1 percentage points higher at AER and 0.5 percentage points
higher at CER. On a pro-forma basis, Adjusted cost of sales
as a percentage of turnover was 29.9%, 0.3 percentage points
higher at CER. This primarily reflected continued adverse
pricing pressure in Pharmaceuticals, partly offset by a more
favourable product mix in Vaccines, largely due to the growth
of Shingrix in the US.
Selling, general and administration
Adjusted SG&A costs as a percentage of turnover were 31.7%,
1.0 percentage point higher at AER and 1.0 percentage point
higher on a CER basis. On a pro-forma basis, Adjusted SG&A
costs as a percentage of turnover were 31.7%, 0.8 percentage
points higher at CER, compared with 2018. This primarily
reflected increased investment resulting from the acquisition
of Tesaro and in promotional product support, particularly for
new launches in Vaccines, Respiratory and HIV, partly offset
by the continuing benefit of restructuring in Pharmaceuticals
and the tight control of ongoing costs.
Research and development
Adjusted R&D expenditure was £4,339 million (12.9% of
turnover), 16% higher at AER, 14% higher at CER than in 2018.
On a pro-forma basis, Adjusted R&D expenditure grew 13%.
This reflected a significant increase in study and clinical trial
material investment in Oncology and increased spending
on the progression of key non-Oncology assets, partly offset
by savings from the early phase portfolio reprioritisation in
late 2018.
08 GSK Annual Report 2019
2018
% of
turnover
100
(29.8)
70.2
(30.7)
(12.1)
1.0
28.4
2019
% of
turnover
100
(29.9)
70.1
(31.7)
(12.9)
1.1
26.6
£m
33,754
(10,079)
23,675
(10,715)
(4,339)
351
8,972
(810)
74
8,236
(1,318)
16.0%
6,918
787
6,131
123.9p
£m
30,821
(9,178)
21,643
(9,462)
(3,735)
299
8,745
(698)
31
8,078
(1,535)
19.0%
6,543
674
5,869
119.4p
Growth
CER%
8
10
7
12
14
17
–
(1)
3
1
£%
10
10
9
13
16
17
3
2
6
4
Operating profit
Adjusted operating profit was £8,972 million, 3% higher
at AER but flat at CER on a turnover increase of 8% CER.
The Adjusted operating margin of 26.6% was 1.8 percentage
points lower at AER, and 2.1 percentage points lower on
a CER basis than in 2018. On a pro-forma basis, Adjusted
operating profit was 3% lower at CER on a turnover increase
of 4% CER. The Adjusted pro-forma operating margin of 26.6%
was 1.9 percentage points lower on a CER basis than in 2018.
The reduction in pro-forma Adjusted operating profit primarily
reflected continuing price pressure and investments in R&D and
promotional product support, partly offset by the benefit from
sales growth, particularly in Vaccines, a more favourable mix in
Vaccines and Consumer Healthcare and the continued benefit
of restructuring.
Tax
Tax on Adjusted profit amounted to £1,318 million and
represented an effective Adjusted tax rate of 16.0%
(2018 – 19.0%), reflecting the impact of the settlement
of a number of open issues with tax authorities.
Non-controlling interests
The allocation of Adjusted earnings to non-controlling interests
amounted to £787 million (2018 – £674 million). The increase
primarily reflected an increased allocation of Consumer
Healthcare profits.
Earnings per share
Adjusted EPS of 123.9p compared with 119.4p in 2018,
up 4% AER, 1% CER, with Adjusted operating profit flat
at CER. The improvement primarily resulted from a reduced
effective tax rate and an increased share of after-tax profits
of associates, partly offset by increased net finance costs
and a higher non-controlling interest allocation of Consumer
Healthcare profits.
Our long-term priorities
Our long-term priorities are designed to create lasting value for patients,
consumers and shareholders. 2019 was an important year of execution
and we made good progress in delivering on our objectives.
Innovation
Performance
Trust
We invest in scientific and
technical excellence to develop
and launch a pipeline of new
products that meet the needs of
patients, payers and consumers.
We deliver growth by investing
effectively in our business,
developing our people and
executing competitively.
We are a responsible company.
We commit to use our science
and technology to address health
needs, make our products
affordable and available and
be a modern employer.
2019 objectives
2019 objectives
2019 objectives
– Deliver continued strong sales of Trelegy
Ellipta, Nucala, HIV two-drug regimen
and Shingrix
– Continue to strengthen pipeline through
execution of new R&D approach,
accelerating priority assets and optimising
recent strategic business development
transactions
– Continue to drive sales growth and
– Focus on supply service levels, execute
operational performance
– Successful integration of Tesaro
– Deliver restructuring benefits
– Develop plan for integration of Pfizer’s
consumer healthcare business
– Accelerate capability building in priority
areas including digital, data and analytics
portfolio and network simplification
– Deliver progress on Trust commitments
– Progress global health research in TB
and HIV
– Deliver modern employer programmes
to empower employees to be themselves,
feel good and keep growing at GSK
2019 progress
2019 progress
2019 progress
– Delivered strong sales of all key launches,
notably Shingrix with sales of £1.8 billion
– Strengthened pipeline with eight filings,
six positive pivotal trial results, and four
priority assets accelerating to phase II/III
– Accelerated oncology pipeline with
regulatory submissions for Zejula in first-line
maintenance ovarian cancer, belantamab
mafodotin in relapsed/refractory multiple
myeloma, and dostarlimab in endometrial
cancer
– Developed advanced technology capability
with significant hires and partnerships with
world-leading scientists
– Group sales £33.8 billion, up 10% AER,
– Filed FDA and EU regulatory submissions
8% CER, pro-forma +4%
– Free cash flow £5.1 billion
– Total earnings per share 93.9p (up 27%
AER, 23% CER), Adjusted earnings per
share 123.9p (up 4% AER, 1% CER)
– Successful integration of Tesaro and built
capability in priority areas, notably specialty
therapies, including oncology
– Continued delivery on restructuring benefits
to support investment in innovation and new
launches
– Completed Consumer Healthcare JV with
Pfizer and on track to deliver synergies
– Invested in new talent to build capability
for paediatric dolutegravir
– Released positive final phase II results
for our candidate TB vaccine and built a
collaboration with the Bill & Melinda Gates
Medical Research Institute for the
continued development of the asset for
developing countries – which was finalised
and announced in January 2020
– Continued to embed modern employer
programmes with progress in engagement,
diversity and inclusion, employee health
and wellbeing, and development
– Ranked top in Dow Jones Sustainability
Index for the pharmaceuticals industry
2020 priority objectives
2020 priority objectives
2020 priority objectives
– Deliver Innovation sales with excellent
commercial, R&D and supply chain
execution
– Further accelerate and strengthen pipeline
with six potential approvals expected
– Prioritise spending to deliver growth and
– Continue to deliver on-time in-full supply
return on investment
of our products
– Successful Consumer Healthcare JV
integration, including driving growth and
delivering synergies
– Deliver further capability building in
specialty Pharmaceuticals
– Deliver two-year programme to prepare
GSK for separation into two new companies
– Build reputation with a focus on Innovation
– Deliver progress on Trust commitments
Culture
We are committed to developing the right culture to drive and maximise performance. We are empowering and enabling everyone at GSK
to live our values and expectations, and changing the way we work to accelerate delivery of our long-term priorities.
Principal risks
Our principal risks are: patient safety; product quality; financial controls and reporting; anti-bribery and corruption; commercial practices;
privacy; research practices; third party oversight; environment, health and safety, and sustainability; information security; and supply continuity.
Our risk management framework is designed to support our long-term priorities. See pages 43 to 46 and 275 to 287.
GSK Annual Report 2019 09
Investor informationFinancial statementsStrategic reportGovernance and remuneration Our culture
We are building a more performance-focused culture, aligned to our
values and expectations, that will help us achieve our purpose and
power our long-term priorities.
GSK has a well-established purpose – to help people
do more, feel better, live longer – together with strong
values of patient focus, respect, transparency and integrity.
We are extremely proud of how our purpose and values lead
us as a company. However, our operating environment is
changing rapidly and our stakeholders have increasing
expectations of us.
We recognise that our culture must have a greater focus on
performance and growth, while remaining firmly purpose-led
and values-based. This necessary shift in culture is key to
delivering our goal of becoming one of the world’s most
innovative, best performing and trusted healthcare companies.
Our expectations – courage, accountability, development
and teamwork – sit alongside our values to help us develop
the behaviours we need in our desired culture:
Courage: having high ambitions, setting an accelerated pace,
smart risk taking where appropriate, making the right decisions
assertively even when it is difficult, and speaking up when
we see opportunities to improve or have a concern.
Accountability: taking ownership, having single point
of accountability decision making, prioritising work that
supports our strategy and delivering what we promise.
Development: prioritising people's development and
encouraging them to ask for and give open and honest
feedback, so we continually grow as individuals, teams
and as an organisation.
Teamwork: ensuring our people work better together on
aligned objectives and understand how they contribute to
our long-term priorities, encouraging diversity of thought
and inspiring each other; holding each other to account.
Enabling culture change
Culture change is a long-term commitment and requires
focus at every level of the company:
– We have made company-wide changes to our incentive
schemes, governance and ways of working, including
implementing key performance indicators and standardised
performance reviews.
– We continue to strengthen how our values and expectations
are embedded into our recruitment processes, leadership
development, employee training and performance evaluation.
– Across the whole company there are two broad themes
we are focusing on: clearer accountability and better
decision-making to drive pace and performance, and an
open, honest and straight-talking culture where our people
trust their leaders and feel confident to share their views.
Each of the businesses have set clear objectives to drive
the culture shift needed in their area.
– Our leaders and managers should be role models of our
desired culture. This starts with having the right people, and
we have made significant changes to our top 125 leaders,
with 29% new appointments (internal movement and external
hires) in the last year. We have invested significantly in
building High Performing Teams (HPT), including our
Corporate Executive Team, taking part in ongoing HPT
development programmes.
Tracking progress
We track our cultural change with a range of indicators and
the Board receives regular updates. In addition to specific lead
indicators by business area, we measure employee feedback
across the company through our global employee survey.
This focuses on (a) our progress on embedding a culture that
prioritises Innovation, (b) our discipline, competitive edge,
speed and agility to deliver growth orientated Performance,
(c) employee Trust, including pride in our purpose and progress
on our Modern Employer priorities and (d) how well the values
and expectations are embedded into our ways of working.
We also measure progress on key drivers of culture:
(1) strength of talent and succession plans for key roles and
(2) effectiveness of our global people manager population
through our global One80 survey (see page 36). We use our
employee engagement scores as an additional indicator of our
progress in embedding a culture in which our employees are
inspired by our purpose and are working together in the best
way so that we meet our long-term priorities, bring competitive
returns to shareholders, and help more patients and consumers.
10 GSK Annual Report 2019
Key performance indicators
We track progress against our long-term priorities with ten operating key
performance indicators. These measure our performance at a Group level
and across our three businesses.
Our operating key performance indicators (KPIs) are reviewed
regularly by our Corporate Executive Team and the Board.
Our employees are updated on our progress against them every
quarter. Our performance system aligns employees’ bonuses
with a relevant subset of our ten indicators and the remuneration
policy used to reward the performance of our executives also
includes measures linked to our KPIs (see pages 117, 123
and 125).
Innovation
Innovation sales R
We track all of our operating KPIs internally, and below we
provide performance data for those that we report externally.
Due to commercial sensitivities we do not publish data for all
operating KPIs (indicated as n/r). We use a number of adjusted,
non-International Financial Reporting Standards (IFRS)
measures to report our business performance, as described
on pages 50 to 52. These include Adjusted results, free cash
flow and CER growth rates. Non-IFRS measures may be
considered in addition to, but not as a substitute for or superior
to, information presented in line with IFRS.
2019
2018
2017
Pharmaceuticals and Vaccines – sales of products launched in the last five years
£3.8bn
£1.7bna
£0.4bna
Consumer Healthcare – sales from products which are new to a market in the last
three years as a % of total sales
Pipeline value and progress – the value of products in our pipeline and R&D
milestones achieved
Performance
Group turnover R – up 10% AER, 8% CER
Profit R
Total operating profit – up 27% AER, 23% CER
Adjusted operating profit – up 3% AER, flat CER
Total operating margin
Adjusted operating margin
Free cash flow R – down 11%
Market share – our market share in relation to our competitors
Top talent and succession plans for key roles – our most talented employees
in key roles with succession plans in place
Trust
Employee feedback – employee engagement scores from our global employee survey
Supply service level – percentage of orders delivered on-time and in-full
Corporate reputation – reputation index among stakeholders and informed public
measured globally and in top 13 markets
R Linked to Executive LTI awards and bonus, see pages 117, 123 and 125.
a
b
n/r Not reported externally.
Comparative information reflects sales of those products that meet the definition for 2019.
Revised to include proceeds from the sale of intangible assets.
12%
n/r
11%
13%
n/r
n/r
2019
2018
2017
£33.8bn
£30.8bn
£30.2bn
£7.0bn
£9.0bn
20.6%
26.6%
£5.5bn
£8.7bn
17.8%
28.4%
£4.1bn
£8.6bn
13.5%
28.4%
£5.1bn
£5.7bn
£3.5bnb
n/r
n/r
2019
78%
n/r
n/r
n/r
n/r
2018
78%
n/r
n/r
n/r
n/r
2017
79%
n/r
n/r
GSK Annual Report 2019 11
Investor informationFinancial statementsStrategic reportGovernance and remuneration Industry trends
The healthcare industry operates in a rapidly changing environment with
strong growth potential. Our strategy is designed to respond to this context
by maximising opportunities and mitigating risks.
We are operating in a dynamic environment, shaped by fast-
changing and interdependent global trends. We continue to
be responsive to this changing environment through monitoring
industry trends and engaging with key stakeholder groups
(see pages 15 to 16).
The global healthcare industry
Global growth is projected to rise from an estimated 2.9% in
2019 to 3.3% in 2020, a downward revision of 0.1% from the
previous World Economic Outlook. Rising geopolitical tensions
have increased uncertainty about the future of the global trading
system and international cooperation, taking a toll on business
confidence and investment decisions.1
The global healthcare market continues to grow, with
worldwide pharmaceutical sales totalling £801 billion from
September 2018-2019, up 6.4%. North America remains
the largest pharmaceutical market with a 48% share of global
sales, with Europe representing 21%. China is the second
largest individual country for pharmaceutical sales, representing
8.5% of global sales.2 Global vaccine sales rose to
approximately £23.8 billion in 2019, up around 15% from
2018.3 The global consumer healthcare market is estimated
to be approximately £140 billion.3
The healthcare sector remains intensely competitive, with
companies increasingly pursuing mergers, acquisitions and
partnerships to strengthen pipelines and portfolios. 2019
saw significant M&A activity in oncology and speciality care,
together with several company mergers, most notably with
Bristol-Myers Squibb acquiring Celgene and AbbVie
acquiring Allergan.
Intellectual property (IP) protection is important to continue
to incentivise innovation. This helps research-based healthcare
companies ensure a reasonable return on their investments
and allows them to continue to conduct research and develop
new and innovative medicines. Once IP protection expires,
or if challenges to a patent are upheld, generic competitors
can rapidly capture a large share of the market. Vaccines
and other biologics do not face such exposure to generic
competition through these ‘patent cliffs’. They require high
capital investment due to the highly technical manufacturing
processes, and complex regulatory and quality requirements.
Global trends: opportunities and challenges
Changing demographics
Demographic change is increasing demand for both preventive
and therapeutic healthcare products.
The world’s population continues to grow. From an estimated
7.7 billion people worldwide in 2019, the global population is
predicted to grow to 8.5 billion by 2030.4 Virtually all countries
are experiencing population ageing, with the proportion of the
world’s population over 60 projected to nearly double between
2015 and 2050.5 More people are living in cities and affluence
is growing, with the size of the global middle class projected to
be approximately 4.9 billion people by 2030, up from 1.8 billion
in 2009.6
Our response
These factors are all contributing to rising demand for healthcare,
including in areas where we are focused such as oncology
and respiratory, as well as pressuring healthcare systems
to restrain spending growth. As part of our Innovation priority
we are investing in developing and launching a pipeline of new
products that meet the changing needs of patients, payers
and consumers (see pages 17 to 21 and 23 to 25). We ensure
our products serve a broad demographic through our global
health and pricing strategies (see pages 30 to 34).
1 IMF World Economic Outlook Update
2 IQVIA data
3 Internal data
4 https://population.un.org/wpp/Publications/Files/WPP2019_
Highlights.pdf
5 https://www.who.int/news-room/fact-sheets/detail/ageing-and-health
6 http://oecdobserver.org/news/fullstory.php/aid/3681/An_emerging_
middle_class.html
12 GSK Annual Report 2019
Industry trends continued
Advances in science and technology
Rapid advances in innovative science and technology are
transforming the sector. Cell therapy technologies, where
cells become living medicines, are changing the definition
and profile of medicine. New advances in functional genomics,
such as CRISPR, are changing what is possible in drug
discovery and will enable researchers to pinpoint novel targets
with a higher probability of success. The scale of data from
genetic libraries and genomics requires artificial intelligence (AI)
to interpret, and machine learning helps to predict possible new
pathways to a medicine. The growth in data is also improving
the healthcare ecosystem and helping to build a virtuous
cycle of data, technology and R&D. Regulators and purchasers
can use these technologies to track product effectiveness,
while consumers relying on digital tools to manage their
health and understand their genetic profiles are helping
research efforts by building a better understanding of
genetics and disease.
Our response
The application of advanced technologies is central to our R&D
approach, as part of our Innovation priority. We are developing
core capabilities in AI, machine learning, functional genomics
and cell therapy to accelerate the pace at which we identify
and develop novel targets and medicines, including creating
the Laboratory for Genomics Research, a state-of-the-art lab
to apply CRISPR gene editing technologies to drug discovery.
We have made significant investments to help us realise the
potential of these cutting-edge technologies and, ultimately,
strengthen our pipeline. We are also attracting the best
scientific minds to work for us and with us, by entering into
ambitious and creative collaborations, such as our partnership
with Lyell Immunopharma, to enhance our cell and gene therapy
programme and with 23andMe, with which we have eight
ongoing joint programmes (see page 21).
Pricing and access
The pricing of healthcare products and the increasing pressure
to fund high-cost, innovative therapies continues to attract
significant attention from governments and the public, with
calls for better transparency on how prices are set and a
greater emphasis on value and health outcome-based pricing.
Government and payer budgets remain subject to increasing
review as demand for healthcare grows and the healthcare
policy environment remains fluid, with payers introducing
increasingly restrictive cost-control mechanisms.
In the US, the government has proposed several drug pricing
initiatives, including a new ‘international pricing index’, in order
to reduce healthcare costs for patients and the government.
While there are still significant potential obstacles to the
implementation of national drug pricing proposals, multiple
states have also passed legislation or regulation that increases
oversight, transparency and/or control of pharmaceutical prices.
Organisations that assess the value of pharmaceutical products
relative to price and health outcomes, such as the Institute for
Clinical and Economic Review, are also rising in prominence
in the US.
In Europe, while the majority of markets have established price
control processes in place, national healthcare authorities are
continually looking to sharpen these tools in response to
changing market dynamics. Disparity in both access and supply
availability across EU markets has been a topic of recurrent
debate in recent years. Member states have repeatedly raised
serious concerns over the problem of medicines shortages.
They call for transparency of prices, R&D costs and public
subsidies, pushing to roll back existing flexibilities with EU
legislation and/or create additional hurdles for market access.
In Europe and many Emerging Markets, international reference
pricing (IRP) continues to gain traction, with over 70 markets
now using this as a primary lever for pricing control.
Increasingly, countries are also cooperating on health
technology assessments (HTAs) – the new EU HTA regulation
proposal would centralise the clinical assessments of new
medicines and medical devices.
Beyond Europe many countries are implementing various
forms of HTA. In China several policies have been proposed
to boost the quality, efficiency and value of healthcare delivery
and HTA implementation is among the key initiatives proposed.
Products with high clinical value, particularly those seeking
a premium price, will likely be prioritised for HTA review,
especially in oncology and other critical disease areas.
While accelerating access to innovation, China is also
implementing cost containment measures to balance its
healthcare budget. Saudi Arabia is establishing a new,
independent and evidence-based HTA entity to help it
maximise health gains through efficient use of resources.
Finally, in Japan the pharmaceutical industry remains
concerned about the proposed use of HTA for pricing
control rather than value assessment.
Our response
We aim to improve the health of millions of people each year
by making our products available at responsible prices that are
sustainable for our business. Getting this right is fundamental
to both our Performance and Trust priorities. When setting
the price of our medicines in developed markets, we apply
a value-based approach to balance reward for innovation with
access and affordability (see page 33). We aim to bring truly
differentiated, innovative products that bring highly effective
health outcomes for patients and payers, so that even those
products with a high cost will bring value to patients and
healthcare systems. By investing in genetics, genomics,
big data and AI we are accelerating the pace at which we
develop transformational medicines, prioritising those molecules
with a higher probability of success – we know that genetically
validated drug candidates are twice as likely to become
registered medicines, improving the productivity of our
R&D investment.
GSK Annual Report 2019 13
Investor informationFinancial statementsStrategic reportGovernance and remuneration Industry trends continued
Regulatory environment
Healthcare is a highly regulated industry, reflecting public
expectations that products comply to stringent levels of quality,
safety and efficacy.
Governments continue to introduce and develop regulatory
approaches to support the accelerated development and
introduction of new medicines and to encourage pharmaceutical
innovation. Regulatory authorities are exploring how to progress
or adapt regulatory science to address new and potentially
disruptive technologies, such as digital healthcare, cell and
gene therapies, big data and real-world evidence. Work on
cross-border harmonisation of pharmaceutical regulation is
increasing through supranational bodies, such as the
International Council for Harmonisation, the geographic scope
of which continues to expand, including to emerging markets.
This work is supporting the introduction and development of
initiatives in which regulators from different jurisdictions share
or co-operate in the assessment of regulatory submissions,
for example the US Food and Drug Administration (FDA) is
providing a framework for concurrent submission and review
of oncology products with international partners.
Our response
GSK closely monitors and, where relevant and appropriate,
engages in how we can improve regulation, particularly in the
UK, Europe and the US. For example, as scientific innovation
moves beyond the scope of current regulation and standards,
we are working with the sector to engage with governments
to explore new policies, processes and incentives that would
support the discovery and delivery of medicines developed
through emerging technologies and techniques (see page 16).
Societal expectations
Expectations of business are changing. As well as delivering
financial returns, companies are expected to create value
for a range of stakeholders through taking action on social
and environmental issues. Some are calling for the purpose
of business to be redefined, with groups like Business
Roundtable, a leading business group in the US, saying
a corporation exists to benefit all stakeholders, moving away
from the long-standing endorsement of shareholder primacy.
In order to attract and retain the best talent companies need
to rise to the expectations of a workforce that is motivated
by delivering on a greater purpose. Employees who work
for a company with a strong sense of purpose, and who feel
connected to it, are three times more likely to thrive in what
they do.1
At the same time, investors are increasingly asking companies
to articulate how they are managing a range of environmental,
social and governance (ESG) risks and opportunities. Major
institutional investors are publicly stating that they believe that
ESG factors impact a company’s long-term success and so
are important to their investment decisions.
Companies are expected to contribute to the UN Sustainable
Development Goals (SDGs), especially as we move into the
final decade for their delivery by 2030. There is growing public
demand for companies to play a role in managing climate
change and mitigating climate risk, as well as address other
environmental issues such as plastics, air pollution and water
management. Companies are also under increasing pressure
to address social issues such as human rights, inclusion and
diversity and fair pay, both in direct operations and throughout
the supply chain.
The pharmaceutical sector in particular has a trust deficit and
remains under sustained scrutiny around sales and marketing
practices and ethics and compliance. It is also facing additional
reputational challenges related to issues like the opioid crisis
in the US, as well as the growing momentum of the anti-vaccine
movement in some regions.
Our response
Our Trust priority is designed to respond to multi-stakeholder
expectations and prioritise the areas where we are positioned
to have significant and sustainable impact. We set 13 public
commitments to support our Trust priority in 2018 and are
making good progress against them (see pages 30 to 42). We
recognise that expectations are moving quickly and that we
need to respond accordingly (see pages 15 to 16).
1 Mercer 2018 Global Talent Trends Study. Input: 800 executives, 1,800 HR
leaders, 5000+ employees, 21 industries, 44 countries
14 GSK Annual Report 2019
Stakeholder engagement
Engaging and building trust with the broad range of stakeholders that interact
with, or are impacted by, our business is key to delivering our strategy and
ensuring our success over the long term.
Section 172 statement
We have various mechanisms that enable management and the Board to understand and consider stakeholder views as part
of their oversight and decision making. This is explained in our section 172 statement, which is set out in full on page 111, and
is incorporated by reference into this Strategic report. On this page we summarise our key stakeholder groups, how we engage
with them, the issues that matter most to them and what we are doing in response.
Patients and
consumers
Investors
Insights from patients and consumers enable us
to develop products that better meet their needs.
How we engage
– Advisory boards, disease-specific patient panels
and Patient Advocacy Leaders Summits to provide
patient insights
– Engagement and support for patient groups (disclosed
on gsk.com), and initiatives that empower patients
to get involved in medicine development
– Market research and consumer sensory labs help
to uncover consumer insights
What matters
– The pricing of healthcare products, particularly out-of-pocket
expenses
– Differentiated product innovation based on patient and
consumer needs
– Access to a reliable supply of high-quality, safe products
What we are doing
– We take a values-based approach to pricing to balance
reward for innovation with access and affordability
– Strengthening our pipeline to bring innovative products
to patients and ensure we maintain high standards for
product quality and safety
We maintain regular and constructive dialogue with
investors to communicate our strategy and performance
in order to promote investor confidence and ensure
our continued access to capital.
How we engage
– Ongoing communications including the AGM, quarterly
results calls and detailed company information online
– One-to-one meetings between Board members, senior
executives and institutional investors including introduction
roadshows for our new Chairman and CFO
– Biannual investors and analysts perception study and, for
the first time in 2019, we conducted a specific ESG study
What matters
– Financial performance and commercial success
– Understanding how our R&D strategy is successfully
developing our pipeline
– Management of key environment, social and governance
(ESG) issues to mitigate risk and create opportunity
What we are doing
– Continuing to report in line with best practice disclosure
on progress towards our financial targets and strategic goals
– Specific business and R&D updates and events e.g. ViiV meet
the management, Vaccines Investor Day, Oncology roundtables
– We are increasing engagement on ESG matters
Healthcare
professionals
and medical
experts
We work with healthcare professionals (HCPs)
and medical experts to understand patient needs
and to ensure our products are being administered
in the right way.
How we engage
– Scientific dialogue to increase understanding
of disease management and patient experience
– Providing high-quality, balanced information about
our medicines and vaccines
– Collaboration on clinical trials and research
R&D partners
and academia
We partner with scientific institutions, national health
systems, business partners and academia to help
ensure we develop differentiated healthcare products.
How we engage
– Collaboration with outstanding scientists from organisations
across the globe
– Establishing joint ventures to strengthen innovation
and efficiency
– Working with academic institutions to accelerate
discovery and development of new medicines
What matters
– Access to product and scientific information
– Responsible sales and marketing practices
– Safety, efficacy and differentiated innovation
What we are doing
– Increasing the use of digital channels to deliver a more
personalised and effective sharing of information to HCPs
– Updating our salesforce incentive policy to attract and
retain the best talent while upholding ethical standards
– Using HCP insights on disease management and patient
experience to inform the development of our medicines
What matters
– Finding the right partner to accelerate a potential medicine
or vaccine to approval to reach patients
– Pushing the science as far as it can go to advance human
health
– Dissemination and advancement of scientific knowledge
What we are doing
– Working with world leading experts at biotechs, universities
and other scientific institutions to improve drug discovery
and increase the productivity of our R&D pipeline
– Collaborating with partners such as Open Targets, FinnGen,
and the UK Biobank that are focused on identifying
disease-relevant genes to validate high-potential targets
GSK Annual Report 2019 15
Investor informationFinancial statementsStrategic reportGovernance and remuneration Stakeholder engagement continued
Governments
and regulators
We work with governments and regulators to advocate
for policies that encourage innovation, promote
efficient management of healthcare spending
and give patients the support they need.
How we engage
– Meeting with regulatory bodies throughout the
development process to ensure high quality
and safe new products
– Engaging with government health agencies
to demonstrate the value of our products
– Working with governments to build a strong
operating environment for life sciences
NGOs and
multilateral
organisations
We work with partners to improve access to healthcare
services and our products, and to advocate for the
policy environment in which we can be successful.
How we engage
– Working with non-governmental organisations (NGOs)
and partners to research and develop products to
address global health challenges
– Collaborating with NGOs and generic manufacturers to
sustainably supply our products to developing countries
– Partnerships to strengthen health systems in developing
countries and drive progress on global health priorities
Suppliers
We work with thousands of suppliers, large and
small, who provide goods and services that support
us in delivering a reliable supply of high-quality,
safe products for our patients and consumers.
How we engage
– Regular direct engagement between business owner
and supplier to ensure they support GSK's strategies
and targets
– Engage with suppliers through our Third Party Oversight
programme and by conducting in-depth audits
– Participate in cross-industry forums such as the
Pharmaceutical Supply Chain Initiative and the
Consumer Goods Forum to improve supply
chain sustainability
Employees
We involve and listen to employees to help us maintain
strong employee engagement and retain talented
people.
How we engage
– Regular interactive ‘Let’s Talk’ events with the
Corporate Executive Team and other senior leaders
– Facilitating dialogue and collaboration through our
internal communications platform
– Global diversity councils and Employee Resource
Groups covering different strands of diversity
– Global all-employee survey and One80 Survey for
employees to provide feedback on line managers
16 GSK Annual Report 2019
What matters
– Environments which value innovation and drive investment
in life sciences
– Scientific funding and collaboration
– Medicines pricing and reimbursement
– Public health threats
What we are doing
– Working with policymakers to support an operating environment
that remains competitive for R&D investment, enables mobility
of scientific talent and accelerates the uptake of innovative
medicines, including the UK Life Sciences Industrial Strategy
– Actively engaging on government proposals for healthcare
reform, including in the US where we successfully ensured
patient access to full treatment regimes for HIV and cancer
was maintained
– Partnering with authorities in China to ensure support
for global innovation, including swift regulatory approval
of Shingrix and Benlysta
What matters
– Access to medicines and vaccines
– Achieving the UN SDGs and WHO targets for specific
disease areas
– Universal Health Coverage (UHC) and the future
of health systems
– Sustainable financing for global health
What we are doing
– Focusing on our unique value-add as a global health partner
to develop products where we have scientific expertise
– Partnering with organisations that have complementary
capabilities and reach to create sustainable models that
share risk, including working with partners to pilot
implementation of the malaria vaccine
– Leveraging our community investment programmes to support
our scientific expertise and deliver more impact for patients
What matters
– Prompt payment for smaller suppliers
– Understanding GSK standards and policies to ensure
compliance
– Opportunities to innovate and grow the relationship
What we are doing
– Updating our payment practices to ensure that smaller
UK suppliers benefit from preferential payment terms
– Conducting business with suppliers who share our values and
high quality and ethical standards to ensure security of supply
– Engaging with suppliers to develop improvement plans and
track progress when we identify areas for improvement
– Expanding our third-party Environment Health and Safety
team to the countries where our priority suppliers are located
to provide more proactive support
What matters
– Opportunities for career and personal development
– Flexible working to support balancing wider responsibilities
– Working in an inclusive and diverse environment
– Working for a purposeful company and a great line manager
What we are doing
– Providing all employees with access to a new development
portal with resources that are most relevant to their roles,
development needs and interests
– Our largest markets have formal flexible working and carer
policies and all our markets are reviewing their competitiveness
– Monitoring employee engagement through the employee
survey and acting on feedback to improve engagement
Pharmaceuticals
Our Pharmaceuticals business has a broad portfolio of innovative and
established medicines in respiratory, HIV, immuno-inflammation and
oncology. We are strengthening our R&D pipeline through a focus on
immunology, human genetics and advanced technologies to help us
deliver transformational medicines for patients.
Progress against our long-term priorities
Innovation
Performance
Trust
– Strengthened our R&D pipeline
with eight filings and four assets
advancing to pivotal phase II/III
studies
– Accelerated our oncology portfolio
with positive pivotal data readouts
and regulatory submissions for
Zejula in first-line maintenance
ovarian cancer, belantamab
mafodotin in relapsed/refractory
multiple myeloma, and dostarlimab
in endometrial cancer
– Received approvals and expanded
indications for key medicines
across our portfolio
– Invested significantly in advanced
technologies, including establishing
the Laboratory for Genomics
Research and collaborating with
Lyell Immunopharma
– Total 2019 turnover £17.6 billion,
– Filed US and EU regulatory
up 2% AER, flat at CER
– Strengthened capabilities in
specialty care medicine
– Changed sales incentive
programme to recruit and retain
representatives with the best
expertise and experience
– Supply chain productivity up
by more than 20% since 2016
submissions to simplify, optimise
and extend use of dolutegravir
in children living with HIV
– Progressed gepotidacin, the
first in a new chemical class of
antibiotics to treat drug resistant
bacteria, to phase III clinical
research
– Donated 890 million albendazole
tablets to support efforts to end
lymphatic filariasis and control
intestinal worms in school-age
children
– 101 Pharmaceutical regulatory
inspections, all with satisfactory
results
Read more below
Read more on page 22
Read more on pages 30 to 42
Innovation
Our new R&D approach focuses on science related to the
immune system, the use of human genetics and the application
of advanced technologies, such as functional genomics,
machine learning, artificial intelligence and cell therapy.
This approach, powered by the multiplier effect of Science x
Technology x Culture, is helping to strengthen our pipeline and
accelerate the pace at which we discover, develop and deliver
medicines to improve patients’ lives.
As we prepare to create New GSK, we will drive a common
approach to R&D across Pharmaceuticals and Vaccines.
This will enable us to more effectively allocate capital and
share technical and scientific expertise, to deliver our pipeline,
regardless of modality, for the new Biopharma company.
We are evolving our R&D culture to embrace single-point
accountable decision making and smart risk taking
(rewarding good decisions even when the outcome may
not be as expected) to help us deliver scientific and
technological excellence.
Our R&D pipeline contains 39 potential new medicines,
including 15 clinical oncology assets. We have doubled
the number of assets in our clinical oncology portfolio
since early 2018.
In 2019, we advanced four assets into pivotal phase II/III
studies and achieved positive regulatory decisions and data
readouts across our portfolio.
We received approvals for three medicines: Dovato, an HIV
treatment; Dectova, a treatment for influenza A or B; and new
self-administration options for our respiratory biologic, Nucala.
We also received expanded indications for medicines including
Zejula, our oral poly ADP-ribose polymerase (PARP) inhibitor
for ovarian cancer and Benlysta, the world’s first biologic
treatment for systemic lupus erythematosus (SLE or ‘lupus’).
We submitted eight filings for regulatory approval.
GSK Annual Report 2019 17
Investor informationFinancial statementsStrategic reportGovernance and remuneration Pharmaceuticals continued
HIV
Around 37.9 million people are living with HIV worldwide.
We have a long-standing commitment to combatting,
preventing and ultimately curing HIV, helping to make
it a smaller part of people’s lives.
Our HIV business is managed through ViiV Healthcare,
which is majority owned by GSK, with Pfizer and Shionogi
as shareholders. ViiV Healthcare is the sole global specialist
HIV pharmaceutical company. We are at the forefront of
innovation, with the world’s only HIV-dedicated discovery
and early development facility. Our portfolio of 15 approved
antiretroviral medicines offers a range of therapeutic options
for people living with HIV. They include our established
therapies Tivicay and Triumeq, which contain dolutegravir,
considered the most potent available antiretroviral.
2019 was a pivotal year for ViiV Healthcare, with growing
momentum for our portfolio of two-drug regimen (2DR)
therapies, which are powered by dolutegravir. We launched
Dovato, our new once-daily, single-pill 2DR, the first approved
for treatment-naïve patients, in the US and EU. This followed
positive results from the GEMINI 1 and 2 and TANGO studies
which showed Dovato was as effective as dolutegravir-based
three-drug regimens. By containing fewer antiretrovirals than
traditional HIV treatments, Dovato and our first 2DR, Juluca,
aim to reduce the number of HIV drugs people living with
the virus take over a lifetime. Following its 2018 launch in
the US, Japan and nine European markets, Juluca achieved
reimbursement in 10 additional markets in 2019. During the
year, the SWORD 1 and 2 studies demonstrated Juluca’s
long-term safety, efficacy and tolerability.
We submitted cabotegravir and rilpivirine, the first once-monthly,
complete long-acting HIV regimen for regulatory review in the
US and EU. This followed the global ATLAS and FLAIR pivotal
phase III studies which demonstrated that the therapy was
as effective as a daily oral three-drug regimen in maintaining
viral suppression. In December 2019, we received a complete
response letter from the FDA regarding the US submission
and will work closely with the regulatory authority to determine
appropriate next steps. Regulatory review in the EU is ongoing.
In July 2019, we launched the year-long CUSTOMIZE study
to identify and evaluate ways of implementing a once-monthly
HIV regimen into clinical practice. The programme involves
ViiV Healthcare employees working with clinical staff, healthcare
providers and people living with HIV across the US.
In December 2019, we filed for US regulatory approval for
fostemsavir, our first-in-class attachment inhibitor for heavily
treatment-experienced adults with HIV-1 infection, including
those who are failing on current antiretroviral regimens and
have exhausted all treatment options. The submission followed
positive results from the 96-week phase III BRIGHTE study.
In line with our commitment to delivering optimal HIV treatment
formulations for children, we made two regulatory submissions
in December 2019 that aim to simplify, optimise and extend
the use of dolutegravir in paediatric HIV patients. For more
information (see page 32).
Oncology
Cancer remains a major global cause of death. Our work
in oncology aspires to maximise patient survival through
transformational medicines. We have an increasingly large
and broad portfolio of assets in development, both alone
and in novel combination studies. Our pipeline is focused
on four areas: immuno-oncology, which uses the human
immune system to treat cancer; cell therapy, where human
T-cells are engineered to target the disease; cancer epigenetics,
where the gene-regulatory system of the epigenome is modulated
to curb cancer; and synthetic lethality, where two mechanisms
work together synergistically to destroy cancerous cells.
We are making good progress. Since early 2018 we have
doubled the number of assets in our clinical oncology pipeline.
In 2019 we achieved three positive pivotal data readouts
and are on track for three oncology launches in 2020.
We have achieved this by accelerating our own clinical
programmes, fast-tracking the assets acquired with the
oncology-focused biopharmaceutical company Tesaro,
and successful business development collaborations,
including our strategic alliance with Merck KGaA.
To further strengthen our oncology pipeline and enhance our
cell and gene therapy programme, we announced a five-year
collaboration with Lyell Immunopharma. Lyell is exploring ways
of improving the function and ‘fitness’ of T-cells to enhance
response rates in solid tumour cancers and prevent relapses
due to T-cell ‘exhaustion’. Combining our cell and gene therapy
programmes with Lyell’s technologies has the potential to
enhance the activity and specificity of cell therapies in solid
tumour cancers.
Our current oncology assets
Zejula, our oral PARP inhibitor, is approved in the US
and Europe for women with recurrent ovarian cancer.
We believe that Zejula could transform treatment options
for patients in additional ovarian cancer stages, and for
both men and women with other cancers.
Following a priority review, in October 2019, the FDA
approved an expanded indication for Zejula as a late-line
treatment for women whose advanced ovarian cancer is
associated with homologous recombination deficiency.
The approval was supported by the positive results of the
phase II QUADRA study. This approval allows us to address
the unmet clinical need and demonstrates that Zejula is active
as a late line therapy for women beyond those with BRCA
mutations. In December 2019, we also filed for US approval
of Zejula in first-line maintenance therapy of women with
platinum responsive ovarian cancer. The submission, which
has been accepted by the FDA, was based on positive results
from the phase III PRIMA study which showed a significant
reduction in disease progression for women, irrespective
of their biomarker status.
Reflecting our broad development plan, a number of further
clinical studies of Zejula, alone and in combination with other
therapies, are in progress for additional ovarian cancer stages
as well as for non-small cell lung cancer and breast cancer.
18 GSK Annual Report 2019
Pharmaceuticals continued
Belantamab mafodotin, our first-in-class, humanised
immunoconjugate against B-cell maturation antigen
(anti-BCMA), is being studied for the treatment of multiple
myeloma, the second most common blood cancer, for
which there is currently no cure. Our extensive development
programme for this asset will enable us to move quickly into
earlier lines of treatment. In December 2019, we filed for
regulatory approval following positive results from the pivotal
DREAMM-2 study, which explored belantamab mafodotin
in patients with relapsed/refractory multiple myeloma, and
have subsequently been granted a priority review by the FDA.
In the second-line setting, our phase I/II DREAMM-6 study
is assessing belantamab mafodotin in combination with
standard of care. The results will inform pivotal second-line
studies, which are due to start in the second half of 2020.
We also started two other studies: DREAMM-5, a fourth-line,
phase I/II study exploring use in combination with novel agents,
and DREAMM-9, a phase III first-line study in combination with
standard of care.
Dostarlimab is a PD-1 inhibitor targeting endometrial cancer,
the sixth most common cancer in women. It is being evaluated
for use as a monotherapy and in combination with other
immuno-oncology agents. We filed for regulatory approval
in a second-line endometrial cancer setting in late 2019,
following positive results from the GARNET study, the
largest ever trial of an anti-PD-1 monotherapy in patients with
advanced or recurrent endometrial cancer. In September 2019,
we enrolled the first patients in RUBY, a first-line study of
dostarlimab in combination with chemotherapy.
In February 2019, we announced a global alliance with Merck
KGaA to jointly develop bintrafusp alfa, an investigational
bifunctional fusion protein immunotherapy currently in
development for multiple difficult-to-treat cancers. The most
advanced potential registration study is in second-line biliary
tract cancer, a group of rare, aggressive gastrointestinal cancers
associated with limited treatment options and poor outcomes.
Our anti-ICOS agonist antibody, GSK3359609, is designed
to selectively enhance the function of T-cells. We are studying
the antibody alone and in combination with other therapies,
due to its considerable potential across a range of tumour
types. Following the positive results of the INDUCE-1 study,
we initiated a phase II/III study with registration potential
in combination with pembrolizumab in first-line recurrent/
metastatic head and neck squamous cell carcinoma.
Our lead T-cell immunotherapy, GSK3377794, targets
the NY-ESO-1 antigen that is expressed across multiple
cancer types. The therapy is on an accelerated development
path, having received both European PRIME and US FDA
breakthrough status, with ongoing phase II studies in synovial
sarcoma, lung cancer and multiple myeloma. This asset, along
with our other cell therapies, could be enhanced by leveraging
the technologies available to us via our new collaboration
with Lyell Immunopharma.
Respiratory
GSK has been a world leader in respiratory for five decades,
pioneering the development of modern, innovative medicines
for asthma and chronic obstructive pulmonary disease (COPD).
We have launched six new treatments since 2012, establishing
the broadest portfolio of once-daily, inhaled respiratory
medicines in our industry.
In 2019, we continued the successful roll out of Trelegy Ellipta,
our single inhaler triple therapy for COPD. It is now available
in over 40 markets, with key launches in 2019 that included
Japan and China. Following positive results from the phase III
CAPTAIN study, which showed the effect of Trelegy in treating
patients with asthma, we filed for this new indication in the US
and Japan.
Nucala, our first-in-class biologic for patients with severe
eosinophilic asthma (SEA), continued to strengthen its
clinical profile with approval in the US and EU of two new
self-administration options, and early data from the REALITI-A
study showing Nucala significantly reduces exacerbations in
a real-world setting. Approval in the US for use in children with
SEA aged six to 11 provided a new option for this difficult to
treat patient population.
Despite our advances in respiratory medicines, there are still
areas of significant unmet need where we continue to innovate.
We are exploring Nucala’s potential across a spectrum of
eosinophil-driven diseases and in 2019 reported positive results
from our hypereosinophilic syndrome programme which will
support regulatory submissions in 2020. We initiated a new
phase III study in COPD, and data from our nasal polyps
programme is anticipated in 2020. We achieved proof of
concept for two further investigational medicines in our
biologics pipeline, a long-acting anti-interleukin-5 (IL-5)
antagonist for SEA and an anti-IL33 receptor for severe asthma,
which we hope will provide new options for patients and extend
our respiratory leadership into the future.
Immuno-inflammation
We are committed to the research and development of
medicines for immune-mediated diseases, such as lupus and
rheumatoid arthritis (RA), that are a significant health burden for
patients and society. Our research focuses on the biology of the
immune system, reflecting our aim to develop immunological-
based medicines that alter the course of inflammatory disease.
We are the only company with a biologic treatment, Benlysta,
specifically developed and approved for adult and paediatric
lupus. In 2019 the medicine was approved for adults in China
where more than one million people have lupus. During the
year intravenous Benlysta became the first biologic treatment
to be approved in the US, EU and Japan for children who have
limited treatment options for this challenging disease. We also
announced positive results from the pivotal BLISS-LN study
showing the effect of Benlysta in active lupus nephritis, an
inflammation of the kidneys caused by SLE.
We announced the start of the phase III study of otilimab,
our anti GM-CSF antibody, in patients with RA, following
results from the phase II BAROQUE study. About 24.5 million
people globally are affected by RA, a chronic, systemic
inflammatory condition.
GSK Annual Report 2019 19
Investor informationFinancial statementsStrategic reportGovernance and remuneration Pharmaceuticals continued
Pharmaceuticals pipeline overview
We have 39 assets in development, of which 15 are focused on oncology. We expect a number of pivotal readouts in 2020.
Phase
Compound
Indication
Pivotal/registration*
Benlysta + Rituxan1
systemic lupus erythematosus2
cabotegravir2 LA + rilpivirine1
long-acting HIV
A Dovato
daprodustat (HIF-PHI)
fostemsavir (attachment inhibitor)
Nucala
Trelegy1
A Dectova1 IV
A Nucala pre-filled syringe
belantamab mafodotin1 (BCMA ADC)
Zejula (PARP inhibitor)1
dostarlimab (PD-1 antagonist )1
bintrafusp alfa1 (TGFβ trap/anti-PDL1)
otilimab1 (3196165)
gepotidacin1 (2140944)
HIV
anaemia
HIV
COPD/hypereosinophilic syndrome/nasal polyps
asthma
IV influenza
severe asthma
multiple myeloma
first-line maintenance ovarian cancer2
endometrial cancer
biliary tract cancer 2
rheumatoid arthritis
uncomplicated urinary tract infection and gonorrhoea
33596091 (ICOS receptor agonist)
head and neck squamous cell carcinoma2,3
Phase I expansion/phase II
3640254 (maturation inhibitor)
32288361 (HBV ASO)
37728471 (IL33r antagonist)
33777941 (NY-ESO-1 TCR)
2330811 (OSM antagonist)
2881078 (SARM)
HIV
hepatitis B
severe asthma
cancer
systemic sclerosis
COPD muscle weakness
525762 (molibresib, BET inhibitor)
cancer
2330672 (linerixibat, IBAT inhibitor)
cholestatic pruritus in primary biliary cholangitis
Phase I
33265951 (PRMT5 inhibitor)
GR1216191 (oxytocin)
TSR-022 (TIM-3 antagonist) 1
30366561 (leucyl t-RNA inhibitor)
28317811 (LAG3)
TSR-0331 (LAG3 antagonist)
38582791 (CCL17 antagonist)
35112941 (IL5 LA antagonist)
1795091 (TLR4 agonist)
38101091 (broadly neutralising antibody)
35371421 (NYESO1 ImmTAC)
34391711 (H-PGDS inhibitor)
33687151 (PRMT1 inhibitor)
cancer
postpartum haemorrhage
cancer
tuberculosis
ulcerative colitis
cancer
osteoarthritis pain
asthma
cancer
HIV
cancer
Duchenne muscular dystrophy
cancer
2269557 (nemiralisib PI3Kd inhibitor)
activated phosphoinositide 3-kinase delta syndrome
3745417 (STING agonist)
31749981 (OX40 agonist)
31868991 (CRK-12 inhibitor)
cancer
cancer
visceral leishmaniasis
3732394 (combinectin entry inhibitor)
HIV
A Approved
Progressed/New
* Includes programmes in pivotal phases
of development or where pivotal data has
reported and regulatory submissions are
under consideration or under review.
1 In-licence or other alliance relationship with
third party.
2 Additional indications also under investigation.
3 ICOS HNSCC is a phase II/III study with
registrational potential.
Note: for oncology, where phase I studies are
conducted in patients, the progression from
phase I to phase II is defined when expansion
cohorts are started.
20 GSK Annual Report 2019
Pharmaceuticals continued
Infectious diseases
We started two phase III studies for gepotidacin, the first
in a new chemical class of antibiotics to treat drug resistant
bacteria, in urogenital gonorrhoea and uncomplicated urinary
tract infection. This marks the first time these infections
have been addressed by new oral antibiotics in 20 years.
First results are expected by the end of 2021.
In 2019, Brazil became the first malaria-endemic country
to approve Kozenis for the radical cure of P. vivax malaria.
Single-dose Kozenis (known as Krintafel in the US) is the
first new treatment for P. vivax malaria for more than 60 years.
This milestone follows publication of the positive results from
the DETECTIVE and GATHER phase III studies.
We are using new technology to develop novel medicines
for hepatitis B, a viral infection of the liver that can lead to
significant health conditions, including cirrhosis, liver failure
and liver cancer. We exercised an option to license Ionis
Pharmaceuticals’ antisense medicines for people with
chronic hepatitis B following positive phase II results.
We received EU approval for Dectova for the intravenous
treatment of influenza A or B which can cause epidemic
seasonal infections. The innovation, intended for hospitalised
patients, complements our oral version of this neuraminidase
inhibitor, which we market as Relenza.
Additional programmes
In Japan, we filed for regulatory approval for daprodustat,
an oral hypoxia-inducible factor prolyl hydroxylase inhibitor
for patients with anaemia associated with chronic kidney
disease. If approved, daprodustat will provide a new and
convenient oral treatment option for these patients.
Leveraging advanced technologies
Advanced technologies are central to our R&D approach.
We have made significant investments in artificial intelligence,
machine learning, functional genomics and cell therapy to
accelerate our identification of novel targets and medicines.
To realise the potential of these cutting-edge technologies,
in 2019 we made numerous internal appointments to lead
and build our in-house capabilities, and also announced
external partnerships with ambitious goals.
Our five-year collaboration with the University of California
to establish the Laboratory for Genomics Research (LGR)
is designed to create a state-of-the-art lab to apply CRISPR
gene editing technologies to drug discovery. The new laboratory
will explore how gene mutations cause disease and will aim
to develop new CRISPR-based technologies to understand
gene function. With genetically-validated targets twice as likely
to become successful medicines, applications of CRISPR
to drug discovery will be an important approach to improve
R&D productivity.
The LGR programme builds on our 2018 collaboration with
23andMe, the world’s leading consumer and research genetics
company, by enhancing our ability to identify the function of
disease-relevant genes and validate high-potential disease
targets. We aim to begin our first clinical programme with
23andMe in 2020 and have eight ongoing joint programmes
across oncology, immunology, neurology and cardiovascular.
LGR also extends the relevance of other genetics and genomics
collaborations, such as the Open Targets collaboration which
has led to the discovery of a new synthetic lethal target for
treating cancers with genomic instability (WRN ReqQ Helicase)
by GSK scientists in collaboration with the Sanger Institute in
the UK. Additional important collaborations include FinnGen,
the UK Biobank, and the Dutch Human Functional Genomics
Project, with which ViiV Healthcare has announced a five-year
collaboration.
Delivering next generation medicines
We are evolving our culture in R&D so that we are better
equipped to discover and deliver the next generation of
transformational medicines. We are incentivising scientists
to have a mindset of single-point accountability and smart risk
taking, where courageous decisions are made and owned
by individuals, rather than being consensus-driven.
Significant steps have been taken across R&D to ensure
we are prioritising our best assets, and ending or exiting
under-performing programmes. Moving away from a therapy
area based approach to research is helping our teams to
focus on the molecules most likely to become medicines.
We are embracing fresh thinking with new talent in 24% of
key R&D roles, around half joining from outside the company,
and we have moved to a more integrated governance model,
involving scientific peer review, commercial input and data-
driven decisions.
GSK Annual Report 2019 21
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Pharmaceuticals continued
Performance
Pharmaceuticals turnover in 2019 was £17,554 million, up
2% AER, but flat at CER. HIV sales were up 3% AER, 1% CER,
to £4,854 million. Respiratory sales were up 18% AER, 15%
CER, to £3,081 million. Sales of Established Pharmaceuticals
were £8,776 million, down 7% AER, 8% CER. See Group
financial review on page 49 for full details.
Accelerating growth and transitioning towards
specialty care
In 2019, we continued to align our resources behind
the markets, therapy areas and brands with the greatest
opportunity for growth, to improve our performance.
Excellent execution of launches in HIV and respiratory was
a major focus. By concentrating on key markets and assets,
and our ongoing investment in clinical evidence to deliver
compelling and competitive medicine profiles, we achieved
strong performances from our new and recent launches,
including Trelegy Ellipta, Nucala, Juluca and Dovato.
In line with the growing shift in our portfolio to innovative
specialty care products, including oncology, we reinforced our
capabilities in these areas. In anticipation of our three oncology
launches in 2020, and leveraging our acquisition of Tesaro, we
made rapid and material progress in developing our oncology
commercial expertise. We are recruiting outstanding people with
a track record of success in oncology into key markets, including
rebalancing our US salesforce. We also increased our broader
investment in specialty care, for example with Benlysta, where
additional resource and a new team drove strong performance.
As part of our two-year programme to prepare for separation,
and to support our long-term priorities, we will further rationalise
our portfolio through divestments. We plan to review several
assets including our prescription dermatology business.
Engaging with healthcare professionals
To further support this transition towards a more specialty care
focused portfolio, we revised our incentive programme for sales
representatives in certain countries. This will allow us to attract
and retain the best salespeople, enhancing the quality of our
dialogue with healthcare professionals (HCPs) to help them
better serve patients. The changes uphold our ethical and
values-led approach to HCP engagement, in full compliance
with laws and policies, while supporting delivery of strong
performance. They were applied initially in the US, UK and
Canada, with comprehensive training, controls and monitoring
to ensure appropriate implementation.
We also evolved the way we engage with HCPs in certain
countries to improve understanding of new data and clinical
experience with our innovative products, and to deliver better
outcomes for patients. This included the introduction of
scientific workshops to enable interactive debate with and
among HCPs, and an increased use of digital channels to
support scientific engagement through virtual advisory boards
and educational activities such as webinars. These initiatives
have been well-received with positive feedback from HCPs.
Early indications suggest the changes are enhancing
understanding of the science behind key medicines,
including Nucala and our 2DR HIV treatments.
22 GSK Annual Report 2019
Creating a specialty-ready, more competitive supply chain
Reliable supply is core to growth in key therapy areas. We are
creating a more modern, agile supply chain, underpinned by
new technology, that can launch specialty medicines at speed,
while accelerating delivery across our portfolio.
In 2019, we opened a next-generation biopharmaceutical
manufacturing facility at our Upper Merion, Pennsylvania site.
This technologically-advanced $120 million manufacturing hub
has the flexibility and speed necessary for making complex
specialty medicines. A new analytical lab is also part of the
facility, which brings together the R&D and manufacturing teams
at Upper Merion. This will help us develop a more highly-skilled
workforce, improved technological and scientific capabilities and
the right infrastructure to research potential new genetic targets
and manufacture them into new medicines. We also completed
a $139 million expansion of our Rockville, Maryland site, which
will increase manufacturing capacity for Benlysta by 50%.
In Singapore, we opened a new state-of-the-art pharmaceutical
manufacturing facility at our Jurong site. The $96 million
development included the creation of two continuous
manufacturing facilities, and the expansion and modernisation
of an existing production unit. The transformation is expected
to significantly improve efficiency, expand capacity for
manufacturing our assets, including daprodustat and
dolutegravir, and reduce medicine production times.
In 2019, we completed exits of the Guarulhos, Brazil, Cork,
Ireland and Suzhou, China sites from our network, and initiated
the exit of the Verona, Italy site, which we expect to complete
in 2020.
Improving supply performance
Our on-time in-full supply performance levels to customers
again improved, putting GSK in the top quartile as
benchmarked with our peers on this measure. Productivity
levels have now risen by more than 20% over the past three
years. All new products were introduced on time, including
successful delivery of first-market launches for Dovato and
the new Nucala self-administration options.
We continued to perform well against safety, quality and
compliance measures. There were 101 Pharmaceutical
regulatory inspections in 2019, all satisfactory.
Digital transformation
We are progressing towards our goal of becoming a digital
and data-driven organisation. In 2019, we continued to
improve the way we harness technology, developing new
ways of working to drive performance and increase our ability
to deliver medicines to patients. We are leveraging data to
unlock smarter, faster interactions with our customers and
understand the impact our commercial activities have on
prescribing. This includes piloting artificial intelligence-driven
recommendations to help optimise our HCP engagement.
We are also applying advanced analytics to drive efficiencies
across the business, from supply chain management and
manufacturing to our commercial operations, identifying
opportunities to free up resources.
Vaccines
We are the world’s largest vaccines company by revenue, delivering vaccines
that protect people at all stages of life. Our R&D focuses on developing
vaccines against infectious diseases that combine high medical need
and strong market potential.
Innovation
Performance
Trust
– Progressed four new candidate
vaccines into human trials,
including one using a novel
vaccine technology (SAM)
– Received FDA fast track
designation for all three
RSV candidate vaccines
– Increased pipeline focus on
therapeutic and antimicrobial
resistance vaccines
– Agreed three partnerships
to accelerate the development
of new assets or technology
– Total 2019 turnover £7.2 billion,
up 21% AER, up 19% CER
primarily driven by growth
in Shingrix
– Optimised our supply chain
to increase Shingrix production
capabilities
– Received authorisation of Shingrix
in China for the prevention
of shingles in adults aged 50
and over
– Released positive final phase II
results of our TB candidate vaccine
and announced its licensing to
the Gates MRI for its continued
development for low income
countries with high TB burden
in January 2020
– Launched our RTS,S malaria
vaccine, in selected regions
of Malawi, Ghana and Kenya
as part of a WHO-coordinated
pilot programme
– Made our adjuvant technology
available to partners including
CEPI in early 2020 to support
rapid development of candidate
vaccines against coronavirus
(SARS-CoV-2)
Read more below
Read more on page 26
Read more on pages 30 to 42
Innovation
Our R&D approach is powered by the multiplier effect of
Science x Technology x Culture. This focus is expected to
enable us to develop and deliver groundbreaking vaccines,
remain at the forefront of vaccines science, and leverage new
disruptive technologies: all within an R&D culture built on smart
risk taking and that attracts, develops and retains the best
people, and partners with leading experts.
We have 15 innovative assets in clinical development, with
key data readouts on several candidate vaccines expected
in 2020. We classify our vaccine pipeline in three categories
(life-cycle management, new commercial assets and global
health assets) to ensure we allocate the appropriate resources
to priority vaccine development programmes that deliver the
best value to society and support the Group’s strategy.
The category ‘life-cycle management’ is focused on the
development of new presentations and indications, and
on the geographic expansion of our marketed vaccines.
We classify as ‘new commercial assets’, those vaccine
candidates with the potential to make the greatest contribution
to our commercial success in the future, and 'new global health
assets', as those vaccine candidates with the highest potential
to impact on global health threats. In the development of
our global health assets we are using our science, including
proprietary technology platforms, and focusing our investment
for maximum impact while ensuring the development is
sustainable and backed by strong partnerships (see Trust
on page 31).
GSK Annual Report 2019 23
Investor informationFinancial statementsStrategic reportGovernance and remuneration Vaccines continued
In 2019, we accelerated the development of our candidate
vaccines against respiratory syncytial virus (RSV), and
advanced our therapeutic candidate vaccine against chronic
obstructive pulmonary disease (COPD). We progressed four
new strategic candidate vaccines into human trials; one for
RSV in older adults, the second against Clostridium difficile
which could help to address antimicrobial resistance, the third,
testing our SAM technology in a rabies model, and the fourth,
our therapeutic candidate vaccine against chronic hepatitis B.
To focus our work, we also terminated our hepatitis C
virus and universal flu programmes as they had not met our
expectations. Our work on an HIV candidate vaccine for
developing countries was discontinued after clinical results
showed lack of efficacy. We also transferred our candidate
vaccines against Ebola and Marburg viruses to the Sabin
Vaccine Institute (see page 31).
Our expertise in both vaccines and advanced technology
has allowed us to focus our technologies on therapeutic and
antimicrobial resistance candidate vaccines. This also puts
us in a strong competitive position in the new era of therapeutic
vaccines. Our pipeline will increasingly expand from prophylactic
assets to include therapeutic assets which can provide benefits
throughout the course of life. We are investing in several
therapeutic assets (including moving our candidate vaccine
against chronic hepatitis B into phase I/II clinical development)
that have the additional benefit of accelerated delivery, as they
typically involve shorter regulatory lead times and allow for
accelerated clinical testing.
Our vaccines scientists are the foundation of our innovation
success and we continue to evolve our culture to focus on
creating an environment where people take accountability,
smart risks and focus on accelerating development timelines.
In 2019, we simplified our governance process and
implemented single point decision making. In early 2020
we announced the proposal to create a development
organisation for all GSK R&D as part of our two-year
programme to create a New GSK with a common R&D
approach. We have made progress in accelerating priority
pipeline assets, including accelerating the delivery of our
RSV portfolio. This has been achieved by challenging our
approach to regulatory engagement and using techniques
such as adaptive clinical trial design and quality by design
to reduce manufacturing scale-up time.
Developing and delivering ground-breaking vaccines:
RSV and COPD
An important factor determining the development of vaccine
candidates in our pipeline is the burden of the disease – both
COPD and infections with RSV have a high prevalence and
medical need and are therefore key assets in our pipeline.
RSV
We have a portfolio of three different candidate vaccines
against RSV, the most common cause of lower respiratory tract
infection. Currently no vaccine protects against this virus which,
in the US alone, leads to 177,000 hospitalisations and 14,000
adult deaths every year.
24 GSK Annual Report 2019
Each of our three RSV candidate vaccines is tailored to meet
the specific needs of its target group: maternal, paediatric
and older adults. Given their promising early results and the
strong medical need, all three RSV candidate vaccines have
been FDA fast tracked in 2019. They are in phase I/II trials
with key data readouts expected in 2020.
Our maternal RSV candidate is based on a recombinant
pre-fusion antigen, our paediatric RSV candidate harnesses
our adenovirus vector technology and our older adult RSV
candidate, for people over 60, leverages the recombinant
pre-fusion antigen combined with our AS01 adjuvant system,
which is a key ingredient in Shingrix, enabling its efficacy
and success in market.
COPD
One in 20 of all deaths globally is caused by COPD, but
no vaccine currently exists to prevent the disease. Our COPD
candidate is a therapeutic vaccine aimed at reducing the
frequency of acute exacerbations and slowing disease
progression in COPD sufferers. It contains four bacterial
antigens and our AS01 adjuvant system. The programme
complements our leadership in medicines for respiratory
diseases. To date we have demonstrated that our adjuvanted
COPD vaccine candidate is safe and highly immunogenic.
In 2019, enrolment for our phase IIb study in adults was
completed ahead of plan and the study results are due
in 2020.
Life-cycle management: shingles and meningitis
We balance the focus on our strong pipeline with the active
life-cycle management of our marketed vaccines. This enables
us to deliver new presentations and reach more populations
and geographies with our established vaccines, ensuring they
continue to play a strong role in our business performance.
Six of our pipeline programmes are evolutions of our existing
products or franchises.
Shingles
Shingrix marks a step change in the prevention of shingles,
a painful and potentially serious illness. The vaccine addresses
the age-related decline in immunity, achieving more than 90%
efficacy across all age groups. It is the first non-live shingles
vaccine to combine a specific antigen with an adjuvant to
sustain the immune response. In 2019 we published new
clinical data supporting the use of Shingrix in adults at greater
risk of shingles due to conditions such as cancer or organ
transplant. We are currently exploring the possibility of
extending the vaccine’s indication based on these results.
Shingrix received the prestigious Prix Galien award in every
country where it was available in 2019: US (best pharmaceutical
product), Germany (best primary care product), and Canada
(best innovative product). The Prix Galien is considered the
world’s leading award for innovation and excellence in medical
products and devices.
Vaccines continued
Meningitis
We are the market leader in vaccines against meningococcal
meningitis, based on 2019 revenue, with our complementary
portfolio of Bexsero, targeting serogroup B, and Menveo,
against serogroups A, C, W, and Y. Since its launch in 2015
Bexsero has become the industry-leading meningitis B vaccine.
In the US, where it is licensed for 10 to 25 year olds, a phase III
trial is currently evaluating lowering the age indication to two
months. Simultaneously, an alternative, liquid presentation of
Menveo is progressing through phase II trials to simplify vaccine
preparation steps for healthcare providers. In January 2020, the
New England Journal of Medicine published two independent
meningitis B studies demonstrating the real world impact of
Bexsero in reducing disease in infants – showing a 75% drop
in cases in the UK over three years – and the need for direct,
individual protection among adolescents. The US FDA
approved the indication of a single booster dose administration
of Menveo to individuals aged 15 to 55 years who are at
continued risk of meningococcal disease if at least four years
have elapsed since a previous dose.
We remain committed to developing a pentavalent
meningitis ABCWY vaccine targeting the five most common
meningococcal serogroups. Our research efforts are building
on our successful vaccines Bexsero and Menveo, combining
the antigens of these two vaccines with favourable safety and
efficacy profiles. Following the completion of the phase II
studies in 2019, we are in discussion with the regulatory
authorities about a potential phase III start. Key data are
expected to be published in 2020.
Leveraging advanced technologies
Our expertise and capabilities in developing and applying
advanced technologies is an important differentiator. We
have led the industry in adjuvant technology for decades
and continue to innovate in this field.
Our adjuvant technology platforms, which lead to an enhanced
immune response, play a key role in our innovation: our AS01
adjuvant technology is a key component in six of our pipeline
assets, including our RSV and COPD candidate vaccines, as
well as enabling the success of our licensed Shingrix vaccine.
Our AS03 adjuvant technology has been made available
to partners including CEPI for collaborations to strengthen the
global response to the coronavirus epidemic (SARS-CoV-2).
Our SAM platform – which started clinical investigation
in August 2019 – has the potential to significantly reduce
the lead time of vaccines research, enable faster, simpler
manufacturing, and improve vaccine potency. Other novel
technologies we have been progressing in 2019 include
bioconjugates and generalised modules for membrane
antigens (GMMA), used to investigate two shigella
candidates currently in phase II (see Trust section).
Partnerships
Partnerships are central to our innovation strategy and to our
efforts to accelerate vaccine development. We collaborate
with leading experts, institutions and companies to access
external, cutting-edge technology and expertise. We aim to
be the scientific partner of choice and currently have more
than 110 external collaborations across multiple fields.
In 2019, we continued building valuable partnerships, including
one to develop a new vaccine to prevent cervical cancer,
with Innovax and Xiamen University in China. We established
a collaboration with VBI, a biotech company, to facilitate
development of a specialised therapeutic vaccine candidate
for patients with recurrent glioblastoma. We also established
a partnership with Viome, a company with deep expertise
in understanding the gut microflora and its role in chronic
diseases, to facilitate vaccine development to prevent or
even treat such conditions.
Vaccines pipeline
Phase
Registration
Indication/vaccine
Shingrix immunocompromised*
Rotarix liquid (PCV free1)
Phase III
Bexsero infants (US)
MMR (US)
Phase II
Therapeutic COPD*
RSV paediatric
MenABCWY
Menveo liquid
Malaria (fractional dose)*
Shigella*
RSV maternal*
Phase I/II
RSV older adults*
Therapeutic chronic hepatitis B*
Clostridium difficile
SAM (rabies model)
Commercial assets
Global Health assets
Life-cycle management
* In-license or other alliance relationship with third party.
1 Porcine circo virus free formulation.
GSK Annual Report 2019 25
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Vaccines continued
Performance
Vaccines turnover in 2019 was £7,157 million, up 21% AER
and 19% CER, primarily driven by growth in sales of Shingrix.
Meningitis vaccines also contributed significantly to growth.
See Group financial review on page 57 for full details.
Our future growth strategy
Our ambition is to continue to grow our business ahead of
the global vaccines market. To achieve this objective, we are
prioritising our key assets, Shingrix and Bexsero and focusing
on the US and China, the world’s two largest vaccines markets.
As our Shingrix manufacturing capacity increases, we have
the opportunity to expand this vaccine’s geographic footprint
over time. During the year we received regulatory approval
for Shingrix in China where we plan to have a phased launch
to ensure continuity of supply. There is also potential to expand
the reach of Shingrix by increasing the coverage in eligible
adults in the US and through extending its indication to younger,
immune-compromised adults.
Our other key strategic asset, Bexsero, already has a 70%
share of the global meningitis B vaccines market, based on 2019
revenue. To further grow Bexsero, our main geographic focus
will be on the EU and US. In the EU, our infant indication has a
strong market advantage, as the competitor product only offers
adolescent protection. In the US, our short immunisation
schedule, that allows for both doses to be taken within one
month, is particularly relevant during local meningitis outbreaks.
To further expand in the US, besides Shingrix and Bexsero,
we are developing assets specifically for the US market,
including an MMR vaccine and a PCV-free formulation rotavirus
vaccine, both currently in phase III testing. In China, we plan
to leverage our established vaccine portfolio, including Cervarix
and Engerix-B, as well as licensing more of our existing vaccines
in the future.
Creating a simpler, more competitive supply chain
We have a world-class network of 12 manufacturing sites,
across 9 countries. This gives us a strategic global supply
capability, which allows us to produce and deliver around
2 million vaccine doses every day.
We have directed significant capital into expanding our supply
chain capacity to meet the demand for Shingrix and are working
on creating a new purpose-built facility which we expect to bring
on line from 2024. Based on our strengthened manufacturing
capacity, we achieved supply of high teens of millions of doses
in 2019, over a year ahead of our original plans. In the meantime,
we are ensuring continuity of supply across the markets that
have already launched Shingrix and by phased launches in
additional markets.
In 2019, to improve focus and efficiency, we divested two
of our sites, in Ankleshwar, India and Tianyuan, China.
We have also transferred to Bavarian Nordic two of our
travel vaccines, against rabies and tick-born encephalitis.
Supply performance
Our supply performance has continued to improve as
demonstrated by our Bexsero, Shingrix and flu supply.
In 2019, we shipped 701 million doses and achieved
strong on-time, in-full (OTIF) delivery.
As part of our two-year programme to create New GSK,
we will optimise our Vaccines manufacturing network to
support both commercial and pipeline assets. This will
include investment in lyophilisation facilities, filling and
packaging technologies and further simplification of
supply chain processes.
All Vaccines’ sites inspected by the FDA in 2019 passed.
In Belgium, our pertussis acellular manufacturing facility
passed an FDA pre-approval inspection, while our new
inactivated poliovirus vaccine unit is on track to file for
EU approval.
Digital transformation
We are progressing towards our goal of becoming a digital
and data-driven organisation. In 2019, we continued to improve
the way we harness technology, developing new ways of working
to drive performance and increase our ability to deliver vaccines
to people around the world. We are leveraging data, artificial
intelligence and digital models to optimise our research and
development projects as well as our supply network to drive
efficiencies across the business.
26 GSK Annual Report 2019
Consumer Healthcare
Our world-leading Consumer Healthcare business combines science and
consumer insights to create innovative everyday healthcare brands that
consumers trust and experts recommend for oral health, pain relief, cold,
flu and allergy relief, digestive health, and vitamins, minerals and supplements.
Progress against our long-term priorities
Innovation
Performance
Trust
– 44 first market launches across all
categories including Sensodyne
Pronamel Intensive Enamel Repair
and TUMS Chewy Bites with
Cooling Sensation
– 133 new innovation roll-outs
including Sensodyne Sensitivity
& Gum and Polident Cushion
and Comfort
– Total 2019 turnover £9.0 billion,
up 17% AER, up 17% CER,
up 2% proforma
– Completed joint venture with
Pfizer that combined our consumer
healthcare businesses; on track to
deliver synergies of £500 million
total annual cost savings by 2022
– Supply chain service levels
continued to improve, with
excellent on-time, in-full delivery
performance
– Helped 3,500 children access
free life-changing cleft lip and
palate surgery and comprehensive
cleft care through our partnership
with Smile Train
Read more below
Read more on pages 28 to 29
Read more on pages 30 to 42
Innovation
In 2019, we closed a deal with Pfizer to combine our two
consumer healthcare businesses, making us number one
globally in over-the-counter (OTC) medicines and therapeutic
oral health, and giving us leading positions in key geographies
including the US and China.1
The proportion of our sales in 2019 from products introduced
in the past three years was 12%.
Delivering best-in-class innovation
We combine deep consumer insights and scientific and
technical expertise to deliver innovations across each of our
categories. For example, in oral health we launched our most
advanced formulation for enamel care, Pronamel Intensive
Enamel Repair toothpaste, in the US, UK and Germany.
With more than 80% of people globally at risk of enamel
wear, and 30% of European adults aged 18-35 already
showing moderate signs of enamel wear, this formula is
proven to actively repair acid-weakened enamel to help
people strengthen and protect their teeth.
Another launch in 2019 was Sensodyne Sensitivity & Gum,
which was developed for approximately one third of the adult
population that experience tooth sensitivity, with over half of them
also experiencing gum problems. The new offering provides dual
relief for sensitivity and bleeding gums, all in one daily toothpaste.
It launched in over 30 markets including the UK and Turkey.
1 Based on Nicholas Hall's DB6 Global OTC Database 2018.
In denture care, our consumer insights show that denture
wearers experience gum discomfort on a regular basis and
this can have a significant impact on their lives. To address this,
we developed Polident Cushion and Comfort which provides
better cushioning and comfort for tired and tender gums as well
as providing a strong denture adhesive. In 2019, it launched
in 14 markets including Italy and Spain.
In pain relief, we gained approval from the FDA in February
2020 for Voltaren Arthritis Pain as an OTC product for the
temporary relief of arthritis pain. Voltaren Arthritis Pain is the first
prescription strength, nonsteroidal anti-inflammatory (NSAID)
topical gel for arthritis pain available OTC in the US to the nearly
30 million Americans with osteoarthritis.
TUMS, an almost 90-year-old brand, continues to innovate
by focusing on improving fast heartburn relief. One of the most
common heartburn symptoms is a burning sensation in the
mouth and throat. TUMS Chewy Bites have always been fast
acting, but it was essential that we develop an antacid that
consumers could also feel working. To address this, we created
TUMS Chewy Bites with Cooling Sensation; it goes to work
in seconds while providing a cooling sensation so consumers
can cool down and fight heartburn fast.
GSK Annual Report 2019 27
Investor informationFinancial statementsStrategic reportGovernance and remuneration Consumer Healthcare continued
Building industry-leading capabilities
Our Consumer Sensory Labs around the world enable us
to listen to, understand and meet the needs of consumers.
Every year, we carry out research involving around 10,000
consumers either in one of our three Consumer Sensory
Labs or in consumers’ homes to gain deeper understanding
of consumer reactions to products during the development
process to help improve our brands and develop new ones.
In 2019, we added a Consumer Sensory Lab facility in the
US through our joint venture and during 2020, we plan to
open a new Lab in China to further enhance our capabilities.
Performance
Consumer Healthcare sales in 2019 were £8,995 million, up
17% AER and 17% CER. On a pro-forma basis, sales grew 2%,
driven by strong performance in the oral health category, partly
offset by a decline in skin health. Mid year we completed the joint
venture with Pfizer, creating a leading Consumer Healthcare
business.
We are leveraging the joint venture integration as a catalyst to
accelerate growth and drive innovation. We are sharpening our
strategic resource allocation to ensure we focus our investments
on the right markets and brands so that we can generate the
strongest growth and highest returns. Our power brand portfolio
has expanded with the addition of Advil and Centrum alongside
our seven other power brands including Sensodyne, Voltaren
and Theraflu. Our local star brands are geographically
concentrated in one or more key markets, such as TUMS,
Emergen-C and ChapStick in the US, or Caltrate and Fenbid
in China. Together, power brands and local stars will drive
performance of Consumer Healthcare and reinforce our global
leadership in pain relief, respiratory, wellness and therapeutic
oral health.
We are redefining our operating model to reflect the global and
local nature of our brands, moving accountabilities and decision
making closer to consumers and customers to accelerate our
speed to market and leverage the scale and expertise of our
global portfolio. We are also investing in key capabilities such
as digital, data and analytics, and sustainability, to unlock growth
and ensure that we meet the expectations of consumers and
customers.
28 GSK Annual Report 2019
Through our research, we found that consumers in India
and China are increasingly looking for products that combine
science and natural or traditional approaches. Leveraging
these insights we developed Sensodyne Herbal Multi-Care
toothpaste for the relief of sensitive teeth which captures the
flavours of eucalyptus and fennel.
The increasing use of digital technology is revolutionising the
way consumers buy and use healthcare products. We are using
the joint venture with Pfizer as an opportunity to further build our
digital innovation capabilities and evolve our Digital Innovation
Hub. The team will develop innovations that are focused on
creating platforms and business models that will meet the
future healthcare needs of consumers.
Creating a world-leading Consumer Healthcare company
Since completing the transaction with Pfizer to create a new
Consumer Healthcare Joint Venture on 31 July 2019, we have
made good progress towards integrating the two businesses.
On Day 1 of the joint venture, we completed legal closes in 15
markets, including our two biggest markets, the US and China,
all together accounting for more than 80% of Pfizer Consumer
Healthcare revenues. Following the close, no business continuity
issues or significant employee experience issues were reported,
and we completed the appointment of approximately 500 critical
leadership roles. By the end of 2019 we completed legal closes
of the joint venture in 40% of the local markets and continue to
work towards local closes in remaining markets during 2020.
At the same time as announcing the joint venture, we announced
our intention to separate Consumer Healthcare via a demerger
within around three years of closing the transaction. Through the
‘Future Ready’ programme, planning work has begun to prepare
for our future separation and is focused on building the key
technology infrastructure and support functions necessary to
operate as a standalone company. This work will continue in
parallel with integration of the joint venture and delivery of
planned savings.
We are on track to deliver £0.5 billion synergies by 2022.
Synergies are expected to be achieved from a number of areas,
including network rationalisation, logistics and infrastructure,
advertising and marketing, sales and distribution and functional
support. Up to 25% of the cost savings generated are intended
to be reinvested in the joint venture to support innovation and
other growth opportunities. Overall, the Consumer Healthcare
joint venture is targeting an adjusted operating margin
percentage in the mid-to-high 20s by 2022.
Work is continuing to secure required regulatory approvals for
the proposed sale of Horlicks and other consumer health food
drinks brands to Unilever, as announced in December 2018
following a strategic review of our nutrition portfolio. We are also
progressing with the proposed merger of our 72.5% stake in
GlaxoSmithKline Consumer Healthcare Limited in India with
Hindustan Unilever Limited, which would allow Hindustan
Unilever Limited to sell and distribute our OTC and oral health
brands in India through a distribution arrangement. The
transaction is expected to be finalised around the end of
Q1 2020, subject to approvals.
Consumer Healthcare continued
Leading for growth
As we create our new business, we are evolving our culture
to put consumers and customers at the heart of every decision
we take, build leadership capabilities and drive performance.
In the second half of 2019, we took steps to define the
behaviours and mindsets required to embed effective decision
making, clarity of accountability and courageous straight talk.
Our top 100 leaders are building strong ownership and
are acting as culture ambassadors across the business.
We deployed a streamlined decision making tool designed
to help identify the single point of accountability, and we plan
to roll this out during 2020. We have also implemented High
Performing Team development programmes to around 91 of our
most senior leadership teams, with an emphasis on straight talk
and decision making. We are actively listening and taking action
on employee feedback and on the perception and evolution of
our culture, integration planning and engagement through our
quarterly Consumer Healthcare Pulse surveys and the annual
GSK employee survey (see pages 35 to 36).
Digital transformation
By putting digital technology at the heart of our business,
we aim to deliver more meaningful interactions with consumers,
fuel brand growth and achieve efficiency savings. In 2019, we
continued to accelerate our digital transformation and prioritise
building our digital capabilities, including hiring expert new talent.
We launched a three-year Asia Pacific Digital Accelerator
programme to drive sales through digital commerce and promote
a digital-first culture within the region. The programme integrates
external digital experts into GSK Consumer Healthcare’s team
in different countries across Asia Pacific to enhance digital
capabilities, build internal capacity and embed agile ways
of working.
We have made progress transforming our marketing model and
capabilities in strategically important areas, most notably through
the creation of the cutting-edge marketing services team which
leverages technology solutions, data and strategic partnerships
to provide specialist marketing capabilities at scale to improve
the quality and effectiveness of marketing campaigns.
By combining our anonymised first-party data with Google’s
second-party data and leveraging additional technology
platforms, we identify signals that help us target specific
audiences, based on their behaviours, with dynamic and
relevant content across media platforms.
We have rolled out a new technology platform in 92 markets
which enables us to track media spend in real time, enabling
us to optimise campaign performance, target audiences with
greater precision and create valuable first party data. Together,
the insights provided through these platforms are delivering an
improved consumer experience with more personalised content
and efficiency savings.
Winning with shoppers, customers and experts
Expert endorsement builds trust in our brands and drives
shopper purchase decisions. Sensodyne retains its unequalled
number one leadership position with dentists as a brand
recommended most often for sensitivity in 70% of markets
in which we compete. Of our OTC brands, 70% are sold in
pharmacies. We continued to prioritise our relationships with
dentists and pharmacists and to invest in information that
supports our products. In 2019, our expert sales representatives
called on 400,000 dentists in over 90 markets to share relevant
science-based information.
We have Shopper Science Labs in the UK, US and Singapore
that use state-of-the-art technology to track shopper behaviour
in real time to provide us with rich insights on consumers’
shopping habits around the world. We have additional satellite
lab facilities located in Canada, South Africa and Mexico and
by the headquarters of our major US retail partners.
In 2019, we leveraged our Shopper Science Labs to strengthen
our customer relationships, developing an ecommerce
evaluation tool that enables us to overlay digital content and
integrate digital prototyping tools with key retailer websites,
including Amazon.com and Tesco.com, to simulate a realistic
ecommerce shopping experience with shoppers.
Creating a simpler, competitive supply chain
We continue to drive strong improvement in service to our
customers with continued excellent on-time, in-full service levels.
This has allowed our supply chain to focus on opportunities
for driving more value for the business, consumers and the
environment by eliminating waste, packaging and costs.
The joint venture has provided a renewed focus on cost saving
initiatives with a leaner structure in non-manufacturing site teams
to drive synergy savings and increase speed of decision making.
This includes the optimisation of our manufacturing network
– consolidating and maximising capacity in our own sites and
streamlining the number of contract manufacturers (CMOs) we
use to ensure we have the right balance of trusted, cost-efficient
manufacturing, with clear business continuity plans in place
to manage supply stability. During 2019, we announced the
closure of Agbara, Nigeria and Dehiwala, Sri Lanka.
In our supply chain, we have consolidated accountability
for end-to-end operations in our Regions and built closer
partnerships with the local commercial and R&D teams to drive
local innovation and significantly improve supply chain agility.
Making more products, more frequently, in smaller batches,
allows for less inventory, and enables us to respond more
quickly and effectively to changing consumer demand.
GSK Annual Report 2019 29
Investor informationFinancial statementsStrategic reportGovernance and remuneration Trust
Trust is one of our three long-term priorities and is essential to how we
achieve our purpose, drive long-term growth and add value for society
and our shareholders.
Our commitments on Trust
Our purpose is to help people do more, feel better and live longer
Using our science and
technology to address
health needs
New medical innovations
Develop differentiated, high-quality
and needed medicines, vaccines
and consumer healthcare products
to improve health
Global health
Improve global health impact through
R&D for infectious diseases that
affect children and young people
in developing countries focusing
on HIV, malaria and TB
Health security
Help the world to better prepare
for future disease outbreaks with
pandemic potential, and tackle
antimicrobial resistance
Being a responsible business
Making our products
affordable and available
Being a modern
employer
Pricing
Improve the health of millions of
people each year by making our
products available at responsible
prices that are sustainable for our
business
Product reach
Use access strategies to reach
800 million underserved people
in developing countries with our
products by 2025
Healthcare access
Partner to improve disease
prevention, awareness and access
to healthcare services by 12 million
people by 2025
Engaged people
Achieve and maintain a competitive
employee engagement score by
2022
Inclusion and diversity
Accelerate our progress on inclusion
and diversity, aiming for over 37%
female representation in senior roles
and recognition in global LGBT+
indices, by 2022
Health, wellbeing and development
Be a leading company in how we
support employee health, wellbeing
and personal development
Reliable supply
Commit to quality, safety
and reliable supply of our
products for patients and
consumers
Ethics and values
Operate an ethical, values-
driven culture, in which any
issues are responded to
swiftly and transparently
Data and engagement
Use data responsibly and
transparently. Improve
patient and scientific
engagement
Environment
Reduce our environmental
impact by one quarter by
2030
Society has high expectations of businesses, with people
rightly expecting companies to behave responsibly and
contribute to tackling societal challenges. Operating
responsibly brings direct benefits to society but also creates
value for our shareholders. It supports our ability to attract
and retain talent, manage costs and build trust with patients
and consumers, our customers, payers and stakeholders
who influence our licence to operate. We have mechanisms
to help us identify and respond to our different stakeholder
groups (summarised on pages 15 to 16).
The 13 commitments detailed above support our Trust
priority in driving progress in the key areas where we can
make a significant impact, and ensuring that we are running
our business in a responsible way.
These commitments seek to address the most material topics
relevant to our stakeholders and to our business, and are
designed to help us respond to challenges and opportunities
within our industry and society more broadly (see pages
12 to 14). They contribute to many of the UN Sustainable
Development Goals (SDGs). As a science-led, global
healthcare company, our biggest contribution is towards Goal
3: ensure healthy lives and promote well being for all at all ages.
Our Corporate Responsibility (CR) Committee forms an
important part of the Board’s oversight of our Trust priority. The
Committee provides ongoing scrutiny on progress against our
commitments and how the company is addressing the evolving
views and expectations of our broad range of stakeholders.
The Corporate Executive Team and senior management oversee
implementation of our Trust commitments and report regularly
to the CR Committee (see pages 109 to 110).
30 GSK Annual Report 2019
Trust continued
External benchmarking
– DJSI: top of the pharmaceutical industry group for the 2019
Dow Jones Sustainability Index.
– ATMI: top of the Access to Medicine Index, and leading the
industry in the 2020 Antimicrobial Resistance Benchmark.
– FTSE4Good: member of the FTSE4Good Index since 2004.
– CDP: in 2019 received a score of ‘B’ in CDP Climate
Change and CDP Water, and named CDP Supplier
Engagement Leader.
Our approach to reporting
In this Trust section, we report progress against our 13
commitments. We also publish online detailed information on
our contribution to the SDGs, along with an ESG performance
summary with current and historical data, and our UN Global
Compact Communication on Progress, Global Reporting
Initiative index, Sustainability Accounting Standards Board
index and assurance statements.
GSK.com: Responsibility reports and data • Our contribution to the SDGs
Science and technology
We are committed to using our science and technology to
address health needs. Innovation is at the core of who we are
and what we do, and we have a unique opportunity to impact
global health – from the prevention and treatment of infectious
diseases to urgent public health threats, such as the growing
resistance to antibiotics.
New medical innovations
The biggest impact that we can have as a science-led, global
healthcare company is to successfully discover and develop
innovative products. We are using cutting-edge science and
technology to develop differentiated, high-quality and needed
medicines, vaccines and consumer healthcare products to
improve health. Read more about innovation within our three
businesses on pages 17, 23, and 27.
In 2019, the final phase IIb results of our candidate vaccine,
developed in partnership with IAVI, confirmed primary findings
that the vaccine candidate showed reduced risk of developing
pulmonary TB by half in HIV-negative adults with latent TB
infection. In January 2020, we announced the licensing of this
asset to the Bill & Melinda Gates Medical Research Institute
for its continued development for low income countries with
high TB burden, in line with our global health strategy.
We have a world-leading portfolio of first-in-class medicines
for TB, spanning different mechanisms. In combination with
other medicines, these may be contenders to transform the
TB landscape as part of a new TB regimen that is effective in
all patients, even those with resistance to the currently-available
TB medicines.
Global health
Our commitment is to improve our global health impact through
R&D for infectious diseases that affect children and young
people in developing countries focusing on HIV, malaria and TB.
Our early discovery work also allows us to pursue promising
scientific leads in other developing world diseases, such as
Chagas disease, leishmaniasis and sleeping sickness.
In February 2020, we joined the Partnership to Accelerate
New TB Treatments (PAN-TB). This collaboration, involving
other companies and the Bill & Melinda Gates Foundation,
aims to accelerate the development of a treatment course for
any form of TB, even multi-drug resistant forms of the infection,
and create a course that is shorter, less complicated, and easier
to tolerate than existing options.
We need to ensure a sustainable, collaborative model for
translating scientific discoveries into benefit for the most
vulnerable patients. To ensure the ongoing sustainability
of our investment in global health science, and in the interests
of products reaching patients more quickly, we seek
development partnerships. Where appropriate, to maximise
impact we transfer our technology to third party organisations
with the right capability and focus. For example, in 2019 we
transferred our Ebola and Marburg vaccine candidates to
the Sabin Vaccines Institute. We believe these transfers
will help ensure that the vaccine candidate technologies
can be developed faster and more efficiently brought to
those who need them.
Tuberculosis
TB is the leading cause of death through infectious disease
worldwide and represents a significant public health threat.
An effective vaccine against TB will have a marked impact
on the disease’s control – including drug-resistant TB –
through interruption of transmission. It will also help to
achieve the World Health Organization (WHO) target
of ending the TB epidemic by 2035.
Malaria
Our work to fight malaria ranges from developing medicines and
vaccines to working with partners to strengthen health systems.
Our RTS,S vaccine is the first vaccine to help protect children
against the deadliest form of malaria, P. falciparum. In 2019,
the WHO-coordinated pilot implementation programme led
by local ministries of health, and in partnership with PATH and
GSK, launched in selected regions of Malawi, Ghana and
Kenya. Every year until 2023, at least 360,000 children are
expected to receive the vaccine. We have committed to
donating up to 10 million doses and are undertaking additional
post-approval pharmacovigilance, effectiveness and impact
studies. We are currently working with the WHO and PATH,
Gavi and other potential funders to ensure a sustainable supply
of the vaccine for a potential broad implementation beyond
the pilot.
Tafenoquine (Krintafel/Kozenis), our single dose radical cure
treatment for P. vivax malaria, developed in partnership with
Medicines for Malaria Venture, received regulatory approval
in malaria endemic countries Brazil, in 2019, and Thailand,
in early 2020.
GSK Annual Report 2019 31
Investor informationFinancial statementsStrategic reportGovernance and remuneration Trust continued
HIV
Through ViiV Healthcare, we are committed to developing
and delivering HIV treatment formulations optimised specifically
for infants and children under the age of 15. This is driven by
the WHO-led Paediatric ARV Drug Optimisation priorities.
In 2019, we continued to progress our clinical development
programmes for paediatric formulations of dolutegravir,
in partnership with the International Maternal Paediatric
Adolescent AIDS Clinical Trials Network and the Paediatric
European Network for Treatment of AIDS.
In December 2019, we filed FDA and EU regulatory
submissions, seeking approval of the first-ever 5mg
dispersible-tablet formulation of dolutegravir, as well as
a simplified dosing regimen to optimise use of the existing
dolutegravir 50mg film-coated tablet in paediatric HIV patients.
These submissions will be the gateway to regulatory
submissions in low- and middle-income countries, as well
as providing regulatory references for generic manufacturers
to register their paediatric formulations under voluntary
licensing agreements.
Through our public-private partnership with the Clinton
Health Access Initiative, Unitaid and two generic manufacturers
(Mylan and Macleods), we are expediting the development,
registration and market entry of generic formulations of
paediatric dolutegravir in resource-limited settings. The aim
of this project is to reduce the gap between our dispersible
tablet formulation being available and the generic dispersible
tablet formulations being available to children in developing
countries to months rather than years.
Other developing world diseases
We pursue the most promising scientific leads in other areas
beyond TB, malaria and HIV, both within GSK and through our
Tres Cantos Open Lab in Spain and GSK Vaccines Institute
for Global Health (GVGH) in Italy.
The Tres Cantos Open Lab furthers R&D for diseases in the
developing world by offering external researchers the potential
to access GSK’s compound library, screening tools and
scientific expertise. As well as supporting research into TB
and malaria, projects include neglected tropical diseases
such as Chagas disease, leishmaniasis and sleeping sickness.
The GVGH aims to discover effective and affordable vaccines
for high-burden infectious diseases in developing countries.
Around 40 scientists focus on translating laboratory concepts
into high-quality vaccines. Current areas of work include
shigella, invasive nontyphoidal salmonella, typhoid and
paratyphoid fever, and Group A streptococcus.
In February 2020, the Indian health regulatory authorities
approved a new vaccine to help protect children against
typhoid fever. This had first been developed by the GVGH
and then transferred in 2013 to Indian vaccine company,
Biological E, once proof-of-concept had been demonstrated.
This is the first licensing of a vaccine created in the GVGH’s
labs and successfully further developed and brought to market
through an effective partnership.
GSK.com: Inside the GVGH
32 GSK Annual Report 2019
Health security
We are using our vaccines, medicines and scientific know-how
to help the world better prepare for future disease outbreaks with
pandemic potential, and to tackle antimicrobial resistance (AMR).
Pandemic preparedness
GSK is committed to playing our part to prepare for, and
respond to, pandemics. We work with governments to support
their pandemic readiness plans, and we support the Pandemic
Influenza Preparedness Agreement adopted by WHO member
states in 2011. In the event of a declared pandemic, we will
provide the WHO with real-time access to our pandemic
influenza vaccines and antivirals for the world’s poorest
countries. These commitments are a combination of donations
and tiered prices depending on the country’s gross national
income (GNI). GSK supports the WHO’s pandemic
preparedness activities, including the Global Influenza
Surveillance and Response System – a worldwide network
able to rapidly identify and respond to influenza outbreaks
including those with pandemic potential.
In February 2020 GSK announced two new collaborations
to make our established pandemic vaccine adjuvant platform
technology available to enhance the global efforts to develop a
vaccine against the 2019 novel coronavirus (SARS-CoV-2). The
use of an adjuvant, which is added to some vaccines to enhance
the immune response, is of particular importance in a pandemic
situation since it can reduce the amount of antigen required per
dose, allowing more vaccine doses to be produced and made
available to more people. The first collaboration announced is
with the Coalition for Epidemic Preparedness Innovations (CEPI)
and the University of Queensland, and the second collaboration
is with China-based Clover Biopharmaceuticals.
Addressing antimicrobial resistance
AMR is one of the biggest health challenges facing the world.
We are playing a leading role in the industry’s response and
GSK once again ranked first in the Access to Medicine
Foundation’s 2020 AMR Benchmark for our 2019 performance.
Vaccines play a critical role in avoiding the need for antibiotics,
by preventing bacterial, viral and other infections. Our vaccines
against diseases such as diphtheria, meningitis, pneumonia
and pertussis have protected tens of millions of individuals from
bacterial infections, which are major drivers of direct antibiotic
prescribing.
In addition, our vaccines for non-bacterial infections, like
influenza, rotavirus and malaria, can also prevent unnecessary
or avoidable prescribing of antibiotics due to secondary
infections. We are committed to researching and developing
new vaccines to prevent and mitigate AMR infections and
reduce avoidable antibiotic use.
We are one of only a few pharmaceutical companies who
actively research and develop new antibiotics to treat resistant
infections. In our Pharmaceutical pipeline, gepotidacin is the
first in a new chemical class of antibiotics with a mechanism
distinct from any currently approved antibiotic. This progressed
to phase III clinical research in October 2019 and is being
studied to treat patients with uncomplicated urinary tract
infection and urogenital gonorrhoea, many of whom contract
strains resistant to existing treatments.
Trust continued
However, R&D for many other types of bacterial infections is
not economically sustainable under current market conditions.
Governments recognise the need for financial support.
We have partnered with the US Government’s Biomedical
Advanced Research and Development Authority and the
Defense Threat Reduction Agency. We also support public-
private partnerships that aim to speed up the discovery and
development of new medicines to treat or prevent resistant
bacterial infections through collaboration and capability
building.
Through our Survey of Antibiotic Resistance (SOAR)
programme, we analyse antibiotic resistance at a local level.
We share our findings with healthcare professionals (HCPs)
and public health bodies to inform the development of local
antibiotic prescribing guidelines. We are one of the few
companies sharing our AMR surveillance data publicly, through
the open data platform run by the Wellcome Trust and Open
Data Institute. In addition, in 2019 we trained 32,841 HCPs
across 65 countries on the appropriate use of antibiotics.
In 2019, we started to implement the new global limits for
reducing antibiotic discharge from manufacturing into the
environment across our own antibiotic factories and suppliers.
We are on track to meet these new global limits by the end
of 2021. For more on how we address pharmaceuticals
in the environment see the Environment section on page 41.
GSK.com: Preparing for future disease threats
Affordability and availability
We are making our products affordable and available to more
people around the world through responsible pricing, and
strategic access programmes and partnerships.
In 2019, we provided prescribed medicines and vaccines
to over 123,000 eligible uninsured patients through our
Patient Assistance Programme.
Pricing
We aim to improve the health of millions of people each year
by making our products available at responsible prices that
are sustainable for our business.
We recognise that pricing of pharmaceutical medicines and
vaccines is an important issue in both developed and developing
countries, and we understand patient and payer concerns
about affordability. When setting the price of our medicines
in developed markets, we apply a value-based approach to
balance reward for innovation with access and affordability.
We aim to bring truly differentiated, innovative products that
bring highly-effective health outcomes for patients and payers,
so that even those products with a high cost will bring value
to patients and healthcare systems. By investing in genetics,
genomics, big data and AI we are accelerating the pace at
which we develop transformational medicines, prioritising those
molecules with a higher probability of success – we know that
genetically-validated drug candidates are twice as likely to
become registered medicines, improving the productivity
of our R&D investment.
We price our medicines according to the value and outcomes
they bring to patients, providers and payers, while being
sensitive to market and societal expectations.
In the US, the pricing of all our product launches – including our
most recent launches of Dovato, Nucala Autoinjector, Trelegy
Ellipta, Shingrix and Juluca – incorporate specific market
dynamics unique to the product, as well as the profile of the new
medicine or vaccine in the context of existing treatment options.
Over the last five years, the average net price1 for our products
in the US has fallen by 4% per year while the average list price
rose by 6.4% per year. In 2019, the average net price across our
US portfolio decreased by around 5% while the average list
price rose by 2.5%. At the product level, the largest single
increase in list price taken was 5% and that resulted in
a 4.2% increase in net price. We offer various types of patient
assistance to help ensure appropriate access to our medicines.
In Europe, we engage with governments and payers to work
towards sustainable health systems that support ongoing
innovation. For example, the pricing of Trelegy Ellipta reflects
economic value by demonstrating cost-effectiveness and
innovation within an acceptable budget, and offering a potential
cost-saving compared with alternatives.
In developing countries, we use innovative pricing structures
as part of our access strategies to extend product reach
(see pages 33 to 34). Our tiered pricing model for vaccines, for
example, is based on four widely recognised World Bank GNI
country classifications of high income, upper middle income,
lower middle income and low income. Price ceilings and price
floors exist for each tier, with ceilings and floors progressively
decreasing through the tiers from high to low income countries.
In least developed and low-income countries, we do not file
patents for our medicines, and do not enforce historic patents.
This allows generic companies to manufacture and supply
generic versions of GSK medicines in those countries.
GSK.com: Pricing and access strategies
Product reach
We aim to use access strategies to reach 800 million
underserved people in developing countries with our products
by 2025. These strategies include tiered pricing, product
donations and voluntary licensing agreements to extend access
through generic manufacturers. Since we set the target in 2018,
our products have reached over 192 million people through
these access strategies.2
Our tiered pricing principles mean that we reserve our lowest
vaccines prices for organisations such as Gavi, the Vaccine
Alliance, which supports countries with a GNI per head of less
than $1,630. For example, our Rotarix vaccine is available in
39 Gavi countries to protect against rotavirus.
1 Price after discounts, rebates or other allowances.
2 Total excludes reach through albendazole donations which
will be assessed in 2025.
GSK Annual Report 2019 33
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Trust continued
In 2019, we provided our pneumococcal vaccine, Synflorix, to
10 Gavi-eligible countries at a discounted price, reaching over
20 million people.1 We are committed to delivering 720 million
doses of Synflorix to Gavi via the current Advanced Market
Commitments contract.
In 2019, we distributed around 120,000 doses of our vaccine
Cervarix in Zimbabwe in support of its multi-age cohort
vaccination programme protecting around 54,000 girls against
human papillomavirus.1 We also delivered over 200 million
doses of oral polio vaccine to UNICEF in support of the Global
Polio Eradication Initiative, reaching over 40 million children.1
We continue to innovate to help improve access to vaccines
in low-resource settings, and in 2020, we introduced the
new multi-monodose blow-fill seal presentation of our vaccine
against rotavirus. This was introduced for the first time, in
Myanmar, with the support of Gavi. This new presentation
helps reduce cold chain volume by 30%, resulting in lower
cold chain and transportation costs.
In July 2019, ViiV Healthcare marked the fifth anniversary
of its voluntary licensing agreements with the Medicines Patent
Pool and Aurobindo Pharma. These agreements currently allow
18 generic manufacturers to produce and sell low cost single
or fixed dose combination products containing dolutegravir for
adults and children in countries with the highest burden of HIV.
This totals 94 and 121 countries for the adult and paediatric
agreements respectively, in addition to any country where
there is no granted patent in force. By the end of 2019, at
least 6.9 million people living with HIV, across 85 countries
in the developing world, had access to a generic dolutegravir-
containing product, made possible because of these licensing
agreements.
In 2019, ViiV Healthcare continued to donate several
antiretroviral medicines to Venezuela, a country facing a
profound shortage of basic medicines. We were the first
pharmaceutical company to donate antiretrovirals to the
people living with HIV in this humanitarian crisis. Since February
2018 we have donated over 275,000 packs of antiretrovirals.
GSK has also donated over 360,000 vaccines to Colombia
to protect Venezuelan migrants in transit or residing in the
national territory against rotavirus, pneumococcus, diphtheria,
pertussis and tetanus.
Since 1999, we have donated over 9 billion albendazole tablets
to the WHO – including 890 million in 2019 – to support efforts
to end lymphatic filariasis (LF) and control intestinal worms
(soil transmitted helminths) in school-age children. This has
benefited patients in 92 countries around the world. GSK
remains committed to continuing to donate albendazole tablets
until LF is eliminated as a public health problem globally.
Through our partnerships with Americares, Direct Relief,
IHP UK and MAP International, nearly 178,000 units of GSK
medicines were distributed for humanitarian and emergency
response in 51 countries.
GSK.com: Pricing and access strategies
Healthcare access
We aim to partner to improve disease prevention, awareness
and access to healthcare services for 12 million people by 2025.
Since we set the target in 2018 we have reached nearly 8 million
people through these partnerships.
Since 2010, ViiV Healthcare has invested over £60 million into
more than 750 Positive Action grants to address HIV stigma
and support HIV education and prevention. In 2019 alone, our
Positive Action for Children programme directly reached almost
640,000 people. We are committed to supporting partnerships
to end AIDS and further ViiV Healthcare’s mission of leaving no
person living with HIV behind.
We are partnering with Comic Relief to complement our
efforts to combat malaria through R&D (see page 31). We have
25 projects in Africa and South East Asia which aim to improve
malaria awareness and prevention efforts, and get treatment
to the people who need it. Together, through partnerships with
local and international organisations, we reached more than
1.1 million people in 2019, including health workers, private
providers, and vulnerable populations such as pregnant
women and children under five.
In 2019, through our partnerships with Amref Health Africa,
CARE International and Save the Children, we helped to train
over 18,000 frontline health workers, and approximately two
million people were directly reached with a health worker,
healthcare service or health facility.2
Our partnership with Save the Children aims to help reduce
child mortality. In 2019, the partnership reached approximately
114,000 children under five (almost 3 million children since
2013) with interventions including: widening immunisation
coverage, accelerating access treatments and strengthening
healthcare systems. In 2019, we also launched a new
programme in Nigeria focused on preventing infectious
disease in children.
In 2019, 3,500 children received free, life-changing surgery
and comprehensive cleft care through our partnership with
Smile Train. Together with the World Dental Federation and
Smile Train, we have launched a new two-year project to
improve oral health guidance and ongoing care for children
with clefts. In India, we also funded the Smile Train Toll-Free
Cleft help-line, which provides people with information about
cleft treatment and support.
1 People reached/protected is calculated by dividing the total number
of doses supplied to Gavi or UNICEF by the number of doses needed
to complete a full schedule of vaccination allowing for WHO estimates
of wastage.
2 Health worker data is estimated based on 2018 reach through the same
partner programmes and level of funding. Final 2019 data is expected
to be available in April 2020.
34 GSK Annual Report 2019
Trust continued
Our Allied Against Dengue campaign in India and South
East Asia was created to bring together key stakeholders
and partners to prevent and treat outbreaks of dengue fever,
a potentially fatal mosquito-borne disease. In 2019, we
trained over 3,700 healthcare workers and reached over
147,000 people through a range of programmes to mobilise
communities and promote behaviour change.
Our global contribution to community health programmes
amounted to £263 million1 in 2019. This includes cash, product
donations and the volunteering time of our employees to help
improve healthcare access.
GSK.com: Prevention, awareness and infrastructure
ViiVHealthcare.com: Positive Action programmes
Modern employer
As a modern employer, we believe that a strong employee
experience is critical to attract, retain and motivate the
best people to support our business now and in the future.
We launched our modern employer ambition in 2018, focusing
on inclusion and diversity, health and wellbeing and employee
development. The aim is to ensure our people are empowered
to be themselves, feel good and keep growing at GSK.
Engaged people
Employee engagement is an important barometer to gauge how
our people feel about working at GSK. We aim to achieve and
maintain a competitive employee engagement score by 2022.
We survey our employees to get feedback about how we
are doing on our long-term priorities and culture change.
In 2019, we had a good response rate for both surveys
(81% in April and 78% in September) and we achieved
our highest engagement score in ten years in April (80%),
and maintained a strong score in September (78%).
We continue to drive engagement through Let’s Talk sessions
with our executive teams and Workplace – our collaborative
online platform. This enables two-way informal communication
and collaboration, discussing topics that matter to both
employees and GSK, sharing knowledge and perspectives
to support greater understanding and faster, more effective
decision-making across the organisation. In any given month,
71% of our employees are actively connecting to the platform
to get their work done and 77% are reading content from the
company and business unit groups.
Inclusion and diversity
We believe strongly in inclusion and diversity. Not only is it the
right way to do business, but it also leads to business success,
unleashing the enormous potential of the differing knowledge,
experiences and styles of our people, enhancing our ability to
respond to the differing needs of our patients and consumers.
Our employees should be able to bring their authentic selves
to work. We were encouraged by the results of our employee
survey in September 2019, which included the question
‘I can be my authentic self when working at GSK’ which
received a favourable score of 76%, and 81% said that
they feel respected at work.
At GSK, we have four diversity councils (covering gender,
ethnicity, LGBT+ and disability), each chaired by an executive
team member. The councils support our inclusion and diversity
agenda, with input from our employee resource groups.
1 Figure includes contributions from the Tesaro portfolio.
We are committed to improving ethnic representation at
all levels in GSK, and work with our new ethnicity council
to remove barriers, increase understanding and ensure
equal opportunities.
Our goal is to be recognised in global LGBT+ indices and
in 2019 LGBT+ rights group, Stonewall, recognised GSK
in its Top Global Employers list. In the UK, Stonewall also
named our employee resource group for LGBT+ employees
and allies as the best in the UK. In the US, GSK was named
Best Place to Work for LGBT equality for the fourth consecutive
year in Human Rights Campaign’s Corporate Equality Index.
In addition, we are signatories to the UK Department for
International Development’s Charter for Change, joining other
organisations with a common aim to ensure rights, freedoms,
dignity and inclusion for people with disabilities.
Gender diversity
Our goal is that by 2022 we will have over 37% female
representation in senior roles.
The percentage of women in management has continued
to rise at GSK. In 2019, women represented 47% of all
management roles (45% in 2018), and 36% of senior
management roles – VP and above – up from 33% in 2018.
The latest Hampton-Alexander Review of FTSE 100 companies
found that GSK had the third highest proportion of women on
the Board (an increase from sixth in 2018) with 45.5% female
representation. It also found that we had exceeded the target
of 33% women on the Board and in the direct reports to the
Corporate Executive Team.
GSK is one of 12 prominent healthcare and life science
companies to join the Healthcare Businesswomen’s Association
Gender Parity Collaborative in the US. This was launched in
2018 to foster measurable gender parity progress in the industry.
We are improving gender balance by encouraging and
supporting more women to develop as leaders. In 2019, we
provided 130 high-performing female managers with coaching
and support through our Accelerating Difference programme.
We also recruit and support women early in their careers, with
women representing 38% of our apprentices and 58% of our
graduates in 2019. As a result of our efforts to develop our
female employees during the year, three women from GSK were
included in the Women’s Engineering Society Top 50 Women
in Engineering: current and former apprentices, and GSK
India was named by Avtar as among the best companies
for women to work for.
GSK Annual Report 2019 35
Investor informationFinancial statementsStrategic reportGovernance and remuneration Trust continued
We have a long-standing commitment to fair and equal pay.
We conduct country-based reviews and ensure all markets
have clear guidance, tools and support to ensure pay equity.
If unexplainable differences are detected, these are addressed
through our compensation processes.
We published our third UK gender pay gap report for 2019. Our
gender pay gap for all permanent UK-based GSK employees is
2.43% (mean), outperforming the national average of 16.2%. We
remain committed to improving gender balanced representation
and the application of fair and equitable pay practices to ensure
equal opportunities and equal pay for equal work.
Women in management (%)
SVP/VP
Director
Manager
All employees
2019
2018
2017
2016
36
44
49
47
33
43
48
45
31
43
47
44
30
42
46
43
Employees by gender (number)
Board
Management*
All employees
Male
6
9,861
54,690
Female
5
8,619
44,747
Total
11
18,480
99,437
* Management: senior managers as defined in the Companies Act 2006
(Strategic Report and Directors’ Report) Regulations 2013 which includes
persons responsible for planning, directing or controlling the activities
of the company, or a strategically significant part of the company, other
than the Board, including directors, or undertakings included in the
consolidated accounts.
Health, wellbeing and development
We aim to be a leading company in supporting employee health,
wellbeing and development.
Health and wellbeing
Our global, comprehensive preventive healthcare package for
our employees – and their eligible dependants – includes up
to 40 preventative healthcare services at little or no extra cost
to participants. We provide programmes to help our people
take control of their health, manage their energy levels and
adopt healthier behaviours.
In 2019, more than 15,000 employees took part in our
energy and resilience programmes. We also expanded our
personalised digital health platform from the original 5,000
employees in Belgium, to over 10,000 employees in Singapore,
Mexico, Spain, France, Switzerland, Australia and New Zealand.
We understand how important it is that employees have
flexibility to manage their lives, so everyone can thrive and
do great things at work and home. Our largest markets have
formal flexible working and carer policies and all our markets
are reviewing their competitiveness in this area. Our aim
is to differentiate ourselves. For example, in 2019 the US
implemented care of family member paid leave, which is
above industry standards in the US.
For the fourth year in a row, GSK increased participation
levels in the Virgin Pulse Global Challenge with over 17,000
participants across 67 countries. We were once again named
the Most Active Organisation, with our people collectively
taking more than 20 billion steps.
36 GSK Annual Report 2019
We consider mental wellbeing to be just as important as
physical wellbeing and raised awareness of this issue on
World Mental Health Day, encouraging people to seek
support through our 24-hour, confidential Employee Assistance
Programme and other resources. We have also launched
‘Mental Health Matters’ training for line managers. This is
helping them to increase their awareness, skills and knowledge,
so they can better support their teams.
Preventing injuries and illnesses at work is also fundamental
to our people’s health and wellbeing. Approximately 20,000
employees drive on company sales business and in 2019,
unfortunately one of our commercial salesforce died in a motor
vehicle accident in Kenya. To try to prevent these sorts of tragic
accidents from happening, we run a driver safety programme
to help employees protect themselves and their families,
combining online learning with practical road safety activities.
In 2019, roughly 19,000 drivers across 65 countries were
trained on driver safety. Our reportable injury and illness rate
continued to decline from 0.23 per 100,000 hours worked
in 2018, to 0.22 in 2019. This remains comparable with
other leading companies in our sector.
Employee development
We want our people to keep growing at every stage of their
working lives.
We expect all of our employees to have a development plan
agreed with their manager. To support our employees to take
ownership of their development, all employees have access
to a new development portal with resources that are most
relevant to their roles, development needs and interests.
In addition, GSK continues to meet its commitment as a
member of the 5% Club, a group of UK companies committed
to hiring young people in development programmes into at
least 5% of UK roles. We currently have 799 people on
our graduate and MBA programmes globally and 398 in
apprenticeships in UK, US, Canada, Ireland, Singapore
and Belgium.
We have a strong focus on improving the effectiveness of our
people managers. One80 is part of our performance system
and is critical to holding managers accountable for how they
manage the performance and development of their team.
Employees provide feedback on their manager through
14 questions which measure leadership effectiveness in
three key areas: knowing their people, delivering results and
maximising potential. In 2019, 9,000 managers participated
in One80 and more than 60,000 employees provided
feedback to their manager.
We also introduced a new leadership development programme
for first-line leaders. This training consists of five virtual modules,
with a strong emphasis on conversations that matter, developing
for performance, and leading high performing teams. The
programme was piloted in 2019 with 845 leader participants.
The programme will be rolled out across GSK in 2020 in
support of continued leadership development.
GSK.com: Employee engagement • Learning and development
Trust continued
Reliable supply
Ensuring a high-quality, safe and reliable supply of our products
for patients and consumers is a priority for all three of our
businesses (see pages 22, 26 and 29). Product shortages can
happen for a variety of reasons, including supply disruptions
and unexpected demand.
Our robust quality management systems support continuous
improvement, helping us to maintain high standards for product
quality and safety and comply with relevant regulations,
including those on Good Manufacturing Practice, Good
Laboratory Practice, Good Pharmacovigilance Practice
and Good Clinical Practice. Of the 196 external regulatory
inspections at our Pharmaceutical, Vaccines and Consumer
Healthcare manufacturing sites and local operating companies
in 2019, most found no issues or resulted in only minor
observations. We address every issue, however minor,
and regulatory authorities have accepted our proposed
plans for corrective actions.
In late summer 2019, GSK was contacted by regulatory
authorities regarding the detection of NDMA, a potential
human carcinogen, in Zantac (ranitidine) products. Based
on information received and correspondence with regulatory
authorities, GSK made the decision in mid-September to
initiate a voluntary recall (pharmacy/retail level recall) of Zantac
products in all markets as a precautionary action. Since then,
a number of recalls have been initiated by API suppliers, as well
as other pharmaceutical companies who hold market authority
in various countries, including the US. GSK discontinued
making and selling prescription Zantac tablets in 2017 and
discontinued making and selling over-the-counter Zantac
in 1998 in the US. Several regulatory authorities have reviewed
the findings and/or are conducting their own tests including
the FDA. We are continuing to work with them.
In 2019, we conducted 1,542 audits of our suppliers’ quality
processes and 225 audits of clinical studies run by, or on behalf
of GSK, to assess their quality and safety. Where we identify
areas that require improvement, we engage with the relevant third
parties to develop improvement plans and track their progress.
If significant issues are identified and remain unresolved, we
may choose to suspend or terminate work with a third party.
Detecting, assessing, understanding and preventing adverse
effects or any other drug-related problem (pharmacovigilance)
is important in evaluating the safety of pharmaceutical products.
We work with the WHO and other partners to enhance systems
for reporting these. Through external collaborations such as
TransCelerate, the European Federation of Pharmaceutical
Industries and Associations and the Innovative Medicines
Initiative, we are working with others to promote harmonised
approaches and procedures for the clinical development and
safety evaluation of drugs, and to implement key regulations.
Counterfeit products present a risk to patient safety. We support
efforts to prevent the manufacture and distribution of counterfeit
GSK products by working closely with government bodies,
international organisations (such as the World Customs
Organization and the WHO), customs authorities and industry
associations. We also conduct our own investigations and work
with enforcement agencies to tackle counterfeit GSK products.
GSK is implementing serialisation to drive traceability across
the supply chain. Through increased supply chain visibility and
increased communications with government systems, we are
helping both to raise the visibility of our products to prevent theft,
counterfeiting and stock diversion, and also to allow our systems
to authenticate product at the point of dispense.
GSK.com: Patient safety and reliable supply
Ethics and values
We are committed to creating an ethical, values-driven culture,
in which any issues are responded to swiftly and transparently.
We expect everyone at GSK to live our values and expectations,
speak up if they have any concerns, engage appropriately with
stakeholders and respect human rights. We also extend these
ethical expectations to the third parties with whom we work.
Every GSK employee and complementary worker is required
to complete the Living Our Values and Expectations mandatory
training annually. In 2019, 98.5% of our employees and 92.4%
of our complementary workers completed the training,
covering content including our Code of Conduct, human
safety information reporting and reporting misconduct.
Living our values and expectations
Together, our values (patient focus, integrity, respect and
transparency) and expectations (courage, accountability,
development and teamwork) help us to create the culture we
want. In our 2019 employee survey, 86% of employees agreed
that their work environment encouraged ethical behaviour even
in the face of pressures to meet business objectives.
Employees who fail to complete the course may face
disciplinary action, as defined and permitted by local
labour laws.
Throughout 2019, we assessed 17 different parts of the
business against a values maturity matrix to understand
how well our values and expectations are embedded.
Additionally, individual areas of the business have been
using the insights from those assessments to inform plans
that further integrate our values into ways of working at GSK.
GSK Annual Report 2019 37
Investor informationFinancial statementsStrategic reportGovernance and remuneration Trust continued
Examples include increasing opportunities for engagement
with leadership teams to improve trust, and strengthening
our people managers’ capability to lead employees through
times of change while delivering at pace.
Our mandatory anti-bribery and corruption (ABAC) training
is more tailored, consisting of two modules – one for high-risk
employees and one for everyone else. Both modules focus
on principles to help employees deepen their understanding
of where ABAC risks may lie, recognising conflicts of interest,
and how to report and mitigate any risks or conflicts. As of
December 2019, 97% of employees and 90% of contract
workers completed ABAC training.
GSK.com: Ethics and values
Reporting and investigating concerns
We encourage people to speak up if they have any concerns
relating to unethical conduct or behaviour that is inconsistent
with our values – or if they simply want to ask a question about
how to apply our Code of Conduct.
Anyone inside or outside GSK can raise concerns or speak
to an independent third party through our integrity lines,
confidentially or anonymously, without fear of retaliation.
We take every reported concern very seriously and review
each one to understand whether a formal investigation is
warranted. If our investigations show that an employee has
breached our policies, we take appropriate disciplinary action.
In 2019, 2,423 employees were accused of misconduct
(2,842 in 2018). We reviewed all of these cases, and initiated
1,891 formal investigations (1,805 in 2018) with most relating
to behaviour in the workplace. As a result, 798 employees were
disciplined for policy violations (940 in 2018), of whom 202
were dismissed or voluntarily left the organisation (115 in 2018)
and 596 received a documented warning (656 in 2018). In other
instances, action short of a documented warning was taken.
Employees disciplined in 2019: breakdown of types
of policy violation (%)
Policy area
Behaviour in the workplace
Mandatory training completion
Good manufacturing and distribution practices
Marketing and promotional activities
Expenses
Other*
* Representative of remaining policy violation types.
2019
35%
18%
17%
8%
5%
17%
2018
17%
29%
10%
8%
3%
33%
Increased focus on completing mandatory training and
improved classification of concerns altered the distribution
of policy violations when compared to 2018.
Political engagement
Everyone working for, or on behalf of, GSK must follow our
Code of Conduct in their interactions with political stakeholders.
Additionally, our selection process for public policy groups
includes criteria to ensure those groups share our values.
We spent $4.4 million on federal lobbying activities in the
US in 2019, which are registered on the US Federal Lobbying
Register. The spend includes the cost of operating our office in
Washington DC, and the cost of travel and consulting. The cost
of representing our interests to EU institutions, published on the
EU Transparency Register, was €1.64 million.1 We also publish
a list of our memberships in trade associations that may lobby
indirectly on our behalf.
GSK does not make corporate political contributions. Our
US employees may support individual candidates or political
groups financially through a Political Action Committee, which
contributed $265,185 to state and federal candidates in 2019.
A breakdown of this spend is available online.
GSK.com: Public policy and patient advocacy • Trade association
membership list • Criteria for working with Public Policy Groups
Human rights
GSK is committed to upholding the Universal Declaration of
Human Rights and the core standards set out by the International
Labour Organization. We strive to ensure that respect for human
rights is embedded and integrated across our global business
and conduct regular assessments, informed by external experts,
of the human rights impacts associated with our activities.
Building on the findings of our 2018 corporate-level human
rights assessment, over the past year we have focused on
strengthening our approach to managing labour rights risks
in the supply chain. We carried out an initial review of labour
rights risks associated with our sourcing activities and, with
the support of fair labour NGO Verité, are now building on
this work to identify parts of our supply chain that represent
the greatest potential for modern slavery risks. We also updated
our third-party labour rights standards to include the expectation
that recruitment costs should be borne by the employer and
that no worker should pay for a job (a practice that can lead to
forced labour).
Progress in each of our other priority human rights areas
(access to healthcare, research practices, patient safety,
environment, health and safety, and privacy) is outlined
in the relevant sections of this report.
GSK.com: Human rights • Modern Slavery Act statement
38 GSK Annual Report 2019
1 These are the latest available figures, 2019 figures are expected to be
available in April 2020 for submission to the EU’s Transparency Register.
Trust continued
Working with third parties
Our Third-Party Oversight programme strengthens our supply
chain risk management by driving improvements in our global
network of third parties. This includes suppliers, distributors
and other organisations with which there is a transfer of value.
We want to ensure that the third parties we work with share our
values and ethical and business standards. Our third-party risk
assessment and mitigation programme has been embedded
globally and continues to be further simplified and refined to
make it easier to engage third parties appropriately.
During 2019, over 14,000 risk assessments were completed,
and more than 800 third parties identified as high risk have
undergone detailed independent assessments by EcoVadis.
During 2019, we continued to work with our third-party
suppliers to reduce Environment, Health and Safety (EHS)
risks and conducted over 40 audits on EHS and ethics.
We also expanded our third-party EHS team to include
dedicated EHS professionals within the team based in
the countries where our priority suppliers are located.
Data and engagement
Data is becoming increasingly central to our business and the
healthcare industry more broadly. Our digital, data and analytics
strategy harnesses the power of data and technology to
strengthen our business and make a real difference to patients
around the world. We believe this will help our scientists
develop innovative medicines more quickly, and with higher
probability of success than ever before. It will enhance clinical
studies and improve interaction with healthcare providers,
customers and consumers.
Using data responsibly and transparently
With the privilege of using individuals’ personal information
comes the responsibility of treating this data ethically. We are
committed to using data responsibly and transparently, and
engaging with patients and healthcare providers to help meet
patient needs. This includes managing data carefully, sharing
the results of our clinical studies, integrating patient insights
into our product development, and providing healthcare
professionals with relevant and accurate information when
they need it.
Data privacy
We recognise that people are increasingly concerned about
the protection and appropriate use of personal information,
particularly when this is related to health. New regulations
around the world have also increased requirements on how
companies use personal information. Loss or inappropriate
use of personal information could have a serious impact,
both for individuals affected and for businesses, and we
take our responsibility for data privacy seriously.
Priority suppliers are those with whom we have significant spend,
that support significant revenue and/or are medically or R&D
critical to the business. This has enabled us to provide more
proactive support through engagement visits designed to build
capability in areas of improvement identified through EcoVadis
assessments or audits.
Our Buying Goods & Services transformation programme is
also delivering improved guidance, integration and compliance
for internal GSK users and our third parties. The programme
includes a new sourcing platform, launched in 2019, making
it easier for our suppliers to engage with us.
GSK.com: Ethics and values
We have developed a comprehensive approach to privacy,
including training that drives an understanding that everyone
at GSK is personally responsible for the correct handling
of personal information. We apply a set of privacy principles
to ensure that our use of personal information is kept to
the minimum necessary and is fair, transparent, accurate
and secure.
In 2019, we combined our privacy training with the mandatory
Code of Conduct training. Approximately 32,000 individuals
completed our Privacy Foundation training, which includes
new hires, contingent workers, and those returning from leave
of absence. This explains our privacy principles to help them
understand how to apply them in their daily work. It also raises
awareness of why privacy matters for all those who handle
personal data.
Personnel who handle personal information in R&D and HR
globally have received tailored privacy training to understand
their obligations under the Binding Corporate Rules, which
enable the internal transfer of EU HR and R&D data across
all GSK affiliates. Throughout 2019, people in key roles across
the organisation continued to undergo certification from the
International Association of Privacy Professionals (IAPP) to
increase expertise and enable us to make informed decisions
about handling personal data. The number of people with
this certification at GSK has increased from 47 in 2018
to 66 in 2019.
GSK Annual Report 2019 39
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Trust continued
The protection of individuals’ data and privacy is a high priority
in our exclusive collaboration with 23andMe. This collaboration
combines 23andMe’s genetic expertise and advanced data
science skills with GSK’s extensive scientific capabilities and
scale, to enhance the discovery and development of entirely
new medicines and potential cures. 23andMe customers
can choose to participate in research and contribute their
information to the unique and dynamic database for the purpose
of advancing scientific research. Participation is voluntary and
customers are required to consent affirmatively to their data
being used for research. Should they choose to participate,
their information is aggregated so no individual will be
identifiable to GSK.
Clinical trial transparency
As part of our long-standing commitment to data transparency
for our clinical studies, we have published 2,605 clinical study
reports (108 in 2019) and 6,106 summaries of results (123 in
2019) – both positive and negative – from our studies on our
clinical study register.1
We also share anonymised patient-level data from our studies
with external researchers. We have listed 2,477 studies for data
sharing via www.vivli.org and www.clinicalstudydatarequest.com.
We launched this six years ago to facilitate innovative data-driven
research, and it is now used by multiple other study sponsors
and funders. External researchers are granted data access
based on a review of the scientific merit of their research
proposal by an independent panel. Access to GSK study
data has been approved for 157 proposals since 2013.
GSK.com and online: GSK Privacy Notice • GSK Clinical Study Register
Patient and scientific engagement
To improve the delivery of ground-breaking new therapies,
we are strengthening our focus on patients’ needs by seeking
their insights across the business. We continue to support
several initiatives that are empowering patients to get more
involved in the development of medicines through training,
tools and dialogue – such as the European Patients’ Academy
on Therapeutic Innovation (EUPATI).
In 2019, we held Patient Advocacy Leaders Summits in
Portugal, Japan and Switzerland. Representatives of patient
organisations also provide insights through our European
Health Advisory Board and our Respiratory Health Board.
We now have new patient panels covering hepatitis, chronic
kidney disease and rheumatoid arthritis, as well as an
Oncology Patient Council.
To improve engagement with patients involved in our clinical
studies, we have developed patient engagement plans for key
assets and set up a dedicated patient panel as a key part of our
internal governance process. This allows patients to input into
the development of our research protocols, to improve patient
experience during the study, and we keep them informed about
the results after the study is completed.
We ensure the inclusion of diverse populations in our clinical
studies so the data we generate represents as many people
as possible. By including individuals of different demographics
by age (elderly/frail and paediatric groups), sex, ethnicity and
race, we can capture potential variability in the responses
to our medicines and vaccines. This helps us to characterise
a more robust benefit-risk profile, generate greater insight for
the prescribing information and ensure the right patient gets
the right medicine – this is particularly important as we move
towards precision medicine.
In 2019, we made changes to our in-house trials to improve
the diversity of participants, including ensuring teams develop
plans on target populations (based on sex, age, race or
ethnicity) that need to be targeted for recruitment at each stage
of the lifecycle of the molecule. We also asked our third-party
preferred vendors to provide a plan for how they will deliver
improved recruitment and retention of diverse populations
for our full-service outsourced trials.
Through our engagement with healthcare professionals (HCPs),
we aim to provide information on our products in the way that
best suits them. For a limited time after we have new medicines
or significant new data, we allow payment to experts to speak
about the scientific evidence, the diseases they treat and their
own clinical experience. We disclose annually the individual
level of payments to HCPs when legally permitted, or otherwise
on an aggregate basis.
In 2019, we also updated our salesforce incentives policy as
our portfolio has evolved, with a growing shift towards innovative
specialty care medicines. This is an area requiring high levels
of expertise to deliver information to specialised HCPs, and
one where there is strong competition for talent. See page 22
for further details of this policy change.
GSK.com: Operating responsibly
1 New methodology introduced for 2019.
40 GSK Annual Report 2019
Trust continued
Environment
We are committed to reducing our environmental impact
by one quarter by 2030, cutting greenhouse gas emissions,
reducing water impact and redirecting waste to beneficial use.
This commitment is underpinned by five environmental
commitments for 2030 (set against a 2016 baseline) to:
– reduce operational carbon emissions (Scope 1 and 2)
by 20%;
– reduce value chain carbon emissions (Scope 3) by 25%
per £billion revenue;
– source 60% of electricity from renewable sources,
with an interim target of 30% by 2020;
– reduce total water use at each high-risk site by 30%;
– ensure all waste is repurposed to beneficial uses.
Carbon
We are committed to playing our part to address climate
change. Our overall value chain carbon footprint is made up
of Scope 1 and 2 emissions from our own operations (8%)
and Scope 3 emissions from our supplier base (48%),
logistics (4%) and the use of our products (40%) – mostly
metered dose inhalers.
We are accredited by the Science Based Targets initiative
for a set of Scope 1, 2 and 3 targets, in line with a level of
decarbonisation required to keep the global temperature
increase to 2°C. We made good progress against these
commitments in 2019.
In 2019, we lowered our Scope 1 and 2 emissions1 by 4%
through continued deployment of energy efficiency programmes
across our operating sites. Globally, around 5% of our electricity
came from renewable sources. We plan to expand this and by
2020, through a combination of green certificates and on-site
renewable generation, over 30% of our global electricity needs
will be decarbonised across the UK, US and Europe.
In 2018 (our latest available data)2, absolute Scope 3 emissions
decreased by 10% vs 2017 and by 4% per £1 billion revenue,
mainly from reduced emissions associated with raw materials.
This represents a reduction of 17% per £1 billion revenue
since our 2016 baseline year. We recognise achievements
by our suppliers to reduce their environmental impacts through
our annual Supplier Environmental Sustainability Awards.
In 2019, the winners were a supplier that encourages
excellence in agricultural practices in India, and a UK energy
provider that creates clean energy and is inspiring the next
generation of scientists and engineers to be innovative in
tackling climate change.
1 All reductions are against our existing portfolio, excluding the Pfizer sites
that joined in August.
2 2019 figures are expected to be available in 2020.
3 Carbon emissions are calculated according to the Greenhouse Gas
Protocol: A Corporate Accounting and Reporting Standard (revised edition).
4 2017 and 2018 figures for scope 2 emissions from electricity restated
based on the updated IEA emission factors published in 2018.
5 For one year's treatment, use of propellant-based inhalers results
in a carbon footprint of 228kg CO2e compared with 9.6kg CO2e from
using Ellipta dry powder inhalers.
Carbon emissions3 plus intensity ratios (as per regulations)
‘000 tonnes CO2e
Scope 1 emissions
Scope 2 emissions
Scope 3 emissions
2019
800
523
Available in
2020 report
2018
825
549
2017
892
607
16,335
18,152
Intensity ratios
Scope 1 and 2 emissions/
sales revenue (tonnes
CO2e/£m)
Scope 1 and 2 emissions/
FTE (tonnes CO2e/FTE)4
Scope 3 emissions/£bn
revenue (million tonnes
CO2e/£bn revenue)
2019
39.2
13.3
Available in
2020 report
2018
44.6
14.4
0.53
2017
49.6
15.2
0.6
Emissions from the use of our inhaler products fell by 6%
in 2019 mainly from a reduction in the amount of Ventolin
produced. Our new portfolio of inhaled medicines is delivered
via the Ellipta dry powder inhaler (DPI), which has a lifecycle
carbon footprint around 24 times lower than a propellant-based
inhaler.5
We support efforts to promote low carbon inhalers where
possible. In the UK, for example, the NHS has adopted a
commitment to increase DPI prescribing in its Long-Term Plan,
and in 2019 GSK ran a public information campaign on the
different footprint of inhalers (www.lowcarboninhalers.co.uk),
encouraging patients to discuss inhaler options with their
healthcare professional. GSK is also supporting similar low
carbon inhaler initiatives in Belgium and Sweden.
We benchmark our performance externally, and in 2019
we scored B in CDP Climate.
Climate resilience
In 2019, we carried out scenario analyses for five products
and their supply chains against the Task Force on Climate-
related Financial Disclosures (TCFD) framework guidelines.
We used a business as usual scenario and a low carbon
scenario to identify potential areas of risk and opportunity
that climate change presents to our business (see page 46).
GSK Annual Report 2019 41
Investor informationFinancial statementsStrategic reportGovernance and remuneration Plastic
The packaging of our products plays an important role in
delivering safe, stable and trusted medicines, vaccines and
consumer healthcare products. However, we recognise the
impact that plastic packaging has on the environment.
We are working on a plan to reduce our plastic packaging,
making it recyclable, and exploring how we increase use of
recycled plastic content, recognising that medical regulations
around the world place significant constraints on the use of
recycled materials. Our Vaccines business is removing PVC
from all packaging by the end of 2020 and we have developed
a new pump for Flonase/Sensimist which reduces the amount
of plastic used in the device by 12%.
While we have completed a review of our plastic use across
the business – which found that 70% of our plastic footprint is
associated with our Consumer Healthcare products – this took
place before the integration of the Pfizer consumer healthcare
business. We are now updating this to include the impact of
the joint venture. We are also implementing initiatives to reduce,
and remove where possible, single use plastics across all GSK
offices worldwide and have already eliminated 2.1 million items
of plastic from our food and refreshment outlets.
Pharmaceuticals in the environment
We are committed to ensuring that our compounds do
not adversely affect people or the environment. We carry
out environmental testing on all our pharmaceuticals, and use
this data in risk assessments to evaluate potential for harm.
We take steps to minimise the risk of any active pharmaceutical
ingredients, including antibiotics, entering the environment as
a result of our manufacturing processes.
GSK is part of the AMR Industry Alliance launched in 2017
and is a signatory to the Industry Roadmap for Progress on
Combating AMR. For more on our efforts to combat AMR,
see page 32. We have publicly committed to minimise antibiotic
discharge in our supply chain and to ensure that manufacturing-
related discharges are negligible by the end of 2021. In 2019,
through the Pharmaceutical Supply Chain Initiative, we shared
guidance and best practice on managing antibiotic discharges
from manufacturing with our suppliers.
GSK.com: Environment
Trust continued
Water
Our goal is to reduce our total water use at each high-risk
site by 30% by 2030. While climate change must be tackled
at a global level, water challenges are much more localised.
All our vaccine, pharmaceutical and consumer healthcare
manufacturing sites have completed risk assessments and
are implementing actions to ensure compliance with our water
stewardship standard by 2020. These assessments identified
10 high-risk sites that used 0.7 million cubic metres of water
in 2019 (6% of our total water use). This risk rating is based
on water scarcity, local water quality, health and social risks,
and regulatory and reputational risks.
These sites are working on strategies to reduce their water
impact, and are making good progress. For example, our site
in Cape Town, South Africa (an area affected by drought)
initiated water recovery and rainwater harvesting projects.
Their water saving measures across the year saved 1,740m3
water – 9% of the site’s annual water use. One of our sites in
Karachi, Pakistan has also successfully implemented projects
to reduce water used in cooling towers and to shorten cleaning
cycles where excess water was being used. These activities
decreased the amount of water used for cleaning by 60%,
and helped reduce the site’s water footprint by 4%.
Waste
By the end of 2020, we aim for 100% of our sites to send
zero waste to landfill. This avoids harmful environmental impacts
from landfill and keeps materials, such as solvents, in circulation
for use in new products. In 2019, less than 3% of our waste
was sent to landfill (excluding the newly-joined Pfizer consumer
healthcare sites), with 73 sites achieving and maintaining zero
waste to landfill. We have cut the amount of waste we produce
by 14% since 2016, generating a total of 117,000 tonnes in
2019. This includes 23,000 tonnes of hazardous waste and
3,100 tonnes sent to landfill.
Our longer-term goal is that, by 2030, 100% of our waste will
be directed to beneficial use, either to recycling, or incinerating
waste with energy recovery. In 2019, 79% of our waste was
recycled or incinerated with energy recovery.
Paper and palm oil
We are committed to moving towards deforestation-free
sourcing for all key commodities purchased directly by GSK
or indirectly on our behalf by 2030. This is a challenge due to
the complex nature of our supply chains, but we have reached
94% for paper packaging and 70% for palm oil from sustainable
sources by volume. We are working with the Roundtable for
Sustainable Palm Oil to purchase book & claim credits, and
with the Rainforest Alliance to audit and assure our supply
chain. To date, we have focused on paper packaging, palm oil
and palm oil derivatives, and have developed supplier selection
criteria, as well as sourcing standards in conjunction with the
Rainforest Alliance.
42 GSK Annual Report 2019
Risk management
Our risk management framework is well embedded and continually
reviewed. Board-level oversight is provided by our Audit and Risk Committee,
assisted by our Risk Oversight and Compliance Council.
The framework enables the Board to identify, evaluate and
manage principal risks and is designed to support our long-term
priorities. The framework provides for an effective hierarchy of
Risk Management and Compliance Boards within each of our
businesses which promotes the ‘tone from the top’, establishes
the risk culture and oversees the effective cascade and
escalation of information regarding our internal controls.
Along with our values, expectations and Speak Up processes,
it ensures that the risks associated with our business activities
are actively and effectively identified and mitigated and provides
reasonable assurance against material misstatement or loss.
We conduct an annual confirmation exercise to ensure that
our risk management approach is consistent across GSK,
which reinforces leader accountability.
During 2019, the Audit and Risk Committee considered
GSK’s risks and the strategies to address them. In doing
so it drew on annual business unit risk and assurance update
reports, strategy papers for our most significant risks, and an
annual risk review.
Each principal risk is overseen by a CET-level risk owner
to ensure proportionate controls are in place, with clear plans
assigned to address any gaps.
GSK considers both current and emerging risks as part of
its risk management framework. GSK defines emerging risks
as those which are on the three-year horizon. We may not yet
have adequate information about their impact or likelihood
and therefore these may warrant further investigation before
inclusion in our list of principal risks.
Emerging risk assessments are performed as part of the remit
of our Risk Management and Compliance Boards at all levels
of the organisation. Additionally, at the global level we perform
an annual PESTLE analysis of the political, economic, social,
technological, legal and environmental trends from the external
environment to identify emerging risks.
Viability statement, see page 47
ARC Report, see page 96
Principal risks and uncertainties, see page 275
Internal Control Framework, see page 105
Each year, the CET conducts a formal risk review to consider
emerging risks and whether sufficient information is available
to support their inclusion in our principal risks list. This review is
supported by extensive analysis of external trends and insights,
senior level interviews and recommendations from GSK’s key
risk intelligence groups and risk management boards.
In 2019 the CET agreed to escalate two new risks to
standalone principal risks for 2020 – Environmental
sustainability and Non-promotional engagement. Work is
also underway to establish appropriate reporting for a
Transformation risk in recognition of the significant
transformation associated with our intention to separate
GSK’s Consumer Healthcare business.
We list our principal risks on pages 44 and 45, with our
assessment of the external macro environment and the risk
exposure following mitigation. The risks are not in order of
significance.
Risks associated with the proposed separation
of GSK’s Consumer Healthcare business
A separation of our Consumer Healthcare business may
be dependent on a number of factors that are outside GSK’s
control, including any required shareholder and regulatory
approvals, favourable conditions in public equity markets
and public or private debt markets and changes in applicable
law and regulation. Therefore, there can be no certainty that
a separation will be completed as proposed (or at all).
In addition, if a separation is completed, there can be no
assurance that either GSK or Consumer Healthcare will
realise the expected benefits of separation or that the separation
will not adversely affect GSK or Consumer Healthcare or the
value or liquidity of their respective shares.
Risks associated with the coronavirus outbreak
The potential impact of the coronavirus outbreak on GSK's
trading performance and supply continuity remains uncertain.
Up to the date of this Report, the outbreak has not had a
material impact on the trading results of the Group. However,
we continue to monitor the situation closely, including the
potential impacts on trading results, our supply continuity
and our employees.
The situation could change at any time and there can be no
assurance that the coronavirus outbreak will not have a material
adverse impact on the future results of the Group.
GSK Annual Report 2019 43
Investor informationFinancial statementsStrategic reportGovernance and remuneration Risk management continued
Risk
Patient safety
Assessment and mitigation activities
The macro risk level remains high. Developments in data interrogation present potential
benefits for Patient safety but the volume of data to be analysed presents a significant
challenge which intensifies when coupled with fragmented regulatory requirements.
There are increasing expectations that technology will deliver safer innovative medicines
with less risks.
GSK's exposure remains unchanged. We have deployed a new operating model
for safety activities involving a simpler central safety organisation and outsourcing
of local pharmacovigilance activities. Both deployments have passed successful
audits indicating we should expect a lower risk in steady state during H2 2020.
Product quality
The macro risk level remains unchanged despite continued concerns over drug
shortages and security and the uncertainty and complexity associated with Brexit.
GSK’s exposure remains unchanged. The benefits of our ongoing investment and
improvement initiatives in manufacturing facilities, operating systems and training
are reflected in our quality performance metrics and inspection outcomes.
Financial controls
and reporting
The macro risk level has increased. There is significant political uncertainty and
increasing societal expectations of financial reporting and the role of auditors, as well
as highly sophisticated fraudsters enabled by the speed of technological change.
GSK’s exposure has been maintained at current levels despite the increase in external
risk exposure as a result of the benefits of our previous transformation programmes,
the strengthening of controls by leveraging technology and centralising processes,
enhancing monitoring and maintaining effective tax and treasury strategies.
Anti-bribery and
corruption (ABAC)
The macro risk level remains unchanged as we continue to see legal frameworks similar
to the UK and US develop in emerging economies; high standards are expected of
individuals and corporations aided by improved technology and increased enforcement.
Commercial practices
The GSK exposure remains unchanged. We have appropriate controls in place such
as training, awareness raising, and strong monitoring around transactions and payments
to third parties. We plan to continue with pre and post-transaction ABAC due diligence,
increasing the capabilities in the business on monitoring, oversight and red flag resolution
of third parties. We continue to understand and assess our money-laundering risk
exposure and mitigate any existing risk.
The macro risk level is increasing with increased pricing pressure, greater retailer
and online competition from a broader set of competitors, an evolving digital landscape
and increased scrutiny of marketing practices in the industry.
GSK’s exposure has marginally increased as we integrate Tesaro and our Consumer
Healthcare Joint Venture with Pfizer. We continue to invest in proportionate controls,
training and monitoring as we embed our new HCP engagement model and salesforce
incentives programme (see page 22).
44 GSK Annual Report 2019
Risk management continued
Risk
Privacy
Research practices
Third party oversight
Environment,
health and safety
and sustainability
Information security
Supply continuity
Assessment and mitigation activities
The macro risk level has increased due to the diversity of data privacy legislation and
limited harmonisation occurring, despite Europe’s adoption of GDPR. Multi-nationals
have challenges to standardise their data privacy approach with the high local
variation and rise of enforcement by regulators.
GSK’s exposure remains constant following the successful deployment of our
Privacy Operating Model in the EU and prioritised deployment in the rest of the
world progressing well.
The macro risk level has increased as regulators are adapting to new technological
advancements as well as introducing changes regarding data privacy, animal welfare
and human biological samples which have yet to be fully announced and the
requirements for implementation understood.
GSK's exposure remains unchanged. Increasing regulatory expectations are being offset
by risk mitigation actions to embed and monitor additional controls and further enhance
and monitor the quality culture, with a particular focus on data integrity and access and
benefit sharing (Nagoya Protocol).
The macro risk level has increased due to growing numbers of countries with varying
regulation and manufacturing standards requiring local production, which increases
the number of third parties we have to assess and continuously oversee.
The GSK exposure remains unchanged. Our third-party risk assessment and mitigation
programme has been embedded and continues to be further simplified and refined to
make it easier to engage third parties appropriately.
The macro risk level has increased due to greater emphasis on environmental controls
from regulators, activists and stakeholders across our direct operations and supply
chain. An emerging area of focus is post-consumption waste associated with medicines.
There are ever-more stringent regulations and standards in developed as well as
developing countries.
The GSK risk exposure remains unchanged as we continue to focus on more appropriate
control over our supply chain, particularly of our active pharmaceutical ingredient (API)
suppliers.
The macro risk level continues to increase as a result of an increasing digital footprint,
reflecting a large multi-national organisation, combined with more sophisticated
hacking threats.
The GSK risk exposure remains unchanged with the development of controls to increase
cyber operations and threat intelligence capabilities; mitigation to protect critical
information systems and applications, and enhancements to security of operational
technology systems and networks offsetting some risk.
The macro risk level remains unchanged with the ongoing evolution of stringent
regulatory expectations including continued regulatory focus on contract manufacturers.
Brexit continues to provide uncertainty.
The GSK risk exposure level remains unchanged. We have improved risk management
of our supplier portfolio, reduced the complexity of our networks and improved our crisis
and continuity management framework. However, reduced inventories, threats posed by
cyberattacks and global emergencies such as the coronavirus outbreak, and the quality
of incoming materials present ongoing supply risks.
GSK Annual Report 2019 45
Investor informationFinancial statementsStrategic reportGovernance and remuneration Risk management continued
Climate-related financial disclosure
Here we provide GSK’s first voluntary disclosure against the
recommendations of the Taskforce for Climate-related Financial
Disclosure (TCFD), an initiative of the Financial Stability Board,
which promotes the disclosure of climate change risk.
The analysis showed that in both scenarios there is likely
to be some financial risks which would need to be managed,
but none that would materially impact our business model.
The key impacts for both scenarios were:
Governance
The Board has oversight and responsibility for the management
of climate change risks with support from the CET. The Board’s
Corporate Responsibility Committee (CRC) oversees GSK’s
Environmental Sustainability enterprise risk and progress
against our environmental targets (see CRC Report on
page 109).
Regis Simard, President, Pharmaceuticals Supply Chain,
has management responsibility for environment, health & safety
and sustainability (including climate change risk). He is on the
CET and reports directly to the CEO.
Strategy
Trust is one of our three long-term priorities and reducing our
environmental impact is an important part of the Trust priority
(see metrics and targets).
To gain a better understanding of how climate change might
impact our business, in 2019, we completed scenario analyses
for five key products from across our Vaccines, Pharmaceuticals
and Consumer Healthcare businesses. The two scenarios were:
– business-as-usual: we assumed little to no mitigation
leading to 3-5°C of warming by 2100;
– low-carbon: we assumed that the global temperature
increase by 2100 is limited to well below 2°C by rapid
changes in legislation and technology.
The study was conducted by an independent third party and
used internationally recognised data sets such as those from
the Intergovernmental Panel on Climate Change. The potential
physical risks of a changing climate such as flooding, as well
as the risks associated with a transition to a low-carbon
economy such as international climate policy and carbon
pricing were analysed. The analysis looked at the implications
for GSK manufacturing facilities, suppliers and raw materials
providers for each of the five products. The assessment did
not consider any actions that GSK might take to mitigate or
adapt to the findings.
– Flood-related disruptions at our own manufacturing sites
and in our supply chain;
– Water stress leading to increased expenditure and disruption
at both our own manufacturing sites and in our supply chain;
– Higher temperatures affecting the quality and availability
of some raw materials;
– Increased costs of fossil fuels.
These findings represent an initial assessment and we plan
to use them to understand the impacts further and to develop
action plans to help mitigate these risks, embed sustainability
into strategy and review opportunities.
Risk management
In 2019, Environmental Sustainability, which includes climate
change risks, became a standalone Principal Risk to the
business for 2020 (previously managed as a sub-risk of
Environment, Health & Safety and Sustainability) (see page 43).
Risks related to climate change are managed at different levels
of the organisation, depending on the nature of the risk.
Risks and opportunities associated with GSK’s energy, water
and waste reduction programmes are managed by the Climate
Change and Energy Reduction Team, with representatives
from each of GSK’s three business units and relevant support
functions meeting quarterly.
Operational risks and opportunities at asset or site level are
identified, assessed and managed by GSK’s business units
through their risk management teams.
Metrics and targets
Our goal is to reduce our environmental impact by one quarter
by 2030. This goal is underpinned by five environmental targets
for carbon (Scopes 1, 2 and 3) renewable electricity sources,
water and waste (see pages 41 and 42).
We have been accredited by the Science Based Targets
Initiative for a set of Scope 1, 2 and 3 targets in line with
the decarbonisation required to keep global temperature
increases to 2oC.
We are also committed to moving towards deforestation-free
sourcing for all key commodities and are working with partners
such as the Roundtable for Sustainable Palm Oil and the
Rainforest Alliance.
More detail on the progress we are making towards achieving
our targets can be found on page 42, and in our public
response to the CDP questionnaire.
46 GSK Annual Report 2019
Risk management continued
Viability statement
In accordance with provision 31 of the 2018 revision
of the Code, GSK has assessed the prospects of the
Company over a longer period than the 12 months required
by the ‘Going Concern’ provision. The Directors confirm that
they have a reasonable expectation that GSK will continue to
operate and meet its liabilities, as they fall due, over the next
three years. The Directors’ assessment has been made with
reference to GSK’s current position and prospects, our
strategy, the Board’s risk appetite and GSK’s principal risks
and how these are managed, as detailed on pages 44 and
45 in the Strategic report.
The Board reviews our internal controls and risk management
policies and approves our governance structure and code
of conduct. It also appraises and approves major financing,
investment and licensing decisions, and evaluates and monitors
the performance and prospects of GSK as a whole. The focus
is largely on improving our long-term financial performance
through delivery of our company and three business strategies
and aligned Innovation, Performance and Trust priorities.
The Board reviews GSK’s strategy and makes significant
capital investment decisions over a long-term time horizon,
based on a multi-year assessment of return on capital, the
performance of the company and three business units, and
the market opportunity in the pharmaceutical, vaccines and
consumer sectors. This approach is aligned to GSK’s model
of achieving balanced growth by investing in high quality,
innovative products for patients, consumers and healthcare
providers. However, since many internal and external parameters
become increasingly unpredictable over longer time horizons,
GSK focuses its detailed, bottom-up Plan on a three-year cycle.
The Plan is reviewed at least annually by the Directors, who
approve business forecasts showing expected financial impact.
The Directors believe that a three-year assessment period for
the Viability statement is most appropriate as it aligns with the
company’s well established business planning processes
that balance the long-term nature of investments in the
pharmaceutical, vaccines and consumer sectors with an
assessment of the period over which analysis of near-term
business performance is realistically visible.
The Plan has been stress tested in a series of robust operational
and principal risk downside scenarios as part of the Board’s
review on risk. These include the potential effects of Brexit,
which are not expected to be material, although there may be
some short-term disruption. The downside scenarios consider
GSK’s cash flows, sustainability of dividends, funding strategy,
insurance provision and recovery as well as other key financial
ratios over the period. These metrics have been subject to
sensitivity analysis, which involves flexing a number of the main
assumptions underlying the forecasts both individually and in
combination, along with mitigating actions that could realistically
be taken to avoid or reduce the impact or occurrence of the
underlying risk.
The following hypothetical downside scenarios have been
evaluated:
Scenario 1: Business performance risks. These include key
performance risks, including lower sales from new products;
greater adverse impact from generic competition and other
competitive launches to other GSK products; as well as
possible supply and manufacturing challenges.
Scenario 2: External and macroeconomic risks. This scenario
reflects incremental risks to the business driven by outside
factors, such as more intense competition, increased pricing
pressure in both the US and Europe as well as the potential
impact of material negative changes in the macro-economic
and healthcare environment.
Scenario 3: Principal risks. This scenario includes a severe
assessment of the potential loss impact from the principal
risks related to patient safety, product quality, supply chain
continuity as well as anti-bribery and corruption and any
consequent regulatory actions or fines, all of which could
fundamentally threaten our operations. This would include any
potential severe impact of coronavirus if this were to materialise.
These risks are managed through mitigating activities described
on pages 275 to 287.
Scenario 4: Put option exercise. This scenario evaluates the
additional funding requirements assuming the earliest potential
exercise of the outstanding put option held by our partner in the
HIV business.
The future separation of the Consumer Healthcare Joint Venture
with Pfizer, if approved by the Board, may potentially occur
within the period covered by the viability assessment. We have
considered this scenario and have concluded that there is no
material impact to viability for the Group or resultant separate
companies over the three-year period of this assessment.
The three-year review also makes certain assumptions about
the normal level of capital recycling likely to occur and considers
whether additional financing facilities will be required and the
respective level of funding flexibility and headroom.
The results of this stress testing show that certain combinations
of these hypothetical scenarios could increase funding
demands on GSK and require mitigating changes to the
Group’s funding strategy. However, in light of the liquidity
available to the Group and based on this analysis, the Directors
have a reasonable expectation that, even under these most
severe stress tests, the company will be able to continue in
operation and meet its liabilities as they fall due over the
three-year period of assessment.
GSK Annual Report 2019 47
Investor informationFinancial statementsStrategic reportGovernance and remuneration Risk management continued
Our preparations for Brexit
In preparing for the UK’s exit from the EU (Brexit), our
overriding priority has been to maintain continuity of supply
of our medicines, vaccines and consumer healthcare products
to people in the UK and EU. We took a risk-based approach
to planning and mitigation and now have in place a new post-
Brexit operating model. As part of the new model we have
arranged for the retesting and certification of our medicines
and consumer products in Europe where required and have
completed relevant marketing authorisation transfers, updated
packaging and secured additional warehousing for our
products. We continue to support our employees in obtaining
settled status or equivalent in both the UK and Europe. Normal
change processes will be used to manage outstanding tax and
customs activities, which depend on the new borders being in
place between the UK and EU.
We anticipate subsequent and ongoing costs arising from
Brexit could include further customs duties and will include
the cost of duplicate testing and release of our products.
We continue to estimate these potential costs at approximately
£50 million per year. As more details emerge on how our
business will need to adapt to the future UK-EU relationship,
the assumptions underlying these forecasts could change,
with consequent adjustments up or down. As part of the Brexit
process, GSK has been engaging with Governments in both
the UK and EU27, as well as Brussels institutions, to discuss
our preparations, alongside our ambitions for the new UK/EU
relationship. We will continue to review our plans and any
potential financial impact as negotiations and regulations
develop and we remain ready for all outcomes in December
2020. Over the longer term, we continue to believe that Brexit
will not have a material impact on our business.
Non-financial information statement
The following aligns to the non-financial reporting requirements contained in sections 414CA and 414CB
of the Companies Act 2006.
Description of the business model
Human rights
Policy, due diligence and outcomes
How we create value
Social matters
Global health
Health security
Affordability and availability
Employees
Employee engagement
Diversity
Wellbeing and development
Gender pay gap
Living our values and expectations
Board diversity
09
31
32
33
35
35
36
36
37
36
Human rights
Data and engagement
Third parties
Anti-corruption and bribery
38
39
39
Summary of our principal risks
Principal risks and uncertainties
Viability statement
Audit & Risk Committee report
44
275
47
96
37
Living our values and expectations
Reporting and investigating concerns 38
38
Anti-bribery and corruption
Non-financial key performance
indicators
Key performance indicators
11
Environmental matters
Carbon, water and waste
Our policies
41
All of our public policies, codes and
standards are available on gsk.com
48 GSK Annual Report 2019
Strategic report
Governance and remuneration
Financial statements
Investor information
Group
financial
review
In this section
Reporting framework
Our approach to tax
Financial performance
Adjusting items
Cash generation and conversion
Financial position and resources
Treasury policies
Critical accounting policies
50
53
54
62
65
66
71
72
GSK Annual Report 2019 49
GSK Annual Report 2019 49
Group financial review
Reporting framework
Total and Adjusted results
The Group financial review discusses the operating and
financial performance of the Group, its cash flows and financial
position and our resources. The results for each year are
compared primarily with the results of the preceding year.
Total results
Total reported results represent the Group’s overall
performance.
GSK also uses a number of adjusted, non-IFRS, measures to
report the performance of its business. Adjusted results and
other non-IFRS measures may be considered in addition to,
but not as a substitute for or superior to, information presented
in accordance with IFRS. Adjusted results are defined below
and other non-IFRS measures are defined on page 52.
GSK believes that Adjusted results, when considered together
with Total results, provide investors, analysts and other
stakeholders with helpful complementary information to
understand better the financial performance and position
of the Group from period to period, and allow the Group’s
performance to be more easily compared against the majority
of its peer companies. These measures are also used by
management for planning and reporting purposes. They may
not be directly comparable with similarly described measures
used by other companies.
GSK encourages investors and analysts not to rely on any
single financial measure but to review GSK’s Annual Reports,
including the financial statements and notes, in their entirety.
GSK is committed to continuously improving its financial
reporting, in line with evolving regulatory requirements and
best practice.
Adjusted results
Adjusted results exclude the following items from Total results,
together with the tax effects of all of these items:
– amortisation of intangible assets (excluding computer
software)
– impairment of intangible assets (excluding computer
software) and goodwill
– Major restructuring costs, which include impairments of
tangible assets and computer software, (under specific
Board-approved programmes that are structural, of a
significant scale and where the costs of individual or related
projects exceed £25 million) including integration costs
following material acquisitions
– transaction-related accounting or other adjustments related
to significant acquisitions
– proceeds and costs of disposals of associates, products
and businesses; significant legal charges (net of insurance
recoveries) and expenses on the settlement of litigation and
government investigations; other operating income other
than royalty income, and other items.
50 GSK Annual Report 2019
Costs for all other ordinary course smaller scale restructuring
and legal charges and expenses are retained within both Total
and Adjusted results.
As Adjusted results include the benefits of Major restructuring
programmes but exclude significant costs (such as significant
legal, major restructuring and transaction items), they should
not be regarded as a complete picture of the Group’s financial
performance, which is presented in its Total results. The
exclusion of other Adjusting items may result in Adjusted
earnings being materially higher or lower than Total earnings.
In particular, when significant impairments, restructuring
charges and legal costs are excluded, Adjusted earnings
will be higher than Total earnings.
GSK is undertaking a number of Major restructuring
programmes in response to significant changes in the Group’s
trading environment or overall strategy, or following material
acquisitions. Costs, both cash and non-cash, of these
programmes are provided for as individual elements
are approved and meet the accounting recognition criteria.
As a result, charges may be incurred over a number of years
following the initiation of a Major restructuring programme.
The Group has also initiated a two-year Separation Preparation
programme to prepare GSK for separation into two new
leading companies in biopharma and consumer healthcare.
From time to time, the Group divests non-core investments,
products and businesses and records the profit or loss on
disposal as an Adjusting item. The most notable divestment in
the past five years was the disposal of the Oncology business
as one element of the three-part transaction with Novartis in
2015.
Significant legal charges and expenses are those arising from
the settlement of litigation or government investigations that
are not in the normal course and are materially larger than more
regularly occurring individual matters. They also include certain
major legacy matters.
Reconciliations between Total and Adjusted results, providing
further information on the key Adjusting items for 2018 and
2019 are set out on page 62 and for the five years to 2019 are
set out on pages 266 to 268.
GSK provides earnings guidance to the investor community on
the basis of Adjusted results. This is in line with peer companies
and expectations of the investor community, supporting easier
comparison of the Group’s performance with its peers. GSK is
not able to give guidance for Total results as it cannot reliably
forecast certain material elements of the Total results,
particularly the future fair value movements on contingent
consideration and put options that can and have given rise to
significant adjustments driven by external factors such as
currency and other movements in capital markets.
Reporting framework continued
Historical record of Adjusting items
The reconciliations between Total and Adjusted operating profit over the last five years can be summarised as follows:
Total operating profit
Intangible asset amortisation
Intangible asset impairment
Major restructuring
Transaction-related items
Divestments, significant legal and other items
US tax reform
Adjusted operating profit
2019
£m
6,961
777
83
1,105
345
(299)
–
2018
£m
5,483
580
116
809
1,977
(220)
–
2017
£m
4,087
591
688
1,056
1,599
(119)
666
2016
£m
2,598
588
20
970
3,919
(424)
–
2015
£m
10,322
563
206
1,891
2,238
(9,561)
–
8,972
8,745
8,568
7,671
5,659
The analysis of the impact of transaction-related items on operating profit for each of the last five years is as follows:
Novartis Consumer Healthcare Joint Venture put option
Contingent consideration on former Shionogi-ViiV Healthcare JV (including Shionogi preferential dividends)
ViiV Healthcare put options and Pfizer preferential dividends
Contingent consideration on former Novartis Vaccines business
Release of fair value uplift on acquired Pfizer inventory
Other adjustments
Transaction-related items
2019
£m
–
31
(234)
76
366
106
345
2018
£m
658
1,188
(58)
58
–
131
2017
£m
986
556
(126)
101
–
82
2016
£m
1,133
2,162
577
69
–
(22)
2015
£m
83
1,874
–
108
–
173
1,977
1,599
3,919
2,238
Full reconciliations between Total and Adjusted results for 2015–2019 are set out on pages 266 to 268. Further explanations on
the Adjusting items for 2019 are reported on page 62.
Non-controlling interests in ViiV Healthcare
Trading profit allocations
Because ViiV Healthcare is a subsidiary of the Group, 100%
of its operating results (turnover, operating profit, profit after tax)
are included within the Group income statement and then a
portion of the earnings is allocated to the non-controlling
interests owned by the other shareholders, in line with their
respective equity shareholdings (Pfizer 11.7% and Shionogi
10%). Each of the shareholders, including GSK, is also entitled
to preferential dividends determined by the performance of
certain products that each shareholder contributed. As the
relative performance of these products changes over time,
the proportion of the overall earnings of ViiV Healthcare
allocated to each shareholder will change. In particular, the
increasing proportion of sales of dolutegravir-containing
products has a favourable impact on the proportion of the
preferential dividends that is allocated to GSK. Adjusting items
are allocated to shareholders based on their equity interests.
GSK was entitled to approximately 85% of the Total earnings
and 82% of the Adjusted earnings of ViiV Healthcare for 2019.
Remeasurements of the liabilities for the preferential dividends
allocated to Pfizer and Shionogi are included within other
operating income.
Acquisition-related arrangements
As consideration for the acquisition of Shionogi’s interest in
the former Shionogi-ViiV Healthcare joint venture in 2012,
Shionogi received the 10% equity stake in ViiV Healthcare.
ViiV Healthcare also agreed to pay additional future cash
consideration to Shionogi, contingent on the future sales
performance of the products being developed by that joint
venture, principally dolutegravir. Under IFRS 3 ‘Business
combinations’, GSK was required to provide for the estimated
fair value of this contingent consideration at the time of
acquisition and is required to update the liability to the latest
estimate of fair value at each subsequent period end. The
liability for the contingent consideration recognised in the
balance sheet at the date of acquisition was £659 million.
Subsequent remeasurements are reflected within other
operating income/expense and within Adjusting items in
the income statement in each period, and at 31 December
2019, the liability, which is discounted at 8.5%, stood at
£5,103 million, on a post-tax basis.
Cash payments to settle the contingent consideration are
made to Shionogi by ViiV Healthcare each quarter, based on
the actual sales performance of the relevant products in the
previous quarter. These payments reduce the balance sheet
liability and hence are not recorded in the income statement.
The cash payments made to Shionogi by ViiV Healthcare in
2019 were £865 million.
Because the liability is required to be recorded at the fair value
of estimated future payments, there is a significant timing
difference between the charges that are recorded in the Total
income statement to reflect movements in the fair value of the
liability and the actual cash payments made to settle the liability.
GSK Annual Report 2019 51
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued Reporting framework continued
The cash payments are reflected in the cash flow statement
partly in operating cash flows and partly within investing
activities. The tax relief on these payments is reflected in the
Group’s Adjusting items as part of the tax charge. The part of
each payment relating to the original estimate of the fair value
of the contingent consideration on the acquisition of the
Shionogi-ViiV Healthcare joint venture in 2012 of £659 million
is reported within investing activities in the cash flow statement
and the part of each payment relating to the increase in the
liability since the acquisition is reported within operating cash
flows.
Movements in contingent consideration payable to Shionogi
were as follows:
Contingent consideration at beginning of the year
Remeasurement through income statement
Cash payments: operating cash flows
Cash payments: investing activities
Contingent consideration at end of the year
2019
£m
5,937
31
(767)
(98)
5,103
2018
£m
5,542
1,188
(703)
(90)
5,937
Of the contingent consideration payable (on a post-tax basis)
to Shionogi at 31 December 2019, £730 million (31 December
2018 – £815 million) is expected to be paid within one year.
Exit rights
Pfizer may request an IPO of ViiV Healthcare at any time and if
either GSK does not consent to such IPO or an offering is not
completed within nine months, Pfizer could require GSK to
acquire its shareholding. Under the original agreements, GSK
had the unconditional right, so long as it made no subsequent
distribution to its shareholders, to withhold its consent to the
exercise of the Pfizer put option and, as a result, in accordance
with IFRS, GSK did not recognise a liability for the put option
on its balance sheet. However, during Q1 2016, GSK notified
Pfizer that it had irrevocably given up this right and accordingly
recognised the liability for the put option on the Group’s balance
sheet during Q1 2016 at an initial value of £1,070 million.
Consistent with this revised treatment, at the end of Q1 2016
GSK also recognised liabilities for the future preferential
dividends anticipated to become payable to Pfizer and Shionogi
on the Group’s balance sheet.
The closing balances of the liabilities related to Pfizer’s
shareholding are as follows:
Pfizer put option
Pfizer preferential dividend
2019
£m
1,011
4
2018
£m
1,240
15
Under the original agreements, Shionogi could also have
requested GSK to acquire its shareholding in ViiV Healthcare
in six-month windows commencing in 2017, 2020 and 2022.
GSK had the unconditional right, so long as it made no
subsequent distribution to its shareholders, to withhold its
consent to the exercise of the Shionogi put option and, as a
result, GSK did not recognise a liability for the put option on its
balance sheet.
52 GSK Annual Report 2019
However, during Q1 2016, GSK notified Shionogi that it had
irrevocably given up this right and accordingly recognised the
liability for the put option on the Group’s balance sheet during
Q1 2016 at an initial value of £926 million. In Q4 2016,
Shionogi irrevocably agreed to waive its put option and as a
result GSK de-recognised the liability for this put option on the
Group’s balance sheet directly to equity. The value of the
liability was £1,244 million when it was de-recognised.
GSK also has a call option over Shionogi’s shareholding in
ViiV Healthcare, which under the original agreements was
exercisable in six-month windows commencing in 2027, 2030
and 2032. GSK has now irrevocably agreed to waive the first
two exercise windows, but the last six-month window in 2032
remains. As this call option is at fair value, it has no value for
accounting purposes.
Free cash flow
Free cash flow is defined as the net cash inflow from operating
activities less capital expenditure on property, plant and
equipment and intangible assets, contingent consideration
payments, net finance costs, and dividends paid to non-
controlling interests plus proceeds from the sale of property,
plant and equipment and intangible assets, and dividends
received from joint ventures and associates. It is used by
management for planning and reporting purposes and in
discussions with and presentations to investment analysts
and rating agencies. Free cash flow growth is calculated
on a reported basis. A reconciliation of net cash inflow from
operations to free cash flow is set out on page 65.
CER and AER growth
In order to illustrate underlying performance, it is the Group’s
practice to discuss its results in terms of constant exchange
rate (CER) growth. This represents growth calculated as if
the exchange rates used to determine the results of overseas
companies in Sterling had remained unchanged from those
used in the comparative period. CER% represents growth at
constant exchange rates. £% or AER% represents growth at
actual exchange rates.
Pro-forma growth
The acquisition of the Pfizer consumer healthcare business
completed on 31 July 2019 and so GSK’s reported results
include five months of results of the former Pfizer consumer
healthcare business from 1 August 2019.
The Group has presented pro-forma growth rates at CER
for turnover, Adjusted operating profit and operating profit by
business taking account of this transaction. Pro-forma growth
rates at CER for 2019 are calculated comparing reported
results for 2019, calculated applying the exchange rates used
in the comparative period, with the results for 2018, adjusted
to include the equivalent five months of results of the former
Pfizer consumer healthcare business, as consolidated (in US$)
and included in Pfizer’s US GAAP results.
Group financial review continued Our approach to tax
We understand our responsibility to pay an appropriate amount
of tax, and fully support efforts to ensure that companies are
appropriately transparent about how their tax affairs are
managed. Tax is an important element of the economic
contribution we bring to the countries in which we operate.
We do not engage in artificial tax arrangements – those without
business or commercial substance. We do not seek to avoid
tax by the use of ‘tax havens’ or transactions we would not fully
disclose to a tax authority. We have a zero tolerance approach
to tax evasion and the facilitation of tax evasion.
We have a substantial business and employment presence
in many countries around the globe and we pay a significant
amount of tax, including corporation and other business taxes,
as well as tax associated with our employees. At the same time,
we have a responsibility to our shareholders to be financially
efficient and deliver a sustainable tax rate. As part of this
approach we look to align our investment strategies to those
countries where we already have substantial economic activity,
and where government policies promote regimes which are
attractive to business investment and R&D activity and are
transparent in their intent and available to all relevant tax payers.
Examples include the UK Patent Box and Research and
Development Expenditure Credit.
Tax risk is managed through robust internal policies and
processes to ensure that we have alignment across our
business and compliance with tax legislation. Our Audit & Risk
Committee and the Board are responsible for approving our
tax policies and risk management approach. We seek to
maintain open, positive relationships with governments and
tax authorities worldwide and we welcome constructive
debate on taxation policy.
In 2019, the Group corporate tax charge was £953 million
(2018 – £754 million) on profits before tax of £6,221 million
(2018 – £4,800 million) representing an effective tax rate of
15.3% (2018 – 15.7%). We made cash tax payments of
£1,512 million in the year (2018 – £1,326 million). In addition
to the taxes we pay on our profits, we pay duties, levies,
transactional and employment taxes.
Our Adjusted tax rate for 2019 was 16.0% (2018 – 19.0%).
The rate has benefitted from the settlement of open tax
positions in key territories. Subject to any material changes
in our product mix, or other material changes in tax regulations
or laws in the countries in which we operate, the Group’s
average effective Adjusted tax rate in the medium term is
expected to be around 19%.
The Group’s Total tax rate of 15.3% (2018 – 15.7%) for 2019
was lower than the Adjusted tax rate as the Total tax charge
includes the tax effect of fair value accounting movements on
the Group’s put option liabilities to ViiV Healthcare and on
hedges against shares in Hindustan Unilever Limited to be
received on disposal of Horlicks and other Consumer
Healthcare brands, and a re-assessment of estimates of
uncertain tax positions following the settlement of a number
of open issues with tax authorities.
In 2019, an ongoing public focus on the tax affairs of
multinational companies has included a major project of the
Organisation for Economic Co-operation and Development
(OECD) on ‘Addressing the Tax Challenges of the Digitalisation
of the Economy’. GSK welcomes the OECD’s efforts to identify
a long-term, sustainable and consensus driven solution to the
tax challenges resulting from digitalisation and has been active
in providing relevant business input to assist in the successful
delivery of the aims of the project. In order to create a long-
lasting, stable and certain business environment for both
taxpayers and Governments, a multilateral consensus-based
approach, grounded in clearly defined and accepted principles,
is critical and the incentive to innovate must not be diluted.
A continued focus on tax reform during 2019 has been driven
by the OECD’s Base Erosion and Profit Shifting (BEPS) project
and European Commission initiatives such as fiscal state aid
investigations and the introduction of ‘Mandatory Disclosure’
rules. The outputs from the OECD BEPS projects clarified the
important principle that tax should be paid on profits throughout
the supply chain, where the profit-making activity takes place.
GSK is subject to taxation throughout its supply chain.
GSK supports the BEPS proposals, in particular the
implementation of the OECD’s recommendations on ‘Country
by Country Reporting’, including the exchange of this data
between tax authorities. This data, validated against existing
information held on taxpayers, will support their ability to ensure
that multinational groups pay an appropriate amount of tax.
The detailed tax implications of Brexit are dependent on the
outcome of negotiations between the UK and EU, and are
therefore currently unknown. We continue to work with the
Government to ensure the UK retains a trading relationship
with the EU that allows us to supply our products as swiftly
as we do today to patients and consumers, with zero tariffs on
goods, minimal customs procedures and no VAT cash flow
cost on cross-border trade. The direct tax implications, in
particular, are expected to be limited for GSK while the indirect
tax implications may be more significant, including potential
customs duty costs and additional transaction or administrative
costs associated with managing import and export obligations
on the movement of goods between the UK and the EU and
between the UK/EU and the rest of the world. Our approach
to Brexit is set out on page 48.
Our Tax Strategy is set out in detail within the Public Policy
positions section of our website. Further details about our
corporate tax charges for the year are set out on page 189.
GSK Annual Report 2019 53
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued Financial performance
Group turnover (£bn)
£33.8bn
AER growth
CER growth
10%
8%
Pro-forma
CER growth
4%
2017
2018
2019
30.2
30.8
33.8
0
5
10
15
20
25
30
35
Total operating profit (£bn)
£7.0bn
AER growth
CER growth
27%
23%
2017
2018
2019
4.1
5.5
7.0
0
2
4
6
8
10
Adjusted operating profit (£bn)
£9.0bn
AER growth
CER growth
3%
–%
Pro-forma
CER growth
(3)%
2017
2018
2019
0
2
4
6
8.6
8.7
9.0
8
10
54 GSK Annual Report 2019
GSK uses a number of adjusted, non-IFRS, measures to report
the performance of its business. Adjusted results and other
non-IFRS measures may be considered in addition to, but not
as a substitute for or superior to, information presented in
accordance with IFRS. Adjusted results and other non-IFRS
measures are defined on pages 50 to 52.
The Total results of the Group are set out below.
2018
Growth
2019
% of
£m turnover
33,754
(11,863)
100 30,821
(10,241)
(35.1)
% of
£m turnover
100
(33.2)
(11,402)
(33.8)
(9,915)
(32.2)
(4,568)
351
(13.5)
1.1
(3,893)
299
(12.6)
1.0
£% CER%
8
10
16
16
15
17
17
13
15
17
689
6,961
(814)
–
74
6,221
(953)
5,268
4,645
93.9
2.40
1.9
20.6
(1,588)
5,483
(717)
3
31
4,800
(754)
4,046
3,623
73.7
1.96
(5.2)
17.8
27
23
30
25
30
26
27
23
Turnover
Cost of sales
Selling, general and
administration
Research and
development
Royalty income
Other operating
income/(expense)
Operating profit
Net finance costs
Profit on disposal of
interest in associates
Share of after-tax
profits of associates
and joint ventures
Profit before taxation
Taxation
Profit after taxation
for the year
Profit attributable to
shareholders
Earnings per share (p)
Earnings per ADS
(US$)
The Adjusted results for the Group are set out below.
Reconciliations between Total results and Adjusted results for
2019 and 2018 are set out on page 62.
2018
Growth
2019
% of
£m turnover
33,754
(10,079)
100 30,821
(9,178)
(29.9)
% of
£m turnover
100
(29.8)
(10,715)
(31.7)
(9,462)
(30.7)
(4,339)
351
(12.9)
1.1
(3,735)
299
(12.1)
1.0
8,972
26.6
8,745
28.4
6,131
123.9
5,869
119.4
£% CER%
8
10
10
10
13
16
17
3
4
4
12
14
17
–
1
1
Turnover
Cost of sales
Selling, general and
administration
Research and
development
Royalty income
Adjusted operating
profit
Adjusted profit
attributable to
shareholders
Adjusted earnings
per share (p)
Group financial review continued
Financial performance continued
Group turnover
Group turnover by business
Pharmaceuticals
Vaccines
Consumer Healthcare
Group turnover
Corporate and other
unallocated turnover
Pro-forma growth
2019
£m
2018
£m
Growth
£%
Growth
CER%
17,554
17,269
7,157
5,894
8,995
7,658
33,706 30,821
48
–
33,754 30,821
2
21
17
9
10
–
19
17
8
8
4
Pharmaceuticals
Turnover (£bn)
£17.6bn
52% of Group turnover
2017
2018
2019
AER growth
CER growth
2%
–%
17.3
17.3
17.6
Group turnover by geographic region
0
5
10
15
20
US
Europe
International
2019
£m
2018
£m
Growth
£%
Growth
CER%
13,890 11,982
8,069
7,973
11,795
10,866
33,754 30,821
16
1
9
10
12
2
9
8
Group turnover for the year increased 10% AER, 8% CER
to £33,754 million, with growth delivered by Vaccines and
Consumer Healthcare, and Pharmaceuticals flat at CER.
Pro-forma turnover growth for the Group was 4% CER.
Pharmaceuticals turnover in the year was £17,554 million,
up 2% AER, but flat at CER. HIV sales were up 3% AER,
1% CER, to £4,854 million and Respiratory sales were up
18% AER, 15% CER, to £3,081 million. Sales of Established
Pharmaceuticals were £8,776 million, down 7% AER, 8% CER.
Vaccines turnover grew 21% AER, 19% CER to £7,157 million,
primarily driven by growth in sales of Shingrix. Meningitis
vaccines also contributed significantly to growth.
Pharmaceuticals and Vaccines Innovation sales (sales
of products launched in the last five years) amounted to
£3.8 billion in 2019, driven by sales of Shingrix, Trelegy
Ellipta and Nucala.
Consumer Healthcare sales grew 17% AER, 17% CER to
£8,995 million. On a pro-forma basis, sales grew 2%, driven
by strong performance in the Oral health category, partly offset
by a decline in Skin health.
Consumer Healthcare Innovation sales (sales of products
new to market in the last three years) amounted to 12% of
Consumer Healthcare sales, reflecting continued focus on
Oral health innovations.
Pharmaceuticals turnover
Respiratory
HIV
Immuno-inflammation
Oncology
Established Pharmaceuticals
2019
£m
3,081
4,854
613
230
2018
(revised)
£m
2,612
4,722
472
–
8,776
9,463
17,554
17,269
Growth
£%
Growth
CER%
18
3
30
–
(7)
2
15
1
25
–
(8)
–
Pharmaceuticals turnover in the year was £17,554 million, up
2% AER, but flat at CER. HIV sales were up 3% AER, 1% CER,
to £4,854 million, with growth in Juluca and Dovato partly offset
by declines in Triumeq and Tivicay. Respiratory sales were up
18% AER, 15% CER, to £3,081 million, on growth of Trelegy
Ellipta and Nucala. Sales of Established Pharmaceuticals were
£8,776 million, down 7% AER, 8% CER, including the impact
of loss of exclusivity of Advair.
In the US, sales declined 1% AER, 4% CER. Continued growth
of Nucala, Trelegy Ellipta and Benlysta was more than offset
by the decline in Established Products including the loss of
exclusivity of Advair. Excluding Advair and Relvar/Breo Ellipta,
which were impacted by genericisation of the ICS/LABA
market, growth was 13% AER, 9% CER. In Europe, sales grew
1% AER, 2% CER, with strong growth in Respiratory partly
offset by a decline in Established Pharmaceuticals. International
grew 5% AER, 4% CER, with growth in all therapy areas.
GSK Annual Report 2019 55
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued
Financial performance continued
Respiratory
Total Respiratory sales were up 18% AER, 15% CER, with
strong growth in all regions. Ellipta product sales grew 13%
AER, 10% CER, with Europe up 26% AER, 27% CER and
International up 29% AER, 27% CER on Trelegy and Relvar/
Breo growth. Nucala was up 36% AER, 37% CER in Europe
and 56% AER, 50% CER in International. In the US, Trelegy
Ellipta and Nucala growth offset the decline in Relvar/Breo
Ellipta on post generic ICS/LABA price pressure.
Sales of Nucala were £768 million in the year and grew 36%
AER, 33% CER, with US sales of £453 million up 33% AER,
28% CER, including the impact of the new at-home use
application.
Sales of Ellipta products were up 13% AER, 10% CER to
£2,313 million driven by growth in Europe and International
regions. In the US, sales grew 4% AER, but were flat at CER,
reflecting continued competitive pricing pressures for ICS/
LABAs, post generic Advair. In Europe, sales grew 26% AER,
27% CER, and in International by 29% AER, 27% CER. Sales
of Trelegy Ellipta contributed £518 million globally in the year,
driven by an increase in US market share.
Relvar/Breo Ellipta sales were down 11% AER, 13% CER,
driven by the US, where Relvar/Breo Ellipta declined 34% AER,
37% CER as a result of competitive pricing pressures and the
impact of generic Advair on the US ICS/LABA market. In
Europe and International, Relvar/Breo Ellipta continued to
grow, up 11% AER, 12% CER in Europe, and 21% AER,
19% CER in International.
HIV
HIV sales grew 3% AER, 1% CER to £4,854 million in the year.
The dolutegravir franchise grew 5% AER, 2% CER, delivering
sales of £4,633 million. The remaining portfolio, £221 million
and 5% of total HIV sales, declined 27% AER, 27% CER and
reduced the overall HIV growth by two percentage points at
AER and one percentage point at CER.
Sales of dolutegravir products were £4,633 million, with
Triumeq and Tivicay delivering sales of £2,549 million and
£1,662 million, respectively. The two-drug regimens, Juluca
and Dovato, delivered sales of £422 million in the year with
combined growth more than offsetting the decline in the
three-drug regimen, Triumeq, which reflected the impact of
competition as well as the transition of the business to
the new portfolio.
In the US, following the launch of Dovato in April 2019,
combined sales of the two-drug regimens were £350 million.
Total dolutegravir sales grew 4% AER but were flat at CER,
reflecting a year-on-year share decline as the business
transitions to the new two-drug portfolio, offset by a net price
benefit. In Europe, total dolutegravir sales were flat at AER and
flat at CER, with strong growth in market share offsetting price
erosion and higher clawback payments. Dovato and Juluca
reported combined sales of £65 million. International grew
strongly with total dolutegravir sales growth of 22% AER,
22% CER, driven by Tivicay and Triumeq.
Oncology
Sales of Zejula, were £229 million in the period from the date of
acquisition, comprising £134 million in the US and £95 million
in Europe.
Immuno-inflammation
Sales of Benlysta in the year were up 30% AER, 25% CER to
£613 million, including sales of the sub-cutaneous formulation
of £268 million. In the US, Benlysta grew 27% AER, 23% CER
to £535 million.
Established Pharmaceuticals
Sales of Established Pharmaceuticals in the year were £8,776
million, down 7% AER, 8% CER.
Established Respiratory products declined 10% AER, 11%
CER to £3,900 million, with the decline in Advair/Seretide
partly offset by higher sales of Ventolin, Flovent and allergy
products. In the US, a generic version of Advair was launched in
February, resulting in a 54% AER, 56% CER decline in the year.
In Europe, Seretide sales were down 16% AER, 16% CER to
£502 million, reflecting continued competition from generic
products and the transition of the Respiratory portfolio to newer
products. In International, sales of Seretide were flat at AER but
down 1% CER. Globally, Ventolin grew by 27% AER, 25%
CER, driven by the strong uptake of an authorised generic
version in the US.
The remainder of the Established Pharmaceuticals portfolio
declined 5% AER, 6% CER to £4,876 million, including
Lamictal down 8% AER, 10% CER to £566 million on generic
competition and lower sales of Viread in International. These
declines were partly offset by Augmentin, up 6% AER,
6% CER to £602 million in the year, driven by strong growth
in International.
56 GSK Annual Report 2019
Group financial review continued Financial performance continued
Vaccines
Turnover (£bn)
£7.2bn
21% of Group turnover
AER growth
CER growth
21%
19%
2017
2018
2019
5.2
5.9
7.2
0
2
4
6
8
10
Vaccines turnover
Meningitis
Influenza
Shingles
Established Vaccines
2019
£m
2018
£m
Growth
£%
Growth
CER%
1,018
541
1,810
3,788
7,157
881
523
784
3,706
5,894
16
3
15
1
>100
>100
2
21
1
19
Vaccines turnover grew 21% AER, 19% CER to £7,157 million,
primarily driven by growth in sales of Shingrix. Meningitis
vaccines also contributed to growth mainly due to Bexsero
demand and share gains in the US together with stronger
demand in International. Established Vaccines grew 2% AER,
1% CER to £3,788 million, primarily reflecting strong growth
in Boostrix, Hepatitis vaccines, Synflorix and Infanrix/Pediarix,
partly offset by lower Cervarix sales in International and supply
constraints in MMRV vaccines.
Meningitis
Meningitis sales grew 16% AER, 15% CER to £1,018 million.
Bexsero sales grew 16% AER, 16% CER to £679 million,
driven by demand and share gains in the US together with
stronger demand in International and Europe, partly offset by
the completion of the vaccination of catch-up cohorts in
certain markets in Europe. Menveo grew 15% AER, 13% CER,
primarily reflecting improved supply and higher demand in
International.
Influenza
Fluarix/FluLaval sales were up 3% AER, 1% CER to
£541 million, reflecting strong sales execution in the US,
partly offset by increased price competition in the US and
lower demand in Europe.
Shingles
Shingrix recorded sales of £1,810 million, primarily driven
by continued strong uptake and the favourable benefit of
prior-period rebate adjustments in the US. Germany and
Canada also contributed to growth.
Established Vaccines
Sales of DTPa-containing vaccines (Infanrix, Pediarix and
Boostrix) grew 10% AER, 8% CER. Infanrix/Pediarix sales
grew 8% AER, 6% CER to £733 million, reflecting favourable
year-on-year US CDC stockpile movements and stronger
demand in International, partly offset by competitive pressures
in Europe. Boostrix sales were up 13% AER, 11% CER to
£584 million mainly due to strong demand in International
together with share gains and higher demand in the US.
Hepatitis vaccines grew 8% AER, 6% CER to £874 million,
primarily due to favourable year-on-year CDC stockpile
movements and the continued benefit from a competitor supply
shortage in the US, partly offset by supply constraints and lower
demand in Europe.
Synflorix sales grew 10% AER, 11% CER to £468 million,
primarily due to stronger demand in International.
Rotarix sales were up 7% AER, 6% CER to £558 million,
reflecting stronger demand in International and the US
together with favourable phasing in International.
MMRV vaccines sales declined 24% AER, 23% CER to
£232 million, largely driven by supply constraints in Europe
and International.
Cervarix sales were down 64% AER, 64% CER to £50 million,
reflecting lower demand and expected returns due to competitive
pressure in China, together with lower demand elsewhere in
International.
GSK Annual Report 2019 57
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued
Wellness
Wellness sales grew 15% AER, 14% CER to £4,526 million
for the year. On a pro-forma basis, sales were flat, with growth
in Pain relief offset by a decline in Respiratory and the phasing
out of low-margin contract manufacturing. Pain relief benefited
from continued strong performance of Panadol and Advil
with the latter reflecting ongoing recovery from now resolved
supply issues. Voltaren saw weaker performance and was
also impacted by retail stock movements. Respiratory sales
declined as growth in Flonase was more than offset by weaker
performance in Theraflu, following a strong cold and flu
comparator in 2018. Growth was also impacted by a decline
in other Respiratory brands.
Oral health
Oral health sales grew 7% AER, 7% CER to £2,673 million.
Sensodyne saw double-digit, broad-based growth, with strong
performance in the US and India benefiting from new product
innovations. Gum health grew in double digits with broad-based
growth, while Denture care grew in mid-single digits. Oral
health growth was also impacted by a decline in sales of
non-strategic brands.
Nutrition
Nutrition sales grew 83% AER, 81% CER to £1,176 million,
largely due to the inclusion of the Pfizer vitamins, minerals and
supplements portfolio. On a pro-forma basis, sales were flat,
reflecting the strong performance of Horlicks, offset by declines
in other Nutrition products due to the alignment of in-market
inventory levels of some Pfizer brands. Growth was also
impacted by the divestment of Horlicks and Maxinutrition
in the UK.
Skin health
Skin health sales grew 7% AER, 7% CER to £620 million,
largely due to the addition of ChapStick from the Pfizer portfolio.
On a pro-forma basis, sales declined in mid-single digits, largely
due to divestments of small tail brands in the US and UK.
Financial performance continued
Consumer Healthcare
Turnover (£bn)
£9.0bn
27% of Group turnover
2017
2018
2019
AER growth
CER growth
Pro-forma
CER growth
17%
17%
2%
7.8
7.7
9.0
0
2
4
6
8
10
Consumer Healthcare turnover
Wellness
Oral health
Nutrition
Skin health
US
Europe
International
Pro-forma growth
2019
£m
2018
£m
Growth
£%
Growth
CER%
4,526
2,673
1,176
620
8,995
2019
£m
2,583
2,456
3,956
8,995
3,940
2,496
643
579
7,658
15
7
83
7
17
14
7
81
7
17
2018
£m
Growth
£%
Growth
CER%
1,828
2,340
3,490
7,658
41
5
13
17
36
6
14
17
2
Consumer Healthcare sales grew 17% AER, 17% CER in
2019 to £8,995 million. On a pro-forma basis, sales grew 2%,
driven by strong performance in the Oral health category, partly
offset by a decline in Skin health. At a regional level, growth
was driven by the US and International following the acquisition
of the Pfizer portfolio, while on a pro-forma basis growth was
driven primarily by the International region with strong
performance in India and China.
Divestments and the phasing out of low-margin contract
manufacturing had a negative impact on pro-forma growth
of approximately one percentage point.
Sales of the Consumer Healthcare business included five
months of Pfizer brand sales arising after the creation of the
joint venture. The Pfizer brands have been included in the
existing categories and geographic regions used to report
Consumer Healthcare sales. GSK expects to revise this
category structure for reporting from Q1 2020 onwards.
58 GSK Annual Report 2019
Group financial review continued
Financial performance continued
Cost of sales
Total cost of sales
Adjusted cost of sales
2019
£m
2018
£m
Growth
£%
Growth
CER%
(11,863)
(10,241)
(10,079)
(9,178)
16
10
16
10
Total cost of sales as a percentage of turnover was 35.1%,
1.9 percentage points higher at AER and 2.4 percentage points
higher in CER terms compared with 2018. This reflected an
increase in the costs of Major restructuring programmes,
primarily as a result of write-downs in a number of manufacturing
sites, the unwind of the fair market value uplift on inventory
arising on completion of the Consumer Healthcare Joint Venture
with Pfizer and increased amortisation of intangible assets.
Excluding these and other Adjusting items, Adjusted cost of
sales as a percentage of turnover was 29.9%, 0.1 percentage
points higher at AER and 0.5 percentage points higher at CER
compared with 2018. On a pro-forma basis, Adjusted cost of
sales as a percentage of turnover was 29.9%, 0.3 percentage
points higher at CER, than in 2018. This reflected continued
adverse pricing pressure in Pharmaceuticals, particularly in
Respiratory, an unfavourable product mix in Pharmaceuticals
and a number of non-restructuring related write-downs in
manufacturing sites. This was partly offset by a more favourable
product mix in Vaccines, primarily due to growth of Shingrix in
the US, a favourable impact of inventory adjustments in Vaccines
and a further contribution from integration and restructuring
savings in Pharmaceuticals and Consumer Healthcare.
Selling, general and administration
Total selling, general and
administration
Adjusted selling, general and
administration
2019
£m
2018
£m
Growth
£%
Growth
CER%
(11,402)
(9,915)
(10,715)
(9,462)
15
13
13
12
Total SG&A costs as a percentage of turnover were 33.8%,
1.6 percentage points higher at AER and 1.6 percentage points
higher at CER compared with 2018. This included increased
significant legal charges arising from the settlement of existing
matters and provisions for ongoing litigation, costs related to
the acquisition of the Pfizer consumer healthcare business and
a reversal of an indemnity receivable from Novartis following a
tax settlement, with an equivalent release of a tax provision
which was reflected in the tax charge, as well as increased
restructuring costs.
Excluding these and other Adjusting items, Adjusted SG&A
costs as a percentage of turnover were 31.7%, 1.0 percentage
point higher at AER than in 2018 and 1.0 percentage point
higher on a CER basis. On a pro-forma basis, Adjusted SG&A
costs as a percentage of turnover was 31.7%, 0.8 percentage
points higher at CER, compared with 2018.
The growth in Adjusted SG&A costs of 13% AER, 12% CER
and 7% CER on a pro-forma basis reflected increased
investment resulting from the acquisition of Tesaro and in
promotional product support, particularly for new launches in
Vaccines, Respiratory and HIV, as well as increased costs for
a number of legal settlements.
This was partly offset by the continuing benefit of restructuring
in Pharmaceuticals and the tight control of ongoing costs,
particularly in non-promotional spending across all three
businesses.
Research and development
2019
£m
2018
£m
Growth
£%
Growth
CER%
Total research and development
(4,568)
(3,893)
Adjusted research and development
(4,339)
(3,735)
17
16
15
14
Total R&D expenditure was £4,568 million, 13.5% of turnover,
up 17% AER, 15% CER. Adjusted R&D expenditure was
£4,339 million, 12.9% of turnover, 16% higher at AER, 14%
higher at CER than in 2018. On a pro-forma basis, Adjusted
R&D expenditure grew 13% CER compared with 2018.
Pharmaceuticals R&D expenditure was £3,348 million, up
19% AER, 16% CER, with a significant increase in study and
clinical trial material investment in Oncology compared with
2018. This reflected the progression of assets from the Tesaro
acquisition, primarily Zejula and dostarlimab, and a number of
other programmes, including belantamab mafodotin, NY-ESO,
ICOS and bintrafusp alfa, as well as increased spending on the
progression of key non-Oncology assets, such as aGM-CSF
for rheumatoid arthritis. This was partly offset by savings from
the early phase portfolio reprioritisation in late 2018. R&D
expenditure in Vaccines and Consumer Healthcare was
£718 million and £273 million, respectively.
Royalty income
Royalty income was £351 million (2018 – £299 million), up
17% AER, 17% CER, primarily reflecting increased royalties
on sales of Gardasil.
Other operating income/(expense)
Net other operating income of £689 million (2018 – £1,588
million expense) primarily reflected the profit on disposal of
rabies and tick-borne encephalitis vaccines (£306 million) and
a number of other asset disposals, together with an increase in
value of the shares in Hindustan Unilever Limited to be received
on the disposal of Horlicks and other Consumer Healthcare
brands. The cumulative increase in value since the signing
of the proposed transaction was £240 million.
Other income also included accounting credits of £127 million
(2018 – £1,846 million expense) arising from the
remeasurement of the contingent consideration liabilities related
to the acquisitions of the former Shionogi-ViiV Healthcare joint
venture and the former Novartis Vaccines business and the
liabilities for the Pfizer put option and Pfizer and Shionogi
preferential dividends in ViiV Healthcare. This included a
remeasurement charge of £31 million (2018 – £1,188 million)
for the contingent consideration liability due to Shionogi,
primarily arising from the unwind of the discounting, partly offset
by changes in exchange rate assumptions and sales forecasts.
2018 also included a remeasurement charge of £658 million in
relation to the Consumer Healthcare put option.
GSK Annual Report 2019 59
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued Financial performance continued
Operating profit
Total operating profit was £6,961 million in 2019 compared
with £5,483 million in 2018. Reduced remeasurement charges
on the contingent consideration liabilities, no Consumer
Healthcare put option charge, increased profits on disposals
and an increase in value of the shares in Hindustan Unilever
Limited to be received on the disposal of Horlicks and other
Consumer Healthcare brands were partly offset by increased
charges for Major restructuring, primarily arising from write-
downs in a number of manufacturing sites and costs to integrate
the Consumer Healthcare Joint Venture, and increased
significant legal charges.
Excluding these and other Adjusting items, Adjusted operating
profit was £8,972 million, 3% higher than 2018 at AER but
flat at CER on a turnover increase of 8% CER. The Adjusted
operating margin of 26.6% was 1.8 percentage points lower at
AER, and 2.1 percentage points lower on a CER basis than in
2018. On a pro-forma basis, Adjusted operating profit was 3%
lower at CER on a turnover increase of 4% CER. The Adjusted
pro-forma operating margin of 26.6% was 1.9 percentage
points lower on a CER basis than in 2018.
The reduction in pro-forma Adjusted operating profit primarily
reflected continuing price pressure, particularly in Respiratory,
including the impact of the launch of a generic version of Advair
in the US in February 2019, investment in R&D including a
significant increase in Oncology investment, partly on the
assets from the Tesaro acquisition, and investments in
promotional product support, particularly for new launches
in Vaccines, HIV and Respiratory. This was partly offset by
the benefit from sales growth, particularly in Vaccines, a
more favourable mix in Vaccines and Consumer Healthcare,
favourable inventory adjustments in Vaccines and the continued
benefit of restructuring with tight control of ongoing costs
across all three businesses.
Contingent consideration cash payments which are made
to Shionogi and other companies reduce the balance sheet
liability and hence are not recorded in the income statement.
Total contingent consideration cash payments in 2019
amounted to £893 million (2018 – £1,137 million), including
payments to Shionogi of £865 million (2018 – £793 million).
Operating profit by business
Pharmaceuticals operating profit was £4,595 million, down
20% AER, 22% CER with turnover flat at CER. The operating
margin of 26.2% was 7.1 percentage points lower at AER than
in 2018 and 7.2 percentage points lower on a CER basis. This
primarily reflected the increase in cost of sales percentage
due to the continued impact of lower prices, particularly in
Respiratory, including the impact of the launch of a generic
version of Advair in the US in February 2019, an unfavourable
product mix, primarily as a result of the decline in Advair and
growth in lower margin products, a significant increase in
Oncology R&D and investment in new product support and
targeted priority markets, together with a number of non-
restructuring related write-downs in manufacturing sites and
higher legal costs.
60 GSK Annual Report 2019
This was partly offset by the continued benefit of restructuring
and tight control of ongoing costs and the benefits of
re-prioritisation of the R&D portfolio.
Vaccines operating profit was £2,966 million, 53% AER, 46%
CER higher than in 2018 on a turnover increase of 19% CER.
The operating margin of 41.4% was 8.5 percentage points
higher at AER than in 2018 and 7.3 percentage points higher on
a CER basis. This was primarily driven by enhanced operating
leverage from strong sales growth, particularly Shingrix in the
US, improved product mix and higher royalty income. Increased
SG&A investment to support business growth was partly offset
by income from one-off settlements.
Consumer Healthcare operating profit was £1,874 million, up
24% AER, 22% CER higher on a turnover increase of 17%
CER. On a pro-forma basis, operating profit was £1,874 million,
4% CER higher on a turnover increase of 2% CER. The
operating margin of 20.8% was 1.0 percentage point higher
at AER and 0.9 percentage points higher on a CER basis
than in 2018. The pro-forma operating margin of 20.8% was
0.5 percentage points higher on a CER basis. This primarily
reflected continued manufacturing restructuring savings,
improved growth from higher margin power brands and the
divestment of lower margin tail products, as well as tight control
of other operating expenses, partly offset by increased
investment in promotion.
Net finance costs
Finance income
Interest and other income
Fair value movements
Finance expense
Interest expense
Unwinding of discounts on provisions
Remeasurements and fair value movements
Finance expense on lease liabilities
Other finance expense
2019
£m
79
19
98
(840)
(8)
(1)
(39)
(24)
(912)
2018
(revised)
£m
74
7
81
(715)
(15)
3
(2)
(69)
(798)
Total net finance costs were £814 million compared with
£717 million in 2018. Adjusted net finance costs were
£810 million compared with £698 million in 2018. The increase
primarily reflected higher debt levels following the acquisition
from Novartis of its stake in the Consumer Healthcare Joint
Venture in June 2018 and the acquisition of Tesaro in January
2019, as well as an adverse comparison with a one-off
accounting adjustment of £20 million to amortisation of interest
charges in 2018. This was partly offset by the benefit from older
bonds being refinanced at lower interest rates, a fair value gain
on interest rate swaps and interest of £23 million in Q3 2018 on
an historic tax settlement. Following the introduction of IFRS 16,
‘Leases’, finance costs included an unwind of the discount on
the lease liability of £39 million in the year.
Group financial review continued Financial performance continued
Share of after-tax profits of associates and joint ventures
The share of after-tax profits of associates was £74 million
(2018 – £31 million). This included a one-off adjustment of
£51 million to reflect GSK’s share of increased after-tax profits
of Innoviva primarily as a result of a non-recurring income tax
benefit.
Profit before tax
Taking account of net finance costs and the share of profits of
associates, profit before taxation was £6,221 million compared
with £4,800 million in 2018.
Taxation
UK current year charge
Rest of world current year charge
Charge in respect of prior periods
Total current taxation
Total deferred taxation
Taxation on total profits
2019
£m
149
1,407
(420)
1,136
(183)
953
2018
£m
234
1,426
(492)
1,168
(414)
754
The charge of £953 million represented an effective tax rate
on Total results of 15.3% (2018 – 15.7%) and reflected the
different tax effects of the various Adjusting items. Tax on
Adjusted profit amounted to £1,318 million and represented an
effective Adjusted tax rate of 16.0% (2018 – 19.0%), reflecting
the impact of the settlement of a number of open issues with
tax authorities.
Issues related to taxation are described in Note 14, to the
financial statements ‘Taxation’. The Group continues to believe
it has made adequate provision for the liabilities likely to arise
from periods which are open and not yet agreed by tax
authorities. The ultimate liability for such matters may vary from
the amounts provided and is dependent upon the outcome of
agreements with relevant tax authorities.
Non-controlling interests
The allocation of Total earnings to non-controlling interests
amounted to £623 million (2018 – £423 million). The increase
was primarily due to an increased allocation of ViiV Healthcare
profits of £482 million (2018 – £251 million) and higher net
profits in some of the Group’s other entities with non-controlling
interests. This was partly offset by the lower allocation of
Consumer Healthcare profits of £70 million (2018 – £117
million) following the buyout of Novartis’ interest in June 2018
and the completion of the new Consumer Healthcare Joint
Venture with Pfizer on 31 July 2019, and which included the
unwind of the fair value uplift on acquired inventory.
The allocation of Adjusted earnings to non-controlling interests
amounted to £787 million (2018 – £674 million). The increase
in allocation reflected an increased allocation of Consumer
Healthcare profits of £204 million (2018 – £118 million), an
increased allocation of ViiV Healthcare profits of £512 million
(2018 – £501 million) and higher net profits in some of the
Group’s other entities with non-controlling interests.
Earnings per share
Total earnings per share was 93.9p, compared with 73.7p in
2018. The increase in earnings per share primarily reflected
reduced remeasurement charges on the contingent
consideration liabilities and put options, an increase in the
value of the shares in Hindustan Unilever Limited to be received
on the disposal of Horlicks and other Consumer Healthcare
brands, a reduced effective tax rate and the increased share
of after-tax profit of the associate Innoviva.
Adjusted EPS of 123.9p compared with 119.4p in 2018, up
4% AER, 1% CER, with Adjusted operating profit flat at CER.
The improvement primarily resulted from a reduced effective
tax rate and an increased share of after-tax profits of associates
as a result of a non-recurring income tax benefit in Innoviva,
partly offset by increased net finance costs and a higher
non-controlling interest allocation of Consumer Healthcare
profits.
Dividends
The Board declared four interim dividends resulting in a total
dividend for the year of 80 pence, in line with the dividend
declared for 2018. See Note 16 to the financial statements,
‘Dividends’.
Dividend policy
GSK recognises the importance of dividends to shareholders
and aims to distribute regular dividend payments that will be
determined primarily with reference to the free cash flow
generated by the business after funding the investment
necessary to support the Group’s future growth.
The Board intends to maintain the dividend for 2020 at the
current level of 80p per share, subject to any material change
in the external environment or performance expectations.
Over time, as free cash flow strengthens, it intends to build
free cash flow cover of the annual dividend to a target range
of 1.25 - 1.50x, before returning the dividend to growth.
Outlook
Our outlook for 2020 reflects our expectations for growth in key
new products, and the start of a two-year period in which we
will continue to increase investment in these products and in our
R&D pipeline, alongside implementation of our new programme
which will prepare the Group for separation.
In 2020 we expect Adjusted EPS to decline in the range of
-1% to -4% at CER. This guidance excludes any impact in 2020
from any further material divestments beyond those previously
announced and any potential impact on our business from the
coronavirus outbreak.
All expectations, guidance and targets regarding future
performance and dividend payments should be read together
with ‘Cautionary statement regarding forward-looking
statements’ and ‘Assumptions related to 2016-2020 outlook’
on the inside back cover.
GSK Annual Report 2019 61
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued Adjusting items
Adjusted results reconciliation
31 December 2019
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Other operating (expense)/income
Operating profit
Net finance costs
Share of after-tax profits of associates and joint ventures
Profit before taxation
Taxation
Tax rate
Profit after taxation
Profit attributable to non-controlling interests
Profit attributable to shareholders
Earnings per share
Weighted average number of shares (millions)
Adjusted results reconciliation
31 December 2018
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Other operating (expense)/income
Operating profit
Net finance costs
Profit on disposal of associates
Share of after-tax profits of associates and joint ventures
Profit before taxation
Taxation
Tax rate
Profit after taxation
Profit attributable to non-controlling interests
Profit attributable to shareholders
Earnings per share
Weighted average number of shares (millions)
62 GSK Annual Report 2019
Total
results
£m
33,754
(11,863)
21,891
(11,402)
(4,568)
351
689
6,961
(814)
74
6,221
(953)
15.3%
5,268
623
4,645
93.9p
4,947
Total
results
£m
30,821
(10,241)
20,580
(9,915)
(3,893)
299
(1,588)
5,483
(717)
3
31
4,800
(754)
15.7%
4,046
423
3,623
73.7p
4,914
Intangible
asset
amortisation
£m
Intangible
asset
impairment
£m
Major
restructuring
£m
Transaction-
related
£m
Divestments,
significant
legal and
other items
£m
713
713
64
777
30
30
4
49
83
777
(156)
83
(17)
658
658
332
114
1
1,105
5
1,110
(208)
621
66
902
621
12.6p
66
1.3p
902
18.2p
383
383
104
(142)
345
345
(124)
221
164
57
1.2p
536
536
44
69
69
2
45
580
116
443
443
315
49
2
809
4
580
(109)
116
(19)
813
(170)
471
97
643
471
9.6p
97
2.0p
643
13.1p
15
15
98
1,864
1,977
(3)
1,974
(239)
1,735
251
1,484
30.2p
Intangible
asset
amortisation
£m
Intangible
asset
impairment
£m
Major
restructuring
£m
Transaction-
related
£m
Divestments,
significant
legal and
other items
£m
(3.3)p
123.9p
4,947
Adjusted
results
£m
33,754
(10,079)
23,675
(10,715)
(4,339)
351
–
8,972
(810)
74
8,236
(1,318)
16.0%
6,918
787
6,131
Adjusted
results
£m
30,821
(9,178)
21,643
(9,462)
(3,735)
299
–
8,745
(698)
–
31
8,078
(1,535)
19.0%
6,543
674
5,869
–
–
247
2
(548)
(299)
(1)
(300)
140
(160)
(160)
–
–
38
20
(278)
(220)
18
(3)
(205)
(244)
(449)
(449)
(9.2)p
119.4p
4,914
Group financial review continued Adjusting items continued
Major restructuring and integration
Within the Pharmaceuticals sector, the highly-regulated
manufacturing operations and supply chains and long life-cycle
of the business mean that restructuring programmes, particularly
those that involve the rationalisation or closure of manufacturing
or R&D sites, are likely to take several years to complete.
Major restructuring costs are those related to specific Board-
approved Major restructuring programmes and are excluded
from Adjusted results. Major restructuring programmes,
including integration costs following material acquisitions, are
those that are structural and are of a significant scale where the
costs of individual or related projects exceed £25 million. Other
ordinary course smaller-scale restructuring costs are retained
within Total and Adjusted results.
Total Major restructuring charges incurred in 2019 were
£1,105 million (2018 – £809 million), analysed as follows:
Cash
£m
Non-
cash
£m
2019
Total
£m
Cash
£m
Non-
cash
£m
2018
Total
£m
2018 major
restructuring
programme
(incl. Tesaro)
Consumer
Healthcare Joint
Venture integration
programme
Combined
restructuring
and integration
programme
227
572
799
279
90
369
248
4
252
–
–
–
10
485
44
620
54
1,105
330
609
110
200
440
809
Cash charges primarily arose from restructuring of the
manufacturing organisation, R&D and some administrative
functions as well as the integration of Tesaro under the 2018
major restructuring programme and integration costs under the
Consumer Healthcare Joint Venture integration programme.
Non-cash charges under the 2018 major restructuring
programme primarily related to announced plans to restructure
the manufacturing network.
Total cash payments made in 2019 were £645 million,
£316 million for the existing Combined restructuring and
integration programme (2018 – £528 million) and £164 million
(2018 – £9 million) under the 2018 major restructuring
programme including the settlement of certain charges accrued
in previous quarters and a further £165 million relating to the
Consumer Healthcare Joint Venture integration programme.
The analysis of Major restructuring charges by business was
as follows:
Pharmaceuticals
Vaccines
Consumer Healthcare
Corporate and central functions
Total Major restructuring charges
2019
£m
651
58
321
1,030
75
1,105
2018
£m
563
104
72
739
70
809
The analysis of Major restructuring charges by Income
statement line was as follows:
Cost of sales
Selling, general and administration
Research and development
Other operating income/(expense)
Total Major restructuring charges
2019
£m
658
332
114
1
1,105
2018
£m
443
315
49
2
809
The Combined restructuring and integration programme
delivered incremental annual cost savings in the year of
£0.3 billion. The 2018 major restructuring programme delivered
incremental cost savings in the year of £0.2 billion.
Total cash charges for the Combined restructuring and
integration programme are now expected to be approximately
£4.0 billion with non-cash charges of £1.4 billion. The total of
£5.4 billion represents a reduction of £0.3 billion from the
originally approved £5.7 billion. The programme has now
delivered approximately £4.2 billion of annual savings, including
an estimated currency benefit of £0.2 billion. The programme is
expected to deliver by the end of 2020 total annual savings of
£4.3 billion on a constant currency basis, including an
estimated benefit of £0.2 billion from currency on the basis of
2019 average exchange rates. The programme is substantially
complete and therefore GSK will cease external reporting of
total costs and benefits of the Combined restructuring and
integration programme from 2020 onwards.
The Group acquired Tesaro in January 2019, and is expected
to incur around £50 million of integration and restructuring
cash costs, leading to annual cost-saving benefits of around
£50 million. This has been added to and reported as part of the
existing 2018 major restructuring programme.
The 2018 major restructuring programme, now including
Tesaro, is expected to cost £1.75 billion over the period to
2021, with cash costs of £0.85 billion and non-cash costs of
£0.9 billion, and is expected to deliver annual savings of around
£450 million by 2021 (at 2019 rates). These savings are
intended to be fully re-invested to help fund targeted increases
in R&D and commercial support of new products.
The completion of the new Consumer Healthcare Joint Venture
with Pfizer is expected to realise substantial cost synergies,
generating total annual cost savings of £0.5 billion by 2022
for expected cash costs of £0.7 billion and non-cash charges
of £0.3 billion, plus additional capital expenditure of £0.2 billion.
Up to 25% of the cost savings are intended to be reinvested
in the business to support innovation and other growth
opportunities.
The Group has initiated a two-year Separation Preparation
programme to prepare for the separation of GSK into two
companies: New GSK, a biopharma company with an R&D
approach focused on science related to the immune system,
the use of genetics and new technologies, and a new leader in
Consumer Healthcare.
GSK Annual Report 2019 63
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued
Adjusting items continued
The programme aims to:
– drive a common approach to R&D with improved capital
allocation
– align and improve the capabilities and efficiency of global
support functions to support New GSK
– further optimise the supply chain and product portfolio,
including the divestment of non-core assets. A strategic
review of prescription dermatology is underway
– prepare Consumer Healthcare to operate as a standalone
company
The programme will target delivery of £0.7 billion of annual
savings by 2022 and £0.8 billion by 2023, with total costs
estimated at £2.4 billion, of which £1.6 billion is expected to
be cash costs. The proceeds of anticipated divestments are
largely expected to cover the cash costs of the programme.
Additional one-time costs to prepare Consumer Healthcare
for separation are estimated at £600-700 million, excluding
transaction costs.
Transaction-related adjustments
Transaction-related adjustments resulted in a net charge of
£345 million (2018 – £1,977 million). This included a net
£127 million accounting credit for the remeasurement of the
contingent consideration liabilities related to the acquisitions
of the former Shionogi-ViiV Healthcare joint venture and the
former Novartis Vaccines business and the liabilities for the
Pfizer put option and Pfizer and Shionogi preferential
dividends in ViiV Healthcare.
Charge/(credit)
Consumer Healthcare Joint Venture put option
Contingent consideration on former Shionogi-ViiV
Healthcare Joint Venture (including Shionogi
preferential dividends)
ViiV Healthcare put options and Pfizer preferential
dividends
Contingent consideration on former Novartis
Vaccines business
Release of fair value uplift on acquired Pfizer
inventory
Other adjustments
Total transaction-related charges
31
1,188
(234)
76
366
106
345
(58)
58
–
131
1,977
Divestments, significant legal charges and other items
Divestments and other items included a profit on disposal of
rabies and tick-borne encephalitis vaccines (£306 million), a
gain in the year of £143 million arising from the increase in value
of the shares in Hindustan Unilever Limited to be received on
the disposal of Horlicks and other Consumer Healthcare
brands, as well as equity investment impairments and certain
other Adjusting items together with the profit on a number of
asset disposals. A charge of £251 million (2018 – £33 million)
for significant legal matters included the settlement of existing
matters as well as provisions for ongoing litigation. Significant
legal cash payments were £294 million (2018 – £39 million).
Pro-forma growth reconciliations
The tables below set out reconciliations between reported CER
growth rates and pro-forma CER growth rates and between
reported margin percentages and pro-forma margin percentages.
Group
Turnover
Adjusted cost of sales
Adjusted selling, general and
administration
2019
£m
–
2018
£m
658
Adjusted research and development
Adjusted operating profit
Consumer Healthcare
Turnover
Wellness sales
Nutrition sales
Skin health sales
Operating profit
The 2018 pro-forma financial information used as the basis for
the pro-forma growth rates has been calculated as follows:
Adjustment to
include
August to
December
2018 results
of Pfizer
consumer
healthcare
business
Reported
growth rate
CER%
Pro-forma
growth rate
CER%
8
10
12
14
–
17
14
81
7
22
(4)
(5)
(5)
(1)
(3)
(15)
(14)
(81)
(12)
(18)
4
5
7
13
(3)
2
–
–
(5)
4
August to
December
2018 results
of Pfizer
consumer
healthcare
business
£bn
GSK
reported
results
2018
£bn
Pro-forma
results
2018
£bn
30.8
(9.2)
(9.5)
(3.7)
8.7
7.7
4.0
0.6
0.6
1.5
1.2
(0.4)
(0.4)
(0.1)
0.3
1.1
0.5
0.5
0.1
0.3
32.0
(9.6)
(9.9)
(3.8)
9.0
8.8
4.5
1.1
0.7
1.8
The £31 million charge relating to the contingent consideration
for the former Shionogi-ViiV Healthcare joint venture represented
an increase in the valuation of the contingent consideration due
to Shionogi, primarily as a result of a £435 million unwind of the
discount, partly offset by updated exchange rate assumptions
and adjustments to sales forecasts. The £234 million credit
relating to the ViiV Healthcare put options and Pfizer preferential
dividends represented a reduction in the valuation of the put
option as a result of adjustments to multiples and sales forecasts
as well as updated exchange rate assumptions.
Other adjustments included transaction costs arising on
completion of the Consumer Healthcare Joint Venture with Pfizer,
as well as a reversal of an indemnity receivable from Novartis
following a tax settlement, with an equivalent release
of a tax provision. An explanation of the accounting for the
non-controlling interests in ViiV Healthcare is set out on page 51.
64 GSK Annual Report 2019
Group
Turnover
Adjusted cost of sales
Adjusted selling, general and
administration
Adjusted research and development
Adjusted operating profit
Consumer Healthcare
Turnover
Wellness sales
Nutrition sales
Skin health sales
Operating profit
Group financial review continued Cash generation and conversion
A summary of the consolidated cash flow statement is set out
below.
Net cash inflow from operating activities
Net cash outflow from investing activities
Net cash outflow from financing activities
Increase/(decrease) in cash and bank overdrafts
Cash and bank overdrafts at beginning of year
Increase in cash and bank overdrafts
Exchange adjustments
2019
£m
8,020
(5,354)
(1,840)
826
4,087
826
(82)
2018
£m
8,421
(1,553)
(6,389)
479
3,600
479
8
Cash and bank overdrafts at end of year
4,831
4,087
Cash and bank overdrafts at end of year comprise:
Cash and cash equivalents
Cash and cash equivalents reported in assets
held for sale
Overdrafts
Capital expenditure and financial investment
Cash payments for tangible and intangible fixed assets
amounted to £2,163 million (2018 – £1,796 million) and
disposals realised £603 million (2018 – £453 million).
Cash payments to acquire equity investments amounted
to £258 million (2018 – £309 million), primarily relating to
Lyell Immunopharma, and sales of equity investments realised
£69 million (2018 – £151 million).
Free cash flow
Free cash flow is the amount of cash generated by the Group
after meeting our obligations for contingent consideration,
interest, tax and dividends paid to non-controlling interests,
and after capital expenditure on property, plant and equipment
and intangible assets.
Free cash inflow
2019
£m
5,073
2018
£m
5,692
The reduction in free cash flow primarily reflected the adverse
timing of payments for returns and rebates, as well as the initial
step-down impact from US Advair generic competition,
increased capital expenditure including the acquisition of
intangible assets, higher restructuring payments and higher
significant legal costs. This was partly offset by improved
operating profits including currency benefits, a reduction in
inventory and a lower increase in trade receivables, lower
contingent consideration payments compared with 2018,
which included a milestone payment to Novartis, lower dividend
payments to non-controlling interests and the reclassification of
lease payments from operating to financing activities following
the transition to IFRS 16.
Total cash payments to Shionogi in relation to the ViiV
Healthcare contingent consideration liability in the year were
£865 million (2018 – £793 million), of which £767 million
was recognised in cash flows from operating activities and
£98 million was recognised in contingent consideration paid
within investing cash flows. These payments are deductible
for tax purposes.
Reconciliation of net cash inflow from operating activities
to free cash flow
A reconciliation of net cash inflow from operating activities,
which is the closest equivalent IFRS measure to free cash flow,
is shown below.
Net cash inflow from operating activities
2019
£m
8,020
2018
£m
8,421
Purchase of property, plant and equipment
(1,265)
(1,344)
Purchase of intangible assets
Proceeds from sale of property, plant and equipment
Proceeds from disposal of intangible assets
Interest paid
Interest received
(898)
95
404
(895)
82
7
(113)
–
(364)
5,073
(452)
168
256
(766)
72
39
(153)
21
(570)
5,692
4,707
3,874
Dividends from associates and joint ventures
507
(383)
4,831
485
(272)
4,087
Contingent consideration paid (reported in
investing activities)
Contribution from non-controlling interests
Distributions to non-controlling interests
Free cash flow
Future cash flow
Over the long term, we expect that future cash generated from
operations will be sufficient to fund our operating and debt
servicing costs, normal levels of capital expenditure, obligations
under existing licensing agreements, expenditure arising from
restructuring programmes and other routine outflows including
tax, pension contributions and dividends, subject to the
‘Principal risks and uncertainties’ discussed on pages 275 to
287. We may from time to time have additional demands for
finance, such as for acquisitions, including potentially acquiring
increased ownership interests in the ViiV Healthcare business
where minority shareholders hold put options. We have access
to multiple sources of liquidity from short and long-term capital
markets and financial institutions for such needs, in addition to
the cash flow from operations.
Investment appraisal and capital allocation
We have a strong framework for capital allocation, including
a board to govern the allocation of capital between our
businesses. We utilise a consistent cash return on invested
capital (CROIC) methodology to prioritise investment across
the Group as a whole, so that we can more effectively compare
the returns from each of the businesses as we allocate capital
between them. We also consider the impact on EPS and our
credit profile where relevant.
GSK Annual Report 2019 65
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued Financial position and resources
2019
£m
2018
£m
10,348
966
10,562
30,955
314
1,837
4,096
103
1,020
60,201
5,947
262
7,202
421
79
4,707
873
11,058
–
5,789
17,202
236
1,322
3,887
69
1,576
41,139
5,476
229
6,423
188
84
3,874
653
19,491
79,692
16,927
58,066
(6,918)
(755)
(5,793)
(837)
(14,939)
(14,037)
(188)
(629)
(621)
(127)
(965)
(732)
(24,050)
(22,491)
(23,590)
(20,271)
(189)
(3,810)
(3,457)
(670)
(1)
(4,724)
(844)
(37,285)
(61,335)
18,357
18,357
(272)
(1,156)
(3,125)
(691)
(1)
(5,449)
(938)
(31,903)
(54,394)
3,672
3,672
Acquisition of Pfizer consumer healthcare business
As the acquisition of the Pfizer consumer healthcare business
was a non-cash transaction, it resulted in an increase in net
assets of £15.0 billion, including intangible assets of
£12.4 billion and goodwill of £3.9 billion. This reflected the
recognition of Pfizer’s non-controlling interest in the Consumer
Healthcare Joint Venture of £6.9 billion and a gain in retained
earnings of £8.1 billion representing the difference between
fair value and book value of the 32% of GSK’s Consumer
Healthcare business transferred to Pfizer.
Property, plant and equipment
Our business is science-based, technology-intensive and highly
regulated by governmental authorities. We allocate significant
financial resources to the renewal and maintenance of our
property, plant and equipment to minimise risks of interruption to
production and to ensure compliance with regulatory standards.
A number of our processes use hazardous materials.
The total cost of our property, plant and equipment at
31 December 2019 was £21,599 million, with a net book value
of £10,348 million. Of this, land and buildings represented
£4,037 million, plant and equipment £4,425 million and assets
in construction £1,886 million. In 2019, we invested £1,640
million in new property, plant and equipment. This was mainly
related to a large number of projects for the renewal,
improvement and expansion of facilities at various worldwide
sites to support new product development and launches as well
as to improve the efficiency of existing supply chains. Property
is mainly held freehold. New investment is financed from our
liquid resources. At 31 December 2019, we had contractual
commitments for future capital expenditure of £413 million.
We believe that our property and plant facilities are adequate
for our current needs.
We observe stringent procedures and use specialist skills to
manage environmental risks from our activities. Environmental
issues, sometimes dating from operations now modified or
discontinued, are reported under ‘Environment’ on page 41
and in Note 46 to the financial statements, ‘Legal proceedings’.
Right of use assets
Right of use assets amounted to £966 million at 31 December
2019 compared with £1,071 million on 1 January 2019,
following the implementation of IFRS 16. The decrease in
the year reflected the impact of depreciation and disposals
of £214 million and £64 million respectively, partly offset
by additions, including from business combinations, of
£211 million.
Goodwill
Goodwill increased to £10,562 million at 31 December 2019,
from £5,789 million, primarily reflecting additions of £3,854
million arising from the acquisition of the Pfizer consumer
healthcare business and £1,169 million from the acquisition
of Tesaro, Inc.
Assets
Non-current assets
Property, plant and equipment
Right of use assets
Goodwill
Other intangible assets
Investments in associates and joint ventures
Other investments
Deferred tax assets
Derivative financial instruments
Other non-current assets
Total non-current assets
Current assets
Inventories
Current tax recoverable
Trade and other receivables
Derivative financial instruments
Liquid investments
Cash and cash equivalents
Assets held for sale
Total current assets
Total assets
Liabilities
Current liabilities
Short-term borrowings
Contingent consideration liabilities
Trade and other payables
Derivative financial instruments
Current tax payable
Short-term provisions
Total current liabilities
Non-current liabilities
Long-term borrowings
Corporation tax payable
Deferred tax liabilities
Pensions and other post-employment benefits
Other provisions
Derivative financial instruments
Contingent consideration liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities
Net assets
Total equity
66 GSK Annual Report 2019
Group financial review continued Financial position and resources continued
Other intangible assets
Other intangible assets include the cost of intangibles acquired
from third parties and computer software. The net book value
of other intangible assets as at 31 December 2019 was
£30,955 million (2018 – £17,202 million). The increase primarily
reflected additions of £12,357 million from the acquisition of the
Pfizer consumer healthcare business and £3,092 million from
the acquisition of Tesaro, Inc.
Investments in associates and joint ventures
We held investments in associates and joint ventures with
a carrying value at 31 December 2019 of £314 million
(2018 – £236 million). The market value at 31 December 2019
was £396 million (2018 – £487 million). The largest of these
investments was in Innoviva Inc., which had a book value at
31 December 2019 of £261 million (2018 – £189 million)
and a market value of £343 million. See Note 21 to the financial
statements, ‘Investments in associates and joint ventures’.
Other investments
We held other investments with a carrying value at 31
December 2019 of £1,837 million (2018 – £1,322 million). The
highest value investments held at 31 December 2019 were in
23andMe, which had a book value at 31 December 2019 of
£227 million (2018 – £229 million), Progyny, Inc, which had a
book value of £213 million (2018 – £21 million) and Theravance
Biopharma, Inc., which had a book value at 31 December 2019
of £189 million (2018 – £194 million). The other investments
included equity stakes in companies with which we have
research collaborations, and which provide access to
biotechnology developments of potential interest and interests
in companies that arise from business divestments.
Derivative financial instruments: assets
We had current derivative financial assets held at fair value of
£421 million (2018 – £188 million) and non-current derivative
financial assets held at fair value of £103 million (2018 –
£69 million). £240 million of current derivative financial assets
related to a derivative embedded in the agreement to divest
Horlicks and other nutritional brands to Unilever plc. See Note
40 for further information. The majority of the remainder of these
financial instruments related to foreign exchange contracts both
designated and not designated as accounting hedges.
Inventories
Inventory of £5,947 million increased from £5,476 million
in 2018 primarily reflecting the higher inventory in Consumer
Healthcare following the Pfizer acquisition in the year, partly
offset by the impact of exchange movements.
Trade and other receivables
Trade and other receivables of £7,202 million increased from
£6,423 million in 2018, primarily reflecting the impact of higher
sales, particularly in Vaccines, partly offset by better collections
and exchange movements.
Deferred tax assets
Deferred tax assets amounted to £4,096 million (2018 –
£3,887 million) at 31 December 2019.
Derivative financial instruments: liabilities
We held current and non-current derivative financial liabilities
at fair value of £189 million (2018 – £128 million). This primarily
related to foreign exchange contracts both designated and not
designated as accounting hedges.
Trade and other payables
At 31 December 2019, trade and other payables were
£14,939 million compared with £14,037 million at
31 December 2018. The increase primarily reflected higher
payables in Consumer Healthcare following the Pfizer
acquisition in the year, partly offset by exchange movements.
Provisions
We carried deferred tax provisions and other short-term and
non-current provisions of £5,101 million at 31 December 2019
(2018 – £2,579 million). Other provisions at the year-end
included £198 million (2018 – £219 million) related to legal and
other disputes and £505 million (2018 – £641 million) related
to Major restructuring programmes. Provision has been made
for legal and other disputes, indemnified disposal liabilities,
employee related liabilities and the costs of the restructuring
programme to the extent that at the balance sheet date a legal or
constructive obligation existed and could be reliably estimated.
Pensions and other post-employment benefits
We account for pension and other post-employment
arrangements in accordance with IAS 19. The net deficits were
£1,921 million (2018 – £995 million) on pension arrangements
and £1,418 million (2018 – £1,379 million) on unfunded
post-employment liabilities. See Note 30 to the financial
statements, ‘Pensions and other post-employment benefits’.
Other non-current liabilities
Other non-current liabilities amounted to £844 million at
31 December 2019 (2018 – £938 million).
Contingent consideration liabilities
Contingent consideration amounted to £5,479 million at
31 December 2019 (2018 – £6,286 million), of which
£5,103 million (2018 – £5,937 million) represented the estimated
present value of amounts payable to Shionogi relating to ViiV
Healthcare and £339 million (2018 – £296 million) represented
the estimated present value of contingent consideration payable
to Novartis related to the Vaccines acquisition.
The liability due to Shionogi included £222 million in respect
of preferential dividends. The liability for preferential dividends
due to Pfizer at 31 December 2019 was £4 million (2018 –
£15 million). An explanation of the accounting for the non-
controlling interests in ViiV Healthcare is set out on page 51.
Of the contingent consideration payable (on a post-tax basis)
at 31 December 2019, £755 million (2018 – £837 million) is
expected to be paid within one year. The consideration payable
is expected to be paid over a number of years. As a result, the
total estimated liabilities are discounted to their present values,
on a post-tax basis using post-tax discount rates. The Shionogi-
ViiV Healthcare contingent consideration liability is discounted
at 8.5% and the Novartis Vaccines contingent consideration
liability is discounted partly at 8% and partly at 9%.
GSK Annual Report 2019 67
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued Financial position and resources continued
Maturity profile of bond debt
£m equivalent
3,500
3,000
2,500
2,000
1,500
1,000
500
0
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2033 2034
2038 2039
2042
2043
2045
Cash and liquid investments of £3.6 billion (2018 – £2.9 billion)
were held centrally at 31 December 2019.
The analysis of cash and gross debt after the effects of hedging
is as follows.
Cash and liquid investments
Gross debt – fixed1
– floating
– non-interest bearing
Net debt
2019
£m
5,293
(25,064)
(5,444)
–
(25,215)
2018
£m
4,443
(21,603)
(4,432)
(29)
(21,621)
1 Includes £2.1 billion equivalent of notes swapped from floating to fixed rates via interest
rate swaps.
Movements in net debt
Net debt at beginning of year
Implementation of IFRS 16
2019
£m
(21,621)
(1,303)
2018
£m
(13,178)
–
Net debt at beginning of year, as adjusted
(22,924)
(13,178)
Increase in cash and bank overdrafts
Decrease in liquid investments
Increase in long-term loans
Net repayment of short-term loans
Repayment of lease liabilities
Debt of subsidiary undertakings acquired
Exchange movements
Other movements
Net debt at end of year
826
(1)
479
–
(4,794)
(10,138)
1,065
214
(524)
1,015
(92)
1,986
28
–
(776)
(22)
(25,215)
(21,621)
GBP bonds EUR bonds USD bonds
Net debt
Cash, cash equivalents and liquid investments
Cash, cash equivalents reported in assets
held for sale
Borrowings – repayable within one year
Borrowings – repayable after one year
Net debt
2019
£m
4,786
2018
£m
3,958
507
(6,918)
(23,590)
(25,215)
485
(5,793)
(20,271)
(21,621)
At 31 December 2019, net debt was £25.2 billion, compared
with £21.6 billion at 31 December 2018. This comprised gross
debt of £30.5 billion and cash and liquid investments of
£5.3 billion, including £0.5 billion reported within Assets held
for sale. Net debt increased due to the £3.9 billion acquisition
of Tesaro Inc as well as £0.2 billion of Tesaro net debt, together
with the £1.3 billion impact from the implementation of IFRS 16,
the dividend paid to shareholders of £4.0 billion and other net
investing activities of £0.1 billion, partly offset by £0.7 billion net
favourable exchange impacts from the translation of non-Sterling
denominated debt and exchange on other financing items and
£5.1 billion of free cash flow.
At 31 December 2019, GSK had short-term borrowings
(including overdrafts and lease liabilities) repayable within 12
months of £6.9 billion, with loans of £3.2 billion repayable in
the subsequent year.
At 31 December 2019, GSK’s cash and liquid investments were
held as follows:
Bank balances and deposits
Bank balances and deposits reported in
assets held for sale
US Treasury and Treasury repo only money
market funds
Liquidity funds
Cash and cash equivalents
Liquid investments – Government securities
68 GSK Annual Report 2019
2019
£m
2,565
2018
£m
1,853
507
485
102
2,040
5,214
79
5,293
449
1,572
4,359
84
4,443
Group financial review continued
Financial position and resources continued
Interest rate benchmark reform
‘Interest rate benchmark reform – Amendments to IFRS 9,
IAS 39 and IFRS 7’ was issued by the IASB in September
2019. These amendments modify specific hedge accounting
requirements to allow hedge accounting to continue for affected
hedges during the period of uncertainty before the hedged
items or hedging instruments affected by the current interest
rate benchmarks are amended as a result of the ongoing
interest rate benchmark reforms.
At 31 December 2019, the Group was not directly exposed
to interest rate benchmark reform as it held no interest rate
derivatives that referenced LIBOR and matured after the end
of 2021 and all floating rate bonds were due to mature before
the end of 2021.
The Group has closely monitored the market and the output
from the various industry working groups managing the
transition to new benchmark interest rates. This includes
announcements made by LIBOR regulators, including the
Financial Conduct Authority (FCA) and the US Commodity
Futures Trading Commission, regarding the transition away
from LIBOR (including GBP LIBOR, USD LIBOR and
EURIBOR) to the Sterling Overnight Index Average Rate
(SONIA), the Secured Overnight Financing Rate (SOFR),
and the Euro Short-Term Rate (€STR) respectively. The FCA
has made it clear that, at the end of 2021, it will no longer
seek to persuade, or compel, banks to submit to LIBOR.
The Group is undertaking an interest rate benchmark transition
programme to identify potential exposures within the business
and deliver a smooth transition to appropriate alternative
benchmark rates.
Total equity
At 31 December 2019, total equity had increased from £3,672
million at 31 December 2018 to £18,357 million.
A summary of the movements in equity is set out below.
Total equity at beginning of year
Implementation of IFRS 15
Implementation of IFRS 9
Implementation of IFRS 16
Total equity at beginning of year, as adjusted
Total comprehensive income for the year
2019
£m
3,672
(93)
3,579
3,701
2018
£m
3,489
(4)
(11)
3,474
4,300
Dividends to shareholders
(3,953)
(3,927)
Recognition of interest in Consumer Healthcare
Joint Venture
Ordinary shares issued
Changes in non-controlling interests
De-recognition of liabilities with non-controlling
interests
Share-based incentive plans
Tax on share-based incentive plans
Contributions from non-controlling interests
Distributions to non-controlling interests
Total equity at end of year
14,969
51
(10)
–
365
19
–
(364)
18,357
–
74
–
(62)
360
2
21
(570)
3,672
Share purchases
No shares were repurchased by the company during 2019.
At 31 December 2019, GSK held 393.5 million shares as
Treasury shares (2018 – 414.6 million shares), at a cost of
£5,505 million (2018 – £5,800 million), which has been
deducted from retained earnings.
No ordinary shares were purchased in the period 1 January
2020 to 24 February 2020 and the company does not expect
to make any ordinary share repurchases in the remainder of
2020.
In 2019, 21.1 million Treasury shares were transferred to the
Employee Share Ownership Plan (ESOP) Trusts. Shares are
held by the Trusts to satisfy future exercises of options and
awards under the Group share option and award schemes.
A proportion of the shares held by the Trusts are in respect
of awards where the rules of the scheme require us to satisfy
exercises through market purchases rather than the issue of
new shares. The shares held by the Trusts are matched to
options and awards granted.
At 31 December 2019, the ESOP Trusts held 36.4 million
(2018 – 41.5 million) GSK shares against the future exercise
of share options and share awards. The carrying value of
£135 million (2018 – £161 million) has been deducted from
other reserves. The market value of these shares was
£647 million (2018 – £619 million).
GSK Annual Report 2019 69
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued
Financial position and resources continued
Contractual obligations and commitments
Financial commitments are summarised in Note 35 to the
financial statements, ‘Commitments’.
The following table sets out our contractual obligations and
commitments at 31 December 2019 as they fall due for
payment.
Loans
Interest on loans
Finance lease obligations
Future finance charges
Intangible assets
Property, plant & equipment
Investments
Purchase commitments
Pensions
Total
Total Under 1 yr
£m
6,678
£m
29,408
8,952
1,250
223
9,727
413
47
1,047
163
780
240
41
578
378
24
925
75
1-3 yrs
£m
5,883
1,409
346
66
607
35
23
121
88
3-5 yrs
£m
5 yrs+
£m
3,925 12,922
1,159
5,604
198
42
466
74
1,502
7,040
–
–
1
–
–
–
–
–
51,230
9,719
8,578
6,827 26,106
In 2018, we reached an agreement with the trustees of the
UK pension schemes to make additional contributions, to
assist in eliminating the pension deficit identified as part of the
31 December 2017 actuarial funding valuation. The table
above includes this commitment but excludes the normal
ongoing annual funding requirement in the UK of approximately
£130 million. For further information on pension obligations,
see Note 30 to the financial statements, ‘Pensions and other
post-employment benefits’.
Contingent liabilities
Other contingent liabilities are set out in Note 34 to the financial
statements, ‘Contingent liabilities’.
The following table sets out contingent liabilities, comprising
discounted bills, performance guarantees, letters of credit and
other items arising in the normal course of business, and when
they are expected to expire.
Total Under 1 yr
£m
£m
1-3 yrs
£m
3-5 yrs
£m
5 yrs+
£m
32
65
97
4
10
14
11
17
28
3
8
11
14
30
44
Commitments in respect of loans and future interest payable
on loans are disclosed before taking into account the effect of
derivatives.
Guarantees
Other contingent liabilities
Total
We have entered into a number of research collaborations to
develop new compounds with other pharmaceutical companies.
The terms of these arrangements can include upfront fees,
equity investments, loans and commitments to fund specified
levels of research. In addition, we will often agree to make
further payments if future ‘milestones’ are achieved.
As some of these agreements relate to compounds in the early
stages of development, the potential obligation to make
milestone payments will continue for a number of years if the
compounds move successfully through the development
process. Generally, the closer the product is to marketing
approval, the greater the probability of success. The amounts
shown above within intangible assets represent the maximum
that would be paid if all milestones were achieved, and include
£4.9 billion which relates to externalised projects in the
discovery portfolio. There was an increase in the commitments
in 2019 as a result of a number of new R&D collaborations,
including with Merck KgaA and Lyell Immunopharma.
In the normal course of business, we have provided various
indemnification guarantees in respect of business disposals in
which legal and other disputes have subsequently arisen. A
provision is made where an outflow of resources is considered
probable and a reliable estimate can be made of the likely
outcome of the dispute and this is included in Note 31 to the
financial statements, ‘Other provisions’.
We provide for the outcome of tax, legal and other disputes
when an outflow of resources is considered probable and a
reliable estimate of the outflow may be made. At 31 December
2019, other than for those disputes where provision has been
made, it was not possible to make a reliable estimate of the
potential outflow of funds that might be required to settle
disputes where the possibility of there being an outflow was
more than remote.
The ultimate liability for such matters may vary significantly from
the amounts provided and is dependent upon negotiations with
the relevant tax authorities and the outcome of litigation
proceedings, where relevant. This is discussed further in
‘Principal risks and uncertainties’ on pages 275 to 287 and
Note 46 to the financial statements, ‘Legal proceedings’.
70 GSK Annual Report 2019
Group financial review continued Treasury policies
We report in Sterling and pay dividends out of Sterling cash
flows. The role of Treasury is to monitor and manage the
Group’s external and internal funding requirements and financial
risks in support of our strategic objectives. GSK operates on
a global basis, primarily through subsidiary companies, and
we manage our capital to ensure that our subsidiaries are able
to operate as going concerns and to optimise returns to
shareholders through an appropriate balance of debt and
equity. Treasury activities are governed by policies approved
annually by the Board of Directors, and most recently on
16 October 2019. A Treasury Management Group (TMG)
meeting, chaired by our Chief Financial Officer, takes place
on a regular basis to review Treasury activities. Its members
receive management information relating to these activities.
Treasury operations
The objective of GSK’s Treasury activities is to minimise the
post-tax net cost of financial operations and reduce its volatility
in order to benefit earnings and cash flows. GSK uses a variety
of financial instruments to finance its operations and derivative
financial instruments to manage market risks from these
operations. Derivatives principally comprise foreign exchange
forward contracts and swaps which are used to swap
borrowings and liquid assets into currencies required for
Group purposes, as well as interest rate swaps which are
used to manage exposure to financial risks from changes in
interest rates.
Derivatives are used exclusively for hedging purposes in relation
to underlying business activities and not as trading or
speculative instruments.
Capital management
GSK’s financial strategy, implemented through the Group’s
financial architecture, supports GSK’s strategic priorities and
is regularly reviewed by the Board. We manage the capital
structure of the Group through an appropriate mix of debt and
equity. We continue to manage our financial policies to a credit
profile that particularly targets short-term credit ratings of A-1
and P-1 while maintaining single A long-term ratings consistent
with those targets.
GSK’s long-term credit rating with Standard and Poor’s is A+
(negative outlook) and with Moody’s Investor Services
(‘Moody’s’) is A2 (negative outlook). Our short-term credit
ratings are A-1 and P-1 with Standard and Poor’s and Moody’s
respectively.
Liquidity risk management
GSK’s policy is to borrow centrally in order to meet anticipated
funding requirements. Our cash flow forecasts and funding
requirements are monitored by the TMG on a regular basis.
Our strategy is to diversify liquidity sources using a range of
facilities and to maintain broad access to financial markets.
Each day, we sweep cash from a number of global subsidiaries
to central Treasury accounts for liquidity management purposes.
Interest rate risk management
GSK’s objective is to minimise the effective net interest cost
and to balance the mix of debt at fixed and floating interest rates
over time. The policy on interest rate risk management limits the
net amount of floating rate debt to a specific cap, reviewed and
agreed no less than annually by the Board.
Foreign exchange risk management
Our objective is to minimise the exposure of overseas
operating subsidiaries to transaction risk by matching local
currency income with local currency costs where possible.
Foreign currency transaction exposures arising on external
and internal trade flows are selectively hedged. GSK’s internal
trading transactions are matched centrally and we manage
inter-company payment terms to reduce foreign currency risk.
Where possible, we manage the cash surpluses or borrowing
requirements of subsidiary companies centrally using forward
contracts to hedge future repayments back into the originating
currency.
In order to reduce foreign currency translation exposure,
we seek to denominate borrowings in the currencies of
our principal assets and cash flows. These are primarily
denominated in US Dollars, Euros and Sterling. Borrowings
can be swapped into other currencies as required.
Borrowings denominated in, or swapped into, foreign
currencies that match investments in overseas Group assets
may be treated as a hedge against the relevant assets. Forward
contracts in major currencies are also used to reduce exposure
to the Group’s investment in overseas Group assets. The TMG
reviews the ratio of borrowings to assets for major currencies
regularly.
Counterparty risk management
We set global counterparty limits for each of our banking and
investment counterparties based on long-term credit ratings
from Moody’s and Standard and Poor’s. Treasury’s usage of
these limits is monitored daily by a Treasury Compliance Officer
(TCO) who operates independently of Treasury. Any breach of
these limits would be reported to the CFO immediately.
The TCO also monitors the credit rating of these counterparties
and, when changes in ratings occur, notifies Treasury so that
changes can be made to investment levels or to authority limits
as appropriate. In addition, relationship banks and their credit
ratings are reviewed regularly and a report is presented annually
to the TMG for approval.
GSK Annual Report 2019 71
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued – The US Medicaid programme is a state-administered
programme providing assistance to certain poor and
vulnerable patients. In 1990, the Medicaid Drug Rebate
Program was established to reduce State and Federal
expenditure on prescription drugs. In 2010, the Patient
Protection and Affordable Care Act became law. We
participate by providing rebates to states. Accruals for
Medicaid rebates are calculated based on the specific
terms of the relevant regulations or the Patient Protection
and Affordable Care Act
– Cash discounts are offered to customers to encourage
prompt payment. These are accrued for at the time of
invoicing and adjusted subsequently to reflect actual
experience
– We record an accrual for estimated sales returns by applying
historical experience of customer returns to the amounts
invoiced, together with market-related information such as
stock levels at wholesalers, anticipated price increases and
competitor activity.
A reconciliation of gross turnover to net turnover for the US
Pharmaceuticals business is as follows:
2019
Margin
%
£m
100 18,227
2018
Margin
%
£m
100 16,365
2017
Margin
%
100
£m
18,471
(5,976)
(32)
(5,147)
(28)
(4,040)
(25)
Gross turnover
Market-driven
segments
Government
mandated and
state programmes
Cash discounts
(4,264)
(356)
(23)
(2)
(4,594)
(361)
(25)
(2)
(3,933)
(330)
Customer returns
Prior year adjustments
Other prior year items
Other items
(141)
247
–
(579)
(1)
1
–
(3)
(98)
98
(59)
(613)
(1)
1
–
(4)
(97)
86
(23)
(460)
Total deductions
(11,069)
(60)
(10,774)
(59)
(8,797)
Net turnover
7,402
40
7,453
41
7,568
(24)
(2)
(1)
1
–
(3)
(54)
46
Market-driven segments consist primarily of Managed Care and
Medicare plans with which we negotiate contract pricing that is
honoured via rebates and chargebacks. Mandated segments
consist primarily of Medicaid and Federal Government
programmes which receive government-mandated pricing via
rebates and chargebacks.
Critical accounting policies
The consolidated financial statements are prepared in
accordance with IFRS, as adopted for use in the European
Union, and also with IFRS as issued by the International
Accounting Standards Board (IASB), following the accounting
policies approved by the Board and described in Note 2 to the
financial statements, ‘Accounting principles and policies’.
We are required to make estimates and assumptions that
affect the amounts of assets, liabilities, revenue and expenses
reported in the financial statements. Actual amounts and
results could differ from those estimates.
The critical accounting policies relate to the following areas:
– Turnover
– Taxation (Note 14)
– Legal and other disputes (Notes 31 and 46)
– Contingent consideration and put option liabilities
(Notes 28 and 32)
– Pensions and other post-employment benefits (Note 30).
Information on the judgements and estimates made in these
areas is given in Note 3 to the financial statements, ‘Key
accounting judgements and estimates’.
Turnover
In respect of the Turnover accounting policy, our largest
business is US Pharmaceuticals, and the US market has
the most complex arrangements for rebates, discounts and
allowances. The following briefly describes the nature of the
arrangements in existence in our US Pharmaceuticals business:
– We have arrangements with certain indirect customers
whereby the customer is able to buy products from
wholesalers at reduced prices. A chargeback represents
the difference between the invoice price to the wholesaler
and the indirect customer’s contractual discounted price.
Accruals for estimating chargebacks are calculated based
on the terms of each agreement, historical experience and
product growth rates
– Customer rebates are offered to key managed care and
Group Purchasing Organisations and other direct and indirect
customers. These arrangements require the customer to
achieve certain performance targets relating to the value of
product purchased, formulary status or pre-determined market
shares relative to competitors. The accrual for customer
rebates is estimated based on the specific terms in each
agreement, historical experience and product growth rates
72 GSK Annual Report 2019
Group financial review continued
This position could change over time and, therefore, there can
be no assurance that any losses that result from the outcome of
any legal proceedings will not exceed by a material amount the
amount of the provisions reported in the Group’s financial
statements.
Like many pharmaceutical companies, we are faced with
various complex product liability, anti-trust and patent litigation,
as well as investigations of our operations conducted by various
governmental regulatory agencies. Throughout the year, the
General Counsel of the Group, as head of the Group’s legal
function, and the Senior Vice President and Head of Global
Litigation for the Group, who is responsible for all litigation and
government investigations, routinely brief the Chief Executive
Officer, the Chief Financial Officer and the Board of Directors
on the significant litigation pending against the Group and
governmental investigations of the Group.
These meetings, as appropriate, detail the status of significant
litigation and government investigations and review matters
such as the number of claims notified to us, information on
potential claims not yet notified, assessment of the validity of
claims, progress made in settling claims, recent settlement
levels and potential reimbursement by insurers.
The meetings also include an assessment of whether or not
there is sufficient information available for us to be able to make
a reliable estimate of the potential outcomes of the disputes.
Often, external counsel assisting us with various litigation
matters and investigations will also assist in the briefing of the
Board and senior management. Following these discussions,
for those matters where it is possible to make a reliable estimate
of the amount of a provision, if any, that may be required, the
level of provision for legal and other disputes is reviewed and
adjusted as appropriate. These matters are discussed further
in Note 46 to the financial statements, ‘Legal proceedings’.
Critical accounting policies continued
The increased deductions in the market-driven segments of
the gross turnover to net turnover reconciliation primarily
reflected higher rebates and chargebacks on respiratory
products, and on Advair in particular. A generic version of
Advair was launched in February 2019, and during the year
Advair accounted for 7% of US Pharmaceuticals turnover and
approximately 27% of the total deduction for rebates and
returns. The respiratory portfolio as a whole, including
Established Respiratory products, accounted for approximately
79% of the total deduction in the year.
The balance sheet accruals for rebates, discounts, allowances
and returns for the US Pharmaceuticals and Vaccines businesses
are managed on a combined basis. At 31 December 2019, the
total accrual amounted to £4,200 million (2018 – £4,356 million).
A monthly process is operated to monitor inventory levels at
wholesalers for any abnormal movements. This process uses
gross sales volumes, prescription volumes based on third party
data sources and information received from key wholesalers.
The aim of this is to maintain inventories at a consistent level
from year to year based on the pattern of consumption.
On this basis, US Pharmaceuticals and Vaccines inventory
levels at wholesalers and in other distribution channels at 31
December 2019 were estimated to amount to approximately
four weeks of turnover. This calculation uses third party
information, the accuracy of which cannot be totally verified,
but is believed to be sufficiently reliable for this purpose.
Legal and other disputes
In respect of the accounting policy for Legal and other disputes,
the following briefly describes the process by which we
determine the level of provision that is necessary.
In accordance with the requirements of IAS 37, ‘Provisions,
contingent liabilities and contingent assets’, we provide for
anticipated settlement costs where an outflow of resources is
considered probable and a reliable estimate may be made of
the likely outcome of the dispute and legal and other expenses
arising from claims against the Group.
We may become involved in significant legal proceedings, in
respect of which it is not possible to make a reliable estimate
of the expected financial effect, if any, that could result from
ultimate resolution of the proceedings. In these cases,
appropriate disclosure about such cases would be included
in the Annual Report, but no provision would be made.
GSK Annual Report 2019 73
Investor informationFinancial statementsStrategic reportGovernance and remunerationGroup financial review continued Strategic report
The Strategic report was approved by the Board of Directors on
3 March 2020
Iain Mackay
Chief Financial Officer
3 March 2020
74 GSK Annual Report 2019
Group financial review continued Strategic report
Governance and remuneration
Financial statements
Investor information
Corporate
Governance
In this section
Chairman’s Governance statement
Our Board
Our Corporate Executive Team
Responsible leadership
Division of responsibilities
Composition, succession and evaluation
Nominations Committee report
Audit, risk and internal control
Audit & Risk Committee report
Science Committee report
Corporate Responsibility Committee report
Section 172 statement
Directors’ report
76
78
82
84
90
92
92
96
96
107
109
111
113
GSK Annual Report 2019 75
GSK Annual Report 2019 75
Investor informationFinancial statementsStrategic reportGovernance and remuneration Chairman’s Governance statement
I am pleased to present our Corporate Governance report for 2019
and an overview of the changes to our governance arrangements for
2020 as we work towards separation of the Group.
Last year was an important one for GSK. The Board led by
Sir Philip Hampton and Emma re-set the strategic direction
of the company. I was honoured to have the opportunity to join
the Board and lead it through the separation to create two new
world-class businesses. I was particularly excited to work with
Emma. She has brought real clarity to decision making, where a
pharma veteran might have been less dispassionate. She has
also attracted the best in the industry to form her top team.
The Board is focused on supporting her and management in
transforming the Group and executing our strategy.
At the beginning of this important journey for the company and
for my tenure at GSK, it was helpful that my first Board meeting
in September last year included a joint Board and CET Strategy
offsite session. Together, we were able to consider the next
steps for our plans and the way forward. This was a great start.
My understanding of GSK has been informed by a robust
induction process, designed by Emma and our Company
Secretary, introductory meetings with our investors and the
Board review we decided to commission.
Induction
I was keen to learn more about GSK, and started by
understanding R&D from Hal and visiting our R&D sites in the
US and UK, including Tesaro, and meeting with 23andMe, with
whom we have an important collaboration. I look forward to
visiting more of the Group in due course.
Since joining, I have met on an individual basis with Board and
CET members and other key executives. I have also attended
meetings of each of our Board Committees to assess and
understand our Board culture and dynamics, and the company’s
corporate governance arrangements.
Introductory meetings with investors
I wanted to hear what our shareholders think of GSK. I have
held over 20 meetings with a range of investors making up
approximately 30% of our register. They comprised a mix of our
top UK and US shareholders, plus other key investors. I also led
our Annual Governance Meeting in December 2019. I have
noted the following points:
– Clear support for Emma
and Hal, and the top team
– Demonstrate pipeline progress
ahead of separation
– Support for the separation
– Managing capital allocation, debt,
of the Group
dividend and business development
– Positive progress on
Innovation to date
– Evidence of a positive shift in our
performance culture and our R&D
culture has been transformed
Board governance and architecture
Given the company is embarking on a period of transition and
the last two years in particular have been a period of significant
change from a Board and senior executive perspective, we
decided to undertake an external review to gather the views of
both the Board and CET members to ready us for the task
ahead. This review, together with the insights from my
introductory meetings with investors and feedback from the
employees I have met since joining, has helped us to further
refine our Board governance and architecture. This will help
focus and facilitate the Board’s work in support of management,
to be as effective and efficient as possible in delivering the
transformation of the Pharmaceuticals and Vaccines business
and the separation of the Consumer Healthcare business.
A description of the review process which was carried out by
Jan Hall of No 4 (No 4) follows this statement.
After the review, the Board agreed its critical objectives for the
next three years towards separation. The Board then considered
how best to distribute the workload between it and its
Committees to ensure optimal effectiveness. The Board will
also increase the time it spends on science given the
importance of the strengthening the pipeline.
It was agreed that once the Board has conducted its annual
review into the Group’s enterprise risks, deeper enterprise
risk oversight should be undertaken by the Board Committee
which focuses on that aspect of the business most closely.
Enhancements were also considered to the ways of working
and governance architecture of the Board’s Committees.
These included:
Audit & Risk Committee (ARC)
The ARC will continue to have a strong focus on financial
reporting, as well as monitoring the dashboard of all GSK’s
enterprise risks and the process by which they are identified
and prioritised as part of its oversight of our internal control
framework. It will conduct the detailed reviews of GSK’s
Financial controls and reporting, Anti-bribery and corruption,
Commercial practices, Privacy and Information security
enterprise risks, as well as receiving business unit risk reports
on Pharmaceuticals, Vaccines, Consumer Healthcare and our
Global Support functions. In addition, it will be responsible for
oversight of the financial components as we work towards
separation.
76 GSK Annual Report 2019
The Board is mindful that the Financial Reporting Council’s
(FRC) 2018 UK Corporate Governance Code (2018 Code)
indicates that Non-Executive Directors should not serve for
more than nine years. However, the Board considers this is the
most appropriate way to proceed in the long-term best interests
of shareholders and believes, following a rigorous review, that
Judy continues to act with utmost independence, despite her
length of tenure.
The Nominations Committee continues to oversee succession
planning for the Board and the CET. In due course, it will
consider the needs of the post separation boards.
Non Executive Directors fees
We have reviewed our Non-Executive Directors’ fee
arrangements as part of our three year remuneration policy
review. Our Non-Executive Director fees were last increased
in 2013 and, following a review, we concluded that it was
appropriate to make increases to the fees to bring them into line
with our comparator group. We have also taken the opportunity
to update our policy to be able to remunerate our Workforce
Engagement Director, for the considerable work she undertakes
as part of this new and expanding role. The investors we
consulted on these changes were supportive of them. Full
details can be found on page 140.
I can confirm that during 2019 the company complied with the
requirements of the 2018 Code. A copy of the 2018 Code can
be found on www.frc.org.uk.
I commend this report to all our stakeholders.
Sir Jonathan Symonds
Chairman
3 March 2020
Nominations Committee
The remit of the Nominations Committee will be expanded
to encompass Corporate Governance matters, therefore freeing
more time at the Board. The Committee will be renamed the
Nominations & Corporate Governance Committee. All Non-
Executives will be invited to participate in meetings of the
Committee when it considers succession and talent.
Transformation & Separation Committee
A Transformation & Separation Committee will be established
to support and advise management’s work on transforming
and separating the Group. I will chair this Committee whose
members will include our Senior Independent Director (SID)
and the Chairs of the ARC, Remuneration and Corporate
Responsibility Committees. It will meet as required and it is
expected that it will be more active as we near separation.
R&D at the Board & Science Committee
Given the critical importance of strengthening the pipeline,
the Board will increase its time spent on R&D strategy, while the
Science Committee will focus on science at a deeper level to
further support the Board’s understanding and provide
reassurance and guidance as required.
The Science Committee will then have three broad objectives:
the scientific assumptions driving our strategy, technical
assurance, and risk oversight. It will support the Board in its
understanding of our agreed R&D strategy and of any external
transactions by performing a deep review of the underlying
scientific assumptions. In addition, it will have oversight of
R&D’s enterprise and other significant risks.
The Board feels that with these enhancements to our
governance it will improve further our effectiveness and support
us through the separation process.
Succession planning
My first task as Nominations Committee Chair has been to
focus on the search for Judy’s successor as Chair of the ARC.
We have made good progress to date and look forward to
announcing the conclusion of our search.
We considered the ideal transition for this important role.
We are very pleased that Judy has confirmed that she will
stay on the Board for a further year, despite having served
over nine years, and she will now step down from the Board
at the 2021 Annual General Meeting. This should facilitate
a smooth transition. Judy will continue as its Chair until the
2020 Annual Report is completed, when her successor will
then Chair the ARC.
GSK Annual Report 2019 77
Investor informationFinancial statementsStrategic reportGovernance and remuneration There is full commitment from the Board as a whole to support
the overarching strategy of creating two great companies.
The Board is confident that the CET is focused on driving
performance over the next three years.
Action points for 2020
– Meetings and organisation – to improve the balance
between presentation and discussion to create more time for
debate
– Board dynamics and individual contribution – to facilitate
even greater individual contribution by creating more
discussion time
– Committees – to review the remit and attendees at the
Board’s Committee meetings to ensure they are fit for
purpose for 2020 and beyond
– Risk – to agree which Board Committee will ensure deeper
oversight and review of each of the Group’s enterprise risks
– Strategy and performance – to conduct deep dives into the
key strategic areas and ensure a focus on supporting
management to execute the agreed strategy
– Board knowledge – to deepen the Board’s knowledge and
understanding of latest scientific developments
– Stakeholders – within the business, the Board should
continue to focus on the key areas of focus for the CET
namely: strengthening the R&D pipeline, growth,
transformation and delivery of GSK’s Trust business priority.
Externally the Board should maintain strong relationships
and communication with shareholders and its other key
stakeholders to seek their input and keep them well informed
on progress
– Succession planning – to complete the appointment of the
ARC Chair’s successor
– Governance – to build further on GSK’s commitment to
Environmental, Social and Governance (ESG) matters.
Our Board
Board governance and architecture
The Board carries out an evaluation of its performance and
that of its Committees every year. The evaluation is normally
facilitated externally every third year. The last external evaluation
was facilitated two years ago by Ffion Hague of Independent
Board Evaluation.
For the reasons given in the Chairman’s Governance statement
on pages 76 to 77, the Board agreed it would be helpful to
carry out an external evaluation that included a review of its
governance and architecture.
No 4 was appointed by the Board to undertake the review.
No 4 does not have any other connection with the company or
individual Board Directors.
Preparation
No 4 met with the Chairman and CEO in advance to agree the
objectives and the scope of the evaluation exercise and the
timetable of activities. The Company Secretary provided No 4
with access to Board, Committee and other materials as part of
No 4’s preparatory work.
Interviews
During November and December 2019, No 4 conducted
confidential and detailed in person interviews with each Board
and CET member, as well as meeting with the Company
Secretary, to seek their views on the Board’s effectiveness.
These meetings were based on an agreed Discussion
Guideline, that included topics highlighted by the FRC in its
2018 Guidance on Board Effectiveness. It also reflected the
relevant requirements of the FRC’s 2018 Code. The Discussion
Guideline was sent to each participant in advance. No 4 also
had telephone meetings with the external remuneration adviser
and the auditor.
Review
The output from the evaluation was presented and discussed
with the Board collectively. A summary report including
suggested next steps was then compiled by No 4. This was
discussed with the Chairman and CEO, and subsequently with
the SID. The summary report was then presented to the Board
in January 2020 with a proposal for implementation of the
suggested recommendations.
2019 Board review feedback summary
The review concluded that the Board is operating effectively
and the new Chairman is seen to have made an excellent start.
The business is now entering a period of significant positive
change and opportunity. The Board feels very confident in the
CET and that each of the individual Board Directors bring
relevant experience and skills which are collectively appropriate.
GSK’s mission of producing products to ‘help people do more,
feel better and live longer’ remains at the heart of its values
and culture.
78 GSK Annual Report 2019
Our Board continued
Board composition
International experience
Gender diversity
Composition
Executive
Non-Executive
Tenure Non-Executive
Up to 3 years
3-6 years
7-9 years
Global
US
Europe
EMAP
27%
73%
36%
46%
18%
Board
Male
91%
100%
Female
91%
82%
Executive
Male
Female
Non-Executive
Male
Female
54.5%
45.5%
66.7%
33.3%
37.5%
62.5%
Sir Jonathan Symonds, CBE
Non-Executive Chairman
Age: 61
Nationality: British
Appointed: 1 September 2019
N
Emma Walmsley
Chief Executive Officer
Age: 50
Nationality: British
Appointed: 1 January 2017
Chief Executive Officer from 1 April 2017
Iain Mackay
Chief Financial Officer
Age: 58
Nationality: British
Appointed: 14 January 2019
Chief Financial Officer from 1 April 2019
Skills and experience
Jon has extensive international financial, life sciences and governance experience.
Jon served as an Independent Non-Executive Director of HSBC Holdings plc from April 2014, and
as Deputy Group Chairman from August 2018, until his retirement from the Board in February 2020.
He was previously Chairman of HSBC Bank plc, HSBC’s European subsidiary, which offers
services to clients in the UK and Continental Europe. Jon was Chief Financial Officer of Novartis AG
from 2009 to 2013. Before joining Novartis, he was a Partner and Managing Director of Goldman
Sachs; Chief Financial Officer of AstraZeneca plc; and a Partner at KPMG. His governance
experience includes roles as Non-Executive Director and Chair of the Audit Committees of Diageo
plc and QinetiQ Group plc.
External appointments
Jon is currently Chairman of Proteus Digital Health Inc and a Non-Executive Director of Rubius
Therapeutics, Inc. He is also a Non-Executive Director of Genomics England Limited having
previously served as its Chairman.
Jon is a Fellow of the Institute of Chartered Accountants in England and Wales.
Skills and experience
Prior to her appointment as GSK’s CEO, Emma was the CEO of GSK Consumer Healthcare,
a Joint Venture between GSK and Novartis, from its creation in March 2015. Emma joined GSK
in 2010 from L’Oreal, having worked for 17 years in a variety of roles in Paris, London, New York
and Shanghai. Emma was previously a Non-Executive Director of Diageo plc.
Emma holds an MA in Classics and Modern Languages from Oxford University.
External appointments
Emma joined the Board of Microsoft, Inc as an independent director in December 2019.
She is an Honorary Fellow of the Royal Society of Chemistry.
Skills and experience
Prior to joining GSK, Iain was Group Finance Director at HSBC Holdings plc, a position he held for
eight years. A chartered accountant, Iain has worked in Asia, the US and Europe and before HSBC
was at General Electric, Schlumberger Dowell and Price Waterhouse.
External appointments
Iain is a Trustee of the British Heart Foundation and Chair of its Audit and Risk Committee.
He is a member of the Court of the University of Aberdeen and The 100 Group.
Iain holds an MA in Business Studies and Accounting, and an Honorary Doctorate from
Aberdeen University in Scotland.
Key
Committee Chair N Nominations A Audit & Risk R Remuneration S Science C Corporate Responsibility
GSK Annual Report 2019 79
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Our Board continued
Dr Hal Barron
Chief Scientific Officer
and President, R&D
Age: 57
Nationality: American
Appointed: 1 January 2018
Chief Scientific Officer and President,
R&D from 1 April 2018
Manvinder Singh (Vindi) Banga
Senior Independent Non-Executive
Director
Age: 65
Nationality: British
Appointed: 1 September 2015
Senior Independent Non-Executive Director
from 5 May 2016
N A R
Dr Vivienne Cox, CBE
Independent Non-Executive Director
& Workforce Engagement Director
Age: 60
Nationality: British
Appointed: 1 July 2016
R C
Lynn Elsenhans
Independent Non-Executive Director
Age: 63
Nationality: American
Appointed: 1 July 2012
C N A
Skills and experience
Prior to joining GSK, Hal was President, R&D at Calico LLC (California Life Company), an Alphabet-
funded company that uses advanced technologies to increase understanding of lifespan biology.
Prior to this, Hal was Executive Vice President, Head of Global Product Development, and Chief
Medical Officer of Roche, responsible for all the products in the combined portfolio of Roche and
Genentech. At Genentech, he was Senior Vice President of Development and Chief Medical Officer.
Hal was a Non-Executive Director and Chair of the Science & Technology Committee at Juno
Therapeutics, Inc until March 2018, when it was acquired by Celgene Corporation.
External appointments
Hal is Associate Adjunct Professor, Epidemiology & Biostatistics, University of California,
San Francisco. He is also a Non-Executive Board Director of GRAIL, Inc, an early cancer
detection healthcare company and a member of the Advisory Board of Verily Life Sciences LLC,
a subsidiary of Alphabet, Inc.
Skills and experience
Prior to joining GSK, Vindi spent 33 years at Unilever plc, where his last role (amongst several senior
positions) was President of the Global Foods, Home and Personal Care businesses, and a member
of the Unilever Executive Board. Vindi sat on the Prime Minister of India’s Council of Trade & Industry
from 2004 to 2014 and was on the Board of Governors of the Indian Institute of Management (IIM),
Ahmedabad. Vindi is also the recipient of the Padma Bhushan, one of India’s highest civilian honours.
Vindi has been a Non-Executive Director of the Confederation of British Industry (CBI) and Thomson
Reuters Corp, Chairman of the Supervisory Board of Mauser Group, Chairman of Kalle GmbH and
Senior Independent Director of Marks & Spencer Group plc.
External appointments
Vindi is a Partner at private equity investment firm Clayton Dubilier & Rice, a Director of High Ridge
Brands Co and a member of the Holdingham International Advisory Board. Vindi sits on the Governing
Board of the Indian School of Business, Hyderabad and the Global Leadership Council of Saïd
Business School, Oxford and is a member of the Indo UK CEO Forum. Vindi is Chair of the Board
of Trustees of Marie Curie.
Skills and experience
Vivienne has wide experience of business gained in the energy, natural resources and publishing
sectors. She also has a deep understanding of regulatory and government relationships. She
worked for BP plc for 28 years, in Britain and Continental Europe, in posts including Executive Vice
President and Chief Executive of BP’s gas, power and renewable business and its alternative energy
unit. Vivienne was previously a Non-Executive Director of BG Group plc and Rio Tinto plc and Lead
Independent Director at the UK Government’s Department for International Development. Vivienne
was appointed Commander of the Order of the British Empire in the 2016 New Year Honours for
services to the UK Economy and Sustainability.
External appointments
Vivienne’s main roles are as Senior Independent Director of Pearson plc and Chairman of the
Supervisory Board of Vallourec. She is also a Non-Executive Director of Stena AB. Vivienne holds
advisory positions as an Advisory Board Member of the African Leadership Institute, Vice President
of the Energy Institute and a member of the advisory board of Montrose Associates. Vivienne is Chair
of the Rosalind Franklin Institute, Vice Chair of the Saïd Business School, Oxford and sits on its
Global Leadership Council. She is also Patron of the Hospice of St Francis.
Skills and experience
Lynn has a wealth of experience of running a global business and significant knowledge of the global
markets in which GSK operates. She served as Chair, President and Chief Executive Officer of
Sunoco Inc from 2009 to 2012. Prior to joining Sunoco in 2008 as President and Chief Executive
Officer, Lynn worked for Royal Dutch Shell, which she joined in 1980, and where she held a number
of senior roles, including Executive Vice President, Global Manufacturing from 2005 to 2008. Lynn
was previously a Non-Executive Director of Flowserve Corporation, the First Tee of Greater Houston,
and a Trustee of the United Way of Greater Houston.
External appointments
Lynn is a Non-Executive Director of Baker Hughes Company, a Board Director of Saudi Aramco and
a Director of the Texas Medical Center.
Key
Committee Chair N Nominations A Audit & Risk R Remuneration S Science C Corporate Responsibility
80 GSK Annual Report 2019
Our Board continued
Dr Laurie Glimcher
Independent Non-Executive Director
and Scientific & Medical Expert
Age: 68
Nationality: American
Appointed: 1 September 2017
Skills and experience
In addition to a number of senior leadership positions held at both Harvard Medical School and Harvard
School of Public Health, Laurie has also served as Stephen and Suzanne Weiss Dean and Professor of
Medicine at Weill Cornell Medical College and as an Attending Physician at the New York Presbyterian
Hospital/Weill Cornell Medical Center. Laurie stepped down from the Board of Bristol-Myers Squibb Co
(BMS) in 2017 after serving for 20 years on its Board. Laurie was co-founder and Chair of the Scientific
Advisory Board of Quentis Therapeutics Inc. Laurie brings scientific and public health expertise to the
Board’s deliberations, and a wealth of global, publicly listed pharmaceutical business experience.
A S
Dr Jesse Goodman
Independent Non-Executive Director
and Scientific & Medical Expert
Age: 68
Nationality: American
Appointed: 1 January 2016
S C
Judy Lewent
Independent Non-Executive Director
Age: 71
Nationality: American
Appointed: 1 April 2011
A N R S
Urs Rohner
Independent Non-Executive Director
Age: 60
Nationality: Swiss
Appointed: 1 January 2015
R N
External appointments
Laurie is currently Professor of Medicine at Harvard Medical School and is CEO, President and an
Attending Physician at the Dana-Farber Cancer Institute.
Laurie is a member of the US National Academy of Sciences and the National Academy of Medicine.
She is a member of the Scientific Steering Committee of the Parker Institute for Cancer Immunotherapy
and a Non-Executive Director of the Waters Corporation, where she also serves on its Corporate
Governance Committee. In addition, Laurie is a Scientific Advisory Board member of Repare
Therapeutics Inc, Abpro Therapeutics and Kaleido Biosciences Inc.
Skills and experience
Jesse previously served in senior leadership positions at the US Food and Drug Administration (FDA),
including most recently as the FDA’s Chief Scientist and previously as Deputy Commissioner for Science
and Public Health and as Director of the Center for Biologics Evaluation and Research (CBER).
Jesse played a leadership role in developing the FDA’s Regulatory Science and Medical Countermeasures
Initiatives and has worked collaboratively with industry, academia, government and global public health and
regulatory partners to prepare for and respond to major public health threats, including emerging infectious
diseases, disasters and terrorism. He led the FDA’s response to West Nile Virus and to the 2009 H1N1
influenza pandemic and served on the Senior Leadership Team for the 2010 White House Medical
Countermeasure Review. Jesse was previously a member of both the Scientific Advisory Committee and
the Regulatory and Legal Working Group of the Coalition for Epidemic Preparedness Innovations (CEPI).
He brings scientific and public health expertise to the Board’s deliberations.
External appointments
Jesse, currently Professor of Medicine at Georgetown University, directs the Georgetown University Center
on Medical Product Access, Safety and Stewardship (COMPASS) and is an active clinician who serves as
Attending Physician in Infectious Diseases. He also serves as President and Member of the Board of the
United States Pharmacopeia (USP) and as a member of the Board of Scientific Counselors for Infectious
Diseases of the Centers for Disease Control and Prevention (CDC). Jesse is also a member of the Board
of Intellia Therapeutics, Cambridge, MA and a member of the US National Academy of Medicine.
Skills and experience
Judy has extensive knowledge of the global pharmaceutical industry and of corporate finance, having
joined Merck & Co in 1980 and then served as its Chief Financial Officer from 1990 to 2007 when she
retired. Judy served as a Non-Executive Director of Dell Inc, Quaker Oats Company and Motorola Inc,
and held Non-Executive Directorships at Purdue Pharma Inc, Napp Pharmaceutical Holdings Limited
and certain Mundipharma International Limited companies until 2014.
External appointments
Judy is a Non-Executive Director of Thermo Fisher Scientific Inc and Motorola Solutions Inc. She is
also a Trustee of the Rockefeller Family Trust, a life member of the Massachusetts Institute of Technology
Corporation, a member of the American Academy of Arts and Sciences, a member of the Business
Advisory Board of twoXAR and a member of the Advisory Board of 4D Path Inc.
The Board determined that Judy has recent and relevant financial experience, and agreed that
she has the appropriate qualifications and background to be an audit committee financial expert.
Skills and experience
Urs has a broad range of business and legal experience having served as Chairman on a number
of Boards, most recently for Credit Suisse, a world-leading financial services company. Prior to joining
Credit Suisse in 2004, Urs served as Chairman of the Executive Board and CEO of ProSieben and
ProSiebenSat.1 Media AG. This followed a number of years in private practice at major law firms in
Switzerland and the US, having been admitted to the bars of the canton of Zurich in Switzerland in
1986 and the state of New York in the US in 1990.
External appointments
Urs is Chairman of the Board of Credit Suisse Group AG and of its Governance and Nominations
Committee and Conduct and Financial Crime Control Committee. He is also Chairman and member
of the Board of Trustees of Credit Suisse Research Institute and Credit Suisse Foundation. Urs was
appointed Vice-Chairman of the Governing Board of the Swiss Bankers Association in 2015.
Sir Philip Hampton joined the Board on 1 January 2015 and was Deputy Chairman from 1 April 2015 and Non-Executive Chairman from 7 May 2015.
He retired from the Board with effect from 31 August 2019.
Simon Dingemans joined the Board on 4 January 2011 and became Chief Financial Officer from 1 April 2011. He retired from the Company on 8 May 2019.
Key
Committee Chair N Nominations A Audit & Risk R Remuneration S Science C Corporate Responsibility
GSK Annual Report 2019 81
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Our Corporate Executive Team
Skills and experience
Hal joined GSK and the CET in 2018. See Board biographies on page 79 to 81.
Roger joined the CET in 2013. He was appointed President of GSK Global Vaccines in 2018.
In addition to leadership of the Vaccines business, he is responsible for GSK’s global procurement
organisation. Previously, he was President, Global Manufacturing & Supply and, before that,
Vice President, Office of the CEO and Corporate Strategy. Roger joined GSK in 1998 from
AstraZeneca. Roger holds a degree in Mechanical and Manufacturing Engineering from Queen’s
University, Belfast and a Master’s in Manufacturing Leadership from Cambridge University.
He is a Chartered Accountant.
Diana was appointed Senior Vice President, Human Resources (HR) and member of the CET
in April 2019. She was previously Senior Vice President, HR, Pharmaceuticals R&D from 2016
where she played a key strategic role as leader of the R&D people and culture agenda to support
its transformation.
Diana joined GSK Canada’s HR team in 2000 where she held several roles of increasing
responsibility before becoming Senior Vice President, HR for Consumer Healthcare in 2009.
Prior to joining GSK, she held HR roles in companies including GE Capital, Gennum Corporation
and Zenon Environmental Laboratories. Diana has an Honours Bachelor of Arts from McMaster
University in Canada.
James joined the CET in 2018, when he was appointed Senior Vice President and General Counsel.
He joined GSK in 1995 and has served as General Counsel Consumer Healthcare, General Counsel
Global Pharmaceuticals, Vice President of Corporate Legal and was Acting Head of Global Ethics
and Compliance. Prior to GSK, James was a solicitor at Clifford Chance and DLA. He holds
a law degree from University of East Anglia and a Diploma in Competition Law from Kings College.
He is qualified as a solicitor in England and Wales and is an attorney at the New York State Bar.
James is based in London but has practised law and lived in the US, Singapore and Hong Kong.
James is co-chair of the US based Civil Justice Reform Group.
Nick was appointed to the CET in 2014 as Senior Vice President, Global Ethics and Compliance,
responsible for compliance, risk management, corporate security and investigations. Nick joined
GSK in 1994 as an International Auditor. He was later Head of Audit & Assurance, where he
combined five audit functions into an independent team with a common risk-based methodology.
In 2013, Nick relocated to China to establish a governance model for our China business and
created a consistent approach to compliance. Nick is a fellow of the Chartered Institute of
Management Accountants.
Sally joined the CET in March 2019 as Senior Vice President, Global Communications and CEO
Office. She is responsible for communications and government affairs for our three global
businesses and in the markets, as well as employee engagement across the Group. She is also the
CEO’s Chief of Staff. Prior to this Sally was Senior Vice President Office of the CEO and CFO and
she previously served as Head of Investor Relations. She joined GSK in 2001. Sally holds a degree
in Natural Sciences from the University of Cambridge.
Iain joined GSK and the CET in 2019. See Board biographies on page 79 to 81.
Brian joined the CET in 2016, when he was appointed CEO, GSK Consumer Healthcare.
He joined GSK in 2015 as Head of Europe and Americas for GSK Consumer Healthcare,
following the creation of the previous Joint Venture between GSK and Novartis. Previously,
he was head of Novartis’ OTC division. Brian began his career at Procter and Gamble.
Brian is a Board Member and former Chairman of the Global Self-Care Federation (GSCF)
and is a Board Member of the Consumer Goods Forum. He earned an undergraduate degree
in Electrical Engineering from Union College in New York and an MBA in Finance from the
University of Cincinnati.
Dr Hal Barron
Chief Scientific Officer
and President, R&D
Roger Connor
President, Global Vaccines
Diana Conrad
Senior Vice President,
Human Resources (HR)
James Ford
Senior Vice President
and General Counsel
Nick Hirons
Senior Vice President,
Global Ethics and Compliance
Sally Jackson
Senior Vice President,
Global Communications
and CEO Office
Iain Mackay
Chief Financial Officer
Brian McNamara
CEO, GSK Consumer Healthcare
82 GSK Annual Report 2019
Our Corporate Executive Team continued
Skills and experience
Luke Miels
President, Global Pharmaceuticals
Luke joined GSK and the CET in 2017 as President, Global Pharmaceuticals, responsible for our
commercial portfolio of medicines and vaccines. Luke also co-chairs the Portfolio Investment Board
with Hal.
David Redfern
Chief Strategy Officer
Regis Simard
President, Pharmaceuticals
Supply Chain
Karenann Terrell
Chief Digital & Technology Officer
Phil Thomson
President, Global Affairs
Emma Walmsley
Chief Executive Officer
Deborah Waterhouse
CEO, ViiV Healthcare
He previously worked for AstraZeneca as Executive Vice President of their European business and,
prior to that, was Executive Vice President of Global Product and Portfolio Strategy, Global Medical
Affairs and Corporate Affairs. Before that, he was head of Asia for Roche based in Shanghai and
then Singapore. Prior to that he held roles of increasing seniority at Roche and Sanofi-Aventis in
the US, Europe and Asia.
Luke holds a Bachelor of Science degree in Biology from Flinders University in Adelaide and an
MBA from the Macquarie University, Sydney.
David joined the CET as Chief Strategy Officer in 2008 and is responsible for corporate development
and strategic planning. Previously, he was Senior Vice President, Northern Europe with responsibility
for GSK’s pharmaceutical businesses in that region and, before that, he was Senior Vice President
for Central and Eastern Europe. He joined GSK in 1994. David was appointed Chairman of the
Board of ViiV Healthcare Limited in 2011 and a Non-Executive Director of the Aspen Pharmacare
Holdings Limited Board in 2015.
He has a Bachelor of Science degree from Bristol University and is a Chartered Accountant.
Regis joined the CET in 2018, when he became President, Pharmaceuticals Supply Chain.
He is responsible for the manufacturing and supply of GSK’s pharmaceutical products. He also
leads Quality and Environment, Health, Safety and Sustainability at a corporate level. Regis joined
GSK in 2005 as a Site Director in France, rising to become Senior Vice President of Global
Pharmaceuticals Manufacturing before his current role. Previously, he held senior positions at
Sony, Konica Minolta and Tyco Healthcare. He is a member of the Board for ViiV Healthcare.
He is a mechanical engineer and holds an MBA.
Karenann joined GSK and the CET in 2017 as Chief Digital & Technology Officer, responsible for
our technology, digital, data and analytics strategy. Previously, she worked for Walmart as Chief
Information Officer. Prior to this, she was at Baxter International, where she was Chief Information
Officer, and before that Daimler Chrysler Corporation. Karenann began her career at General
Motors. She is a member of the board of trustees for the New York Hall of Science and in 2017
she became a Non-Executive Director of Pluralsight LLC.
She earned graduate and post-graduate degrees in Electrical Engineering from Kettering and
Purdue Universities respectively.
Phil joined the CET in 2011. He was appointed President, Global Affairs in 2017, with responsibility
for the Group’s strategic approach to reputation, policy development, stakeholder engagement,
and Global Health. Previously, Phil was Senior Vice President, Communications and
Government Affairs.
Phil is Chairman of The Whitehall & Industry Group and a Board Member of the China–Britain
Business Council.
He earned his degree in English, History and Russian Studies from Durham University.
Emma joined the CET in 2011. See Board biographies on page 79 to 81.
Deborah was appointed to the CET in January 2020. She became Chief Executive Officer
of ViiV Healthcare in April 2017.
Deborah joined GSK in 1996 and was most recently the Senior Vice President of Primary Care
within the company’s US business, prior to which she led the US Vaccines business. She has
a strong track record of performance in both specialty and primary care. Deborah led the HIV
business in the UK before heading the HIV Centre of Excellence for Pharma Europe and held
international roles as General Manager of Australia and New Zealand and Senior Vice President
for Central and Eastern Europe.
Claire Thomas was a member of the CET and SVP, Human Resources until April 2019. She retired from the company in September 2019.
GSK Annual Report 2019 83
Investor informationFinancial statementsStrategic reportGovernance and remuneration Responsible leadership
The Board’s role is to promote the long-term sustainable
success of GSK, drive long-term growth for our shareholders
whilst seeking to add value for our key stakeholders. Our
Strategic report on pages 1 to 74 seeks to demonstrate how
we are able to achieve this in practice, while our Corporate
Governance report on pages 76 to 114 explains how
governance contributes to the delivery of our strategy and
Innovation, Performance and Trust (IPT) priorities.
Our purpose, values and culture
Our purpose is to improve the quality of human life by helping
people do more, feel better and live longer. This is underpinned
by our values of patient focus, integrity, respect and transparency.
Our purpose and values have always been a source of great
pride for the Board, management and our employees. They help
attract and retain talented people who, as individuals, want to be
part of a Group that contributes meaningfully to society. They
also drive the quality of our relationships with each other, our
patients, consumers and other key stakeholders and ultimately
should enable swifter progress in getting new medicines,
vaccines and consumer healthcare products to our patients
and consumers around the world. Our culture set by the Board
is intended to deliver high standards of business conduct and
promote the long-term success of the company.
Our purpose and values are supported by our expectations
of courage, accountability, development and teamwork and by
evolving a culture to foster increased pace and a performance
edge. The Board receives regular reports from the CEO, CFO,
Head of Human Resources and our global businesses, that
update it on progress on the alignment between our strategy
and our performance and values-based culture. The way in
which the Board assures itself on this is described below.
During the year, the Board focused its culture discussions on
employees’ experience of GSK and ways of working. The Audit
& Risk Committee considered the risk and compliance aspects
of our culture change and Performance in line with GSK’s Trust
priority. The Board considered progress on culture change
against research into our corporate reputation and insights
and reflections from our key external stakeholders.
Culture change in a complex, global organisation such as GSK
takes time and sustained effort. The Board is fully committed to
this work because a healthy culture is a vital tool in unlocking
and protecting value. The Board acknowledges that the biggest
driver of our culture is the leadership of the company. The
culture shift underway continues to be role modelled by the
CET and the Board, where their words, actions and behaviours
set the tone for employees and the wider workforce. Board
members seek to lead by example by undertaking our Living
our Values and Expectations training alongside the rest of the
workforce. This training explores in particular our values,
expectations and culture and their application to the company’s
operations and ways of working.
The Board receives the results of our regular employee surveys
as a principal means of assessing how the shift in culture is
embedding in the organisation. A culture dashboard has also
been introduced with four quantifiable indicators of progress
of the people culture transformation, namely:
– Appoint and promote the right people
84 GSK Annual Report 2019
– Leadership capability
– Employee engagement and
– Ways of working.
The Board also receives regular updates from the Head of
Human Resources, which analyse progress against these
dashboard indicators.
The Board further supports the approach to culture change
employed by management in seeking to appoint and promote
the right people, enhancing the company’s governance controls
and processes to further support and incentivise the right
behaviours, and training and developing employees.
The company’s Code of Conduct embodies our values and
expectations to which our corporate standards and employee
policies are aligned. These include our longstanding Speak Up
arrangements where employees can raise matters confidentially
or anonymously without fear of reprisals and as such are living
our values and expectations and doing the right thing. The Board,
through the Audit & Risk Committee, regularly reviews Speak Up
reports provided by Global Ethics and Compliance (GEC). Our
Speak Up channels and cases are managed by an independent
third party and cases are then investigated by GEC.
Our Code of Conduct, which is available on GSK.com, is kept
under review by the Board and is refreshed at least every other
year, with an updated version due to be published in 2020.
Further details on how we enable our culture change as well as
invest in and reward our workforce are described on pages 10
and 35 respectively.
Our stakeholders
Engagement with the company’s main stakeholder groups,
including our patients, shareholders, consumers, customers
and employees, at all levels of the organisation and across the
enterprise is summarised on pages 15 and 16 of our Strategic
report.
This section of the Corporate Governance report sets out how
the company’s key stakeholders’ interests were considered by
the Board in its discussions and decision-making during the
year. This should be read in conjunction with our Section 172
statement on page 111 and the areas that the statement
cross-references in this Annual Report to provide a holistic
view of how the Board discharges this duty.
Our stakeholders, rightly, have high expectations of us and the
dynamic environment in which we operate presents challenges
and opportunities that the Board seeks to respond to, whilst
remaining commercially successful, upholding our reputation,
maintaining our licence to operate, and building trust. To ensure
that we are able to identify and respond to these expectations
effectively, the Board engages with many of our key stakeholders
directly or seeks to understand their views by other means to
ensure that stakeholder sentiment can be appropriately
considered during deliberations and decision-making.
The influence and importance of different stakeholder groups
in Board discussions can vary depending on the matter under
consideration. Indeed, different stakeholders interests can be
in conflict, requiring balanced judgments to be exercised by
the Board to arrive at its final decision.
Responsible leadership continued
Stakeholder engagement and feedback provides an important
means of identifying emerging issues that are then brought to
the attention of the Board. This enables us to further consider
our activities to enable us to deliver on our purpose and
ultimately our goal to become one of the world’s most
innovative, best-performing and trusted healthcare companies.
Our principal Board Committees, and the CET, have delegated
powers that enable a more in-depth assessment and
understanding of the impacts of the company’s actions or plans
on stakeholders through engagement briefings.
In particular, the Board’s knowledge is informed by the work of
the Corporate Responsibility Committee, which is described in
more detail on page 109.
To further improve their understanding of stakeholder matters,
Board members are also encouraged on an individual level to
meet with employees, shareholders and other key stakeholders
as part of their induction and thereafter on an ongoing basis for
business awareness. They are encouraged to report to the
Board on their experiences where relevant and material.
The Board is also advised of stakeholder views in a number of
different ways, including:
– The CEO’s Board Report
– Monthly stakeholder perception reports
– Businesses updates
– Business development analysis and justifications
– Board and Committee evaluations
They both maintain a continual and active dialogue with
institutional shareholders on our performance, plans and
objectives through a programme of regular meetings. During
the year, they held over 60 individual meetings with major
shareholders and they have hosted a total of nearly 40 group
meetings with major shareholders and potential major
shareholders.
Our Senior Independent Director (SID), Vindi Banga, conducted
a series of meetings with investors and advisers to seek their
views on our Chairman succession process.
As a key part of his induction, our new Chairman, Jonathan
Symonds, wanted to hear what our shareholders thought of
GSK. Jon has held over 20 introductory meetings with a range
of investors comprising a third of the company’s share register.
He was keen to meet fund and portfolio managers, as well as
seeing governance professionals, so that he could gain a fuller
picture of our major shareholders’ views and perspectives on
GSK. The feedback he received is summarised in his
Governance statement on page 76 and informed the 2019
Board review.
Annual Governance Meeting
In addition, the Board also holds an annual governance event
with institutional shareholders, key investment industry bodies
and proxy advisory firms. This year’s event was held in
December 2019 in London and was hosted by the Chairman,
our SID, and our Committee Chairs.
Jon shared updates on why he joined the Board and key areas
of focus for the Board including:
– Remuneration policy reviews and the wider workforce pay
– his Induction, Shareholder meetings and initial impressions
perspective
of GSK;
– Culture and Succession planning updates
– the Audit & Risk Committee Chair succession process;
– Workforce Engagement Director’s updates
– the Board review and potential changes to the Governance
– Annual Governance Meeting
– Annual General Meeting
– Employee survey reports
– Briefings during Annual Strategy meetings
– The Annual Budget and Business planning process and
– Corporate governance and regulatory development updates
During the year, the Board received and considered
independent research into stakeholder perceptions of
GSK’s corporate reputation and views on its approach to
ESG issues.
Shareholder engagement
The Board seeks to directly engage with private retail and
institutional shareholders in several ways. This includes regular
communications, the Annual General Meeting, our Annual
Governance Meeting, as well as the work of our Investor
Relations team and the Company Secretary.
During the year, after publication of our quarterly results,
the CEO, Emma Walmsley, and CFO, Iain Mackay, give
presentations to institutional investors, analysts and the media
by webcast teleconference. These presentations are made
available on GSK.com.
architecture.
He also provided an update on behalf of the Workforce
Engagement Director who was unable to attend.
Urs Rohner, our Remuneration Committee Chair, also took
the opportunity to discuss progress with the Remuneration
Committee’s review of executive remuneration ahead of the
Remuneration policy vote at our Annual General Meeting in
May 2020. Judy Lewent, our Audit & Risk Committee Chair,
Lynn Elsenhans, our Corporate Responsibility Committee Chair,
and Dr Jesse Goodman, who chairs our Science Committee,
also provided overviews of the work of their respective
Committees during the year.
The Annual Governance Meeting was well received and a
number of thoughtful and incisive questions were asked of the
Board members present on GSK’s R&D capabilities, strategy
and the plans for separation of the Group. Listening to the views
of our shareholders and receiving their feedback provided
additional direct insights that were then shared with the rest of
the Board at its next meeting.
GSK Annual Report 2019 85
Investor informationFinancial statementsStrategic reportGovernance and remuneration Responsible leadership continued
Annual General Meeting
All shareholders are invited to attend our Annual General
Meeting. which will be held in May 2020 at the Sofitel London
Heathrow Hotel. See further details on page 291.
Our 2019 Annual General Meeting had a good level of
attendance and engagement from shareholders, which provided
helpful insights to the Board on issues concerning them.
All our proposed resolutions were approved by shareholders.
The level of support ranged from 88% to 99%. The full voting
outcomes are available on GSK.com. Our Annual General
Meeting provides an opportunity for all shareholders to put
questions to our Board and the Chairs of each of our Board
Committees during the formal proceedings, while providing
shareholders with the chance to meet informally with our
Directors who make themselves available before the meeting.
Workforce engagement
We described on page 90 of last year’s Annual Report why
the Board had chosen to designate Dr Vivienne Cox as our
Workforce Engagement Director to gather the views of our
people. The Board believed this would provide the most direct
and effective form of engagement for GSK. Vivienne is pleased
to share below views on her inaugural year in the role.
The Board also takes the opportunity to engage with
employees directly via receptions held around Board meetings.
Our Non-Executive Directors also attend internal meetings and
visit Group sites and report back on their findings.
Workforce Engagement Director
It is a year since the Board appointed me to this role. I have
learned a great deal from the rich dialogue that I have enjoyed
in meeting with a variety of our enthusiastic and dedicated
employees.
We were careful to ensure that I could engage with a diverse
cross-section of the workforce in terms of seniority, gender,
ethnicity, tenure of employment and job types. I am pleased
that each meeting generated wide-ranging exchanges
of opinion and insights.
I started with a comprehensive briefing on the Group from
the Head of Human Resources perspective. I then agreed to
make visits to employees who work at each of our principal
businesses. This has allowed me to gain an understanding of
our workforce’s views and attitudes on a range of meaningful
issues, such as our IPT priorities, the culture shift underway
in the organisation, our ways of working, our employee
surveys and One80 manager feedback accountability,
our approaches to Global health and the Modern employer
agenda and also importantly to the eventual separation of the
Group to create two new companies.
I am grateful to be assisted by the Head of Human Resources
and the Company Secretary in devising a programme which
consisted of visits to three key GSK sites which have given
me exposure across the Group in countries where the
company has a significant presence:
– R&D – Upper Providence in Pennsylvania, USA, one
of GSK’s major pharmaceutical R&D hubs;
– Vaccines – Wavre, Belgium; and
– Consumer Healthcare – Warren site in New Jersey, where
I met with cross sections of the new workforce (including
former Pfizer employees) in the new Joint Venture business.
The local management who welcomed me at these sites, did
a great job of introducing me to members of the workforce,
explained the nature of the sites’ operations and enabled
me to hold direct, open and honest conversations. Meetings
were held without management present, both individually
and in group settings, to gain insights into the workforce
experiences, concerns and perspectives. This was done
partly through the use of ‘Let’s Talk’ – a GSK initiative whose
use is discussed on page 35 of the Annual Report – it
encourages the workforce to talk and share different points
of view in an informal setting.
I have also been pleased to have briefings from HR on the
data collected from GSK’s employee surveys to understand
the feedback they generate against different businesses and
employee groupings. This provides helpful insights and is
used as an input to determine which locations I visit whether
in person or virtually.
There is a standing item on the Board agenda for me to share
feedback on the substance of my workforce engagements.
The Board uses my reports and those from other Non
Executive Directors’ visits to GSK sites to measure the
progress on the company’s Modern employer agenda which
focuses on Inclusion and diversity, Employee health and
wellbeing and development. During my visits I have noted a
clear and consistent support for the Group’s strategy and IPT
priorities and the commitment to employees to ‘Be You, Feel
Good and Keep Growing’.
As we work to separate the Group, I will be working to
provide a voice for the workforce as an important input for the
Board. I am looking forward to developing my role further
utilising technology via virtual meetings and using other
employee forums to explore their perspectives. I am planning
to undertake one event each quarter, which where possible,
will align with Board visits or be held virtually. I look forward
to reporting progress to you next year.
Finally, I have also enlisted input and feedback from my fellow
Non-Executive Directors who are also active in visiting GSK
sites and meeting employees, so that we can continue to
build a more holistic view of perspectives and sentiment of
our workforce across the Group.
Dr Vivienne Cox
Non-Executive Director
86 GSK Annual Report 2019
Responsible leadership continued
This table sets out a list of principal decisions taken by either the Board or its Committees during 2019 and the regard to
stakeholder interests and impacts.
Decisions
Sales force incentive (SFI)
programme
Business development
and collaborations
ESG Insights
How Board/Committee has had
regard to stakeholder interests
The Audit & Risk Committee considered
and recommended to the Board changes
to our SFI programme in certain countries
to reflect the growing shift in GSK’s
portfolio to certain innovative Specialty
Care products, including oncology.
In particular, it examined the value of these
changes as a means of:
– attracting and retaining the best sales
force talent;
– enhancing the quality of our dialogue
with healthcare professionals (HCP);
and
– helping the company to better serve
patients.
The Committee also stipulated the
implementation of robust governance
arrangements to underpin these changes
that uphold our ethical and values-led
approach to HCP engagement.
The Science Committee and the
Board has reviewed several business
development deals and collaborations
during the year. These have included the
collaborations with Lyell Immunopharma
and The University of California, to help
GSK obtain competitive advantage, by
adding pipeline optionality and enabling us
to gain access to key technologies.
These arrangements were considered in
the context of their promise to help GSK
deliver transformational medicines to
patients and the capabilities and talent
being made available to the company.
The Corporate Responsibility Committee
received and considered a perception
study with investors specifically interested
in the ESG aspects of our activities, to
better understand the rapid rise in interest
by investors in this area and their chief
concerns.
The Committee noted and discussed
investors’ desire to see sustained delivery
of our Trust commitments and increased
reporting aligned to both the Sustainability
Accounting Standards Board (SASB) and
the Taskforce on Climate-related Financial
Disclosures (TCFD).
Stakeholder groups
and other section 172
duties considered
Stakeholders: HCPs and
medical experts, employees,
investors, governments and
regulators, patients and
consumers
Other s172 duties:
Long-term results, our
workforce, business
relationships and reputation
Principal decision made by
the Board and Board Committees
The Committee recommended the
implementation of these limited SFI
programme changes to the Board for
approval.
To safeguard key stakeholder interests, the
new SFI programme is being implemented in
controlled phases across markets. A review
of the robustness of the programme’s
governance arrangements will be presented
to the Committee later in the year.
Further details are available on page 97.
Stakeholders: Patients and
consumers, employees and
investors
The Science Committee recommended these
collaborations from a scientific perspective
prior to the Board approving them.
Other s172 duties:
Long-term results, the
workforce and our business
relationships
Stakeholders:
Investors, governments
and regulators, non-
governmental organisations
and multilateral organisations
Other s172 duties:
Long-term results, our
business relationships,
the community and our
environment and reputation
The Committee decided to include SASB
disclosures in the company’s 2019 ESG
Performance Summary available on
GSK.com, and make its first voluntary
TCFD disclosure in the Annual Report
(see page 46).
The Committee raised with the Remuneration
Committee Chair and the Remuneration
Committee the increasing importance of
demonstrating the link between ESG
performance and our remuneration outcomes
for Executive Directors and the CET. The
Remuneration Committee noted the
importance of stressing the link between
ESG and the delivery of GSK’s bonus
awards for the Executive Directors. It was
agreed that, in devising the new remuneration
arrangements for the two businesses post
separation, it would look more holistically at
how it could highlight further and incentivise
the importance of ESG to the success of the
business and to minimise its impact on the
environment.
GSK Annual Report 2019 87
Investor informationFinancial statementsStrategic reportGovernance and remuneration Responsible leadership continued
Decisions
Board governance and
architecture
Remuneration policy
review
How Board/Committee has had
regard to stakeholder interests
Stakeholder groups and other
section 172 duties considered
Principal decision made by
the Board and Board Committees
The Board engaged No 4 to undertake an
external evaluation that included a review
of our governance and Board architecture.
Stakeholders: Employees,
investors, patients and
consumers
Other s172 duties:
Long-term results and
reputation
Stakeholders: Employees,
investors, governments and
regulators, and proxy
advisers
Other s172 duties:
Long-term results, our
workforce and reputation
Prior to developing the new 2020
Remuneration policy (the new policy),
on behalf of the Remuneration Committee,
the Chair met with the Head of Human
Resources and the HR leads for each
area of the business to hear their views on
remuneration arrangements at GSK and
consider further executive and wider
workforce pay alignment opportunities.
The Chair consulted with investors and
proxy advisers on the new policy proposals
and the Committee then following the
engagement, carefully considered the
feedback before finalising the design of
the new policy.
The Board agreed changes to its governance
and architecture to improve further Board
effectiveness and support management to
be as effective and efficient as possible in
delivering the transformation of the
Pharmaceuticals and Vaccines business and
the separation of the Consumer Healthcare
business.
Further details are available on pages 76
to 78.
The Committee approved the new policy,
which is subject to a binding shareholder vote
at our 2020 Annual General Meeting and
includes measures to align our Executive
Directors’ pension arrangements with those
of the wider workforce. This has been a
specific area of focus for investors and
proxy advisers.
Further details are available on pages 116
to 118.
88 GSK Annual Report 2019
Responsible leadership continued
2019 Board programme
The Board is responsible for the long-term success of the company and has the authority, and is accountable to shareholders, for
ensuring that the Group is appropriately managed and achieves the strategic objectives it sets. In the performance of these duties,
it has regard to the interests of GSK’s key stakeholders and the potential impact of the decisions it makes on all stakeholders. The
Board discharges those responsibilities through an annual programme of meetings and during the year it focused on a number of
specific areas outlined in the table, in line with its long-term IPT priorities underpinned by a continuing shift in culture. In addition,
during the year the CEO met with Non-Executive Directors to discuss various matters, including the progress on the company’s
strategy, succession planning and continuing regulatory investigations.
Areas of focus
Strategy
The Board’s oversight of the execution of our strategy included:
– Receiving and discussing reports from our three principal businesses: Pharmaceuticals, Vaccines and Consumer
Healthcare
– Holding joint Board and CET strategy day to discuss IPT priorities against external landscape changes, business
performance, competitors and governance arrangements
– Receiving the CEO, CFO and CSO quarterly reports
Performance
The Board’s focus on performance included:
– Evaluating the CEO’s 2018 performance and setting her 2019 objectives
– Setting, reviewing and agreeing the annual budget & plan and forward looking three year forecast
– 2019 annual talent & succession plan
– Scrutinising the Group’s financial performance
– Reviewing the quarterly financial results, dividend proposal, earnings guidance, investor materials and results
announcements
– Confirmation of the Viability statement and going concern
– Approval of the statutory accounts
Governance
The Board’s approach to discharging its corporate governance duties included:
– Receiving reports from Board Committees
– Receiving reports from the External Auditor
– Chairman succession & appointment of the new Chairman
– Approving the 2018 Annual Report and Form 20-F
– Reviewing Annual General Meeting preparation and approving the 2019 Notice of the Annual General Meeting
– Calling a General Meeting to approve the Joint Venture with Pfizer Inc., and overseeing the execution of the deal
– Receiving reports on corporate governance and regulatory developments and receiving the Secretary’s report
– Considering observations and agreeing actions from the evaluation of the Board’s performance
– Annual setting of the Board’s priorities
– Approval of the Modern slavery statement
– Approval of the Gender pay gap disclosure
– Receiving the Annual quality update
– Receiving cultural transformation updates
Cultural
transformation
Engagement
The Board’s regard for stakeholder impacts included:
– Reviewing the Board governance architecture
– Receiving updates from the Workforce Engagement Director
– Reviewing employee survey results updates
– Corporate reputation research review
– Investor perception research review
Link to long-term priorities Innovation
I
Performance P Trust T Culture C
Long-term priorities link
I
I
I
I
I
I
I
P T C
P T C
P T C
P T C
P T
P T C
P T
P T
P T
P T
T
P T
P T
T
T
T
T
P T
P T C
T
T
T C
I
P T C
I
I
I
I
I
P T C
P T C
P T C
P T C
P T C
GSK Annual Report 2019 89
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Division of responsibilities
Corporate governance framework
The corporate governance framework in operation during 2019, which was established by the Board, is set out below. It was
designed to clearly define responsibilities and accountabilities. The framework is designed to safeguard and enhance long-term
shareholder value and to provide a platform to realise the Group’s strategy through GSK’s long-term priorities of IPT, that is
consistent with its culture, values and expectations. Our internal control and risk management arrangements, described on pages
105 to 106 and 43 to 48, are an integral part of our governance framework.
Following the 2019 Board review, GSK’s Board governance and architecture were reviewed and enhanced further. A summary
of the changes to be introduced following the review, is provided in the Chairman’s statement on pages 76 and 77.
Board
Chief
Executive
Officer
Corporate
Executive
Team
Nominations
Committee
Audit & Risk
Committee
Remuneration
Committee
Science
Committee
Corporate
Responsibility
Committee
Read more
on page 92
Read more
on page 96
Read more
on page 115
Read more
on page 107
Read more
on page 109
See GSK.com for terms of reference for each Board Committee.
Scheduled Board and Committee attendance during 2019
Total number of scheduled meetings
Members
Sir Jonathan Symonds
Emma Walmsley
Iain Mackay
Dr Hal Barron
Vindi Banga
Dr Vivienne Cox
Lynn Elsenhans
Dr Laurie Glimcher
Dr Jesse Goodman
Judy Lewent
Urs Rohner
Sir Philip Hampton
Retired on 31 August 2019
Simon Dingemans
Retired on 8 May 2019
Number of ad-hoc meetings
Board
Nominations
Audit & Risk
Remuneration
Science
Corporate
Responsibility
6
Attended
2 (2)
6
Attended
2 (2)
6
5
3
4
Attended
Attended
Attended
Attended
6
6
6
6
6
6
6
6
6
6
4 (4)
3 (3)
15
6
6
6
1
6
6
6
6
6
5
5
5
5
6
4
4
4
2
3
3
3
2
For Directors who served for part of the year, the numbers in brackets denote the number of meetings the Directors were eligible to attend.
See the Committee reports for other attendees at Committee meetings, such as the Chairman, CEO and other Executive Directors, and the work of the Committees
during the year. These reports are included later in the Corporate Governance report.
90 GSK Annual Report 2019
Division of responsibilities continued
Clear division of Board roles and responsibilities
Leadership
Independent oversight and rigorous challenge
Chairman
Jonathan Symonds
– Leads and manages the business of the Board
– Provides direction and focus
– Ensures clear structure for effective operation of the
Board and its Committees
– Sets Board agenda and ensures sufficient time is
allocated to promote effective debate to support sound
decision making
– Ensures the Board receives accurate, timely and clear
information
– Meets with each Non-Executive Director on an annual
basis to discuss individual contributions and
performance, together with training and development
needs
– Shares peer feedback that is provided as part of the
Board evaluation process
– Meets regularly with all the Non-Executive Directors
independently of the Executive Directors
– Maintains a dialogue with shareholders on the
governance of the company.
The Chairman’s role description is available on GSK.com
Chief Executive Officer
Emma Walmsley
– Responsible for the management of the Group and its
three businesses
– Develops the Group’s strategic direction for
consideration and approval by the Board
– Implements the agreed strategy
– Is supported by members of the CET
– Maintains a continual and active dialogue with
shareholders in respect of the company’s performance.
The Chief Executive Officer’s role description is available on GSK.com
Non-Executive Directors
– Provide a strong independent element to the Board
– Constructively support and challenge management
and scrutinise their performance in meeting agreed
deliverables
– Shape proposals on strategy and offer specialist advice
to management
– Each has a letter of appointment setting out the terms
and conditions of their directorship
– Devote such time as is necessary to the proper
performance of their duties
– Are expected to attend all meetings as required.
Independence statement
The Board considers all of its Non-Executive Directors
who are identified on pages 79 to 81 to be independent
after being assessed against the circumstances set out
in Provision 10 of the 2018 Code. The review and
explanation of the continuing independence and
commitment of Judy Lewent, who will after 1 April 2020
have served on the Board for over nine years, is
described on page 77.
Senior Independent Director
Vindi Banga
– Acts as a sounding board for the Chairman and a trusted
intermediary for other Directors
– Together with the Non-Executive Directors, leads the
annual review of the Chairman’s performance, taking
into account views of the Executive Directors
– Discusses the results of the Chairman’s effectiveness
review with the Chairman
– Leads the search and appointment process and makes
the recommendation to the Board for a new Chairman
– Acts as an additional point of contact for shareholders,
maintains an understanding of the issues and concerns
of major shareholders through briefings from the
Company Secretary and Investor Relations.
The Senior Independent Non-Executive Director’s role description is
available on GSK.com
Company Secretary
Victoria Whyte
– Secretary to the Board and all Board Committees
– Supports the Board and Committee Chairs in annual agenda planning
– Ensures information is made available to Board members in a timely fashion
– Supports the Chairman in designing and delivering Board inductions
– Coordinates continuing business awareness and training requirements for the Non-Executive Directors
– Undertakes internal Board and Committee evaluations at the request of the Chairman
– Advises the Directors on Board practice and procedures, and corporate governance matters
– Chairs the Group’s Disclosure Committee
– Operates a Board-approved appointments policy that reflects the Board and external appointment
requirements of the 2018 Code
– Is a point of contact for shareholders on all corporate governance matters.
GSK Annual Report 2019 91
Investor informationFinancial statementsStrategic reportGovernance and remuneration Composition, succession and evaluation
Nominations Committee report
Jonathan Symonds
Nominations Committee Chair
Role
The Committee reviews and recommends to the Board:
– the structure, size and composition of the Board and
the appointment of Directors and Committee members
– succession to the Board and the CET.
Membership
Committee members
Sir Jonathan Symonds –
Chair from 1 September 2019
Vindi Banga
Lynn Elsenhans
Judy Lewent
Urs Rohner
Philip Hampton
(Former Committee Chair)
Committee member since
1 September 2019
1 January 2016
27 January 2015
8 May 2014
1 January 2017
27 January 2015 until
31 August 2019
Details of the Committee members’ skills and experience are given
in their biographies under ‘Our Board’ on pages 79 to 81. See page
90 for Committee member attendance levels.
The Company Secretary is Secretary to the Committee
and attends all meetings. Other attendees at Committee
meetings may include:
Attendees
Chief Executive Officer
Head of Human Resources
Appropriate external advisers
Attends as
required
Regular
attendee
✓
✓
✓
Advisory services
During the year, Egon Zehnder and Korn Ferry provided
recruitment consultancy services to the Committee, in
addition to recruitment and HR services which they
provide to the company. Egon Zehnder provides executive
coaching services to certain Directors. The Committee
supports the engagement of executive search firms, such
as Egon Zehnder and Korn Ferry, who have signed up to
the Voluntary Code of Conduct on gender diversity and
best practice. Egon Zehnder and Korn Ferry, with a
number of other executive search firms, received
accreditation in 2019 under the Enhanced Code of
Conduct, for meeting exacting performance criteria and
best practice standards in gender-balanced selection for
FTSE 350 boards.
I am pleased to present my first report as Nominations
Committee Chair.
During the year, the focus of the Committee was on Chairman
succession. Our SID, Vindi Banga led the process that resulted
in my appointment and his report on this process is outlined on
page 94. I will comment on the other work of the Committee this
year.
Board changes
Since I joined the Board, the Committee has focused on the
search for Judy Lewent’s successor as Chair of the Audit & Risk
Committee. We have made good progress and look forward
to reporting the conclusion of our search in due course.
The Committee appointed Egon Zehnder and Korn Ferry to
assist with this appointment. Broad selection criteria were used
focusing on potential candidates with the following
characteristics:
– someone ideally from the pharmaceuticals industry;
– a strong preference for a former CFO and/or candidates
with audit committee experience to broaden the diversity
of the talent pool being sought; and
– ideally, a qualified accountant.
The Committee also considered the ideal transition for this
important role and was very pleased when Judy Lewent agreed
to remain in post for a further year, despite her nine years of
service, before stepping down from the Board at the 2021
Annual General Meeting. This will help facilitate a smooth
transition, especially given the recent change of CFO and
auditor and the work underway to transform and separate the
Group. The Committee was mindful that the 2018 Code
indicated that Non-Executive Directors should not serve for
more than nine years. However, after engagement with
shareholders, it recommended to the Board this was the most
appropriate way to proceed in the long-term interest of
shareholders. The Board confirmed that, despite her nine years’
service, Judy continues to demonstrate the characteristics of
independence in carrying out her role on the Board.
Iain Mackay started his role of Chief Financial Officer from
1 April 2019 after being appointed to the Board in August 2018.
He joined the Board on 14 January 2019 and was elected at the
Annual General Meeting on 8 May 2019. Simon Dingemans
retired from the company following the same Annual General
Meeting, following eight years of service as Chief Financial
Officer. The process the Committee followed for Iain Mackay’s
recruitment was described in last year’s report.
92 GSK Annual Report 2019
Composition, succession and evaluation continued
Nominations Committee report continued
CET succession
During the year, the Committee reviewed the following
internal senior executive appointments to the CET on the
recommendation of the CEO.
Progress towards our female ‘Board representation’ and
‘Combined Executive Committee and Direct Reports’ targets
of at least 33% by 2020 was published in the FTSE Women
Leaders 2019 report, which is reproduced below:
– Diana Conrad was appointed SVP, Human Resources in
April 2019, succeeding Claire Thomas who had performed
the role for over 10 years.
– Sally Jackson was appointed to the expanded role of Senior
Vice President, Global Communications and CEO Office
and joined the CET in March 2019.
– Deborah Waterhouse, CEO of ViiV Healthcare, joined the
CET in January 2020.
Board composition, tenure and diversity
The Board has sought to balance its composition and tenure,
and that of its Committees and to refresh them progressively
over time so that they can benefit from the experience of longer
serving Directors, and the fresh external perspectives and
insights from newer appointees.
Non-Executive Directors are drawn from a wide range of
industries and backgrounds, including the pharmaceuticals
industry and R&D, vaccines, consumer products and
healthcare, medical research and academia, and insurance and
financial services, and have a wealth of experience of complex
organisations with global reach. Many of our Board members
have experience of long-cycle industries, which is of great
assistance in understanding the industry in which we operate.
We are committed to the diversity of our Boardroom just as
GSK is committed to equal opportunities for all our employees
and in the wider workforce at all levels of the organisation.
The Board and management seek to encourage a diverse
and inclusive culture throughout GSK.
A key requirement of an effective Board is that it comprises
a range and balance of skills, experience, knowledge, ethnicity,
gender, social-economic backgrounds and independence, with
individuals who are prepared to challenge each other and work
as an effective team. This needs to be backed by a diversity
of personal attributes, including character, intellect, sound
judgement, honesty and courage.
In support of promoting the long term success of the company,
the Committee is responsible for developing measurable
objectives to assist the implementation of the Board’s diversity
policy, including gender and ethnic diversity, and monitoring
progress towards the achievement of these objectives. Our
diversity policy is in line with the measurable targets set out
in the:
– Hampton-Alexander Review to increase the number of
women in senior leadership positions in all FTSE 350
companies; and
– Parker Review Commission’s report ‘Beyond One by ‘21’
to increase the ethnic diversity of appointments to the boards
of FTSE 100 companies.
2019 Report Female
Representation Metrics
Female Representation as at 30 June 2019
Board
(2018)
Combined
(2018)
2020 FTSE 100 target 33.0%
GSK
FTSE 100
average
highest
45.5%
32.4%
50.0%
(45.5%)
(30.2%)
(50.0%)
33.0%
38.1%
28.6%
61.3%
(32.5%)
(27.0%)
(47.0%)
As at the date of this Report we have 45.5% women on
our Board (2018 – 41.7%) and 33.3% women on our CET
(2018 – 21%).
Closing this gap between the Board and CET gender
representation and further increasing the pipeline of female
direct reports to the CET to achieve our 2020 target, was a
particular area of attention. We are pleased that good progress
has been made, such that at this stage we have exceeded our
2020 target on ‘Combined Executive Committee and Direct
Reports’. The representation of women in management
positions at GSK is illustrated on page 36, as part of the
gender diversity of GSK’s global workforce.
We are also pleased to report that we are in line with the Parker
Report’s recommendation.
The Committee met with all Non-Executive Directors present
to receive and consider the succession plans for management
and the Executive Directors to ensure a diverse pipeline of
potential successors was available. The Committee also
regularly reviews succession planning for Non-Executive
members of the Board.
Committee evaluation
The Committee’s annual evaluation exercise was externally
facilitated by No 4, who interviewed Committee members on my
behalf. It was concluded that the Committee continued to
operate effectively.
It was agreed that the Committee’s role should be expanded
to encompass Corporate Governance matters, therefore freeing
more time at the Board. The Committee will therefore be
renamed the Nominations & Corporate Governance Committee.
In addition, all Non-Executive Directors will be invited to
participate in meetings of the Committee when it considers
succession and talent.
Sir Jonathan Symonds
Nominations Committee Chair
3 March 2020
GSK Annual Report 2019 93
Investor informationFinancial statementsStrategic reportGovernance and remuneration Composition, succession and evaluation continued
Chairman succession report
Chairman succession
At the beginning of 2019, we announced that Sir Philip
Hampton had informed the Board of his intention to step
down as Chairman but would continue in his role until a new
Chairman was selected and joined the Board. This was a
good time for a transition as the company was delivering
improved operating performance and had developed a clear
new strategy for the next few years.
The selection process was led by myself as the Board’s SID.
The Nominations Committee was expanded to comprise all
Non-Executive Directors and supported by the Head of
Human Resources and the Company Secretary. In addition,
I sought input from the CEO, Emma Walmsley during the
process, as appropriate.
The Committee began by developing and agreeing a job
specification for the role of Chairman which included the
skillset, experience and key leadership characteristics
required to lead the GSK Board through the next stage for
the company. We engaged Egon Zehnder and Korn Ferry,
both of whom specialise in the recruitment of high calibre
Chairs and Board Directors. Using both firms ensured that
the process would be a truly global search and embrace as
broad a talent pool as possible. Their work was validated from
time-to-time to ensure that there were no gaps in the search
process and that the committee was receiving the best
possible market advice for this key appointment.
The job specification emphasised that the new Chairman
would lead the Board through the Company’s next phase of
development which would involve:
– continuing to drive GSK’s strategy of building a sustainably
growing Pharmaceuticals and Vaccines business by
strengthening R&D delivery and the pipeline; consolidating
the Tesaro acquisition; and undertaking further business
development;
– successfully integrating the Pfizer Consumer Healthcare
business into the GSK Consumer business; whilst
completing the divestment of Horlicks in India. This would
thereby prepare the company for the creation of two
separate listed entities, with separate governance
structures for Pharmaceuticals, Vaccines and Consumer
Healthcare;
– whilst continuing to improve the company’s operating
performance;
– it was envisaged that the Chair would remain with the GSK
Pharmaceutical & Vaccine company to provide appropriate
stability and continuity. This was subject to performance
and to be ratified by the Board at the appropriate time.
The following key personal attributes were identified in the job
specification:
– proven, respected Chair or a senior executive with
considerable non-executive director (such as a Senior
Independent or Lead Independent Director) experience in
businesses of scale and complexity;
– experience of the UK capital markets with an appreciation
of US and other international shareholders;
– good understanding of UK corporate governance;
– experience of businesses with significant portfolio change
including mergers, acquisitions and divestments;
– experience with global scale and international markets;
– life sciences experience was preferable, but not mandatory;
– experience of a regulated industry;
– reputation, stature and authority to command respect both
externally and internally.
Whilst deciding the job specification described above, I also
engaged with several shareholders and advisers and secured
their input and advice.
The pool of suitable candidates began with a long list; after
due consideration this was reduced to a short-list. Briefing
reports on the shortlisted candidates were reviewed, after
which the candidates met with myself and other Board
members.
This process resulted in the Nominations Committee
believing that Jonathan Symonds was the most suitable
candidate to be GSK’s next Chairman. On 23 July 2019, in
accordance with the Nominations Committee’s terms of
reference and good governance, I chaired a meeting that
recommended Jon’s appointment as a Non-Executive
Director and the next Chairman. I also chaired a Board
meeting on the same day (with Sir Philip being recused) at
which this recommendation was approved unanimously. On
24 July 2019, I was pleased to announce that Jon would join
the Board as Non-Executive Chairman with effect from 1
September 2019. Sir Philip stepped down from the Board
with effect from 31 August 2019.
Jon met the independence requirements set out in the 2018
Code on appointment. As required by the Board-approved
external appointments policy, his significant existing
commitments, with an indication of time involvement, were
disclosed and taken into consideration prior to his
appointment. The Board noted in particular that Jon would
step down from his role as Deputy Chair and Director of
HSBC on 18 February 2020.
The Board was pleased to welcome Jon, who has exceptional
experience in life sciences, and in the financial management
and governance of complex, regulated global companies.
Throughout his career Jon has demonstrated a passion for
science and is known for his integrity and professionalism.
Vindi Banga
Senior Independent Director
94 GSK Annual Report 2019
Composition, succession and evaluation continued
External evaluation of the Board
Details of the 2019 independent external evaluation of the Board conducted by No 4 are set out on page 78.
Progress on 2018 Board evaluation
Progress against the conclusions of the 2018 Board evaluation review is set out below.
Areas of focus for 2018
Progress/Achievements
Succession planning for the Board
The SID was running the search process for the next Chairman supported
by a global executive search firm. Attendance at the Nominations Committee
for this process was expanded to include all Non-Executive Directors.
The Nominations Committee has also been progressing the search for
a successor for Judy Lewent, the Chair of the Audit & Risk Committee.
The comprehensive process led by the SID resulting in the appointment
of Jonathan Symonds is described by the SID on page 94.
The Nominations Committee has also focused on the search for Judy
Lewent’s successor. Good progress has been made to date. Details are
given on page 77.
Oversight of R&D and pipeline revival and key business development
transactions, and the proposed Consumer Healthcare joint venture
with Pfizer
The Board would continue to monitor the performance of R&D, the pipeline
and the integration and operation of the key business development
transactions including: Tesaro, 23andMe, Merck KGaA, Darmstadt,
Germany. It would also be reviewing and overseeing arrangements for the
proposed Consumer Healthcare joint venture with Pfizer.
Building Board relationships and culture in line with the CEO’s culture
work across the Group
Continuing the evolution of the Board’s culture and building relationships
as the membership changed, was an important area of focus especially with
the impending Chairman succession.
Further enhancing the Board’s decision-making and ways of working
The Board and its Committees have monitored and overseen the successful
integration and operation of the recent transactions.
The Board was also pleased to oversee the early completion of the Consumer
Healthcare joint venture with Pfizer. It will continue to monitor management’s
progress in integrating and growing the business.
The good progress being made in evolving the Board’s culture is noted
in the 2019 Board review undertaken by No 4. See page 78.
Opportunities to further enhance the Board’s decision-making and ways of
working would continue to be considered to ensure that the Board can
operate as effectively as possible.
The implementation of agreed enhancements to the ways of working and
governance architecture of the Board and its Committees are described by
the Chairman in his Governance statement on pages 76 and 77.
GSK Annual Report 2019 95
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Audit, risk and internal control
Audit & Risk Committee report
In the following pages of this report we aim to share insights into
the activities undertaken or overseen by the Committee during
the year. The Committee has worked largely to a recurring and
structured programme of activities. I devise this programme with
the Company Secretary and agree its content with management
and the external auditors at the start of each year. It is then
adapted as appropriate as the year progresses.
Financial reporting
The integrity of the financial statements, including the Annual
Report and quarterly results announcements, is a key focus for
the Committee. This includes the Committee’s assessment of
the effectiveness of the internal controls over financial reporting.
The Committee reviewed, at least quarterly, the company’s
significant accounting matters, including contingent
consideration liabilities, revenue recognition and accruals
for returns and rebates, restructuring, tax and accounting for
significant transactions, as well as the impact of changes to
accounting standards.
The Committee’s position has always been to aim for clear and
transparent financial disclosure in GSK’s financial reporting and
to support a proactive approach that is in step with or ahead of
guidance and requirements from regulators. In line with prior
years, the Committee continued to review compliance with the
latest guidance.
The Committee and the auditor discuss the significant issues
in relation to the financial statements that the Committee
considers periodically through the year and areas of particular
audit focus and the outcomes of these overlapping areas of
attention are disclosed separately on pages 154 and 165 of
the Annual Report.
Audit reform and our external auditors
Reviews of the external audit industry have acknowledged that
a diversity of stakeholders make use of a company’s audited
accounts and statements and that poor quality audits can have
significant negative repercussions upon the economy and
society as a whole (albeit that an auditor’s responsibility in law
is only to shareholders as a whole). Associated reform of the
external audit market is therefore an area of regulatory
development that the Committee is monitoring closely.
Another key activity of the Committee is to monitor the
performance of Deloitte. 2019 was the second year Deloitte
served as GSK’s external auditor. There was an extensive
change management process, including a formal handover
and observation of the previous auditor before Deloitte took
over. An ‘After Action Review’ of Deloitte’s first audit was
completed, as part of which approximately 120 key members
of management were interviewed to gather feedback with
respect to Deloitte’s first audit.
Judy Lewent
Audit & Risk Committee Chair
Role
The Committee reviews and is responsible for:
– financial and internal reporting processes
– the integrity of the financial statements, including the
Annual Report and quarterly results announcements
– the system of internal controls
– identification and management of risks and external
and internal audit processes and
– initiating audit tenders, the selection and appointment
of the external auditor, setting their remuneration and
exercising oversight of their work.
Membership
Committee members
Judy Lewent –
Chair from 1 January 2013
Vindi Banga
Lynn Elsenhans
Dr Laurie Glimcher
Committee member since
1 April 2011
1 January 2016
1 January 2014
1 September 2017
Details of the Committee members’ financial, accounting or scientific
experience and expertise are given in their biographies under ‘Our
Board’ on pages 79 and 81. See page 90 for Committee member
attendance levels.
The Company Secretary is Secretary to the Committee
and attends all meetings. The entire Board is invited to
attend the Committee meetings and other attendees
include:
Attendee
General Counsel
Group Financial Controller
Head of Audit & Assurance
Head of Global Ethics and Compliance
Chief Medical Officer
Chief Product Quality Officer
External auditor
Attends as
required
Regular
attendee
✓
✓
✓
✓
✓
✓
✓
In accordance with the FRC’s 2018 Code, the Board has
determined that Judy Lewent has recent and relevant
financial experience. The Board has also agreed that she has
the appropriate qualifications and background to be an audit
committee financial expert as defined by the Sarbanes-Oxley
Act of 2002, and has determined that she is independent
within the meaning of the Securities Exchange Act of 1934,
as amended.
The Committee has, as a whole, competence relevant to
the sector in which the company operates.
96 GSK Annual Report 2019
Audit, risk and internal control continued
Audit & Risk Committee report continued
Learnings and efficiencies identified in the After Action Review
were incorporated into the 2019 Audit Plan. Objectives for the
2019 audit were set, agreed and continue to be monitored by
the Committee. Further information on the effectiveness of this
year’s audit process is given on page 102.
The Committee discussed with Deloitte examples of how
the use of analytical tools and insights have supported and
improved the efficiency and effectiveness of its audit work.
Business development transactions
Oversight of the Tesaro transaction and the Consumer
Healthcare JV with Pfizer has been a key priority for the
Committee, given the importance of the success of these
transactions to accelerate the Group’s strategy and reshape
our business. The Committee has received regular reports on
the integration and management of Tesaro. This has included
reviewing the R&D risks of the deal itself, and monitoring the
known operational, compliance and reputational risks, and
he associated mitigation plans. The integration across the
commercial and medical functions progressed well and was
completed with effect from 1 January 2020.
The Committee also exercised responsibility for monitoring
and overseeing the Consumer joint venture’s risk management
and post day one due diligence. Because the JV operates in
an extremely competitive and changing environment, the
Committee has focused on the management of three enterprise
risks that are relevant to the delivery of the joint venture’s
strategic priorities: commercial practices, supply chain
continuity and portfolio ingredient risk.
HCP and SFI changes
The Committee has devoted significant time during the year to
reviewing the design and governance arrangements that formed
part of the HCP engagement policy and the SFI programme
changes. The move to the promotion of Speciality medicines,
underpinned by the HCP and SFI changes, has been well
executed and received positively both externally and internally.
However, this presents an increased risk for potential unethical
behaviour which is to be comprehensively controlled and
mitigated.
At the end of 2019, the Committee received a presentation on
the results from an HCP engagement theme review, conducted
by Global Ethics and Compliance (GEC) and Independent
Business Monitoring (IBM) across 13 markets, covering one
third of eligible markets. The review had identified several
process learnings which are being embedded across all the
markets that are covered by the HCP engagement programme.
The Committee considered in detail the rationale around
the limited changes to the SFI programme and the robust
governance arrangements underpinning them within the
context of GSK’s IPT priorities, before recommending the
implementation of these policy changes to the Board in May
2019. The new SFI policy is being implemented in controlled
phases across markets. The Committee received
a report in December 2019 on the outcome of IBM monitoring
of both the SFI activities and controls performed by GEC.
Managing change to the SFI programme has and will continue
to be a significant activity for the Committee, given the potential
associated risks. Therefore, GEC is committed to performing a
full IBM review of the SFI changes as they gain traction across
the markets during 2020 and will present their findings and
learnings to the Committee at the end of this year.
Fundamental to the success of the new SFI programme is
strong leadership to continue to drive a culture of Performance
with Trust, enforced with measured governance controls and
zero tolerance for abuse. The Committee regularly monitors
and reviews these internal controls and also held a deep-dive
session with the leaders of GSK’s principal businesses to
discuss their individual engagement, accountabilities and
views on balancing Performance and Trust priorities in their
own businesses.
Internal framework for control and risk management
developments
Our risk management framework is well embedded and
continually reviewed by the Committee. It enables the Board,
through the Committee, to identify, evaluate and manage
principal risks and is designed to support our Innovation,
Performance and Trust priorities and cultural transformation.
The framework provides for an effective hierarchy of Risk
Management and Compliance Boards (RMCBs) within each
of GSK’s businesses which promotes the ‘tone from the top’,
establishes the risk culture and oversees the effective cascade
and escalation of information regarding our internal controls.
Along with GSK’s values, expectations and Speak Up
processes, it ensures that the risks associated with our business
activities are actively and effectively agreed and mitigated and
provides reasonable assurance against material misstatement
or loss. GEC has conducted an annual confirmation exercise
to ensure that our risk management approach is consistent
across GSK and to reinforce leadership accountability.
During the year, the Committee considered GSK’s risks and
the strategies to address them. In doing so, it has drawn on
annual business unit risk and strategy papers and also
assurance update reports provided by Audit & Assurance (A&A)
for GSK’s most significant risks, with an annual internal control
and risk management effectiveness review from GEC.
GSK Annual Report 2019 97
Investor informationFinancial statementsStrategic reportGovernance and remuneration Audit, risk and internal control continued
Audit & Risk Committee report continued
Each principal risk is overseen by a CET member level risk
owner to ensure proportionate controls are in place, with clear
plans assigned to address any gaps. The Committee considers
both current and emerging risks as part of its oversight of
GSK’s risk management framework.
Emerging risks are defined as those which are visible to the
organisation on a three-year horizon. Emerging risk
assessments are performed as part of the remit of the RMCBs
at all levels of the organisation. Additionally, an annual analysis
of the Political, Economic, Social, Technological, Legal and
Environmental (PESTLE) trends from the external environment
is performed by the A&A team to identify emerging risk in
GSK’s known Enterprise risk areas. Each year, the CET and
Risk Oversight and Compliance Council (ROCC) conduct
a formal risk review to consider emerging risks and whether
sufficient information is available to support its inclusion in
GSK’s principal risks list.
This review is supported by extensive analysis of external trends
and insights, senior level interviews and recommendations from
GSK’s key risk intelligence groups and risk management
boards. Based on the 2019 review, the Committee agreed
with the CET recommendation to escalate Environmental
Sustainability as a standalone principal risk in 2020 given its
significance to GSK. This was previously managed as a
sub-risk of Environment, Health & Safety and Sustainability.
Other risks which will require further focus going forward
include transformation, pricing pressures and non-promotional
engagement.
Enterprise risk management enhancements: The Committee
has overseen the embedding by GEC of the new enterprise risk
management cycle:
– Enterprise risk plans have been completed for each of our
enterprise risks and have been communicated to the
businesses and functions for implementation. This has
provided greater clarity across the organisation on the nature
of our risks and what controls we expect to be in place;
– Businesses and functions have given assurance that they
have adopted these enterprise risk plans and only adapted
them with the approval of the enterprise risk owner, driving
consistency and better oversight;
– A requirement for CET confirmation has been introduced
across the Group in the most important risk areas reinforcing
leader accountability for risk management and measuring
how well the controls set out in the enterprise risk plans have
been implemented and any gaps have been addressed; and
– New enterprise risk reports for the ROCC have been
introduced with more focus on data and key risk indicators,
leading to better informed discussions on risk exposure and
actions needed.
98 GSK Annual Report 2019
Each business reported to the Committee on key Internal
Control Framework (ICF) improvements and simplification
activities to further improve how we manage risks. These are
summarised below:
Pharmaceuticals: Along with the embedding of the HCP
engagement model as noted above, General Manager
confirmation, which forms a component of the CET confirmation
process, continues to be an important review of risks and
mitigation plans that allows detailed area and regional oversight.
The 2019 confirmation allowed for targeted discussions at
RMCBs with a better understanding of the deployment of
operating model changes, mitigation actions and accountability
for local control efforts.
Vaccines: During the year, the Vaccines business has worked
to increase the ICF maturity and improve effectiveness of its
RMCBs. A new R&D governance model has been built around
principles of faster decision making and a smart risk-taking
approach. Vaccines has continued to perform comprehensive
asset risk assessments complementing the implementation
of the new enterprise risk management framework.
Consumer Healthcare: To better understand risks in-country
a Country Risk Radar has been launched which helps to
proactively identify higher risk countries by looking at culture,
commercial KPIs and qualitative aspects. It provides judgement
to where specific action plans are necessary to mitigate risk.
An improved management monitoring toolkit was also
developed to support General Manager self-assessments
and to enhance control maturity.
A Consumer Healthcare distribution activity risk management
framework has been developed to allow markets to understand
the distributor activity risk dependent on the type of services
delivered by the service provider. The tool provides guidance on
expected controls to manage the risk which will be implemented
globally by the end of March 2020.
ViiV Healthcare: One particular area of focus for ViiV has been
further improving the effectiveness of RMCBs, driving robust
risk discussion, clear risk owner accountability and
proportionate risk mitigation.
Monitoring and compliance activities
Monitoring is a key part of our ICF. During 2019, GEC
continued to mature its IBM framework for ABAC and
Commercial practices risks. IBM is conducted across the
enterprise with a significant focus on prioritising the monitoring
of our highest risk activities and risk markets for review. In 2019,
GEC has led over 70 IBM market visits across GSK’s principal
businesses. The maturity of GSK’s IBM programme helps
provide greater confidence that issues are being identified
and therefore addressed earlier.
Committee evaluation
The Committee’s annual evaluation was externally facilitated
by No 4, who interviewed Committee members on my behalf.
It was concluded that the Committee continued to operate
effectively. In terms of enhancements to the Committee’s
deliberations the following improvement points were agreed:
The Committee should continue to have a strong focus on
financial reporting, as well as monitoring the dashboard of all
GSK’s enterprise risks and the process by which they are
identified and prioritised. Following the review of the Board’s
governance and architecture, the Committee will conduct more
detailed reviews of GSK’s Financial controls and reporting,
Anti bribery and corruption practices, Commercial practices,
Privacy and Information security enterprise risks. Detailed
review of GSK’s other enterprise risks will be undertaken by
the Board Committee focused on that aspect of the business
most closely. In addition, the Committee will be responsible
for oversight of the financial components as we work towards
separation.
Audit & Risk Committee Chair succession
I am approaching the end of my tenure on the Board. However,
to facilitate a smooth transition to my successor, I have agreed
to stay on the Board for a further year until the 2021 Annual
General Meeting, subject to my re-election at the Annual
General Meeting in May 2020. I look forward to working with
and handing over to my successor once they are announced.
Judy Lewent
Audit & Risk Committee Chair
3 March 2020
Audit, risk and internal control continued
Audit & Risk Committee report continued
GSK Values & Expectations
GSK’s Values and Expectations are a high priority for the
Committee. The A&A team conducted 18 Values Assurance
Reviews (VARs) during 2019 to assess how well GSK’s values
and expectations are embedded in the organisation. Insights
from the VARs have identified two continuing areas of focus:
creating an environment where people are comfortable
speaking up about issues and challenging the status quo;
and raising awareness of GSK’s expectations and helping
people understand what they mean in the context of their roles.
Living our values and expectations: This year, the mandatory
training strategy was focused on simplifying the key messages
and behaviours that GSK wanted to communicate by
compressing the training into smaller pieces to facilitate learning
and retention, and through driving conversations between
employees and line managers.
Data Analytics: Building on existing capabilities, GEC has
established a Data analytics workstream which focuses on
developing market-level Key risk indicators that are designed to
signal where there may be potential issues in a business activity,
and improving the quality of GEC data so it can be used to
provide actionable insights to assist the business further in
mitigating risk.
Monitoring of technology and InfoProtect
The Committee continues to monitor the effectiveness of
risk management and internal control over the use of new
technologies that impact the Financial controls and reporting
enterprise risk. Given the fast pace of technological
development, including the ability for new technologies
to perform tasks traditionally undertaken by humans, the
Committee considered in particular the impact of robotics
and artificial intelligence.
Our Finance function aims to improve performance and efficacy,
reduce costs and manage risk better by optimising the use
of technology. GSK continues to develop cloud applications,
robotics, visualisation tools and advanced analytics.
Governance frameworks are in place to ensure that new
technology is assessed, developed, piloted, deployed and
monitored in a controlled manner.
InfoProtect: In recognising the potential impacts of a
continuously evolving environment and the complexity
of GSK’s footprint on this key enterprise risk, the Committee
will now receive quarterly updates on information security.
The Committee is also overseeing the introduction by our
Chief Information Security Officer of an industry standard
framework for monitoring and reporting on information
security at GSK.
GSK Annual Report 2019 99
Investor informationFinancial statementsStrategic reportGovernance and remuneration Audit, risk and internal control continued
What the Committee did during 2019
Areas of Committee focus Items discussed
Financial
reporting
– Reviewed integrity of draft financial statements, appropriateness of accounting policies and going concern
assumptions
– Considered approval process for confirming and recommending to the Board that the 2018 Annual Report is fair,
balanced and understandable
– Reviewed and recommended to the Board approval of the 2018 Annual Report and Form 20-F
– Reviewed and recommended the statutory accounts
– Reviewed major restructuring reports
– Reviewed and recommended approval of quarterly and preliminary results announcements, dividends and earnings
guidance
– Reviewed significant issues in relation to the quarterly and preliminary results
– Reviewed and approved Directors’ expenses
– Reviewed and recommended inclusion of the Viability Statement in the 2018 Annual Report
– Reviewed the Appropriateness of Accounting Policies
– Reviewed accounting developments and their impacts as well as key accounting issues
– Reviewed the financial reporting framework and disclosure arrangements
– Performed evidence-based assessment of external auditor and the effectiveness of 2018 external audit
– Considered qualifications, expertise and independence of the external auditor
– Reviewed and approved audit/non-audit expenditure incurred during 2018
– Approved the 2019 audit plan and fee proposal and set performance expectations for auditor for the year
– Considered non-audit services fees for 2019 and the 2020 audit budget
– Considered the auditor’s report on the 2018 annual results
– Considered initial results of 2019 external audit
– Considered the external auditor review report, progress report & key judgemental items
– Considered internal controls over financial reporting
– Reviewed assurance reports from Global Pharmaceuticals (including ViiV, R&D and SFI Programme update),
Vaccines and Consumer Healthcare, as well as the Global Support functions
– Confirmed compliance with Sarbanes-Oxley Act
– Received litigation reports and updates
– Received reports on continuing investigations and on Anti-bribery and corruption issues
– Reviewed GSK’s internal control framework and controls over financial reporting
– Reviewed Audit & Assurance work during 2018 and approved the work plan for 2019
– Reviewed the Tesaro Integration Plan
– Reviewed General Data Protection Regulation update
– Reviewed Internal Audit reports
– Reviewed risk management framework compliance
– Reviewed the risk elements of group treasury, pensions, risk and insurance, and tax policies
– Considered emerging risks
– Received status reports on each of the company’s Enterprise Risks (these Risks are disclosed on pages xx and xx)
– Received fraud, site security and cyber security risk assessment updates
– Received ROCC meeting updates
– Review of the new provisions and confirmation of compliance with the 2018 Code
– Reviewed the Committee’s terms of reference and confirmed that they had been adhered to during 2019
– Reviewed reports from the Disclosure Committee
– Reviewed the Committee’s performance and effectiveness
– Received corporate governance updates
– Reviewed the Group’s Modern Slavery Act statement
– Reviewed the company’s gender pay gap disclosures
– Considered the SFI Programme
– Reviewed technology in audit and assurance
– Reviewed the balance between Performance and Trust
– Met privately and separately with the Heads of GEC, A&A and the General Counsel
– Met privately with the external auditor at the end of each meeting, as appropriate
External
auditor
Global internal
control and
compliance
Risk
Governance and
other matters
Frequency
A
A
A
A
A
Q
Q
A
A
Q
P
P
S
A
A
A
A
A
A
A
P
A
A
P
A
P
A
P
P
P
A
A
P
P
P
P
A
A
P
A
P
A
P
S
P
A
P
S
Committee Activity Key A Annually Q Quarterly P Periodically S Standing
100 GSK Annual Report 2019
Audit, risk and internal control continued
Significant issues relating to the financial statements
In considering the quarterly financial results announcements and the financial results contained in the 2019 Annual Report, the
Committee reviewed the significant issues and judgements made by management in determining those results. The Committee
reviewed papers prepared by management setting out the key areas of risk, the actions undertaken to quantify the effects of the
relevant issues and the judgements made by management on the appropriate accounting required to address those issues in the
financial statements.
The significant issues considered in relation to the financial statements for the year ended 31 December 2019 are set out in the
following table, together with a summary of the financial outcomes where appropriate. In addition, the Committee and the external
auditor have discussed the significant issues addressed by the Committee during the year and the areas of particular audit focus,
as described in the Independent Auditor’s Report on pages 154 to 165.
Significant issues considered by the Committee
in relation to the financial statements
Going concern basis for the preparation
of the financial statements
Revenue recognition, including returns
and rebates (RAR) accruals
Provisions for legal matters, including
investigations into the Group’s
commercial practices
Provisions for uncertain tax positions
Acquisitions of Tesaro and Pfizer
Consumer Healthcare business
Impairments of intangible assets
Valuation of contingent consideration
in relation to ViiV Healthcare
How the issue was addressed by the Committee
The Committee considered the outcome of management’s half-yearly reviews of current and forecast net
debt positions and the various financing facilities and options available to the Group. Following a review
of the risk and potential impact of unforeseen events, the Committee confirmed that the application of the
going concern basis for the preparation of the financial statements continued to be appropriate.
The Committee reviewed management’s approach to the timing of recognition of revenue and accruals for
customer returns and rebates. The US Pharmaceuticals and Vaccines accrual for returns and rebates was
£4.2 billion at 31 December 2019 and the Committee reviewed the basis on which the accrual had been
made and concurred with management’s judgements on the amounts involved. A fuller description of the
process operated in the US Pharmaceuticals and Vaccines business in determining the level of accrual
necessary is set out in ‘Critical accounting policies’ on page 72.
The Committee received detailed reports on actual and potential litigation from both internal and external
legal counsel, together with a number of detailed updates on investigations into the Group’s commercial
practices. Management outlined the levels of provision and corresponding disclosure considered necessary
in respect of potential adverse litigation outcomes and also those areas where it was not yet possible to
determine if a provision was necessary, or its amount. At 31 December 2019, the provision for legal matters
was £0.2 billion, as set out in Note 31 to the financial statements, ‘Other provisions’.
The Committee considered current tax disputes and areas of potential risk and concurred with
management’s judgement on the levels of tax contingencies required. At 31 December 2019, a tax payable
liability of £0.8 billion, including provisions for uncertain tax positions, was recognised on the Group’s
balance sheet.
The Committee considered the judgements made by management on the acquisition date valuations
of the assets and liabilities acquired, in particular the valuations of intangible assets. The intangible assets
acquired with Tesaro were valued at £3.1 billion and with the Pfizer Consumer Healthcare business,
£12.4 billion. The Committee concurred with management’s valuation judgements. Further details are
provided in Note 40 to the financial statements, ‘Acquisitions and disposals’.
The Committee reviewed management’s process for reviewing and testing goodwill and other intangible
assets for potential impairment. The Committee accepted management’s judgements on the intangible
assets that required writing down and the resulting impairment charge of £130 million in 2019. See
Note 20 to the financial statements, ‘Other intangible assets’ for more details.
The Committee considered management’s judgement that the unwind of the discount on the liability
was largely offset by updated exchange rate assumptions and adjustments to sales forecasts. After cash
payments of nearly £0.9 billion in the year, at 31 December 2019, the Groups’ Balance sheet included a
contingent consideration liability of £5.1 billion in relation to ViiV Healthcare. See Note 32 to the financial
statements, ‘Contingent consideration liabilities’ for more details.
ViiV Healthcare put option
The Committee reviewed and agreed the accounting for the Pfizer put option and concurred with
management’s judgement on the valuation of the put option of £1.0 billion at 31 December 2019.
GSK Annual Report 2019 101
Investor informationFinancial statementsStrategic reportGovernance and remuneration – clarity of communication by the auditor and its ways
of working;
– alignment of the 2019 audit to the Group’s investment
in SAP;
– quality of the audit team’s leadership; and
– skills and experience of the audit team.
The Committe Chair regularly meets independently with the
audit partners. In addition, at the end of each face to face
meeting the Committee meets with the auditor to exchange
views on progress to date, as appropriate.
Having reviewed all this feedback, and noted any areas of
improvement to be implemented in respect of the Audit team
for the 2020 audit, the Committee: was satisfied with the:
– effectiveness of the auditor and the external audit process;
and
– auditor’s independence, qualifications, objectivity, expertise
and resources.
The Committee therefore agreed to recommend to the Board
the re-appointment of Deloitte at the forthcoming Annual
General Meeting.
Audit, risk and internal control continued
Auditor’s re-appointment
External auditor
Following an audit tender process conducted by the Committee
which concluded in December 2016, Deloitte’s appointment
as the auditor of the company and the Group was approved
by shareholders at the Annual General Meeting in May 2018.
There were no contractual or similar obligations restricting
the Group’s choice of external auditor.
The Committee considers that during 2019, the company
has complied with the mandatory audit processes and audit
committee responsibility provisions of the Competition and
Markets Authority Statutory Audit Services Order 2014.
Effectiveness and quality of external audit process
The Committee is committed to ensuring on an ongoing
basis that GSK receives a high quality and effective audit
from its external auditor. In evaluating Deloitte’s performance
during 2019, prior to making a recommendation on their
re-appointment in early 2020, the Committee reviewed the
effectiveness of its performance against the criteria which
it agreed, in conjunction with management, at the beginning
of 2019. The criteria are set out on page 103.
In undertaking this review, the Committee considered:
– the overall quality of the audit;
– the independence of Deloitte; and
– whether they have exhibited an appropriate level of challenge
and scepticism in their work.
Because Deloitte had recently been appointed GSK’s auditor,
its length of tenure was not taken into account when assessing
its independence and objectivity. However, the Committee did
consider overall how effectively Deloitte had assumed its role
as auditor.
Finally, the Committee considered feedback on the 2019
external audit through a survey that sought views from
Committee members and the financial management team
at corporate and business unit level.
It covered the:
– effectiveness of challenge by the auditor;
– Deloitte’s integrity;
– transparency of its reporting to management
and the Committee;
102 GSK Annual Report 2019
Audit, risk and internal control continued
Auditor’s re-appointment continued
The detailed criteria the Committee used for judging the effectiveness of Deloitte as the external auditor and its overriding
responsibility to deliver a smooth-running, thorough and efficiently executed audit for 2019 are set out below:
Performance expectations for GSK’s external auditor 2019
Audit approach
and strategy:
High quality
independent
audit:
– Leverage a centrally controlled audit approach, ensuring that GSK group, joint venture and local statutory entities were audited once
and once only;
– Refine a consistent technology-led audit with enhanced risk assessment and analytical procedures, providing insights that combined
data trend analysis, process cycle pathways, and the identification of audit risks, ensuring a well-informed and efficient audit; and
– Deliver a focused and consistent audit approach globally that reflected local risks and materiality.
– Adhere to all independence policies (GSK’s, the FRC’s 2016 Revised Ethical Standard and applicable SEC standards);
– Maintain a relentless focus on audit quality and Deloitte’s internal quality control procedures;
– Provide timely clarity on assessments of accounting treatments and ensure consistency of advice at all levels;
– Maintain a forward-thinking approach by raising potential issues or concerns as soon as identified;
– Provide timely up-to-date knowledge of technical and governance issues, including evolving market practice on the Viability
Statement requirements, ESMA/SEC guidelines and new IFRSs (i.e. IFRS 16);
– Serve as an industry resource; communicating best practice trends in reporting and integrated reporting; and
– Provide high quality and succession planning of key staff members of Deloitte and ensure their technical skillsets are continuously
enhanced.
Effective
partnership:
– Deliver a smooth running, thorough and efficiently executed audit by:
– Discussing approach and areas of focus in advance and early engagement on understanding the implications of the new
operating model;
– Ensuring Sarbanes Oxley scope and additional procedures were discussed and understood by management and communicated
on a timely basis within GSK and Deloitte;
– Timely reporting of issues at all levels within the Group;
– Early engagement on and provision of impact assessments of key judgements;
– Ensuring clarity of roles and responsibilities between local Deloitte and Finance Services;
– Responding to any issues raised by management on a timely basis;
– Meeting agreed deadlines;
– Providing sufficient time for management to consider draft auditor reports and respond to requests and queries; and
– Consistent and timely communication and engagement between local and central audit teams, and across all GSK
stakeholder groups.
– Liaise with A&A to avoid duplication of work and GEC to ensure a common understanding of audit findings, adopting
a collaborative approach to solving issues; and
– Ultimately provide a high-quality service to the Board, shareholders and relevant stakeholders be scrupulous in its scrutiny
of the Group and act with utmost integrity.
Value for
money:
– Work closely with management to agree on scope changes, overruns and efficiencies and set clear milestones for continuous
monitoring; and
– Provide transparency of audit time and cost incurred analysis against budget, identifying areas that will enable reduction in audit
hours without compromising audit quality and commensurately reducing audit fees.
GSK Annual Report 2019 103
Investor informationFinancial statementsStrategic reportGovernance and remuneration Audit, risk and internal control continued
Non-audit services
There is a presumption that non-audit services will be provided
by other accountancy firms.
Prohibitions: GSK’s policy includes a ‘black list’ of prohibited
non-audit services.
However, where the external auditor’s skills and experience
make them the only suitable supplier of the non-audit service
they may be authorised to provide non-audit services (such as
audit-related, tax and other services). In accordance with GSK’s
policy, the Committee ensures that auditor objectivity and
independence will be safeguarded by reviewing and pre-
approving such services.
The following core policy guidelines on engaging the external
auditor to provide non-audit services are observed:
– Process: all non-audit services over £50,000 are put out to
competitive tender with financial service providers other than
the external auditor, in line with the Group’s procurement
process, unless the skills and experience of the external
auditor make them the only suitable supplier;
– Safeguards: ensuring adequate safeguards are in place so
that the objectivity and independence of the Group audit are
not threatened or compromised; and
– Fee cap: ensuring that the total fee payable for non-audit
services does not exceed 50% of the annual audit fee,
except in special circumstances where there would be a
clear advantage in the company’s auditor undertaking such
additional work.
– The company’s policy complies with the FRC’s 2016 Revised
Ethical Standard and the EU Audit Regulation and the
Sarbanes-Oxley Act of 2002. The company’s policy contains
the following three guidelines:
Fee cap: there is a cap of 50% of the annual audit fee which
is more stringent than the FRC’s fee cap set at 70% of the
average fees for the preceding three-year period.
Pre-approval: The category-wide pre-approval process reflects
the restrictions in the FRC’s 2016 Guidance on Audit
Committees, so that all non-audit services:
– over £50,000 are pre-approved by the Committee Chair
and CFO as delegated by the Committee;
– between £25,000 and £50,000 are pre-approved by the
Group Financial Controller; and
– under £25,000 are approved by a designate of the Group
Financial Controller.
Fees paid to the company’s auditor and its associates are set
out below. Further details are given in Note 8 to the financial
statements, ‘Operating profit’.
Audit & other services comparison(£m)
2019
Deloitte
1.4
2018
2018
2018
Deloitte
Deloitte
Deloitte
3.9
3.9
3.9
2017
PwC
1.9
30.3
26.2
26.2
26.2
27.7
26.6
0
10
20
30
Audit and assurance services
Other services, including tax, regulatory, compliance and
treasury-related services
Fair, balanced and understandable assessment
One of the key compliance requirements of a group’s financial
statements is for the Annual Report to be fair, balanced and
understandable. The co-ordination and review of Group-wide
contributions into the Annual Report follows a well-established
and documented process, which is performed in parallel with
the formal process undertaken by the external auditor.
Code of Conduct and reporting lines
We also have a number of well-established policies, (including
a Code of Conduct), which are available on GSK.com, together
with details of our confidential ‘Speak Up’ reporting lines for
the reporting and investigation of unlawful conduct. An updated
version of the Code of Conduct was last published in April 2018.
The Committee received a summary of the approach taken by
management in the preparation of GSK’s 2019 Annual Report
to ensure that it met the requirements of the FRC’s 2018 Code.
This enabled the Committee, and then the Board, to confirm
that GSK’s 2019 Annual Report taken as a whole is fair,
balanced and understandable and provides the information
necessary for shareholders to assess the company’s position
and performance, business model and strategy.
104 GSK Annual Report 2019
Audit, risk and internal control continued
Internal control framework
The Board recognises its obligation to present a fair, balanced
and diligent assessment of GSK’s current position and
prospects. The Board is accountable for evaluating and
approving the effectiveness of the internal controls, including
financial, operational and compliance controls, and risk
management processes operated by GSK.
The Internal Control Framework (the Framework) is a
comprehensive enterprise-wide risk management model and
the means by which GSK ensures the reliability of financial
reporting and compliance with laws and regulations. The
Framework supports the continuous process of the Board’s
identification, evaluation and management of the Group’s
principal risks, as required by the FRC’s 2018 Code, and is
designed to manage the risk of not achieving business
objectives.
A fit for purpose Framework, in conjunction with our corporate
values, expectations and ‘Speak Up’ processes, ensures that
the risks associated with our business activities are actively
and effectively controlled in line with the agreed risk appetite.
We believe the Framework provides reasonable, but not
absolute, assurance against material misstatement or loss.
The Framework
E n t e r p rise oversight
I n d e p e n dent assurance
e n d e n t business monitorin
g
p
e
d
I n
R i s k
A s sessment
Discipline a n d
nforce m e n t
E
W
&
C
ritt
e
Business
Activities
o
n
n
t
r
S
t
o
a
l
n
s
d
a
r
d
s
g
n
i
n
ai
Tr
R
e
s
p
t
o
P
r
o
o
b
n
l
e
d
i
m
n
s
g
M
M
o
a
nagement
nitoring
n ic ation
C o m m u
GSK values and ex p e c t a t
i o n s
The Group’s ROCC, a team of senior leaders, is mandated
by the Board to assist the Committee in overseeing risk
management and internal control activities. It also provides the
business with a framework for risk management and upward
escalation of significant risks. Each business unit has a risk
board structure which reports to the ROCC. The business unit
RMCBs are responsible for promoting the local ‘tone from the
top’ and risk culture, as well as ensuring effective oversight of
internal controls and risk management processes.
Each principal risk has an assigned risk owner who is a member
of senior management. The risk owner is accountable for the
management of his/her respective principal risk, including the
setting of risk mitigation plans, their implementation and for
reporting on the risk management approach and progress
to the ROCC and the Committee every year. The ROCC and
the RMCBs are assisted by GEC, which is responsible for
advancing risk management across the enterprise and for the
development of working practices that are risk-based and
ethically sound. GEC actively promotes ethical behaviours
through enabling all members of the organisation to operate
in accordance with our values, and to comply with applicable
laws and regulations.
A&A, in line with an agreed assurance plan, provides
independent assurance to senior management and the Board
on the effectiveness of risk management across the Group.
This assurance helps senior management and the Board to
meet their oversight and advisory responsibilities in fulfilling the
Group’s strategic objectives and building trust with patients and
other stakeholders. A&A has a dual reporting line into the CFO
and the Committee.
The Committee receives regular reports from business units,
principal risk owners, GEC and A&A on areas of significant
risk to the Group and on related internal controls. These reports
provide an assessment on the internal control environment
within each principal risk area, including enhancements to
strengthen the control environment. Following the consideration
of these reports, the Committee concludes on the effectiveness
of the internal control environment and reports to the Board
annually. In accordance with the FRC’s 2018 Code provisions,
the Board, through the authority delegated to the Committee,
has conducted a robust assessment of the Group’s principal
risks. This includes the consideration of the nature and extent
of risk it is willing to take in achieving the Group’s strategic
objectives. The Board, through the Committee, has maintained
oversight to ensure the effectiveness of the internal control
environment and risk management processes in operation
across the Group for the whole year, and up to the date of
the approval of this Annual Report.
GSK Annual Report 2019 105
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Audit, risk and internal control continued
Internal control framework continued
The Board’s review focuses on the company and its subsidiaries
and does not extend to material associated undertakings, joint
ventures or other investments, although it considers the risk of
the company’s participation in these activities. There are
established procedures and controls in place to identify entities
whose results must be consolidated with the Group’s results.
We believe the process followed by the Board, through the
Committee, in reviewing regularly the system of internal controls
and risk management processes is in accordance with the
Guidance on Risk Management, Internal Control and Related
Financial and Business Reporting issued by the FRC.
Governance structure of risk management
A review of the Group’s risk management approach is further
discussed in the ‘Risk management’ section of the Strategic
report on pages 43 to 46. Our management of each principal
risk is explained in ‘Principal risks and uncertainties’ on pages
275 to 287. The Group’s viability is discussed in the Group
financial review section of the Strategic report on page 47.
R
e
s
p
o
n
s
b
i
i
l
i
t
y
f
o
r
i
l
m
p
e
m
e
n
t
i
n
g
Board of Directors
Audit & Risk Committee
– Responsible for our system of corporate
governance, strategy, risk management
and financial performance
– Responsible for reviewing and approving
the adequacy and effectiveness of our risk
management and internal controls
Corporate Executive Team
– Supports the CEO in managing the
business and activities
g
n
i
r
o
t
i
n
o
m
r
o
f
y
t
i
l
i
b
a
t
n
u
o
c
c
A
Risk Oversight and
Compliance Council
Business units
Risk Management and
Compliance Boards
– Authorised by the Board to assist the Audit
& Risk Committee in overseeing the risk
management and internal control activities
of the Group
– Responsible for our system of corporate
governance, strategy, risk management
and financial performance
– Ensures that appropriate internal controls are
implemented for effective risk management
– Complemented by Country Executive Risk
Boards to ensure a consistent approach
to risk management across local territories
106 GSK Annual Report 2019
Science Committee report
Dr Jesse Goodman
Science Committee Chair
Role
The Committee:
– undertakes periodic reviews of R&D strategy and
progress
– assesses the overall performance, including relevant
financial metrics, effectiveness and competitiveness
of R&D
– helps identify critical emerging trends in science and
medicine and their potential impact on the company;
I am pleased to present my third report as Chair of the Science
Committee (the Committee).
During 2019, the Committee has worked to support the
Board and Dr Barron, our CSO, in considering our science,
technology and culture as part of the new R&D strategy.
The Committee operated to a programme of activities to help
discharge its responsibilities. Items considered included:
– regular updates on our Pharmaceuticals’ and Vaccines’
assets;
– regular updates on the R&D strategy;
– scientific and technical review of Business deals to
strengthen our pipeline;
– undertakes periodic reviews of the company’s scientific
– oversight of R&D pipeline milestones (including project
capability and talent
portfolio governance gates) and progress on R&D goals; and
– reviews the scientific opportunity in specific large scale
– progress on R&D’s culture and talent.
investments or business transactions, and
– reviews the output of the Group’s science advisory
boards.
Membership
Committee members Committee member since
Dr Jesse Goodman –
Chair from 1 January 2017
Dr Laurie Glimcher
Judy Lewent
1 January 2017
1 September 2017
1 January 2017
Details of the Committee members’ skills and experience are given
in their biographies under ‘Our Board’ on pages 79 to 81. See
page 90 for Committee member attendance levels.
The Company Secretary is Secretary to the Committee
and attends all meetings. Other attendees at Committee
meetings may include:
Attendee
Company Chairman
Chief Executive Officer
Chief Scientific Officer and President, R&D
President, Global Vaccines
Independent senior external scientific adviser(s)
Chief Financial Officer
Other company executives
Attends as
required
Regular
attendee
✓
✓
✓
✓
✓
✓
✓
Pharmaceuticals R&D
The Committee was pleased to observe Pharma R&D’s
significant progress in strengthening the pipeline through a
focus on the science related to the immune system, the use
of human genetics, and other advanced technologies, while
creating a culture that fosters an innovative mindset. A new
governance model was embedded that centralised key
functional capabilities. Changes included a refocus on a
smaller number of promising projects and the move away from
the Discovery Performance Unit model to three large research
units focusing on our priority areas of immunology and genetics.
The pipeline continues to evolve with 14 assets progressing or
being added, 8 terminations and 3 medicines being approved
in 2019, resulting in 39 medicines currently being developed.
R&D continues to attract talented individuals to work in and with
R&D to help deliver our new approach of Science x Technology
x Culture.
Vaccines R&D
The Committee oversaw significant changes to Vaccines’
R&D strategy to secure growth from our existing portfolio and
to unlock new and emerging vaccines fields. One of these key
changes has been the creation of an integrated Development
organisation.
To further develop and maintain a greater insight and
understanding of our Vaccines business, I was pleased to
visit Wavre in Belgium and Rockville in Washington. During
both visits I enjoyed meeting with employees and members
of R&D who brought to life the impressive scientific activities
being undertaken within Vaccines.
GSK Annual Report 2019 107
Investor informationFinancial statementsStrategic reportGovernance and remuneration Committee evaluation
The Committee’s annual evaluation was externally facilitated by
No 4, who interviewed Committee members on my behalf. It
was concluded that the Committee continued to develop well.
Given the critical importance of strengthening the pipeline, the
Committee will focus on science at a deeper level to support
further the Board’s understanding and provide reassurance and
guidance. Going forward, the Committee will have three broad
objectives:
– that the key scientific assumptions in the company’s strategy
remain valid;
– technical assurance; and
– risk oversight of our research practices and patient safety
enterprise risks.
I look forward to reporting further progress next year.
Dr Jesse Goodman
Science Committee Chair
3 March 2020
Science Committee report continued
Collaborative approach
The Committee was pleased to review from a scientific
perspective new key collaborations with strategic partners
which will help enable GSK to strengthen its pipeline and
gain real advantages for patients and the company. These
collaborations will enable us to obtain competitive advantage,
by adding pipeline optionality and enable us to gain access
to key technologies. These have included:
Lyell Immunopharma: GSK entered a five-year collaboration
to develop new technologies to improve cell therapies for
cancer patients. The collaboration will apply Lyell’s technologies
to further strengthen and complement our cell therapy pipeline.
The University of California: establishing a state-of-the-art
laboratory for CRISPR technologies, the Laboratory for
Genomics Research. This new laboratory will explore how gene
mutations cause disease and develop new technologies using
CRISPR to rapidly accelerate the discovery of new medicines.
The collaboration will build on GSK’s existing collaborations
with companies such as 23andMe, which are able to deliver
genetic information at scale, improving the probability of R&D
success.
Positive outlook/R&D priority assets & Forward strategy
In addition, the Committee was pleased to note a number
of positive developments during the year, which underscore
moves towards a promising future outlook for R&D. These
have included:
– In 2019 the R&D pipeline achieved 3 major approvals, made
8 submissions, had 6 positive read-outs from pivotal studies
and progressed 4 new assets into pivotal studies.
– The pivotal study read-outs included positive data on our
key late-stage oncology therapies – Zejula for women with
ovarian cancer, belantamab mafodotin for patients with
multiple myeloma and dostarlimab for patients with
endometrial cancer.
– The National Medical Products Administration approved
the Shingrix vaccine for use in China.
– A large-scale pilot implementation of RTS,S/AS01 Mosquirix,
the malaria vaccine in Malawi, Ghana and Kenya.
108 GSK Annual Report 2019
Corporate Responsibility Committee report
Lynn Elsenhans
Corporate Responsibility Committee Chair
Role
The Committee:
– reviews issues that have the potential for serious
impact upon GSK’s business and reputation
– has oversight of the views and interests of internal
and external stakeholders
– considers GSK’s Trust priority and annual governance
oversight of progress against GSK’s Trust commitments
which reflect the most important issues for responsible
and sustainable business growth.
Membership
The membership of the Committee and appointment
dates are set out below:
Committee members
Lynn Elsenhans –
Chair from 8 May 2015
Dr Vivienne Cox
Dr Jesse Goodman
Committee member since
1 October 2012
1 July 2016
1 May 2016
Details of the Committee members’ skills and experience are
given in their biographies under ‘Our Board’ on pages 79 to 81.
See page 90 for Committee member attendance levels.
The Company Secretary is Secretary to the Committee
and attends all meetings. Other attendees at Committee
meetings may include:
Attendee
Company Chairman
Chief Executive Officer
Chief Scientific Officer and President, R&D
General Counsel
President, Global Affairs
President, Pharma Supply Chain
President, Global Pharmaceuticals
President, Global Vaccines
CEO, GSK Consumer Healthcare
SVP, Human Resources
SVP, Corporate Affairs
VP, Trust and Global Health
Other Executives
Attends as
required
Regular
attendee
✓
✓
✓
✓
✓
✓
✓
✓
✓
✓
✓
✓
✓
As Chair of the Corporate Responsibility Committee (the
Committee) I am pleased to present the Committee’s 2019
report.
The Committee forms an important part of the Board’s oversight
of the company’s Trust priority, ensuring the CET is working
to deliver long-term value for both shareholders and society.
The Committee has a rolling agenda and receives reports from
CET members and senior managers to ensure that actions and
progress on the company’s commitments are reviewed on a
regular basis. This includes monitoring how the company works
to engage effectively with a broad range of stakeholders and
responds to the high external expectations of GSK as a global
healthcare company.
Areas of focus in 2019
The Committee has again focused its time on areas that are
material to our stakeholders and long-term business success.
This year, the work of the Committee included scrutiny on
progress against commitments to support the company’s
Trust priority that are set in the context of external trends
and stakeholder expectations. The Committee has reviewed
and approved the company’s reporting on progress on
commitments, which are set out in the Trust section on
pages 30 to 42.
During the year management presented to the Committee
on a number of topics across the breadth of the Trust priority:
Science and technology for global health: The Committee
reviewed areas of most significant progress against the
company’s new global health strategy, which is led by science
and emphasises the importance of sustainable funding models.
The Committee discussed sustaining the momentum of the
good early progress made to ensure the best outcomes for
patients and the company, while acknowledging the commercial
and business benefits of investment in this area.
Affordability and availability: During the year we continued
to focus on access and affordability, and the company’s
commitment to making our products available at prices that
are responsible and sustainable for the business. We reviewed
the global pricing strategies of the Pharmaceuticals business
with a particular focus on the US environment as the company’s
largest single market, and where the operating context
continues to evolve.
Modern employer: The Committee reviewed progress of the
company’s commitments to be a Modern employer which centre
on engaged people, inclusion and diversity, health, wellbeing
and development. The Committee discussed good progress on
gender and LGBT targets, use of the Employee Assistance
Programme and the robust deployment of the One80 manager
assessment tool, to identify issues and help further improve line
management’s performance.
GSK Annual Report 2019 109
Investor informationFinancial statementsStrategic reportGovernance and remuneration Corporate Responsibility Committee report continued
Responsible business: The Committee reviewed the progress
made on GSK’s commitments to the fundamentals of being
a responsible business. This included oversight of our ethics
and values, the responsible use of data and scientific
engagement. We also reviewed progress on measures to
reduce our environmental impact by one quarter by 2030,
and emerging environmental risks including plastics usage.
The Committee discussed the assessment of the company’s
plastics footprint and plans to reduce use where possible.
Stakeholder engagement and insights
The Committee pays close attention to the evolving views and
expectations of the company’s broad range of key stakeholders.
A regular report on stakeholder insights is reviewed and
discussed at each meeting to ensure the Committee considers
the issues that may have a bearing on the company’s reputation
and the delivery of its responsible business agenda. The
Committee also received an update on GSK’s reputation
research to understand relevant insights for its strategy.
Employee insights were discussed in relation to the company’s
Modern employer agenda and the results of the employee
survey.
This year we have continued to enjoy positive engagement
with investors on our approach to Performance and Trust.
I meet directly with shareholders to understand any issues and
concerns they may have and other Committee members also
meet informally with shareholders before and after the Annual
General Meeting. The Committee also reviewed a perception
study with investors interested in the ESG aspects of our
activities, to better understand the rising interest of investors in
this area and what matters to them. The Committee discussed
the perceptions of our strengths in this area, including the
management of ESG risks and opportunities, that these are
well integrated into our strategy; that the quality of our ESG
disclosures is strong. The Committee noted investors desire to
see sustained delivery of our Trust commitments and increased
reporting aligned to the Sustainability Accounting Standards
Board (SASB) and the Taskforce on Climate-related Financial
Disclosures (TCFD). The Company has included SASB
disclosures in the 2019 ESG Performance Summary available
online, and our first voluntary TCFD disclosure is given on
page 46.
I have highlighted to our Remuneration Committee Chair the
emerging importance of establishing a link between ESG
performance and our remuneration outcomes for Executive
Directors and the CET.
Finally, the Committee was very pleased to see the company
perform well in two key external benchmarks, securing first
position in the Dow Jones Sustainability Index for the
pharmaceutical industry in 2019, and continuing to hold
first position in the Access to Medicine Index since 2008.
110 GSK Annual Report 2019
Committee evaluation
The Committee’s annual evaluation was externally facilitated
by No 4, who interviewed Committee members on my behalf.
It was concluded that the Committee continued to operate
effectively.
Given the increasing importance of ESG factors, more will
need to be done in this regard in the coming years and the
Committee was pleased to have the Board’s support to
progress further its work in this area, in particular in respect
of environmental sustainability.
Committee aims for 2020
Over the next year we will continue to scrutinise and monitor
GSK’s material Trust topics, including one of management’s
key priorities to continue building and protecting the company’s
reputation, with a strong focus on innovation. The Committee
considers that the company is well positioned in 2020 to
support the continuing delivery of our Trust priority.
Lynn Elsenhans
Corporate Responsibility Committee Chair
3 March 2020
Work of the Committee during 2019
Area of responsibility
Items addressed during 2019
External issues that have the
potential for serious impact upon
GSK’s business and reputation
Oversight of stakeholder views
and engagement
Annual governance oversight
of progress against GSK’s
responsible business
commitments to support Trust
– Health and safety update
– Regular reputational and emerging
issues update
– Oversight of corporate reputation
research and KPI
– HCP engagement and SFI changes
implementation
– Stakeholder insights update
– ESG investor insights
– Employee survey
– Shareholder meetings
– Approval of the Trust section of the
Annual Report
– Oversight of progress against
commitments
– Global health strategy
– Sustainable access and affordability
– Business conduct
– Responsible use of data
– Modern employer, engagement
and culture
– Environmental targets
Key
HCP Healthcare Professional
SFI Sales Force Incentives
ESG Enviromental, Social and Governance
Section 172 statement
This statement aligns to the section 172 statement requirements
contained in Section 414CZA of the Companies Act 2006
(the Act).
This statement focuses on how the Directors have had regard
during the year to the matters set out in Section 172(1) (a) to (f)
of the Act when performing their duties by incorporating
information from other areas of the Annual Report to avoid
unnecessary duplication. The Board considers that the
statement focuses on those risks and opportunities that were
of strategic importance to GSK consistent with the size and
complexity of the Group.
In the performance of its duty to promote the success of the
company, the Board has regard to a number of matters,
including listening to and considering the views of shareholders
and the company’s other key stakeholders to build trust and
ensure it fully understands the potential impacts of the decisions
it makes for our stakeholders, the environment and the
communities in which we operate.
Engagement with the company’s main stakeholder groups,
including our patients, shareholders, consumers, customers
and employees, at all levels of the organisation and across the
enterprise are summarised on pages 15 and 16 of our Strategic
report.
The governance architecture and processes that the company
operated to ensure that all relevant matters are considered by
the Board in its principal decision-making, as a means
of contributing to the delivery of GSK’s long-term priorities of
Innovation, Performance and Trust, are summarised on pages
84 to 88 of our Corporate Governance report.
The table below identifies where in the Annual Report
information on those issues, factors and the stakeholders the
Board has considered relevant for disclosure in complying with
Section 172 (1) (a) (f) of the Act are set out in more detail, given
their strategic importance to GSK.
The Board has had regard to the following matters:
More information:
(a) Long-term results
– the likely consequences of any decision in the long term
(b) Our workforce
– the interests of the Group’s employees
Strategic report:
Our business model (page 1)
Chairman’s statement (page 3)
CEO’s statement (page 4)
Capital allocation (page 2)
Our long-term priorities (page 9)
Key performance indicators (page 11)
Risk management (page 43)
Viability statement (page 47)
Corporate Governance report:
Responsible leadership (page 84)
Audit & Risk Committee report (page 96)
Strategic report:
Our business model (page 1)
Our Culture (page 10)
Modern employer (page 35)
Stakeholder engagement (page15)
Corporate Governance report:
Responsible leadership (page 84)
Workforce engagement (page 86)
Nominations Committee report (page 92)
Audit & Risk Committee report (page 96)
Remuneration report:
Remuneration Committee Chair’s statement (page 116)
GSK.com:
Gender pay gap report
GSK Annual Report 2019 111
Investor informationFinancial statementsStrategic reportGovernance and remuneration Section 172 statement continued
The Board has had regard to the following matters:
More information:
(c) Our business relationships
– the importance of developing the Group’s business
relationships with suppliers, customers and others
Strategic report:
Our business model (page 1)
Industry trends (page 12)
Stakeholder engagement (page 15)
Performance: Pharma (page 22), Vaccines (page 26) and Consumer (page 28)
Reliable supply (page 37)
Working with third parties (page 39)
Risk management (page 43)
Corporate Governance report:
Responsible leadership (page 84)
Principal decisions (page 87)
Audit & Risk Committee report (page 96)
Corporate Responsibility Committee report (page 109)
Strategic report:
Trust section including:
Environment (page 41)
EHSS risk (pages 45 and 285)
Climate-related financial disclosure (page 46)
Corporate Governance report:
Corporate Responsibility Committee report (page 109)
GSK.com:
Responsibility reports and data
Strategic report:
Our Culture (page 10)
Trust (page 30)
Ethics and values (page 37)
Human rights (page 38)
Reporting and investigating concerns (page 38)
Anti-bribery and corruption (page 44)
Non-financial statement (page 48)
Our approach to tax (page 53)
Corporate Governance report:
Corporate Responsibility Committee report (page 109)
GSK.com:
Modern Slavery statement
Corporate Governance report:
Shareholder engagement (page 85)
Investor information (page 258)
(d) The community and our environment
– the impact of the Group’s operations on the
community and the environment
(e) Our reputation
– our desire to maintain our reputation for high
standards of business conduct
(f) Fairness between our shareholders
– our aim to act fairly as between members of the
company
112 GSK Annual Report 2019
Directors
Our Directors’ powers are determined by UK legislation and
our Articles of Association, which contain rules about the
appointment and replacement of Directors. They provide that
Directors may be appointed by an ordinary resolution of the
members or by a resolution of the Board, provided that, if
appointed by the Board, the Director retires at the next
Annual General Meeting following their appointment.
Our Articles also provide that all Directors are required to
seek re-election annually at the Annual General Meeting in
accordance with the 2018 Code.
A Director will cease to be a Director if he or she:
– becomes bankrupt
– ceases to be a Director by virtue of the Companies Act or
the Articles
– suffers mental or physical ill health and the Board resolves
that he or she shall cease to be a Director
– has missed Directors’ meetings for a continuous period
of six months without permission and the Board resolves
that he or she shall cease to be a Director
– is prohibited from being a Director by law
– resigns, or offers to resign and the Board accepts that offer
– is required to resign by the Board.
Directors’ conflicts of interest
All Directors have a duty under the Companies Act 2006
to avoid a situation in which they have, or could have, a direct
or indirect conflict of interest or possible conflict with the
company. Our Articles provide a general power for the Board
to authorise such conflicts.
The Board reviews any new potential or actual conflict, which is
recorded by the Company Secretary. Directors are not counted
in the quorum for the authorisation of their own actual or
potential conflicts. The Nominations Committee reviews the
Register of Conflicts on an annual basis which the Board
subsequently approves.
On a continuing basis, the Directors are responsible for
informing the Company Secretary of any such new actual or
potential conflicts that may arise or if there are any changes
in circumstances that may affect an authorisation previously
given. Even when provided with authorisation, a Director is not
absolved from his or her statutory duty to promote the success
of the company. If an actual conflict arises post-authorisation,
the Board may choose to exclude the Director from receipt
of the relevant information and participation in the debate,
or suspend the Director from the Board, or, as a last resort,
require the Director to resign.
The Nominations Committee reviewed the register of potential
conflict authorisations (the Register of Conflicts) in January
2020 and reported to the Board that the conflicts had been
appropriately authorised and that the process for authorisation
continued to operate effectively and recommended the approval
of the Register of Conflicts to the Board which it subsequently
approved. Except as described in Note 35 to the financial
statements, ‘Related party transactions’, during or at the end
of the financial year no Director or Person Closely Associated
had any material interest in any contract of significance with
a Group company.
Our Articles prohibit a Director from voting on any resolution
concerning his or her appointment or the terms or termination
of his or her appointment.
Independent advice
The company has an agreed procedure for Directors to take
independent legal and/or financial advice at the company’s
expense where they deem it necessary.
Indemnification of Directors
Qualifying third party indemnity provisions (as defined in the
Companies Act 2006) are in force for the benefit of Directors
and former Directors who held office during 2019 and up to
the approval and signature of the Annual Report.
Change of control and essential contracts
We do not have contracts or other arrangements which
individually are fundamental to the ability of the business to
operate effectively. Neither is the company party to any material
agreements that would take effect, be altered, or terminate upon
a change of control following a takeover bid. We do not have
agreements with any Director that would provide compensation
for loss of office or employment resulting from a takeover,
except that provisions of the company’s share plans may
cause options and awards granted under such plans to vest
on a takeover.
Details of the termination provisions in the Executive Directors’
service contracts are given in the full version of the company’s
2017 Remuneration policy which is available at www.gsk.com in
the Investors section. These will be updated with the new 2020
Remuneration policy (set out on pages 140 to 150 of this
Annual Report) provided it is approved by shareholders at the
company’s Annual General Meeting.
GSK Annual Report 2019 113
Investor informationFinancial statementsStrategic reportGovernance and remuneration Directors continued
Content of the Directors’ Report
For the purposes of the UK Companies Act 2006, the
Directors’ Report of GlaxoSmithKline plc for the year ended
31 December 2019 comprises:
Directors’ Report
Section
Corporate Governance report
Employee engagement
Directors’ statements of responsibilities
Investor information
Pages
75 to 114
86
152 to 153
257 to 311
The Strategic report sets out those matters required to be
disclosed in the Directors’ Report which are considered to
be of strategic importance:
Strategic report
Section
Risk management objectives and policies
Likely future developments of the company
Research and development activities
Business relationships
Diversity
Pages
43 to 48
and 275
to 287
01 to 74
17 to 29
39
35
Provision of information to and consultations with employees 35
Carbon emissions
Section 172 statement
41
15 and
111 to 112
The following information is also incorporated into the Directors’
Report:
Interest capitalised
Location in Annual Report
Financial statements,
Notes 17 and 20
Publication of unaudited financial information Group financial review, page 49
Details of any long-term incentive schemes
Remuneration report
Waiver of emoluments by a Director
Not applicable
Waiver of future emoluments by a Director
Not applicable
Non pre-emptive issues of equity for cash
Not applicable
Non pre-emptive issues of equity for cash
by any unlisted major subsidiary undertaking
Not applicable
Parent company participation in a placing
by a listed subsidiary
Provision of services by a controlling
shareholder
Shareholder waiver of dividends
Shareholder waiver of future dividends
Not applicable
Not applicable
Financial statements,
Notes 16 and 44
Financial statements,
Notes 16 and 44
Agreements with controlling shareholders
Not applicable
The Directors’ Report
– has been drawn up and presented in accordance with and in
reliance upon English company law and the liabilities of the
Directors in connection with that Report shall be subject to
the limitations and restrictions provided by such law.
– was approved by the Board of Directors on 3 March 2020
and signed on its behalf by:
Sir Jonathan Symonds
Chairman
3 March 2020
114 GSK Annual Report 2019
Strategic report
Governance and remuneration
Financial statements
Investor information
Remuneration
In this section
Chairman’s annual statement
Annual report on remuneration
2020 Remuneration policy summary
2020 Remuneration policy report
116
119
140
141
GSK Annual Report 2019 115
GSK Annual Report 2019 115
Investor informationFinancial statementsStrategic reportGovernance and remuneration Remuneration report
Chairman’s annual statement
On behalf of the Remuneration Committee (the Committee),
I am pleased to present our Remuneration report for 2019.
This includes my annual statement, our Annual report on
remuneration, and our updated 2020 Remuneration policy
report setting out proposed changes to our remuneration policy.
2019 performance
As set out elsewhere in this Report, in 2019 GSK made
significant progress across all three of our IPT priorities.
On Innovation, we strengthened our pipeline, focusing and
increasing our investment in R&D, with exciting new
developments in Oncology and a significant number of positive
results across the portfolio.
On Performance, we delivered growth in sales and earnings, as
well as achieving strong cash generation and improvements in
operational execution as we prepare for separation of the Group.
On Trust, we continued to make good progress with innovations
in Global Health in TB, Malaria and HIV and we ranked top of the
Pharmaceuticals sector of the Dow Jones Sustainability Index.
2019 remuneration outcomes
All awards in relation to 2019 were made in accordance with
our approved Remuneration policy. The key decisions made
by the Committee were as follows:
– Annual bonus outcomes were determined by reference
to performance against the agreed financial measure,
and the Committee’s assessment of the Executive Directors’
individual levels of performance. This has resulted in a bonus
payment being made above target. The Committee believes
the bonus outcomes appropriately reflect the overall
underlying performance in 2019.
– Vesting of LTI awards was based on the pre-agreed equally
weighted measures of: R&D new product performance,
adjusted free cash flow; and relative TSR over the three
years. This resulted in an overall vesting level of 66.66%.
See page 124.
When the Committee determined the bonus and LTI outcomes,
which included a full assessment of performance across all of
the relevant measures, it did not exercise any discretion as part
of its determination.
Review of Remuneration policy
During 2019, the Committee reviewed the Remuneration
policy with the objective of maintaining alignment with our
IPT priorities, the shift in our culture, investor sentiment and
emerging market practice.
At the outset of its review, the Committee was careful to ensure
that the existing policy reflected the factors set out in Provision
40 of the FRC’s 2018 Code and that it applied these consistently
as it developed the proposed new policy. Examples of how these
factors have been addressed in the new policy include:
– continuing to simplify pay arrangements by removing the 20
years’ service condition for termination by mutual agreement
from our loss of office policy; and
– maintaining a proportionate approach by reducing the CEO’s
maximum LTI award level from 650% to 600% of base salary.
The proposed new policy has been considered and developed
in the context of the Committee’s oversight of wider workforce
pay. I met with HR business leads to exchange views on how
our executive remuneration arrangements align to the Group’s
wider pay policy arrangements (this engagement is described
on page 88). I was pleased with the insights generated by this
engagement, which we will continue to develop in the coming
years to ensure alignment of our pay policy practices.
In addition, based on external benchmark data and internal
projections, the Committee was able to satisfy itself that the
company’s remuneration arrangements remain appropriate.
Given the Committee’s view that the design of the existing policy
is working effectively no major structural changes are proposed,
especially to avoid distraction in preparing for the separation of
the Group. However, certain amendments are included to ensure
the policy and its implementation remain fit for purpose.
After concluding on the necessary changes, I engaged with
our major shareholders on behalf of the Committee on these.
The feedback received from shareholders was greatly valued
and carefully considered before the Committee decided how to
proceed in finalising the proposed new policy. The key changes
are outlined below:
Pensions
– Alignment of new Executive Directors’ pension
contributions with the wider workforce: The Committee has
considered the levels of pension for Directors in the context
of the requirements of the FRC’s 2018 Code, feedback from
investors, guidance from the Investment Association,
emerging market practice and the company’s existing pension
arrangements for the wider workforce. The new policy for
future Executive Directors appointed in the UK or US is to
provide a pension aligned with the opportunity available to the
broader employee population in their location. See page 142.
– Alignment of current UK Executive Directors’ pension
contributions with the wider workforce: The Committee
will reduce pension provisions for current UK based Executive
Directors to align with the wider UK workforce levels from
January 2023.
The Committee has determined to maintain the current
pension contribution for Dr Hal Barron, our CSO, who is
based in the US. This recognises the contractual commitment
on his appointment, his exceptional talent and the critical
importance of making continued progress in R&D to the
Group’s prospects over the coming years. It also recognises
the strong competitive dynamics in the market in which he
operates.
Extension of post employment cessation share
ownership requirement:
GSK’s current share ownership requirement (SOR) mandates that
Executive Directors must retain their shareholding for one-year
post employment cessation. This will be extended to require 50%
of the SOR to be held for the second year post cessation of
employment. GSK operates significant SORs. The CEO would
therefore be required to hold 650% of salary for the first year
following cessation and 325% of salary for the second year.
116 GSK Annual Report 2019
Reduction of maximum LTI award level:
The Committee is very aware of the sensitivity amongst
stakeholders to levels of executive pay. In light of this, and given
that the Committee has no intention of using the headroom
currently available, we will reduce the maximum award level
permitted under the new policy for the CEO’s LTI awards from
650% to 600% of base salary. It is proposed that the LTI
continues to be granted below this maximum opportunity,
although it is proposed to increase the LTI award level for Emma
Walmsley in the implementation of the new policy for 2020, as
set out below.
Other changes:
– Broadening of Malus and Clawback provisions: Consistent
with common practice in the FTSE 100, we are proposing to
extend the scope of triggering events under the existing
Executive financial recoupment policy. See page 140.
– Update of termination policy: We are not proposing any
significant changes to our loss of office payment policy.
However, to manage succession proactively, it is proposed
that the 20-year service condition be removed from the
termination by mutual agreement policy, to bring the new
policy in line with the market standard.
Full details of the proposed changes to the policy are set on
pages 140 to 146.
Remuneration policy implementation for 2020
New PSP performance measure:
We have previously indicated to shareholders our intention to
introduce a measure to recognise the importance of accelerating
and strengthening our pipeline, reflecting our Innovation priority.
This has particular importance in anticipation of our separation.
We are therefore introducing a strategic ‘Pipeline progress’
measure. It is targeted to reward the progress in strengthening
our R&D pipeline with high quality assets and in achieving
approvals in major markets for key assets or indications.
The focus of the metric will be on the achievement of material
milestones.
The new performance measure weightings for the 2020 LTI
awards are:
– Relative TSR – 30%
– Adjusted free cash flow – 30%
– Innovation sales – 20%
– Pipeline progress – 20%
Therefore, in future, 60% of our LTI measures would reward the
Executive Directors for delivering immediate value outcomes to
shareholders based on the company’s performance, with the
remaining 40% incentivising Innovation and commercialisation
of new assets.
Introduction of a European benchmark peer group:
The Committee is replacing the existing UK-cross industry peer
group with a new European peer group. This reflects feedback
from some of our shareholders that the UK peer group was
becoming too narrow. This change results in a group which is
more reflective of the nature of GSK’s business. The
methodology to select the new group is based on selecting
companies within a range of GSK’s market capitalisation in both
the FTSE 50 and STOXX 600 and then excluding companies
that operate in financial services, extraction or utilities industries.
CEO Remuneration
The Committee initially set Emma Walmsley’s pay as CEO
below the previous incumbent, and the market, to reflect that
she was new in role and this was also her first CEO position.
Since 2017 under Emma Walmsley’s leadership, strong
progress has been made across GSK’s strategic priorities of
IPT, supported by a shift in the company’s culture. The new R&D
strategy is delivering significant progress and our technology
and pipeline have been strengthened by targeted business
development. As a result, the company is delivering strong
financial and operating performance with 2019 sales growth
across all three businesses, growth in Total and Adjusted
earnings per share, and growth in free cash flow since 2017,
despite the genericisation of Advair in the US.
Implementation of the second step of the planned salary
increase for Emma Walmsley: To reflect her performance in
role the Committee agreed, following engagement with
shareholders, to progress her pay levels by implementing a
two-step salary increase in 2019 and 2020. As disclosed in last
year’s Annual Report, the second salary increase would only be
awarded subject to her continued development and sustained
performance.
The Committee has considered Emma Walmsley’s performance
and, in light of her continued progress in developing and
executing the business strategy and the delivery of financial
performance, a second salary increase of 8% has been awarded
from 1 January 2020 resulting in a base salary of £1,199,176.
Setting LTI award level at 575% of salary: We are also
increasing Emma Walmsley’s annual LTI award level to 575%
of salary (from 550%) to recognise her development, strong
performance, and the competitive landscape in which GSK
operates. The increase to her LTI award remains below the
new reduced maximum under the proposed new policy.
The Committee has considered the high regard in which she
is held by virtue of her performance and has considered her
competitive positioning against peers. Making this adjustment to
LTI awards enables Emma Walmsley’s total compensation to be
positioned at broadly market median levels, but only on delivery
of strong long-term performance.
Board changes
As announced in August 2018, Iain Mackay joined the Board
and CET on 14 January 2019 and succeeded Simon Dingemans
as Chief Financial Officer from 1 April 2019. Simon retired from
the company following the AGM on 8 May 2019. Details of
their joining and leaving arrangements were described in last
year’s report.
AGM
Finally, I would like to thank shareholders for their input and
engagement during this Remuneration policy review and I
welcome all shareholders’ feedback on this report. We look
forward to receiving your support for the proposed new
Remuneration policy and Annual report on remuneration
at our Annual General Meeting on 6 May 2020.
Urs Rohner
Remuneration Committee Chairman
3 March 2020
GSK Annual Report 2019 117
Investor informationFinancial statementsStrategic reportGovernance and remuneration At a glance
2019 Total Remuneration
The following shows a breakdown of total remuneration paid to Executive Directors in office at 31 December 2019, in respect
of 2019 and 2018.
(1)
Iain Mackay joined the Board on 14 January 2019.
His remuneration is shown from this date.
Pay for performance
Proposed Executive remuneration policy and implementation for 2020 – Key changes(1)
Policy
Alignment of pensions with the wider
workforce
– New UK and US Executive Directors’ pension contribution levels to be aligned with wider workforce
– Current UK Executive Directors’ pension contribution levels to be aligned with wider workforce from
January 2023
Extension to post employment
cessation SOR
– 50% of share ownership requirements for Executive Directors to be held for second year post cessation
of employment
LTI opportunity maximum reduced
– CEO award maximum reduced from 650% to 600% of base salary
Implementation
Greater alignment of LTI measures
with IPT business priorities
– Greater alignment with Innovation business priority
– Introduction of Pipeline progress performance measure
– Innovation measures comprise 40% and Performance measures 60%
CEO remuneration
– Implementation of second step of planned salary increase of 8% (effective 1 January 2020)
– Increase in the CEO’s LTI award level from 550% to 575% of base salary following her continued
development and sustained performance.
(1) See page 148 for the proposed Non-Executive Directors’ Remuneration policy.
118 GSK Annual Report 2019
£0m£2m£4m£6m20192019US$0mUS$2mUS$4mUS$6mUS$8m£8mUS$10mFixed pay – salary, benefits and pensionEmma Walmsley51%49%Performance pay – annual bonus and LTIs earned in respect of the three year performance periodIain Mackay(1)Dr Hal Barron46%82%201875%25%46%201942%58%18%54%2018Adjusted Group PBITMaximum(105% of target)TargetThreshold(95% of target)2019 Annual bonus: financial performance102%[•]%Maximum performance targetPerformance achievedVestedLapsed2017 LTI outcome: performance period ended 31 December 2019 R&D new productRelativeTSRAdjustedfree cash flowOverall vesting 66.66%33.33%33.33% Annual report on remuneration
2019 Total remuneration (audited)
Fixed pay
Pay for performance
Salary
Benefits
Pension
Annual bonus
– Maximum opportunity:
200%
– Measures:
70% adjusted Group PBIT
30% Personal objectives
Vested LTI Awards
– Vesting at 66.66%
– Measures:
R&D new product
AFCF
Relative TSR
– Two year deferral of 50%
– Plans:
into GSK shares
Last DABP matching awards
2017 PSP awards
Total
remuneration
could b
Read more on pages
120 and 121
Read more on pages
122 and 123
Read more on page 124
Read more below
2019 Total remuneration (audited)
Emma Walmsley
Iain Mackay
(from 14 January 2019)
Dr Hal Barron
Simon Dingemans
(to 8 May 2019)
2019
£000
2018
£000
2019
£000
2018
£000
2019
$000
2018
$000
2019
£000
2018
£000
Fixed pay
Salary
Benefits
Pension
Total fixed pay
Pay for performance
Annual bonus(1)
Vesting of LTI awards:
DABP matching awards(2)
PSP(3)
Total pay for performance(4)
1,110
1,028
192
230
234
207
825
139
171
1,532
1,469
1,135
1,754
1,912
1,185
412
4,671
6,837
301
2,205
4,418
–
–
1,185
2,320
–
–
–
–
–
–
–
–
–
1,743
659
1,259
3,661
1,700
807
1,043
3,550
2,675
3,009
–
–
–
–
2,675
3,009
275
92
55
422
–
–
–
–
773
141
155
1,069
1,368
398
2,367
4,133
6,336
6,559
422
5,202
Total remuneration
8,369
5,887
Notes:
(1) Details of the mandatory bonus deferrals in 2019 and 2020 under the Deferred Annual Bonus Plan (DABP) are set out on page 137. Matching awards ceased from 2018 and are
no longer granted under the DABP.
(2) DABP matching awards vested in February 2020 and have been valued based on the share price at vesting (£16.616). Of the vested amount, £18,017 relates to share price
appreciation over the performance period. The Committee did not exercise any discretion in relation to the vesting of the awards or share price changes.
(3) Ms Walmsley’s 2017 PSP will vest in July 2020 and has been valued based on the average share price during the three-month period to 31 December 2019 (£17.28). Of the vested
amount, £434,472 relates to share price appreciation over the performance period. The Committee did not exercise any discretion in relation to the vesting of the awards or share
price changes.
(4) The Committee may in specific circumstances, and in line with stated principles, apply clawback/malus, as it determines appropriate. Following due consideration by the Committee,
there has been no recovery of sums paid (clawback) or reduction of outstanding awards or vesting levels (malus) applied during 2019 in respect of any of the Executive Directors.
See page 124 for further details on the vesting of the DABP matching awards and PSP awards, and page 130 for details of
Payments to Past Directors.
GSK Annual Report 2019 119
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Annual report on remuneration continued
2019 Total remuneration (audited) continued
The following sections provide details of each element of 2019 ‘Total remuneration’, including how the Committee implemented
the approved Remuneration policy during the year.
Comparator groups for pay and Relative TSR
The Committee used two pay comparator groups when considering executive pay for 2019. The Global pharmaceutical comparator
group is also used to measure Relative TSR performance. The primary groups used for each Executive Director was as follows:
Emma Walmsley
Iain Mackay
Primary comparator group
AstraZeneca
BHP Group
BP
British American Tobacco
Diageo
Reckitt Benckiser
Rio Tinto
Royal Dutch Shell
Unilever
Vodafone
Dr Hal Barron
Global pharmaceutical comparator group
France
Sanofi
Switzerland
Novartis
Roche Holdings
UK
AstraZeneca
US
AbbVie(1)
Amgen(1)
Bristol-Myers Squibb
Eli Lilly
Johnson & Johnson
Merck & Co
Pfizer
(1)
AbbVie and Amgen are included for remuneration benchmarking, but are not included in the TSR comparator group.
When reviewing the CEO’s remuneration, the Committee has also referenced pay for a group of leading European companies
whose selection was based on their size and complexity.
See page 131 for changes to the comparator group for the CEO and CFO for 2020.
Benefits
The UK remuneration reporting regulations require the company
to add into each Executive Director’s Total “Benefits” calculation
all items which are deemed by tax authorities to be a taxable
benefit for them. These details are set out in full on page 129.
Fixed pay (audited)
Salary
The table below sets out the base salaries of the Executive
Directors over the last two years compared to increases for the
UK and US workforce.
Following a shareholder consultation in January 2019, the
Committee decided to adjust the CEO’s pay in two tranches,
each of 8% to reflect her development and performance in role.
Details of salary levels for 2020 are provided on page 131.
Emma Walmsley
Iain Mackay
Dr Hal Barron
Simon Dingemans
UK & US employees
%
change
8%
n/a
2.5%
0%
2.5%
Base salary
2019
2018
£1,110,348
£1,028,100
£850,000
–
$1,742,500
$1,700,000
£772,800
–
£772,800
–
120 GSK Annual Report 2019
Annual report on remuneration continued
Fixed pay (audited) continued
Pensions
Executive Director
Emma Walmsley
Iain Mackay
Dr Hal Barron
Member since
Pension arrangements in 2019
2010
2019
2018
20% of base salary and matching contributions on the first £33,333 of salary (1); 20% of base salary
in lieu of pension on salary in excess of £33,333(2).
Dr Barron is a member of the 401(k) plan open to all US employees and the Executive Supplemental
Savings Plan (ESSP), a savings scheme open to US executives to accrue benefits above the 401(k)
plan limits.
Having completed one year’s service, from 1 January 2019, Dr Barron receives a combined contribution
rate under the 401(k) and ESSP plans of 6% (2% core contributions plus a match of up to 4%) of total
base salary and bonus, less the bonus deferred under the DABP.
Dr Barron is also a member of the US Cash Balance and the Supplemental Cash Balance pension
plans, under which GSK makes annual contributions of 38% of base salary, in line with other US
senior executives and members of GSK’s CET.
Simon Dingemans
–
20% of base salary in lieu of pension (3)
(1) As a member of the defined contribution plan, Emma Walmsley and Iain Mackay are eligible to receive a matching award of up to 5% on the first £33,333 of their salaries in
accordance with the terms of the plan.
(2) Emma Walmsley and Iain Mackay receive cash payments in lieu of pension of 20% of base salary in excess of £33,333 in line with GSK’s defined contribution pension plan rates.
(3) Simon Dingemans received a cash payment in lieu of pension of 20% of base salary in line with GSK’s defined contribution pension plan rates.
The following table shows the breakdown of the pension values set out on page 119. The pension remuneration figures have been
calculated in accordance with the methodology set out in The Large and Medium-sized Companies and Group (Accounts and
Reports) (Amendment) Regulations 2008 (Remuneration regulations).
Pension remuneration values
UK defined contribution
US defined benefit
Employer cash contributions
Total pension remuneration value
Emma Walmsley
Iain Mackay
Dr Hal Barron
Simon Dingemans
2019
£000
18(1)
–
212
230
2018
£000
8
–
199
207
2019
£000
8
–
163
171
2018
£000
–
–
–
–
2019
$000
–
1,069
190
1,259
2018
$000
–
1,043
–
1,043
Jan-May
2019
£000
–
–
55
55
2018
£000
–
–
155
155
(1) The UK defined contribution figure for Emma Walmsley includes £10,000 bonus sacrifice contribution.
Further details regarding the 2019 pension values for Dr Hal Barron are set out in the table below. The pensions figures disclosed
for Dr Barron, who is a member of the US style defined benefit plans are in accordance with paragraph 10.e.ii of Schedule 8 of the
Remuneration regulations.
The table shows the accrued benefit (ie the annual pension accrued to date). In accordance with the regulations, the pension
remuneration in 2019 is calculated as the increase in the accrued benefit, adjusted for inflation and multiplied by 20 to reflect the
fact that the benefit will be received for a number of years.
Dr Hal Barron pension values
US – Funded
US – Unfunded
Total
31 December 2019
$000
1
106
107
Accrued pension
31 December 2018
$000
–
52
52
Pension remuneration
value for 2019
$000
23
1,046
1,069
Please see details of changes to pensions policy on page 142 of the future policy table and its implementation on page 131.
GSK Annual Report 2019 121
Investor informationFinancial statementsStrategic reportGovernance and remuneration Annual report on remuneration continued
Pay for performance (audited)
Annual bonus
70%
Adjusted Group PBIT
30%
Individual
objectives
Annual bonus
2019 performance against targets
For 2019, the financial measures and weightings were as follows:
Performance measure
Adjusted Group PBIT
Individual objectives
Weighting
2018 Adjusted Group PBIT performance
Executive Directors
70%
30%
2019 target
£8,032m
Outcome
£8,177m
Positioning
against target
102%
Threshold and maximum performance targets were set at 95% and 105% of target respectively.
The Adjusted Group PBIT target and outcome for the purposes of the Annual bonus calculation differ from Adjusted Group PBIT
disclosed elsewhere in this Annual Report, primarily because both the target and outcome numbers are calculated applying GSK
budget exchange rates and not actual exchange rates.
The following table shows actual bonuses earned compared to bonus opportunity for 2019:
Bonus
Emma Walmsley
Iain Mackay
Dr Hal Barron
2019 bonus opportunity
2019 bonus outcome
Target
(% of salary)
Maximum
(% of salary)
100
200
2019
Base salary
£1,110,348
£850,000
$1,742,500
Financial
performance
(% of salary)
Individual
objectives
(% of salary)
Total 2019
bonus
(% of salary)
98
98
98
60
46.5
55.5
158
144.5
153.5
Total 2019
bonus
000
£1,754
£1,185
$2,675
The table below provides more detail on delivery against Adjusted Group PBIT:
Financial performance
– Group turnover was £33.8 billion, a 10% increase at AER and 8% CER.
– Adjusted operating profit was £8,972 million, 3% higher on AER and flat at CER on a turnover increase of 8% CER.
– The Adjusted operating margin of 26.6% was down 1.8% at AER, down 2.1% at CER and down 1.9% CER on a pro-forma basis.
– Total earnings per share increased to 93.9p, up 27% AER and 23% CER, and Adjusted EPS grew 4% at AER and 1% CER
to 123.9p.
– Strong cash generation achieved, with free cash flow of £5.1 billion. Our dividend continued at 80p.
122 GSK Annual Report 2019
Annual report on remuneration continued
Pay for performance (audited) continued
The following table summarises performance against the scorecard of individual objectives agreed by the Committee for each
Executive Director in addition to their contribution to the financial performance for 2019:
Individual objectives
Emma Walmsley
– Continued focus and progress against long-term IPT priorities.
– Robust commercial execution resulted in strong performance in
new product sales: Pharmaceuticals and Vaccines £3.8 billion
and Consumer Healthcare £0.8 billion. Commercial and medical
speciality capability build on track to support upcoming launches.
Total respiratory sales £3.1 billion, Shingrix sales £1.8 billion,
and continuing to drive transition to 2-drug regimens in HIV.
– Strengthened pipeline through execution of R&D strategy
(Science x Technology x Culture), doubling the number of
oncology assets in clinical development. Significant progress in
Advanced Technology approach; establishing Laboratory for
Genomic Research, collaboration with Lyell Immunopharma, and
outstanding external hires in Functional Genomics and AI/ML.
– Tesaro acquisition completed and integrated. Positive data
read-outs for Zejula.
– Consumer Healthcare JV with Pfizer completed ahead of plan,
integration on track and preparation for creation of two new
companies started.
Iain Mackay
– Supply chain transformation plans delivering brand and
network simplification, and building capacity to support
speciality pipeline. Supply chain reliability targets achieved.
– Progress on building global reputation across IPT priorities,
including No. 1 ranking in Dow Jones Sustainability Index.
– Met significant milestones in our Global Health strategy,
including in our malaria, TB and paediatric HIV programmes.
Continued AMR leadership.
– Focused leadership development, including two internal CET
promotions (HR and Communications), 29% new in role for
our top 125 enterprise key roles, and 36% women at Senior
Vice President and Vice President level.
– Recorded our highest ever employee engagement in April
2019 through continued focus on creating a performance
culture underpinned by our values and expectations.
– Strong financial leadership of the Group in first year in role.
– Key leadership role in preparation for separation into two
– Delivered financial and operating performance above plan for the
Group on turnover, operating profit, free cash flow, capital
expenditure and cash restructuring.
companies.
– Strengthened Finance and Investor Relations team
structure, with high engagement through period of
leadership and company change.
Dr Hal Barron
– R&D strategy delivering strong pipeline progress: 8 assets
advanced into Phase 1, 4 into Phase 2, 6 into Phase 3, 13
terminations – with at least 6 registration decisions expected in
2020 – supported by continued drive on focus, greater
accountability and decision making.
– Significant business development to support advanced
technology approach, as well as strong capability build including
external hires to lead Functional Genomics and AI/ML. New talent
in 37% of key R&D roles and building oncology capability.
– Tesaro integrated and delivered efficiency and pipeline
goals, and positive data read-outs for Zejula.
– Re-building GSK’s reputation for Innovation and as a
collaboration partner, and significant increase in internal
engagement on Innovation.
Malus and clawback policy
For details of our policy on malus and clawback, please refer to
the company’s Remuneration policy report (page 144), which is
also available on GSK.com.
The Committee reviews and discloses whether it (or the
Recoupment Committee) has exercised malus or clawback.
Disclosure is only made when the matter has been the subject
of public reports of misconduct, where it has been fully
resolved, where it is legally permissible to disclose and where it
can be made without unduly prejudicing the company and
therefore shareholders.
In line with these disclosure guidelines, neither the Committee
(nor the Recoupment Committee) exercised malus or clawback
during 2019.
Other policies
For details of our existing policies on recruitment remuneration,
loss of office and termination payments, please refer to the
2017 Remuneration policy report on pages 137 to 146 of the
2016 Annual Report, available on GSK.com. A change to our
loss of office policy in the 2020 Remuneration policy report is
proposed. Please refer to page 145.
GSK Annual Report 2019 123
Investor informationFinancial statementsStrategic reportGovernance and remuneration Annual report on remuneration continued
Pay for performance (audited) continued
Value earned from long-term incentives (LTIs)
The following tables set out the performance achieved by management against the targets set for the company’s LTI plans and also
include an update on performance of outstanding awards.
In line with the Committee’s agreed principles, for each measure applicable to the LTI awards, actual performance against the
targets is reviewed and adjustments made as appropriate to ensure that the vesting outcome reflects genuine underlying business
performance and that results are being delivered in line with our Trust business priority, which reflects the company’s position on
ESG (see page 30). Further details on any adjustments made will be provided at the time of vesting.
2017 awards with a performance period ended 31 December 2019
The Committee reviewed the performance of the PSP awards and the DABP matching awards granted to Executive Directors against
the targets set. Details of its decision to revise the Adjusted free cash flow (AFCF) target are set out on page 104 of the 2018 Annual
Report. The 2017 PSP awards and the DABP matching awards were assessed against the same performance measures.
There are no further changes to the AFCF target. In addition, there are no changes to the targets set for the R&D new product
performance measure or the Relative TSR performance measure for the 2017 PSP awards.
For 2019, the 2017 PSP has been valued based on the average share price during the three-month period to 31 December 2019
of £17.28. Of the vested amount for the CEO, £434,472 relates to share price appreciation over the performance period. The
Committee did not exercise any discretion in relation to the vesting of the awards or share price changes. The 2017 DABP matching
awards have been valued based on the share price at vesting (£16.616). Of the vested amount for the CEO, £18,017 relates to share
price appreciation over the performance period. The Committee did not exercise any discretion in relation to the vesting of the awards
or share price changes.
The performance achieved in the three years to 31 December 2019 and the vesting levels are set out in the table below.
Performance measures
and relative weighting
Performance targets
R&D new product sales performance measures aggregate three-year sales for new
products launched in the three-year performance period and the preceding two
years, i.e. 2015-19.
Maximum
Threshold
Target
£5.10bn
£4.64bn
£4.40bn
£4.17bn
% vesting
100%
75%
50%
25%
Outcome and vesting level
Outcome
% of
maximum
% of
award
£7.25bn
100
33.33
In line with the company’s agreed principles, the AFCF figures included adjustments
for a number of material distorting items, including legal settlements, exchange rate
movements and special pension contributions.
£13.00bn
100
33.33
Maximum
Threshold
Original
target
£13.59bn
£13.00bn
£11.82bn
£11.47bn
Revised
target(1)
£12.95bn
£12.39bn
£11.26bn
£10.93bn
% vesting
100%
75%
50%
25%
(1)
Further details of the revised target are set out on page 104 of the 2018 Annual Report.
TSR ranking within comparator group(2)
% vesting
Ranked 8th
0
0
Maximum
Threshold(3)
1st, 2nd, 3rd
4th
5th
Median
6th to 10th
100%
72%
44%
30%
0%
(2)
(3)
TSR comparator group: AstraZeneca, Bristol-Myers Squibb, Eli Lilly, GSK,
Johnson & Johnson, Merck & Co, Novartis, Pfizer, Roche Holdings and Sanofi.
The vesting schedule is based on delivering 30% vesting for median performance.
In a comparator group of ten companies, median falls between two companies.
Total vesting in respect of 2017 awards
66.66%
124 GSK Annual Report 2019
R&D new product
performance
(to be renamed
Innovation sales)
(1/3rd)
Adjusted free
cash flow
performance
(1/3rd)
Relative TSR
performance
(1/3rd)
Annual report on remuneration continued
Pay for performance (audited) continued
Update on performance of ongoing LTI awards
The Committee also reviewed the performance of the PSP awards granted to Executive Directors in 2018 and 2019.
The following charts provide an estimate of the vesting levels taking into account performance to 31 December 2019. Actual
vesting levels will only be determined based on performance over the full three-year performance periods. The indications below
should therefore not be regarded as predictions of the final vesting levels.
The AFCF targets and associated vesting scales for the 2018 and 2019 PSP awards have been adjusted. The net overall impact is
a reduction of £0.23bn to £10.56bn for the 2018 award and £1.03bn to £11.07bn for the 2019 award. These adjustments are to
take account of the following items:
– the cash flow impact of the Pfizer transaction in 2019 and 2020, the impact of the Vaccines Rabipur and Encepur divestments
on Operating Profit in 2020 and 2021 and the impact of the Separation Preparation programme, including the 2020
Restructuring Programme costs and savings in Operating Profit and separation costs.
There are no changes to the targets set for the R&D new product performance measure (to be renamed Innovation sales) or the
relative TSR performance measure for the 2018 and 2019 awards.
Performance updates
2018 award
Ranked 3rd
or above
£12.14bn
122% of
threshold
Maximum
2019 award
Maximum
Ranked 3rd
or above
£12.73bn
122% of
threshold
Threshold
Median
£10.24bn
Commercially
sensitive
Threshold
Median
£10.74bn
Commercially
sensitive
TSR
(1/3rd)
Estimated vesting level
Adjusted free
cash flow
(1/3rd)
Estimated lapsing level
R&D new
product
(1/3rd)
For threshold performance:
TSR
(1/3rd)
Adjusted free
cash flow
(1/3rd)
R&D new
product
(1/3rd)
– 25% of each award will vest in respect of the R&D new product performance (to be renamed Innovation sales) and AFCF
measures.
– 30% for the Relative TSR element of the 2018 award and 25% of the 2019 award will vest for median performance respectively.
The TSR comparator group remains unchanged from that shown on page 120 in respect of the 2017 awards.
Individual 2018 LTI award levels appear on page 105 of the 2018 Annual Report. They are set out for the 2019 LTI awards on page
126 of this year’s Report.
Historical vesting for LTI plans
Year of
grant
2009
2010
2011
2012
2013
2014
2015
2016
2017
Relative TSR
9
9
0
0
0
0
15
0
0
Adjusted free
cash flow
40
16
13
0
0
0
21
26
33
R&D new
product
Vesting %
Business
diversification
11
7
17
16
7
21
33
33
33
33
Lapsed
51
75
60
86
62
67
31
41
33
Total vested
%
49
25
40
14
38
33
69
59
67
For the DABP, the 2010 awards were only subject to TSR performance and from 2011 awards were subject to the same performance measures as PSP awards.
GSK Annual Report 2019 125
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Annual report on remuneration continued
Pay for performance (audited) continued
2019 LTI awards
The 2019 DABP awards in respect of the deferral of 2018 bonus and the 2019 PSP awards are shown in the table below.
2019 DABP awards
2019 PSP awards
Emma Walmsley
Iain Mackay(4)
Dr Hal Barron
Simon Dingemans(5)
2018
% of total bonus
deferred
50%
–
50%
50%
Number of
shares
61,813 shares
–
37,120 ADS
44,215 shares
Face value
of award(1)
£0.956m
–
$1.504m
£0.684m
Award level as %
of base salary
Number of
shares
Face value
of award(2)(3)
550%
400%
500%
–
404,592 shares
225,255 shares
217,161 ADS
–
£6.1m
£3.4m
$8.7m
–
(1) The face values of the DABP awards has been calculated based on a share price of £15.47 and an ADS price of $40.53, being the closing prices on 12 February 2019 (the day before
grant). These are nil-cost options for the UK Executive Directors and restricted shares for the US Executive Director. No performance conditions are attached to the DABP awards,
as they reflect the mandatory deferrals in respect of the 2018 annual bonus earned.
(2) The face values of the PSP awards has been calculated based on a share price of £15.09, and an ADS price of $40.12, being the closing prices on 7 March 2019 (the day before
grant). These are conditional shares, based on three equally weighted measures: (i) R&D new product performance (to be renamed Innovation sales); (ii) Adjusted free cash flow;
and (iii) Relative TSR. Each performance measure vests at 25% at threshold.
(3) The performance period for the 2019 PSP awards is from 1 January 2019 to 31 December 2021.
(4)
(5) Simon Dingemans’ 2019 DABP award will vest as normal three years after the date it was granted.
Iain Mackay was appointed to the Board on 14 January 2019.
All-employee share plans
UK Executive Directors may participate in HMRC approved
all-employee share plans with the wider UK workforce, i.e.
Share Save and Share Reward plans.
Participants of the Share Save plan may save up to £250 a
month for three years and at the end of the period have the
option to buy GSK shares at a 20% discount to the share price
at the start of the savings contract. Participants of the Share
Reward plan contribute up to £125 a month to purchase GSK
shares which the company then matches.
Dilution limits
All awards are made under plans which incorporate dilution
limits consistent with the guidelines published by the
Investment Association. These limits are 10% in any rolling
ten-year period for all plans and 5% in any rolling ten-year
period for executive share plans (granted to senior executives).
Estimated dilution from existing awards made over the last ten
years up to 31 December 2019 is as follows:
All GSK employee share plans
For further details see page 137.
1.60%
0
02
04
06
08
Executive share plans
10%
10%
10
1.32%
5%
Actual
Limit
0
02
04
06
126 GSK Annual Report 2019
Annual report on remuneration continued
CEO pay comparison
2019 CEO total remuneration positioning
Global
pharmaceutical
group
European
cross-industry
group
(£m)
4
6
8
10
12
14
16
Lower quartile
to median
Median to upper
quartile
Emma Walmsley’s
current position
Remuneration includes salary and the expected value of incentives based on the
Committee’s agreed benchmarking methodology.
CEO pay ratios
Methodology
Option A
(Lower
Quartile)
P25
166:1
122:1
(Median)
P50
123:1
90:1
(Upper
Quartile)
P75
76:1
56:1
2019
2018
The pay ratios above are calculated using actual earnings for
the CEO and UK employees. The CEO total single figure
remuneration of £8,370,043 for 2019 and £5,887,672 for
2018 are given on page 119 of this Report.
Total remuneration for all UK full-time equivalent employees of
the company on 31 December 2019 has been calculated in line
with the single figure methodology and reflects their actual
earnings received in 2019 (excluding business expenses),
which were used to produce the percentile calculation under
Option A of the Remuneration regulations. Business expenses
have been excluded as they are reimbursed to employees
and not sufficiently substantial in value to significantly impact
the ratios.
GSK continues to choose Option A because it is the most
robust and statistically accurate way for the company to
calculate the three ratios from the options available in the
Remuneration regulations. The increase in the pay ratio for
2019 is due to the outcome of the 2017 PSP award, the first
award for Emma Walmsley as CEO.
Set out in the table below is the base salary, and total pay and
benefits for each of the percentiles.
£
Salary
Total pay and
benefits
2019
P25
2018
2019
2018
P50
2018
2019
P75
33,090 33,090 47,029 44,944 66,561 64,185
50,467 48,370 68,200 65,149 110,638 105,045
The Committee believes that the median pay ratio is consistent
with the company’s pay, reward and progression policies.
The base salaries of all employees, including the Executive
Directors, are set with reference to a range of factors including
market practice, experience and performance in role.
Supplemental/Additional ratios
GSK’s CEO pay ratio is likely to vary, potentially significantly, over
time since it will be driven largely by CEO variable pay outcomes.
In line with our reward principles, the CEO has a larger portion of
her pay based on performance than the individuals at P25, P50
and P75. This means that depending on GSK’s performance the
ratio could increase or decrease significantly. The Committee
believes that our senior executives should have a significant
proportion of their pay directly linked to performance.
In light of this we have also provided supplemental ratios,
where LTI compensation has been excluded. We believe this
provides an additional view as LTIs formed a substantial
percentage of the CEO’s total remuneration, which is highly
variable and dependent on business performance. The CEO
2019 total remuneration excluding Long Term Incentive
compensation is £3,286,000.
Financial Year Methodology
P25
2019
2018
Option A*
65:1
70:1
P50
48:1
52:1
P75
32:1
34:1
* Total remuneration less vesting of Long-Term Incentive awards
Historic CEO remuneration
Emma Walmsley
Sir Andrew Witty
2019
2018
£000
2017 2017 2016 2015 2014 2013 2012
£000
2011
8,369 5,887 4,883(1) 715(2) 6,830 6,661 3,902 7,207 4,386 6,807
79% 93% 77% 0%(2) 97% 100% 42% 88% 44% 100%
67% 59% 69% 0%(3) 33% 38% 14% 31% 24% 70%
Total
remuneration
Annual bonus
award(2)
(% of
maximum)
Vesting of
LTI awards
(% of
maximum)
(1) Ms Walmsley’s total remuneration includes her pay for the period 1 January
to 31 March 2017, before she became CEO.
(2) Sir Andrew received a pro-rata payment for 2017 in lieu of a variable bonus
opportunity, in accordance with the 2014 Remuneration policy.
(3) PSP and DABP awards for Sir Andrew granted in 2015 did not vest until April 2018,
in accordance with the terms of the Executive financial recoupment policy.
Percentage change in remuneration of CEO
Salary
Benefits
Annual bonus
Emma Walmsley
UK Employees
% change
% change
8%
(18)%
(8)%
2.5%
0%
9%
2019
£000
1,110
192
1,754
For the wider UK employee population, the salary increase
includes the annual salary review as well as any additional
changes in the year, e.g. on promotion. UK employee benefits
are unchanged on the previous year as there have been no
changes to our benefit policies or levels. It does not reflect any
changes to the level of benefits an individual may have received
as a result of a change in role, e.g. on promotion. The UK
employee population was considered to be the most relevant
comparison as it most closely reflects the economic environment
encountered by the CEO.
GSK Annual Report 2019 127
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Annual report on remuneration continued
CEO pay comparison continued
Performance graph
The following graph sets out the performance of the company
relative to the FTSE 100 index and to the pharmaceutical
performance comparator group for the ten-year period to 31
December 2019. These indices were selected for comparison
purposes as they reflect both the primary index of which GSK is
a constituent and the industry in which it operates.
380
340
300
260
220
180
140
100
31.12.09 31.12.10 31.12.11 31.12.12 31.12.13 31.12.14 31.12.15 31.12.16 31.12.17 31.12.18 31.12.19
GSK Total Return
FTSE 100
Total Return Index
* This index comprises AstraZeneca, Bristol-Myers Squibb, Eli Lilly, Johnson &
Johnson, Merck & Co, Novartis, Pfizer, Roche Holdings and Sanofi.
GSK Pharma Peers
Total Return Index*
External appointments for Executive Directors
The Board encourages Executive Directors to hold one listed
company external non-executive directorship (or equivalent) in
line with the FRC’s 2016 UK Corporate Governance Code,
as they become established in their roles, to broaden their
experience and development, from which they may retain
any fees.
Any such appointments are considered by the Board, in line with
the company’s policy on external appointments, to ascertain the
nature and scope of the appointments and ensure they would
not cause an actual or potential conflict of interest, and that the
individual Executive Director continues to meet their existing
commitments to GSK.
CEO
During the year, the Board approved Emma Walmsley’s
nomination to the board of Microsoft Corporation as an
independent non-executive director. She joined its board on
4 December 2019 after shareholder approval. She is expected
to receive $325,000 in fees per annum, of which $125,000 will
be delivered in cash and $200,000 as stock options under
Microsoft Corporation’s Deferred Compensation Plan for
their non-employee directors. She received no fees in 2019.
CFO
Iain Mackay is a Trustee of the British Heart Foundation and
a member of the Court of the University of Aberdeen and The
100 Group. He does not receive fees for these external
appointments.
CSO
The Board recognises the importance of ensuring that Hal
Barron remains connected to the life sciences community and
has therefore approved his appointment to the board of GRAIL
Inc (a private company) in 2018 as a non-executive director.
During 2019, he earned $50,086 in fees.
Additional remuneration disclosures
Relative importance of spend on pay
The table shows total employee pay and the Group’s dividends
paid to shareholders.
Total employee pay
Dividends paid in the year
Change
%
4.40
0.7
2019
£m
9,855
3,953
2018
£m
9,440
3,927
The figures in the table above, which reflect payments made
during each year and the impact of movements in exchange
rates, are as set out on pages 185 and 192. However,
dividends declared in respect of 2019 were £3,961 million
(2018 – £3,940 million) an increase of 0.5%.
Total employee pay is based on 97,214 employees, the average
number of people employed during 2019 (2018 – 96,851).
There were no share repurchases made by the company
during the year.
Service contracts
The table below sets out the dates of the Executive Directors’
service contracts, which are available for review at the company’s
registered office during office hours and on GSK.com. Each
Executive Director’s service contract contains a 12-month notice
period, as set out in the existing and proposed new policy.
Date of contract
Effective date
Expiry date
Emma Walmsley
Iain Mackay
Dr Hal Barron
29.03.17
18.09.18
16.12.17
01.04.17
14.01.19
01.01.18
30.06.34
n/a
31.12.24
Shareholder votes on remuneration matters
The table below shows the most recent shareholder votes in
respect of the Remuneration report and the Remuneration policy.
Votes
withheld
(million)
Total votes
cast (billion)
Total votes
against (%)
Total votes
for (%)
Remuneration report
2019 AGM
Remuneration policy
2017 AGM
3.2
3.4
88.8
11.2
95.2
4.8
8.6
66
128 GSK Annual Report 2019
Annual report on remuneration continued
2019 Total Benefits (audited)
The tables below provide an analysis of Total benefits received by the Executive Directors in 2018 and 2019.
These comprise:
– Employee benefits, in line with the policy for other employees, which may vary by location and role; and
– Business related services provided to employees to assist or enable them to carry out their role, which a tax authority has
deemed to be a taxable “benefit” to the individual. Because these are business expenses, the company meets the tax which
arises on them and therefore the items are shown grossed up for tax. These can be split into three areas:
– Business travel: includes travel costs for the Executive Director and as appropriate for their spouse/partner associated with
accompanying the Executive Director on GSK business which are deemed to be taxable benefits for the Director.
– Accommodation whilst on business travel.
– Other benefits.
Emma Walmsley
Benefits available to employees
Business related services(1)
Business travel
Other benefits
Total benefits
Iain Mackay
Benefits available to employees
Business related services(1)
Business travel
Other benefits
Total benefits
Dr Hal Barron(2)
Benefits available to employees
Business related services(1)
Business travel
Accommodation whilst on business travel(3)
Other benefits
Total benefits
Simon Dingemans
Benefits available to employees
Business related services(1)
Business travel
Other benefits
Total benefits
£000
Net
52
47
26
125
£000
Net
83
19
3
105
$000
Net
46
272(2)
85
2
405
£000
Net
41
5
8
54
£000
Gross up for tax
(UK & US)
8
38
21
67
£000
Gross up for tax
(UK & US)
16
16
2
34
$000
Gross up for tax
(UK & US)
16
142
95
1
254
£000
Gross up for tax
(UK & US)
27
5
6
38
2019
£000
Total
60
85
47
192
2019
£000
Total
99
35
5
139
2019
$000
Total
62
414
180
3
659
2019
£000
Total
68
10
14
92
£000
Net
55
79
9
143
£000
Gross up for tax
(UK & US)
19
65
7
91
£000
Net
£000
Gross up for tax
(UK & US)
–
–
–
–
$000
Net
35
220
140
3
398
£000
Net
42
41
7
90
–
–
–
–
$000
Gross up for tax
(UK & US)
7
244
155
3
409
£000
Gross up for tax
(UK & US)
13
33
5
51
2018
£000
Total
74
144
16
234
2018
£000
Total
–
–
–
–
2018
$000
Total(2)
42
464
295
6
807
2018
£000
Total
55
74
12
141
Notes:
(1)
Business related services which tax regulations deem to be a taxable benefit in the UK and/or the US.
(2)
During 2019, GSK reviewed the methodology for allocating the cost of certain business travel. Using the previous methodology, Dr Barron’s Business travel would have
totalled approximately $129,000 net for 2019. Conversely, the current methodology would have resulted in an additional cost of approximately $322,000 in 2018 bringing
his Business travel in 2018 to approximately $552,000 net.
(3)
Dr Barron’s place of main business moved during 2019 from the UK to the US, resulting in a reduction in this cost for 2019.
GSK Annual Report 2019 129
Investor informationFinancial statementsStrategic reportGovernance and remuneration Annual report on remuneration continued
Payments to past Directors (audited)
Vesting and release of LTI awards to past Directors.
As set out in our 2016 Annual Report, Sir Andrew Witty and Dr Moncef Slaoui left the Board on 31 March 2017 by mutual
agreement.
In accordance with the Remuneration policy, approved by shareholders in 2014, their 2016 PSP awards and 2016 DABP awards
vest over the original timescales and subject to the original performance conditions.
Dr Moncef Slaoui
Sir Andrew Witty
Number of
ADS awarded
% vested in
2019
ADS price
$
Equating to
$000
Number of
shares awarded
% vested in
2019
Share price
£
Equating to
£000
2016 PSP
2016 DABP
110,433
14,508
59
59
41.17
41.17
4,547
2016 PSP
597
2016 DABP
343,530
27,928
59
59
15.89
15.89
5,459
444
Other benefits: the grossed up cost of the post employment
financial planning was $29,480.
Other benefits: the grossed up cost of the post employment
home security was £8,149.
Simon Dingemans – left on 8 May 2019
PSP
DABP Matching awards
DABP awards
2017 and 2018 awards lapsed in
May 2019
2017 award will vest in May 2020
under the terms of the Executive
financial recoupment policy.
2018 and 2019 awards will vest in
February 2021 and February 2022
respectively, in accordance with the
standard vesting rules.
Simon Dingemans left the Board in May 2019. As he was a
voluntary leaver, he did not receive any severance payment
when he left the company. He did not receive any annual
bonus in respect of 2019 and his outstanding LTIs were
treated in line with the approved Remuneration policy as set
out in the table above.
Payments for loss of office (audited)
No loss of office payments were made in 2019 or 2018.
130 GSK Annual Report 2019
Annual report on remuneration continued
Implementation of Remuneration policy for 2020
Comparator groups for pay and Relative TSR
Following feedback and engagement with shareholders, the Committee decided to replace the UK cross-industry comparator
group with a broader European cross-industry group for the CEO and CFO. The European cross-industry group comprises:
CEO & CFO – Europe cross-industry comparator group
Roche Holding AG
Novartis
LVMH
Anheuser-Busch Inbev
Unilever
SAP
L’Oreal
Novo Nordisk A/S
Airbus
Linde
Sanofi
AstraZeneca
Diageo
Siemens
Christian Dior
Inditex
BAT
Volkswagen
Deutsche Telekom
Kering
Heineken
BASF
Vinci
Adidas
Bayer
Safran
Reckitt Benckiser
CSO & Relative TSR performance for Executive Directors – Global pharmaceuticals comparator group
The Global pharmaceuticals comparator group will continue to be used for the CSO’s remuneration and to measure Relative TSR
performance for the Executive Directors.
See page 120 for the composition of this group.
Fixed Pay
Salary
The Committee considered the average increases being
awarded to employees below the level of CET in the UK
and US. After due consideration, it was agreed that it was
appropriate to award increases in line with the wider workforce
to the CSO and CFO to ensure the competitiveness of their
remuneration could be maintained.
After review of the CEO’s continued development and
sustained performance, and following further engagement with
shareholders, it was agreed that the second 8% base salary
increase (as outlined in the 2018 Annual Report on pages 96
and 97) should be implemented.
Base salary
Wider workforce(1)
Emma Walmsley
Iain Mackay
Dr Hal Barron
2020
–
% change
2.5
£1,199,176
£871,250
$1,786,060
8
2.5
2.5
(1) Based on the average increase budget for employees below the level of CET in the
UK and US.
Emma Walmsley
Iain Mackay
Benefits
See page 141 for details of the proposed new policy on
benefits. No changes are being made to Executive Directors’
benefits.
Dr Hal Barron
Pension
The Committee has carefully considered and engaged with
investors on the pension provisions for the new Executive
Directors in light of the external focus on this area of
remuneration. The proposed new policy has been changed
following this engagement.
The Committee has also committed to reduce existing UK
Executive Directors’ pensions to align with the wider workforce
by January 2023. The pension contributions of the CSO
will be retained given the contractual commitment on his
appointment, his exceptional talent and the critical importance
of making continued progress in R&D for the Group prospects
over the coming years. Any new US-based Executive Director’s
pension will be aligned to the wider US workforce on
appointment.
2020 Pension contribution
20% of base salary and matching contributions of 5%
on the first £33,333 of salary in accordance with the
terms of the plan open to all employees, and 20% of
base salary in lieu of pension on salary in excess
of £33,333
38% of base salary.
In addition, in line with the wider US workforce, from
1 January 2019, a combined contribution rate under the
401(k) and ESSP plans of 6% (2% core contribution
plus a match of up to 4%) of total base salary and
bonus, less the bonus deferred under the DABP.
GSK Annual Report 2019 131
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Annual report on remuneration continued
Implementation of Remuneration policy for 2020 continued
Pay for performance
Annual bonus
There are no changes to the operation of the Annual bonus
plan.
For full details of the policy in relation to the Annual bonus plan,
please refer to the details in the new policy on page 142.
Bonus opportunity
% of salary
Weighting of
performance measures %
Target
Maximum
Adjusted
Group
PBIT
Scorecard
of individual
objectives
100
200
70
30
Emma Walmsley
Iain Mackay
Dr Hal Barron
In setting and assessing performance levels of the Executive
Directors, the Committee considers performance against the
company’s Trust business priority (see page 30) which reflects
the Group’s approach to ESG factors.
Inevitably, targets linked directly to the financial and strategic
plan are commercially sensitive. The Committee does not
consider it appropriate to disclose Annual bonus targets during
the year, as it may result in competitive harm. However, details of
the performance targets, as usual, will be disclosed on a
retrospective basis in the 2020 Annual Report.
Deferred Annual Bonus Plan (DABP) 2020 awards
The table below provides details of the mandatory deferral into
the DABP of 50% of 2019 Annual bonus payments and the
associated awards granted. The shares awarded have no
performance conditions, but must be held for three years,
regardless of continued employment.
Total bonus deferred
into shares %
50
Shares
52,169
35,223
Emma Walmsley
Iain Mackay
Dr Hal Barron
DABP awards
ADS
30,547
Performance Share Plan (PSP) 2020 awards
Following careful consideration and engagement with investors,
the Committee intends to increase Emma Walmsley’s annual
PSP award level from 550% to 575% of salary to recognise her
development in role and strong performance, together with the
highly competitive landscape in which GSK operates. This
award remains below the newly reduced maximum grant under
the proposed new policy. The Committee has considered in
particular the high regard in which she is held by virtue of her
performance and her competitive positioning against her peers.
This adjustment will bring her total compensation to be broadly
market median level, provided the company delivers strong
long-term performance. However, when compared to the Global
pharmaceuticals comparator group she remains below lower
median. (See page 127).
132 GSK Annual Report 2019
The table below provides details of awards granted under the
PSP:
Emma Walmsley
Iain Mackay
Dr Hal Barron
% of salary
Change in
award level(1)
550
400
500
4.5%
–
–
2020 PSP award(2)
Shares
392,260
207,267
ADSs
203,981
(1) The increase in award level to Ms Walmsley from 550% will be delivered through a top
up award, subject to shareholder approval of the Remuneration report at the AGM on 6
May 2020.
(2) The awards were granted at a price of £16.81 per share and $43.78 per ADS.
LTI performance measures
Continuous consideration has been given to the introduction of
a measure to recognise the importance of accelerating and
strengthening our pipeline to further support our Innovation
business priority. This has even greater importance as we work
towards separation of the Group. The Committee, after
engagement with investors, decided to introduce a strategic
Pipeline progress measure.
Pipeline progress measure
Specifically, this will be targeted to reward progress in
strengthening our R&D pipeline with high quality assets and
in achieving approvals in major markets for key assets or
indications. The focus of this metric will be on achievement
of material milestones.
The Committee will set targets based on relevant milestones
and the commercial value delivered to the business at the end
of the performance period.
The Pipeline progress measure is based on two equally
weighted elements for key assets or indications:
Pipeline progress measure
Pivotal trial starts
Focuses mainly on phase III
registrational trial starts, but
may also include phase II starts
(for example, in oncology).
Major regulatory
approval milestones
Pipeline progress
measure %
LTI award
%
50
50
10
10
Points will be allocated to the assets in each sub-measure
based on their forecast commercial value (peak year sales) at
the end of the performance period.
LTI award
%
Threshold
25%
50%
75%
Maximum
100%
10
13 points
14 points
15 points 18 points
10
18 points
19 points
20 points 22 points
Pipeline
progress
measure
Pivotal
trial starts
Major
regulatory
approval
milestones
To more easily differentiate the existing R&D new product sales
measure, it has been renamed “Innovation sales”. That measure
is otherwise unchanged.
Shareholdings versus Share Ownership Requirement (SOR)
To align the interests of Executive Directors with those of
shareholders, they are required to build and maintain significant
holdings of shares in GSK over time. Executive Directors are
required to continue to satisfy these share ownership
requirements by holding 100% of SOR for the first 12 months
after leaving GSK. Going forward Executive Directors will also
be required to hold at least 50% of their SOR for months 13-24
after leaving GSK.
Share ownership vs SOR (multiples of base salary)
Emma Walmsley
6.5x
6.8x
Iain Mackay
3.0x
Dr Hal Barron
1.0x
3.0x
0
2x
4x
6x
SOR
31 December 2019 shareholding
See page 137 for the Executive Directors’ shareholdings on
24 February 2020.
Mr Dingemans, who left GSK in 2019, continues to hold three
times his previous base salary.
Annual report on remuneration continued
Implementation of Remuneration policy for 2020 continued
The weightings of the four LTI measures for 2020 onwards
will be:
LTI measure
business priority
Innovation
Performance
Measure
Previous
Innovation sales
(previously R&D
new product
performance)
Pipeline progress
Relative TSR
Adjusted free
cash flow
33%
–
33%
33%
Weighting
New
20%
20%
30%
30%
Trust – business priority
When setting targets and reviewing management’s
performance against all LTI measures, the Committee considers
and reflects on the company’s Trust business priority. Our
Trust priority reflects the company’s approach to ESG factors
(see page 30).
Disclosure of measures
The Committee is mindful of investors’ concerns over the
non-disclosure of targets at the time of grant. It has committed
to disclose all targets in full following the end of each
performance period.
It will continue to provide shareholders with interim performance
updates for measures over the course of the performance
period.
It exercises rigour in its assessment of performance against
measures. It will enlist support from the Science Committee in
assessing performance against the new Pipeline progress
measure.
Innovation
The targets for Innovation sales and Pipeline progress measures
are of their nature commercially sensitive at the time of grant.
Performance
Relative TSR will continue to be measured against GSK’s
Global pharmaceutical comparator group (see page 120).
Adjusted free cash flow (AFCF)
The targets for the AFCF measure for the 2020 grant are:
Maximum
Threshold
Target
£11.84bn
£11.33bn
£10.30bn
£9.99bn
% vesting
100%
75%
50%
25%
GSK Annual Report 2019 133
Investor informationFinancial statementsStrategic reportGovernance and remuneration Annual report on remuneration continued
Remuneration governance
Role of the Committee
The role of the Committee is to set the company’s remuneration
policy having regard to GSK’s workforce remuneration so that
GSK is able to recruit, retain and motivate its executives.
The Remuneration policy is regularly reviewed to ensure that it
is consistent with the company’s scale and scope of operations,
supports the business strategy and growth plans, is aligned to
the wider workforce and helps drive the creation of shareholder
value.
Terms of reference
The Committee’s terms of reference are available on the
company’s website. The terms of reference are reviewed at least
annually and were last revised in December 2019 to reflect best
practice developments.
Governance
The Board considers all of the members of the Committee to
be independent Non-Executive Directors in accordance with
the 2018 Code.
Membership
The members of the Committee, together with their appointment
dates, are set out below:
Committee members
Committee member since
Urs Rohner
Chair
Vindi Banga
Dr Vivienne Cox
Judy Lewent
1 January 2015
(Chair since 7 May 2015)
1 January 2016
1 January 2017
1 January 2013
Committee meetings usually include a closed session, during
which only members of the Committee are present. Other
individuals may also be invited to attend Committee meetings
during the year. Executives and other Committee attendees are
not involved in any decisions, and are not present at any
discussions, regarding their own remuneration.
Details of the Committee members’ skills and experience are given in
their biographies under ‘Our Board’ on pages 79 to 81. See page 90
for Committee member attendance levels.
The Company Secretary is Secretary to the Committee and
attends all meetings. Other attendees at the Committee include:
Committee attendees
Attendee
CEO
CFO
Head of Human Resources
Head of Reward
Committee Adviser (PwC)
Regular
attendee
✓
Attends as
required
✓
✓
✓
✓
Judy Lewent and Vindi Banga, as members of the Audit & Risk
and Remuneration Committees, provide input on the Audit &
Risk Committee’s review of the Group’s performance and
oversight of any risk factors relevant to remuneration decisions.
The Committee Chair meets with employees or their HR
representatives to understand employees’ views on
remuneration. In addition, Dr Cox, GSK’s Workforce
Engagement Director, provides the Committee with insights
into the views of the wider workforce on remuneration at GSK.
Adviser to the Committee
PricewaterhouseCoopers LLP (PwC) has been the
independent adviser to the Committee since it was appointed
in 2018 after a full commercial tender exercise was concluded
by the company. PwC is a member of the Remuneration
Consultants’ Group and, as such, voluntarily operates under
the code of conduct in relation to executive remuneration
consulting in the UK. The code of conduct can be found at
www.remunerationconsultantsgroup.com.
During the year, PwC did not have any other connection with
the Committee members or other Board Directors. However,
it did provide other consulting and assurance services to the
company. In line with the protocols agreed and set by the
Committee Chair under which PwC provided their advice,
the Committee is satisfied that such advice has been objective
and independent.
PwC has provided independent commentary on matters
under consideration by the Committee and updates on market
practice and legislative requirements. PwC’s fees for advice
during the year, which were charged on both a fixed and a time
and materials basis, were £177,000.
Willis Towers Watson provided additional market data to the
Committee.
Committee evaluation
The Committee’s annual evaluation was externally facilitated by
No 4 who interviewed Committee members on the Committee
Chair’s behalf. It was concluded that the Committee continued
to operate effectively.
134 GSK Annual Report 2019
Annual report on remuneration continued
What the Committee did during 2019
Areas of Committee focus
Items discussed
Remuneration policy
The Committee sets the broad structure for the Remuneration
policy and determines the remuneration of the Executive
Directors, the Chairman and other corporate officers.
– 2020 Executive remuneration policy review and recommendations
– Remuneration impact of major Group restructuring
– Engagement with shareholders
Salary review
The Committee periodically reviews and considers the
remuneration environment of Executive Directors and CET,
approving annual adjustments as necessary having regard to the
remuneration of the wider workforce.
Annual bonus
The Committee is responsible for setting specific performance
measures for the Annual bonus and for assessments of
performance.
– Review of remuneration environment (including wider employee
trends)
– Executive Director and CET benchmarking, competitiveness and
GSK comparator groups
– Executive Director, CET and Company Secretary salary review and
recommendations for 2019
– CEO, Executive Directors and CET 2018 bonus recommendations
and 2019 CEO bonus objectives
LTI plans
The Committee is responsible for approving LTI plan rule changes,
grants, assessments of performance, and the vesting of LTI awards
for the Executive Directors, CET and below (including interim
awards).
– LTI performance outcomes and vesting of LTI awards for CET and
below
– Confirmation of LTI grants for CET and below
– Development of a new Innovation pipeline measure
Governance and other areas of focus
The Committee adheres to a robust remuneration governance
framework, ensuring alignment between internal actions and
external reporting/compliance requirements.
– Review of Terms of Reference
– Committee evaluation annual review
– 2018 Remuneration report
– Confirmation of 2019 Group Budget for remuneration purposes
– Remuneration considerations and committee programme for 2019
– AGM and Remuneration report feedback, the external remuneration
environment and performance target disclosure for incentive plans
– Approval of the new Chairman’s fees
– 2019 Remuneration report disclosures, including CEO pay ratio
– Annual governance meeting; key committee messages and
presentation of the 2020 Remuneration policy and consideration of
feedback received
– Employer consultation with employees or employee representatives
on setting pay
– Gender pay gap reporting
GSK Annual Report 2019 135
Investor informationFinancial statementsStrategic reportGovernance and remuneration Annual report on remuneration continued
Non-Executive Directors’ fees
Chairman and other Non-Executive Directors
The company aims to provide the Chairman and other Non-
Executive Directors with fees that are competitive with those
paid by other companies of equivalent size and complexity,
subject to the limits contained in its Articles of Association.
Chairman’s fees
The Chairman is paid a fee of £700,000 per annum, of which
he has elected to take 25% in GSK shares. The Chairman’s
fees were reviewed on the appointment of the new Chair. It was
concluded they remained appropriate.
2019 Non-Executive Directors’ fees
The Non-Executive Directors’ fees that applied during 2019 are
set out in the table below:
Standard annual fee
Supplemental fees
Chair of the Audit & Risk Committee
Senior Independent Director
Scientific/Medical Experts
Chairs of the Remuneration, Corporate
Responsibility and Science Committees
Per annum
£85,000
£80,000
£30,000
Non-Executive Director undertaking intercontinental
travel to meetings
£7,500 per meeting
Implementation of Non-Executive Directors’ policy in 2020
Non-Executive Directors’ standard fees were last increased in January 2013. Following a review and engagement with shareholders
it was agreed to:
– increase the annual fees payable to the Non-Executive Directors with effect from 1 January 2020 to:
– £95,000 for the standard annual fee
– £50,000 for the Senior Independent Director
– £40,000 for other Committee Chairs, including the Remuneration, Corporate Responsibility and Science Committees
– subject to shareholder approval, introduce a supplemental fee with effect from 1 January 2020, payable to the Workforce
Engagement Director (£40,000 for 2020). Authorise the payment to a Non-Executive Director of up to the amount paid to a
Committee Chair (£40,000 for 2020) for undertaking additional duties in exceptional or unforeseen circumstances requiring a
significant additional time commitment.
No changes are proposed to the fees payable to the Chair of the Audit & Risk Committee or Scientific/Medical Experts. We do not
expect to make any other increases to the fees payable to Non-Executive Directors during the new policy period. The increases
described above reflect the time commitments of these roles.
Non-Executive Directors will continue to be required to invest at least 25% of their total net fees in GSK shares or ADS.
2019 Total fees (audited)
The audited table below sets out the value of fees and benefits received by the Non-Executive Directors in the form of cash and
shares or ADS. Further details of the Non-Executive Directors’ share allocation plan are set out on page 137. Non-Executive
Directors’ fees that are paid in a currency other than Sterling are converted using an average exchange rate that is reviewed
from time to time. Benefits comprise the grossed up cash value of travel and subsistence costs incurred in the normal course
of business, in relation to attendance at Board and Committee meetings. For overseas-based Directors, this includes travel to
meetings in the UK.
Non-Executive Directors’
emoluments (000) (audited)
Vindi Banga
Dr Vivienne Cox
Lynn Elsenhans
Dr Laurie Glimcher
Dr Jesse Goodman
Judy Lewent
Urs Rohner
Sir Jonathan Symonds
Former directors:
Professor Sir Roy Anderson (1)
Philip Hampton
Sir Deryck Maughan (2)
Dr Daniel Podolsky (2)
Hans Wijers (3)
Fixed fees
Fixed fees
Cash
Shares/ADS
Benefits
Total pay
Cash
Shares/ADS
Benefits
Total pay
2019
2018
£92
£69
$24
–
$199
$222
£92
£174
–
£352
–
–
–
£31
£23
$196
$220
$66
$74
£31
£58
–
£117
–
–
–
£4
£8
$75
$76
$66
$82
£13
£2
–
£12
–
£2
–
£127
£100
$295
$296
$331
$378
£136
£234
–
£481
–
£2
–
£65
£64
$56
–
$208
$230
£86
–
£39
£525
–
–
–
£50
£21
$175
$231
$69
$77
£29
–
£7
£175
–
–
–
£3
£11
$90
$73
$115
$130
£23
–
£18
£19
£5
£7
£8
£118
£96
$321
$304
$392
$437
£138
–
£64
£719
£5
£7
£8
(1) Professor Sir Roy Anderson retired from the Board on 3 May 2018.
(2) Dr Daniel Podolsky and Sir Deryck Maughan retired from the Board on 5 May 2016.
(3) Hans Wijers retired from the Board on 7 May 2015.
136 GSK Annual Report 2019
Annual report on remuneration continued
Directors’ interests in shares (audited)
The interests of the Directors of the company in office during 2019 and their persons closely associated (PCA) are shown in the
tables below.
Total directors’ interests as at
1 January
31 December
2019
2019
or date of
or date of
appointment
leaving
Unvested
and not
subject to
performance(1)
24 February
2020
Shares/ADS
Total share plan interests as at 31 December 2019 or date of leaving
Options
Unvested and
subject to
performance(2)
Unvested and
not subject to
performance(1)
Unvested and
subject to
performance(2)
Vested but
not exercised
Exercised in
the year
Executive Directors
Shares
Emma Walmsley(1,3,4,5,6)
Iain Mackay(4)
Simon Dingemans(1,2,3,4,6,8)
ADS
Dr Hal Barron(1,4)
492,034
35,223
–
441,082
–
740,484
281,726
–
540,663
–
–
319,005
1,300,605
233,791
470,703
166,189
–
122,628
36,831
–
32,712
71,096
40,143
1,644
38,499
480,051
–
–
–
–
–
–
188,870
–
68,708
–
Total directors’ interests as at
31 December
2019
or date of
leaving
1 January
2019
or date of
appointment
Dividends
reinvested
after year
end
24 February
2020
Share allocation plan for Non-Executive Directors
Number of shares or ADS
31 December
2019
Paid out
Dividends
reinvested
during the
year
Allocated
& elected
31 December
2018
Non-Executive Directors
Shares(7)
Vindi Banga
Dr Vivienne Cox
Urs Rohner
Sir Jonathan Symonds
Philip Hampton(8)
ADS(7)
Lynn Elsenhans
Dr Laurie Glimcher
Dr Jesse Goodman
Judy Lewent
61,205
5,428
10,989
32,974
–
39,151
13,075
6,955
27,865
59,748
4,939
10,171
18,805
61,643
36,629
11,492
6,352
26,780
56,753
3,352
7,885
17,971
51,157
30,587
5,961
4,538
24,271
1,058
195
419
9
–
1,467
410
249
691
24,548
4,939
10,171
834
–
35,629
11,492
6,352
16,614
–
–
–
–
(54,725)
–
–
–
–
1,091
150
382
–
2,125
1,497
202
206
717
1,904
1,437
1,904
834
8,361
4,545
5,329
1,608
1,792
21,553
3,352
7,885
–
44,239
29,587
5,961
4,538
14,105
1) Unvested options not subject to performance of 166,189 for Emma Walmsley represent bonus deferrals of 165,445 and Share Save options of 744.
Unvested shares not subject to performance of 319,005 for Simon Dingemans represent 100% of the shares awarded at the end of the three-year
performance periods for the 2015 and 2016 PSP grants, together with subsequent reinvested dividends. These shares are subject to a two-year holding
period ending in February 2020 (2015 PSP grant) and February 2021 (2016 PSP grant). Unvested options not subject to performance of 122,628 for
Mr Dingemans represent bonus deferrals of 122,172 and Share Save options of 456. The Share Save options lapsed in May 2019 when he left GSK.
Unvested ADS not subject to performance of 38,499 for Dr Hal Barron represent bonus deferrals.
2) Unvested shares subject to performance of 470,703 for Simon Dingemans represent PSP awards granted in 2017 and 2018 which lapsed in May 2019
when he left GSK. Unvested options subject to performance of 32,712 represent DABP matching awards granted in 2017 which lapsed in May 2019 when
he left GSK.
3) Total Directors’ interests includes shares purchased through the GlaxoSmithKline Share Reward Plan. During 2019, Emma Walmsley and Simon Dingemans
were awarded 93 and 41 shares respectively under the plan. The total number of shares held within the plan are as follows:
Share Reward Plan (Shares)
Emma Walmsley
Simon Dingemans
24 February 2020
31 December 2019
1 January 2019
1,806
–
1,760
–
1,496
1,943
Dr Hal Barron is a US employee and is not eligible to participate in the Share Reward Plan, as this is only open to UK employees.
4) Total directors’ interests includes options over shares or ADS resulting from the deferral of bonus (and the subsequent reinvestment of dividends) under the
DABP. The totals shown in the table below include bonus deferrals, but exclude any unvested matching awards which are subject to ongoing performance
criteria. The last matching award was granted in 2017. The amounts represent the gross share and ADS balances prior to the sale of any shares or ADS to
satisfy tax liabilities.
Deferred Annual Bonus Plan (Bonus deferrals)
Emma Walmsley
Iain Mackay
Dr Hal Barron
Simon Dingemans
24 February 2020
31 December 2019
or date of leaving
1 January 2019
Shares
Shares
ADS
Shares
182,147
35,223
69,452
–
165,445
–
38,499
122,172
128,604
–
–
117,782
GSK Annual Report 2019 137
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Annual report on remuneration continued
Directors’ interests in shares (audited) continued
5) Total directors’ interests at 24 February 2020 includes shares or ADS which vested in February 2020 due to performance being met under the DABP and
PSP 2017 awards, less those sold to satisfy tax liabilities on the vested amounts.
6) The following table sets out details of options under the Share Option Plan (SOP) and nil-cost options under the DABP exercised during 2019 by the
Executive Directors.
Type of award
Emma Walmsley
SOP
DABP – deferral
DABP – matching
Simon Dingemans
DABP – deferral
DABP – matching
Date of grant
Number of shares
under option
Date of
exercise
Grant price
Market price
at exercise
Gain on exercise
(000)
22.07.10
11.02.16
11.02.16
137,040
32,596
19,234
31.10.19
18.02.19
18.02.19
£12.04
–
–
11.02.16
11.02.16
43,044
25,398
18.02.19
18.02.19
–
–
£17.76
£15.76
£15.76
£15.72
£15.72
£784
£514
£303
£1,601
£677
£399
£1,076
In respect of options under the SOP, the remuneration receivable by an Executive Director is calculated on the date that the options first vest. The
remuneration is the difference between the amount the Executive Director is required to pay to buy the shares and the total value of the shares on the vesting
date. If the Executive Director chooses not to exercise the options on the vesting date, any subsequent increase or decrease in the amount realised will be
due to movements in the share price between the vesting date and the date of exercise. This increase or decrease in value is the result of an investment
decision by the Executive Director and, as such, is not recorded as remuneration.
In respect of nil-cost options under the DABP, the bonus which is deferred by the Director is recorded as remuneration (under Annual bonus) for the year to
which it relates. The gain recorded on exercise of the nil-cost option comprises this remuneration, the total of the amounts received in reinvested dividends
prior to vesting and the gains or losses resulting from movements in the share price between (i) the dates of grant and exercise for the initial bonus amount
deferred; and (ii) the dates of dividend reinvestment and exercise for the reinvested dividends.
For the matching element of the DABP, the remuneration of the Executive Director is recorded in the year that the performance period ends and represents
the number of vested shares multiplied by the share price at vesting. The gain recorded on exercise of the nil-cost option comprises the total of this
remuneration and the gain or loss resulting from the movement in the share price between vesting and exercise. The last matching award was granted in 2017.
For Emma Walmsley:
– The total gain of £783,869 following the exercise of 137,040 options granted under the SOP comprises remuneration of £671,496 in respect of 2013
(the share options were granted on 22 July 2010 and vested on 22 July 2013 with a vesting price of £16.94) and an investment gain of £112,373.
– The gain of £513,713 recorded following the exercise of the 32,596 nil-cost options relating to the deferral of bonus earned in respect of 2015 comprises
remuneration of £374,400 recorded in 2015 as Annual bonus and a net gain of £139,313 relating to the reinvestment of dividends prior to vesting and
movements in the share price between grant and dividend reinvestment dates and the exercise date.
– The gain of £303,128 recorded following the exercise of the 19,234 nil-cost options relating to the DABP matching award comprises remuneration of
£301,204 recorded in 2018 in relation to the DABP and an investment gain of £1,924 relating to the movement in the share price between the vesting
and exercise dates.
For Simon Dingemans:
– The gain of £676,652 recorded following the exercise of the 43,044 nil-cost options relating to the deferral of bonus earned in respect of 2015 comprises
remuneration of £494,425 recorded in 2015 as Annual bonus and a net gain of £182,227 relating to the reinvestment of dividends prior to vesting and
movements in the share price between grant and dividend reinvestment dates and the exercise date.
– The gain of £399,257 recorded following the exercise of the 25,398 nil-cost options relating to the DABP matching award comprises remuneration of
£397,733 recorded in 2018 in relation to the DABP and an investment gain of £1,524 relating to the movement in the share price between the vesting
and exercise dates.
7) For Non-Executive Directors, total interests include shares or ADS received as part or all of their fees under the Non-Executive Directors’ Share Allocation
Plan. Dividends received on shares or ADS under the plan during 2019 and January 2020 were converted into shares or ADS as at 5 February 2020.
8) Simon Dingemans retired from the Board on 8 May 2019. Sir Philip Hampton retired from the Board on 31 August 2019.
138 GSK Annual Report 2019
Annual report on remuneration continued
Directors and Senior Management
Further information is provided on compensation and interests of Directors and Senior Management as a group (the group). For this
purpose, the group is defined as the Non-Executive and Executive Directors, other members of the CET and the Company
Secretary. For the financial year 2019, the following table sets out aggregate remuneration for the group for the periods during
which they served in that capacity.
Remuneration for 2019
Total compensation paid
Aggregate increase in accrued pension benefits (net of inflation)
Aggregate payments to defined contribution schemes
£
28,423,288
115,693
1,196,714
During 2019, members of the group were awarded shares and ADS under the company’s various LTI plans, as set out in the table
below. To align the interests of Senior Management with those of shareholders, Executive Directors and CET members are required
to build and maintain significant holdings of shares in GSK over time. CET members are required to hold shares to an equivalent
multiple of two times their base salary, and must continue to satisfy these share ownership requirements for a minimum of 12
months after leaving GSK.
Awarded during 2019
Deferred Annual Bonus Plan (matching awards)
Performance Share Plan
Deferred Investment Awards (1,2)
Share Value Plan(2)
Shares
–
1,404,927
20,100
19,400
Awards
ADS
–
468,854
–
–
Dividend reinvestment awards
Shares
7,457
208,176
5,964
–
ADS
443
45,874
89
–
At 24 February 2020, the group and their PCAs had the following interests in shares and ADS of the company. Interests awarded
under the various LTI plans are described in Note 44 to the financial statements, ‘Employee share schemes’ on page 244.
Interests at 24 February 2020
Owned
Unexercised options
Deferred Annual Bonus Plan
Performance Share Plan
Deferred Investment Awards (1,2)
Share Value Plan (2)
Shares
1,426,701
7,203
431,934
4,775,844
132,129
57,900
ADS
181,616
–
122,793
1,482,055
6,320
–
(1) Notional shares and ADS.
(2) Executive Directors are not eligible to receive Deferred Investment Awards or participate in the Share Value Plan. The Deferred Investment Award granted to Emma Walmsley
which vested during 2019 was granted prior to her becoming an Executive Director.
GSK Annual Report 2019 139
Investor informationFinancial statementsStrategic reportGovernance and remuneration 2020 Remuneration policy summary
Remuneration policy review
Our current Remuneration policy (policy) was approved by our
shareholders at our Annual General Meeting on 4 May 2017
receiving a 95.2% vote in favour. As required under the
Remuneration regulations, shareholders are being asked to
approve a new policy at our Annual General Meeting on 6 May
2020, which it is intended will apply for the next three years.
During 2019, the Committee considered the policy. The
decision-making process that the Committee followed for its
determination, review and implementation of the proposed new
policy is set out in the Committee Chair’s statement on pages
116 and 117.
The Committee’s review of the policy sought to ensure that it
continues to:
– Be aligned with the company’s business priorities, culture
shift, wider workforce pay policies and emerging best
practice;
– Create shareholder value; and
– Drive the success of the company for the benefit of patients,
customers and other key stakeholders.
In addition, changes to the policy have been made to ensure its
implementation will support the delivery of business strategy
whilst delivering a clear, understandable and appropriately
competitive package to attract, retain and motivate executive
talent.
The Committee developed the new policy for Executive and
Non-Executive Directors in the context of its oversight of wider
workforce pay, however, it did not consult with employees on
the new policy. It consulted with our largest shareholders in
respect of the proposed changes and took shareholders’
feedback into account when finalising the new policy.
The table below provides an overview of the main changes
that are proposed in respect of the new policy. The full policy
that shareholders are asked to approve is set out on pages
141 to 150.
Remuneration element
Proposed changes to policy
Rationale for the change
Pension
– Any new Executive Director will receive a pension
aligned to the broader workforce. Contribution levels
for the current UK Executive Directors will be similarly
aligned from January 2023.
Alignment with shareholders:
Alignment with the 2018 Code and emerging market
practice.
Extension to post cessation share
ownership requirements
– 50% of SOR for Executive Directors to be held for
the second year post cessation of role.
LTI Quantum
– A reduction in the maximum award level permitted (to
600%) and an increase in the award level to be
applied in the case of the CEO (to 575%).
Alignment with shareholders:
Alignment with the 2018 Code and emerging market
practice.
Pay for performance:
We received feedback from some shareholders that the
maximum award level permitted under the policy should
be reduced from the previous 650%. The increase in the
target award to the CEO reflects strong performance in
the role by Emma Walmsley since her appointment in
April 2017.
Malus and Clawback
– The definition of a triggering event is expanded to
include material misstatement of results and serious
reputational damage.
Alignment with market practice:
It has become more common for FTSE 100 companies
to apply a broader definition of a triggering event.
Loss of office payment policy
– The 20 years’ service condition for ‘termination by
mutual agreement’ has been removed.
Non-Executive Directors’ fees
– Introduction of a fee (£40,000 for 2020) for the
designated Workforce Engagement Director with
effect from 1 January 2020.
– Authority is also sought for a Non-Executive Director
(other than the Chairman) to be remunerated up to
the amount paid to Committee Chairs (£40,000 for
2020) for undertaking additional duties in exceptional
or unforeseen circumstances requiring a significant
additional time commitment.
– Non-Executive Directors will continue to be required
to invest at least 25% of their total net fees in shares
or ADS of the company.
Simplification and flexibility:
To simplify the policy and to allow greater flexibility for the
Board to manage succession proactively.
Compensation for additional duties:
To reflect the work involved in carrying out this new role
which is equivalent to that of a Committee Chair.
To appropriately remunerate Non-Executive Directors for
their work.
Simplification and alignment with shareholders:
To allow the direct reinvestment of fees into shares
or ADS.
140 GSK Annual Report 2019
Remuneration policy report
Future policy table
Subject to shareholder approval at the company’s Annual General Meeting on 6 May 2020, the Remuneration policy for each
remuneration element will be as outlined in the table below.
Salary
Purpose and link to strategy
To provide a core reward for the role.
Set at a level appropriate to secure and retain high calibre
individuals needed to deliver the Group’s strategic priorities.
Operation
Individual’s role, experience, performance and independently
sourced data for relevant comparator groups considered when
determining salary levels.
Salary increases typically take effect in the first quarter of
each year.
Salaries are normally paid in the currency of the Executive
Director’s home country.
No change
Opportunity
There is no formal maximum limit and, ordinarily, salary increases
will be broadly in line with the average increases for the wider
GSK workforce.
However, increases may be higher to reflect a change in the
scope of the individual’s role, responsibilities or experience.
Salary adjustments may also reflect wider market conditions in
the geography in which the individual operates.
Details of current salary levels are set out in the Annual report
on remuneration.
Performance measures
The overall performance of the individual is a key consideration
when determining salary increases.
Benefits
No change
Purpose and link to strategy
Levels are set to recruit and retain high calibre individuals to
execute the business strategy.
Operation
Executive Directors are eligible to receive benefits in line with
the policy for other employees which may vary by location.
These include, but are not limited to, car allowances, healthcare,
life assurance/death in service (where not provided as part of
the individual’s pension arrangements), personal financial advice
and contractual post-retirement benefits. In line with the policy
for other employees, Executive Directors may be eligible to
receive overseas relocation allowances and international
transfer-related benefits when required. Executive Directors
in the UK are also eligible to participate in all-employee share
schemes (e.g. Share Save and Share Reward Plan), under
which they are subject to the same terms as all other
employees.
In order to recognise the high business travel requirements of
the role, Executive Directors are also entitled to car travel and
exceptionally may be accompanied by their spouse/partner on
business trips. Other benefits include expenses incurred in the
ordinary course of business, which are deemed to be taxable
benefits on the individual.
Where an Executive Director is based outside the UK, but is
required to travel to the UK to fulfil the responsibilities of their
role and to attend Board Meetings, they may be subject to tax
on their business travel expenses to and from the UK and on the
provision of any accommodation in the UK. Although in reality it
represents a business expense, the tax treatment requires that
their travel and accommodation expenses are then included as
benefits. Because of the business context, the tax liabilities will
be covered by the company on a grossed-up basis.
Benefit provision is tailored to reflect market practice in the
geography in which the Executive Director is based and
different policies may apply if current or future Executive
Directors are based in a different country.
Opportunity
There is no formal maximum limit as benefits costs can fluctuate
depending on changes in provider cost and individual
circumstances.
Details of current benefits and costs are set out in the Annual
report on remuneration.
Performance measure
None
GSK Annual Report 2019 141
Investor informationFinancial statementsStrategic reportGovernance and remuneration Remuneration policy report continued
Future policy table continued
Pension
Purpose and link to strategy
Pension arrangements provide a competitive level of retirement
income.
Operation
Pension arrangements are structured in accordance with the
plans operated in the country in which the individual is likely to
retire. Where the individual chooses not to become a member
of the pension plan, cash in lieu of the relevant pension
contribution is paid instead. Executive Directors in the UK are
entitled either to join the defined contribution pension plan or
to receive a cash payment in lieu of pension contribution.
Where an individual is a member of a GSK legacy defined
benefit plan, a defined contribution plan or an alternative
pension plan arrangement and is subsequently appointed
to the Board, he or she may remain a member of that plan.
Opportunity
The policy for all current Executive Directors is:
UK:
– 20% of base salary contribution to defined contribution plan
and further 5% in matched contributions subject to any
relevant cap and in line with implementation principles for
other members of the plan; and
– 20% of base salary as a cash payment in lieu of pension
contribution for the portion above the relevant cap;
or
– 20% of base salary as a cash payment in lieu of pension
contribution.
From 1 January 2023, any current UK Executive Directors who
are still in role will have their pension arrangements aligned to
new Executive Directors’ arrangements as follows.
Change
Any new Executive Directors in the UK will receive from date
of appointment:
– 7% of base salary contribution to defined contribution plan
and further 3% in matched contributions subject to any
relevant cap and in line with implementation principles for
other members of the plan; and
– 7% of base salary as a cash payment in lieu of pension
contribution for the portion above the relevant cap;
or
– 7% of base salary as a cash payment in lieu of pension
contribution.
US(1):
– Cash Balance and Supplemental Cash Balance pension
plans, providing annual contributions of 38% of base salary,
split between the two plans as appropriate.
– GSK 401(k) plan and the Executive Supplemental Savings Plan
(ESSP) with core contributions of 2% of salary and bonus(2)
and matched contributions of 4% of salary and bonus(2).
Any new Executive Directors in the US will receive:
– Cash Balance and Supplemental Cash Balance pension
plans, providing annual contributions of 5% of base salary
and bonus, split between the two plans as appropriate.
– GSK 401(k) plan and the ESSP with core contributions of
2% of salary and bonus(2) and matched contributions of 4%
of salary and bonus(2).
Global:
– Eligible for appropriate equivalent arrangement not in excess
of the US/UK arrangements.
Performance measures
None.
(1)
In the event of any change to the plans operated in the US, a similar value would be
provided under any successor arrangements introduced within the market.
Less bonus deferred under the DABP.
(2)
Annual bonus
No change
Purpose and link to strategy
To incentivise and recognise execution of the business strategy
on an annual basis.
Rewards the achievement of stretching annual financial and
strategic business targets and delivery of personal objectives.
Operation
Financial, operational and business targets are set at the start of
the year by the Committee and bonus levels are determined by
the Committee based on performance against those targets.
Individual objectives are set at the start of the year by the
Committee and performance against those objectives is
assessed by the Committee.
Executive Directors are required to defer 50% of any bonus
earned into shares, or ADS as appropriate, for three years.
Deferred bonus shares are eligible for dividend equivalents
up to the date of vesting.
The Committee may apply judgement in making appropriate
adjustments to bonus outcomes to ensure they reflect
underlying business performance. Clawback and/or malus
provisions apply as described on page 144.
Opportunity
The maximum bonus opportunity for Executive Directors is
200% of salary. For threshold performance, the bonus pay-out
on the financial measure will be nil. For target performance, the
bonus payout will be 50% of the maximum opportunity.
Performance measures
Based on a combination of financial targets and individual/
strategic performance objectives, with the majority of the bonus
assessed against the financial measures. The weighting
between different measures will be determined each year
according to business priorities. Further details, including the
measures to be used in the financial year, are provided in the
Annual report on remuneration.
142 GSK Annual Report 2019
Remuneration policy report continued
Future policy table continued
Selection of annual bonus measures
The annual bonus is designed to drive the achievement of
GSK’s annual financial and strategic business targets and
the delivery of personal objectives.
The annual bonus financial targets are set by reference to
internal budget and external consensus targets.
Performance Share Plan (PSP)
Purpose and link to strategy
To incentivise and recognise delivery of the longer term
business priorities, financial growth and increases in
shareholder value compared to other pharmaceutical
companies.
In addition, to provide alignment with shareholder interests,
a retention element, to encourage long-term shareholding
and discourage excessive risk taking.
Operation
Conditional awards are made annually with vesting dependent
on the achievement of performance conditions over three years
and are subject to an additional two-year holding period. PSP
targets are set by reference to internal budget and external
consensus targets.
Awards are eligible for dividend equivalents up to the date of
vesting and release.
The Committee may adjust the formulaic vesting outcome
(either up or down) to ensure that the overall outcome reflects
underlying business performance over the vesting period.
The majority of the annual bonus opportunity is based on a
formal review of performance against stretching financial targets
with the remainder of the bonus subject to a balanced
scorecard of strategic and individual targets which are aligned
to the company’s key objectives for that financial year.
Change
Clawback and/or malus provisions apply as described on
page 144.
Opportunity
The normal maximum award limits that may be granted under
the PSP to an individual in any one year are set out in the table
below:
CEO
CFO
Other Executive Directors
% of salary
600
400
500
Performance measures
Based on a combination of financial, share price related and
strategic performance conditions which are aligned to the
company’s strategic plan. For all measures*, 25% of awards
will vest at threshold performance. Further details, including
the performance targets attached to the PSP in respect of each
year, and the weightings of the targets for the 2020 PSP awards
are provided in the Annual report on remuneration.
* We announced in the 2018 Annual Report, that we were reducing the
threshold vesting level for our TSR measure to 25%, in order to align it
with our other performance measures.
Selection of long-term incentive measures
The Committee selects performance measures which focus
Executive Directors’ long-term remuneration on the delivery of
GSK’s key strategic priorities over the longer term. In addition
to setting robust targets, the Committee has implemented a
number of safeguards to ensure the targets are met in a
sustainable way and performance reflects genuine achievement
against targets and therefore represents the delivery of value
for shareholders.
For each performance measure, the impact of any acquisition
or divestment will be quantified and adjusted for after the event.
Any major adjustment in the calculation of performance
measures will be disclosed to shareholders on vesting.
The Audit & Risk Committee chair and other members,
who are also members of the Remuneration Committee,
provide input on the Audit & Risk Committee’s review of
the Group’s performance and oversight of any risk factors
relevant to remuneration decisions.
Details of the rationale behind the performance measures
selected and how they are calculated are set out in the
Annual report on remuneration.
Share Ownership Requirements
Change
To align the interests of Executive Directors with those of
shareholders, they are required to build and maintain significant
holdings of shares in GSK over time. The requirements for each
Executive Director are as follows:
As a minimum, Executive Directors are required to maintain
100% of their share ownership requirements to the end of
the first year following retirement from the company and 50%
to the end of the second year.
CEO
Other Executive Directors
% salary
650
300
GSK Annual Report 2019 143
Investor informationFinancial statementsStrategic reportGovernance and remuneration Remuneration policy report continued
Future policy table continued
Clawback and malus
In the event of a ‘triggering event’ (i.e. significant misconduct by
way of violation of regulation, law, a significant GSK policy, such
as the Code of Conduct, or a material misstatement of results,
or serious reputational damage), the company will have the
ability to claw back up to three years’ annual and deferred
bonuses as well as vested and unvested LTIs. In addition, in
respect of PSP awards made from 2020, if a participant is
subject to an investigation, then the vesting of their awards
may be delayed until the outcome of that investigation.
A separate Recoupment Committee has been established to
investigate relevant claims of misconduct. The Recoupment
Committee exercises this authority for the wider employee base.
It comprises of senior executives with relevant oversight and
appropriate experience, including the Senior Vice President,
Global Ethics and Compliance, and the Senior Vice President
& General Counsel.
Expansion of definition of triggering event
In respect of each financial year, the Remuneration Committee
will disclose whether it (or the Recoupment Committee) has
exercised clawback or malus. Disclosure will only be made
when the matter has been subject to public reports of
misconduct, where it has been fully resolved, where it is legally
permissible to disclose and where it can be made without
unduly prejudicing the company and therefore shareholders.
Additionally, where there has been continuity of responsibility
between initiation of an adverse event and its emergence as a
problem, the adverse event should be taken into account in
assessing annual bonus awards and LTI vesting levels in the
year the problem is identified and for future periods. The
Remuneration Committee (or Recoupment Committee) may
make appropriate adjustments to individual annual bonuses as
well as grant and vesting levels of LTI awards to reflect this.
Approach to recruitment remuneration
No change
The Committee determines the remuneration package of new
Executive Directors on a case-by-case basis depending on
the role, the market from which they will operate and their
experience. Total remuneration levels will be set by reference
to a relevant pay comparator group and, where appropriate,
will allow for future development in the role.
For any internal appointments, entitlements under existing
remuneration elements will continue, including pension
entitlements and any outstanding awards. However, where
not already the case, internal appointments will be required
to move to Executive Director contractual terms, including
termination provisions.
It is expected that new Executive Directors will participate
in short and long-term incentive plans on the same basis as
existing directors. However, in exceptional circumstances,
the Committee reserves the flexibility to set the incentive limit
for a new Executive Director at up to an additional 50% of the
existing limits.
The Committee retains this flexibility in recognition of the high
levels of variable pay in GSK’s global pharmaceutical
competitors. However, the Committee will only use this flexibility
when it is considered to be in the best interests of the company
and its investors.
Pension arrangements for any external recruit as an Executive
Director will be as set out in the Remuneration policy table on
page 142.
Other benefits will be provided in line with the policy for existing
Executive Directors.
Where required to meet business needs, relocation support
will be provided in line with company policy.
The Committee is mindful of the sensitivity relating to
recruitment packages and, in particular, the ‘buying out’ of
rights relating to previous employment. It will therefore seek
to minimise such arrangements. However, in certain
circumstances, to enable the recruitment of exceptional talent,
the Committee may determine that such arrangements are in
the best interests of the company and its shareholders. Such
arrangements will, where possible, be on a like-for-like basis
with the forfeited remuneration terms. Arrangements will
therefore vary depending on the plans and arrangements put
in place by the previous employer and may be in the form of
cash or shares and may or may not be subject to performance
conditions. Explanations will be provided where payments are
made as compensation for previous remuneration forfeited.
The remuneration arrangements for any newly appointed
Executive Director will be disclosed as soon as practicable
after the appointment.
144 GSK Annual Report 2019
Remuneration policy report continued
Future policy table continued
Loss of office payment policy
The company does not have a policy of fixed term contracts.
Generally, contracts for new appointments will expire in line with
the applicable policy on retirement age, which since 2009 has
been 65.
Contracts for existing Executive Directors will expire on the
dates shown on page 128.
Change
Notice period on termination by the employing company or the
Executive Director is 12 calendar months.
The ability to impose a 12-month non-compete period (and a
non-solicitation restriction) on an Executive Director is
considered important by the company to have the ability to
protect the Group’s intellectual property and staff. In light of this,
the Committee believes that it would not be appropriate to
provide for mitigation in the contracts.
Termination of employment
In the event that an Executive Director’s employment with the company terminates, the following policies and payments will apply.
Element of
Remuneration
Loss of office payment policy
Termination
payment
Termination by notice: 12 months’ annual salary payable on termination by the company (pro-rated where part of the notice period is worked).
No termination payment is made in respect of any part of a notice period that extends beyond the contract expiry date.
A bonus element is not normally included in the termination payment. However, the terms of the contracts seek to balance commercial
imperatives and best practice.
Redundancy: As above, for termination by notice. In the UK, only statutory redundancy pay will apply. In the US, general severance policy does
not apply.
Retirement, death and ill-health, injury or disability: No termination payment.
LTI awards
PSP awards are governed by the plan rules as approved by shareholders.
The following provisions will normally apply:
Termination by notice: Unvested awards will lapse.
Redundancy, retirement, death, ill-health, injury, disability or any other reason: Generally, awards will continue to vest over the original
timescales subject to performance and pro-rated for time.
In the event of a change of control, PSP awards will vest, taking into account performance to date and normally taking into account the
proportion of the performance period that has elapsed. Alternatively, the awards may be exchanged for new awards.
Annual bonus
Termination by notice by individual: If an individual serves notice and the termination date falls before 31 December, the bonus is forfeited.
Termination by notice by the company, redundancy, retirement, death, ill-health, injury or disability: If the termination date falls during the
financial year, eligible for pro-rated on-target bonus (if employed on 31 December, bonus payable based on actual results).
Mandatorily
deferred
bonus under
the DABP
DABP deferred bonus awards in respect of mandatorily deferred bonus amounts are governed by the plan rules as approved by shareholders.
The following provisions will normally apply:
Termination for gross misconduct: Generally, unvested awards will lapse
Any other reason: Generally, awards will vest in full on the original vesting date.
In the event of a change of control, awards will vest or may be exchanged for new awards.
Benefits
Generally, benefits will continue to apply until the termination date. The Committee may make payments in connection with an existing legal
obligation or in respect of any claim related to the cessation of employment. This may include fees for outplacement assistance, legal and/or
professional advice.
Termination by notice by the company and retirement (US executives): In line with the policy applicable to US senior executives, they may
become eligible, at a future date, to receive continuing medical and dental insurance after termination/retirement.
Termination by mutual agreement
In certain circumstances, it can be in the best interests of the company for the Board to manage proactively succession planning and the development of
the senior talent pipeline. In such circumstances, the Board may therefore agree that an Executive’s departure will be by mutual agreement. In order for this
to apply, the Committee will need to be satisfied that the Executive has demonstrated performance in line with expectations and where required they should
have contributed to an orderly succession. In the case of an Executive Director, they would then be treated as a ‘good leaver’ for the purposes of GSK’s
long-term incentive plans. If the termination date falls during the financial year, they would be eligible for a pro-rated on-target bonus and if they are
employed on 31 December, the bonus payable would be based on actual results.
GSK Annual Report 2019 145
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Remuneration policy report continued
Loss of office payment policy continued
The Committee does not anticipate the exercise of discretion
provided by the PSP and DABP plan rules in respect of
termination payments in a manner which would benefit an
Executive Director. However, there may be unforeseen
circumstances where this is in the best interests of the company
and its shareholders. Where it is necessary to exercise
discretion, explanations will be provided.
Where an Executive Director leaves the company, the
Committee will carry out an assessment of the individual’s
performance and conduct over the time in role. If it is
determined that the individual’s performance or conduct was
contrary to the legitimate expectations of the company, the
Committee reserves the right to apply appropriate mechanisms
such as clawback or reduction or lapsing of outstanding
incentive awards (malus), to ensure that any termination
payments are in the best interests of the company and its
shareholders (see page 144).
Differences between remuneration policy for Executive Directors
and other employees
While employees are not formally consulted in respect of the
Remuneration policy, Urs Rohner, the Committee Chair, meets
with senior HR representatives from across the business to
review employee feedback. Dr Vivienne Cox, an Independent
Non-Executive Director, engages with employees on various
topics, including remuneration, in her role as Workforce
Engagement Director.
In the wider organisation, we have aligned our performance
and reward systems with our Innovation, Performance and Trust
priorities and our Values and Expectations. Our performance
system evaluates employees on both ‘what’ they need to do
and ‘how’ they do it. Also, for our most senior people we
disincentivise unethical working practices using a clawback
mechanism that allows us to recover performance-related pay.
When setting remuneration levels for the Executive Directors,
the Committee considers the prevailing market conditions,
the competitive environment (through comparison with the
remuneration of executives at companies of similar size,
complexity and international reach) and the positioning and
relativities of pay and employment conditions across the
broader GSK workforce.
In particular, the Committee considers the range of base
salary rises for the workforces of those parts of GSK where
the Executive Directors are employed. This is considered to
be the most relevant comparison as these populations reflect
most closely the economic environments encountered by the
individuals. The same principles apply to the Remuneration
policy for Executive Directors and other employees although
the remuneration offered to Executive Directors under this
policy has a stronger emphasis on performance-related pay
than that offered to other employees of the Group.
– Salary and benefits (including pension) are tailored to the
local market.
– The annual bonus plan applies to the wider employee
population and is based on business performance.
– A combination of performance-related and restricted share
plans apply to the wider employee population.
– All-employee share plans are available to employees in the
UK, including the HM Revenue & Customs approved UK
Share Save and Share Reward Plans.
146 GSK Annual Report 2019
Remuneration policy report continued
Scenarios for future total remuneration
The charts opposite provide illustrations of the future total
remuneration for each of the Executive Directors in respect of
the remuneration opportunity granted to each of them in 2020
under the proposed new 2020 policy. A range of potential
outcomes is provided for each Executive Director and the
underlying assumptions are set out below.
All scenarios:
– 2020 base salary has been used.
– 2019 benefits figures have been used, i.e. based on actual
amounts received in 2019, and for Hal Barron the 2019
pension figures.
– Pension for Emma Walmsley and Iain Mackay are based upon
their 2020 salaries.
Emma Walmsley (£000)
14,000
12,000
10,000
8,000
6,000
4,000
– The amounts shown under value of PSP awards are based
2,000
£1.63m
£14.37m
24%
£10.93m
63%
48%
£6.28m
55%
19%
26%
22%
17%
15%
11%
upon the relevant multiples for 2020, including the proposed
uplift to Emma Walmsley (575% of salary). They do not
include amounts in respect of dividends reinvested and do
not factor in changes in share price over the vesting period
(except as described below).
100%
0
Fixed
Expected
Maximum
Maximum with
share price
increase
Fixed:
– Excludes Pay for performance, i.e. no Annual bonus would be
Iain Mackay(1) (£000)
paid and PSP awards would not vest.
Expected:
– Includes Fixed pay.
– For the Annual bonus, it is assumed that target performance
is achieved.
– For PSP awards, amounts reflect 50% vesting levels.
Maximum:
– It is assumed that the Annual bonus would be payable at the
maximum level and that the awards under the PSP would vest
in full.
Maximum with 50% share price increase:
– All elements are the same as Maximum but assuming a 50%
increase in share price.
10,000
8,000
6,000
4,000
2,000
0
£6.41m
54%
£3.80m
46%
23%
31%
£1.19m
100%
27%
18%
Fixed
Expected
Maximum
(1) Appointed with effect from 14 January 2019.
Dr Hal Barron ($000)
20,000
16,000
12,000
8,000
4,000
0
$16.21m
55%
$9.95m
45%
18%
37%
$3.70m
100%
22%
23%
Fixed
Expected
Maximum
£8.16m
21%
43%
21%
15%
Maximum with
share price
increase
$20.67m
22%
43%
17%
18%
Maximum with
share price
increase
Fixed pay
Annual bonus
PSP
50% share price increase
GSK Annual Report 2019 147
Investor informationFinancial statementsStrategic reportGovernance and remuneration Remuneration policy report continued
Non-Executive Director remuneration policy 2020
Non-Executive Directors’ fees
Change
Element
Purpose and link to strategy
Operation
Chairman’s fees
To provide an inclusive flat rate fee that is
competitive with those paid by other
companies of equivalent size and
complexity subject to the limits contained
in GSK’s Articles of Association.
There is no formal maximum. However, fees are reviewed annually and set by reference
to a review of the Chairman’s performance and independently sourced market data.
The Committee is responsible for evaluating and making recommendations to the Board
on the fees payable to the Chairman. The Chairman does not participate in discussions in
respect of his fees.
Basic fees
As above
Supplemental
fees
To compensate Non-Executive Directors
(other than the Chairman) for taking on
additional Board responsibilities or
undertaking intercontinental travel.
Benefits
To facilitate execution of responsibilities
and duties required by the role.
Fees are paid in cash. The Chairman is required to invest at least 25% of his total net
fees in shares or ADS of the company.
There is no formal maximum. As with the Chairman, fees are reviewed annually and set by
reference to independently sourced data.
The Chairman and CEO are responsible for evaluating and making recommendations to
the Board on the fees payable to the company’s Non-Executive Directors.
Fees are paid in cash. Directors are required to invest at least 25% of their total net fees
in shares or ADS of the company. The shares or ADS are delivered or released following
retirement from the Board.
Additional fees for the Senior Independent Director, Committee Chairs, Science and
Medical Experts, the Workforce Engagement Director role and intercontinental travel.
The company has the authority to pay an additional fee, up to the equivalent of the
Committee Chair supplement (£40,000 with effect from 1 January 2020) to a
Non-Executive Director, should the company require significant additional time
commitment in exceptional or unforseen circumstances.
Travel and subsistence costs for Non-Executive Directors are incurred in the normal
course of business in relation to meetings on Board and Committee matters and other
GSK-hosted events. For overseas-based Non-Executive Directors, this includes travel to
meetings in the UK. In the event it is necessary for business purposes, whilst not normal
practice, Non-Executive Directors may be accompanied by their spouse or partner to
these meetings or events. The costs associated with the above are all met by the
company and, in some instances, they are deemed to be taxable and therefore treated
as benefits for the Non-Executive Director.
Approach to recruitment remuneration
The following policy and principles apply to the roles of
Chairman and Non-Executive Director.
Chairman
Fees will be set at a level that is competitive with those paid by
other companies of equivalent size and complexity. Fees will be
paid partly in shares.
No change
Non-Executive Directors
Fee levels for new Non-Executive Directors will be set on the
same basis as for existing Non-Executive Directors of the
company. Subject to local laws and regulations, fees will be
paid partly in shares.
In the event of a Non-Executive Director with a different role and
responsibilities being appointed, fee levels will be benchmarked
and set by reference to comparable roles in companies of
equivalent size and complexity.
Loss of office
No change
The Chairman and other Non-Executive Directors are not entitled to receive any payments in respect of fees for loss of office when
they retire or step down from the Board.
148 GSK Annual Report 2019
Remuneration policy report continued
Operation and scope of Remuneration policy
The Remuneration policy (Policy) is set out on pages 141 to 150
of the 2019 Annual Report and it is intended that the Policy for
GSK’s Executive and Non-Executive Directors will operate for a
period of three years from the date of approval at the company’s
Annual General Meeting on 6 May 2020.
The Committee wrote the Policy principally in relation to the
remuneration arrangements for the Executive Directors, whilst
taking into account the possible recruitment of a replacement
or an additional Executive Director during the operation of the
Policy. The Committee intends the Policy to operate for the
period set out above in its entirety. However, it may after due
consideration seek to change the Policy during this period,
but only if it believes it is appropriate to do so for the long-term
success of the company, after consultation with shareholders
and having sought shareholder approval at a general meeting.
The Committee reserves the right to make any remuneration
payments and/or payments for loss of office (including
exercising any discretions available to it in connection with
such payments) notwithstanding that they are not in line with
the Policy where the terms of the payment were agreed:
(i) before the AGM on 7 May 2014 (the date the company’s
first shareholder-approved Directors’ remuneration policy came
into effect);
(ii) before the Policy came into effect, provided that the terms
of the payment were consistent with the shareholder-approved
Remuneration policy in force at the time they were agreed; or
(iii) at a time when the relevant individual was not a Director of
the company and, in the opinion of the Committee, the payment
was not in consideration for the individual becoming a Director
of the company. For these purposes ‘payments’ includes the
Committee satisfying awards of variable remuneration and, in
relation to an award over shares or ADS, the terms of the
payment are ‘agreed’ at the time the award is granted.
Performance Share Plan and Deferred Annual Bonus Plan
awards are subject to the terms of the relevant plan rules under
which the award has been granted. The Committee may adjust
or amend awards only in accordance with the provisions of the
plan rules. This includes making adjustments to reflect one-off
corporate events, such as a change in the company’s capital
structure.
The Committee may also make minor amendments to the Policy
(for regulatory, exchange control, tax or administrative purposes
or to take account of a change in legislation) without obtaining
shareholder approval for such amendments.
Statement of consideration of shareholder views
The Committee engages in regular dialogue with shareholders
and holds annual meetings with GSK’s largest investors to
discuss and take feedback on its Remuneration policy and
governance matters.
GSK Annual Report 2019 149
Investor informationFinancial statementsStrategic reportGovernance and remuneration Remuneration policy report continued
Basis of preparation
The Annual report on remuneration has been prepared in
accordance with the Companies Act 2006 and The Large and
Medium-sized Companies and Groups (Accounts and Reports)
(Amendment) Regulations 2013 (the Regulations). In
accordance with the Regulations, the following parts of the
Annual report on remuneration are subject to audit: total
remuneration figures for Executive Directors including further
details for each element of remuneration (salary, benefits,
pension, annual bonus and long-term incentive awards);
Non-Executive Directors’ fees and emoluments received in the
year; Directors’ interests in shares, including interests in GSK
share plans; payments to past Directors; payments for loss
of office; and share ownership requirements and holdings,
for which the opinion thereon is expressed on page 162. The
remaining sections of the Annual report on remuneration are
not subject to audit nor are the pages referred to from within
the audited sections.
The Annual report on remuneration has been approved
by the Board of Directors and signed on its behalf by:
Urs Rohner
Remuneration Committee Chairman
3 March 2020
150 GSK Annual Report 2019
Strategic report
Governance and remuneration
Financial statements
Investor information
Financial
statements
In this section
Directors’ statement of responsibilities
Independent Auditor’s report
Financial statements
Notes to the financial statements
Financial statements of GlaxoSmithKline plc
prepared under UK GAAP
152
154
166
170
252
GSK Annual Report 2019 151
GSK Annual Report 2019 151
Investor informationFinancial statementsStrategic reportGovernance and remuneration Directors’ statement of responsibilities
The Directors are responsible for preparing the Annual Report,
the Remuneration report and the Group and parent company
financial statements in accordance with applicable law and
regulations.
UK company law requires the Directors to prepare financial
statements for each financial year. The Directors are required
to prepare the Group financial statements in accordance with
International Financial Reporting Standards (IFRS) as adopted
by the European Union. In preparing the Group financial
statements, the Directors have also elected to comply with
IFRS as issued by the International Accounting Standards
Board (IASB). The Directors have elected to prepare the parent
company financial statements in accordance with United
Kingdom Accounting Standards and applicable law (United
Kingdom Generally Accepted Accounting Practice). 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 Group and its profit or
loss for that period.
In preparing the financial statements, the Directors are required
to:
– select suitable accounting policies and then apply them
consistently;
– make judgements and accounting estimates that are
reasonable and prudent;
– state that the Group financial statements comply with IFRS
as adopted by the European Union and IFRS as issued by
the IASB, subject to any material departures disclosed and
explained in the Group financial statements;
– state with regard to the parent company financial statements
that applicable UK Accounting Standards have been
followed, subject to any material departures disclosed and
explained in the parent company financial statements; and
– prepare the financial statements on a going concern basis
unless it is inappropriate to presume that the Group and the
parent company will continue in business.
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 Group and to enable them to ensure
that the Group financial statements and the Remuneration
report comply with the Companies Act 2006 and Article 4 of
the IAS Regulation. They are also responsible for safeguarding
the assets of the Group and hence for taking reasonable steps
for the prevention and detection of fraud and other irregularities.
The Group financial statements for the year ended 31
December 2019, comprising principal statements and
supporting notes, are set out in the ‘Financial statements’
on pages 166 to 251 of this report. The parent company
financial statements for the year ended 31 December 2019,
comprising the balance sheet and the statement of changes in
equity for the year ended 31 December 2019 and supporting
notes, are set out on pages 252 to 256.
The responsibilities of the auditor in relation to the financial
statements are set out in the Independent Auditor’s report on
pages 154 to 165.
The financial statements for the year ended 31 December 2019
are included in the Annual Report, which is published in printed
form and made available on our website. The Directors are
responsible for the maintenance and integrity of the Annual
Report on our website in accordance with UK legislation
governing the preparation and dissemination of financial
statements. Access to the website is available from outside
the UK, where comparable legislation may be different.
Each of the current Directors, whose names and functions are
listed in the Corporate Governance section of the Annual
Report 2019 confirms that, to the best of his or her knowledge:
– the Group financial statements, which have been prepared
in accordance with IFRS as adopted by the EU and IFRS
as issued by the IASB, give a true and fair view of the assets,
liabilities, financial position and profit of the Group; and
– the Strategic report and risk sections of the Annual Report,
which represent the management report, include a fair review
of the development and performance of the business and the
position of the company and the Group taken as a whole,
together with a description of the principal risks and
uncertainties that it faces.
152 GSK Annual Report 2019
Directors’ statement of responsibilities continued
Disclosure of information to auditor
The Directors in office at the date of this Annual Report have
each confirmed that:
– so far as he or she is aware, there is no relevant audit
information of which the company’s auditor is unaware; and
– he or she has taken all the steps that he or she ought to have
taken as a Director to make himself or herself aware of any
relevant audit information and to establish that the company’s
auditor is aware of that information.
This confirmation is given and should be interpreted in
accordance with the provisions of section 418 of the
Companies Act 2006.
Going concern basis
Pages 50 to 74 contain information on the performance of
the Group, its financial position, cash flows, net debt position
and borrowing facilities. Further information, including Treasury
risk management policies, exposures to market and credit risk
and hedging activities, is given in Note 43 to the financial
statements, ‘Financial instruments and related disclosures’.
Having assessed the principal risks and other matters
considered in connection with the viability statement, the
Directors considered it appropriate to adopt the going concern
basis of accounting in preparing the financial statements.
Internal control
The Board, through the Audit & Risk Committee, has reviewed
the assessment of risks and the internal control framework that
operates in GSK and has considered the effectiveness of the
system of internal control in operation in the Group for the year
covered by this Annual Report and up to the date of its approval
by the Board of Directors.
The 2018 UK Corporate Governance Code
The Board considers that GlaxoSmithKline plc applies the
principles and complies with the provisions of the UK Corporate
Governance Code maintained by the Financial Reporting
Council, as described in the Corporate Governance section
on pages 75 to 114. The Board further considers that the
Annual Report, taken as a whole, is fair, balanced and
understandable, and provides the information necessary for
shareholders to assess the Group’s position and performance,
business model and strategy.
As required by the Financial Conduct Authority’s Listing Rules,
the auditor has considered the Directors’ statement of
compliance in relation to those points of the UK Corporate
Governance Code which are specified for their review.
Annual Report
The Annual Report for the year ended 31 December 2019,
comprising the Report of the Directors, the Remuneration
report, the Financial statements and Additional information
for investors, has been approved by the Board of Directors
and signed on its behalf by
Sir Jonathan Symonds
Chairman
3 March 2020
GSK Annual Report 2019 153
Investor informationFinancial statementsStrategic reportGovernance and remuneration Independent Auditor’s report to the members
of GlaxoSmithKline plc
Report on the audit of the financial statements
1. Opinion
In our opinion:
– The financial statements of GlaxoSmithKline plc (the ‘Parent
company’) and its subsidiaries (the ‘Group’) give a true and
fair view of the state of the Group’s and of the Parent
company’s affairs as at 31 December 2019 and of the
Group’s profit for the year then ended;
– The Group financial statements have been properly prepared
in accordance with International Financial Reporting
Standards (IFRSs) as adopted by the European Union and
IFRSs as issued by the International Accounting Standards
Board (IASB);
– The Parent company financial statements have been properly
prepared in accordance with United Kingdom Generally
Accepted Accounting Practice including FRS 101 ‘Reduced
Disclosure Framework’; and
– The financial statements have been prepared in accordance
with the requirements of the Companies Act 2006 and, as
regards the Group financial statements, Article 4 of the IAS
Regulation.
We have audited the financial statements which comprise the:
Group
– Consolidated balance sheet as at 31 December 2019;
– Consolidated income statement for the year then ended;
– Consolidated statement of comprehensive income for the
year then ended;
– Consolidated statement of changes in equity for the year
then ended;
– Consolidated cash flow statement for the year then ended;
and
– Notes 1 to 46 to the financial statements, which includes the
accounting principles and policies.
Parent company
– Balance sheet as at 31 December 2019;
– Statement of changes in equity for the year then ended; and
2. 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 are independent of the Group and the Parent company in
accordance with the ethical requirements that are relevant to our
audit of the financial statements in the UK, including the Financial
Reporting Council’s (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.
We confirm that the non-audit services prohibited by the FRC’s
Ethical Standard were not provided to the Group or the Parent
company, as noted in the Audit & Risk Committee report within
the Corporate Governance section of the Annual Report on
page 104. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our opinion.
3. Audit scope and execution
We structured our approach to the audit to reflect how the
Group is organised as well as ensuring our audit was both
effective and risk focused. Our audit approach can be
summarised into the following areas that enabled us to obtain
the evidence required to form an opinion on the Group and
Parent company financial statements:
– Risk assessment and audit planning at a Group level.
The central control and common systems throughout most
of the Group enabled us to structure our audit centrally.
In addition to appointing partners for each of the three
businesses, we also had partners coordinate the component
and legal entity audits in each country. These global business
partners met regularly with the relevant management to
understand strategy and matters which arose throughout
the year that could have impacted on the financial reporting.
The regular meetings we had with members of the Internal
Audit, the internal Legal Counsel and the Global Ethics &
Compliance teams allowed us to understand their work, to
review their reports and to enhance our risk assessment:
– Notes A to M to the financial statements, which includes the
– Significant changes in audit scope. The Group completed
accounting principles and policies.
two major transactions during the year:
The financial reporting framework that has been applied in the
preparation of the Group financial statements is applicable law
and IFRSs as adopted by the European Union. 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 101
‘Reduced Disclosure Framework’ (United Kingdom Generally
Accepted Accounting Practice).
– The acquisition of 100% shares of Tesaro Inc. (Tesaro),
a commercial-stage oncology business; and
– The acquisition of the Pfizer Consumer Healthcare
business to form a new consumer healthcare joint venture
with Pfizer Inc.
As a result of the Pfizer transaction, some of the Pfizer
Consumer Healthcare operations in the United States (US)
and China have been brought into audit scope. Both
transactions required an increased extent of audit effort
in all areas, including the need to perform additional opening
balance sheet testing and consolidation work;
154 GSK Annual Report 2019
Independent Auditor’s report continued
Report on the audit of the financial statements continued
– Audit work performed at global shared service centres.
A significant amount of the Group’s operational processes
that cover financial reporting are undertaken in shared service
centres. Our central team, which included senior individuals
responsible for each of the global processes, coordinated
our audit work at the shared service centres in scope for the
Group audit, to ensure we developed a good understanding
of the end-to-end view of the key processes that supported
material account balances, classes of transactions and
disclosures within the Group financial statements. We then
evaluated the effectiveness of internal controls over financial
reporting for these processes and considered the implications
for the remainder of our audit work;
– Audit work executed at component level and individual
legal entities. The following components were subject to
market-specific audit procedures as well as the assessment
of the internal controls over financial reporting: Belgium;
Canada; China; France; Germany; Italy; Japan; Spain;
Switzerland; United Kingdom and United States. The Group
audit team was in active dialogue throughout the audit with
the component audit teams responsible for the audit work
under the direction and supervision of the Group audit team.
This included determining whether the work was planned
and performed in accordance with the overall Group audit
strategy and the requirements of our Group audit instructions
to the components. As part of supervising the work of the
components, senior Group audit team members visited all
the component countries, as well as locations of all shared
service centre audits;
– Audit procedures undertaken at a Group level and on the
Parent company. In addition to the above, we also performed
audit work on the Group and Parent company financial
statements, including but not limited to the consolidation
of the Group’s results, the preparation of the financial
statements, certain disclosures within the directors’
remuneration report, litigation provisions and exposures in
addition to management’s entity level and oversight controls
relevant to financial reporting. We also carried out analytical
procedures to confirm our conclusion that there were no
significant risks of material misstatement of the aggregated
financial information of the remaining components not
subject to the market-specific audit procedures; and
– Internal controls testing approach. We tested internal
controls over financial reporting across all in-scope entities
and entity level controls at the Group level. We were able
to place reliance on controls where planned and it was
more efficient. Notwithstanding the IT controls deficiencies
disclosed in the key audit matters section of this report,
mitigating controls existed which allowed us to continue
to take reliance on controls where planned.
The coverage obtained for our Group scoping strategy is
summarised as follows:
Benchmark
Covered by market-specific procedures
Covered by review at Group level
Revenue
69%
31%
Profit
before tax
70%
30%
Total
assets
86%
14%
The residual consists of components or legal entities each with
annual revenue (turnover) less than 1.8% of the total Group
revenue. These entities and components are non-significant
components that individually and in aggregate do not present
a reasonable possibility of risk of material misstatement.
4. Our application of materiality
We define materiality as the magnitude of misstatement in the
financial statements that makes it probable that the economic
decisions of a reasonably knowledgeable person would be
changed or influenced. We use materiality both in planning
the scope of our audit work and in evaluating the results of
our work.
Based on our professional judgement, we determined
materiality for the financial statements as a whole as follows:
Materiality
Basis for
determining
materiality
Rationale
for the
benchmark
applied
Group financial statements
£275 million
(2018 – £270 million)
In determining our benchmark
for materiality we considered
the metrics used by investors
and other readers of the financial
statements. In particular, we
considered: Statutory profit
before tax, Adjusted profit before
tax, Revenue and Net cash flows
from operations.
Using professional judgement we
have determined preliminary
materiality to be £275 million.
Metric
%
Statutory profit before tax
4.4%
Adjusted profit before tax* 3.3%
0.8%
Revenue
Net cash inflow from
operating activities
3.5%
* A reconciliation between the Statutory
profit before tax and Adjusted profit
before tax is detailed in the Adjusting
Items section of the strategic report.
Given the importance of the above
metrics used by investors and other
readers of the financial statements,
we concluded statutory profit
before tax to be the primary
benchmark with adjusted profit
before tax, revenue and net cash
inflow from operating activities
the supporting benchmarks.
The component materiality
allocated to the in-scope
components ranged between
£82.5 million and £192.5 million.
The range of materiality allocated
across components in the audit
of the prior year’s Group financial
statements was between
£81 million and £189 million.
Parent company
financial statements
£68 million
(2018 – £67 million)
Materiality was
determined using the
total assets benchmark.
The Parent company
holds the Group’s
investments and is not
in itself profit-oriented.
The strength of the
balance sheet is the key
measure of financial
health that is important
to shareholders since
the primary concern
for the Parent company
is the payment of
dividends. Using a
benchmark of total
assets is therefore
the appropriate metric.
GSK Annual Report 2019 155
Investor informationFinancial statementsStrategic reportGovernance and remuneration Independent Auditor’s report continued
Report on the audit of the financial statements continued
We set performance materiality at a level lower than materiality
to reduce the probability that, in aggregate, uncorrected and
undetected misstatements exceed the materiality for the
financial statements as a whole. Group performance
materiality was set at 70% of Group materiality for the 2019
audit (2018 – 70%). In determining performance materiality,
we considered factors including:
– Our risk assessment, including our assessment of the
Principal risks and viability statement
Based solely on reading the directors’ statements and
considering whether they were consistent with the knowledge
we obtained in the course of the audit, including the knowledge
obtained in the evaluation of the directors’ assessment of the
Group’s and the Parent company’s ability to continue as a going
concern, we are required to state whether we have anything
material to add or draw attention to in relation to the:
Group’s overall control environment and that we consider
it appropriate to rely on controls over a number of business
processes; and
– Disclosures on pages 43 to 45 that describe the principal
risks, procedures to identify emerging risks and an
explanation of how these are being managed or mitigated;
– Our past experience of the audit, which has indicated a low
– Directors’ confirmation on page 105 that they have carried
out a robust assessment of the principal and emerging risks
facing the Group, including those that would threaten its
business model, future performance, solvency or liquidity; or
– Directors’ explanation on page 47 as to how they have
assessed the prospects of the Group, over what period
they have done so and why they consider that period to be
appropriate, and their statement as to whether they 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 their assessment, including any related
disclosures drawing attention to any necessary qualifications
or assumptions.
We are also required to report whether the directors’ statement
relating to the prospects of the Group required by Listing Rule
9.8.6R(3) is materially inconsistent with our knowledge obtained
in the audit.
We confirm that we have nothing material to report, add or
draw attention to in respect of these matters.
number of corrected and uncorrected misstatements
identified in prior periods.
We agreed with the Audit & Risk Committee that we would
report to the Committee all audit differences in excess of
£10 million (2018 – £10 million) as well as any differences
below this threshold, which in our view, warranted reporting
on qualitative grounds. We also report to the Audit & Risk
Committee on disclosure matters that we identified when
assessing the overall presentation of the financial statements.
5. Conclusions relating to going concern,
principal risks and viability statement
Going concern
We have reviewed the directors’ statement in notes 1 and A
to the financial statements about whether they considered it
appropriate to adopt the going concern basis of accounting
in preparing them and their identification of any material
uncertainties to the Group’s and Parent company’s ability to
continue to do so over a period of at least twelve months from
the date of approval of the financial statements.
We considered as part of our risk assessment the nature of the
Group, its business model and related risks including where
relevant the impact of Brexit, the requirements of the applicable
financial reporting framework and the system of internal control.
We evaluated the directors’ assessment of the Group’s ability
to continue as a going concern, including challenging the
underlying data and key assumptions used to make the
assessment, and evaluated the directors’ plans for future
actions in relation to their going concern assessment.
We are required to state whether we have anything material to
add or draw attention to in relation to that statement required by
Listing Rule 9.8.6R(3) and report if the statement is materially
inconsistent with our knowledge obtained in the audit.
We confirm that we have nothing material to report, add
or draw attention to in respect of these matters.
156 GSK Annual Report 2019
Independent Auditor’s report continued
6. 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 forming our opinion thereon,
and we do not provide a separate opinion on these matters.
Key audit matter description
How the scope of our audit responded to the key audit matter
Valuation of the ViiV Healthcare Shionogi contingent
consideration liability
In recent years the Group has completed a number of significant
transactions which resulted in the recognition of material
contingent consideration liabilities, which are a key source of
estimation uncertainty. The most significant of these liabilities
was the ViiV Healthcare Shionogi Contingent Consideration
Liability (ViiV CCL).
The Group completed the acquisition of the remaining 50%
interest in the Shionogi-ViiV Healthcare joint venture in 2012.
Upon completion, the Group recognised a contingent
consideration liability for the fair value of the expected future
payments to be made to Shionogi. As at 31 December 2019,
the liability was valued at £5,103 million.
We identified the ViiV CCL as a key audit matter because of
the significant estimates and assumptions management makes
related to the sales forecasts of dolutegravir-based regimens
used to value the ViiV CCL. Such forecasts are based on
management’s assessment of the expected launch dates, the
ability to shift market practice and prescriber behaviour towards
2-drug regimens, and subsequent sales volumes and pricing.
The forecasts also required significant audit effort to perform
appropriate audit procedures to challenge and evaluate the
reasonableness of those forecasts.
The contingent consideration liabilities, including the ViiV CCL,
are disclosed as a key source of estimation uncertainty in note 3
of the Group financial statements with further disclosures
provided in notes 28, 32, and 43. The matter is also discussed
in the Audit & Risk Committee report within the Corporate
Governance section of the Annual Report.
Audit procedures performed
We performed the following audit procedures, amongst others,
related to the sales forecasts:
– Challenged management’s evidence through enquiries of key
individuals from the senior leadership team, commercial strategy
team and key personnel involved in the budgeting and
forecasting process, and the obtaining of objective evidence
with respect to key inputs and assumptions;
– Challenged the US volume assumptions made by management
to estimate sales forecasts. This involves benchmarking market
share data against external data, such as total prescription
volumes and new patient prescription volumes, in order to assess
for any sources of contradictory evidence;
– Challenged the reasonableness of US pricing assumptions
made by management, by comparing the forecasted Returns
and Rebates accruals rate by product against the current rate,
and assessing the forecasted Returns and Rebates against
comparable products and expected changes in payer policy;
– Reviewed the results of clinical studies undertaken in the year by
management and key competitors in order to assess whether
these are corroborative or contradictory to management’s
assumptions on dolutegravir sales forecasts in the US;
– Benchmarked management’s forecasts against analysts reports
and developed a range of possible outcomes using analyst
forecast growth for ViiV Healthcare with a consensus of 15
analysts, including Bank of America Merrill Lynch, Morgan
Stanley, Barclays, Credit Suisse, Jefferies and Redburn; and
– Tested the controls over the key inputs and assumptions used in
the valuation of the contingent consideration liability, including
management review controls over the sales forecasts of
dolutegravir-based regimens.
Key observations communicated to the Audit & Risk Committee
Underlying sales forecasts for dolutegravir-based regimens used
in the valuation of the ViiV CCL have been updated to reflect
changes in the HIV market and ViiV’s products in that market.
The approach to valuing the ViiV CCL was consistent with prior
periods and management’s forecasts are within our benchmarked
observable range. We are satisfied that the valuation of the ViiV
CCL is reasonable and consistent with IFRS.
GSK Annual Report 2019 157
Investor informationFinancial statementsStrategic reportGovernance and remuneration Independent Auditor’s report continued
Report on the audit of the financial statements continued
Key audit matter description
How the scope of our audit responded to the key audit matter
Valuation of US Returns and Rebates (RAR) accruals
In the US the Group sells to customers under various commercial
and government mandated contracts and reimbursement
arrangements that include rebates, chargebacks and a right of
return for certain pharmaceutical products. As such, revenue
recognition reflects gross-to-net sales adjustments. These
adjustments are known as the Returns and Rebates (RAR)
accruals and are a source of significant estimation uncertainty
which could have a material impact on reported revenue. The
three most significant payer channels (also referred to as buying
groups) within the RAR accrual are managed healthcare
organisations, Medicaid and Medicare Part D.
The two main causes of significant estimation uncertainty are:
– The utilisation rate, which is the portion of total sales that will
be made into each payer channel, estimated by management in
recording the accruals. The utilisation assumption is the most
challenging of the key assumptions used to derive the accrual
given that it is influenced by market demand and other factors
outside the control of the Group; and
– The time lag between the point of sale and the point at which
exact rebate amounts are known to the Group upon receipt of
a claim. Those payer channels with the longest time lag result
in a greater accrued period, and therefore, a greater level of
estimation uncertainty in estimating the period end accrual.
The level of estimation uncertainty is also impacted by significant
shifts in channel mix often driven by changes in the competitive
landscape, including competitor and generic product launches.
In the US Pharmaceuticals business in 2019 £11,069 million
of RAR deductions were made to gross revenue of £18,471
million resulting in net revenue of £7,402 million. The balance
sheet accrual at 31 December 2019 for the combined US
Pharmaceuticals and Vaccines businesses amounted to
£4,200 million.
US Pharmaceuticals returns and rebates are disclosed as a key
accounting estimate in note 3 of the Group financial statements
with further disclosures provided in note 28. The matter is also
discussed in the Audit & Risk Committee report within the
Corporate Governance section of the Annual Report.
Audit procedures performed
We performed the following audit procedures, amongst others,
related to management estimates in the RAR accruals:
– Assessed the historical accuracy of management’s estimates
against actual outcomes to inform our assessment of the current
year accrual;
– Performed substantive analytical procedures by developing an
independent expectation of the accrual balance for each of the
key segments, based on historical claims received adjusted to
reflect market changes in the period including an assessment of
the time lag between the initial point of sale and the claim receipt.
We then compared this independent expectation to those of
management to evaluate the appropriateness of management’s
ending accrual position;
– Recalculated the accrual recognised to determine that it is
consistent with the assumptions determined through
management’s process;
– Selected a sample of individual utilisation rates giving particular
focus to products which have experienced increased generic
competition in the current year. We challenged and obtained
support for the utilisation rates selected, which included
comparison to historical utilisation rates;
– Challenged the appropriateness of period-end adjustments to
the liability made as part of the ongoing review of the estimated
accrual. The impact of these market events on the year end
accrual was considered and reflected as part of our overall audit
approach; and
– Tested the key controls over the estimation of RAR accruals
including the controls associated with the bi-annual forecasting
of utilisation rates process and the month-end accrual review
controls.
Key observations communicated to the Audit & Risk Committee
We are satisfied that management’s estimated liability of the RAR
accruals at the year end is appropriate and reasonable when
assessed against our own independent expectations and our
assessment of the accuracy of historical estimates against actual
rebates.
158 GSK Annual Report 2019
Independent Auditor’s report continued
Report on the audit of the financial statements continued
Key audit matter description
How the scope of our audit responded to the key audit matter
Valuation of intangible assets recognised on Tesaro and
Pfizer transactions
During the year, the Group recognised £15,449 million of other
intangible assets (including licences, patents, trademarks and
brand names, but excluding goodwill) on the acquisitions of
Tesaro Inc. and the Pfizer Consumer Healthcare business.
The determination of the fair value of the acquired intangible
assets relies on certain management assumptions and
estimates of future trading performance, including the probability
of success of pipeline products and product innovations,
likelihood of regulatory approval, future sales growth rates and
profit margin levels, and discount rates.
We identified the valuation of other intangible assets recognised
on these acquisitions as a key audit matter because of the
inherent judgements involved in estimating future cash flows
and auditing such estimates required extensive audit effort to
challenge and evaluate the reasonableness of those forecasts.
We also engaged our fair value specialists to assess the
discount rates and valuation methodologies applied.
The disclosures relating to other intangible assets are included
in note 20 and 40 of the Group financial statements. The matter
is also discussed in the Audit & Risk Committee report within
the Corporate Governance section of the Annual Report.
Audit procedures performed
We performed the following audit procedures, amongst others,
related to the probability of success of pipeline products and
product innovations, likelihood of regulatory approval, future sales
growth rates and profit margin levels, and discount rates used in
the valuation of the acquired intangible assets:
– Met with the key individuals from the senior leadership team,
product category leads and key personnel involved in the
forecasting process to discuss and evaluate management’s
evidence to support future sales growth rates and profitability
assumptions;
– Challenged the business assumptions applied by management
in estimating sales forecasts, including benchmarking of sales
forecasts and product compound annual growth rates to external
data for the specific market segment. This included independent
market research of expected category growth and assessment of
any sources of contradictory evidence;
– Evaluated the probability of success factors related to regulatory
approval applied to pipeline products to calculate forecast sales
to be derived from future commercialised assets;
– Assessed the historical accuracy of management’s forecasts
including consumption data and estimates of new sales from
innovation;
– Compared the forecast sales to the Plan data (asset by asset
internal forecasts) approved by senior management and the
Board of directors;
– With the assistance of our fair value specialists, assessed the
reasonableness of valuation-specific assumptions used by
management, including discount rate and terminal growth rate,
and whether these assumptions were consistent with how a
well-informed independent third party would value these assets;
and
– Tested management review controls over the key inputs and
assumptions used in valuation of intangible assets. The controls
encompass review of the valuation models, which contain a
number of assumptions such as the revenue growth rates,
probability of success of pipeline products, profit margins and
discount rates.
Key observations communicated to the Audit & Risk Committee
Whilst noting that there are potential risks to forecasts from
uncertainties such as regulatory approval of pipeline products and
sales growth from product innovations, we concluded that the
judgements made by management were reasonable and in
accordance with IFRS.
GSK Annual Report 2019 159
Investor informationFinancial statementsStrategic reportGovernance and remuneration Independent Auditor’s report continued
Report on the audit of the financial statements continued
Key audit matter description
How the scope of our audit responded to the key audit matter
Valuation of uncertain tax positions, including transfer
pricing
The Group operates in numerous jurisdictions and there are
open tax and transfer pricing matters and exposures with UK,
US and overseas tax authorities that give rise to uncertain tax
positions. There is a range of possible outcomes for provisions
and contingencies can be wide and management are required
to make certain judgements in respect of estimates of tax
exposures and contingencies in order to assess the adequacy
of tax provisions, which are sometimes complex as a result
of the considerations required over multiple tax laws and
regulations.
At 31 December 2019, the Group has recorded provisions
of £933 million in respect of uncertain tax positions.
Valuation of uncertain tax positions is disclosed as a key source
of estimation uncertainty in note 3 of the Group financial
statements with further disclosures included in note 14. The
matter is also discussed in the Audit & Risk Committee report
within the Corporate Governance section of the Annual Report.
Audit procedures performed
With the support of tax specialists, we assessed the
appropriateness of the uncertain tax provisions by performing the
following audit procedures amongst others:
– Assessed and challenged provisions for uncertain tax positions,
and focused our work on those jurisdictions where the Group
has the greatest potential exposure and where the highest level
of judgement is required;
– Assessed management’s policies for recognition and
measurement of uncertain tax positions for compliance with the
guidance per IFRIC 23;
– Involved our transfer pricing specialists to review the transfer
pricing methodology of the Group and associated approach to
provisioning;
– Involved our UK, US and international tax and transfer pricing
specialists to challenge the conclusions reached by
management, both in relation to the expected outcome and the
financial impact;
– Considered evidence such as the actual results from the recent
tax authority audits and enquiries, third-party tax advice where
obtained and our tax specialists’ own knowledge of market
practice in relevant jurisdictions; and
– Tested key controls over preparation, review and reporting of
judgmental tax balances and transactions, which include
provisions for uncertain tax provisions.
Key observations communicated to the Audit & Risk Committee
We are satisfied that management’s judgements in relation to
uncertain tax positions and the related disclosures are in
accordance with IFRS. From our work we concluded that
management have applied a consistent approach to estimating
uncertain tax provisions, the judgements continue to be prudent
and are appropriately recorded.
160 GSK Annual Report 2019
Independent Auditor’s report continued
Report on the audit of the financial statements continued
Key audit matter description
How the scope of our audit responded to the key audit matter
Audit procedures performed over IT systems
As a result of the IT control deficiencies identified, we incorporated
additional considerations in performing our risk assessment and
audit procedures as follows:
– Considered the impact on our risk assessment through
evaluating our audit risks in the context of the IT deficiencies
with assistance of our IT specialist team; and
– Tested additional manual business process controls, which
addressed the related IT risks.
Key observations communicated to the Audit & Risk Committee
Management’s actions have made significant progress in reducing
the number of deficiencies in the year relating to user access and
change management. The Group has many layers of business
process controls to mitigate the risk associated with the IT control
deficiencies.
We are satisfied that mitigating business process controls address
the risk of material misstatement impacting financial reporting
caused by IT control deficiencies.
IT systems which impact financial reporting
The IT systems within the Group form a critical component of
the Group’s financial reporting activities and impact all account
balances. IT controls, in the context of our scope for the
financial audit, primarily relate to user access security and
change control.
During the year, the Group continued to implement the
remediation plan to address the user access and change
control IT deficiencies identified in the prior year. This primarily
involved the removal of inappropriate access together with the
implementation of appropriate privileged access management
processes and controls which are planned to be fully complete
in 2020.
We have identified the IT systems, which impact financial
reporting as a key audit matter because of the:
– Reliance on these systems within the Group;
– Importance of the IT controls over the systems to maintaining
an effective control environment. A key interdependency
exists between the ability to rely on IT controls and the ability
to rely on system configured automated controls and system
reports;
– Pervasive nature of these systems;
– Fact that some remediation activities are not yet complete
and will continue into 2020;
– Considerable involvement of IT specialists; and
– Additional effort needed from the audit team to test
compensating controls to mitigate the unaddressed IT risks.
IT systems which impact financial reporting are discussed in
the Audit & Risk Committee report within the Corporate
Governance section of the Annual Report. The key IT systems
impact a range of business processes, including General
Ledger, Procurement, Sales and Financial Consolidation.
GSK Annual Report 2019 161
Investor informationFinancial statementsStrategic reportGovernance and remuneration Independent Auditor’s report continued
Report on the audit of the financial statements continued
7. Other information
The directors are responsible for the other information. The other information comprises the information included in the Annual
Report, other than the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in
our report, we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, 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 audit or
otherwise appears to be materially misstated.
If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a
material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have
performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in respect of these matters.
We summarise below our work in relation to areas of the other information including those areas upon which we are specifically
required to report:
Matters we are specifically required to report
Our responsibility
Fair, balanced and understandable
Consider whether the statement given by the directors that they consider the
Annual Report and financial statements taken as a whole is fair, balanced and
understandable and provides the information necessary for shareholders to
assess the Group’s position and performance, business model and strategy
is materially inconsistent with our knowledge obtained from the audit.
Our reporting
We consider that the directors’ statement is consistent
with our knowledge obtained from the audit.
Audit & Risk Committee report
Consider whether it deals appropriately with those matters that we reported
to the Audit & Risk Committee.
All matters we reported have been appropriately covered
in the Audit & Risk Committee report.
Directors’ statement of compliance with the UK Corporate
Governance Code (‘the Code’)
Consider whether the parts of the directors’ statement required under the
Listing Rules relating to the Parent company’s compliance with the Code
containing provisions specified for review by the auditor in accordance with
Listing Rule 9.8.10R(2) properly discloses any departure from a relevant
provision of the Code.
Principal risks and viability statement
Review the confirmation and description in the light of the knowledge
gathered during the audit, such as through considering the directors’
processes to support the statements made, challenging management’s key
judgements and estimates, consideration of historical forecasting accuracy
and evaluating macro-economic assumptions.
Consider if the statements are aligned with the relevant provisions of the Code.
Directors’ Remuneration report
Report whether the part of the directors’ remuneration report to be audited is
properly prepared and the disclosures specified by the Companies Act have
been made.
We did not identify any such matters.
As set out in the section ‘Conclusions relating to going
concern, principal risks and viability statement’, we have
nothing material to report, add or draw attention to in
respect of these matters.
As set out in the section ‘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 prepared in accordance with the
Companies Act 2006.
Strategic report and directors’ report
Report whether they are consistent with the audited financial statements
and are prepared in accordance with applicable legal requirements.
Report if we have identified any material misstatements in either report in the
light of the knowledge and understanding of the Group and of the Parent
company and their environment obtained in the course of the audit.
As set out in the section ‘Opinions on other matters
prescribed by the Companies Act 2006’, in our opinion,
based on the work undertaken in the course of the audit,
the information in these reports is consistent with the
audited financial statements and has been prepared in
accordance with applicable legal requirements.
162 GSK Annual Report 2019
Independent Auditor’s report continued
Report on the audit of the financial statements continued
Other reporting on other information
Our responsibility
Alternative performance measures (APMs)
APMs are measures that are not defined by generally accepted accounting
practice (GAAP) and therefore are not typically included in the financial
statement part of the Annual Report. The Group use APMs, such as adjusted
profit, free cash flow and constant currency growth rates in some of its quarterly
and annual reporting of financial performance.
We have reviewed and assessed management’s calculation and reporting
of these metrics to assess consistency with the Group’s published definitions
and policies for these items.
We have also considered and assessed whether the use of APMs in the
Group’s reporting results is consistent with the guidelines produced by
regulators such as the European Securities and Markets Authority (ESMA)
guidelines on the use of APMs and the FRC Alternative Performance Measures
Thematic Review published in November 2017.
We also considered whether there was an appropriate balance between the
use of statutory metrics and APMs, in addition to whether clear definitions
and reconciliation for APMs used in financial reporting have been provided.
Our reporting
In our opinion:
– the use, calculation and disclosure of APMs is
consistent with the Group’s published definitions and
policies;
– the use of APMs in the Group’s reporting results is
consistent with the guidelines produced by ESMA and
FRC; and
– there is an appropriate balance between the use of
statutory metrics and APMs, together with clear
definitions and reconciliation for APMs used in financial
reporting.
Dividends and distribution policy
Consider whether the dividends policy is transparent and the dividends
paid are consistent with the policy as outlined in the strategic report on
page 61.
In our opinion, the dividends policy is appropriately
disclosed and dividends paid are consistent with the
policy.
GSK Annual Report 2019 163
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Independent Auditor’s report continued
Report on the audit of the financial statements continued
8. Responsibilities of directors
As explained more fully in the directors’ responsibilities
statement, 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’s and the 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.
9. 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.
Details of the extent to which the audit was considered capable
of detecting irregularities, including fraud are set out below.
A further description of our responsibilities for the audit of
the financial statements is located on the FRC’s website at:
www.frc.org.uk/auditorsresponsibilities. This description forms
part of our auditor’s report.
10. Extent to which the audit was considered
capable of detecting irregularities, including fraud
We identify and assess the risks of material misstatement of the
financial statements, whether due to fraud or error, and then
design and perform audit procedures responsive to those risks,
including obtaining audit evidence that is sufficient and
appropriate to provide a basis for our opinion.
Identifying and assessing potential risks related to
irregularities
In identifying and assessing the risks of material misstatement in
respect of irregularities, including fraud and non-compliance
with laws and regulations, we considered the following:
– The nature of the industry and sector, control environment
and business performance including the design of the
Group’s remuneration policies, key drivers for directors’
remuneration, bonus levels and performance targets;
164 GSK Annual Report 2019
– Enquiring of management, internal audit and the Audit & Risk
Committee, including obtaining and reviewing supporting
documentation, concerning the Group’s policies and
procedures relating to:
– Identifying, evaluating and complying with laws and
regulations and whether they were aware of any instances
of non-compliance;
– Detecting and responding to the risks of fraud and whether
they have knowledge of any actual, suspected or alleged
fraud; and
– The internal controls established to mitigate risks related to
fraud or non-compliance with laws and regulations.
– Discussing among the engagement team including significant
component audit teams and involving relevant internal
specialists, including tax, valuations, pensions, IT and industry
specialists regarding how and where fraud might occur in the
financial statements and any potential indicators of fraud; and
– Obtaining an understanding of the legal and regulatory
frameworks that the Group operates in, focusing on those
laws and regulations that had a direct effect on the financial
statements, such as provisions of the UK Companies Act,
pensions legislation and tax legislations or that had a
fundamental effect on the operations of the Group, including
the Good Clinical Practice, the FDA regulations, General
Data Protection requirements, Anti-bribery and corruption
policy and the Foreign Corrupt Practices Act.
Audit response to risks identified
Our procedures to respond to risks identified included the
following:
– Reviewing the financial statement disclosures and testing
to supporting documentation to assess compliance with
provisions of relevant laws and regulations described as
having a direct effect on the financial statements;
– Enquiring of management, the Audit & Risk Committee and
in-house and external legal counsel concerning actual and
potential litigation and claims;
– Performing analytical procedures to identify any unusual or
unexpected relationships that may indicate risks of material
misstatement due to fraud; and
– Reading minutes of meetings of those charged with
governance, reviewing internal audit reports and
correspondence with regulators.
We have also considered the risks noted above in addressing
the risk of fraud through management override of controls:
– Testing the appropriateness of journal entries and other
adjustments;
– Assessing whether the judgements made in making
accounting estimates are indicative of a potential bias; and
– Evaluating the business rationale of any significant
transactions that are unusual or outside the normal course
of business.
Independent Auditor’s report continued
Report on the audit of the financial statements continued
We also communicated relevant identified laws and regulations
and potential fraud risks to all engagement team members and
significant component audit teams, and remained alert to any
indications of fraud or non-compliance with laws and
regulations throughout the audit.
Report on other legal and regulatory requirements
11. 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.
In the light of the knowledge and understanding of the Group
and of the Parent company and their environment obtained in
the course of the audit, we have not identified any material
misstatements in the strategic report or the directors’ report.
12. Matters on which we are required to report
by exception
Adequacy of explanations received and accounting records
Under the Companies Act 2006 we are required to report to
you if, in our opinion:
– We have not received all the information and explanations we
require for our audit; or
– 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 are not in
agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
Directors’ remuneration
Under the Companies Act 2006 we are also required to report
if in our opinion certain disclosures of directors’ remuneration
have not been made or the part of the directors’ remuneration
report to be audited is not in agreement with the accounting
records and returns.
We have nothing to report in respect of these matters.
13. Other matters
Auditor tenure
Following the recommendation of the Audit & Risk Committee,
with effect from 1 January 2018 we were appointed by the
Board of Directors to audit the financial statements for the year
ended 31 December 2018 and subsequent financial periods.
The period of total uninterrupted engagement of the firm is
two years.
Consistency of the audit report with the additional report to
the Audit & Risk Committee
Our audit opinion is consistent with the additional report to the
Audit & Risk Committee we are required to provide in
accordance with ISAs (UK).
14. Use of our report
This report is made solely to the Parent 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 Parent 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 Parent company and the Parent company’s members as a
body, for our audit work, for this report, or for the opinions we
have formed.
The Parent company has passed a resolution in accordance
with section 506 of the Companies Act 2006 that the senior
statutory auditor’s name should not be stated.
Deloitte LLP
Statutory Auditor
London, United Kingdom
3 March 2020
GSK Annual Report 2019 165
Investor informationFinancial statementsStrategic reportGovernance and remuneration Consolidated income statement
for the year ended 31 December 2019
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Other operating income/(expense)
Operating profit
Finance income
Finance expense
Profit on disposal of interest in associates
Share of after tax profits of associates and joint ventures
Profit before taxation
Taxation
Profit after taxation for the year
Profit attributable to non-controlling interests
Profit attributable to shareholders
Basic earnings per share (pence)
Diluted earnings per share (pence)
Notes
6
7
8
11
12
13
14
15
15
2019
£m
33,754
(11,863)
21,891
(11,402)
(4,568)
351
689
6,961
98
(912)
–
74
6,221
(953)
5,268
623
4,645
5,268
93.9p
92.6p
2018
£m
30,821
(10,241)
20,580
(9,915)
(3,893)
299
(1,588)
5,483
81
(798)
3
31
2017
£m
30,186
(10,342)
19,844
(9,672)
(4,476)
356
(1,965)
4,087
65
(734)
94
13
4,800
3,525
(754)
(1,356)
4,046
423
3,623
4,046
73.7p
72.9p
2,169
637
1,532
2,169
31.4p
31.0p
Consolidated statement of comprehensive income
for the year ended 31 December 2019
Profit for the year
Other comprehensive (expense)/income for the year
Items that may be subsequently reclassified to income statement:
Exchange movements on overseas net assets and net investment hedges
Reclassification of exchange movements on liquidation or disposal of overseas subsidiaries
Fair value movements on equity investments
Deferred tax on fair value movements on equity investments
Reclassification of fair value movements on equity investments
Deferred tax reversed on reclassification of equity investments
Fair value movements on cash flow hedges
Deferred tax on fair value movements on cash flow hedges
Reclassification of cash flow hedges to income statement
Deferred tax reversed on reclassification of cash flow hedges
Items that will not be reclassified to income statement:
Exchange movements on overseas net assets of non-controlling interests
Fair value movements on equity investments
Deferred tax on fair value movements on equity investments
Remeasurement (losses)/gains on defined benefit plans
Tax on remeasurement of defined benefit plans
Other comprehensive (expense)/income for the year
Total comprehensive income for the year
Total comprehensive income for the year attributable to:
Shareholders
Non-controlling interests
Total comprehensive income for the year
166 GSK Annual Report 2019
37
37
37
37
2019
£m
5,268
2018
£m
4,046
2017
£m
2,169
(832)
(75)
–
–
(20)
16
3
–
(908)
(75)
372
(95)
(1,050)
189
(659)
(1,567)
3,701
3,153
548
3,701
(480)
–
–
–
140
(22)
(175)
20
(517)
(1)
180
10
728
(146)
771
254
462
109
(14)
47
(42)
(18)
(10)
–
–
–
534
(149)
549
(221)
179
713
4,300
2,882
3,878
422
4,300
2,394
488
2,882
Consolidated balance sheet
as at 31 December 2019
Non-current assets
Property, plant and equipment
Right of use assets
Goodwill
Other intangible assets
Investments in associates and joint ventures
Other investments
Deferred tax assets
Derivative financial instruments
Other non-current assets
Total non-current assets
Current assets
Inventories
Current tax recoverable
Trade and other receivables
Derivative financial instruments
Liquid investments
Cash and cash equivalents
Assets held for sale
Total current assets
Total assets
Current liabilities
Short-term borrowings
Contingent consideration liabilities
Trade and other payables
Derivative financial instruments
Current tax payable
Short-term provisions
Total current liabilities
Non-current liabilities
Long-term borrowings
Corporation tax payable
Deferred tax liabilities
Pensions and other post-employment benefits
Other provisions
Derivative financial instruments
Contingent consideration liabilities
Other non-current liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Share capital
Share premium account
Retained earnings (2018 revised – see Note 1)
Other reserves
Shareholders’ equity
Non-controlling interests (2018 revised – see Note 1)
Total equity
Notes
2019
£m
2018
£m
17
18
19
20
21
22
14
43
23
24
14
25
43
29
26
27
29
32
28
43
14
31
29
14
14
30
31
43
32
33
36
36
37
37
10,348
966
10,562
30,955
314
1,837
4,096
103
1,020
60,201
5,947
262
7,202
421
79
4,707
873
19,491
79,692
11,058
5,789
17,202
236
1,322
3,887
69
1,576
41,139
5,476
229
6,423
188
84
3,874
653
16,927
58,066
(6,918)
(755)
(5,793)
(837)
(14,939)
(14,037)
(188)
(629)
(621)
(127)
(965)
(732)
(24,050)
(22,491)
(23,590)
(20,271)
(189)
(3,810)
(3,457)
(670)
(1)
(4,724)
(844)
(37,285)
(61,335)
18,357
1,346
3,174
4,530
2,355
11,405
6,952
18,357
(272)
(1,156)
(3,125)
(691)
(1)
(5,449)
(938)
(31,903)
(54,394)
3,672
1,345
3,091
(2,716)
2,061
3,781
(109)
3,672
The financial statements on pages 166 to 251 were approved by the Board on 3 March 2020 and signed on its behalf by
Sir Jonathan Symonds
Chairman
GSK Annual Report 2019 167
Investor informationFinancial statementsStrategic reportGovernance and remuneration Consolidated statement of changes in equity
for the year ended 31 December 2019
Shareholders’ equity
Other
reserves
£m
2,220
–
(37)
(37)
–
–
–
–
–
(656)
520
–
–
2,047
–
(288)
1,759
–
131
131
–
–
–
–
(56)
(38)
–
265
–
–
At 1 January 2017
Profit for the year
Other comprehensive income for the year
Total comprehensive income for the year
Distributions to non-controlling interests
Contribution from non-controlling interests
Dividends to shareholders
Changes in non-controlling interests
Shares issued
Shares acquired by ESOP Trusts
Write-down of shares held by ESOP Trusts
Share-based incentive plans
Tax on share-based incentive plans
At 31 December 2017
Implementation of IFRS 15
Implementation of IFRS 9
Share
capital
£m
1,342
Share
premium
£m
2,954
–
–
–
–
–
–
–
1
–
–
–
–
–
–
–
–
–
–
–
55
10
–
–
–
Retained
earnings
£m
(5,392)
1,532
899
2,431
–
–
(3,906)
–
–
581
(520)
333
(4)
1,343
3,019
(6,477)
–
–
–
–
(4)
277
At 31 December 2017, as adjusted
1,343
3,019
(6,204)
Profit for the year
Other comprehensive income for the year
Total comprehensive income for the year
Distributions to non-controlling interests
Contribution from non-controlling interests
Derecognition of non-controlling interests in Consumer
Healthcare Joint Venture
Dividends to shareholders
Realised profits on disposal of equity investments
Share of associates and joint ventures realised profits
on disposal of equity investments
Shares issued
Write-down of shares held by ESOP Trusts
Share-based incentive plans
Tax on share-based incentive plans
At 31 December 2018, as reported
Adjustment to non-controlling interest
(see Note 1)
At 31 December 2018, as revised
Implementation of IFRS 16
At 31 December 2018, as adjusted
Profit for the year
Other comprehensive income for the year
Total comprehensive income for the year
Distributions to non-controlling interests
Changes in non-controlling interests
Dividends to shareholders
Recognition of interest in Consumer Healthcare
Joint Venture
Realised losses on disposal of equity investments
Shares issued
Shares acquired by ESOP Trusts
Write-down of shares held by ESOP Trusts
Share-based incentive plans
Tax on share-based incentive plans
At 31 December 2019
168 GSK Annual Report 2019
–
–
–
–
–
–
–
–
–
2
–
–
–
–
–
–
–
–
–
–
–
–
72
–
–
–
3,623
124
3,747
–
–
4,056
(3,927)
56
38
–
(265)
360
2
1,345
3,091
(2,137)
2,061
–
1,345
–
1,345
–
3,091
–
3,091
–
–
–
–
–
–
–
–
1
–
–
–
–
1,346
–
–
–
–
–
–
–
–
50
33
–
–
–
3,174
(579)
(2,716)
(93)
(2,809)
4,645
(1,766)
2,879
–
–
(3,953)
8,082
(4)
–
295
(344)
365
19
4,530
–
2,061
–
2,061
–
274
274
–
–
–
–
4
–
(328)
344
–
–
2,355
Total
£m
1,124
1,532
862
2,394
–
–
(3,906)
–
56
(65)
–
333
(4)
(68)
(4)
(11)
(83)
3,623
255
3,878
–
–
Non-controlling
interests
£m
3,839
637
(149)
488
(789)
21
–
(2)
–
–
–
–
–
Total
equity
£m
4,963
2,169
713
2,882
(789)
21
(3,906)
(2)
56
(65)
–
333
(4)
3,557
3,489
–
–
3,557
423
(1)
422
(570)
21
(4)
(11)
3,474
4,046
254
4,300
(570)
21
4,056
(3,927)
(4,118)
–
(62)
(3,927)
–
–
74
–
360
2
4,360
(579)
3,781
(93)
3,688
4,645
(1,492)
3,153
–
–
(3,953)
8,082
–
51
–
–
365
19
11,405
–
–
–
–
–
–
(688)
579
(109)
–
(109)
623
(75)
548
(364)
(10)
–
–
–
74
–
360
2
3,672
–
3,672
(93)
3,579
5,268
(1,567)
3,701
(364)
(10)
(3,953)
6,887
–
14,969
–
–
–
–
–
–
6,952
51
–
–
365
19
18,357
Consolidated cash flow statement
for the year ended 31 December 2019
Cash flow from operating activities
Profit after taxation for the year
Adjustments reconciling profit after tax to operating cash flows
Cash generated from operations
Taxation paid
Net cash inflow from operating activities
Cash flow from investing activities
Purchase of property, plant and equipment
Proceeds from sale of property, plant and equipment
Purchase of intangible assets
Proceeds from sale of intangible assets
Purchase of equity investments
Proceeds from sale of equity investments
Contingent consideration paid
Purchase of businesses, net of cash acquired
Disposal of businesses
Investments in associates and joint ventures
Proceeds from disposal of interests in associates
Decrease in liquid investments
Interest received
Dividends from associates, joint ventures and equity investments
Net cash outflow from investing activities
Cash flow from financing activities
Shares acquired by ESOP Trusts
Issue of share capital
Purchase of non-controlling interests
Increase in long-term loans
Repayment of short-term Notes
Increase in/(repayment of) other short-term loans
Repayment of lease liabilities
Interest paid
Dividends paid to shareholders
Distributions to non-controlling interests
Contributions from non-controlling interests
Other financing cash flows
Net cash outflow from financing activities
Notes
41
2019
£m
2018
£m
2017
£m
5,268
4,264
9,532
(1,512)
8,020
4,046
5,701
9,747
(1,326)
8,421
2,169
6,089
8,258
(1,340)
6,918
40
40
40
40
36
(1,265)
(1,344)
(1,545)
95
(898)
404
(258)
69
(113)
(3,571)
104
(11)
–
1
82
7
168
(452)
256
(309)
151
(153)
–
26
(10)
3
–
72
39
281
(657)
48
(80)
64
(91)
–
282
(15)
196
4
64
6
(5,354)
(1,553)
(1,443)
–
51
(7)
4,794
(4,160)
3,095
(214)
(895)
(3,953)
(364)
–
(187)
(1,840)
–
74
(9,320)
10,138
(2,067)
81
(28)
(766)
(3,927)
(570)
21
(25)
(65)
56
(29)
2,233
(2,636)
(564)
(23)
(781)
(3,906)
(779)
21
93
(6,389)
(6,380)
Increase/(decrease) in cash and bank overdrafts
42
826
479
(905)
Cash and bank overdrafts at beginning of year
Exchange adjustments
Increase/(decrease) in cash and bank overdrafts
Cash and bank overdrafts at end of year
Cash and bank overdrafts at end of year comprise:
Cash and cash equivalents
Cash and cash equivalents reported in assets held for sale
Overdrafts
4,087
(82)
826
4,831
4,707
507
5,214
(383)
4,831
3,600
8
479
4,087
3,874
485
4,359
(272)
4,087
4,605
(100)
(905)
3,600
3,833
–
3,833
(233)
3,600
GSK Annual Report 2019 169
Investor informationFinancial statementsStrategic reportGovernance and remuneration Notes to the financial statements
1. Presentation of the financial statements
Description of business
GSK is a major global healthcare group which is engaged
in the creation and discovery, development, manufacture and
marketing of pharmaceutical products, vaccines, over-the-
counter (OTC) medicines and health-related consumer
products. GSK’s principal pharmaceutical products include
medicines in the following therapeutic areas: respiratory, HIV,
immuno-inflammation, oncology, anti-virals, central nervous
system, cardiovascular and urogenital, metabolic, anti-bacterials
and dermatology.
Compliance with applicable law and IFRS
The financial statements have been prepared in accordance
with the Companies Act 2006, Article 4 of the IAS Regulation
and International Financial Reporting Standards (IFRS) and
related interpretations, as adopted by the European Union.
The financial statements are also in compliance with IFRS as
issued by the International Accounting Standards Board.
Composition of financial statements
The consolidated financial statements are drawn up in Sterling,
the functional currency of GlaxoSmithKline plc, and in
accordance with IFRS accounting presentation. The financial
statements comprise:
– Consolidated income statement
– Consolidated statement of comprehensive income
– Consolidated balance sheet
– Consolidated statement of changes in equity
– Consolidated cash flow statement
– Notes to the financial statements.
Composition of the Group
A list of the subsidiaries and associates which, in the opinion
of the Directors, principally affected the amount of profit or net
assets of the Group is given in Note 45, ‘Principal Group
companies’.
Financial period
These financial statements cover the financial year from 1
January to 31 December 2019, with comparative figures for the
financial years from 1 January to 31 December 2018 and, where
appropriate, from 1 January to 31 December 2017.
Accounting principles and policies
The financial statements have been prepared using the
historical cost convention modified by the revaluation of certain
items, as stated in the accounting policies, and on a going
concern basis.
The financial statements have been prepared in accordance
with the Group’s accounting policies approved by the Board
and described in Note 2, ‘Accounting principles and policies’.
Information on the application of these accounting policies,
including areas of estimation and judgement is given in Note 3,
‘Key accounting judgements and estimates’.
170 GSK Annual Report 2019
The preparation of the financial statements in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
Adjustment to 2018 retained earnings and non-controlling
interests balances
In 2018, the Group acquired Novartis’ non-controlling interest in
the old Consumer Healthcare Joint Venture. As a result of the
transaction, the non-controlling interest ceased to exist and
should have been fully eliminated from the consolidated
reserves. An adjustment of £579 million has been made
between the 2018 closing balances of retained earnings and
non-controlling interests to reallocate cumulative translation
exchange and eliminate the remaining non-controlling interest
balance. There was no impact on profit for the year, other
comprehensive income, net assets or total equity for 2018 and
no impact on any items in earlier years. The effect of the
adjustment on the relevant equity balances was as follows:
At
31 December
2018, as
reported
£m
(2,137)
4,360
(688)
3,672
At
31 December
2018, as
revised
£m
(2,716)
3,781
(109)
3,672
Adjustment
£m
(579)
(579)
579
–
Retained earnings
Shareholders’ equity
Non-controlling interests
Total equity
Implementation of IFRS 16 ‘Leases’
The Group has applied IFRS 16 ‘Leases’ with effect from
1 January 2019. IFRS 16 introduces new requirements for the
definition of a lease, lessee accounting and lessor accounting
as well as a number of new disclosures.
In general, all leases within the scope of IFRS 16 are required
to be brought on to the balance sheet by lessees, recognising
a ‘right-of-use’ asset and a related lease liability at the
commencement of the lease. The subsequent accounting is
similar to the finance lease model set out in IAS 17. IFRS 16
establishes a control model for the identification of leases,
distinguishing between leases and service contracts on the basis
of whether there is an identified asset controlled by the customer.
GSK has adopted IFRS 16 applying the modified retrospective
approach, and accordingly prior year results have not been
restated. For larger leases (leases with annual payments of
£1 million or more), the right of use asset at 1 January 2019
was calculated based on the original lease inception date and
for smaller leases (leases with annual payments of less than
£1 million) the right of use asset was set equal to the lease
liability at 1 January 2019, adjusted for any prepaid or accrued
lease payments, onerous lease provisions and business
combination fair value adjustments. Any difference between the
previous carrying amount and the revised carrying amount at
1 January 2019 has been recognised as an adjustment to
opening retained earnings at 1 January 2019.
Notes to the financial statements continued
1. Presentation of the financial statements continued
The Group has applied the definition of a lease and related
guidance set out in IFRS 16 to all lease contracts entered into
either before the date of initial application or after. There have
been no significant changes as a result for the vast majority of
contracts.
The following permitted practical expedients were applied
at transition:
– The right-of-use asset at the date of transition was adjusted
by the amount of the existing onerous lease provision at
31 December 2018, without re-assessment.
– Leases ending within 12 months of the transition date were
treated as short-term leases on a lease-by-lease basis.
– Initial direct costs were excluded from the measurement of
the right of use asset at the transition date on a lease-by-
lease basis.
– Hindsight was applied, such as in determining the lease term
where contracts contained options to extend or terminate the
lease.
The weighted average incremental borrowing rate applied to
lease liabilities recognised on 1 January 2019 was 3.13%.
Impact of IFRS 16 on each balance sheet line item
The table below shows the amount of adjustment for each
financial statement line item affected by the application of
IFRS 16 at 1 January 2019.
The £98 million reduction in property, plant and equipment
arose from the transfer of asset retirement obligations and
existing finance leases to right of use assets. The £160 million
adjustment to other non-current liabilities arose from business
combination fair value adjustments which were derecognised
on the transition to IFRS 16 with a corresponding adjustment
to right of use assets.
The application of IFRS 16 has had no material impact on the
Group’s income statement and earnings per share, or on overall
cash flows for the Group. However, the presentation of the
lease payments in the cash flow statement has changed,
resulting in an increase to the net cash inflow from operating
activities, and hence free cash flow, and a corresponding
increase in the net cash outflow from financing items (split
between interest paid and repayment of lease liabilities).
The reconciliation between operating lease commitments
previously reported for the year ended 31 December 2018,
discounted at the Group’s incremental borrowing rate, and
the lease liabilities recognised in the balance sheet on initial
application of IFRS 16 is as follows:
Operating lease commitments at 31 December 2018
Effect of discounting at the Group’s incremental borrowing rate
at 1 January 2019
Reasonably certain extension options
Termination options not reasonably certain to be exercised
£m
1,138
(126)
254
46
(2)
(7)
1,303
As
reported
£m
IFRS 16
adjustments
£m
As
adjusted
£m
Short-term leases
Other adjustments
Lease liabilities recognised at 1 January 2019
Non-current assets
Property, plant and equipment
11,058
(98)
10,960
Right of use assets
Other non-current assets
Deferred tax assets
Current assets
–
1,071
1,576
3,887
(11)
39
1,071
1,565
3,926
Trade and other receivables
6,423
3
6,426
Parent company financial statements
The financial statements of the parent company,
GlaxoSmithKline plc, have been prepared in accordance with
UK GAAP and with UK accounting presentation. The company
balance sheet is presented on page 252 and the accounting
policies are given on pages 253 and 254.
Current liabilities
Trade and other payables
Provisions
Short-term borrowings
Non-current liabilities
Long-term borrowings
Other non-current liabilities
Provisions
Deferred tax liabilities
Total effect on net assets
Retained earnings, as revised
Total effect on equity
(14,037)
(732)
(5,793)
10
32
(14,027)
(700)
(229)
(6,022)
(20,271)
(1,074)
(21,345)
(938)
(691)
(1,156)
3,672
(2,716)
3,672
160
3
1
(93)
(93)
(93)
(778)
(688)
(1,155)
3,579
(2,809)
3,579
GSK Annual Report 2019 171
Investor informationFinancial statementsStrategic reportGovernance and remuneration Notes to the financial statements continued
2. Accounting principles and policies
Consolidation
The consolidated financial statements include:
– the assets and liabilities, and the results and cash flows, of
the company and its subsidiaries, including ESOP Trusts
– the Group’s share of the results and net assets of associates
and joint ventures
– the Group’s share of assets, liabilities, revenue and expenses
of joint operations.
The financial statements of entities consolidated are made up
to 31 December each year.
Entities over which the Group has the power to direct the
relevant activities so as to affect the returns to the Group,
generally through control over the financial and operating
policies, are accounted for as subsidiaries.
Where the Group has the ability to exercise joint control over,
and rights to, the net assets of entities, the entities are
accounted for as joint ventures. Where the Group has the ability
to exercise joint control over an arrangement, but has rights to
specified assets and obligations for specified liabilities of the
arrangement, the arrangement is accounted for as a joint
operation. Where the Group has the ability to exercise
significant influence over entities, they are accounted for as
associates. The results and assets and liabilities of associates
and joint ventures are incorporated into the consolidated
financial statements using the equity method of accounting.
The Group’s rights to assets, liabilities, revenue and expenses
of joint operations are included in the consolidated financial
statements in accordance with those rights and obligations.
Interests acquired in entities are consolidated from the date the
Group acquires control and interests sold are de-consolidated
from the date control ceases.
Transactions and balances between subsidiaries are eliminated
and no profit before tax is taken on sales between subsidiaries
until the products are sold to customers outside the Group.
The relevant proportion of profits on transactions with joint
ventures, joint operations and associates is also deferred until
the products are sold to third parties. Transactions with non-
controlling interests are recorded directly in equity. Deferred tax
relief on unrealised intra-Group profit is accounted for only to
the extent that it is considered recoverable.
Business combinations
Business combinations are accounted for using the acquisition
accounting method. Identifiable assets, liabilities and contingent
liabilities acquired are measured at fair value at acquisition date.
The consideration transferred is measured at fair value and
includes the fair value of any contingent consideration.
The fair value of contingent consideration liabilities are
reassessed at each balance sheet date with changes
recognised in the income statement. Payments of contingent
consideration reduce the balance sheet liability and as a result
are not recorded in the income statement.
172 GSK Annual Report 2019
The part of each payment relating to the original estimate of
the fair value of the contingent consideration on acquisition is
reported within investing activities in the cash flow statement
and the part of each payment relating to the increase in the
liability since the acquisition date is reported within operating
cash flows.
Where the consideration transferred, together with the non-
controlling interest, exceeds the fair value of the net assets,
liabilities and contingent liabilities acquired, the excess is
recorded as goodwill. The costs of effecting an acquisition
are charged to the income statement in the period in which
they are incurred.
Goodwill is capitalised as a separate item in the case of
subsidiaries and as part of the cost of investment in the case
of joint ventures and associates. Goodwill is denominated in
the currency of the operation acquired.
Where the cost of acquisition is below the fair value of the net
assets acquired, the difference is recognised directly in the
income statement.
Where not all of the equity of a subsidiary is acquired the
non-controlling interest is recognised either at fair value or at
the non-controlling interest’s share of the net assets of the
subsidiary, on a case-by-case basis. Changes in the Group’s
ownership percentage of subsidiaries are accounted for within
equity.
Foreign currency translation
Foreign currency transactions are booked in the functional
currency of the Group company at the exchange rate ruling
on the date of transaction. Foreign currency monetary assets
and liabilities are retranslated into the functional currency at
rates of exchange ruling at the balance sheet date. Exchange
differences are included in the income statement.
On consolidation, assets and liabilities, including related
goodwill, of overseas subsidiaries, associates and joint
ventures, are translated into Sterling at rates of exchange
ruling at the balance sheet date. The results and cash flows
of overseas subsidiaries, associates and joint ventures are
translated into Sterling using average rates of exchange.
Exchange adjustments arising when the opening net assets
and the profits for the year retained by overseas subsidiaries,
associates and joint ventures are translated into Sterling, less
exchange differences arising on related foreign currency
borrowings which hedge the Group’s net investment in these
operations, are taken to a separate component of equity.
When translating into Sterling the assets, liabilities, results
and cash flows of overseas subsidiaries, associates and joint
ventures which are reported in currencies of hyper-inflationary
economies, adjustments are made where material to reflect
current price levels. Any loss on net monetary assets is charged
to the consolidated income statement.
Notes to the financial statements continued
2. Accounting principles and policies continued
Revenue (applicable from 1 January 2018)
The Group receives revenue for supply of goods to external
customers against orders received. The majority of contracts
that GSK enters into relate to sales orders containing single
performance obligations for the delivery of pharmaceutical,
vaccine and consumer healthcare products. The average
duration of a sales order is less than 12 months.
Product revenue is recognised when control of the goods is
passed to the customer. The point at which control passes is
determined by each customer arrangement, but generally
occurs on delivery to the customer.
Product revenue represents net invoice value including fixed
and variable consideration. Variable consideration arises on the
sale of goods as a result of discounts and allowances given and
accruals for estimated future returns and rebates. Revenue is
not recognised in full until it is highly probable that a significant
reversal in the amount of cumulative revenue recognised will
not occur. The methodology and assumptions used to estimate
rebates and returns are monitored and adjusted regularly in
the light of contractual and legal obligations, historical trends,
past experience and projected market conditions. Once the
uncertainty associated with the returns and rebates is resolved,
revenue is adjusted accordingly.
GSK enters into development and marketing collaborations and
out-licences of the Group’s compounds or products to other
parties. These contracts give rise to fixed and variable
consideration from upfront payments, development milestones,
sales-based milestones and royalties.
Income dependent on the achievement of a development
milestone is recognised when it is highly probable that a
significant reversal in the amount of cumulative revenue
recognised will not occur, which is usually when the related
event occurs. Sales-based milestone income is recognised
when it is highly probable that the sales threshold will be
reached.
Sales-based royalties on a licence of intellectual property are
not recognised until the relevant product sale occurs.
If the time between the recognition of revenue and payment
from the customer is expected to be more than one year and
the impact is material, the amount of consideration is discounted
using appropriate discount rates.
Value added tax and other sales taxes are excluded from
revenue.
Expenditure
Expenditure is recognised in respect of goods and services
received when supplied in accordance with contractual terms.
Provision is made when an obligation exists for a future liability
in respect of a past event and where the amount of the
obligation can be reliably estimated. Manufacturing start-up
costs between validation and the achievement of normal
production are expensed as incurred.
Advertising and promotion expenditure is charged to the income
statement as incurred. Shipment costs on inter-company
transfers are charged to cost of sales; distribution costs on
sales to customers are included in selling, general and
administrative expenditure.
Restructuring costs are recognised and provided for, where
appropriate, in respect of the direct expenditure of a business
reorganisation where the plans are sufficiently detailed and well
advanced, and where appropriate communication to those
affected has been undertaken.
Research and development
Research and development expenditure is charged to the
income statement in the period in which it is incurred.
Development expenditure is capitalised when the criteria for
recognising an asset are met, usually when a regulatory filing
has been made in a major market and approval is considered
highly probable. Property, plant and equipment used for
research and development is capitalised and depreciated
in accordance with the Group’s policy.
Environmental expenditure
Environmental expenditure related to existing conditions
resulting from past or current operations and from which no
current or future benefit is discernible is charged to the income
statement. The Group recognises its liability on a site-by-site
basis when it can be reliably estimated. This liability includes
the Group’s portion of the total costs and also a portion of other
potentially responsible parties’ costs when it is probable that
they will not be able to satisfy their respective shares of the
clean-up obligation. Recoveries of reimbursements are
recorded as assets when virtually certain.
Legal and other disputes
Provision is made for the anticipated settlement costs of legal or
other disputes against the Group where an outflow of resources
is considered probable and a reliable estimate can be made of
the likely outcome. In respect of product liability claims related
to certain products, provision is made when there is sufficient
history of claims made and settlements to enable management
to make a reliable estimate of the provision required to cover
unasserted claims. In certain cases, an incurred but not
reported (IBNR) actuarial technique is used to determine
this estimate. In addition, provision is made for legal or other
expenses arising from claims received or other disputes.
The Group may become involved in legal proceedings, in
respect of which it is not possible to make a reliable estimate
of the expected financial effect, if any, that could result from
ultimate resolution of the proceedings. In these cases,
appropriate disclosure about such cases would be included
but no provision would be made.
Costs associated with claims made by the Group against third
parties are charged to the income statement as they are
incurred.
GSK Annual Report 2019 173
Investor informationFinancial statementsStrategic reportGovernance and remuneration Notes to the financial statements continued
2. Accounting principles and policies continued
Pensions and other post-employment benefits
The costs of providing pensions under defined benefit schemes
are calculated using the projected unit credit method and
spread over the period during which benefit is expected to
be derived from the employees’ services, consistent with the
advice of qualified actuaries. Pension obligations are measured
as the present value of estimated future cash flows discounted
at rates reflecting the yields of high-quality corporate bonds.
Pension scheme assets are measured at fair value at the
balance sheet date.
The costs of other post-employment liabilities are calculated in
a similar way to defined benefit pension schemes and spread
over the period during which benefit is expected to be derived
from the employees’ services, in accordance with the advice of
qualified actuaries.
Actuarial gains and losses and the effect of changes in actuarial
assumptions are recognised in the statement of comprehensive
income in the year in which they arise.
The Group’s contributions to defined contribution plans are
charged to the income statement as incurred.
Employee share plans
Incentives in the form of shares are provided to employees
under share option and share award schemes.
The fair values of these options and awards are calculated at
their grant dates using a Black-Scholes option pricing model
and charged to the income statement over the relevant vesting
periods.
The Group provides finance to ESOP Trusts to purchase
company shares to meet the obligation to provide shares when
employees exercise their options or awards. Costs of running
the ESOP Trusts are charged to the income statement. Shares
held by the ESOP Trusts are deducted from other reserves. A
transfer is made between other reserves and retained earnings
over the vesting periods of the related share options or awards
to reflect the ultimate proceeds receivable from employees on
exercise.
Property, plant and equipment
Property, plant and equipment (PP&E) is stated at the cost of
purchase or construction, less provisions for depreciation and
impairment. Financing costs are capitalised within the cost of
qualifying assets in construction.
Depreciation is calculated to write off the cost less residual
value of PP&E, excluding freehold land, using the straight-line
basis over the expected useful life. Residual values and lives
are reviewed, and where appropriate adjusted annually. The
normal expected useful lives of the major categories of
PP&E are:
Freehold buildings
20 to 50 years
Leasehold land and buildings
Lease term or 20 to 50 years
Plant and machinery
Equipment and vehicles
10 to 20 years
3 to 10 years
174 GSK Annual Report 2019
On disposal of PP&E, the cost and related accumulated
depreciation and impairments are removed from the financial
statements and the net amount, less any proceeds, is taken
to the income statement.
Leases (applicable from 1 January 2019)
The Group recognises right of use assets under lease
arrangements in which it is the lessee. Rights to use assets
owned by third parties under lease agreements are capitalised
at the inception of the lease and recognised on the consolidated
balance sheet. The corresponding liability to the lessor is
recognised as a lease obligation within short and long-term
borrowings. The carrying amount is subsequently increased
to reflect interest on the lease liability and reduced by lease
payments made.
For calculating the discounted lease liability on leases with
annual payments of £2 million or more, the implicit rate in the
lease is used. If this is not available, the incremental borrowing
rate with a lease specific adjustment is used. If neither of these
is available, and for leases with annual payments of less than
£2 million, the incremental borrowing rate is used. The
incremental borrowing rate is calculated at the rate of interest
at which GSK would have been able to borrow for a similar term
and with a similar security the funds necessary to obtain a
similar asset in a similar market.
Finance costs are charged to the income statement so as to
produce a constant periodic rate of charge on the remaining
balance of the obligations for each accounting period.
Variable rents are not part of the lease liability and the right
of use asset. These payments are charged to the income
statement as incurred. Short-term and low-value leases are
not capitalised and lease rentals are also charged to the income
statement as incurred.
Non-lease components are accounted for separately from the
lease components in plant and equipment leases but are not
separately accounted for in land and buildings or vehicle leases.
If modifications or reassessments occur, the lease liability and
right of use asset are re-measured.
Right of use assets where title is expected to pass to GSK at
a point in the future are depreciated on a basis consistent with
similar owned assets. In other cases, right of use assets are
depreciated over the shorter of the useful life of the asset or
the lease term.
Goodwill
Goodwill is stated at cost less impairments. Goodwill is
deemed to have an indefinite useful life and is tested for
impairment at least annually.
Where the fair value of the interest acquired in an entity’s
assets, liabilities and contingent liabilities exceeds the
consideration paid, this excess is recognised immediately
as a gain in the income statement.
Notes to the financial statements continued
2. Accounting principles and policies continued
Other intangible assets
Intangible assets are stated at cost less provisions for
amortisation and impairments.
Licences, patents, know-how and marketing rights separately
acquired or acquired as part of a business combination are
amortised over their estimated useful lives, generally not
exceeding 20 years, using the straight-line basis, from the
time they are available for use. The estimated useful lives for
determining the amortisation charge take into account patent
lives, where applicable, as well as the value obtained from
periods of non-exclusivity. Asset lives are reviewed, and where
appropriate adjusted, annually.
Contingent milestone payments are recognised at the point
that the contingent event becomes probable. Any development
costs incurred by the Group and associated with acquired
licences, patents, know-how or marketing rights are written off
to the income statement when incurred, unless the criteria for
recognition of an internally-generated intangible asset are met,
usually when a regulatory filing has been made in a major market
and approval is considered highly probable.
Acquired brands are valued independently as part of the fair
value of businesses acquired from third parties where the brand
has a value which is substantial and long-term and where the
brands either are contractual or legal in nature or can be sold
separately from the rest of the businesses acquired. Brands
are amortised over their estimated useful lives of up to 20 years,
except where it is considered that the useful economic life is
indefinite.
The costs of acquiring and developing computer software for
internal use and internet sites for external use are capitalised
as intangible fixed assets where the software or site supports
a significant business system and the expenditure leads to the
creation of a durable asset. ERP systems software is amortised
over seven to ten years and other computer software over three
to five years.
Impairment of non-current assets
The carrying values of all non-current assets are reviewed for
impairment, either on a stand-alone basis or as part of a larger
cash generating unit, when there is an indication that the assets
might be impaired. Additionally, goodwill, intangible assets with
indefinite useful lives and intangible assets which are not yet
available for use are tested for impairment annually. Any
provision for impairment is charged to the income statement
in the year concerned.
Impairments of goodwill are not reversed. Impairment losses on
other non-current assets are only reversed if there has been a
change in estimates used to determine recoverable amounts
and only to the extent that the revised recoverable amounts do
not exceed the carrying values that would have existed, net of
depreciation or amortisation, had no impairments been
recognised.
Investments in associates, joint ventures and joint
operations
Investments in associates and joint ventures are carried in the
consolidated balance sheet at the Group’s share of their net
assets at date of acquisition and of their post-acquisition
retained profits or losses together with any goodwill arising
on the acquisition. The Group recognises its rights to assets,
liabilities, revenue and expenses of joint operations.
Inventories
Inventories are included in the financial statements at the lower
of cost (including raw materials, direct labour, other direct costs
and related production overheads) and net realisable value.
Cost is generally determined on a first in, first out basis.
Pre-launch inventory is held as an asset when there is a high
probability of regulatory approval for the product. Before that
point a provision is made against the carrying value to its
recoverable amount; the provision is then reversed at the point
when a high probability of regulatory approval is determined.
Financial instruments (applicable from 1 January 2018)
Financial assets
Financial assets are measured at amortised cost, fair value
through other comprehensive income (FVTOCI) or fair value
through profit or loss (FVTPL). The measurement basis is
determined by reference to both the business model for
managing the financial asset and the contractual cash flow
characteristics of the financial asset. For financial assets other
than trade receivables a 12-month expected credit loss (ECL)
allowance is recorded on initial recognition. If there is
subsequent evidence of a significant increase in the credit risk
of an asset, the allowance is increased to reflect the full lifetime
ECL. If there is no realistic prospect of recovery, the asset is
written off.
Expected credit losses are recognised in the income statement
on financial assets measured at amortised cost and at fair value
through other comprehensive income apart from equity
investments.
Other investments
Other investments comprise equity investments and
investments in limited life funds. The Group has elected to
designate equity investments as measured at FVTOCI. They
are initially recorded at fair value plus transaction costs and
then remeasured at subsequent reporting dates to fair value.
Unrealised gains and losses are recognised in other
comprehensive income.
On disposal of the equity investment, gains and losses that have
been deferred in Other comprehensive income are transferred
directly to retained earnings. Investments in limited life funds are
measured at FVTPL. They are initially recorded at fair value and
then remeasured at subsequent reporting dates to fair value.
Unrealised gains and losses are recognised in the income
statement.
GSK Annual Report 2019 175
Investor informationFinancial statementsStrategic reportGovernance and remuneration Notes to the financial statements continued
2. Accounting principles and policies continued
Dividends on equity investments and distributions from funds
are recognised in the income statement when the Group’s right
to receive payment is established.
Purchases and sales of Other investments are accounted for
on the trade date.
Derivative financial assets and liabilities, including derivatives
embedded in host contracts which have been separated from
the host contract, are classified as held-for-trading and are
measured at fair value. Changes in the fair value of any derivative
instruments that do not qualify for hedge accounting are
recognised immediately in the income statement.
Trade receivables
Trade receivables are measured in accordance with the
business model under which each portfolio of trade receivables
is held. The Group has portfolios in each of the three business
models under IFRS 9 due to factoring arrangements in place: to
collect the contractual cash flows (measured at amortised cost),
to sell the contractual cash flows (measured at FVTPL), and both
to collect and to sell the contractual cash flows (measured at
FVTOCI). Trade receivables measured at amortised cost are
carried at the original invoice amount less allowances for
expected credit losses.
Expected credit losses are calculated in accordance with the
simplified approach permitted by IFRS 9, using a provision matrix
applying lifetime historical credit loss experience to the trade
receivables. The expected credit loss rate varies depending
on whether, and the extent to which, settlement of the trade
receivables is overdue and it is also adjusted as appropriate to
reflect current economic conditions and estimates of future
conditions. For the purpose of determining credit loss rates,
customers are classified into groupings that have similar loss
patterns. The key drivers of the loss rate are the nature of the
business unit and the location and type of customer.
When a trade receivable is determined to have no reasonable
expectation of recovery it is written off, firstly against any
expected credit loss allowance available and then to the
income statement.
Subsequent recoveries of amounts previously provided for or
written off are credited to the income statement. Long-term
receivables are discounted where the effect is material.
Cash and cash equivalents
Cash held in deposit accounts is measured at amortised cost.
Investments in money market funds are held at fair value through
profit or loss because the funds fail the solely payments of
principal and interest (SPPI) test.
Borrowings
All borrowings are initially recorded at the amount of proceeds
received, net of transaction costs. Borrowings are subsequently
carried at amortised cost, with the difference between the
proceeds, net of transaction costs, and the amount due on
redemption being recognised as a charge to the income
statement over the period of the relevant borrowing.
Derivative financial instruments
Derivative financial instruments are used to manage exposure
to market risks. The principal derivative instruments used by
GSK are foreign currency swaps, interest rate swaps, foreign
exchange forward contracts and options. The Group does not
hold or issue derivative financial instruments for trading or
speculative purposes.
176 GSK Annual Report 2019
Hedge accounting
Derivatives designated as hedging instruments are classified
at inception of hedge relationship as cash flow hedges, net
investment hedges or fair value hedges.
Changes in the fair value of derivatives designated as cash flow
hedges are recognised in other comprehensive income to the
extent that the hedges are effective. Ineffective portions are
recognised in profit or loss immediately. Amounts deferred in
other comprehensive income are reclassified to the income
statement when the hedged item affects profit or loss.
Net investment hedges are accounted for in a similar way to
cash flow hedges.
Changes in the fair value of derivatives designated as fair value
hedges are recorded in the income statement, together with the
changes in the fair value of the hedged asset or liability.
Taxation
Current tax is provided at the amounts expected to be paid,
applying tax rates that have been enacted or substantively
enacted by the balance sheet date.
Deferred tax is provided in full, on temporary differences arising
between the tax bases of assets and liabilities and their carrying
amounts in the financial statements. Deferred tax assets are
recognised to the extent that it is probable that future taxable
profits will be available against which the temporary differences
can be utilised. Deferred tax is provided on temporary
differences arising on investments in subsidiaries, associates
and joint ventures, except where the timing of the reversal of the
temporary difference can be controlled and it is probable that
the temporary difference will not reverse in the foreseeable
future. Deferred tax is provided using rates of tax that have been
enacted or substantively enacted by the balance sheet date.
Where an uncertain tax position is identified, management will
make a judgement as to what the probable outcome will be,
assuming the relevant tax authority has full knowledge of the
situation. Where it is assessed that an economic outflow is
probable to arise a provision is made for the best estimate of the
liability. In estimating any such liability GSK applies a risk-based
approach which takes into account, as appropriate, the
probability that the Group would be able to obtain
compensatory adjustments under international tax treaties.
These estimates take into account the specific circumstances
of each dispute and relevant external advice.
Discounting
Where the time value of money is material, balances are
discounted to current values using appropriate discount rates.
The unwinding of the discounts is recorded in finance income
and finance expense.
Notes to the financial statements continued
2. Accounting principles and policies continued
Revenue (applicable up to 31 December 2017)
Revenue is recognised in the income statement when goods or
services are supplied or made available to external customers
against orders received, title and risk of loss is passed to the
customer, reliable estimates can be made of relevant deductions
and all relevant obligations have been fulfilled, such that the
earnings process is regarded as being complete.
Turnover represents net invoice value after the deduction of
discounts and allowances given and accruals for estimated
future rebates and returns. The methodology and assumptions
used to estimate rebates and returns are monitored and
adjusted regularly in the light of contractual and legal
obligations, historical trends, past experience and projected
market conditions. Market conditions are evaluated using
wholesaler and other third-party analyses, market research data
and internally-generated information. Value added tax and other
sales taxes are excluded from revenue.
Where the Group co-promotes a product and the counterparty
records the sale, the Group records its share of revenue as
co-promotion income within turnover. The nature of co-
promotion activities is such that the Group records no costs
of sales. In addition, initial or event-based milestone income
(excluding royalty income) arising on development or marketing
collaborations of the Group’s compounds or products with
other parties is recognised in turnover.
Royalty income is recognised on an accruals basis in
accordance with the terms of the relevant licensing agreements.
Financial instruments (applicable up to
31 December 2017)
Available-for-sale investments
Liquid investments and other investments are classified as
available-for-sale investments and are initially recorded at fair
value plus transaction costs and then remeasured at subsequent
reporting dates to fair value. Unrealised gains and losses on
available-for-sale investments are recognised directly in other
comprehensive income. Impairments arising from the significant
or prolonged decline in fair value of an equity investment reduce
the carrying amount of the asset directly and are charged to the
income statement.
On disposal or impairment of the investments, any gains and
losses that have been deferred in other comprehensive income
are reclassified to the income statement. Dividends on equity
investments are recognised in the income statement when the
Group’s right to receive payment is established. Equity
investments are recorded in non-current assets unless they
are expected to be sold within one year.
Purchases and sales of equity investments are accounted for on
the trade date and purchases and sales of other available-for-
sale investments are accounted for on settlement date.
Trade receivables
Trade receivables are carried at original invoice amount less any
provisions for doubtful debts. Provisions are made where there
is evidence of a risk of non-payment, taking into account ageing,
previous experience and general economic conditions.
When a trade receivable is determined to be uncollectable it is
written off, firstly against any provision available and then to the
income statement.
Subsequent recoveries of amounts previously provided for are
credited to the income statement. Long-term receivables are
discounted where the effect is material.
Borrowings
All borrowings are initially recorded at the amount of proceeds
received, net of transaction costs. Borrowings are subsequently
carried at amortised cost, with the difference between the
proceeds, net of transaction costs, and the amount due on
redemption being recognised as a charge to the income
statement over the period of the relevant borrowing.
Derivative financial instruments and hedging
Derivative financial instruments are used to manage exposure to
market risks. The principal derivative instruments used by GSK
are foreign currency swaps, interest rate swaps, foreign
exchange forward contracts and options. The Group does not
hold or issue derivative financial instruments for trading or
speculative purposes.
Derivative financial instruments are classified as held-for-trading
and are carried in the balance sheet at fair value. Derivatives
designated as hedging instruments are classified on inception
as cash flow hedges, net investment hedges or fair value
hedges.
Changes in the fair value of derivatives designated as cash flow
hedges are recognised in other comprehensive income to the
extent that the hedges are effective. Ineffective portions are
recognised in profit or loss immediately. Amounts deferred in
other comprehensive income are reclassified to the income
statement when the hedged item affects profit or loss.
Net investment hedges are accounted for in a similar way to
cash flow hedges.
Changes in the fair value of derivatives designated as fair value
hedges are recorded in the income statement, together with the
changes in the fair value of the hedged asset or liability.
Changes in the fair value of any derivative instruments that do
not qualify for hedge accounting are recognised immediately in
the income statement.
Leases (applicable up to 31 December 2018)
Leasing agreements which transfer to the Group substantially
all the benefits and risks of ownership of an asset are treated
as finance leases, as if the asset had been purchased outright.
The assets are included in PP&E or computer software and the
capital elements of the leasing commitments are shown as
obligations under finance leases. Assets held under finance
leases are depreciated on a basis consistent with similar owned
assets or the lease term, if shorter. The interest element of the
lease rental is included in the income statement. All other leases
are operating leases and the rental costs are charged to the
income statement on a straight-line basis over the lease term.
GSK Annual Report 2019 177
Investor informationFinancial statementsStrategic reportGovernance and remuneration Notes to the financial statements continued
3. Key accounting judgements and estimates
In preparing the financial statements, management is required
to make judgements about when or how items should be
recognised in the financial statements and estimates and
assumptions that affect the amounts of assets, liabilities,
revenue and expenses reported in the financial statements.
Actual amounts and results could differ from those estimates.
The following are considered to be the critical accounting
judgements and key sources of estimation uncertainty.
Turnover
Reported Group turnover for 2019 was £33,754 million
(2018 – £30,821 million).
Estimates
Gross turnover is reduced by rebates, discounts, allowances
and product returns given or expected to be given, which
vary by product arrangements and buying groups. These
arrangements with purchasing organisations are dependent
upon the submission of claims some time after the initial
recognition of the sale. Accruals are made at the time of sale
for the estimated rebates, discounts or allowances payable or
returns to be made, based on available market information and
historical experience.
The US Pharmaceuticals business has the largest and most
complex arrangements for rebates, discounts and allowances.
The US Pharmaceuticals turnover for 2019 of £7,402 million
(2018 – £7,453 million) was after recording deductions of
£11,069 million (2018 – £10,774 million) for rebates, discounts,
allowances and returns. The balance sheet accruals for rebates,
discounts, allowances and returns for the US Pharmaceuticals
and Vaccines businesses are managed on a combined basis.
At 31 December 2019, the total accrual amounted to £4,200
million (2018 – £4,356 million). Because of the nature of these
accruals it is not practicable to give meaningful sensitivity
estimates.
Because the amounts are estimated they may not fully reflect
the final outcome, and the amounts are subject to change
dependent upon, amongst other things, the types of buying
group and product sales mix.
The level of accrual for rebates and returns is reviewed and
adjusted regularly in the light of contractual and legal
obligations, historical trends, past experience and projected
market conditions. Market conditions are evaluated using
wholesaler and other third-party analyses, market research data
and internally-generated information. Revenue is not recognised
in full until it is highly probable that a significant reversal in the
amount of cumulative revenue recognised will not occur. The
amount of turnover recognised in the year from performance
obligations satisfied in previous periods is set out in Note 6,
‘Turnover and segment information’.
Future events could cause the assumptions on which the
accruals are based to change, which could materially affect
the future results of the Group.
Taxation
The tax charge for the year was £953 million (2018 –
£754 million). At December 2019, current tax payable was
£629 million (2018 – £965 million), non-current corporation
tax payable was £189 million (2018 – £272 million) and current
tax recoverable was £262 million (2018 – £229 million).
Estimates
The Group has open tax issues with a number of revenue
authorities. Management makes a judgement of whether there is
sufficient information to be able to make a reliable estimate of
the outcome of the dispute. If insufficient information is available,
no provision is made.
If sufficient information is available, in estimating a potential tax
liability GSK applies a risk-based approach which takes into
account, as appropriate, the probability that the Group would
be able to obtain compensatory adjustments under international
tax treaties. These estimates take into account the specific
circumstances of each dispute and relevant external advice,
are inherently judgemental and could change substantially over
time as each dispute progresses and new facts emerge.
At 31 December 2019, the Group had recognised provisions
of £933 million in respect of uncertain tax positions (2018 –
£1,082 million). Because of the nature of these uncertain
positions, it is not practicable to give meaningful sensitivity
estimates.
Factors affecting the tax charge in future years are set out in
Note 14, ‘Taxation’. GSK continues to believe that it has made
adequate provision for the liabilities likely to arise from open
assessments. Where open issues exist, the ultimate liability
for such matters may vary from the amounts provided and is
dependent upon the outcome of negotiations with the relevant
tax authorities or, if necessary, litigation proceedings.
Legal and other disputes
Legal costs for the year were £363 million (2018 – £117
million). At 31 December 2019 provisions for legal and other
disputes amounted to £198 million (2018 – £219 million).
Estimates
Management makes a judgement of whether there is sufficient
information to be able to make a reliable estimate of the likely
outcome of the dispute and the legal and other expenses arising
from claims against the Group. If insufficient information is
available, no provision is made and disclosure of the claim is
given.
The estimated provisions take into account the specific
circumstances of each dispute and relevant external advice, are
inherently judgemental and could change substantially over time
as each dispute progresses and new facts emerge. Details of
the status and various uncertainties involved in the significant
unresolved disputes are set out in Note 46, ‘Legal proceedings’.
178 GSK Annual Report 2019
Notes to the financial statements continued
3. Key accounting judgements and estimates continued
The company’s Directors, having taken legal advice, have
established provisions after taking into account the relevant
facts and circumstances of each matter and in accordance with
accounting requirements. In respect of product liability claims
related to certain products, there is sufficient history of claims
made and settlements to enable management to make a reliable
estimate of the provision required to cover unasserted claims.
The Group may become involved in legal proceedings, in respect
of which it is not possible to make a reliable estimate of the
expected financial effect, if any, or practicable to give a
meaningful range of outcomes that could result from ultimate
resolution of the proceedings. In these cases, appropriate
disclosure about such cases would be provided, but no provision
would be made and no contingent liability can be quantified.
The ultimate liability for legal claims may vary from the amounts
provided and is dependent upon the outcome of litigation
proceedings, investigations and possible settlement negotiations.
The position could change over time and, therefore, there can be
no assurance that any losses that result from the outcome of any
legal proceedings will not exceed the amount of the provisions
reported in the Group’s financial statements by a material amount.
Contingent consideration
The 2019 income statement charge for contingent
consideration was £83 million (2018 – £1,251 million).
At 31 December 2019, the liability for contingent consideration
amounted to £5,479 million (2018 – £6,286 million). Of this
amount, £5,103 million (2018 – £5,937 million) related to the
acquisition of the former Shionogi-ViiV Healthcare joint venture
in 2012.
Estimates
Any contingent consideration included in the consideration
payable for a business combination is recorded at fair value at
the date of acquisition. These fair values are generally based on
risk-adjusted future cash flows discounted using appropriate
post-tax discount rates. The fair values are reviewed on a
regular basis, at least annually, and any changes are reflected in
the income statement. See Note 32, ‘Contingent consideration
liabilities’.
4. New accounting requirements
The following new and amended accounting standards have
been issued by the IASB and are likely to affect future Annual
Reports.
An amendment to IFRS 3 ‘Business combinations’ was issued
in October 2018 and will be implemented by the Group in
2020. The amendment clarifies the definition of a business and
permits a simplified initial assessment of whether an acquired
set of activities and assets is a group of assets rather than a
business.
The amendment will apply prospectively to acquisitions
completed after its implementation date and will not change
the accounting for any acquisitions before that date.
Pensions and other post-employment benefits
Judgement
Where a surplus on a defined benefit scheme arises, or
there is potential for a surplus to arise from committed future
contributions, the rights of the Trustees to prevent the Group
obtaining a refund of that surplus in the future are considered
in determining whether it is necessary to restrict the amount of
the surplus that is recognised. Two UK schemes are in surplus,
with a combined surplus of £70 million at 31 December 2019
(2018 – £711 million). GSK has made the judgement that these
amounts meet the requirements of recoverability.
Estimates
The costs of providing pensions and other post-employment
benefits are assessed on the basis of assumptions selected by
management. These assumptions include future earnings and
pension increases, discount rates, expected long-term rates of
return on assets and mortality rates, and are disclosed in Note
30, ‘Pensions and other post-employment benefits’.
Discount rates are derived from AA rated corporate bond yields
except in countries where there is no deep market in corporate
bonds where government bond yields are used. A sensitivity
analysis is provided in Note 30, ‘Pensions and other post-
employment benefits’, but a 0.5% reduction in the discount
rate would lead to an increase in the net pension deficit of
approximately £1,640 million and an increase in the annual
pension cost of approximately £43 million. The selection
of different assumptions could affect the future results of
the Group.
‘Interest rate benchmark reform – Amendments to IFRS 9,
IAS 39 and IFRS 7’ was issued in September 2019 and will be
implemented by the Group from 1 January 2020. These
amendments modify specific hedge accounting requirements to
allow hedge accounting to continue for affected hedges during
the period of uncertainty before the hedged items or hedging
instruments referencing the current interest rate benchmarks are
amended as a result of the ongoing interest rate benchmark
reforms.
The amendments are not expected to have a material impact on
the results or financial position of the Group.
GSK Annual Report 2019 179
Investor informationFinancial statementsStrategic reportGovernance and remuneration 5. Exchange rates
The Group uses the average of exchange rates prevailing during the period to translate the results and cash flows of overseas
subsidiaries, joint ventures and associates into Sterling and period end rates to translate the net assets of those entities. The
currencies which most influence these translations and the relevant exchange rates were:
Average rates:
US$/£
Euro/£
Yen/£
2019
1.28
1.14
139
2018
2017
Period end rates:
1.33
1.13
147
1.30
1.15
145
US$/£
Euro/£
Yen/£
2019
1.32
1.18
143
2018
2017
1.27
1.11
140
1.35
1.13
152
6. Turnover and segment information
Operating segments are reported based on the financial information provided to the Chief Executive Officer and the responsibilities
of the Corporate Executive Team (CET). GSK reports results under four segments: Pharmaceuticals; Pharmaceuticals R&D;
Vaccines and Consumer Healthcare, and individual members of the CET are responsible for each segment.
The Group’s management reporting process allocates intra-Group profit on a product sale to the market in which that sale is
recorded, and the profit analyses below have been presented on that basis.
Corporate and other unallocated turnover and costs included the results of certain Consumer Healthcare products which are being
held for sale in a number of markets in order to meet anti-trust approval requirements, together with the costs of corporate functions.
Revenue recognised in the year from performance obligations satisfied in previous periods totalled £793 million (2018 – £426 million)
and included £451 million (2018 – £122 million) reported in turnover arising from changes to prior year estimates of RAR accruals
and £328 million (2018 – £299 million) of royalty income.
Turnover by segment
Pharmaceuticals
Vaccines
Consumer Healthcare
Segment turnover
Corporate and other unallocated turnover
2019
£m
17,554
7,157
8,995
33,706
48
33,754
2018
£m
17,269
5,894
7,658
30,821
–
2017
£m
17,276
5,160
7,750
30,186
–
30,821
30,186
GSK has reviewed the presentation of its respiratory product sales and from 1 January 2019 is reporting the Ellipta products
portfolio and Nucala under the ‘Respiratory’ category and all other respiratory products under ‘Established Pharmaceuticals’.
Comparative information has been revised onto a consistent basis.
Pharmaceuticals turnover by therapeutic area
Respiratory
HIV
Immuno-inflammation
Oncology
Established Pharmaceuticals
Vaccines turnover by category
Meningitis
Influenza
Shingles
Established Vaccines
180 GSK Annual Report 2019
2019
£m
3,081
4,854
613
230
8,776
17,554
2019
£m
1,018
541
1,810
3,788
7,157
2018
(revised)
£m
2,612
4,722
472
–
9,463
17,269
2018
£m
881
523
784
3,706
5,894
2017
(revised)
£m
1,930
4,350
377
–
10,619
17,276
2017
£m
890
488
22
3,760
5,160
Notes to the financial statements continued 6. Turnover and segment information continued
During 2019, the US operations of the Pharmaceuticals and Vaccines businesses made sales to three wholesalers of approximately
£2,835 million (2018 – £2,709 million, 2017 – £2,449 million), £3,146 million (2018 – £2,962 million, 2017 – £3,043 million) and
£2,820 million (2018 – £2,656 million, 2017 – £2,356 million) respectively, after allocating final-customer discounts to the
wholesalers.
Consumer Healthcare turnover by category
Wellness
Oral health
Nutrition
Skin health
Segment profit
Pharmaceuticals
Pharmaceuticals R&D
Pharmaceuticals, including R&D
Vaccines
Consumer Healthcare
Segment profit
Corporate and other unallocated costs
Other reconciling items between segment profit and operating profit
Operating profit
Finance income
Finance costs
Profit on disposal of interest in associates
Share of after-tax profits of associates and joint ventures
Profit before taxation
Taxation
Profit after taxation for the year
2019
£m
4,526
2,673
1,176
620
8,995
2019
£m
7,964
(3,369)
4,595
2,966
1,874
9,435
(463)
(2,011)
6,961
98
(912)
–
74
6,221
(953)
5,268
2018
£m
3,940
2,496
643
579
7,658
2018
£m
8,420
(2,676)
5,744
1,943
1,517
9,204
(459)
(3,262)
5,483
81
(798)
3
31
4,800
(754)
4,046
2017
£m
4,001
2,466
680
603
7,750
2017
£m
8,667
(2,740)
5,927
1,644
1,373
8,944
(376)
(4,481)
4,087
65
(734)
94
13
3,525
(1,356)
2,169
Other reconciling items between segment profit and operating profit comprise items not specifically allocated to segment profit.
These include impairment and amortisation of intangible assets; major restructuring costs, which include impairments of tangible
assets and computer software; transaction-related adjustments related to significant acquisitions; proceeds and costs of disposals
of associates, products and businesses, significant legal charges and expenses on the settlement of litigation and government
investigations, other operating income other than royalty income and other items, and the pre-tax impact of the enactment of the
US Tax Cuts and Jobs Act.
Depreciation and amortisation by segment
Pharmaceuticals
Pharmaceuticals R&D
Pharmaceuticals, including R&D
Vaccines
Consumer Healthcare
Segment depreciation and amortisation
Corporate and other unallocated depreciation and amortisation
Other reconciling items between segment depreciation and amortisation and
total depreciation and amortisation
Total depreciation and amortisation
2019
£m
606
230
836
418
224
1,478
79
777
2,334
2018
£m
506
123
629
395
146
1,170
106
580
1,856
2017
£m
551
96
647
405
135
1,187
144
591
1,922
GSK Annual Report 2019 181
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 6. Turnover and segment information continued
PP&E, intangible asset and goodwill impairment by segment
Pharmaceuticals
Pharmaceuticals R&D
Pharmaceuticals, including R&D
Vaccines
Consumer Healthcare
Segment impairment
Corporate and other unallocated impairment
Other reconciling items between segment impairment and total impairment
Total impairment
PP&E and intangible asset impairment reversals by segment
Pharmaceuticals
Pharmaceuticals R&D
Pharmaceuticals, including R&D
Vaccines
Consumer Healthcare
Segment impairment reversals
Corporate and other unallocated impairment reversals
Other reconciling items between segment impairment reversals and total impairment reversals
Total impairment reversals
Net assets by segment
Pharmaceuticals
Pharmaceuticals R&D
Pharmaceuticals, including R&D
Vaccines
Consumer Healthcare
Segment net operating assets
Corporate and other unallocated net operating assets
Net operating assets
Net debt
Investments in associates and joint ventures
Derivative financial instruments
Current and deferred taxation
Assets held for sale (excluding cash and cash equivalents)
Net assets
2019
£m
137
16
153
33
–
186
19
621
826
(6)
–
(6)
(1)
–
(7)
(3)
(15)
(25)
2018
£m
51
15
66
5
4
75
14
261
350
(4)
(1)
(5)
–
–
(5)
–
(8)
(13)
2017
£m
38
10
48
13
10
71
3
995
1,069
(13)
(2)
(15)
–
(1)
(16)
–
(36)
(52)
2019
£m
1,722
4,503
6,225
8,828
26,328
41,381
1,446
42,827
2018
£m
869
502
1,371
9,966
10,559
21,896
1,141
23,037
(25,215)
(21,621)
314
335
(270)
366
18,357
236
129
1,723
168
3,672
The Pharmaceuticals segment includes the Shionogi-ViiV Healthcare contingent consideration liability of £5,103 million
(2018 – £5,937 million) and the Pfizer put option of £1,011 million (2018 – £1,240 million). Net assets in the Pharmaceuticals
and Consumer Healthcare segments have increased during the year, following the acquisitions of Tesaro and the Pfizer consumer
healthcare business, respectively.
182 GSK Annual Report 2019
Notes to the financial statements continued 6. Turnover and segment information continued
Geographical information
The UK is regarded as being the Group’s country of domicile.
Turnover by location of customer
UK
US
Rest of World
External turnover
Non-current assets by location of subsidiary
UK
US
Rest of World
Non-current assets
2017
£m
940
11,263
17,983
30,186
2019
£m
942
13,890
18,922
33,754
2019
£m
6,116
19,483
27,696
53,295
2018
£m
923
11,982
17,916
30,821
2018
£m
6,118
7,540
20,768
34,426
Non-current assets by location excludes amounts relating to other investments, deferred tax assets, derivative financial instruments,
pension assets, amounts receivable under insurance contracts and certain other non-current receivables.
7. Other operating income/(expense)
Fair value remeasurements of equity investments under IFRS 9
Disposal of businesses and assets
Fair value remeasurements on contingent consideration recognised in business combinations
Remeasurement of ViiV Healthcare put option liabilities and preferential dividends
Remeasurement of Consumer Healthcare put option liability
Fair value adjustments on derivative financial instruments
Other income/(expense)
Impairment of available-for-sale equity investments under IAS 39
Disposal of available-for-sale equity investments under IAS 39
2019
£m
(14)
541
(92)
234
–
–
20
–
–
2018
£m
20
258
(1,252)
58
(658)
(3)
(11)
–
–
2017
£m
–
195
(1,012)
13
(1,186)
9
9
(30)
37
689
(1,588)
(1,965)
Disposal of businesses and assets in 2019 included a profit on disposal of rabies and tick-borne encephalitis vaccines of
£306 million and a gain arising from the increase in value of the shares in Hindustan Unilever Limited to be received on the
disposal of Horlicks and other Consumer Healthcare brands of £143 million including fair value movements on related derivatives.
Fair value remeasurements on contingent consideration recognised in business combinations included £31 million related to
the acquisition of the former Shionogi-ViiV Healthcare joint venture and £67 million related to the Vaccines acquisition from
Novartis, together with fair value movements on related hedging contracts.
GSK Annual Report 2019 183
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 8. Operating profit
The following items have been included in operating profit:
Employee costs (Note 9)
Advertising
Distribution costs
Depreciation of property, plant and equipment
Impairment of property, plant and equipment, net of reversals
Depreciation of right of use assets
Impairment of right of use assets
Amortisation of intangible assets
Impairment of intangible assets, net of reversals
Impairment of goodwill allocated to a disposal group, net of reversals
Net foreign exchange (gains)/losses
Inventories:
Cost of inventories included in cost of sales
Write-down of inventories
Reversal of prior year write-down of inventories
Short-term lease charge
Low-value lease charge
Variable lease payments
Operating lease rentals:
Minimum lease payments
Contingent rents
Sub-lease payments
2019
£m
9,855
1,567
393
1,017
669
214
2
1,103
126
4
(37)
9,482
578
(230)
12
4
13
Fees payable to the company’s auditor and its associates in relation to the Group (see below)
30.4
2018
£m
9,440
1,376
389
954
203
902
134
–
81
8,713
695
(302)
188
12
5
29.8
2017
£m
9,122
1,351
405
988
327
934
690
–
215
8,526
701
(352)
110
4
5
29.2
The reversals of prior year write-downs of inventories principally arise from the reassessment of usage or demand expectations
prior to inventory expiration.
Net foreign exchange gains include a net gain of £75 million (2018 – £nil; 2017 – £109 million loss) arising on the reclassification
of exchange on liquidation or disposal of overseas subsidiaries.
Included within operating profit are Major restructuring charges of £1,105 million (2018 – £809 million; 2017 – £1,056 million),
see Note 10, ‘Major restructuring costs’.
Fees payable to the company’s auditor and its associates:
Audit of parent company and consolidated financial statements including attestation under s.404
of Sarbanes-Oxley Act 2002
Audit of the company’s subsidiaries
Total audit services
Taxation compliance
Taxation advice
Audit related and other assurance services
All other services
Total audit-related and non-audit services
2019
£m
15.6
13.5
29.1
–
–
1.2
0.1
1.3
2018
£m
13.3
12.9
26.2
0.1
–
3.0
0.5
3.6
2017
£m
11.5
16.2
27.7
0.2
0.1
1.0
0.2
1.5
30.4
29.8
29.2
The other assurance services provided by the auditor related to agreed upon procedures and other assurance services outside of
statutory audit requirements. All other services provided by the auditor primarily related to advisory services for the year ended
31 December 2019.
In addition to the above, fees paid to the auditor in respect of the GSK pension schemes were:
Audit
Other services
2019
£m
0.2
–
2018
£m
0.3
–
2017
£m
0.3
0.1
Fees of £0.8 million (2018 – £nil, 2017 – £nil) were also paid to other auditors in respect of audits of certain of the company’s
subsidiaries acquired during the year.
184 GSK Annual Report 2019
Notes to the financial statements continued
9. Employee costs
Wages and salaries
Social security costs
Pension and other post-employment costs, including augmentations (Note 30)
Cost of share-based incentive plans
Severance and other costs from integration and restructuring activities
2019
£m
7,583
852
560
432
428
2018
£m
7,203
795
586
393
463
2017
£m
7,116
802
616
347
241
9,855
9,440
9,122
The increase in wages and salaries included the impact of movements in exchange rates. The Group provides benefits to
employees, commensurate with local practice in individual countries, including, in some markets, healthcare insurance,
subsidised car schemes and personal life assurance.
The cost of share-based incentive plans is analysed as follows:
Share Value Plan
Performance Share Plan
Share option plans
Cash settled and other plans
2019
£m
302
58
4
68
432
2018
£m
304
49
4
36
393
2017
£m
276
47
4
20
347
The average monthly number of persons employed by the Group (including Directors) during the year was:
Manufacturing
Selling, general and administration
Research and development
2019
Number
36,653
48,535
12,026
97,214
2018
Number
37,296
47,887
11,668
96,851
2017
Number
38,632
49,141
11,576
99,349
The average monthly number of Group employees excludes temporary and contract staff. The numbers of Group employees at the
end of each financial year are given in the financial record on page 265.
The compensation of the Directors and Senior Management (members of the CET) in aggregate, was as follows:
Wages and salaries
Social security costs
Pension and other post-employment costs
Cost of share-based incentive plans
2019
£m
28
4
3
27
62
2018
£m
29
3
3
20
55
2017
£m
26
4
3
22
55
Further information on the remuneration of the Directors is given in the Remuneration report on pages 116 to 150.
GSK Annual Report 2019 185
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 10. Major restructuring costs
Within the Pharmaceuticals sector, the highly regulated manufacturing operations and supply chains and long lifecycle of the
business mean that restructuring programmes, particularly those that involve the rationalisation or closure of manufacturing or R&D
sites, are likely to take several years to complete.
Major restructuring costs are those related to specific Board-approved Major restructuring programmes, including integration costs
following material acquisitions, which are structural and are of a significant scale where the costs of individual or related projects
exceed £25 million.
The existing Combined restructuring and integration programme incorporates the previous Major Change programme, the
Pharmaceuticals restructuring programme and the restructuring and integration programme following the Novartis transaction in
2015. This programme is now subsequently complete. In July 2018, the Board-approved a Major restructuring programme,
designed to significantly improve the competitiveness and efficiency of the Group’s cost base with savings delivered primarily
through supply chain optimisation and reductions in administrative costs. In February 2019, the Board-approved a new Major
restructuring programme to generate synergies from the integration of the Pfizer consumer healthcare business into GSK’s
Consumer Healthcare business.
The total restructuring costs of £1,105 million in 2019 were incurred in the following areas:
– Manufacturing site restructuring, including at Worthing, United Kingdom and Cork, Ireland
– Restructuring following the integration of the Pfizer consumer healthcare business into GSK Consumer Healthcare
– Restructuring of the Pharmaceutical and Consumer Healthcare supply chains leading to simplification of the operating model
and improved resource allocation
– Continued transformation of central functions, including GSK technology platforms and interfaces, to deliver greater digital
synergies, simplification of applications and staff reductions.
The analysis of the costs charged to operating profit under these programmes was as follows:
Increase in provision for Major restructuring programmes (see Note 31)
Amount of provision reversed unused (see Note 31)
Impairment losses recognised
Other non-cash charges
Other cash costs
2019
£m
345
(148)
521
99
288
1,105
2018
£m
450
(99)
130
72
256
809
2017
£m
259
(43)
278
247
315
1,056
Provision reversals of £148 million (2018 – £99 million, 2017 – £43 million) reflected provision releases for the Combined
restructuring and integration programme. Asset impairments of £521 million and other non-cash charges of £99 million principally
comprised fixed asset write-downs across manufacturing and research facilities and accelerated depreciation where asset lives in
R&D and manufacturing have been shortened as a result of the Major restructuring programmes. All other charges have been or will
be settled in cash and include the termination of leases, site closure costs, consultancy and project management costs.
The analysis of Major restructuring charges by programme was as follows:
2018 major restructuring programme (including Tesaro)
Consumer Healthcare Joint Venture integration programme
Combined restructuring and integration programme
The analysis of Major restructuring charges by income statement line was as follows:
Cost of sales
Selling, general and administration
Research and development
Other operating expense
186 GSK Annual Report 2019
Cash
£m
227
248
10
485
2019
£m
658
332
114
1
1,105
Non-cash
£m
572
4
44
620
2018
£m
443
315
49
2
809
2019
Total
£m
799
252
54
1,105
2017
£m
545
248
263
–
1,056
Notes to the financial statements continued 11. Finance income
Years to 31 December 2019 and 31 December 2018 under IFRS 9
Finance income arising from:
Financial assets measured at amortised cost
Financial assets measured at fair value through profit or loss
Net gains arising from the forward element of forward contracts in net investment hedge relationships
Year to 31 December 2017 under IAS 39
Interest income arising from:
Cash and cash equivalents
Available-for-sale investments
Loans and receivables
Fair value adjustments on derivatives at fair value through profit or loss
2019
£m
2018
£m
2017
£m
69
10
19
73
1
7
98
81
60
2
1
2
65
Finance income arising from financial assets measured at amortised cost in 2019 and 2018 includes interest income arising from
assets which would have been classified as available-for-sale investments and loans and receivables in 2017 under IAS 39. This
also includes interest income arising from certain cash and cash equivalents. Finance income arising from financial assets
measured at fair value through profit or loss in 2019 and 2018 includes interest income arising from other cash and cash
equivalents.
Net gains arising from hedge ineffectiveness on net investment hedges were recorded in ‘Fair value adjustments on derivatives at
fair value through profit or loss’ in 2017. All derivatives accounted for at fair value through profit or loss other than designated and
effective hedging instruments (see Note 43, ‘Financial instruments and related disclosures’) are classified as held-for-trading
financial instruments.
12. Finance expense
Finance expense arising on:
Financial liabilities at amortised cost
Derivatives at fair value through profit or loss
Net losses arising from:
Financial instruments mandatorily measured at fair value through profit or loss
Reclassification of hedges from other comprehensive income
Unwinding of discounts on provisions
Finance expense arising on lease liabilities
Other finance expense
2019
£m
(832)
(6)
(1)
(2)
(8)
(39)
(24)
(912)
2018
£m
(677)
(38)
3
(2)
(15)
(2)
(67)
2017
£m
(698)
(22)
(4)
–
(16)
(1)
7
(798)
(734)
All derivatives accounted for at fair value through profit or loss, other than designated and effective hedging instruments (see
Note 43, ‘Financial instruments and related disclosures’), are classified as held-for-trading financial instruments. Finance expense
arising on derivatives at fair value through profit or loss relates to swap interest expense. The prior year figures in finance expense
arising on lease liabilities related to interest arising on finance leases under the previous leasing standard, IAS 17, which was
originally reported in ‘Other finance expense’. In 2018, other finance expense included a £39 million charge for interest relating to
historical income tax settlements.
GSK Annual Report 2019 187
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 13. Associates and joint ventures
The Group’s share of after-tax profits and losses of associates and joint ventures is set out below:
Share of after-tax profits of associates
Share of after-tax (losses)/profits of joint ventures
2019
£m
85
(11)
74
2018
£m
28
3
31
2017
£m
16
(3)
13
At 31 December 2019, the Group held one significant associate, Innoviva, Inc.
Summarised income statement information in respect of Innoviva is set out below. The Group’s 2019 share of after-tax profits of
associates and other comprehensive income includes a profit of £79 million and other comprehensive income of £nil in respect
of Innoviva.
The results of Innoviva included in the summarised income statement information below represent the estimated earnings of
Innoviva in the relevant periods, based on publicly available information at the balance sheet date. Innoviva’s turnover arises from
royalty income from GSK in relation to Relvar/Breo Ellipta, Anoro Ellipta and Trelegy Ellipta sales.
Turnover
Profit after taxation
Other comprehensive income
Total comprehensive income
2019
£m
193
116
–
116
2018
£m
183
134
–
134
2017
£m
165
103
–
103
The estimated results of Innoviva for 2018 exclude a deferred tax credit of £163 million which was not announced by Innoviva until
after the Group finalised its results for 2018. Accordingly, GSK’s share of this credit of £51 million has been recognised in the
share of after-tax profits of associates in 2019.
Aggregated financial information in respect of GSK’s share of other associated undertakings and joint ventures is set out below:
Share of turnover
Share of after-tax (losses)/profits
Share of other comprehensive income
Share of total comprehensive (expense)/income
2019
£m
32
(5)
1
(5)
2018
£m
242
(2)
–
(2)
2017
£m
252
(5)
–
(5)
The Group’s sales to associates and joint ventures were £11 million in 2019 (2018 – £43 million; 2017 – £41 million).
188 GSK Annual Report 2019
Notes to the financial statements continued 14. Taxation
The Group’s tax charge is the sum of the total current and deferred tax expense.
Taxation charge based on profits for the year
UK current year charge
Rest of World current year charge
Credit in respect of prior periods
Current taxation
Deferred taxation
2019
£m
149
1,407
(420)
1,136
(183)
953
2018
£m
234
1,426
(492)
1,168
(414)
754
2017
£m
199
1,928
(508)
1,619
(263)
1,356
In 2019, GSK made payments of £163 million in UK corporation tax to HMRC. These amounts are for UK corporation tax only,
and do not include the various other business taxes borne in the UK by GSK each year.
The deferred tax credit in 2019 reflected the origination of current year expenses where offset against taxable profits in future
periods is probable. In 2018, this also included an uplift in the tax carrying value of certain Consumer Healthcare brands as a result
of the acquisition of Novartis’ interest in the former Consumer Healthcare Joint Venture.
The deferred tax credit in 2017 reflected the revaluation of existing deferred tax liabilities to reflect a lower Swiss tax rate applicable
following Swiss tax reform and an increase in deferred tax assets related to intra-Group profit on inventory. The impact of these
items was partly offset by the revaluation of existing deferred tax assets to reflect the lower US tax rate applicable following the
enactment of US tax reform.
The following table reconciles the tax charge calculated at the UK statutory rate on the Group profit before tax with the actual tax
charge for the year.
Reconciliation of taxation on Group profits
Profit before tax
UK statutory rate of taxation
Differences in overseas taxation rates
Benefit of intellectual property incentives
R&D credits
Fair value remeasurement of non-taxable put options
Tax losses where no benefit is recognised
Permanent differences on disposals and acquisitions
Other permanent differences
Re-assessments of prior year estimates
Changes in tax rates
Tax charge/tax rate
2019
£m
6,221
1,182
667
(691)
(119)
(45)
15
68
119
(364)
121
953
2019
%
19.0
10.7
(11.1)
(1.9)
(0.7)
0.2
1.1
1.9
(5.9)
2.0
15.3
2018
(revised)
£m
4,800
912
635
(482)
(73)
221
24
(7)
53
(436)
(93)
754
2018
%
19.0
13.2
(10.0)
(1.5)
4.6
0.5
(0.1)
1.1
(9.1)
(1.9)
15.7
2017
(revised)
£m
3,525
679
586
(410)
(75)
227
28
4
162
(475)
629
1,356
2017
%
19.3
16.6
(11.6)
(2.1)
6.5
0.8
0.1
4.6
(13.5)
17.8
38.5
GSK has a substantial business presence in many countries around the world. The impact of differences in overseas taxation rates
arose from profits being earned in countries with tax rates higher than the UK statutory rate, the most significant of which in 2019
were the US, Belgium, India and Japan. The adverse impact was partly offset by the increased benefit of intellectual property
incentives such as the UK Patent Box and Belgian Patent Income Deduction regimes. Such regimes provide a reduced rate of
corporate income tax on profits earned from qualifying patents. We claim these incentives in the manner intended by the relevant
statutory or regulatory framework.
In 2019, ‘Changes in tax rates’ included items of expense where tax relief will only be available in future periods at lower rates
due to the reduction in statutory tax rates in the UK and Belgium to 17% and 25% respectively. The impact of US and Swiss tax
reform has been incorporated into the ‘Changes in tax rates’ category for the years 2017 and 2018. The respective values are
£595 million debit and £125 million credit.
The Group’s 2019 tax rate of 15.3% has been influenced by the reassessment of open issues with tax authorities in various
jurisdictions and fair value accounting movements on the Group’s put option liabilities to ViiV Healthcare and on hedges against
shares in Hindustan Unilever Limited to be received on disposal of Horlicks and other Consumer Healthcare brands.
Future tax charges, and therefore our effective tax rate, may be affected by factors such as acquisitions, disposals, restructurings,
the location of research and development activity, tax regime reforms and resolution of open matters as we continue to bring our
tax affairs up to date around the world.
GSK Annual Report 2019 189
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 14. Taxation continued
Tax on items charged to equity and statement of comprehensive income
Current taxation
Share-based payments
Defined benefit plans
Deferred taxation
Share-based payments
Defined benefit plans
Fair value movements on cash flow hedges
Fair value movements on equity investments
Total credit/(charge) to equity and statement of comprehensive income
2019
£m
2018
£m
2017
£m
1
16
17
18
173
16
(95)
112
129
–
(2)
(2)
2
(144)
(2)
10
(134)
(136)
–
26
26
(4)
(247)
–
29
(222)
(196)
All of the above items have been charged to the statement of comprehensive income except for tax on share-based payments.
Issues relating to taxation
The integrated nature of the Group’s worldwide operations involves significant investment in research and strategic manufacture at
a limited number of locations, with consequential cross-border supply routes into numerous end-markets. In line with current OECD
guidelines we base our transfer pricing policy on the ‘arm’s length’ principle. However, different tax authorities may seek to attribute
further profit to activities being undertaken in their jurisdiction potentially resulting in double taxation. The Group also has open
items in several jurisdictions concerning such matters as the deductibility of particular expenses and the tax treatment of certain
business transactions. GSK applies a risk based approach to determine the transactions most likely to be subject to challenge,
assuming the relevant tax authority will review and have full knowledge of all the relevant information, and the probability that the
Group would be able to obtain compensatory adjustments under international tax treaties.
The calculation of the Group’s total tax charge therefore necessarily involves a degree of estimation and judgement in respect of
certain items where the tax treatment cannot be finally determined until resolution has been reached with the relevant tax authority
or, as appropriate, through a formal legal process. At 31 December 2019 the Group had recognised provisions of £933 million in
respect of such uncertain tax positions (2018 – £1,082 million). The decrease in recognised provisions during 2019 was driven by
the reassessment of estimates and the utilisation of provisions for uncertain tax positions following the settlement of a number of
open issues with tax authorities in various jurisdictions. Whilst the ultimate liability for such matters may vary from the amounts
provided and is dependent upon the outcome of agreements with the relevant tax authorities, or litigation where appropriate, the
Group continues to believe that it has made appropriate provision for periods which are open and not yet agreed by the tax
authorities.
A provision for deferred tax liabilities of £198 million as at 31 December 2019 (2018 – £185 million) has been made in respect
of taxation that would be payable on the remittance of profits by certain overseas subsidiaries. Whilst the aggregate amount of
unremitted profits at the balance sheet date was approximately £19 billion (2018 – £18 billion), the majority of these unremitted
profits would not be subject to tax (including withholding tax) on repatriation, as UK legislation relating to company distributions
provides for exemption from tax for most overseas profits, subject to certain exceptions. Deferred tax is not provided on temporary
differences of £326 million (2018 – £231 million) arising on unremitted profits as management has the ability to control any future
reversal and does not consider such a reversal to be probable.
190 GSK Annual Report 2019
Notes to the financial statements continued 14. Taxation continued
Movement in deferred tax assets and liabilities
At 1 January 2018
Exchange adjustments
Credit/(charge) to income statement
Credit/(charge) to statement of
comprehensive income and equity
Reclassification on disposal
At 31 December 2018
Implementation of IFRS 16
At 31 December 2018, as adjusted
Exchange adjustments
Credit/(charge) to income statement
Credit/(charge) to statement of
comprehensive income and equity
Acquisitions and disposals
R&D credits utilisation
At 31 December 2019
Accelerated
capital
allowances
£m
(317)
(6)
(12)
Intangible
assets
£m
(1,320)
(4)
365
Contingent
consideration
£m
868
–
(34)
Intra-Group
profit
£m
1,017
43
(31)
Pensions &
other post
employment
benefits
£m
760
38
33
–
–
(335)
40
(295)
17
35
–
1
–
(242)
–
–
(959)
–
(959)
88
(204)
–
(3,117)
–
(4,192)
–
–
834
–
834
–
(77)
–
–
–
757
–
–
1,029
–
1,029
(8)
59
–
40
–
1,120
(144)
7
694
–
694
(40)
9
186
15
–
864
Share
option
and award
schemes
£m
74
2
(7)
Other
net
temporary
differences
£m
1,057
9
(101)
2
–
71
–
71
(1)
(7)
18
–
–
81
8
(23)
950
–
950
55
143
(92)
(60)
(40)
956
Tax
losses
£m
261
2
183
–
1
447
–
447
(8)
225
–
278
–
942
Total
£m
2,400
84
396
(134)
(15)
2,731
40
2,771
103
183
112
(2,843)
(40)
286
Deferred tax liabilities provided in relation to intangible assets predominately relate to temporary differences arising on assets and
liabilities acquired as part of historic business combinations. Acquisitions and disposals in 2019 included deferred tax liabilities of
£2,591 million related to the Pfizer consumer healthcare business acquisition and £252 million related to the Tesaro acquisition.
The Group continues to recognise deferred tax assets on future obligations in respect of contingent consideration amounts payable
to minority shareholders. These payments are tax deductible at the point in time at which payment is made.
A deferred tax asset is recognised on intra-Group profits arising on inter-company inventory which are eliminated within the
consolidated accounts. As intra-Group profits are not eliminated from the individual entities’ tax returns a temporary difference arises
that will reverse at the point in time inventory is sold externally.
The deferred tax asset recognised on tax losses of £942 million (2018 – £447 million) relates to trading losses. Included in this
amount are deferred tax assets of £237 million in relation to losses which are recognised on the basis that sufficient future taxable
profits to utilise the losses are forecast in the entities to which the losses relate. Other net temporary differences included accrued
expenses for which a tax deduction was only available on a paid basis, such as for pensions.
Deferred tax asset and liabilities are recognised on the balance sheet as follows:
Deferred tax assets
Deferred tax liabilities
2019
£m
4,096
(3,810)
286
2018
£m
3,887
(1,156)
2,731
Deferred tax assets are recognised on US foreign tax credits only where it is probable that future taxable profits will be available.
The net amount of foreign tax credits on which deferred tax has not been provided was £93 million (2018 – £114 million).
Unrecognised tax losses
Trading losses expiring:
Within 10 years
More than 10 years
Available indefinitely
At 31 December
Capital losses expiring:
Available indefinitely
At 31 December
2019
Unrecognised
deferred tax
asset
£m
2018
Unrecognised
deferred tax
asset
£m
Tax losses
£m
Tax losses
£m
556
838
159
1,553
2,148
2,148
117
108
27
252
355
355
678
957
89
1,724
2,042
2,042
148
93
15
256
399
399
GSK Annual Report 2019 191
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
15. Earnings per share
Basic earnings per share
Diluted earnings per share
2019
pence
93.9
92.6
2018
pence
73.7
72.9
2017
pence
31.4
31.0
Basic earnings per share has been calculated by dividing the profit attributable to shareholders by the weighted average number of
shares in issue during the period after deducting shares held by the ESOP Trusts and Treasury shares. The trustees have waived
their rights to dividends on the shares held by the ESOP Trusts.
Diluted earnings per share has been calculated after adjusting the weighted average number of shares used in the basic calculation
to assume the conversion of all potentially dilutive shares. A potentially dilutive share forms part of the employee share schemes
where its exercise price is below the average market price of GSK shares during the period and any performance conditions
attaching to the scheme have been met at the balance sheet date.
The numbers of shares used in calculating basic and diluted earnings per share are reconciled below.
Weighted average number of shares in issue
Basic
Dilution for share options and awards
Diluted
16. Dividends
2019
millions
4,947
69
5,016
2018
millions
4,914
57
4,971
2017
millions
4,886
55
4,941
First interim
Paid/payable
11 July 2019
Second interim
10 October 2019
Third interim
Fourth interim
Total
9 January 2020
9 April 2020
Dividend
per share
(pence)
2019
Total
dividend
£m
Dividend
per share
(pence)
Paid
2018
Total
dividend
£m
Dividend
per share
(pence)
Paid
19
19
19
23
80
940
12 July 2018
941 11 October 2018
941 10 January 2019
1,139
3,961
11 April 2019
19
19
19
23
80
934
13 July 2017
934 12 October 2017
935 11 January 2018
1,137
3,940
12 April 2018
19
19
19
23
80
2017
Total
dividend
£m
928
929
929
1,130
3,916
Under IFRS, interim dividends are only recognised in the financial statements when paid and not when declared. GSK normally
pays a dividend two quarters after the quarter to which it relates and one quarter after it is declared. The 2019 financial statements
recognise those dividends paid in 2019, namely the third and fourth interim dividends for 2018, and the first and second interim
dividends for 2019.
The amounts recognised in each year were as follows:
Dividends to shareholders
2019
£m
3,953
2018
£m
3,927
2017
£m
3,906
192 GSK Annual Report 2019
Notes to the financial statements continued
17. Property, plant and equipment
Cost at 1 January 2018
Exchange adjustments
Other additions
Capitalised borrowing costs
Disposals and write-offs
Reclassifications
Transfer to assets held for sale
Cost at 31 December 2018
Implementation of IFRS 16
At 31 December 2018, as adjusted
Exchange adjustments
Additions through business combinations
Other additions
Capitalised borrowing costs
Disposals and write-offs
Reclassifications
Transfer to assets held for sale
Cost at 31 December 2019
Depreciation at 1 January 2018
Exchange adjustments
Charge for the year
Disposals and write-offs
Transfer to assets held for sale
Depreciation at 31 December 2018
Implementation of IFRS 16
At 31 December 2018, as adjusted
Exchange adjustments
Charge for the year
Disposals and write-offs
Transfer to assets held for sale
Depreciation at 31 December 2019
Impairment at 1 January 2018
Exchange adjustments
Disposals and write-offs
Impairment losses
Reversal of impairments
Transfer to assets held for sale
Impairment at 31 December 2018
Implementation of IFRS 16
At 31 December 2018, as adjusted
Exchange adjustments
Disposals and write-offs
Impairment losses
Reversal of impairments
Transfer to assets held for sale
Impairment at 31 December 2019
Total depreciation and impairment at 31 December 2018
Total depreciation and impairment at 31 December 2019
Net book value at 1 January 2018
Net book value at 31 December 2018
Net book value at 31 December 2019
Land and
buildings
£m
7,467
150
33
–
(90)
403
(152)
7,811
(64)
7,747
(254)
149
42
–
(34)
243
(261)
7,632
(3,036)
(61)
(268)
77
55
(3,233)
30
(3,203)
74
(265)
19
159
(3,216)
(161)
(8)
10
(16)
1
–
(174)
–
(174)
13
2
(312)
2
90
(379)
(3,407)
(3,595)
4,270
4,404
4,037
Plant,
equipment
and vehicles
£m
11,751
187
190
–
(440)
1,016
(167)
12,537
(106)
12,431
(381)
177
154
–
(528)
919
(711)
12,061
Assets in
construction
£m
2,501
25
1,135
21
(53)
(1,486)
(3)
2,140
–
2,140
(70)
34
1,084
25
(11)
(1,231)
(65)
1,906
(7,260)
(111)
(686)
401
122
(7,534)
42
(7,492)
196
(752)
380
477
(7,191)
(359)
(4)
59
(143)
6
20
(421)
–
(421)
11
77
(329)
8
209
(445)
(7,955)
(7,636)
4,132
4,582
4,425
–
–
–
–
–
–
–
–
–
–
–
–
–
(43)
(1)
22
(46)
–
–
(68)
–
(68)
6
36
(38)
–
44
(20)
(68)
(20)
2,458
2,072
1,886
Total
£m
21,719
362
1,358
21
(583)
(67)
(322)
22,488
(170)
22,318
(705)
360
1,280
25
(573)
(69)
(1,037)
21,599
(10,296)
(172)
(954)
478
177
(10,767)
72
(10,695)
270
(1,017)
399
636
(10,407)
(563)
(13)
91
(205)
7
20
(663)
–
(663)
30
115
(679)
10
343
(844)
(11,430)
(11,251)
10,860
11,058
10,348
GSK Annual Report 2019 193
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
17. Property, plant and equipment continued
The weighted average interest rate for capitalised borrowing costs in the year was 3% (2018 – 3%). Disposals and write-offs in the
year included a number of assets with nil net book value that are no longer in use in the business.
The impairment losses principally arose from decisions to rationalise facilities and are calculated based on either fair value less
costs of disposal or value in use. The fair value less costs of disposal valuation methodology uses significant inputs which are not
based on observable market data, and therefore this valuation technique is classified as level 3 of the fair value hierarchy. These
calculations determine the net present value of the projected risk-adjusted, post-tax cash flows of the relevant asset or cash
generating unit, applying a discount rate of the Group post-tax weighted average cost of capital (WACC) of 7%, adjusted where
appropriate for specific segment, country and currency risk. For value in use calculations, the post-tax cash flows do not include
the impact of future uncommitted restructuring plans or improvements. Where an impairment is indicated and a pre-tax cash flow
calculation is expected to give a materially different result, the test would be reperformed using pre-tax cash flows and a pre-tax
discount rate. The Group WACC is equivalent to a pre-tax discount rate of approximately 9%. The net impairment losses have
been charged to cost of sales: £624 million (2018 – £142 million), R&D: £1 million (2018 – £9 million) and SG&A: £44 million
(2018 – £54 million), and included £502 million (2018 – £138 million) arising from the Major restructuring programmes.
Reversals of impairment arose from subsequent reviews of the impaired assets where the conditions which gave rise to the original
impairments were deemed no longer to apply. All of the reversals have been credited to cost of sales.
During 2019, £69 million (2018 – £67 million) of computer software was reclassified from assets in construction to intangible
assets on becoming ready for use.
18. Right of use assets
Net book value at 1 January 2019
Exchange adjustments
Additions through business combinations
Other additions
Depreciation
Disposals
Impairments
Reclassifications
Net book value at 31 December 2019
Land and
buildings
£m
907
Plant and
equipment
£m
27
Vehicles
£m
137
(28)
66
60
(145)
(37)
(2)
–
821
(2)
11
1
(8)
(20)
–
13
22
(6)
2
71
(61)
(7)
–
(13)
123
Total
£m
1,071
(36)
79
132
(214)
(64)
(2)
–
966
The total cash outflow for leases amounted to £214 million. There were no significant lease commitments for leases not
commenced at year-end.
An analysis of lease liabilities is set out in Note 29, ‘Net debt’.
194 GSK Annual Report 2019
Notes to the financial statements continued
19. Goodwill
Cost at 1 January
Exchange adjustments
Additions through business combinations (Note 40)
Transfer from/(to) assets held for sale
Cost at 31 December
Net book value at 1 January
Net book value at 31 December
Goodwill is allocated to the Group’s segments as follows:
Pharmaceuticals
Vaccines
Consumer Healthcare
Net book value at 31 December
2019
£m
5,789
(277)
5,023
27
10,562
5,789
10,562
2019
£m
4,316
1,280
4,966
10,562
2018
£m
5,734
199
–
(144)
5,789
5,734
5,789
2018
£m
3,273
1,342
1,174
5,789
The recoverable amounts of the cash generating units are assessed using a fair value less costs of disposal model. Fair value less
costs of disposal is calculated using a discounted cash flow approach, with a post-tax discount rate applied to the projected
risk-adjusted post-tax cash flows and terminal value.
The discount rate used is based on the Group WACC of 7%, as most cash generating units have integrated operations across
large parts of the Group. The discount rate is adjusted where appropriate for specific segment, country and currency risks. The
valuation methodology uses significant inputs which are not based on observable market data, therefore this valuation technique is
classified as level 3 in the fair value hierarchy.
Details relating to the discounted cash flow models used in the impairment tests of the Pharmaceuticals, Vaccines and Consumer
Healthcare cash generating units are as follows:
Valuation basis
Key assumptions
Determination of assumptions
Fair value less costs of disposal
Sales growth rates
Profit margins
Terminal growth rate
Discount rate
Taxation rate
Growth rates are internal forecasts based on both internal and external market information.
Margins reflect past experience, adjusted for expected changes.
Terminal growth rates based on management’s estimate of future long-term average growth rates.
Discount rates based on Group WACC, adjusted where appropriate.
Taxation rates based on appropriate rates for each region.
Period of specific projected cash flows
Five years
Terminal growth rate and discount rate
Terminal growth rate
Discount rate
Pharmaceuticals
Vaccines
Consumer Healthcare
1% p.a.
1% p.a.
2% p.a.
7.5%
7.5%
6%
The terminal growth rates do not exceed the long-term projected growth rates for the relevant markets, reflect the impact of future
generic competition and take account of new product launches.
Goodwill is monitored for impairment at the segmental level. In each case the valuations indicated sufficient headroom such that a
reasonably possible change to key assumptions is unlikely to result in an impairment of the related goodwill.
The Pharmaceuticals cash generating unit comprises a collection of smaller cash generating units including assets with indefinite
lives with a carrying value of £nil (2018 – £236 million). The Consumer Healthcare cash generating unit also comprises a collection
of smaller cash generating units including brands with indefinite lives with a carrying value of £19.6 billion (2018 – £8.5 billion).
Details of indefinite life brands are given in Note 20, ‘Other intangible assets’.
GSK Annual Report 2019 195
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
20. Other intangible assets
Cost at 1 January 2018
Exchange adjustments
Capitalised development costs
Capitalised borrowing costs
Other additions
Disposals and asset write-offs
Transfer to assets held for sale
Reclassifications
Cost at 31 December 2018
Exchange adjustments
Capitalised development costs
Capitalised borrowing costs
Additions through business combinations
Other additions
Disposals and asset write-offs
Transfer to assets held for sale
Reclassifications
Cost at 31 December 2019
Amortisation at 1 January 2018
Exchange adjustments
Charge for the year
Disposals and asset write-offs
Transfer to assets held for sale
Amortisation at 31 December 2018
Exchange adjustments
Charge for the year
Disposals and asset write-offs
Transfer to assets held for sale
Amortisation at 31 December 2019
Impairment at 1 January 2018
Exchange adjustments
Impairment losses
Reversal of impairments
Disposals and asset write-offs
Transfer to assets held for sale
Impairment at 31 December 2018
Exchange adjustments
Impairment losses
Reversal of impairments
Disposals and asset write-offs
Transfer to assets held for sale
Impairment at 31 December 2019
Total amortisation and impairment at 31 December 2018
Total amortisation and impairment at 31 December 2019
Net book value at 1 January 2018
Net book value at 31 December 2018
Net book value at 31 December 2019
Licences,
patents,
amortised
brands etc.
£m
15,764
264
203
–
154
(129)
(90)
–
16,166
(418)
239
–
3,091
465
(7)
(62)
242
19,716
(5,787)
(107)
(662)
124
19
(6,413)
123
(870)
4
42
(7,114)
(2,207)
(89)
(51)
3
4
11
(2,329)
70
(84)
10
3
5
(2,325)
(8,742)
(9,439)
7,770
7,424
Indefinite life
brands
£m
8,993
63
–
–
–
–
–
–
9,056
(1,037)
–
–
12,357
–
–
(227)
(255)
19,894
–
–
–
–
–
–
–
–
–
–
–
(255)
–
(69)
–
–
–
(324)
–
(3)
–
–
53
(274)
(324)
(274)
8,738
8,732
10,277
19,620
Computer
software
£m
2,174
32
–
1
173
(80)
(2)
67
2,365
(37)
–
1
31
197
(235)
(7)
82
2,397
(1,111)
(24)
(240)
67
1
(1,307)
19
(233)
215
4
(1,302)
(9)
–
(17)
–
14
–
(12)
3
(49)
–
19
2
(37)
(1,319)
(1,339)
1,054
1,046
1,058
Total
£m
26,931
359
203
1
327
(209)
(92)
67
27,587
(1,492)
239
1
15,479
662
(242)
(296)
69
42,007
(6,898)
(131)
(902)
191
20
(7,720)
142
(1,103)
219
46
(8,416)
(2,471)
(89)
(137)
3
18
11
(2,665)
73
(136)
10
22
60
(2,636)
(10,385)
(11,052)
17,562
17,202
30,955
The weighted average interest rate for capitalised borrowing costs in the year was 3% (2018 – 3%).
The net book value of computer software included £560 million (2018 – £578 million) of internally generated costs.
The carrying value at 31 December 2019 of intangible assets, for which impairments have been charged or reversed in the year,
following those impairments or reversals, was £175 million (2018 – £73 million).
The patent expiry dates of the Group’s most significant assets, where relevant, are set out on pages 272 and 273.
196 GSK Annual Report 2019
Notes to the financial statements continued
20. Other intangible assets continued
Amortisation and impairment losses, net of reversals, have been charged in the income statement as follows:
Cost of sales
Selling, general and administration
Research and development
Amortisation
Net impairment losses
2019
£m
781
163
159
1,103
2018
£m
593
178
131
902
2019
£m
34
43
49
126
2018
£m
69
19
46
134
Licences, patents, amortised brands etc. includes a large number of acquired licences, patents, know-how agreements and
marketing rights, which are either marketed or in use, or still in development. Note 40, ‘Acquisitions and disposals’ gives details of
additions through business combinations in the year. The book values of the largest individual items are as follows:
Zejula
Meningitis portfolio
Dolutegravir
Benlysta
BMS
Merck Assets
Fluarix/FluLaval
Stiefel trade name
Others
2019
£m
2,878
2,139
1,280
834
286
264
237
204
2,155
10,277
2018
£m
–
2,363
1,319
905
277
–
274
–
2,286
7,424
The Meningitis portfolio includes Menveo, Bexsero, Men ABCWY and Menjugate. The Stiefel trade name has been moved into
licences, patents, amortised brands etc. following the decision to start amortisation during 2019.
Indefinite life brands comprise a portfolio of Consumer Healthcare products primarily acquired with the acquisitions of Sterling
Winthrop, Inc. in 1994, Block Drug Company, Inc. in 2001, CNS, Inc. in 2006, the Novartis consumer healthcare business in 2015
and the Pfizer consumer healthcare business in 2019. The book values of the major brands are as follows:
Advil
Voltaren
Centrum
Caltrate
Otrivin
Preparation H
Robitussin
Nexium
Fenistil
Chapstick
Emergen-C
Theraflu
Panadol
Lamisil
Sensodyne
Breathe Right
Stiefel trade name
Others
2019
£m
3,408
2,725
1,808
1,648
1,385
1,171
1,138
682
598
523
447
438
397
291
270
251
–
2,440
19,620
2018
£m
–
2,735
–
–
1,385
–
–
–
651
–
–
449
388
293
265
262
236
2,068
8,732
GSK Annual Report 2019 197
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 20. Other intangible assets continued
Each of these brands is considered to have an indefinite life, given the strength and durability of the brand and the level of
marketing support. The brands are in relatively similar stable and profitable market sectors, with similar risk profiles, and their
size, diversification and market shares mean that the risk of market-related factors causing a reduction in the lives of the brands
is considered to be relatively low. The Group is not aware of any material legal, regulatory, contractual, competitive, economic or
other factors which could limit their useful lives. Accordingly, they are not amortised.
Each brand is tested annually for impairment and other amortised intangible assets are tested when indicators of impairment arise.
This testing applies a fair value less costs of disposal methodology, generally using post-tax cash flow forecasts with a terminal
value calculation and a discount rate equal to the Group post-tax WACC of 7%, adjusted where appropriate for specific segment,
country and currency risks. This valuation methodology uses significant inputs which are not based on observable market data, and
therefore this valuation technique is classified as level 3 of the fair value hierarchy. The main assumptions include future sales price
and volume growth, product contribution, the future expenditure required to maintain the product’s marketability and registration
in the relevant jurisdictions and exchange rates. These assumptions are based on past experience and are reviewed as part of
management’s budgeting and strategic planning cycle for changes in market conditions and sales erosion through competition.
The terminal growth rates applied of between -2% and 3% are management’s estimates of future long-term average growth rates
of the relevant markets. In each case the valuations indicate sufficient headroom such that a reasonably possible change to key
assumptions is unlikely to result in an impairment of these intangible assets.
21. Investments in associates and joint ventures
At 1 January
Exchange adjustments
Additions
Disposals
Distributions received
Other movements
Profit/(loss) after tax recognised in the consolidated income statement
At 31 December
Joint
ventures
£m
19
Associates
£m
217
(1)
16
(1)
–
(7)
(11)
15
(9)
11
–
(7)
2
85
299
2019
Total
£m
236
(10)
27
(1)
(7)
(5)
74
314
Joint
ventures
£m
13
Associates
£m
170
1
1
–
–
1
3
19
11
9
–
(40)
39
28
217
2018
Total
£m
183
12
10
–
(40)
40
31
236
The Group held one significant associate at 31 December 2019, Innoviva, Inc. At 31 December 2019, the Group owned 32 million
shares or 31.6% of Innoviva, which is a biopharmaceutical company listed on NASDAQ. Innoviva partnered with GSK in the
development of the long acting beta agonist, vilanterol, and currently receives royalty income from sales of products that contain
this component, namely Relvar/Breo Ellipta and Anoro Ellipta. It also has a 15% economic interest in royalties paid by GSK on
sales of Trelegy Ellipta. The remaining 85% of the economic interest in these royalties is held by Theravance Biopharma Inc., in
which the Group holds 17% of the common stock. The investment in Innoviva had a market value of £343 million at 31 December
2019 (2018 – £440 million).
Summarised balance sheet information, based on information published post the balance sheet date, in respect of Innoviva is set
out below:
Non-current assets
Current assets
Current liabilities
Non-current liabilities
Net assets
The carrying value of the Group’s investment in Innoviva is analysed as follows:
Interest in net assets of associate
Goodwill
Fair value and other adjustments
Carrying value at 31 December
198 GSK Annual Report 2019
At 31 December
2019
£m
At 31 December
2018
£m
222
326
(4)
(286)
258
2019
£m
82
88
91
261
275
157
(4)
(302)
126
2018
£m
40
91
58
189
Notes to the financial statements continued
22. Other investments
At 1 January
Additions
Net fair value movements through Other comprehensive income
Net fair value movements through profit or loss
Disposals and settlements
Transfers to Assets held for sale
At 31 December
Investments
designated as
measured at
FVTOCI
£m
1,250
Investments
measured at
FVTPL
£m
72
274
314
–
(57)
–
1,781
3
–
(14)
(5)
–
56
Investments
designated as
measured at
FVTOCI
£m
869
Investments
measured at
FVTPL
£m
49
363
166
–
(89)
(59)
9
–
20
(6)
–
72
2019
£m
1,322
277
314
(14)
(62)
–
1,837
1,250
2018
£m
918
372
166
20
(95)
(59)
1,322
Other investments comprise non-current equity investments which are recorded at fair value at each balance sheet date. For
investments traded in an active market, the fair value is determined by reference to the relevant stock exchange quoted bid price.
For other investments, the fair value is estimated by management with reference to relevant available information, including the
current market value of similar instruments, recent financing rounds and discounted cash flows of the underlying net assets. Net
fair value movements include the impact of exchange (losses of £66 million through Other comprehensive income and £2 million
through profit or loss) (2018 – gains of £48 million and £4 million respectively). Other investments include listed investments of
£1,128 million (2018 – £656 million).
GSK has elected to designate the majority of its equity investments as measured at fair value through other comprehensive income
(FVTOCI). The most significant of these investments held at 31 December 2019 were in 23andMe in which the Group holds
14.5% of the common stock, Progyny, Inc. in which the Group holds 12.5%, Theravance Biopharma, Inc. in which the Group
holds 17.0% and Lyell Immunopharma, Inc in which the Group holds 15.0%. These investments had a fair value at 31 December
2019 of £227 million (2018 – £229 million), £213 million (2018 – £21 million), £189 million (2018 – £194 million) and £155 million,
respectively. No other investment is individually material. The other investments include equity stakes in companies with which GSK
has research collaborations and in companies which provide access to biotechnology developments of potential interest.
On disposal of equity investments measured at FVTOCI, the accumulated fair value movements are reclassified from the fair value
reserve to retained earnings. Investments with a fair value of £57 million (2018 – £148 million) were disposed of during the year.
The cumulative gain on these investments after tax was £4 million (2018 – £56 million).
Certain other investments, such as investments in funds with limited lives, are measured at fair value through profit or loss (FVTPL).
Investments with a fair value of £5 million were disposed of during the year.
Cumulative impairments on those Other investments designated as measured at FVTOCI under IFRS 9 were transferred from
retained earnings to the fair value reserve on 1 January 2018 on adoption of IFRS 9.
23. Other non-current assets
Amounts receivable under insurance contracts
Pension schemes in surplus
Other receivables
2019
£m
743
127
150
2018
£m
675
760
141
1,020
1,576
Amounts receivable under insurance contacts are held at fair value through profit or loss.
Within the other receivables of £150 million (2018 – £141 million), £88 million (2018 – £89 million) is classified as financial assets
of which £44 million (2018 – £41 million) is classified as fair value through profit or loss. On the remaining balance of £44 million
(2018 – £48 million), the expected credit loss allowance was immaterial at 31 December 2019 and 2018.
GSK Annual Report 2019 199
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
24. Inventories
Raw materials and consumables
Work in progress
Finished goods
25. Trade and other receivables
Trade receivables, net of loss allowance
Accrued income
Other prepayments
Interest receivable
Employee loans and advances
Other receivables
2019
£m
1,195
2,505
2,247
5,947
2019
£m
5,487
7
316
3
13
1,376
7,202
Trade receivables included £nil (2018 – £15 million) due from associates and joint ventures. Other receivables included £nil
(2018 – £nil) due from associates and joint ventures.
Loss allowance
At 1 January
Implementation of IFRS 9
At 1 January, as adjusted
Exchange adjustments
Charge for the year
Subsequent recoveries of amounts provided for
Utilised
At 31 December
2019
£m
128
–
128
(3)
16
(5)
(6)
130
2018
£m
1,122
2,286
2,068
5,476
2018
£m
5,176
9
330
4
14
890
6,423
2018
£m
140
15
155
–
7
(30)
(4)
128
Of the total trade receivables balance, £110 million (2018 – £71 million) was considered credit impaired, against which an
£11 million (2018 – £7 million) expected credit loss allowance has been applied. No amount was purchased or originated
credit impaired.
Within the other receivables of £1,376 million (2018 – £890 million), £707 million (2018 – £376 million) was classified as financial
assets of which £nil (2018 – £41 million) was classified as fair value through profit and loss. On the remaining balance of £707
million (2018 – £335 million), an expected credit loss allowance of £8 million (2018 – £5 million) was recognised at 31 December
2019 with no charge reported in profit or loss during the year.
For more discussion on credit risk practices, please refer to Note 43.
200 GSK Annual Report 2019
Notes to the financial statements continued 26. Cash and cash equivalents
Cash at bank and in hand
Short-term deposits
2019
£m
795
3,912
4,707
2018
£m
569
3,305
3,874
In addition, £507 million (2018 – £485 million) of cash and cash equivalents has been reported in Assets held for sale, see
Note 27, ‘Assets held for sale’.
Cash and cash equivalents included £0.2 billion (2018 – £0.2 billion) not available for general use due to restrictions applying
in the subsidiaries where it is held. Restrictions include exchange controls and taxes on repatriation.
27. Assets held for sale
Property, plant and equipment
Right of use assets
Lease liabilities
Goodwill
Other intangibles
Inventory
Cash and cash equivalents
Other
2019
£m
80
7
(7)
124
175
109
507
(122)
873
2018
£m
109
–
–
144
1
50
485
(136)
653
Non-current assets and disposal groups are transferred to assets held for sale when it is expected that their carrying amounts
will be recovered principally through disposal and a sale is considered highly probable. They are held at the lower of carrying
amount and fair value less costs to sell.
Assets held for sale primarily reflect the Thermacare disposal group, which was acquired from Pfizer as part of its consumer
healthcare business and has to be sold by the Group in 2020 to meet anti-trust requirements and the disposal group representing
the Horlicks and other Consumer Healthcare nutritional brands to be sold to Unilever plc.
Included within assets held for sale is inventory written down to fair value less costs to sell of £109 million (2018 – £50 million).
The valuation methodology used significant inputs which were not based on observable market data and therefore this valuation
is classified as level 3 in the fair value hierarchy.
An impairment of allocated goodwill of £4 million has been recognised to reflect fair value less costs to sell of a disposal group.
GSK Annual Report 2019 201
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 28. Trade and other payables
Trade payables
Wages and salaries
Social security
ViiV Healthcare put option
Other payables
Deferred income
Customer return and rebate accruals
Other accruals
2019
£m
4,144
1,470
164
1,011
515
158
5,108
2,369
14,939
2018
£m
3,645
1,355
139
1,240
401
216
5,064
1,977
14,037
Trade and other payables included £63 million (2018 – £64 million) due to associates and joint ventures. The Group provides
limited supplier financing arrangements to certain customers. The amounts involved at 31 December 2019 were not material.
Revenue recognised in the year that was included in deferred income at 1 January 2019 was £72 million (2018 – £66 million).
Customer return and rebate accruals are provided for by the Group at the point of sale in respect of the estimated rebates,
discounts or allowances payable to customers, and included £4,200 million (2018 – £4,356 million) in respect of US
Pharmaceuticals and Vaccines, as more fully described in the Group financial review on page 72. Accruals are made at the time of
sale but the actual amounts paid are based on claims made some time after the initial recognition of the sale. As the amounts are
estimated, they may not fully reflect the final outcome and are subject to change dependent upon, amongst other things, the types
of buying group and product sales mix. The level of accrual is reviewed and adjusted quarterly in light of historical experience of
actual amounts paid and any changes in arrangements. Future events could cause the assumptions on which the accruals are
based to change, which could affect the future results of the Group.
Pfizer’s put option over its shareholding in ViiV Healthcare is currently exercisable. Pfizer may request an IPO of ViiV Healthcare
at any time and if either GSK does not consent to such IPO or an offering is not completed within nine months, Pfizer could
require GSK to acquire its shareholding. The amount of the liability for this put option, which is held on the gross redemption
basis, is derived from an internal valuation of the ViiV Healthcare business, utilising both discounted forecast future cash flow
and multiples-based methodologies.
The table below shows on an indicative basis the income statement and balance sheet sensitivity of the Pfizer put option to
reasonably possible changes in key assumptions.
Increase/(decrease) in financial liability and loss/(gain) in Income statement
10% increase in sales forecasts
10% decrease in sales forecasts
10 cent appreciation of US Dollar
10 cent depreciation of US Dollar
10 cent appreciation of Euro
10 cent depreciation of Euro
An explanation of the accounting for ViiV Healthcare is set out on page 51.
2019
£m
119
(118)
58
(49)
37
(31)
202 GSK Annual Report 2019
Notes to the financial statements continued 29. Net debt
Current assets:
Liquid investments
Cash and cash equivalents
Cash and cash equivalents reported in Assets held for sale
Short-term borrowings:
Commercial paper
Bank loans, overdrafts and other
Drawn bank facility
0.625% € European Medium Term Note 2019
EURIBOR +0.20% € European Medium Term Note 2020
0.000% € European Medium Term Note 2020
Lease liabilities
Long-term borrowings:
EURIBOR +0.20% € European Medium Term Note 2020
0.000% € European Medium Term Note 2020
3.125% US$ US Medium Term Note 2021
LIBOR +0.35% US$ US Medium Term Note 2021
EURIBOR +0.60% € European Medium Term Note 2021
0.000% € European Medium Term Note 2021
2.850% US$ US Medium Term Note 2022
2.875% US$ US Medium Term Note 2022
2.800% US$ US Medium Term Note 2023
3.375% US$ US Medium Term Note 2023
0.000% € European Medium Term Note 2023
3.000% US$ US Medium Term Note 2024
1.375% € European Medium Term Note 2024
4.000% € European Medium Term Note 2025
3.625% US$ US Medium Term Note 2025
1.000% € European Medium Term Note 2026
1.250% € European Medium Term Note 2026
3.375% £ European Medium Term Note 2027
3.875% US$ US Medium Term Note 2028
3.375% US$ US Medium Term Note 2029
1.375% € European Medium Term Note 2029
1.750% € European Medium Term Note 2030
5.250% £ European Medium Term Note 2033
5.375% US$ US Medium Term Note 2034
6.375% US$ US Medium Term Note 2038
6.375% £ European Medium Term Note 2039
5.250% £ European Medium Term Note 2042
4.200% US$ US Medium Term Note 2043
4.250% £ European Medium Term Note 2045
Other long-term borrowings
Lease liabilities
Net debt
Listing exchange
London Stock Exchange
London Stock Exchange
London Stock Exchange
London Stock Exchange
London Stock Exchange
New York Stock Exchange
New York Stock Exchange
London Stock Exchange
London Stock Exchange
New York Stock Exchange
New York Stock Exchange
New York Stock Exchange
New York Stock Exchange
London Stock Exchange
New York Stock Exchange
London Stock Exchange
London Stock Exchange
New York Stock Exchange
London Stock Exchange
London Stock Exchange
London Stock Exchange
New York Stock Exchange
New York Stock Exchange
London Stock Exchange
London Stock Exchange
London Stock Exchange
New York Stock Exchange
New York Stock Exchange
London Stock Exchange
London Stock Exchange
New York Stock Exchange
London Stock Exchange
2019
£m
79
4,707
507
5,293
(3,586)
(434)
(1,000)
–
(638)
(1,020)
(240)
(6,918)
–
–
(944)
(567)
(1,281)
(426)
(1,509)
(1,132)
(941)
(941)
(425)
(751)
(844)
(633)
(751)
(593)
(846)
(594)
(1,319)
(746)
(422)
(635)
(983)
(375)
(2,061)
(694)
(987)
(371)
(789)
(20)
(1,010)
(23,590)
(25,215)
2018
£m
84
3,874
485
4,443
(630)
(290)
(3,500)
(1,349)
–
–
(24)
(5,793)
(677)
(1,079)
(980)
(589)
–
–
(1,568)
–
(978)
(977)
–
–
(893)
(670)
(780)
(629)
(897)
(593)
(1,372)
–
(447)
(673)
(982)
(390)
(2,143)
(694)
(986)
(386)
(788)
(56)
(44)
(20,271)
(21,621)
GSK Annual Report 2019 203
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 29. Net debt continued
Current assets
Liquid investments are classified as financial assets at amortised cost. At 31 December 2019, they included US Treasury Notes
and other government bonds. The effective interest rate on liquid investments at 31 December 2019 was approximately 1.1%
(2018 – approximately 1.0%). Liquid investment balances at 31 December 2019 earning interest at floating rates amount to
£1 million (2018 – £84 million). Liquid investment balances at 31 December 2019 earning interest at fixed rates amount to
£78 million (2018 – £nil).
Balances reported within cash and cash equivalents have an original maturity of three months or less. The effective interest
rate on cash and cash equivalents at 31 December 2019 was approximately 1.6% (2018 – approximately 1.9%). Cash
and cash equivalents at 31 December 2019 earning interest at floating and fixed rates amounted to £5,039 million and
£10 million respectively (2018 – £4,094 million and £2 million) and non-interest bearing holdings amounted to £164 million
(2018 – £263 million).
GSK’s policy regarding the credit quality of cash and cash equivalents is set out in Note 43, ‘Financial instruments and
related disclosures’.
Short-term borrowings
GSK has a $10 billion (£7.6 billion) US commercial paper programme, of which $4.8 billion (£3.6 billion) was in issue at
31 December 2019 (2018 – $0.8 billion (£0.6 billion)). GSK has a £1.9 billion three-year committed facility and $2.5 billion
(£1.9 billion) under a 364 day committed facility. Both the three-year committed facility and the 364 day committed facility were
agreed in September 2019 and were undrawn at 31 December 2019. An additional bank facility was agreed in 2018 to support
transactions and remained active at 31 December 2019. In June 2018, £3.5 billion was drawn to support the acquisition from
Novartis of the remaining stake in the Consumer Healthcare Joint Venture. £2.5 billion was repaid in November 2019, leaving
£1.0 billion outstanding at 31 December 2019.
The weighted average interest rate on commercial paper borrowings at 31 December 2019 was 1.8% (2018 – 2.5%).
The weighted average interest rate on current bank loans and overdrafts at 31 December 2019 was 4.6% (2018 – 12.0%).
Short-term loan rates of 60% in Argentina had a disproportionate effect on the weighted average interest rate in 2018.
The average effective pre-swap interest rate of notes classified as short-term at 31 December 2019 was 0.0% (2018 – 0.8%).
The continued decrease in the rate reflects the maturities of a EURIBOR +0.20% coupon note in May 2020 and a 0.0% coupon
note in September 2020.
Long-term borrowings
At the year-end, GSK had long-term borrowings of £23.6 billion (2018 – £20.3 billion), of which £13.3 billion (2018 – £13.3 billion)
fell due in more than five years. The average effective pre-swap interest rate of all notes in issue at 31 December 2019 was
approximately 3.8% (2018 – approximately 4.4%).
Long-term borrowings repayable after five years carry interest at effective rates between 1.0% and 6.5%, with repayment dates
ranging from 2025 to 2045.
Pledged assets
The Group held pledged investments in US Treasury Notes with a par value of $50 million (£38 million), (2018 – $50 million
(£39 million)) as security against irrevocable letters of credit issued on the Group’s behalf in respect of the Group’s self-insurance
activity. Provisions in respect of self-insurance are included within the provisions for legal and other disputes discussed in Note 31,
‘Other provisions’.
Lease liabilities
The maturity analysis of discounted lease liabilities recognised on the Group balance sheet is as follows:
Rental payments due within one year
Rental payments due between one and two years
Rental payments due between two and three years
Rental payments due between three and four years
Rental payments due between four and five years
Rental payments due after five years
Total lease liabilities
204 GSK Annual Report 2019
2019
£m
240
227
119
105
93
466
1,250
2018
(revised)
£m
24
18
12
6
3
5
68
Notes to the financial statements continued
30. Pensions and other post-employment benefits
Pension and other post-employment costs
UK pension schemes
US pension schemes
Other overseas pension schemes
Unfunded post-retirement healthcare schemes
Analysed as:
Funded defined benefit/hybrid pension schemes
Unfunded defined benefit pension schemes
Unfunded post-retirement healthcare schemes
Defined benefit schemes
Defined contribution pension schemes
2019
£m
181
120
185
74
560
300
41
74
415
145
560
2018
£m
2017
£m
246
100
190
50
586
369
43
50
462
124
586
198
113
218
87
616
335
55
87
477
139
616
The costs of the defined benefit pension and post-retirement healthcare schemes are charged in the income statement as follows:
Cost of sales
Selling, general and administration
Research and development
2019
£m
149
195
71
415
2018
£m
160
228
74
462
2017
£m
162
238
77
477
GSK entities operate pension arrangements which cover the Group’s material obligations to provide pensions to retired employees.
These arrangements have been developed in accordance with local practices in the countries concerned. Pension benefits can be
provided by state schemes; by defined contribution schemes, whereby retirement benefits are determined by the value of funds
arising from contributions paid in respect of each employee; or by defined benefit schemes, whereby retirement benefits are based
on employee pensionable remuneration and length of service.
Pension costs of defined benefit schemes for accounting purposes have been calculated using the projected unit method. In certain
countries pension benefits are provided on an unfunded basis, some administered by trustee companies. Formal, independent,
actuarial valuations of the Group’s main plans are undertaken regularly, normally at least every three years.
Actuarial movements in the year are recognised through the statement of comprehensive income. Discount rates are derived from
AA rated corporate bond yields except in countries where there is no deep market in corporate bonds where government bond
yields are used. Discount rates are selected to reflect the term of the expected benefit payments. Projected inflation rate and
pension increases are long-term predictions based on the yield gap between long-term index-linked and fixed interest Gilts. In the
UK, mortality rates are determined by adjusting the SAPS S2 standard mortality tables to reflect recent scheme experience. These
rates are then projected to reflect improvements in life expectancy in line with the CMI 2018 projections with a long-term rate of
improvement of 1.25% per year for both males and females. In the US, mortality rates are calculated using the RP2014 white collar
table adjusted to reflect recent experience. These rates are projected using MP-2017 to allow for future improvements in life
expectancy.
GSK Annual Report 2019 205
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 30. Pensions and other post-employment benefits continued
The average life expectancy assumed now for an individual at the age of 60 and projected to apply in 2039 for an individual then at
the age of 60 is as follows:
Current
Projected for 2039
Male
Years
27.4
28.8
UK
Female
Years
29.0
30.5
Male
Years
27.1
28.8
US
Female
Years
28.8
30.4
The assets of funded schemes are generally held in separately administered trusts, either as specific assets or as a proportion of a
general fund, or are insurance contracts. Assets are invested in different classes in order to maintain a balance between risk and
return. Investments are diversified to limit the financial effect of the failure of any individual investment. The physical asset allocation
strategy for three of the four UK plans has been adjusted from 55% in return-seeking assets and 45% in liability-matching assets to
45% in return-seeking assets and 55% in liability-matching assets. During 2019, a buy-in insurance contract was purchased to
cover substantially all of the obligations of the other UK plan. At 31 December 2019, the value of the insurance contract was
£607 million. The asset allocation of the US plans is currently set at 30% return-seeking assets and 70% liability-matching assets.
The pension plans are exposed to risk that arises because the estimated market value of the plans’ assets might decline, the
investment returns might reduce, or the estimated value of the plans’ liabilities might increase.
In line with the agreed mix of return-seeking assets to generate future returns and liability-matching assets to better match future
pension obligations, the Group has defined an overall long-term investment strategy for the plans, with investments across a broad
range of assets. The main market risks within the asset and hedging portfolio are against credit risk, interest rates, long-term
inflation, equities, property, currency and bank counterparty risk.
The plan liabilities are a series of future cash flows with relatively long duration. On an IAS 19 basis, these cash flows are sensitive
to changes in the expected long-term inflation rate and the discount rate (AA corporate bond yield curve) where an increase in
long-term inflation corresponds with an increase in the liabilities, and an increase in the discount rate corresponds with a decrease
in the liabilities.
The interest rate risk and credit rate risk in the US are partially hedged. The targets are based on an accounting measure of the
plan liabilities.
For the UK plans, there is an interest rate and inflation hedging strategy in place. The targets are based on an economic measure of
the plan liabilities. Furthermore, the plans also currently hedge a portion of their equity exposure with a staggered maturity profile.
In the UK, the defined benefit pension schemes operated for the benefit of former Glaxo Wellcome employees and former
SmithKline Beecham employees remain separate. These schemes were closed to new entrants in 2001 and subsequent UK
employees are entitled to join a defined contribution scheme. In addition, the Group operates a number of post-retirement
healthcare schemes, the principal one of which is in the US.
The Group has applied the following financial assumptions in assessing the defined benefit liabilities:
Rate of increase of future earnings
Discount rate
Expected pension increases
Cash balance credit/conversion rate
Inflation rate
2019
% pa
2.00
2.00
3.00
n/a
3.00
2018
% pa
2.00
2.90
3.20
n/a
3.20
UK
2017
% pa
2.00
2.50
3.20
n/a
3.20
2019
% pa
4.00
3.20
n/a
2.60
2.25
2018
% pa
4.00
4.20
n/a
3.20
2.25
US
2017
% pa
4.00
3.60
n/a
2.90
2.25
2019
% pa
2.70
1.10
2.10
0.10
1.40
Rest of World
2018
% pa
2.70
1.80
2.10
0.40
1.50
2017
% pa
2.80
1.60
2.20
0.30
1.70
Sensitivity analysis detailing the effect of changes in assumptions is provided on page 213. The analysis provided reflects the
assumption changes which have the most material impact on the results of the Group.
206 GSK Annual Report 2019
Notes to the financial statements continued 30. Pensions and other post-employment benefits continued
The amounts recorded in the income statement and statement of comprehensive income for the three years ended 31 December
2019 in relation to the defined benefit pension and post-retirement healthcare schemes were as follows:
2019
Amounts charged to operating profit
Current service cost
Past service cost/(credit)
Net interest (income)/cost
Gains from settlements
Expenses
US
£m
Rest of World
£m
Pensions
Group
£m
Post-retirement
benefits
Group
£m
74
(3)
29
–
20
120
130
(15)
16
(9)
–
122
266
31
26
(9)
27
341
22
–
52
–
–
74
UK
£m
62
49
(19)
–
7
99
Remeasurement losses recorded in the statement of
comprehensive income
(894)
(1)
(78)
(973)
(77)
2018
Amounts charged to operating profit
Current service cost
Past service cost/(credit)
Net interest (income)/cost
Gains from settlements
Expenses
US
£m
Rest of World
£m
Pensions
Group
£m
Post-retirement
benefits
Group
£m
72
1
20
–
7
100
134
–
19
(14)
–
139
281
94
36
(14)
15
412
29
(27)
49
(1)
–
50
UK
£m
75
93
(3)
–
8
173
Remeasurement gains/(losses) recorded in the statement of
comprehensive income
495
(108)
196
583
145
2017
Amounts charged to operating profit
Current service cost
Past service cost/(credit)
Net interest cost
Expenses
UK
£m
79
37
7
7
130
70
–
31
12
113
131
–
16
–
147
280
37
54
19
390
US
£m
Rest of World
£m
Pensions
Group
£m
Post-retirement
benefits
Group
£m
Remeasurement gains/(losses) recorded in the statement of
comprehensive income
259
240
(14)
485
The amounts included within past service costs in the UK included £58 million (2018 – £43 million; 2017 – £37 million) of
augmentation costs of which £47 million arose from Major restructuring programmes (see Note 31, ‘Other provisions’). In 2018,
past service costs in the UK included a charge of £40 million in relation to the estimated impact of GMP equalisation.
30
(2)
59
–
87
64
GSK Annual Report 2019 207
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
30. Pensions and other post-employment benefits continued
A summarised balance sheet presentation of the Group defined benefit pension schemes and other post-retirement benefits is set
out in the table below:
Recognised in Other non-current assets:
Pension schemes in surplus
Recognised in Assets held for sale:
Post-retirement benefits
Recognised in Pensions and other post-employment benefits:
Pension schemes in deficit
Post-retirement benefits
2019
£m
127
(9)
2018
£m
2017
£m
760
538
(9)
–
(2,048)
(1,409)
(3,457)
(1,755)
(1,370)
(3,125)
(2,043)
(1,496)
(3,539)
In the event of a plan wind-up, GSK believes the UK pension scheme rules provide the company with the right to a refund of surplus
assets following the full settlement of plan liabilities. As a result, the net surplus in the UK defined benefit pension schemes is
recognised in full.
The fair values of the assets and liabilities of the UK and US defined benefit pension schemes, together with aggregated data for
other defined benefit pension schemes in the Group are as follows:
At 31 December 2019
Equities:
Multi-asset funds
Property:
– listed
– unlisted
– listed
– unlisted
Corporate bonds:
– listed
Government bonds:
– listed
– unlisted
Insurance contracts
Other assets
Fair value of assets
Present value of scheme obligations
Net surplus/(obligation)
Included in Other non-current assets
Included in Pensions and other post-employment benefits
Actual return on plan assets
UK
£m
2,904
–
2,700
–
460
297
326
4,923
1,406
(35)
12,981
(13,293)
(312)
70
(382)
(312)
787
US
£m
671
Rest of World
£m
638
–
–
–
145
855
–
803
–
315
2,789
(3,506)
(717)
–
(717)
(717)
356
8
–
55
2
141
23
889
832
74
2,662
(3,554)
(892)
57
(949)
(892)
345
Group
£m
4,213
8
2,700
55
607
1,293
349
6,615
2,238
354
18,432
(20,353)
(1,921)
127
(2,048)
(1,921)
1,488
The multi-asset funds comprise investments in pooled investment vehicles that are invested across a range of asset classes,
increasing diversification within the growth portfolio. The ‘Other assets’ category comprises cash and mark to market values of
derivative positions.
Index-linked gilts held as part of a UK repo programme are included in government bonds. The related loan of £243 million at
31 December 2019 (2018 – £nil; 2017 – £773 million) is deducted within ‘Other assets’.
208 GSK Annual Report 2019
Notes to the financial statements continued
30. Pensions and other post-employment benefits continued
At 31 December 2018
Equities:
Multi-asset funds
Property:
– listed
– unlisted
– listed
– unlisted
Corporate bonds:
– listed
– unlisted
Government bonds:
– listed
Insurance contracts
Other assets
Fair value of assets
Present value of scheme obligations
Net surplus/(obligation)
Included in Other non-current assets
Included in Pensions and other post-employment benefits
Actual return on plan assets
At 31 December 2017
Equities:
Multi-asset funds
Property:
Corporate bonds:
Government bonds:
Insurance contracts
Other assets
– listed
– unlisted
– unlisted
– listed
– unlisted
– listed
Fair value of assets
Present value of scheme obligations
Net surplus/(obligation)
Included in Other non-current assets
Included in Pensions and other post-employment benefits
Actual return on plan assets
UK
£m
3,257
–
2,997
–
423
404
306
3,835
770
589
12,581
(12,087)
494
711
(217)
494
(88)
UK
£m
4,902
–
2,517
352
297
326
5,127
849
(1,216)
13,154
(13,101)
53
470
(417)
53
893
US
£m
1,280
Rest of World
£m
518
7
–
33
4
111
25
795
831
66
2,390
(3,213)
(823)
49
(872)
(823)
55
Rest of World
£m
544
13
–
32
103
20
762
707
71
2,252
(3,239)
(987)
68
(1,055)
(987)
–
–
–
231
783
–
286
–
228
2,808
(3,474)
(666)
–
(666)
(666)
(123)
US
£m
1,448
–
–
209
820
–
239
–
158
2,874
(3,445)
(571)
–
(571)
(571)
394
Group
£m
5,055
7
2,997
33
658
1,298
331
4,916
1,601
883
17,779
(18,774)
(995)
760
(1,755)
(995)
(156)
Group
£m
6,894
13
2,517
593
1,220
346
6,128
1,556
(987)
18,280
(19,785)
(1,505)
538
(2,043)
(1,505)
82
1,369
GSK Annual Report 2019 209
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
30. Pensions and other post-employment benefits continued
Pensions
Post-retirement
benefits
Movements in fair values of assets
Assets at 1 January 2017
Exchange adjustments
Interest income
Expenses
Settlements and curtailments
Remeasurement
Employer contributions
Scheme participants’ contributions
Benefits paid
Assets at 31 December 2017
Exchange adjustments
Interest income
Expenses
Settlements and curtailments
Remeasurement
Employer contributions
Scheme participants’ contributions
Benefits paid
Assets at 31 December 2018
Exchange adjustments
Additions through business combinations
Interest income
Expenses
Settlements and curtailments
Remeasurement
Employer contributions
Scheme participants’ contributions
Benefits paid
Assets at 31 December 2019
UK
£m
12,583
–
333
(7)
–
560
225
4
(544)
13,154
–
323
(8)
–
(411)
119
4
(600)
12,581
–
–
360
(7)
–
427
187
3
(570)
12,981
US
£m
2,890
(244)
104
(12)
–
290
103
–
(257)
2,874
171
102
(7)
–
(225)
150
–
(257)
2,808
(110)
–
111
(20)
–
245
40
–
(285)
2,789
Rest of World
£m
2,097
24
33
–
(4)
49
116
17
(80)
2,252
53
29
–
(14)
26
117
16
(89)
2,390
(120)
14
37
–
1
312
116
17
Group
£m
17,570
(220)
470
(19)
(4)
899
444
21
(881)
18,280
224
454
(15)
(14)
(610)
386
20
(946)
17,779
(230)
14
508
(27)
1
984
343
20
(105)
2,662
(960)
18,432
Group
£m
–
–
–
–
–
–
101
17
(118)
–
–
–
–
–
–
93
16
(109)
–
–
–
–
–
–
–
110
17
(127)
–
During 2019, the Group made special funding contributions to the UK pension schemes of £78 million (2018 – £nil; 2017 –
£136 million) but £nil (2018 – £125 million; 2017 – £78 million) to the US schemes. In 2018, GSK reached a revised agreement
with the trustees of the UK pension schemes to make additional contributions to eliminate the pension deficits identified within the
schemes at the 31 December 2017 actuarial funding valuation. Based on these funding agreements, the additional contributions
to eliminate the pension deficit are expected to be £75 million in 2020. Further payments have been agreed for the years 2021 to
2022 and these are included within Note 35, ‘Commitments’ on page 216. This funding commitment supersedes the previous
agreement made in 2016. The contributions were based on a government bond yield curve approach to selecting the discount rate;
the rate chosen included an allowance for expected investment returns which reflected the asset mix of the schemes.
Employer contributions for 2020, including special funding contributions, are estimated to be approximately £400 million in respect
of defined benefit pension schemes and £90 million in respect of post-retirement benefits.
210 GSK Annual Report 2019
Notes to the financial statements continued
30. Pensions and other post-employment benefits continued
Movements in defined benefit obligations
Obligations at 1 January 2017
Exchange adjustments
Service cost
Past service cost/(credit)
Interest cost
Settlements and curtailments
Remeasurement
Scheme participants’ contributions
Benefits paid
Obligations at 31 December 2017
Exchange adjustments
Service cost
Past service cost/(credit)
Interest cost
Settlements and curtailments
Remeasurement
Scheme participants’ contributions
Benefits paid
Obligations at 31 December 2018
Exchange adjustments
Additions through business combinations
Service cost
Past service cost
Interest cost
Settlements and curtailments
Remeasurement
Scheme participants’ contributions
Benefits paid
Obligations at 31 December 2019
The defined benefit pension obligation is analysed as follows:
Funded
Unfunded
UK
£m
(12,884)
US
£m
(3,752)
Rest of World
£m
(3,018)
–
(79)
(37)
(340)
–
(301)
(4)
544
(13,101)
–
(75)
(93)
(320)
–
906
(4)
600
305
(70)
–
(135)
–
(50)
–
257
(3,445)
(208)
(72)
(1)
(122)
–
117
–
257
(45)
(131)
–
(49)
4
(63)
(17)
80
(3,239)
(63)
(134)
–
(48)
28
170
(16)
89
Pensions
Group
£m
(19,654)
Post-retirement
benefits
Group
£m
(1,693)
260
(280)
(37)
(524)
4
(414)
(21)
881
119
(30)
2
(59)
–
64
(17)
118
(19,785)
(1,496)
(271)
(281)
(94)
(490)
28
1,193
(20)
946
(71)
(29)
27
(49)
1
145
(16)
109
(12,087)
(3,474)
(3,213)
(18,774)
(1,379)
–
–
(62)
(49)
(341)
–
(1,321)
(3)
570
140
–
(74)
3
(140)
–
(246)
–
285
177
(56)
(130)
15
(53)
8
(390)
(17)
105
317
(56)
(266)
(31)
(534)
8
(1,957)
(20)
960
50
(48)
(22)
–
(52)
–
(77)
(17)
127
(13,293)
(3,506)
(3,554)
(20,353)
(1,418)
2019
£m
(19,547)
(806)
(20,353)
2018
£m
(18,025)
(749)
2017
£m
(19,052)
(733)
(18,774)
(19,785)
The liability for the US post-retirement healthcare scheme has been assessed using the same assumptions as for the US pension
scheme, together with the assumption for future medical inflation of 6.25% (2018 – 6.50%) in 2020, grading down to 5.0% in
2025 and thereafter. At 31 December 2019, the US post-retirement healthcare scheme obligation was £1,198 million
(2018 – £1,179 million; 2017 – £1,254 million). Post-retirement benefits are unfunded.
GSK Annual Report 2019 211
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
30. Pensions and other post-employment benefits continued
The movement in the net defined benefit liability is as follows:
At 1 January
Exchange adjustments
Additions through business combinations
Service cost
Past service cost
Interest cost
Settlements and curtailments
Remeasurements:
Return on plan assets, excluding amounts included in interest
Gain from change in demographic assumptions
(Loss)/gain from change in financial assumptions
Experience losses
Employer contributions
Expenses
At 31 December
The remeasurements included within post-retirement benefits are detailed below:
Gain from change in demographic assumptions
(Loss)/gain from change in financial assumptions
Experience gains
The defined benefit pension obligation analysed by membership category is as follows:
Active
Retired
Deferred
The post-retirement benefit obligation analysed by membership category is as follows:
Active
Retired
Deferred
The weighted average duration of the defined benefit obligation is as follows:
Pension benefits
Post-retirement benefits
2019
£m
(995)
87
(42)
(266)
(31)
(26)
9
984
78
(2,022)
(13)
343
(27)
(1,921)
2019
£m
–
(80)
3
(77)
2019
£m
4,572
10,485
5,296
20,353
2019
£m
549
869
–
2018
£m
(1,505)
2017
£m
(2,084)
(47)
–
(281)
(94)
(36)
14
(610)
131
1,149
(87)
386
(15)
(995)
2018
£m
6
100
39
145
2018
£m
4,427
9,542
4,805
40
–
(280)
(37)
(54)
–
899
209
(555)
(68)
444
(19)
(1,505)
2017
£m
47
(1)
18
64
2017
£m
4,611
9,805
5,369
18,774
19,785
2018
£m
499
879
1
2017
£m
514
981
1
1,418
1,379
1,496
2019
years
15
12
2018
years
15
11
2017
years
16
11
212 GSK Annual Report 2019
Notes to the financial statements continued 30. Pensions and other post-employment benefits continued
Sensitivity analysis
The effect of changes in assumptions used on the benefit obligations and on the 2020 annual defined benefit pension and post-
retirement costs are detailed below. This information has been determined by taking into account the duration of the liabilities and
the overall profile of the plan memberships.
A 0.25% decrease in discount rate would have the following approximate effect:
Increase in annual pension cost
Decrease in annual post-retirement benefits cost
Increase in pension obligation
Increase in post-retirement benefits obligation
A 0.5% decrease in discount rate would have the following approximate effect:
Increase in annual pension cost
Decrease in annual post-retirement benefits cost
Increase in pension obligation
Increase in post-retirement benefits obligation
A one-year increase in life expectancy would have the following approximate effect:
Increase in annual pension cost
Increase in annual post-retirement benefits cost
Increase in pension obligation
Increase in post-retirement benefits obligation
A 1% increase in the rate of future healthcare inflation would have the following approximate effect:
Increase in annual post-retirement benefits cost
Increase in post-retirement benefits obligation
A 0.25% increase in inflation would have the following approximate effect:
Increase in annual pension cost
Increase in pension obligation
£m
23
(1)
798
40
43
(2)
1,640
82
19
2
725
39
2
42
17
532
GSK Annual Report 2019 213
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 31. Other provisions
At 1 January 2019
Implementation of IFRS 16
At 1 January 2019, as adjusted
Exchange adjustments
Additions through business combinations
Charge for the year
Reversed unused
Unwinding of discount
Utilised
Reclassifications and other movements
Transfer to Pension obligations
At 31 December 2019
To be settled within one year
To be settled after one year
At 31 December 2019
Legal and other disputes
The Group is involved in a substantial number of legal and other
disputes, including notification of possible claims, as set out in
Note 46 ‘Legal proceedings’. Provisions for legal and other
disputes include amounts relating to product liability, anti-trust,
government investigations, contract terminations and self
insurance.
The net charge for the year of £363 million (including reversals
and estimated insurance recoveries) primarily related to
provisions for product liability cases, commercial disputes
and various other government investigations.
The discount on the provisions increased by £3 million in 2019
(2018 – increased by £2 million). The discount was calculated
using risk-adjusted projected cash flows and risk-free rates of
return.
In respect of product liability claims related to certain products,
provision is made when there is sufficient history of claims
made and settlements to enable management to make a reliable
estimate of the provision required to cover unasserted claims.
The ultimate liability for such matters may vary from the amounts
provided and is dependent upon the outcome of litigation
proceedings, investigations and possible settlement
negotiations.
It is in the nature of the Group’s business that a number of
these matters may be the subject of negotiation and litigation
over many years. Litigation proceedings, including the various
appeal procedures, often take many years to reach resolution,
and out-of-court settlement discussions can also often be
protracted. Indemnified disputes will result in a provision
charge and a corresponding receivable.
214 GSK Annual Report 2019
Legal
and other
disputes
£m
219
Major
restructuring
programmes
£m
641
Employee
related
provisions
£m
350
Other
provisions
£m
213
–
219
(11)
12
367
(4)
3
(389)
1
–
198
134
64
198
(30)
611
(14)
–
345
(148)
5
(309)
62
(47)
505
298
207
505
–
350
(13)
–
158
(53)
–
(49)
(6)
–
387
138
249
387
(5)
208
(4)
24
56
(16)
–
(48)
(19)
–
201
51
150
201
Total
£m
1,423
(35)
1,388
(42)
36
926
(221)
8
(795)
38
(47)
1,291
621
670
1,291
The Group is in potential settlement discussions in a number of
the disputes for which amounts have been provided and, based
on its current assessment of the progress of these disputes,
estimates that £134 million of the amount provided at 31
December 2019 will be settled within one year. At 31 December
2019, it was expected that £9 million (2018 – £37 million)
of the provision made for legal and other disputes will be
reimbursed by third parties. For a discussion of legal issues,
see Note 46, ‘Legal proceedings’.
Major restructuring programmes
During 2019, the Group was undertaking three major
restructuring programmes: the Combined restructuring
and integration programme, which is now substantially complete,
the 2018 major restructuring programme and the Consumer
Healthcare Joint Venture integration programme. The
programmes are focused primarily on simplifying supply chain
processes, rationalising the Group’s manufacturing network,
restructuring the Pharmaceuticals commercial operations and
integrating the Pfizer consumer healthcare business.
Provisions for staff severance payments are made when
management has made a formal decision to eliminate certain
positions and this has been communicated to the groups of
employees affected and appropriate consultation procedures
completed, where appropriate. No provision is made for staff
severance payments that are made immediately.
Pension augmentations arising from staff redundancies of
£47 million (2018 – £21 million) have been charged during the
year and then transferred to the pension obligations provision
as shown in Note 30, ‘Pensions and other post-employment
benefits’. Asset write-downs have been recognised as
impairments of property, plant and equipment in Note 17,
‘Property, plant and equipment’. The majority of the amounts
provided are expected to be utilised in the next two years.
Notes to the financial statements continued
31. Other provisions continued
Employee related provisions
Employee related provisions include obligations for certain
medical benefits to disabled employees and their spouses in
the US. At 31 December 2019, the provision for these benefits
amounted to £85 million (2018 – £87 million). Other employee
benefits reflect a variety of provisions for severance costs,
jubilee awards and other long-service benefits.
32. Contingent consideration liabilities
Given the nature of these provisions, the amounts are likely to
be settled over many years.
Other provisions
Included in other provisions are insurance provisions of
£14 million (2018 – £20 million), and a number of other
provisions including vehicle insurance and regulatory matters.
The consideration for certain acquisitions includes amounts contingent on future events such as development milestones or sales
performance. The Group has provided for the fair value of this contingent consideration as follows:
At 1 January 2017
Remeasurement through income statement
Cash payments: operating cash flows
Cash payments: investing activities
At 31 December 2017
Remeasurement through income statement
Cash payments: operating cash flows
Cash payments: investing activities
At 31 December 2018
Remeasurement through income statement
Cash payments: operating cash flows
Cash payments: investing activities
Other movements
At 31 December 2019
Shionogi-
ViiV
Healthcare
£m
5,304
Novartis
Vaccines
£m
545
909
(587)
(84)
5,542
1,188
(703)
(90)
5,937
31
(767)
(98)
–
5,103
53
(7)
(7)
584
56
(281)
(63)
296
67
(13)
(11)
–
339
Other
£m
47
(1)
–
–
46
7
–
–
53
(15)
–
(4)
3
37
Total
£m
5,896
961
(594)
(91)
6,172
1,251
(984)
(153)
6,286
83
(780)
(113)
3
5,479
Of the contingent consideration payable at 31 December 2019, £755 million (2018 – £837 million) is expected to be paid within
one year.
The consideration payable for the acquisition of the Shionogi-ViiV Healthcare joint venture and the Novartis Vaccines business is
expected to be paid over a number of years. As a result, the total estimated liabilities are discounted to their present values, shown
above. The Shionogi-ViiV Healthcare contingent consideration liability is discounted at 8.5% and the Novartis Vaccines contingent
consideration liability is discounted at 8% for commercialised products and at 9% for pipeline assets.
The Shionogi-ViiV Healthcare and Novartis Vaccines contingent consideration liabilities are calculated principally based on the
forecast sales performance of specified products over the lives of those products.
The table below shows on an indicative basis the income statement and balance sheet sensitivity to reasonably possible changes
in key inputs to the valuations of the contingent consideration liabilities.
Increase/(decrease) in financial liability and loss/(gain) in Income statement
10% increase in sales forecasts
10% decrease in sales forecasts
1% increase in discount rate
1% decrease in discount rate
5% increase in probability of milestone success
5% decrease in probability of milestone success
10 cent appreciation of US Dollar
10 cent depreciation of US Dollar
10 cent appreciation of Euro
10 cent depreciation of Euro
An explanation of the accounting for ViiV Healthcare is set out on page 51.
Shionogi-
ViiV Healthcare
£m
489
Novartis
Vaccines
£m
65
(490)
(192)
205
302
(261)
106
(91)
(65)
(24)
27
7
(7)
(8)
7
26
(22)
GSK Annual Report 2019 215
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 33. Other non-current liabilities
Accruals
Deferred income
Other payables
2019
£m
42
24
778
844
2018
£m
71
19
848
938
Other payables includes a number of employee-related liabilities including employee savings plans. In the prior year, it also included
acquisition accounting market value lease adjustments which were reclassified to the Right of use asset on transition to IFRS 16.
34. Contingent liabilities
At 31 December 2019, contingent liabilities, comprising guarantees, discounted bills and other items arising in the normal course
of business, amounted to £97 million (2018 – £93 million). At 31 December 2019, £1 million (2018 – £nil) of financial assets were
pledged as collateral for contingent liabilities. Provision is made for the outcome of tax, legal and other disputes where it is both
probable that the Group will suffer an outflow of funds and it is possible to make a reliable estimate of that outflow. At 31 December
2019, other than for those disputes where provision has been made, it was not possible to make a reliable estimate of the potential
outflow of funds that might be required to settle disputes where the possibility of there being an outflow was more than remote.
Descriptions of the significant legal and other disputes to which the Group is a party are set out in Note 46, ‘Legal proceedings’.
35. Commitments
Contractual obligations and commitments
Contracted for but not provided in the financial statements:
Intangible assets
Property, plant and equipment
Investments
Purchase commitments
Pensions
Interest on loans
Future finance charges on leases
2019
£m
2018
£m
9,727
413
47
1,047
163
8,952
223
20,572
4,762
665
82
561
238
9,418
16
15,742
The commitments related to intangible assets include milestone payments, which are dependent on successful clinical development
or on meeting specified sales targets, and which represent the maximum that would be paid if all milestones, however unlikely, are
achieved. The amounts are not risk-adjusted or discounted. The increase in intangible commitments in 2019 is mainly attributable to
a number of new R&D collaborations, including with Merck KgaA and Lyell Immunopharma.
In 2018, GSK reached an agreement with the trustees of the UK pension schemes to make additional contributions to eliminate the
pension deficit identified at the 31 December 2017 actuarial funding valuation. A payment of £75 million is due in 2020 and
payments of £44 million are due in both 2021 and 2022. The table above includes this commitment, but excludes the normal
ongoing annual funding requirement in the UK of approximately £140 million.
The Group also has other commitments which principally relate to revenue payments to be made under licences and other alliances.
Commitments in respect of future interest payable on loans are disclosed before taking into account the effect of interest rate
swaps.
216 GSK Annual Report 2019
Notes to the financial statements continued
36. Share capital and share premium account
Share capital issued and fully paid
At 1 January 2017
Issued under employee share schemes
Ordinary shares acquired by ESOP Trusts
At 31 December 2017
Issued under employee share schemes
At 31 December 2018
Issued under employee share schemes
Ordinary shares acquired by ESOP Trusts
At 31 December 2019
Number of shares issuable under employee share schemes
Number of unissued shares not under option
Ordinary Shares of 25p each
Number
£m
Share
premium
£m
5,368,316,062
1,342
2,954
4,237,758
–
5,372,553,820
6,513,804
5,379,067,624
4,034,607
–
1
–
1,343
2
1,345
1
–
55
10
3,019
72
3,091
50
33
5,383,102,231
1,346
3,174
31 December 2019
000
57,871
4,559,027
31 December 2018
000
56,723
4,564,209
At 31 December 2019, of the issued share capital, 36,365,045 shares were held in the ESOP Trusts, 393,505,950 shares were
held as Treasury shares and 4,953,231,236 shares were in free issue. All issued shares are fully paid. The nominal, carrying and
market values of the shares held in the ESOP Trusts are disclosed in Note 44, ‘Employee share schemes’.
GSK Annual Report 2019 217
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
37. Movements in equity
Retained earnings and other reserves amounted to £6,885 million at 31 December 2019 (2018 – £655 million loss, as revised;
2017 – £4,430 million loss) of which £394 million (2018 – £337 million; 2017 – £334 million) related to associates and joint
ventures.
An adjustment of cumulative translation exchange between retained earnings and non-controlling interests of £396 million has
been made in 2019 as described in Note 1, ‘Presentation of the financial statements’. The cumulative translation exchange in
equity is as follows:
At 1 January 2017
Exchange movements on overseas net assets
Reclassification of exchange on liquidation or disposal of overseas subsidiaries
At 31 December 2017
Exchange movements on overseas net assets
At 31 December 2018, as reported
Adjustment of exchange movements on overseas net assets
At 31 December 2018, as revised
Exchange movements on overseas net assets
Reclassification of exchange movements on liquidation or disposal of overseas subsidiaries
At 31 December 2019
The analysis of other comprehensive income by equity category is as follows:
2019
Items that may be subsequently reclassified to income statement:
Exchange movements on overseas net assets and net investment hedges
Reclassification of exchange movements on liquidation or disposal of overseas subsidiaries
Fair value movements on cash flow hedges
Reclassification of cash flow hedges to income and expense
Deferred tax on fair value movements on cash flow hedges
Items that will not be reclassified to income statement:
Exchange movements on overseas net assets of non-controlling interests
Fair value movements on equity investments
Deferred tax on fair value movements on equity investments
Remeasurement losses on defined benefit plans
Tax on remeasurement losses in defined benefit plans
Other comprehensive (expense)/income for the year
2018
Items that may be subsequently reclassified to income statement:
Exchange movements on overseas net assets and net investment hedges
Fair value movements on cash flow hedges
Reclassification of cash flow hedges to income and expense
Deferred tax on fair value movements on cash flow hedges
Deferred tax reversed on reclassification of cash flow hedges
Items that will not be reclassified to income statement:
Exchange movements on overseas net assets of non-controlling interests
Fair value movements on equity investments
Deferred tax on fair value movements on equity investments
Remeasurement gains on defined benefit plans
Tax on remeasurement gains in defined benefit plans
Other comprehensive income/(expense) for the year
218 GSK Annual Report 2019
Net translation exchange included in:
Retained
earnings
£m
(128)
Fair value
reserve
£m
23
Non-
controlling
interests
£m
494
Total
translation
exchange
£m
389
462
109
443
(458)
(15)
396
381
(830)
(75)
(524)
–
–
23
(22)
1
–
1
(2)
–
(1)
(149)
–
345
(1)
344
(396)
(52)
(75)
–
(127)
Retained
earnings
£m
Other
reserves
£m
Non-
controlling
interests
£m
(830)
(75)
–
–
–
–
–
–
(1,050)
189
(1,766)
Retained
earnings
£m
(458)
–
–
–
–
–
–
–
728
(146)
124
(2)
–
(20)
3
16
–
372
(95)
–
–
274
Other
reserves
£m
(22)
140
(175)
(22)
20
–
180
10
–
–
131
–
–
–
–
–
(75)
–
–
–
–
(75)
Non-
controlling
interests
£m
–
–
–
–
–
(1)
–
–
–
–
(1)
313
109
811
(481)
330
–
330
(907)
(75)
(652)
Total
£m
(832)
(75)
(20)
3
16
(75)
372
(95)
(1,050)
189
(1,567)
Total
£m
(480)
140
(175)
(22)
20
(1)
180
10
728
(146)
254
Notes to the financial statements continued
37. Movements in equity continued
2017
Items that may be subsequently reclassified to income statement:
Exchange movements on overseas net assets and net investment hedges
Reclassification of exchange on liquidation or disposal of overseas subsidiaries
Fair value movements on available-for-sale investments
Reclassification of fair value movements on available-for-sale investments
Deferred tax on fair value movements on available-for-sale investments
Deferred tax reversed on reclassification of available-for-sale investments
Fair value movements on cash flow hedges
Items that will not be reclassified to income statement:
Exchange movements on overseas net assets of non-controlling interests
Remeasurement gains on defined benefit plans
Tax on remeasurement gains in defined benefit plans
Other comprehensive income/(expense) for the year
The analysis of other reserves is as follows:
At 1 January 2017
Exchange adjustments
Transferred to income and expense in the year on disposals
Net fair value movement in the year
Ordinary shares acquired by ESOP Trusts
Write-down of shares held by ESOP Trusts
At 31 December 2017
Implementation of IFRS 9
At 31 December, as adjusted
Exchange adjustments
Transferred to Retained earnings in the year on disposal of equity investments
Net fair value movement in the year
Write-down of shares held by ESOP Trusts
At 31 December 2018
Exchange adjustments
Transferred to Retained earnings in the year on disposal of equity investments
Net fair value movement in the year
Ordinary shares acquired by ESOP Trusts
Write-down of shares held by ESOP Trusts
At 31 December 2019
Retained
earnings
£m
Other
reserves
£m
Non-
controlling
interests
£m
462
109
–
–
–
–
–
–
549
(221)
899
–
–
(14)
(42)
47
(18)
(10)
–
–
–
–
–
–
–
–
–
–
(149)
–
–
(37)
(149)
ESOP Trust
shares
£m
(286)
Fair value
reserve
£m
380
Cash flow
hedge reserve
£m
(3)
Other
reserves
£m
2,129
22
–
–
(656)
520
(400)
–
(400)
(26)
–
–
265
(161)
10
–
–
(328)
344
(135)
–
(42)
(9)
–
–
329
(288)
41
–
(94)
193
–
140
–
5
264
–
–
409
–
–
(8)
–
–
(11)
–
(11)
–
–
(36)
–
(47)
–
–
(1)
–
–
–
–
–
–
–
2,129
–
2,129
–
–
–
–
–
–
–
–
–
(48)
2,129
Total
£m
462
109
(14)
(42)
47
(18)
(10)
(149)
549
(221)
713
Total
£m
2,220
22
(42)
(17)
(656)
520
2,047
(288)
1,759
(26)
(94)
157
265
10
5
263
(328)
344
2,355
2,129
2,061
Other reserves include various non-distributable merger and pre-merger reserves amounting to £1,849 million at 31 December 2019
(2018 – £1,849 million; 2017 – £1,849 million). Other reserves also include the capital redemption reserve created as a result of the
share buy-back programme amounting to £280 million at 31 December 2019 (2018 – £280 million; 2017 – £280 million).
GSK Annual Report 2019 219
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
38. Non-controlling interests
Total non-controlling interests includes the following individually material non-controlling interests. Other non-controlling interests
are individually not material.
ViiV Healthcare
GSK holds 78.3% of the ViiV Healthcare sub-group, giving rise to a material non-controlling interest. Summarised financial
information in respect of the ViiV Healthcare sub-group is as follows:
Turnover
Profit after taxation
Other comprehensive (expense)/income
Total comprehensive income
Non-current assets
Current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net liabilities
Net cash inflow from operating activities
Net cash outflow from investing activities
Net cash outflow from financing activities
Increase/(decrease) in cash and bank overdrafts in the year
2017
£m
4,269
825
20
845
2019
£m
4,816
2,574
(29)
2,545
2019
£m
2,660
2,905
5,565
2018
£m
4,665
560
19
579
2018
£m
2,787
2,643
5,430
(2,742)
(7,811)
(10,553)
(4,988)
(2,638)
(8,895)
(11,533)
(6,103)
2019
£m
2,375
(202)
(1,947)
226
2018
£m
2,212
(237)
(1,982)
(7)
2017
£m
2,132
(207)
(1,820)
105
The above financial information relates to the ViiV Healthcare group on a stand-alone basis, before the impact of Group-related
adjustments, primarily related to the recognition of preferential dividends. The profit after taxation of £2,574 million (2018 –
£560 million; 2017 – £825 million) is stated after charging preferential dividends payable to GSK, Shionogi and Pfizer and after a
charge of £37 million (2018 – £1,194 million; 2017 – £908 million) for remeasurement of contingent consideration payable. This
consideration is expected to be paid over a number of years.
The following amounts attributable to the ViiV Healthcare group are included in GSK’s Financial statements:
Share of profit for the year attributable to non-controlling interest
Dividends paid to non-controlling interest
Non-controlling interest in the Consolidated balance sheet
2019
£m
482
(310)
(344)
2018
£m
254
(332)
(543)
2017
£m
187
(381)
(476)
220 GSK Annual Report 2019
Notes to the financial statements continued 38. Non-controlling interests continued
Consumer Healthcare Joint Venture
GSK holds 68% of the Consumer Healthcare sub-group, giving rise to a material non-controllling interest. Summarised financial
information in respect of the Consumer Healthcare sub-group is as follows:
Turnover
Profit after taxation
Other comprehensive expenses
Total comprehensive expenses
Non-current assets
Current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Net cash inflow from operating activities
Net cash outflow from investing activities
Net cash outflow from financing activities
Decrease in cash and bank overdrafts in the period
2019
£m
4,240
150
(721)
(571)
2019
£m
29,899
5,713
35,612
(4,219)
(4,027)
(8,246)
27,366
2019
£m
1,014
(776)
(78)
160
The above financial information relates to the Consumer Healthcare Joint Venture on a stand-alone basis since its formation on
31 July 2019, before the impact of Group-related adjustments and the classification of cash pooling accounts with Group
companies outside the Consumer Healthcare Joint Venture but after and the Major restructuring charges.
The following amounts attributable to the Consumer Healthcare Joint Venture are included in GSK’s Financial statements:
Share of profit for the period attributable to non-controlling interest
Non-controlling interest in the Consolidated balance sheet
2019
£m
69
6,911
GSK Annual Report 2019 221
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 39. Related party transactions
At 31 December 2019, GSK owned 32 million shares or 31.6% of Innoviva Inc. which is a biopharmaceutical company listed on
NASDAQ. GSK began recognising Innoviva as an associate on 1 September 2015. The royalties due from GSK to Innoviva in the
year were £215 million (2018 – £209 million). At 31 December 2019, the balance payable by GSK to Innoviva was £63 million
(2018 – £64 million).
At 1 January 2019, GSK held a 50% interest in Japan Vaccine Co. Ltd (JVC) through its subsidiary GlaxoSmithKline K.K. This joint
venture with Daiichi Sankyo Co., Ltd was primarily responsible for the development and marketing of certain prophylactic vaccines
in Japan. During 2019, GSK sold £11 million of its vaccine products into the joint venture. Daiichi Sankyo’s shares in JVC were
acquired by GSK during 2019 at which point, JVC ceased to be a related party.
Loans of £3.8 million to Medicxi Ventures I LP and £10.6 million to Index Ventures Life VI (Jersey) LP remained due to GSK at
31 December 2019. In 2019, GSK increased the investment in Kurma Biofund II, FCPR by £1.1 million and Apollo Therapeutics
LLP by £2.1 million. Further investments were also made in Medicxi Ventures I LP of £3.1 million and in Index Ventures Life VI
(Jersey) LP of £1.8 million. As part of the joint venture agreement with Qura Therapeutics LLC, the Group has an obligation to
fund the joint venture $1 million per quarter up to April 2020. On 26 June 2019, the agreement was extended for a second five-year
period up to April 2025, with both GSK and its joint venture partner committing additional financial support in the amount of
$20 million. At 31 December 2019, the outstanding liability due to Qura was £16.1 million. Cash distributions were received from
our investments in Medicxi Ventures I LP of £18.5 million and in Longwood Founders Fund LP of £2.8 million.
The aggregate compensation of the Directors and CET is given in Note 9, ‘Employee costs’.
40. Acquisitions and disposals
Details of the acquisition and disposal of significant subsidiaries and associates, joint ventures and other businesses are given below:
2019
Business acquisitions
Pfizer consumer healthcare business
The acquisition of Pfizer’s consumer healthcare business completed on 31 July 2019.
GSK and Pfizer have contributed their respective consumer healthcare businesses into a new Consumer Healthcare Joint Venture
in a non-cash transaction, whereby GSK has acquired Pfizer’s consumer healthcare business in return for shares in the Joint
Venture. GSK has an equity interest of 68% and majority control of the Joint Venture and Pfizer has an equity interest of 32%.
As the Group has control over the Consumer Healthcare Joint Venture it is consolidated within the Group’s financial statements.
In a number of territories, legal completion of the acquisition has not occurred because of regulatory constraints. However, the
Consumer Healthcare Joint Venture obtained control of the majority of these businesses in these territories from 31 July 2019
and has consolidated the net assets of those businesses from that date, but in all cases is entitled to the benefits of the trading
of businesses in the delayed territories.
The non-controlling interest in the Consumer Healthcare Joint Venture, calculated applying the proportionate goodwill method,
represents Pfizer’s share of the net assets of the Joint Venture, excluding goodwill.
Goodwill of £3.9 billion, which is not expected to be deductible for tax purposes, has been recognised. The goodwill represents
the potential for further synergies arising from combining the acquired businesses with GSK’s existing business together with the
value of the workforce acquired. Total transaction costs recognised in 2018 and 2019 for the acquisition amounted to £77 million.
Since acquisition on 31 July 2019, sales of £1.2 billion arising from the Pfizer consumer healthcare business have been included in
Group turnover. If the business had been acquired at the beginning of the year, it is estimated that Group turnover in 2019 would
have been approximately £1.5 billion higher. The business has been integrated into the Group’s existing activities and it is not
practicable to identify the impact on the Group profit in the period.
Tesaro Inc.
On 22 January 2019, GSK acquired 100% of Tesaro Inc., an oncology focused biopharmaceutical company, for cash consideration
of $5.0 billion (£3.9 billion), in order to strengthen the Group’s pharmaceutical pipeline. Transaction costs amounted to £31 million.
Goodwill of £1.2 billion, none of which is expected to be tax-deductible, has been recognised. The goodwill represents the
potential for further synergies arising from combining the acquired businesses with GSK’s existing business together with the value
of the workforce acquired. Since acquisition on 22 January 2019, sales of £0.2 billion arising from the Tesaro business have been
included in Group turnover. The business has been integrated into the Group’s existing activities and it is not practicable to identify
the impact on the Group profit in the period.
222 GSK Annual Report 2019
Notes to the financial statements continued 40. Acquisitions and disposals continued
The fair value of the assets acquired in business combinations, including goodwill, are set out in the table below. Amounts related to
the Pfizer consumer healthcare business acquisition are provisional and subject to change.
Net assets acquired:
Intangible assets
Property, plant and equipment
Right of use assets
Inventory
Trade and other receivables
Other assets including cash and cash equivalents
Trade and other payables
Net deferred tax liabilities
Other liabilities
Term loan
Non-controlling interest
Goodwill
Total
Consideration settled by shares in GSK Consumer Healthcare Joint Venture
Cash consideration paid
Fair value of investment in joint venture converted into subsidiary
Total consideration
Pfizer
consumer
healthcare
business
£m
Tesaro
£m
Other
£m
12,357
3,092
354
39
986
546
302
(779)
(2,591)
(99)
–
(3,577)
3,854
11,392
11,392
–
–
11,392
6
40
162
115
254
(282)
(252)
(5)
(445)
–
1,169
3,854
–
3,854
–
3,854
–
–
–
–
35
16
(39)
–
–
–
–
–
12
–
6
6
12
The non-controlling interest of £3,577 million represents Pfizer’s share of the fair value of the Pfizer consumer healthcare business,
excluding goodwill. The total non-controlling interest initially recognised in the Consolidated statement of changes in equity of
£6,887 million also includes Pfizer’s share of the book value of GSK Consumer Healthcare.
Business disposals
GSK made a number of business disposals for net cash consideration received in the year of £104 million. The profit on the
disposal of the businesses in the year of £201 million was calculated as follows:
Cash consideration receivable net of subsidy payable
Net assets sold:
Goodwill
Intangible assets
Property, plant and equipment
Inventory
Cash and cash equivalents
Other net assets
Transaction costs
Reclassification of exchange from other comprehensive income
Non-controlling interest divested
Transaction signed but not yet completed - gain on embedded derivative
Transaction signed but not yet completed - transaction costs
Total profit on disposal
£m
(4)
(1)
(44)
(7)
(12)
(4)
Total
£m
106
(72)
(27)
75
16
98
143
(40)
201
Transaction signed but not yet completed
In December 2018, GSK agreed to divest Horlicks and other Consumer Healthcare nutrition brands to Unilever plc and to form
a merger of GlaxoSmithKline Consumer Healthcare Limited with Hindustan Unilever Limited for a total consideration valued at
approximately £3.1 billion. GlaxoSmithKline Consumer Healthcare Limited is a public company listed on the National Stock
Exchange (NSE) and Bombay Stock Exchange (BSE), in which GSK holds a 72.5% stake. Following the merger of
GlaxoSmithKline Consumer Healthcare Limited with Hindustan Unilever Limited, a public company listed on the NSE and
BSE, GSK will own 133.8 million Hindustan Unilever Limited shares.
GSK Annual Report 2019 223
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
40. Acquisitions and disposals continued
The Group has entered into forward foreign exchange contracts in relation to the transaction. Contracts with a value of £1.7 billion
have been designated as a cash flow hedge of part of the foreign exposure arising on the transaction. Further contracts with a value
of £0.6 billion have been designated as net investment hedges against INR and EUR assets. In addition, the exposure to share
price movements in the forward purchase of shares in Hindustan Unilever Limited has been recognised as an embedded derivative.
The embedded derivative was in an asset position and had a fair value of £240 million at 31 December 2019 (2018 – £100 million).
Associates and joint ventures
During the year, GSK made investments of £27 million into associates and joint ventures of which £11 million was paid in cash.
Cash flows
Cash consideration (paid)/received
Net deferred consideration received
Transaction costs
Cash and cash equivalents acquired/divested
Cash (outflow)/inflow
2018
Business acquisitions
There were no business acquisitions during 2018.
Business
acquisitions
£m
(3,860)
–
(95)
384
(3,571)
Business
disposals
£m
161
29
(73)
(13)
104
Associates
and joint
venture
investments
£m
(11)
–
–
–
(11)
Business disposals
GSK made a number of small business disposals during the year for a net cash consideration of £2 million.
Cash flows
Cash consideration
Net deferred consideration received
Cash inflow/(outflow)
2017
Business acquisitions
There were no business acquisitions during 2017.
Associates
and joint
venture
investments
£m
(10)
–
(10)
Associates
and joint
venture
disposals
£m
3
–
3
Business
disposals
£m
2
24
26
Business disposals
GSK made a number of small business disposals during the year for a net cash consideration of £342 million, including contingent
consideration receivable of £86 million. The profit on disposal was determined as follows:
Consideration including currency forwards and purchase adjustments
Net assets sold:
Goodwill
Intangible assets
Property, plant and equipment
Inventory
Cash and cash equivalents
Other net assets
Transaction costs
Reclassification of exchange from other comprehensive income
Profit on disposal
224 GSK Annual Report 2019
£m
(16)
(21)
(18)
(11)
(6)
(5)
Total
£m
342
(77)
(8)
(100)
157
Notes to the financial statements continued 40. Acquisitions and disposals continued
Associates and joint ventures
During the year, GSK made cash investments of £15 million into associates and joint ventures. In addition, GSK sold its holdings in
two associates for £198 million in cash.
Cash consideration
Net book value of shares
Reclassification of exchange from other comprehensive income
Transaction costs
Profit on disposal
Cash flows
Cash consideration
Net deferred consideration received
Cash and cash equivalents divested
Transaction costs paid
Cash inflow/(outflow)
Total
£m
198
(92)
(7)
(5)
94
Associates
and joint
venture
investments
£m
(15)
Associates
and joint
venture
disposals
£m
198
–
–
–
–
–
(2)
(15)
196
Business
disposals
£m
256
39
(6)
(7)
282
41. Adjustments reconciling profit after tax to operating cash flows
Profit after tax
Tax on profits
Share of after-tax profits of associates and joint ventures
Finance expense net of finance income
Depreciation
Amortisation of intangible assets
Impairment and assets written off
Profit on sale of businesses
Profit on sale of intangible assets
Profit on sale of investments in associates
Profit on sale of equity investments
Gain on Novartis Consumer Healthcare Joint Venture put option hedging
Business acquisition costs
Changes in working capital:
Decrease/(increase) in inventories
Increase in trade receivables
Increase in trade payables
(Increase)/decrease in other receivables
Contingent consideration paid (see Note 32)
Other non-cash increase in contingent consideration liabilities
Increase in other payables
(Decrease)/increase in pension and other provisions
Share-based incentive plans
Fair value adjustments
Other
2019
£m
5,268
953
(74)
814
1,231
1,103
825
(201)
(342)
–
(2)
–
59
300
(32)
263
(160)
(780)
83
89
(188)
365
19
(61)
4,264
2018
£m
4,046
754
(31)
717
954
902
350
(63)
(201)
(3)
(4)
(513)
47
51
(429)
131
18
(984)
1,250
2,362
102
360
(7)
(62)
2017
£m
2,169
1,356
(13)
669
988
934
1,061
(157)
(46)
(94)
(37)
–
–
(461)
(287)
11
74
(594)
961
1,741
(255)
333
–
(95)
5,701
6,089
Cash generated from operations
9,532
9,747
8,258
GSK Annual Report 2019 225
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 42. Reconciliation of net cash flow to movement in net debt
Net debt, as previously reported
Implementation of IFRS 16
Net debt at beginning of year, as adjusted
Increase/(decrease) in cash and bank overdrafts
Decrease in liquid investments
Net increase in long-term loans
Repayment of short-term Notes
(Increase in)/repayment of other short-term loans
Repayment of lease liabilities
Debt of subsidiary undertakings acquired
Exchange adjustments
Other non-cash movements
Movement in net debt
Net debt at end of year
2019
£m
(21,621)
(1,303)
(22,924)
826
(1)
(4,794)
4,160
(3,095)
214
(524)
1,015
(92)
2018
£m
(13,178)
–
2017
£m
(13,804)
–
(13,178)
(13,804)
479
–
(10,138)
2,067
(81)
28
–
(776)
(22)
(905)
(4)
(2,233)
2,636
564
23
–
585
(40)
626
(2,291)
(8,443)
(25,215)
(21,621)
(13,178)
Analysis of changes in net debt
Liquid investments
Cash and cash equivalents
Cash and cash equivalents – AHFS
Overdrafts
Debt due within one year:
Commercial paper
European/US Medium Term Notes and
bank facilities
Lease liabilities
Other
Debt due after one year:
European/US Medium Term Notes and
bank facilities
Lease liabilities
At 1 January
2019
£m
84
IFRS 16
Implement-
ation
£m
–
Exchange
£m
(6)
Debt
acquired
£m
–
Other
£m
–
Profit
and loss
£m
–
Reclass-
ifications
£m
–
Cash flow
£m
1
At
31 December
2019
£m
79
3,874
485
(272)
4,087
(630)
(4,849)
(24)
(18)
(5,521)
–
–
–
–
–
–
(229)
–
(229)
(20,227)
(44)
(20,271)
–
(1,074)
(1,074)
(86)
–
4
(82)
109
233
4
2
348
715
40
755
–
–
–
–
–
(445)
(19)
–
(464)
–
–
–
–
–
(1)
5
(5)
(1)
–
(60)
(60)
(3)
(101)
(104)
–
–
–
–
–
–
–
–
–
(22)
22
–
–
–
941
–
(115)
826
4,707
507
(383)
4,831
(3,065)
(3,586)
(1,756)
(2)
–
4,160
25
(30)
(1,758)
1,090
(2,658)
(240)
(51)
(6,535)
(27)
–
(27)
(27)
1,756
2
1,758
(4,794)
227
(4,567)
(22,580)
(1,010)
(23,590)
–
(2,650)
(25,215)
Net debt
(21,621)
(1,303)
1,015
(524)
(105)
Analysis of changes in liabilities from financing activities
Debt due within one year
Debt due after one year
Hedge of borrowings:
Derivative financial instruments
Other financing items
Interest payable
(5,521)
(20,271)
(229)
(1,074)
348
755
(464)
(60)
(1)
(104)
–
(27)
(1,758)
1,758
1,090
(4,567)
(6,535)
(23,590)
129
–
(239)
–
–
–
(1)
(189)
1
914
–
–
–
(524)
188
–
(3)
80
21
–
(898)
(904)
–
–
–
–
(2)
189
895
335
–
(244)
(2,395)
(30,034)
Total liabilities from financing activities
(25,902)
(1,303)
For further information on significant changes in net debt see Note 29, ‘Net debt’.
226 GSK Annual Report 2019
Notes to the financial statements continued
43. Financial instruments and related disclosures
The objective of GSK’s Treasury activity is to minimise the
post-tax net cost of financial operations and reduce its volatility
to benefit earnings and cash flows. GSK uses a variety of
financial instruments to finance its operations and derivative
financial instruments to manage market risks from these
operations. Derivatives principally comprise of foreign exchange
forward contracts and swaps which are used to swap
borrowings and liquid assets into currencies required for Group
purposes as well as interest rate swaps which are used to
manage exposure to financial risks from changes in interest
rates. These financial instruments reduce the uncertainty of
foreign currency transactions and interest payments.
Derivatives are used exclusively for hedging purposes in
relation to underlying business activities and not as trading or
speculative instruments.
Capital management
GSK’s financial strategy supports the Group’s strategic
priorities and is regularly reviewed by the Board. GSK manages
the capital structure of the Group through an appropriate mix
of debt and equity.
The capital structure of the Group consists of net debt of
£25.2 billion (see Note 29, ‘Net debt’) and total equity,
including items related to non-controlling interests, of
£18.4 billion (see ‘Consolidated statement of changes in
equity’ on page 168). Total capital, including that provided
by non-controlling interests, is £43.6 billion.
The Group continues to manage its financial policies to a credit
profile that particularly targets short-term credit ratings of A-1
and P-1 while maintaining single A long-term ratings consistent
with those targets. The Group’s long-term credit rating with
Standard and Poor’s is A+ (negative outlook) and with Moody’s
Investor Services (‘Moody’s’) it is A2 (negative outlook).
The Group’s short-term credit ratings are A-1 and P-1 with
Standard and Poor’s and Moody’s respectively.
Liquidity risk management
GSK’s policy is to borrow centrally in order to meet anticipated
funding requirements. The strategy is to diversify liquidity
sources using a range of facilities and to maintain broad access
to financial markets.
At 31 December 2019, GSK had £6.9 billion of borrowings
repayable within one year and held £5.3 billion of cash and
cash equivalents and liquid investments of which £3.6 billion
was held centrally. GSK has access to short-term finance under
a $10 billion (£7.6 billion) US commercial paper programme;
$4.8 billion (£3.6 billion) was in issue at 31 December 2019
(2018 – $0.8 billion (£0.6 billion)). GSK has a £1.9 billion
three-year committed facility and a $2.5 billion (£1.9 billion)
364-day committed facility. Both the three-year committed
facility and the 364-day committed facility were agreed in
September 2019. These facilities were undrawn at 31
December 2019. GSK considers this level of committed
facilities to be adequate, given current liquidity requirements.
Additional bank facilities were agreed in 2018 to support
transactions and one remains active at 31 December 2019.
In June 2018, £3.5 billion was drawn to support the acquisition
from Novartis of the remaining stake in the Consumer
Healthcare Joint Venture. £2.5 billion was repaid in November
2019 leaving £1.0 billion outstanding at 31 December 2019.
In December 2019, this facility was extended to June 2020.
GSK has a £20.0 billion European Medium Term Note
programme and at 31 December 2019, £11.8 billion of
notes were in issue under this programme. The Group also had
$16.4 billion (£12.4 billion) of notes in issue at 31 December
2019 under a US shelf registration. GSK’s borrowings mature
at dates between 2020 and 2045.
The put option owned by Pfizer in ViiV Healthcare is
exercisable. In reviewing liquidity requirements GSK considers
that sufficient financing options are available should the put
option be exercised.
Market risk
Interest rate risk management
The objective of GSK’s Treasury activity is to minimise the
effective net interest cost and to balance the mix of debt at fixed
and floating rates over time.
The Group’s main interest rate risk arises from borrowings and
investments with floating rates and refinancing of maturing fixed
rate debt where any changes in interest rates will affect future
cash flows or the fair values of financial instruments. The policy
on interest rate risk management limits the net amount of
floating rate debt to a specific cap, reviewed and agreed no
less than annually by the Board.
The majority of debt is issued at fixed interest rates and
changes in the floating rates of interest do not significantly
affect the Group’s net interest charge. This includes some
borrowings for which interest rate swaps are in place which
removes the impact of the associated periodic repricing.
Short-term borrowings including bank facilities are exposed to
the risk of future changes in market interest rate as are the
majority of cash and liquid investments.
Interest rate benchmark reform
‘Interest rate benchmark reform – Amendments to IFRS 9,
IAS 39 and IFRS 7’ was issued by the IASB in September
2019. These amendments modify specific hedge accounting
requirements to allow hedge accounting to continue for
affected hedges during the period of uncertainty before the
hedged items or hedging instruments affected by the current
interest rate benchmarks are amended as a result of the
ongoing interest rate benchmark reforms.
At 31 December 2019, the Group was not directly exposed
to interest rate benchmark reform as it held no interest rate
derivatives that referenced LIBOR and matured after the end
of 2021 and all floating rate bonds were due to mature before
the end of 2021.
GSK Annual Report 2019 227
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 43. Financial instruments and related disclosures continued
The Group has closely monitored the market and the output
from the various industry working groups managing the
transition to new benchmark interest rates. This includes
announcements made by LIBOR regulators, including the
Financial Conduct Authority (FCA) and the US Commodity
Futures Trading Commission, regarding the transition away
from LIBOR (including GBP LIBOR, USD LIBOR and
EURIBOR) to the Sterling Overnight Index Average Rate
(SONIA), the Secured Overnight Financing Rate (SOFR),
and the Euro Short-Term Rate (€STR) respectively. The FCA
has made it clear that, at the end of 2021, it will no longer
seek to persuade, or compel, banks to submit to LIBOR.
The Group is undertaking an interest rate benchmark transition
programme to identify potential exposures within the business
and deliver a smooth transition to appropriate alternative
benchmark rates.
Foreign exchange risk management
The Group’s objective is to minimise the exposure of overseas
operating subsidiaries to transaction risk by matching local
currency income with local currency costs where possible.
Foreign currency transaction exposures arising on external
and internal trade flows are selectively hedged. GSK’s internal
trading transactions are matched centrally and inter-company
payment terms are managed to reduce foreign currency risk.
Where possible, GSK manages the cash surpluses or
borrowing requirements of subsidiary companies centrally
using forward contracts to hedge future repayments back
into the originating currency.
In order to reduce foreign currency translation exposure, the
Group seeks to denominate borrowings in the currencies of
our principal assets and cash flows. These are primarily
denominated in US Dollars, Euros and Sterling. Borrowings
can be swapped into other currencies as required.
Borrowings denominated in, or swapped into, foreign
currencies that match investments in overseas Group assets
may be treated as a hedge against the relevant assets. Forward
contracts in major currencies are also used to reduce exposure
to the Group’s investment in overseas assets (see ‘Net
investment hedges’ section of this note for further details).
Credit risk
Credit risk is the risk that a counterparty will default on its
contractual obligations resulting in financial loss to the Group
and arises on cash and cash equivalents and favourable
derivative financial instruments held with banks and financial
institutions as well as credit exposures to wholesale and retail
customers, including outstanding receivables.
The Group considers its maximum credit risk at 31 December
2019 to be £12,991 million (31 December 2018 – £11,080
million) which is the total of the Group’s financial assets with
the exception of ’Other investments’ (comprising equity
investments) which bear equity risk rather than credit risk.
See page 231 for details on the Group’s total financial assets.
At 31 December 2019, GSK’s greatest concentration of
credit risk was £0.9 billion with Legal and General Investment
Management Class 4 GBP liquidity fund (AAA/Aaa)
(2018 – £0.7 billion with Citibank (A/A1)).
There has been no change in the estimation techniques or
significant assumptions made during the current reporting
period in assessing the loss allowance for financial assets at
amortised cost since the adoption of IFRS 9 at the start of
the 2018 reporting period.
Treasury-related credit risk
GSK sets global counterparty limits for each of GSK’s banking
and investment counterparties based on long-term credit
ratings from Moody’s and Standard and Poor’s. Usage of these
limits is monitored daily.
GSK actively manages its exposure to credit risk, reducing
surplus cash balances wherever possible. This is part of GSK’s
strategy to regionalise cash management and to concentrate
cash centrally as much as possible. The table below sets out
the credit exposure to counterparties by rating for liquid
investments, cash and cash equivalents and derivatives.
The gross asset position on each derivative contract is
considered for the purpose of this table, although, under ISDA
agreements, the amount at risk is the net position with each
counterparty. Table (e) on page 239 sets out the Group’s
financial assets and liabilities on an offset basis.
At 31 December 2019, £23 million of cash is categorised as
held with unrated or sub-investment grade rated counterparties
(lower than BBB-/Baa3) of which £2 million is cash in transit.
The remaining exposure is concentrated in overseas banks used
for local cash management or investment purposes, including:
£8 million in Nigeria held with United Bank for Africa, Zenith
Bank and Stanbic IBTC Bank; £3 million with BTV in Austria;
£1 million with Bradesco in Brazil; £1 million with Banco de
la Nacion in Panama; and £1 million with Halk Bank in the UK.
Of the £605 million of bank balances and deposits held with
BBB/Baa rated counterparties, £46 million was held with
BBB-/Baa3 rated counterparties, including balances or
deposits of £25 million with HDFC Bank in India and
£20 million with State Bank of India. These banks are used
for local investment purposes.
GSK measures expected credit losses over cash and cash
equivalents as a function of individual counterparty credit ratings
and associated 12 month default rates. Expected credit losses
over cash and cash equivalents and third-party financial
derivatives are deemed to be immaterial and no such loss has
been experienced during 2019.
228 GSK Annual Report 2019
Notes to the financial statements continued 43. Financial instruments and related disclosures continued
Credit ratings are assigned by Standard and Poor’s and Moody’s respectively. Where the opinions of the two rating agencies
differ, GSK assigns the lower rating of the two to the counterparty. Where local rating agency or Fitch data is the only source
available, the ratings are converted to global ratings equivalent to those of Standard and Poor’s or Moody’s using published
conversion tables. These credit ratings form the basis of the assessment of the expected credit loss on Treasury related balances
held at amortised cost being bank balances and deposits and Government securities.
2019
Bank balances and deposits
US Treasury and Treasury repo only money market funds
Liquidity funds
Government securities
3rd party financial derivatives
Total
2018
Bank balances and deposits
US Treasury and Treasury repo only money market funds
Liquidity funds
Government securities
3rd party financial derivatives
Total
AAA/Aaa
£m
–
102
2,040
–
–
2,142
AAA/Aaa
£m
–
449
1,572
–
–
2,021
AA/Aa
£m
538
–
–
78
35
651
AA/Aa
£m
662
–
–
83
19
764
A/A
£m
1,906
–
–
–
225
2,131
A/A
£m
1,275
–
–
–
127
1,402
BBB/Baa
£m
605
–
–
1
10
616
BBB/Baa
£m
381
–
–
1
4
386
BB+/Ba1
and below
/unrated
£m
23
–
–
–
–
23
BB+/Ba1
and below
/unrated
£m
20
–
–
–
–
20
Total
£m
3,072
102
2,040
79
270
5,563
Total
£m
2,338
449
1,572
84
150
4,593
GSK’s centrally managed cash reserves amounted to
£3.6 billion at 31 December 2019, all available within three
months. This includes £1.3 billion of cash managed by the
Group for ViiV Healthcare, a 78.3% owned subsidiary and
£1.0 billion of cash managed by the Group for GSK Consumer
Healthcare, a 68% owned subsidiary. The Group has invested
centrally managed liquid assets in bank deposits, Aaa/AAA
rated US Treasury and Treasury repo only money market funds
and Aaa/AAA rated liquidity funds.
Wholesale and retail credit risk
Outside the US, no customer accounts for more than 5% of the
Group’s trade receivables balance.
In the US, in line with other pharmaceutical companies, the
Group sells its products through a small number of wholesalers
in addition to hospitals, pharmacies, physicians and other
groups. Sales to the three largest wholesalers amounted to
approximately 78% of the sales of the US Pharmaceuticals
and Vaccines businesses in 2019. At 31 December 2019, the
Group had trade receivables due from these three wholesalers
totalling £2,079 million (2018 – £2,134 million). The Group is
exposed to a concentration of credit risk in respect of these
wholesalers such that, if one or more of them encounters
financial difficulty, it could materially and adversely affect the
Group’s financial results.
The Group’s credit risk monitoring activities relating to these
wholesalers include a review of their quarterly financial
information and Standard & Poor’s credit ratings, development
of GSK internal risk ratings, and establishment and periodic
review of credit limits.
All new customers are subject to a credit vetting process and
existing customers will be subject to a review at least annually.
The vetting process and subsequent reviews involve obtaining
information including the customer’s status as a government or
private sector entity, audited financial statements, credit bureau
reports, debt rating agency (e.g. Moody’s, Standard & Poor’s)
reports, payment performance history (from trade references,
industry credit groups) and bank references.
Trade receivables consist of amounts due from a large number
of customers, spread across diverse industries and
geographical areas. Ongoing credit evaluation is performed
on the financial condition of accounts receivable and, where
appropriate, credit insurance is purchased or factoring
arrangements put in place.
The amount of information obtained is proportional to the level
of exposure being considered. The information is evaluated
quantitatively (i.e. credit score) and qualitatively (i.e. judgement)
in conjunction with the customer’s credit requirements to
determine a credit limit.
Trade receivables are grouped into customer segments that
have similar loss patterns to assess credit risk while other
receivables and other financial assets are assessed individually.
Historical and forward-looking information is considered to
determine the appropriate expected credit loss allowance.
The Group believes there is no further credit risk provision
required in excess of the allowance for expected credit losses
(see Note 25, ‘Trade and other receivables’).
GSK Annual Report 2019 229
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued The following methods and assumptions are used to estimate
the fair values of significant financial instruments which are not
measured at fair value on the balance sheet:
– Receivables and payables, including put options –
approximates to the carrying amount
– Liquid investments – approximates to the carrying amount
– Cash and cash equivalents – approximates to the carrying
amount
– Long-term loans – based on quoted market prices (a level 1
fair value measurement) in the case of European and US
Medium Term Notes; approximates to the carrying amount in
the case of other fixed rate borrowings and floating rate bank
loans
– Short-term loans, overdrafts and commercial paper –
approximates to the carrying amount because of the short
maturity of these instruments
– Lease liabilities – approximates to the carrying amount.
43. Financial instruments and related disclosures continued
Credit enhancements
The Group uses credit enhancements including factoring
and credit insurance to minimise the credit risk of the trade
receivables in the Group. At 31 December 2019, £250 million
(2018 – £240 million) of GSK trade receivables were insured
protecting GSK’s trade receivables balance from loss due
to credit risks such as default, insolvency and bankruptcy.
Each Group entity assesses the credit risk of its private
customers to determine if credit insurance is required.
Factoring arrangements are managed locally by entities and
are used to mitigate risk arising from large credit risk
concentrations. All factoring arrangements are non-recourse.
Fair value of financial assets and liabilities
The table on page 231 presents the carrying amounts
and the fair values of the Group’s financial assets and liabilities
at 31 December 2019 and 31 December 2018.
The fair values of the financial assets and liabilities are included
at the price that would be received to sell an asset or paid to
transfer a liability in an orderly transaction between market
participants at the measurement date.
The following methods and assumptions are used to measure
the fair values of significant financial instruments carried at fair
value on the balance sheet:
– Other investments – equity investments traded in an active
market determined by reference to the relevant stock
exchange quoted bid price; other equity investments
determined by reference to the current market value of similar
instruments, recent financing rounds or the discounted cash
flows of the underlying net assets
– Trade receivables – based on invoiced amount
– Interest rate swaps, foreign exchange forward contracts,
swaps and options – based on the present value of
contractual cash flows or option valuation models using
market sourced data (exchange rates or interest rates) at the
balance sheet date
– Company-owned life insurance policies – based on cash
surrender value
– Cash and cash equivalents – based on net asset value of the
funds
– Contingent consideration for business acquisitions and
divestments – based on present values of expected future
cash flows.
230 GSK Annual Report 2019
Notes to the financial statements continued 43. Financial instruments and related disclosures continued
Financial assets measured at amortised cost:
Other non-current assets
Trade and other receivables
Liquid investments
Cash and cash equivalents
Other items in Assets held for sale
Financial assets measured at fair value through other comprehensive
income (FVTOCI):
Other investments designated at FVTOCI
Trade and other receivables
Financial assets mandatorily measured at fair value through profit or loss (FVTPL):
Other investments
Other non-current assets
Trade and other receivables
Held for trading derivatives that are not in a designated and
effective hedging relationship
Cash and cash equivalents
Derivatives designated and effective as hedging instruments (fair value movements
through Other comprehensive income)
Total financial assets
Financial liabilities measured at amortised cost:
Borrowings excluding obligations under lease liabilities:
– bonds in a designated hedging relationship
– other bonds
– bank loans and overdrafts
– commercial paper
– other borrowings
Total borrowings excluding lease liabilities
Lease liabilities
Total borrowings
Trade and other payables
Other provisions
Other non-current liabilities
Other items in Assets held for sale
Financial liabilities mandatorily measured at fair value through profit or loss (FVTPL):
Contingent consideration liabilities
Held for trading derivatives that are not in a designated and
effective hedging relationship
Derivatives designated and effective as hedging instruments (fair value movements
through Other comprehensive income)
Total financial liabilities
Net financial assets and financial liabilities
Notes
b
b
b
a
a,b
a
a,b
a,b
a,d,e
a
a,d,e
d
f
c
c
c
c
a,c
a,d,e
a,d,e
Carrying
value
£m
76
4,533
79
3,072
69
1,781
1,665
56
787
44
357
2,142
2019
Fair
value
£m
76
4,533
79
3,072
69
1,781
1,665
56
787
44
357
2,142
Carrying
value
£m
49
3,761
84
2,338
47
1,250
1,687
72
716
120
188
2,021
2018
Fair
value
£m
49
3,761
84
2,338
47
1,250
1,687
72
716
120
188
2,021
167
14,828
167
14,828
69
12,402
69
12,402
(8,636)
(15,582)
(416)
(3,586)
(1,038)
(29,258)
(1,250)
(30,508)
(14,177)
(94)
(84)
(126)
(9,085)
(19,048)
(416)
(3,586)
(1,038)
(33,173)
(1,250)
(34,423)
(14,177)
(94)
(84)
(126)
(8,213)
(8,279)
(13,307)
(15,475)
(290)
(630)
(290)
(630)
(3,556)
(3,556)
(25,996)
(28,230)
(68)
(26,064)
(13,338)
(58)
(149)
(167)
(68)
(28,298)
(13,338)
(58)
(149)
(167)
(5,479)
(5,479)
(6,286)
(6,286)
(141)
(141)
(23)
(23)
(48)
(50,657)
(48)
(54,572)
(105)
(46,190)
(105)
(48,424)
(35,829)
(39,744)
(33,788)
(36,022)
The valuation methodology used to measure fair value in the above table is described and categorised on page 230.
Trade and other receivables, Other non-current assets, Trade and other payables, Other provisions, Other non-current liabilities,
Contingent consideration liabilities and Other items in Assets held for sale are reconciled to the relevant Notes on pages 233
and 234.
Cash and cash equivalents in the table above include £507 million reported in Assets held for sale (see Note 27, ‘Assets held
for sale’).
GSK Annual Report 2019 231
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
43. Financial instruments and related disclosures continued
Fair value of investments in GSK shares
At 31 December 2019, the Employee Share Ownership Plan (ESOP) Trusts held GSK shares with a carrying value of £135 million
(2018 – £161 million) and a market value of £647 million (2018 – £619 million) based on quoted market price. The shares are held
by the ESOP Trusts to satisfy future exercises of options and awards under employee incentive schemes. In 2019, the carrying
value, which is the lower of cost or expected proceeds, of these shares has been recognised as a deduction from other reserves.
At 31 December 2019, GSK held Treasury shares at a cost of £5,505 million (2018 – £5,800 million) which has been deducted
from retained earnings.
(a) Financial instruments held at fair value
The following tables categorise the Group’s financial assets and liabilities held at fair value by the valuation methodology applied in
determining their fair value. Where possible, quoted prices in active markets are used (Level 1). Where such prices are not available,
the asset or liability is classified as Level 2, provided all significant inputs to the valuation model used are based on observable
market data. If one or more of the significant inputs to the valuation model is not based on observable market data, the instrument is
classified as Level 3. Other investments classified as Level 3 in the tables below comprise equity investments in unlisted entities
with which the Group has entered into research collaborations and also investments in emerging life science companies.
At 31 December 2019
Financial assets at fair value
Financial assets measured at fair value through other comprehensive income (FVTOCI):
Other investments designated at FVTOCI
Trade and other receivables
Financial assets mandatorily measured at fair value through profit or loss (FVTPL):
Other investments
Other non-current assets
Trade and other receivables
Held for trading derivatives that are not in a designated and effective hedging relationship
Cash and cash equivalents
Derivatives designated and effective as hedging instruments (fair value movements through OCI)
Financial liabilities at fair value
Financial liabilities mandatorily measured at fair value through profit or loss (FVTPL):
Contingent consideration liabilities
Held for trading derivatives that are not in a designated and effective hedging relationship
Derivatives designated and effective as hedging instruments (fair value movements through OCI)
At 31 December 2018
Financial assets at fair value
Financial assets at fair value through other comprehensive income (FVTOCI):
Other investments designated at FVTOCI
Trade and other receivables
Financial assets mandatorily measured at fair value through profit or loss (FVTPL):
Other investments
Other non-current assets
Trade and other receivables
Held for trading derivatives that are not in a designated and effective hedging relationship
Cash and cash equivalents
Derivatives designated and effective as hedging instruments (fair value movements through OCI)
Financial liabilities at fair value
Financial liabilities mandatorily measured at fair value through profit or loss (FVTPL):
Contingent consideration liabilities
Held for trading derivatives that are not in a designated and effective hedging relationship
Derivatives designated and effective as hedging instruments (fair value movements through OCI)
232 GSK Annual Report 2019
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
1,128
–
–
–
–
–
2,142
–
3,270
–
–
–
–
–
1,665
–
743
44
353
–
167
653
–
56
44
–
4
–
–
2,972
757
1,781
1,665
56
787
44
357
2,142
167
6,999
–
(141)
(48)
(189)
(5,479)
–
–
(5,479)
(5,479)
(141)
(48)
(5,668)
Level 1
£m
Level 2
£m
Level 3
£m
Total
£m
656
–
–
1,687
594
–
72
41
41
6
–
–
1,250
1,687
72
716
120
188
2,021
69
6,123
–
675
79
182
–
69
2,692
754
–
(23)
(105)
(128)
(6,286)
–
–
(6,286)
(6,286)
(23)
(105)
(6,414)
–
–
–
–
2,021
–
2,677
–
–
–
–
Notes to the financial statements continued 43. Financial instruments and related disclosures continued
Movements in the year for financial instruments measured using Level 3 valuation methods are presented below:
At 1 January
Net losses recognised in the income statement
Net gains recognised in other comprehensive income
Settlement of contingent consideration liabilities
Settlement of contingent consideration receivables
Additions
Disposals and settlements
Transfers from Level 3
Other movements
At 31 December
2019
£m
(5,532)
(103)
31
893
(42)
241
(33)
(174)
(3)
(4,722)
2018
£m
(5,657)
(1,229)
146
1,137
(42)
381
(27)
(241)
–
(5,532)
Net losses of £103 million (2018 – £1,229 million) attributable to Level 3 financial instruments which were recognised in the
income statement included net losses of £97 million (2018 – £1,229 million) in respect of financial instruments which were held
at the end of the year. Losses of £105 million (2018 – £1,229 million) were reported in Other operating income and gains of
£2 million (2018 – £nil) were reported in Finance income. Charges of £31 million (2018 – £1,188 million) arose from
remeasurement of the contingent consideration payable for the acquisition of the former Shionogi-ViiV Healthcare joint venture
and £67 million (2018 – £56 million) arose from remeasurement of the contingent consideration payable for the acquisition of the
Novartis Vaccines business. Net gains of £31 million (2018 – £146 million) attributable to Level 3 financial instruments reported in
Other comprehensive income as Fair value movements on equity investments included net gains of £38 million (2018 – net gains
of £140 million) in respect of financial instruments held at the end of the year, of which net gains of £174 million (2018 – net gains
of £98 million) arose prior to transfer from Level 3 on equity investments which transferred to a Level 1 valuation methodology as
a result of listing on a recognised stock exchange during the year. Net gains and losses include the impact of exchange movements.
Financial liabilities measured using Level 3 valuation methods at 31 December included £5,103 million (2018 – £5,937 million) in
respect of contingent consideration payable for the acquisition in 2012 of the former Shionogi-ViiV Healthcare joint venture. This
consideration is expected to be paid over a number of years and will vary in line with the future performance of specified products
and movements in certain foreign currencies. They also included £339 million (2018 – £296 million) in respect of contingent
consideration for the acquisition in 2015 of the Novartis Vaccines business. This consideration is expected to be paid over a
number of years and will vary in line with the future performance of specified products, the achievement of certain milestone
targets and movements in certain foreign currencies. Sensitivity analysis on these balances is provided in Note 32, ‘Contingent
consideration liabilities’.
(b) Trade and other receivables, Other non-current assets and other items in Assets held for sale in scope of IFRS 9
The following table reconciles financial instruments within Trade and other receivables, Other non-current assets and other items
in Assets held for sale which fall within the scope of IFRS 9 to the relevant balance sheet amounts. The financial assets are
predominantly non-interest earning. Financial instruments within the Other non-current assets balance include company-owned
life insurance policies. Non-financial instruments include tax receivables, pension surplus balances and prepayments, which are
outside the scope of IFRS 9.
Trade and other receivables
(Note 25)
Other non-current assets
(Note 23)
Other items in Assets held
for sale (Note 27)
At
FVTPL
£m
At
FVTOCI
£m
Amortised
cost
£m
Financial
instruments
£m
Non-
financial
instruments
£m
2019
Total
£m
At
FVTPL
£m
At
FVTOCI
£m
Amortised
cost
£m
Financial
instruments
£m
Non-
financial
instruments
£m
2018
Total
£m
44
1,665
4,533
6,242
960
7,202
120
1,687
3,761
5,568
855
6,423
787
–
–
–
76
69
831
1,665
4,678
863
69
7,174
157
1,020
716
22
91
–
–
–
49
47
765
47
811
1,576
37
84
1,139
8,313
836
1,687
3,857
6,380
1,703
8,083
GSK Annual Report 2019 233
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
43. Financial instruments and related disclosures continued
(c) Trade and other payables, Other provisions, Other non-current liabilities, Contingent consideration liabilities and other
items in Assets held for sale in scope of IFRS 9
The following table reconciles financial instruments within Trade and other payables, Other provisions, Other non-current liabilities,
Contingent consideration liabilities and other items in Assets held for sale which fall within the scope of IFRS 9 to the relevant
balance sheet amounts. The financial liabilities are predominantly non-interest bearing. Accrued wages and salaries are included
within financial liabilities. Non-financial instruments include payments on account, tax and social security payables and provisions
which do not arise from contractual obligations to deliver cash or another financial asset, which are outside the scope of IFRS 9.
Trade and other payables
(Note 28)
Other provisions
(Note 31)
Other non-current liabilities
(Note 33)
Contingent consideration
liabilities (Note 32)
Other items in Assets held
for sale (Note 27)
At FVTPL
£m
Amortised
cost
£m
Financial
instruments
£m
Non-
financial
instruments
£m
Total
£m
At FVTPL
£m
Amortised
cost
£m
Financial
instruments
£m
2019
Non-
financial
instruments
£m
2018
Total
£m
–
–
–
(14,177)
(14,177)
(762)
(14,939)
(94)
(84)
(94)
(1,197)
(1,291)
(84)
(760)
(844)
–
–
–
(13,338)
(13,338)
(699)
(14,037)
(58)
(58)
(1,365)
(1,423)
(149)
(149)
(789)
(938)
(5,479)
–
(5,479)
–
(5,479)
(6,286)
–
(6,286)
–
(6,286)
–
(126)
(126)
(87)
(213)
–
(167)
(167)
(53)
(220)
(5,479)
(14,481)
(19,960)
(2,806)
(22,766)
(6,286)
(13,712)
(19,998)
(2,906)
(22,904)
(d) Derivative financial instruments and hedging programmes
Derivatives are only used for economic hedging purposes and not as speculative investments and are classified as ‘held for trading’,
other than designated and effective hedging instruments, and are presented as current assets or liabilities if they are expected to be
settled within 12 months after the end of the reporting period, otherwise they are classified as non-current. The Group has the
following derivative financial instruments:
2019
Fair value
Liabilities
£m
Assets
£m
2018
Fair value
Liabilities
£m
Assets
£m
Non-current
Cash flow hedges – Interest rate swap contracts
(principal amount – £850 million (2018 – £1,267 million))
Net investment hedges – Cross currency swaps
(principal amount – £1,514 million (2018 – £1,575 million))
Current
Cash flow hedges – Interest rate swap contracts
(principal amount – £637 million (2018 – £nil))
Cash flow hedges – Foreign exchange contracts
(principal amount – £1,746 million (2018 – £1,809 million))
Net investment hedges – Foreign exchange contracts
(principal amount – £9,376 million (2018 – £7,316 million))
Derivatives designated and effective as hedging instruments
Non-current
Embedded and other derivatives
Current
Foreign exchange contracts
(principal amount – £18,856 million (2018 – £18,537 million))
Embedded and other derivatives
Derivatives classified as held for trading
Total derivative instruments
Fair value hedges
At 31 December 2019, the Group had no designated fair value hedges.
1
98
–
24
44
167
4
103
250
357
524
–
–
(1)
(17)
(30)
(48)
(1)
(140)
–
(141)
(189)
–
64
–
1
4
69
4
82
102
188
257
(1)
–
–
(56)
(48)
(105)
–
(23)
–
(23)
(128)
234 GSK Annual Report 2019
Notes to the financial statements continued
43. Financial instruments and related disclosures continued
Net investment hedges
At 31 December 2019, certain foreign exchange contracts were designated as net investment hedges in respect of the foreign
currency translation risk arising on consolidation of the Group’s net investment in its European (Euro), Singaporean (SGD), Indian
(INR) and Japanese (JPY) foreign operations as shown in the table above.
The carrying value of bonds on page 231 included £8,636 million (2018 – £8,213 million) that were designated as hedging
instruments in net investment hedges.
Cash flow hedges
During 2018 and 2019, the Group entered into forward foreign exchange contracts which have been designated as cash flow
hedges. These were entered into to hedge the foreign exchange exposure arising on cash flows from Euro denominated coupon
payments relating to notes issued under the Group’s European Medium Term Note programme, on the buyout of Novartis’
non-controlling interest in the Consumer Healthcare Joint Venture in 2018, on the planned divestment of Horlicks and other
nutrition brands in 2019 and on refinancing existing debt maturities.
The Group manages its cash flow interest rate risk by using floating-to-fixed interest rate swaps. In addition, the Group carries a
balance in reserves that arose from pre-hedging fluctuations in long-term interest rates when pricing bonds issued in prior years
and in the current year. The balance is reclassified to finance costs over the life of these bonds.
Foreign exchange risk
In the current year, the Group has designated certain foreign exchange forward contracts and swaps as cash flow and net
investment hedges. Foreign exchange derivative financial assets and liabilities are presented in the line ‘Derivative financial
instruments’ (either as assets or liabilities) on the Consolidated balance sheet. The following tables detail the foreign exchange
forward contracts and swaps outstanding at the end of the reporting period, as well as information on the related hedged items.
The notional value of foreign exchange forward contracts and swaps is the absolute total of outstanding positions at the balance
sheet date.
Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectiveness
assessments to ensure that an economic relationship exists between the hedged item and hedging instrument. The Group enters
into hedge relationships where the critical terms of the hedging instrument match exactly with the terms of the hedged item, and so
a qualitative assessment of effectiveness is performed. If changes in circumstances affect the terms of the hedged item such that
the critical terms no longer match exactly with the critical terms of the hedging instrument, the Group uses the hypothetical
derivative method to assess effectiveness.
The main source of hedge ineffectiveness in these hedging relationships is the effect of the counterparty and the Group’s own
credit risk on the fair value of the foreign exchange forward contracts and swaps, which is not reflected in the fair value of the
hedged item attributable to changes in foreign exchange rates and ineffectiveness on rolling the cash flow hedges of the
divestments mentioned above. No other sources of ineffectiveness emerged from these hedging relationships. Ineffectiveness
to be recorded from cash flow hedges amounted to £7 million in 2019 (2018 – £nil). No ineffectiveness was recorded from net
investment hedges (2018 – £nil).
Included in the table below under ‘Borrowings’ are bonds with notional value of US$2 billion that have been swapped to fixed
interest rate EUR debt with a cross currency interest rate swap.
Hedging instruments
Cash flow hedges
Foreign exchange contracts
Buy foreign currency:
3 to 6 months
Over 6 months
Sell foreign currency:
Less than 3 months
Less than 3 months
Average
exchange rate
Foreign
currency
Notional
value
£m
2019
Carrying
value
£m
1.14
1.15
EUR
EUR
93.85
52.82
INR/GBP
INR/SGD
47
23
999
677
1,746
(1)
–
5
3
7
GSK Annual Report 2019 235
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
43. Financial instruments and related disclosures continued
Hedging instruments
Net investment hedges
Foreign exchange contracts
Sell foreign currency:
Less than 3 months
Less than 3 months
Less than 3 months
Less than 3 months
Borrowings (including cross currency interest rate swaps):
3 to 6 months
Over 6 months
Hedged items
Cash flow hedges
Variability in cash flows from a highly probable forecast transaction
Variability in cash flows from foreign exchange exposure arising on
Euro denominated coupon payments relating to debt issued
Net investment hedges
Net investment in foreign operations
Average
exchange rate
Foreign
currency
Notional
value
£m
2019
Carrying
value
£m
1.18
1.77
92.23
142.26
EUR
SGD
INR
JPY
EUR
EUR
8,250
471
239
416
638
7,914
17,928
2
3
6
3
(638)
(7,998)
(8,622)
2019
Periodic change in value
for calculating hedge
ineffectiveness
£m
Cumulative balance in cash
flow hedge reserve/foreign
currency translation reserve
for continuing hedges
£m
(7)
(1)
(42)
1
(987)
(1,080)
There are no balances in the cash flow hedge reserve arising from hedging relationships for which hedge accounting is no longer
applied.
Average
exchange rate
Foreign
currency
Notional
value
£m
2018
Carrying
value
£m
1.13
EUR
26
96.40
INR
1.11
1.11
EUR
EUR
EUR
1,783
1,809
6,933
383
8,155
15,471
1
(56)
(55)
(40)
(4)
(8,213)
(8,257)
Hedging instruments
Cash flow hedges
Foreign exchange contracts
Buy foreign currency:
3 to 6 months
Sell foreign currency:
Over 6 months
Net investment hedges
Foreign exchange contracts
Sell foreign currency:
Less than 3 months
Over 6 months
Borrowings (including cross currency interest rate swaps):
Over 6 months
236 GSK Annual Report 2019
Notes to the financial statements continued
43. Financial instruments and related disclosures continued
Hedged items
Cash flow hedges
Variability in cash flows from a highly probable forecast transaction
Variability in cash flows from foreign exchange exposure arising on
Euro denominated coupon payments relating to debt issued
Net investment hedges
Net investment in European foreign operations
2018
Periodic change in value
for calculating hedge
ineffectiveness
£m
Cumulative balance in cash
flow hedge reserve/foreign
currency translation reserve
for continuing hedges
£m
56
(1)
286
(49)
1
(2,067)
There are no balances in the cash flow hedge reserve arising from hedging relationships for which hedge accounting is no longer
applied.
The following table details the effectiveness of the hedging relationships and the amounts reclassified from the hedging reserve to
profit or loss:
Cash flow hedges
Variability in cash flows from a highly probable forecast transaction
Variability in cash flows from foreign exchange exposure arising on
Euro denominated coupon payments relating to debt issued
Net investment hedges
Net investment in foreign operations
Amount reclassified to profit or loss
2019
Hedging
gains/(losses)
recognised in
reserves
£m
Amount
of hedge
ineffectiveness
recognised in
profit or loss
£m
Line item
in profit or
loss in
which hedge
ineffectiveness
is included
Hedged
future cash
flows
no longer
expected to
occur
£m
Line item
in which
reclassification
adjustment
is included
As hedged
item affects
profit or loss
£m
–
1
987
(7)
–
–
Other
operating
income/
(expense)
Finance
income/
(expense)
Finance
income/
(expense)
–
–
–
–
–
–
Other
operating
income/
(expense)
Finance
income/
(expense)
Finance
income/
(expense)
The following table details the effectiveness of the hedging relationships and the amounts reclassified from the hedging reserve to
profit or loss:
Amount reclassified to profit or loss
2018
Hedging
gains/(losses)
recognised in
reserves
£m
Amount
of hedge
ineffectiveness
recognised in
profit or loss
£m
Line item
in profit or
loss in
which hedge
ineffectiveness
is included
Hedged
future cash
flows
no longer
expected to
occur
£m
Cash flow hedges
Variability in cash flows from a highly probable forecast transaction
Variability in cash flows from foreign exchange exposure arising on
Euro denominated coupon payments relating to debt issued
127
1
Net investment hedges
Net investment in European foreign operations
(286)
–
–
–
Other
operating
income/
(expense)
Finance
income/
(expense)
Finance
income/
(expense)
–
–
–
As hedged
item affects
profit or loss
£m
(176)
–
–
Line item
in which
reclassification
adjustment
is included
Other
operating
income/
(expense)
Finance
income/
(expense)
Finance
income/
(expense)
GSK Annual Report 2019 237
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
43. Financial instruments and related disclosures continued
Interest rate risk
The Group manages its cash flow interest rate risk by using floating-to-fixed interest rate swaps, where at quarterly intervals the
difference between fixed contract rates and floating rate interest amounts calculated by reference to the agreed notional principal
amounts are exchanged.
The interest rate swap contracts, exchanging floating rate interest for fixed interest, have been designated as cash flow hedges to
hedge the variability of the interest cash flows associated with floating rate debt relating to notes issued under the Group’s
European Medium Term Note programme. The interest rate swaps and the interest payments on the loan occur simultaneously and
the amount accumulated in equity is reclassified to profit or loss over the period that the floating rate interest payments affect profit
or loss.
The critical terms of the interest rate swap contracts and their corresponding hedged items are the same. A qualitative assessment
of effectiveness is performed and it is expected that the value of the interest rate swap contracts and the value of the corresponding
hedged items will systematically change in opposite directions in response to movements in the underlying interest rates. The main
sources of ineffectiveness in these hedge relationships are the effects of the Group’s own credit risk on the fair value of the interest
rate swap contracts, which are not reflected in the fair value of the hedged item attributable to the change in interest rates. No other
sources of ineffectiveness emerged from these hedging relationships.
The following tables provide information regarding interest rate swap contracts outstanding and the related hedged items at
31 December 2019 and 31 December 2018. Interest rate swap contract assets and liabilities are presented in the line ‘Derivative
financial instruments’ (either as assets or liabilities) on the Consolidated balance sheet.
Average
contracted fixed
rate
%
0.11
0.13
Change in
fair value for
recognising
hedge
ineffectiveness
£m
–
(6)
Notional
principal
value
£m
637
1,418
2019
Fair value
assets/
(liabilities)
£m
(1)
33
2019
Change in value
used for
calculating
hedge
ineffectiveness
£m
6
Balance in cash
flow hedge
reserve for
continuing
hedges
£m
4
Average
contracted fixed
rate
%
0.11
0.16
Change in
fair value for
recognising
hedge
ineffectiveness
£m
–
–
Notional
principal
value
£m
676
591
2018
Fair value
assets/
(liabilities)
£m
(1)
23
2018
Change in value
used for
calculating
hedge
ineffectiveness
£m
3
Balance in cash
flow hedge
reserve for
continuing
hedges
£m
(3)
Hedging instruments
Less than 1 year
1 to 2 years
Hedged items
Variable rate borrowings
Hedging instruments
1 to 2 years
2 to 5 years
Hedged items
Variable rate borrowings
238 GSK Annual Report 2019
Notes to the financial statements continued 43. Financial instruments and related disclosures continued
The following table details the effectiveness of the hedging relationships and the amounts reclassified from the hedging reserve to
profit or loss:
Cash flow hedges
Variability in cash flows
Pre-hedging of long-term interest rates
Cash flow hedges
Variability in cash flows
Pre-hedging of long-term interest rates
Amount reclassified to profit or loss
2019
Hedging
gains/(losses)
recognised in
reserves
£m
Amount
of hedge
ineffectiveness
recognised in
profit or loss
£m
Line item
in profit or
loss in
which hedge
ineffectiveness
is included
Hedged
future cash
flows
no longer
expected to
occur
£m
Line item
in which
reclassification
adjustment is
included
As hedged
item affects
profit or loss
£m
(7)
(12)
–
–
Finance
income/
(expense)
Finance
income/
(expense)
–
–
(2)
3
Finance
income/
(expense)
Finance
income/
(expense)
2018
Amount reclassified to profit or loss
Hedging
gains/(losses)
recognised in
reserves
£m
Amount
of hedge
ineffectiveness
recognised in
profit or loss
£m
Line item
in profit or
loss in
which hedge
ineffectiveness
is included
Hedged
future cash
flows
no longer
expected to
occur
£m
Line item
in which
reclassification
adjustment is
included
As hedged
item affects
profit or loss
£m
(3)
15
–
–
Finance
income/
(expense)
Finance
income/
(expense)
–
–
(2)
3
Finance
income/
(expense)
Finance
income/
(expense)
(e) Offsetting of financial assets and liabilities
Financial assets and liabilities are offset and the net amount reported in the balance sheet where there is a legally enforceable right
to offset the recognised amounts, and there is an intention to settle on a net basis or realise the asset and settle the liability
simultaneously. There are also arrangements that do not meet the criteria for offsetting but still allow for the related amounts to be
offset in certain circumstances, such as bankruptcy or the termination of a contract.
The following tables set out the financial assets and liabilities that are offset, or subject to enforceable master netting arrangements
and other similar agreements but not offset, as at 31 December 2019 and 31 December 2018. The column ‘Net amount’ shows the
impact on the Group’s balance sheet if all offset rights were exercised.
At 31 December 2019
Financial assets
Trade and other receivables
Derivative financial instruments
Financial liabilities
Trade and other payables
Derivative financial instruments
Gross
financial
assets/
(liabilities)
£m
6,246
524
(14,181)
(189)
(4)
–
4
–
Financial
(liabilities)/
assets
offset
£m
Net financial
assets/
(liabilities)
£m
Related
amounts not
offset
£m
6,242
524
(62)
(131)
Net
amount
£m
6,180
393
(14,177)
(189)
62
131
(14,115)
(58)
GSK Annual Report 2019 239
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
43. Financial instruments and related disclosures continued
At 31 December 2018
Financial assets
Trade and other receivables
Derivative financial instruments
Financial liabilities
Trade and other payables
Derivative financial instruments
Gross
financial
assets/
(liabilities)
£m
5,568
257
(13,338)
(128)
Financial
(liabilities)/
assets
offset
£m
Net financial
assets/
(liabilities)
£m
Related
amounts not
offset
£m
5,568
257
(37)
(62)
Net
balance
£m
5,531
195
(13,338)
(128)
37
62
(13,301)
(66)
–
–
–
–
Amounts which do not meet the criteria for offsetting on the balance sheet but could be settled net in certain circumstances
principally relate to derivative transactions under ISDA (International Swaps and Derivatives Association) agreements where each
party has the option to settle amounts on a net basis in the event of default of the other party. As there is presently not a legally
enforceable right of offset, these amounts have not been offset in the balance sheet, but have been presented separately in the
table above.
(f) Debt interest rate repricing table
The following table sets out the exposure of the Group to interest rates on debt, including commercial paper. The maturity analysis
of fixed rate debt is stated by contractual maturity and of floating rate debt by interest rate repricing dates. For the purpose of this
table, debt is defined as all classes of borrowings other than lease liabilities.
2019
Total
debt
£m
(6,678)
(3,235)
(2,643)
(2,308)
(1,595)
(5,904)
(6,895)
(29,258)
(21,763)
(7,495)
(29,258)
–
(29,258)
2018
Total
£m
(5,769)
(1,757)
(1,570)
(1,568)
(2,010)
(5,833)
(7,489)
(25,996)
(20,322)
(5,635)
(25,957)
(39)
(25,996)
Floating and fixed rate debt less than one year
Between one and two years
Between two and three years
Between three and four years
Between four and five years
Between five and ten years
Greater than ten years
Total
Original issuance profile:
Fixed rate interest
Floating rate interest
Total interest bearing
Non-interest bearing
240 GSK Annual Report 2019
Notes to the financial statements continued
43. Financial instruments and related disclosures continued
(g) Sensitivity analysis
The tables below illustrate the estimated impact on the income statement and equity as a result of hypothetical market movements
in foreign exchange and interest rates in relation to the Group’s financial instruments. The range of variables chosen for the
sensitivity analysis reflects management’s view of changes which are reasonably possible over a one-year period.
Foreign exchange sensitivity
The Group operates internationally and is primarily exposed to foreign exchange risk in relation to Sterling against movements in US
Dollar, Euro and Japanese Yen. Foreign exchange risk arises from the translation of financial assets and liabilities which are not in
the functional currency of the entity that holds them. Based on the Group’s net financial assets and liabilities as at 31 December, a
weakening and strengthening of Sterling against these currencies, with all other variables held constant, is illustrated in the tables
below. The tables exclude financial instruments that expose the Group to foreign exchange risk where this risk is fully hedged with
another financial instrument.
Income statement impact of non-functional currency foreign exchange exposures
10 cent appreciation of the US Dollar
10 cent appreciation of the Euro
10 yen appreciation of the Yen
Income statement impact of non-functional currency foreign exchange exposures
10 cent depreciation of the US Dollar
10 cent depreciation of the Euro
10 yen depreciation of the Yen
2019
2018
Increase/(decrease) in
income
£m
3
(29)
–
Increase/(decrease) in
income
£m
36
(7)
15
2019
2018
Increase/(decrease) in
income
£m
(3)
25
–
Increase/(decrease) in
income
£m
(30)
6
(13)
The equity impact, shown below, for foreign exchange sensitivity relates to derivative and non-derivative financial instruments
hedging the Group’s net investments in its European (Euro) foreign operations and cash flow hedges of its foreign exchange
exposure arising on Euro denominated coupon payments relating to notes issued under the Group’s European Medium Term Note
programme.
Equity impact of non-functional currency foreign exchange exposures
10 cent appreciation of the Euro
Equity impact of non-functional currency foreign exchange exposures
10 cent depreciation of the Euro
2019
2018
Increase/(decrease)
in equity
£m
(1,561)
Increase/(decrease)
in equity
£m
(1,307)
2019
2018
Increase/(decrease)
in equity
£m
1,316
Increase/(decrease)
in equity
£m
1,091
GSK Annual Report 2019 241
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
43. Financial instruments and related disclosures continued
The tables below present the Group’s sensitivity to a weakening and strengthening of Sterling against the relevant currency based
on the composition of net debt as shown in Note 29 adjusted for the effects of foreign exchange derivatives that are not part of net
debt but affect future foreign currency cash flows.
Impact of foreign exchange movements on net debt
10 cent appreciation of the US Dollar
10 cent appreciation of the Euro
10 yen appreciation of the Yen
Impact of foreign exchange movements on net debt
10 cent depreciation of the US Dollar
10 cent depreciation of the Euro
10 yen depreciation of the Yen
2019
2018
(Increase)/decrease
in net debt
£m
(1,051)
(Increase)/decrease
in net debt
£m
(714)
74
(5)
2019
(60)
15
2018
(Increase)/decrease
in net debt
£m
903
(Increase)/decrease
in net debt
£m
610
(63)
5
50
(13)
Interest rate sensitivity
The Group is exposed to interest rate risk on its outstanding borrowings and investments where any changes in interest rates will
affect future cash flows or the fair values of financial instruments.
The majority of debt is issued at fixed interest rates and changes in the floating rates of interest do not significantly affect the
Group’s net interest charge, although the majority of cash and liquid investments earn floating rates of interest.
The table below hypothetically shows the Group’s sensitivity to changes in interest rates in relation to Sterling, US Dollar and Euro
floating rate financial assets and liabilities. If the interest rates applicable to floating rate financial assets and liabilities were to have
increased by 1% (100 basis points), and assuming other variables had remained constant, it is estimated that the Group’s finance
income for 2019 would have decreased by approximately £9 million (2018 – £13 million decrease). A 1% (100 basis points)
movement in interest rates is not deemed to have a material effect on equity.
Income statement impact of interest rate movements
1% (100 basis points) increase in Sterling interest rates
1% (100 basis points) increase in US Dollar interest rates
1% (100 basis points) increase in Euro interest rates
2019
2018
Increase/(decrease)
in income
£m
14
Increase/(decrease)
in income
£m
(2)
(4)
(19)
1
(12)
242 GSK Annual Report 2019
Notes to the financial statements continued
43. Financial instruments and related disclosures continued
(h) Contractual cash flows for non-derivative financial liabilities and derivative instruments
The following tables provide an analysis of the anticipated contractual cash flows including interest payable for the Group’s non-
derivative financial liabilities on an undiscounted basis. For the purpose of this table, debt is defined as all classes of borrowings
except for lease liabilities. Interest is calculated based on debt held at 31 December without taking account of future issuance.
Floating rate interest is estimated using the prevailing interest rate at the balance sheet date. Cash flows in foreign currencies are
translated using spot rates at 31 December.
At 31 December 2019
Due in less than one year
Between one and two years
Between two and three years
Between three and four years
Between four and five years
Between five and ten years
Greater than ten years
Debt
£m
(6,678)
(3,232)
(2,651)
(2,318)
(1,607)
(5,946)
(6,976)
Gross contractual cash flows
(29,408)
Interest
on debt
£m
(780)
(742)
(667)
(600)
(559)
(2,276)
(3,328)
(8,952)
Lease
liabilities
£m
(240)
(227)
(119)
(105)
(93)
(296)
(170)
(1,250)
Finance
charge
on lease
liabilities
£m
(41)
(36)
(30)
(23)
(19)
(52)
(22)
(223)
Trade payables
and other
liabilities not
in net debt
£m
(14,952)
(912)
(806)
(835)
(799)
(3,131)
(984)
(22,419)
Total
£m
(22,691)
(5,149)
(4,273)
(3,881)
(3,077)
(11,701)
(11,480)
(62,252)
Contractual cash flows in respect of operating lease vacant space provisions at 31 December 2018 are excluded from the table
below.
At 31 December 2018
Due in less than one year
Between one and two years
Between two and three years
Between three and four years
Between four and five years
Between five and ten years
Greater than ten years
Debt
£m
(5,771)
(1,775)
(1,592)
(1,592)
(1,970)
(5,875)
(7,579)
Gross contractual cash flows
(26,154)
Interest
on debt
£m
(714)
(708)
(675)
(620)
(567)
(2,370)
(3,764)
(9,418)
Obligations
under finance
leases
£m
(24)
Finance charge
on obligations
under finance
leases
£m
(5)
Trade payables
and other
liabilities not
in net debt
£m
(14,278)
(18)
(11)
(6)
(3)
(6)
–
(68)
(2)
(2)
(1)
(1)
(5)
–
(16)
(1,107)
(902)
(851)
(826)
(3,748)
(1,468)
(23,180)
Total
£m
(20,792)
(3,610)
(3,182)
(3,070)
(3,367)
(12,004)
(12,811)
(58,836)
Anticipated contractual cash flows for the repayment of debt and debt interest have increased by £2.8 billion over the year primarily
due to funding of the acquisition of Tesaro.
The table below provides an analysis of the anticipated contractual cash flows for the Group’s derivative instruments excluding
equity options which do not give rise to cash flows, and other embedded derivatives, which are not material, using undiscounted
cash flows. Cash flows in foreign currencies are translated using spot rates at 31 December. The gross cash flows of foreign
exchange contracts are presented for the purpose of this table although, in practice, the Group uses standard settlement
arrangements to reduce its liquidity requirements on these instruments.
Cash flows on interest rate swaps are not shown in the table below as they are not significant.
2019
2018
Gross cash inflows
Gross cash ouflows
Gross cash inflows
Gross cash outflows
Cross
currency
interest rate
swaps
£m
33
1,529
–
1,562
Foreign
exchange
forward
contracts
and swaps
£m
33,273
–
–
Cross
currency
interest rate
swaps
£m
(2)
(1,430)
–
Foreign
exchange
forward
contracts
and swaps
£m
(33,290)
–
–
33,273
(1,432)
(33,290)
Cross
currency
interest rate
swaps
£m
49
48
1,599
1,696
Foreign
exchange
forward
contracts
and swaps
£m
26,680
–
–
26,680
Cross
currency
interest rate
swaps
£m
(3)
(2)
(1,515)
(1,520)
Foreign
exchange
forward
contracts
and swaps
£m
(26,802)
–
–
(26,802)
Due in less than one year
Between one and two years
Between two and three years
Gross contractual cash flows
The amounts in Gross cash inflows and outflows under Foreign exchange forward contracts and swaps in less than one year have
increased compared with 31 December 2018 predominantly from increased levels of net investment hedging and hedging increased
levels of external and internal commercial paper balances.
GSK Annual Report 2019 243
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
44. Employee share schemes
GSK operates several employee share schemes, including the Share Value Plan, whereby awards are granted to employees to
acquire shares or ADS in GlaxoSmithKline plc at no cost after a three year vesting period and the Performance Share Plan,
whereby awards are granted to employees to acquire shares or ADS in GlaxoSmithKline plc at no cost, subject to the achievement
by the Group of specified performance targets. The granting of these restricted share awards has replaced the granting of options
to employees as the cost of the schemes more readily equates to the potential gain to be made by the employee. The Group also
operates savings related share option schemes, whereby options are granted to employees to acquire shares in GlaxoSmithKline
plc at a discounted price.
Grants of restricted share awards are normally exercisable at the end of the three-year vesting or performance period. Awards are
normally granted to employees to acquire shares or ADS in GlaxoSmithKline plc but in some circumstances may be settled in cash.
Grants under savings-related share option schemes are normally exercisable after three years’ saving. In accordance with UK
practice, the majority of options under the savings-related share option schemes are granted at a price 20% below the market price
ruling at the date of grant. Options under historical share option schemes were granted at the market price ruling at the date of grant.
The total charge for share-based incentive plans in 2019 was £432 million (2018 – £393 million; 2017 – £347 million). Of this
amount, £302 million (2018 – £304 million; 2017 – £276 million) arose from the Share Value Plan. See Note 9, ‘Employee Costs’
for further details.
GlaxoSmithKline share award schemes
Share Value Plan
Under the Share Value Plan, share awards are granted to certain employees at no cost. The awards vest after two and a half to
three years and there are no performance criteria attached. The fair value of these awards is determined based on the closing share
price on the day of grant, after deducting the expected future dividend yield of 4.2% (2018 – 4.8%; 2017 – 4.8%) over the duration
of the award.
Number of shares and ADS issuable
At 1 January 2017
Awards granted
Awards exercised
Awards cancelled
At 31 December 2017
Awards granted
Awards exercised
Awards cancelled
At 31 December 2018
Awards granted
Awards exercised
Awards cancelled
At 31 December 2019
Shares
Number (000)
32,855
13,018
(10,596)
(1,352)
33,925
12,751
(11,089)
(1,519)
34,068
12,814
(11,709)
(1,704)
33,469
Weighted
fair value
£13.68
£13.74
£15.85
ADS
Number (000)
17,083
6,610
(5,674)
(627)
17,392
6,503
(5,583)
(925)
17,387
7,008
(6,079)
(976)
17,340
Weighted
fair value
$35.63
$35.28
$37.90
Performance Share Plan
Under the Performance Share Plan, share awards are granted to Directors and senior executives at no cost. The percentage of
each award that vests is based upon the performance of the Group over a defined measurement period with dividends reinvested
during the same period. For awards granted from 2015, the performance conditions are based on three equally weighted measures
over a three-year performance period. These are adjusted free cash flow, TSR and R&D new product performance.
The fair value of the awards is determined based on the closing share price on the day of grant. For TSR performance elements,
this is adjusted by the likelihood of that condition being met, as assessed at the time of grant.
During 2019, awards were made of 3.8 million shares at a weighted fair value of £12.40 and 1.4 million ADS at a weighted fair value
of $32.41. At 31 December 2019, there were outstanding awards over 12.0 million shares and 3.6 million ADS.
244 GSK Annual Report 2019
Notes to the financial statements continued 44. Employee share schemes continued
Share options and savings-related options
For the purposes of valuing savings-related options to arrive at the share-based payment charge, a Black-Scholes option pricing
model has been used. The assumptions used in the model are as follows:
Risk-free interest rate
Dividend yield
Volatility
Expected life
Savings-related options grant price (including 20% discount)
2019 Grant
0.44%
2018 Grant
0.76%
2017 Grant
0.54%
4.5%
22%
3 years
£14.15
5.3%
21%
3 years
£12.09
5.9%
23%
3 years
£10.86
Options outstanding
At 31 December 2019
Share option
schemes – shares
Weighted
exercise
price
Number
000
337
£12.04
Share option
schemes – ADS
Weighted
exercise
price
Savings-related
share option schemes
Weighted
exercise
price
Number
000
$37.21
6,016
£12.21
Number
000
290
Range of exercise prices on options outstanding at year end
£12.04
– £12.04
$36.63
– $37.32
£10.13
– £14.15
Weighted average market price on exercise during year
Weighted average remaining contractual life
£16.13
0.2 years
$41.10
0.2 years
£15.60
2.1 years
Options over 1.0 million shares were granted during the year under the savings-related share option scheme at a weighted average
fair value of £3.00. At 31 December 2019, 5.3 million of the savings-related share options were not exercisable. All of the other
share options and ADS options are currently exercisable and all will expire if not exercised on or before 22 July 2020.
There has been no change in the effective exercise price of any outstanding options during the year.
Employee Share Ownership Plan Trusts
The Group sponsors Employee Share Ownership Plan (ESOP) Trusts to acquire and hold shares in GlaxoSmithKline plc to satisfy
awards made under employee incentive plans and options granted under employee share option schemes. The trustees of the
ESOP Trusts purchase shares with finance provided by the Group by way of loans or contributions. The costs of running the ESOP
Trusts are charged to the income statement. Shares held by the ESOP Trusts are deducted from other reserves and amortised
down to the value of proceeds, if any, receivable from employees on exercise by a transfer to retained earnings. The trustees have
waived their rights to dividends on the shares held by the ESOP Trusts.
Shares held for share award schemes
Number of shares (000)
Nominal value
Carrying value
Market value
Shares held for share option schemes
Number of shares (000)
Nominal value
Carrying value
Market value
2019
36,225
2018
41,391
£m
9
134
645
2019
139
£m
–
1
2
£m
10
160
617
2018
139
£m
–
1
2
GSK Annual Report 2019 245
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued
45. Principal Group companies
The following represent the principal subsidiaries and their countries of incorporation of the Group at 31 December 2019. The
equity share capital of these entities is wholly owned by the Group except where its percentage interest is shown otherwise. All
companies are incorporated in their principal country of operation except where stated.
England
US
Glaxo Group Limited
Glaxo Operations UK Limited
GlaxoSmithKline Capital plc
GlaxoSmithKline Consumer Healthcare Holdings Limited*
GlaxoSmithKline Consumer Healthcare (UK) Trading Limited (68%)
GlaxoSmithKline Export Limited
GlaxoSmithKline Finance plc
GlaxoSmithKline Holdings Limited *
GlaxoSmithKline Research & Development Limited
GlaxoSmithKline Services Unlimited *
GlaxoSmithKline UK Limited
Setfirst Limited
SmithKline Beecham Limited
ViiV Healthcare Finance Limited (78.3%)
ViiV Healthcare Limited (78.3%)
ViiV Healthcare UK Limited (78.3%)
Block Drug Company, Inc. (68%)
Corixa Corporation
GlaxoSmithKline Capital Inc.
GlaxoSmithKline Consumer Healthcare Holdings (US) LLC (68%)
GlaxoSmithKline Consumer Healthcare, L.P. (59.84%)
GlaxoSmithKline Holdings (Americas) Inc.
GlaxoSmithKline LLC
Human Genome Sciences, Inc.
GSK Consumer Health, Inc. (68%)
PF Consumer Healthcare 1 LLC (68%)
S.R. One, Limited
Stiefel Laboratories, Inc.
Tesaro, Inc.
ViiV Healthcare Company (78.3%)
Europe
Others
GlaxoSmithKline Pharmaceuticals SA (Belgium)
GlaxoSmithKline Sante Grand Public SAS (France) (68%)
Laboratoire GlaxoSmithKline (France)
ViiV Healthcare SAS (France) (78.3%)
GlaxoSmithKline Consumer Healthcare GmbH & Co. KG (Germany) (68%)
GlaxoSmithKline GmbH & Co. KG (Germany)
GSK Vaccines GmbH (Germany)
GlaxoSmithKline Consumer Healthcare S.p.A. (Italy) (68%)
GlaxoSmithKline S.p.A. (Italy)
GSK Vaccines S.r.l. (Italy)
Pfizer Consumer Manufacturing Italy S.r.l. (Italy) (68%)
GSK Services Sp z o.o. (Poland)
GlaxoSmithKline Trading Services Limited (Republic of Ireland) (i)
GlaxoSmithKline Healthcare AO (Russia) (68%)
GlaxoSmithKline S.A. (Spain)
Laboratorios ViiV Healthcare, S.L. (Spain) (78.3%)
GSK Consumer Healthcare S.A. (Switzerland) (68%)
GlaxoSmithKline Australia Pty Ltd (Australia)
GlaxoSmithKline Consumer Healthcare Australia Pty Ltd (Australia) (68%)
GlaxoSmithKline Brasil Limitada (Brazil)
GlaxoSmithKline Consumer Healthcare Inc. (Canada) (68%)
GlaxoSmithKline Inc. (Canada)
ID Biomedical Corporation of Quebec (Canada)
PF Consumer Healthcare Canada ULC/PF Soins De Sante SRI (Canada) (68%)
GlaxoSmithKline Limited (China (Hong Kong))
Sino-American Tianjin Smith Kline & French Laboratories Ltd (China) (55%)
Wyeth Pharmaceutical Co. Ltd (China) (68%)
GlaxoSmithKline Asia Pvt. Limited (India)
GlaxoSmithKline Consumer Healthcare Limited (India) (72.5%)
GlaxoSmithKline Pharmaceuticals Limited (India) (75%)
GlaxoSmithKline Consumer Healthcare Japan K.K. (Japan) (68%)
GlaxoSmithKline K.K. (Japan)
ViiV Healthcare Kabushiki Kaisha (Japan) (78.3%)
GlaxoSmithKline Pakistan Limited (Pakistan) (82.6%)
Glaxo Wellcome Manufacturing Pte Ltd. (Singapore)
GlaxoSmithKline Korea Limited (Republic of Korea)
GlaxoSmithKline llaclari Sanayi ve Ticaret A.S. (Turkey)
(i)
Exempt from the provisions of section 347 and 348 of the Companies Act 2014 (Ireland), in accordance with the exemptions
noted in Section 357 of that Act. Further subsidiaries, as disclosed on pages 299 to 310, are exempt from these provisions as
they are also consolidated in the group financial statements.
*
Directly held wholly-owned subsidiary of GlaxoSmithKline plc.
The subsidiaries and associates listed above principally affect the figures in the Group’s financial statements. Each of
GlaxoSmithKline Capital Inc., GlaxoSmithKline Capital plc and GlaxoSmithKline LLC, is a wholly-owned finance subsidiary of the
company, and the company has fully and unconditionally guaranteed the securities issued by each of GlaxoSmithKline Capital Inc.,
GlaxoSmithKline Capital plc and GlaxoSmithKline LLC.
See pages 299 to 310 for a complete list of subsidiary undertakings, associates and joint ventures, which form part of these
financial statements.
246 GSK Annual Report 2019
Notes to the financial statements continued 46. Legal proceedings
The Group is involved in significant legal and administrative
proceedings, principally product liability, intellectual property,
tax, anti-trust, consumer fraud and governmental investigations.
The most significant of these matters, other than tax matters,
are described below. The Group makes provision for these
proceedings on a regular basis as summarised in Note 2,
‘Accounting principles and policies’ and Note 31, ‘Other
provisions’.
The Group may become involved in significant legal proceedings
in respect of which it is not possible to make a reliable estimate
of the expected financial effect, if any, that could result from
ultimate resolution of the proceedings. In these cases,
appropriate disclosures about such cases would be included
in this note, but no provision would be made for the cases.
With respect to each of the legal proceedings described
below, other than those for which a provision has been made,
the Group is unable to make a reliable estimate of the expected
financial effect at this stage. The Group does not believe that
information about the amount sought by the plaintiffs, if that
is known, would be meaningful with respect to those legal
proceedings. This is due to a number of factors, including,
but not limited to, the stage of proceedings, the entitlement of
parties to appeal a decision and clarity as to theories of liability,
damages and governing law.
Legal expenses incurred and provisions related to legal claims are
charged to selling, general and administration costs. Provisions
are made, after taking appropriate legal and other specialist
advice, where an outflow of resources is considered probable
and a reliable estimate can be made of the likely outcome of the
dispute. For certain product liability claims, the Group will make
a provision where there is sufficient history of claims made and
settlements to enable management to make a reliable estimate
of the provision required to cover unasserted claims. At
31 December 2019, the Group’s aggregate provision for legal
and other disputes (not including tax matters described in Note
14, ‘Taxation’) was £198 million. The ultimate liability for legal
claims may vary from the amounts provided and is dependent
upon the outcome of litigation proceedings, investigations and
possible settlement negotiations.
The Group’s position could change over time, and, therefore,
there can be no assurance that any losses that result from the
outcome of any legal proceedings will not exceed by a material
amount the amount of the provisions reported in the Group’s
financial statements. If this were to happen, it could have a
material adverse impact on the results of operations of the
Group in the reporting period in which the judgements are
incurred or the settlements entered into.
Intellectual property
Intellectual property claims include challenges to the validity and
enforceability of the Group’s patents on various products or
processes as well as assertions of non-infringement of those
patents. A loss in any of these cases could result in loss of patent
protection for the product at issue. The consequences of any such
loss could be a significant decrease in sales of that product and
could materially affect future results of operations for the Group.
Dolutegravir/Tivicay/Triumeq/Dovato/Juluca
In September and October 2017, ViiV Healthcare received patent
challenge letters under the Hatch-Waxman Act from Cipla,
Dr. Reddy’s Labs and Apotex for Triumeq and Tivicay; letters
from Lupin and Mylan for Triumeq, and a letter from Sandoz for
Tivicay. ViiV Healthcare lists two patents in the FDA Orange
Book for Tivicay and Triumeq. One patent covers the molecule
dolutegravir and expires on 5 October 2027. The second patent
claims a crystal form of dolutegravir and expires on 8 December
2029. All the letters challenged only the later-expiring crystal
form patent. Several of the generic companies allege only that
the crystal form patent is invalid while others claim the crystal
form patent is both invalid and not infringed by their proposed
products. In 2017, ViiV Healthcare filed patent infringement
suits against all six generic companies. The case against Mylan
is now proceeding in the Northern District of West Virginia and
is set for trial on 21 September 2020. The cases against the
other defendants are proceeding in the US District Court for
the District of Delaware. The court has yet to set a trial date for
those matters.
In September 2019, ViiV Healthcare received a paragraph IV
letter from Cipla relating to Dovato and challenging only the
crystal form patent. On 4 November 2019 ViiV Healthcare
filed suit against Cipla in the US District Court for the District
of Delaware.
In January 2020, ViiV Healthcare received a paragraph IV letter
from Lupin relating to Juluca and challenging the crystal form
patent as well as a patent relating to the combination of
dolutegravir and rilpivirine that expires on 24 January 2031.
On 28 February 2020 ViiV Healthcare filed suit against Lupin
on both patents.
On 7 February 2018, ViiV Healthcare filed patent infringement
litigation against Gilead Sciences Inc. (Gilead) over bictegravir
in the US District Court for the District of Delaware (U.S. Patent
No. 8,129,385) and the Canadian Federal Court (Canadian
patent No. 2,606,282). ViiV Healthcare alleged that Gilead’s
triple combination HIV drug containing the HIV integrase
inhibitor bictegravir infringes ViiV Healthcare’s patent covering
dolutegravir and other compounds that include dolutegravir’s
unique chemical scaffold. In both the US and Canada, ViiV
Healthcare is seeking financial redress rather than injunctive
relief.
GSK Annual Report 2019 247
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued 46. Legal proceedings continued
On 12 July 2019, Gilead filed a motion for judgement on the
pleadings in the US case, arguing that as a matter of law its
bictegravir compound does not infringe ViiV Healthcare’s
patent. On 5 February the court denied Gilead’s motion.
The US case against Gilead is set for trial on 21 September
2020. In the Canadian matter, a four-day summary trial on the
issue of infringement was held on 27-30 January 2020. A
decision from the Canadian court is expected by the end of
March 2020. On 20 November 2019, ViiV Healthcare
commenced actions in the UK, France, Germany, Japan,
Korea and Australia against Gilead alleging that Gilead’s
Biktarvy infringes certain of ViiV Healthcare’s HIV integrase
inhibitor patents.
Kivexa
In June 2017, Biogaran commenced proceedings in France
seeking revocation of the French SPC covering Kivexa. No
trial date has been set for this action.
In Q2 2018, ViiV Healthcare commenced proceedings against
Sandoz in Switzerland. Sandoz countered, challenging the
validity of the patent relating to Kivexa. This matter was settled
in Q4 2019.
Product liability
The Group is currently a defendant in a number of product
liability lawsuits related to the Group’s Pharmaceuticals,
Vaccines, and Consumer Healthcare products. The Group
has been able to make a reliable estimate of the expected
financial effect of the matters discussed in this category and
has included a provision, as appropriate, for the matters below
in the provision for legal and other disputes. Matters for which
the Group has made a provision are also noted in Note 31,
‘Other provisions.’
Avandia
As of January 2020, there are three remaining US Avandia
cases. Two are class actions brought by third-party payers
asserting claims under the Racketeer Influenced and Corrupt
Organizations Act (RICO) and state consumer protection laws.
In December 2019, the Third Circuit Court of Appeals reversed
the summary judgements granted in favour of the Group and
remanded the third-party payer cases back to district court. In
the third case, the Santa Clara County (California) Action, the
parties have reached an agreement to settle all remaining
claims.
Additionally, the class action settlement in Canada has now
been approved, and all Avandia class actions in Canada have
been either discontinued or dismissed.
Seroxat/Paxil and Paxil CR
The Group has received numerous lawsuits and claims alleging
that use of Paxil (paroxetine) has caused a variety of injuries.
Most of these lawsuits contain one or more of the following
allegations: (i) that use of Paxil during pregnancy caused
congenital malformations, persistent pulmonary hypertension
or autism; (ii) that Paxil treatment caused patients to commit
suicidal or violent acts; and (iii) that the Group failed to warn
that patients could experience certain symptoms on
discontinuing Paxil treatment.
– Pregnancy
The Group has reached agreements to settle the majority of the
US claims relating to the use of Paxil during pregnancy as of
January 2020, but eleven lawsuits related to use during
pregnancy are still pending in various courts in the US.
The Singh action in Alberta, Canada, seeks to certify a national
class action relating to birth defects generally. The court heard
argument in January 2020 on the plaintiffs’ class certification
motion but has not yet ruled.
Another Canadian class action, Jensen, alleging claims of Paxil
(and other SSRI) use and autism was filed in Saskatchewan in
January 2017; however, there has been no activity in the case
since the filing.
– Acts of violence
As of January 2020, there were six pending claims or cases
concerning allegations that patients who took paroxetine or
Paxil committed or attempted to commit suicide or acts of
violence: five claims or cases are in the US and one case is in
Canada. One of the US cases, Dolin, involving the suicide of a
man who allegedly took generic paroxetine manufactured by
Mylan, resulted in a $3 million verdict for the plaintiff; however,
on 22 August 2018 the US Court of Appeals for the Seventh
Circuit reversed the jury verdict and found in favour of the
Group. The US Supreme Court then denied plaintiff’s certiorari
request to review the case. Thereafter, however, the plaintiff
filed a motion in the federal district court, asking it to reinstate
the jury verdict in light of the US Supreme Court’s pre-emption
decision in Merck v. Albrecht. The district court denied the
plaintiff’s motion on 11 July 2019, but the plaintiff appealed that
decision to the Seventh Circuit, where oral argument was heard
on 22 January 2020. A ruling from the Court of Appeals is
pending. The remaining US cases involving claims of violence
are largely dormant.
In the one pending Canadian action, Carmichael, the Group
filed a motion for summary judgement based on the statute of
limitations, which was denied. The Group appealed that ruling,
and oral argument took place on 16 December 2019. A ruling
has not yet been issued.
248 GSK Annual Report 2019
Notes to the financial statements continued Manufacturers of other PPIs also are named as co-defendants
in the MDL. The Group has filed motions to dismiss several
hundred cases, but the MDL Court has not yet ruled on those
motions. The first PPI bellwether trial is set for November 2021.
Zantac
The Group has been contacted by several regulatory authorities
regarding the detection of genotoxic nitrosamine (NDMA) in
Zantac (ranitidine) products. Based on the information received
to date and correspondence with regulators, the Group made
the decision in September 2019 to suspend the release,
distribution and supply of all dose forms of Zantac to all markets
pending the outcome of the ongoing tests and investigations.
Also, as a precautionary action, the Group made the decision in
early October 2019 to initiate a voluntary pharmacy/retail level
recall of all Zantac products globally. Ranitidine is subject to
regulatory scrutiny and the Group is continuing with
investigations into the potential source of NDMA. The first
Zantac personal injury claim was filed on 15 October 2019
against GSK and several other pharmaceutical companies in
US federal court in the Eastern District of California, followed by
additional filings, and on 6 February 2020, a multi-district
litigation (MDL) proceeding to hear Zantac cases was
established in the Southern District of Florida.
Zofran
Plaintiffs allege that their children suffered birth defects as a
result of the mothers’ ingestion of Zofran and/or generic
ondansetron for pregnancy-related nausea and vomiting.
Plaintiffs assert that the Group sold Zofran knowing it was
unsafe for pregnant women, failed to warn of the risks, and
illegally marketed Zofran ‘off-label’ for use by pregnant women.
As of January 2020, the Group is a defendant in 413 personal
injury lawsuits. All but two of the lawsuits are part of a multi-
district litigation (MDL) proceeding in US federal court in the
District of Massachusetts.
In the wake of the US Supreme Court’s pre-emption decision
in Merck v. Albrecht, the MDL judge directed GSK to re-file its
motion for summary judgment on federal pre-emption grounds.
46. Legal proceedings continued
– Discontinuation
In the UK, a long-pending group action alleges that Seroxat
caused severe discontinuation symptoms. In 2010, the Legal
Services Commission (LSC) withdrew public funding from
hundreds of claimants, causing termination of most claims. In
2015, the Legal Aid Agency (formerly the LSC) discharged the
public funding certificate following a 2013 recommendation of
its Special Cases Review Panel that these cases have poor
prospects of success.
However, more recently, Fortitude Law was engaged with the
purpose of resurrecting the Seroxat group action and obtained
third-party funding for the experts and the 103 remaining
claimants. The Group asked the court to require the third-party
funder to provide security for the litigation costs in the event
plaintiffs lose.
On 8 December 2017, the High Court ruled in favour of the
Group on its application for an order that the claimants’ litigation
funder give security for costs for a sum in excess of the total
funding it had committed to the case. The trial of the action
commenced in April 2019. The judge dismissed the cases on
the grounds that the allegations were insufficient to prove the
plaintiffs’ claims and that the cases were too far advanced to
allow plaintiffs to reframe them. The plaintiffs’ appeal was
heard in late October 2019. On 8 November 2019, the Court
of Appeal held in favour of GSK, dismissing the appeal
unanimously. On 24 January, the Supreme Court issued an
order denying plaintiffs’ request to appeal to that court.
The case will be sent back to the trial court judge for a
determination on whether judgement on these cases now
can be entered for GSK.
In addition to the UK matters, there is one individual US
discontinuation-type claim pending in the Central District
of California. The plaintiff in that matter alleges claims of
dystonia/dyskinesia caused by ingestion of Paxil. Trial is set
for 27 October 2020.
PPI litigation
The Group is a defendant in the ongoing proton pump inhibitor
(PPI) litigation, in which plaintiffs allege that their use of PPIs
caused serious bodily injuries, including acute kidney injury,
chronic kidney disease or end-stage renal failure. As of January
2020, there are approximately 1,900 personal injury lawsuits
involving Prevacid24HR pending against the Group, nearly all of
which are pending in a multi-district litigation (MDL) proceeding
in the District of New Jersey. In addition, as part of the
consumer business transaction with Pfizer, there are now
approximately 2,500 cases involving Nexium24HR pending
against the Group in the same MDL. A small subset of cases
involving both products are also pending in several state courts.
GSK Annual Report 2019 249
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued Average wholesale price
The Attorney General in Illinois filed suit against the Group
and a number of other pharmaceutical companies claiming
damages and restitution due to average wholesale price (AWP)
and/or wholesale acquisition cost (WAC) price reporting for
pharmaceutical products covered by the state’s Medicaid
programmes. The case alleged that the Group reported or
caused to be reported false AWP and WAC prices, which, in
turn, allegedly caused the state Medicaid agency to reimburse
providers more money for covered medicines than the agency
intended. The state sought recovery on behalf of itself as payer
and on behalf of in-state patients as consumers. GSK settled
the matter with the state as announced in October 2019,
thereby concluding the matter.
Cidra third-party payer litigation
On 25 July 2013, 41 major US healthcare insurers filed a lawsuit
against the Group, seeking compensation for reimbursements
they made for medicines manufactured between 2000 and
2006 at the Group’s former Cidra plant in Puerto Rico. The
insurers claimed that the Group knowingly marketed and sold
adulterated drugs manufactured under conditions non-compliant
with cGMP (current good manufacturing practices) and that
they, as third-party insurers, were unlawfully induced to pay
for them. In November 2019, the Group resolved the lawsuit
and reached a settlement with all plaintiffs, thereby concluding
the matter.
46. Legal proceedings continued
The Court heard oral argument on GSK’s renewed motion on
5 November 2019. Additionally, in response to plaintiffs’ claims
that FDA would have changed Zofran’s labelling had GSK
provided certain additional information to FDA, on 1 November
2019, GSK submitted a Citizen Petition to FDA providing the
information identified by plaintiffs and requesting that FDA
provide guidance on whether such information merits a label
change. The Court has deferred the first trial date to 4 May
2020 to allow FDA time to respond to the Petition.
GSK is also a defendant in four proposed class actions in
Canada. There has been no significant activity in these matters.
Sales and marketing and regulation
The Group’s marketing and promotion of its Pharmaceutical and
Vaccine products are the subject of certain governmental
investigations and private lawsuits brought by litigants under
various theories of law. The Group has been able to make a
reliable estimate of the expected financial effect of the matters
discussed in this category and has included a provision for such
matters in the provision for legal and other disputes, except as
noted below.
Matters for which the Group has made a provision are also
noted in Note 31, ‘Other provisions’.
SFO and SEC/DOJ Anti-corruption enquiries
On 27 May 2014, the UK Serious Fraud Office (SFO) began
a formal criminal investigation into the Group’s commercial
operations in a number of countries, including China. The
SFO inquiry followed investigations initiated by China’s Ministry
of Public Security in June 2013 (the ‘China Investigations’).
Parallel investigations were undertaken by the US Securities
and Exchange Commission (SEC) and the US Department of
Justice (DOJ).
While the underlying commercial operations investigations have
been resolved, as previously reported, in the course of its
inquiry, the SFO had requested additional information from the
Group regarding third-party advisers engaged by the company
in the course of the China Investigations. The SEC and DOJ are
also investigating these matters. The Group is co-operating and
responding to these requests. On 22 February 2019, the SFO
announced that it had closed its investigation and confirmed
that it would be taking no further action against the Group.
The SEC and DOJ investigations into these matters continue.
The Group is unable to make a reliable estimate of the expected
financial effect of these investigations, and no provision has
been made for them.
250 GSK Annual Report 2019
Notes to the financial statements continued Commercial and corporate
The Group is a defendant in certain cases which allege
violations of US federal securities and ERISA laws. The Group
has been able to make a reliable estimate of the expected
financial effect of the matters discussed in this category and
has included a provision for such matters in the provision for
legal and other disputes. Matters for which the Group has made
a provision are also noted in Note 31, ‘Other provisions’.
Securities/ERISA class actions – Stiefel
On 12 December 2011, the US Securities and Exchange
Commission (SEC) filed a formal complaint against Stiefel
Laboratories, Inc., and Charles Stiefel in the US District Court
for the District of Florida, alleging that Stiefel and its principals
violated federal securities laws by inducing Stiefel employees
to sell their shares in the employee stock plan back to the
company at a greatly undervalued price and without disclosing
to employees that the company was about to be sold to the
Group. After several years of inactivity, the case was
re-assigned to a new judge, who set a trial date of 6 July 2020.
On 26 February 2020, the parties reached an agreement in
principle to settle the case, which is subject to final approval
by the SEC.
In addition to the SEC case, one private matter (the Martinolich
case) remains. It is also pending in federal district court in
Florida but has been stayed pending the trial of the SEC matter.
The allegations in the Martinolich case largely track those in the
SEC matter: the plaintiff, a former Stiefel employee, alleges that
Stiefel and its officers and directors violated the US Employee
Retirement Income Security Act (ERISA) and federal and state
securities laws by inducing Stiefel employees to sell their shares
in the employee stock plan back to Stiefel at a greatly
undervalued price and without disclosing to employees that
Stiefel was about to be sold to the Group.
46. Legal proceedings continued
Anti-trust/competition
Certain governmental actions and private lawsuits have been
brought against the Group alleging violation of competition or
anti-trust laws. The Group has been able to make a reliable
estimate of the expected financial effect of the matters
discussed in this category and has included a provision for
such matters in the provision for legal and other disputes,
except as noted below.
Matters for which the Group has made a provision are also
noted in Note 31, ‘Other provisions’.
UK Competition and Markets Authority investigation
On 12 February 2016, the UK Competition and Markets
Authority (CMA) issued a decision fining the Group
£37.6 million for infringement of the Competition Act, in
connection with agreements to settle patent disputes the
Group entered into in 2001 and 2002 with potential suppliers
of generic paroxetine formulations. The Group appealed to the
Competition Appeal Tribunal (CAT), which delivered its initial
judgement upholding the fine on 8 March 2018 but referred
certain questions of law to the European Union Court of Justice
(ECJ). On 30 January 2020, the ECJ issued its judgement
endorsing the criteria used by the CMA in levying the fine,
and the matter now will return to the CAT for entry of a final
judgement.
Lamictal
Purported classes of direct and indirect purchasers filed suit in
the US District Court for the District of New Jersey alleging that
the Group and Teva Pharmaceuticals unlawfully conspired to
delay generic competition for Lamictal, resulting in overcharges
to the purchasers, by entering into an allegedly anti-competitive
reverse payment settlement to resolve patent infringement
litigation. A separate count accuses the Group of monopolising
the market.
On 26 June 2015, the Court of Appeals reversed the trial
court’s decision to dismiss the case and remanded the action
back to the trial court. On 18 May 2016, the trial court denied
the indirect purchaser class plaintiffs’ motion for reconsideration
of the Court’s dismissal of their claims. As a result, the indirect
purchaser class representatives agreed to a settlement to exit
the case and resolve their remaining claims. On 13 December
2018, the trial judge granted plaintiffs’ class certification motion,
certifying a class of direct purchasers in this action. The Group
is pursuing an appeal with the Court of Appeals regarding the
class certification. On 18 March 2019, the Third Circuit Court
of Appeals granted the Group’s motion agreeing to review the
class certification decision. Briefing for the appeal has
concluded. Oral argument is expected to occur in March 2020.
GSK Annual Report 2019 251
Investor informationFinancial statementsStrategic reportGovernance and remunerationNotes to the financial statements continued Company balance sheet – UK GAAP
(including FRS 101 ‘Reduced Disclosure Framework’) as at 31 December 2019
Fixed assets – investments
Current assets:
Trade and other receivables
Cash at bank
Total current assets
Bank overdrafts
Short term borrowings
Trade and other payables
Total current liabilities
Net current assets
Total assets less current liabilities
Provisions for liabilities
Other non-current liabilities
Net assets
Capital and reserves
Share capital
Share premium account
Other reserves
Retained earnings:
At 1 January
Loss for the year
Other changes in retained earnings
Equity shareholders’ funds
2019
£m
Notes
E
F
G
H
I
J
K
K
L
18,117
(53)
31,142
2019
£m
54,854
2,210
12
2,222
–
(1,000)
(609)
(1,609)
613
55,467
(4)
(317)
55,146
1,346
3,174
1,420
49,206
55,146
2018
£m
22,106
(62)
(3,927)
2018
£m
19,987
8,394
12
8,406
(12)
(3,500)
(610)
(4,122)
4,284
24,271
(16)
(282)
23,973
1,345
3,091
1,420
18,117
23,973
The financial statements on pages 252 to 256 were approved by the Board on 3 March 2020 and signed on its behalf by
Sir Jonathan Symonds
Chairman
GlaxoSmithKline plc
Registered number: 3888792
Company statement of changes in equity
for the year ended 31 December 2019
At 1 January 2018
Loss and Total comprehensive expense attributable to shareholders
Dividends to shareholders
Shares issued under employee share schemes
At 31 December 2018
Loss for the year
Distribution received of GlaxoSmithKline Consumer Healthcare Holdings Limited
Total comprehensive income for the year
Dividends to shareholders
Shares issued under employee share schemes
Treasury shares transferred to the ESOP Trusts
At 31 December 2019
252 GSK Annual Report 2019
Share
capital
£m
1,343
Share premium
account
£m
3,019
–
–
2
–
–
72
Other
reserves
£m
1,420
–
–
–
Retained
earnings
£m
22,106
(62)
(3,927)
–
1,345
3,091
1,420
18,117
–
–
–
–
1
–
–
–
–
–
50
33
–
–
–
–
–
–
(53)
34,800
34,747
(3,953)
–
295
Total
equity
£m
27,888
(62)
(3,927)
74
23,973
(53)
34,800
34,747
(3,953)
51
328
1,346
3,174
1,420
49,206
55,146
Notes to the company balance sheet –
UK GAAP (including FRS 101 ‘Reduced Disclosure Framework’)
A) Presentation of the financial statements
Description of business
GlaxoSmithKline plc is the parent company of GSK, a major
global healthcare group which is engaged in the creation
and discovery, development, manufacture and marketing of
pharmaceutical products, including vaccines, over-the-counter
(OTC) medicines and health-related consumer products.
Preparation of financial statements
The financial statements, which are prepared using the
historical cost convention (as modified to include the revaluation
of certain financial instruments) and on a going concern basis,
are prepared in accordance with Financial Reporting Standard
101 ‘Reduced Disclosure Framework’ and with UK accounting
presentation and the Companies Act 2006 as at 31 December
2019, with comparative figures as at 31 December 2018.
As permitted by section 408 of the Companies Act 2006, the
income statement of the company is not presented in this
Annual Report.
The company is included in the Group financial statements of
GlaxoSmithKline plc, which are publicly available.
The following exemptions from the requirements of IFRS have
been applied in the preparation of these financial statements,
in accordance with FRS 101:
– Paragraphs 45(b) and 46 to 52 of IFRS 2, ‘Share-based
payment’
– IFRS 7, ‘Financial Instruments – Disclosures’
– Paragraphs 91-99 of IFRS 13, ‘Fair value measurement’
– Paragraph 38 of IAS 1, ‘Presentation of financial statements’
comparative information requirements in respect of
paragraph 79(a) (iv) of IAS 1
– Paragraphs 10(d), 10(f), 16, 38(A), 38 (B to D), 40 (A to D),
111 and 134 to 136 of IAS 1, ‘Presentation of financial
statements’
– IAS 7, ‘Statement of cash flows’
– Paragraph 30 and 31 of IAS 8, ‘Accounting policies, changes
in accounting estimates and errors’
– Paragraph 17 of IAS 24, ‘Related party disclosures’ and the
further requirement in IAS 24 to disclose related party
transactions entered into between two or more members
of a Group.
Accounting convention and standards
The balance sheet has been prepared using the historical
cost convention and complies with applicable UK accounting
standards.
Accounting principles and policies
The preparation of the balance sheet in conformity with
generally accepted accounting principles requires management
to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent
assets and liabilities at the date of the balance sheet. Actual
amounts could differ from those estimates.
The balance sheet has been prepared in accordance with the
company’s accounting policies approved by the Board and
described in Note B. These policies have been consistently
applied, unless otherwise stated.
Key accounting judgements and estimates
No key accounting judgements or estimates were required in
the current year.
B) Accounting policies
Foreign currency transactions
Foreign currency transactions are recorded at the exchange
rate ruling on the date of transaction. Foreign currency assets
and liabilities are translated at rates of exchange ruling at the
balance sheet date.
Dividends paid and received
Dividends paid and received are included in the financial
statements in the period in which the related dividends are
actually paid or received.
Expenditure
Expenditure is recognised in respect of goods and services
received when supplied in accordance with contractual terms.
Provision is made when an obligation exists for a future liability
in respect of a past event and where the amount of the
obligation can be reliably estimated.
Investments in subsidiary companies
Investments in subsidiary companies are held at cost less any
provision for impairment and also adjusted for movements in
contingent consideration.
Impairment of investments
The carrying value of investments are reviewed for impairment
when there is an indication that the investment might be
impaired. Any provision resulting from an impairment review
is charged to the income statement in the year concerned.
Share-based payments
The issuance by the company to its subsidiaries of a grant over
the company’s shares, represents additional capital
contributions by the company in its subsidiaries. An additional
investment in subsidiaries results in a corresponding increase
in shareholders’ equity. The additional capital contribution is
based on the fair value of the grant issued, allocated over the
underlying grant’s vesting period.
GSK Annual Report 2019 253
Investor informationFinancial statementsStrategic reportGovernance and remuneration Notes to the company balance sheet – UK GAAP
(including FRS 101 ‘Reduced Disclosure Framework’) continued
Taxation
Current tax is provided at the amounts expected to be paid
applying tax rates that have been enacted or substantively
enacted by the balance sheet date.
Financial guarantees
Liabilities relating to guarantees issued by the company on
behalf of its subsidiaries are initially recognised at fair value
and amortised over the life of the guarantee.
Deferred tax is provided in full, using the liability method, on
temporary differences arising between the tax bases of assets
and liabilities and their carrying amounts in the financial
statements. Deferred tax assets are only recognised to the
extent that they are considered recoverable against future
taxable profits.
Deferred tax is measured at the average tax rates that are
expected to apply in the periods in which the temporary
differences are expected to be realised or settled. Deferred
tax liabilities and assets are not discounted.
E) Fixed assets – investments
Shares in GlaxoSmithKline Services Unlimited
Shares in GlaxoSmithKline Holdings (One) Limited
Shares in GlaxoSmithKline Holdings Limited
Shares in GlaxoSmithKline Consumer Healthcare Holdings Limited
Shares in GlaxoSmithKline Mercury Limited
Capital contribution relating to share-based payments
Contribution relating to contingent consideration
C) Operating profit
A fee of £12,000 (2018 – £12,000) relating to the audit of the
company has been charged in operating profit.
D) Dividends
The directors declared four interim dividends resulting in a
dividend for the year of 80 pence, in line with the dividend for
2018. For further details, see Note 16 to the Group financial
statements, ‘Dividends’.
2019
£m
637
18
17,888
34,800
33
53,376
1,139
339
54,854
2018
£m
613
18
17,888
–
33
18,552
1,139
296
19,987
The shares in GlaxoSmithKline Consumer Healthcare Holdings Limited were received during the year as a dividend in specie as
part of a Group reorganisation prior to the acquisition of the Pfizer consumer healthcare business.
2019
£m
2018
£m
14
1,645
1,659
551
2,210
10
7,889
7,899
495
8,394
F) Trade and other receivables
Amounts due within one year:
UK Corporation tax recoverable
Amounts owed by Group undertakings
Amounts due after more than one year:
Amounts owed by Group undertakings
254 GSK Annual Report 2019
Notes to the company balance sheet – UK GAAP
(including FRS 101 ‘Reduced Disclosure Framework’) continued
G) Short-term borrowings
The £1 billion borrowing at 31 December 2019 relates to the balance of a facility taken out in June 2018 as part of the financing
of the buyout of the non-controlling interest in the Consumer Healthcare Joint Venture held by Novartis. The maturity date of the
remaining borrowing is now 1 June 2020.
H) Trade and other payables
Amounts due within one year:
Other creditors
Contingent consideration payable
Amounts owed to Group undertakings
2019
£m
564
22
23
609
2018
£m
567
14
29
610
The company has guaranteed debt issued by its subsidiary companies from two of which it receives fees. In aggregate, the company
has outstanding guarantees over £27.8 billion of debt instruments (2018 – £22.2 billion). The amounts due from the subsidiary
company in relation to these guarantee fees will be recovered over the life of the bonds and are disclosed within ‘Trade and other
receivables’ (see Note F).
I) Provisions for liabilities
At 1 January
Exchange adjustments
Charge for the year
Utilised
At 31 December
The provisions relate to a number of legal and other disputes in which the company is currently involved.
J) Other non-current liabilities
Contingent consideration payable
2019
£m
16
–
5
(17)
4
2019
£m
317
317
2018
£m
27
2
16
(29)
16
2018
£m
282
282
The contingent consideration relates to the amount payable for the acquisition in 2015 of the Novartis Vaccines portfolio. The
current year liability is included within ‘Trade and other payables’.
GSK Annual Report 2019 255
Investor informationFinancial statementsStrategic reportGovernance and remuneration Notes to the company balance sheet – UK GAAP
(including FRS 101 ‘Reduced Disclosure Framework’) continued
K) Share capital and share premium account
Share capital issued and fully paid
At 1 January 2018
Issued under employee share schemes
At 31 December 2018
Issued under employee share schemes
Ordinary shares acquired by ESOP trusts
At 31 December 2019
Number of shares issuable under employee share schemes
Number of unissued shares not under option
Ordinary Shares of 25p each
Share
premium
account
Number
£m
£m
5,372,553,820
6,513,804
5,379,067,624
4,034,607
–
1,343
2
1,345
1
–
3,019
72
3,091
50
33
5,383,102,231
1,346
3,174
31 December
2019
000
57,871
4,559,027
31 December
2018
000
56,723
4,564,209
At 31 December 2019, of the issued share capital, 36,365,045 shares were held in the ESOP Trusts, 393,505,950 shares were
held as Treasury shares and 4,953,231,236 shares were in free issue. All issued shares are fully paid. The nominal, carrying and
market values of the shares held in the ESOP Trusts are disclosed in Note 44, ‘Employee share schemes’.
L) Retained earnings
The loss of GlaxoSmithKline plc for the year was £53 million (2018 – £62 million loss). After dividends paid of £3,953 million
(2018 – £3,927 million), the effect of £295 million Treasury shares transferred to a subsidiary company (2018 – £nil) and the
£34,800 million distribution received of the shares in a subsidiary company, retained earnings at 31 December 2019 stood at
£49,206 million (2018 – £18,117 million), of which £38,896 million was unrealised (2018 – £4,096 million). Dividends to
shareholders are paid out of the realised profits of the company, which at 31 December 2019 amounted to £10,310 million
(2018 – £14,021 million).
M) Group companies
See pages 299 to 310 for a complete list of subsidiaries, associates and joint ventures, which forms part of these financial
statements.
256 GSK Annual Report 2019
Strategic report
Governance and remuneration
Financial statements
Investor information
Investor
information
In this section
Quarterly trend
Pharmaceuticals turnover
Vaccines turnover
Five year record
Product development pipeline
Products, competition and intellectual property
Principal risks and uncertainties
Share capital and share price
Dividends
Financial calendar
Annual General Meeting 2020
Tax information for shareholders
Shareholder services and contacts
US law and regulation
Group companies
Glossary of terms
258
260
262
263
269
272
275
288
290
291
291
292
294
296
299
311
GSK Annual Report 2019 257
GSK Annual Report 2019 257
Investor informationFinancial statementsStrategic reportGovernance and remuneration Financial record
Quarterly trend
An unaudited analysis of the Group results is provided by quarter in Sterling for the financial year 2019.
Income statement – Total
Turnover
Pharmaceuticals
Vaccines
Consumer Healthcare
Corporate and other unallocated turnover
Total turnover
Cost of sales
Selling, general and administration
Research and development
Royalty income
Other operating income/(expense)
Operating profit
Net finance costs
Share of after-tax profits of associates
and joint ventures
Profit before taxation
Taxation
Tax rate %
Profit after taxation for the period
Profit attributable to non-controlling interests
Profit attributable to shareholders
Basic earnings per share (pence)
Diluted earnings per share (pence)
Income statement – Adjusted
Total turnover
Cost of sales
Selling, general and administration
Research and development
Royalty income
Operating profit
Net finance costs
Share of after-tax profits of associates
and joint ventures
Profit before taxation
Taxation
Tax rate %
Profit after taxation for the period
Profit attributable to non-controlling interests
Profit attributable to shareholders
Adjusted earnings per share (pence)
12 months 2019
Q4 2019
Reported
Pro-forma
£m
£%
CER%
CER%
£m
£%
Reported
CER%
Q3 2019
£m
£%
Reported
CER%
Q2 2019
Reported
CER%
Q1 2019
£m
£%
Reported
CER%
–
19
2
4
4
4
5
7
13
17
(3)
17,554
7,157
8,995
33,706
48
33,754
(11,863)
(11,402)
(4,568)
351
689
6,961
(814)
74
6,221
(953)
15.3%
5,268
623
4,645
93.9p
92.6p
33,754
(10,079)
(10,715)
(4,339)
351
8,972
(810)
74
8,236
(1,318)
16.0%
6,918
787
6,131
123.9p
2
21
17
9
10
16
15
17
17
27
30
30
27
10
10
13
16
17
3
2
6
4
–
19
17
8
8
16
13
15
17
23
25
26
23
8
10
12
14
17
–
(1)
3
1
(5)
18
35
8
9
12
31
16
4
22
25
17
6
9
12
23
14
4
(16)
(4)
21
37
10
11
14
31
17
4
29
32
23
12
11
15
23
16
4
(11)
(18)
(13)
(13)
(8)
4,558
1,742
2,571
8,871
28
8,899
(3,248)
(3,443)
(1,243)
82
855
1,902
(195)
4
1,711
(194)
11.3%
1,517
218
1,299
26.2p
25.9p
8,899
(2,848)
(3,117)
(1,164)
82
1,852
(197)
4
1,659
(207)
12.5%
1,452
225
1,227
24.8p
(21)
(16)
4,531
2,308
2,526
9,365
20
9,385
(3,245)
(2,892)
(1,206)
118
(13)
2,147
(213)
17
1,951
(235)
12.0%
1,716
164
1,552
31.4p
31.0p
9,385
(2,785)
(2,768)
(1,164)
118
2,786
(206)
17
2,597
(411)
15.8%
2,186
275
1,911
38.6p
7
20
30
16
16
23
14
22
26
12
14
13
9
16
17
20
21
26
10
12
16
9
3
15
25
11
11
21
11
18
24
3
4
3
(1)
11
15
16
17
24
3
4
8
1
>100
94
>100
>100
>100
>100
£m
4,307
1,585
1,917
7,809
–
7,809
(2,637)
(2,590)
(1,113)
78
(63)
1,484
(216)
(4)
1,264
(214)
16.9%
1,050
86
964
19.5p
19.3p
7,809
(2,243)
(2,433)
(1,040)
78
2,171
(220)
(4)
1,947
(300)
15.4%
1,647
138
1,509
30.5p
£%
2
26
5
7
7
14
5
20
7
90
20
7
8
4
7
3
–
6
9
(1)
23
4
5
5
14
3
17
4
80
5
7
2
16
4
(1)
(4)
2
4
4,158
1,522
1,981
7,661
–
7,661
(2,733)
(2,477)
(1,006)
73
(90)
1,428
(190)
57
1,295
(310)
23.9%
985
155
830
16.8p
16.7p
7,661
(2,203)
(2,397)
(971)
73
2,163
(187)
57
2,033
(400)
19.7%
1,633
149
1,484
30.1p
4
23
–
6
6
14
7
11
38
15
17
30
50
6
1
5
9
38
12
13
14
22
2
20
1
5
5
15
6
8
42
10
11
23
42
5
2
4
6
42
9
10
10
18
The calculation of Adjusted results is described on page 50.
258 GSK Annual Report 2019
An unaudited analysis of the Group results is provided by quarter in Sterling for the financial year 2019.
12 months 2019
Q4 2019
Reported
Pro-forma
£m
£%
CER%
CER%
£m
£%
Reported
CER%
Q3 2019
£m
£%
Reported
CER%
Financial record continued
Quarterly trend continued
4,531
2,308
2,526
9,365
20
9,385
(3,245)
(2,892)
(1,206)
118
(13)
2,147
(213)
17
1,951
(235)
12.0%
1,716
164
1,552
31.4p
31.0p
9,385
(2,785)
(2,768)
(1,164)
118
2,786
(206)
17
2,597
(411)
15.8%
2,186
275
1,911
38.6p
7
20
30
16
16
23
14
22
26
12
14
13
9
16
17
20
21
26
10
12
16
9
3
15
25
11
11
21
11
18
24
3
4
3
(1)
11
15
16
17
24
3
4
8
1
Quarterly trend
Income statement – Total
Turnover
Pharmaceuticals
Vaccines
Consumer Healthcare
Corporate and other unallocated turnover
Total turnover
Cost of sales
Selling, general and administration
Research and development
Royalty income
Other operating income/(expense)
Share of after-tax profits of associates
Operating profit
Net finance costs
and joint ventures
Profit before taxation
Taxation
Tax rate %
Profit after taxation for the period
Profit attributable to non-controlling interests
Profit attributable to shareholders
Basic earnings per share (pence)
Diluted earnings per share (pence)
Income statement – Adjusted
Total turnover
Cost of sales
Selling, general and administration
Research and development
Share of after-tax profits of associates
Royalty income
Operating profit
Net finance costs
and joint ventures
Profit before taxation
Taxation
Tax rate %
Profit after taxation for the period
Profit attributable to non-controlling interests
Profit attributable to shareholders
Adjusted earnings per share (pence)
The calculation of Adjusted results is described on page 50.
–
19
2
4
4
4
5
7
13
17
(3)
17,554
7,157
8,995
33,706
48
33,754
(11,863)
(11,402)
(4,568)
351
689
6,961
(814)
74
6,221
(953)
15.3%
5,268
623
4,645
93.9p
92.6p
33,754
(10,079)
(10,715)
(4,339)
351
8,972
(810)
74
8,236
(1,318)
16.0%
6,918
787
6,131
123.9p
2
21
17
9
10
16
15
17
17
27
30
30
27
10
10
13
16
17
3
2
6
4
–
19
17
8
8
16
13
15
17
23
25
26
23
8
10
12
14
17
–
(1)
3
1
4,558
1,742
2,571
8,871
28
8,899
(3,248)
(3,443)
(1,243)
82
855
1,902
(195)
4
1,711
(194)
11.3%
1,517
218
1,299
26.2p
25.9p
8,899
(2,848)
(3,117)
(1,164)
82
1,852
(197)
4
1,659
(207)
12.5%
1,452
225
1,227
(5)
18
35
8
9
12
31
16
4
22
25
17
6
9
12
23
14
4
(4)
21
37
10
11
14
31
17
4
29
32
23
12
11
15
23
16
4
(16)
(11)
(18)
(13)
(13)
(8)
24.8p
(21)
(16)
£m
4,307
1,585
1,917
7,809
–
7,809
(2,637)
(2,590)
(1,113)
78
(63)
1,484
(216)
(4)
1,264
(214)
16.9%
1,050
86
964
19.5p
19.3p
7,809
(2,243)
(2,433)
(1,040)
78
2,171
(220)
(4)
1,947
(300)
15.4%
1,647
138
1,509
30.5p
Q2 2019
£%
2
26
5
7
7
14
5
20
7
90
(1)
23
4
5
5
14
3
17
4
80
>100
94
>100
>100
>100
>100
7
8
4
20
7
3
–
6
9
5
7
2
16
4
(1)
(4)
2
4
Reported
CER%
Q1 2019
£m
£%
Reported
CER%
4,158
1,522
1,981
7,661
–
7,661
(2,733)
(2,477)
(1,006)
73
(90)
1,428
(190)
57
1,295
(310)
23.9%
985
155
830
16.8p
16.7p
7,661
(2,203)
(2,397)
(971)
73
2,163
(187)
57
2,033
(400)
19.7%
1,633
149
1,484
30.1p
4
23
–
6
6
14
7
11
38
15
17
30
50
6
1
5
9
38
12
13
14
22
2
20
1
5
5
15
6
8
42
10
11
23
42
5
2
4
6
42
9
10
10
18
GSK Annual Report 2019 259
Investor informationFinancial statementsStrategic reportGovernance and remuneration Financial record continued
Pharmaceutical turnover by therapeutic area 2019
Total
Growth
£% CER%
15
18
10
13
5
8
9
5
(10)
(8)
(13)
(11)
>100 >100
US
2019
Growth
£m
£% CER%
6
10
1,742
–
4
1,289
(2)
2
324
3
5
41
(17)
(13)
161
381
(37)
(34)
382 >100 >100
36
3
5
1
(4)
33
1
2
(1)
(6)
>100 >100
–
–
(36)
(16)
(30)
30
30
–
–
(7)
(10)
(29)
6
27
8
6
2
6
–
(2)
(8)
(6)
(13)
(9)
2
(35)
(17)
(31)
25
25
–
–
(8)
(11)
(29)
4
25
6
2
3
6
(1)
(3)
(10)
(6)
(15)
(9)
–
453
3,004
2,938
977
1,611
28
33
(1)
3
–
4
(9)
(6)
(7)
(4)
303 >100 >100
–
47
–
3
53
10
535
535
134
134
(57)
(9)
(44)
27
27
–
–
(57)
(12)
(44)
23
23
–
–
1,987
1,415
502
368
547
(24)
(22)
(23)
(21)
(56)
(54)
6
11
49
55
(2) >(100) >(100)
–
–
–
3
–
4
59
284
–
14
208
7,402
–
–
(67)
2
(8)
–
(33)
(40)
(1)
–
–
(67)
–
(12)
–
(38)
(43)
(4)
2019
£m
783
577
120
–
73
282
102
206
1,156
1,086
395
626
56
9
23
29
18
46
46
96
95
2,044
807
502
88
120
69
28
159
172
208
52
112
37
31
466
4,125
Europe
Growth
£% CER%
29
29
27
26
20
19
–
–
(1)
(1)
12
11
>100 >100
36
(3)
–
5
(11)
37
(2)
–
6
(11)
>100 >100
–
–
(48)
(17)
(25)
28
24
–
–
(8)
(13)
(16)
(5)
(8)
(7)
–
(1)
(5)
(13)
(9)
(1)
(5)
3
(5)
1
(48)
(14)
(29)
28
24
–
–
(8)
(12)
(16)
(4)
(7)
(5)
(4)
(1)
(4)
(12)
(7)
–
(5)
3
(4)
2
2019
£m
556
447
70
7
28
308
34
109
694
609
290
312
7
–
49
15
21
32
32
–
–
4,745
1,678
726
173
271
257
251
283
430
362
27
170
123
62
1,610
6,027
International
Growth
£% CER%
31
33
27
29
21
23
20
40
17
17
19
21
>100 >100
56
13
22
28
15
50
13
22
28
15
>100 >100
–
–
(26)
(32)
(25)
>100
>100
–
–
1
4
–
2
6
14
7
4
11
13
4
(12)
(6)
(14)
(4)
5
(24)
(32)
(25)
94
94
–
–
1
3
(1)
2
7
11
3
6
11
11
–
(13)
(7)
(15)
(4)
4
Therapeutic area/major products
Respiratory
Ellipta products
Anoro Ellipta
Arnuity Ellipta
Incruse Ellipta
Relvar/Breo Ellipta
Trelegy Ellipta
Nucala
HIV
Dolutegravir products
Tivicay
Triumeq
Juluca
Dovato
Epzicom/Kivexa
Selzentry
Other
Immuno-inflammation
Benlysta
Oncology
Zejula
Established pharmaceuticals
Established Respiratory
Seretide/Advair
Flixotide/Flovent
Ventolin
Avamys/Veramyst
Other Respiratory
Dermatology
Augmentin
Avodart
Imigran/Imitrex
Lamictal
Seroxat/Paxil
Valtrex
Other
2019
£m
3,081
2,313
514
48
262
971
518
768
4,854
4,633
1,662
2,549
366
56
75
97
49
613
613
230
229
8,776
3,900
1,730
629
938
324
279
445
602
574
138
566
160
107
2,284
2018
£m
2,612
2,049
476
44
284
1,089
156
563
4,722
4,420
1,639
2,648
133
–
117
115
70
472
473
–
–
9,463
4,316
2,422
595
737
300
262
435
570
572
141
617
170
123
2,519
Pharmaceuticals
17,554
17,269
260 GSK Annual Report 2019
Financial record continued
Pharmaceutical turnover by therapeutic area 2018
Therapeutic area/major products
Respiratory
Ellipta products
Anoro Ellipta
Arnuity Ellipta
Incruse Ellipta
Relvar/Breo Ellipta
Trelegy Ellipta
Nucala
HIV
Dolutegravir products
Tivicay
Triumeq
Juluca
Dovato
Epzicom/Kivexa
Selzentry
Other
Immuno-inflammation
Benlysta
Oncology
Zejula
Established pharmaceuticals
Established Respiratory
Seretide/Advair
Flixotide/Flovent
Ventolin
Avamys/Veramyst
Other Respiratory
Dermatology
Augmentin
Avodart
Imigran/Imitrex
Lamictal
Seroxat/Paxil
Valtrex
Other
2018
£m
2,612
2,049
476
44
284
1,089
156
563
4,722
4,420
1,639
2,648
133
–
117
115
70
472
473
–
–
9,463
4,316
2,422
595
737
300
262
435
570
572
141
617
170
123
2,519
2017
£m
1,930
1,586
342
35
201
1,006
2
344
4,350
3,870
1,404
2,461
5
–
234
128
118
377
375
–
–
10,619
5,061
3,130
596
767
281
287
456
587
613
168
650
184
128
2,772
Pharmaceuticals
17,269
17,276
Total
Growth
£% CER%
35
29
39
26
41
8
38
32
42
29
44
10
>100 >100
64
66
9
14
17
8
11
16
19
9
>100 >100
–
–
(48)
(9)
(40)
28
29
–
–
(8)
(13)
(21)
3
(1)
10
(7)
–
2
(5)
(16)
(3)
(5)
(1)
(6)
(50)
(10)
(41)
25
26
–
–
(11)
(15)
(23)
–
(4)
7
(9)
(4)
(3)
(7)
(16)
(5)
(8)
(4)
(9)
–
2018
£m
1,586
1,245
318
39
186
581
121
341
2,913
2,830
1,036
1,670
124
–
7
58
18
420
420
–
–
2,534
1,782
1,097
333
352
–
–
3
–
12
58
310
–
21
348
US
Growth
£% CER%
28
24
36
22
39
(3)
31
27
39
25
42
(1)
>100 >100
44
48
8
11
12
2
10
13
15
5
>100 >100
–
–
(74)
(11)
(59)
27
27
–
–
(21)
(21)
(30)
6
(5)
–
–
(57)
–
(20)
(23)
(5)
–
5
(32)
(74)
(12)
(59)
24
24
–
–
(23)
(23)
(32)
3
(7)
–
–
(57)
–
(20)
(25)
(7)
–
5
(34)
(2)
2018
£m
609
457
101
–
74
253
29
152
1,194
1,091
377
706
8
–
44
35
24
36
37
–
–
2,233
924
599
93
130
74
28
161
181
240
57
113
39
30
488
2
7,453
1
4,072
Europe
Growth
£% CER%
55
42
46
–
45
25
54
41
45
–
45
24
>100 >100
>100 >100
7
18
20
17
–
–
(61)
(17)
(35)
33
37
–
–
(9)
(13)
(19)
(2)
(2)
(3)
4
(1)
(1)
(19)
(12)
6
–
3
(3)
2
6
17
18
15
–
–
(61)
(17)
(38)
33
33
–
–
(10)
(14)
(20)
(3)
(2)
(4)
–
(2)
(2)
(20)
(14)
5
–
3
(4)
1
2018
£m
417
347
57
5
24
255
6
70
615
499
226
272
1
–
66
22
28
16
16
–
–
4,696
1,610
726
169
255
226
234
271
389
320
26
194
131
72
1,683
5,744
International
Growth
£% CER%
40
33
46
67
50
26
–
84
14
28
37
21
–
–
(28)
10
(26)
45
60
–
–
(4)
(4)
(7)
(5)
–
11
(9)
(5)
(4)
6
–
(8)
(10)
(9)
(4)
–
45
38
54
67
56
31
–
89
20
35
47
25
–
–
(24)
15
(21)
64
80
–
–
1
–
(4)
1
7
16
(7)
2
3
11
–
(4)
(7)
(4)
1
5
GSK Annual Report 2019 261
Investor informationFinancial statementsStrategic reportGovernance and remuneration Financial record continued
Vaccines turnover 2019
Major products
Meningitis
Bexsero
Menveo
Other
Influenza
Fluarix, FluLaval
Shingles
Shingrix
Established vaccines
Infanrix, Pediarix
Boostrix
Hepatitis
Rotarix
Synflorix
Priorix, Priorix Tetra, Varilrix
Cervarix
Other
2019
£m
1,018
679
267
72
541
541
1,810
1,810
3,788
733
584
874
558
468
232
50
289
2018
£m
881
584
232
65
523
523
784
784
3,706
680
517
808
521
424
305
138
313
Vaccines
7,157
5,894
Total
Growth
£% CER%
16
15
16
16
13
15
11
11
1
3
3
1
>100
>100
>100
>100
1
2
8
6
11
13
6
6
11
(23)
(64)
(7)
8
7
10
(24)
(64)
(8)
21
2019
£m
430
260
170
–
412
412
1,669
1,669
1,394
360
299
529
140
–
–
–
66
US
Growth
£% CER%
10
15
25
30
(6)
(2)
–
–
3
7
3
7
>100
>100
>100
>100
11
15
17
22
9
13
16
11
–
–
–
3
11
6
–
–
–
2
2019
£m
343
319
18
6
56
56
54
54
1,035
213
156
231
112
54
100
21
148
2
3
6
(25)
(15)
(15)
>100
>100
Europe
Growth
£% CER%
3
4
6
(25)
(15)
(15)
>100
>100
(10)
(19)
(3)
(11)
(20)
(4)
(6)
2
(7)
(37)
5
8
(5)
(5)
3
(5)
(37)
5
10
(4)
19
3,905
45
39
1,488
£% represents growth at actual exchange rates. CER% represents growth at constant exchange rates.
Vaccines turnover 2018
Major products
Meningitis
Bexsero
Menveo
Other
Influenza
Fluarix, FluLaval
Shingles
Shingrix
Established vaccines
Infanrix, Pediarix
Boostrix
Hepatitis
Rotarix
Synflorix
Priorix, Priorix Tetra, Varilrix
Cervarix
Other
2018
£m
881
584
232
65
523
523
784
784
3,706
680
517
808
521
424
305
138
313
2017
£m
890
556
274
60
488
488
22
22
3,760
743
560
693
524
509
301
134
296
Vaccines
5,894
5,160
Total
Growth
£% CER%
2
(1)
5
9
(12)
(15)
7
8
10
7
10
7
>100
>100
>100
>100
–
(1)
(7)
(8)
(7)
(8)
19
1
(17)
2
2
6
17
(1)
(17)
1
3
6
14
2018
£m
374
200
174
–
385
385
733
733
1,209
296
265
458
126
–
–
–
64
US
Growth
£% CER%
13
10
34
32
(5)
(7)
–
–
9
7
9
7
>100
>100
>100
>100
8
5
(8)
(10)
3
1
21
(5)
–
–
–
45
45
24
(2)
–
–
–
49
48
2018
£m
336
311
17
8
66
66
2
2
1,157
266
162
245
110
58
159
20
137
1,561
Europe
Growth
£% CER%
(15)
(14)
(11)
(9)
(50)
(50)
(47)
(47)
33
35
33
35
–
–
–
–
(1)
–
(17)
(16)
(14)
(12)
22
16
(13)
(3)
(31)
32
(2)
21
15
(13)
(4)
(34)
30
(4)
16
2,701
£% represents growth at actual exchange rates. CER% represents growth at constant exchange rates.
262 GSK Annual Report 2019
2019
£m
245
100
79
66
73
73
87
87
1,359
160
129
114
306
414
132
29
75
1,764
2018
£m
171
73
41
57
72
72
49
49
1,340
118
90
105
285
366
146
118
112
1,632
International
Growth
£% CER%
50
43
48
37
100
93
16
16
4
1
4
1
76
78
76
78
2
1
35
36
44
43
9
7
13
(9)
(75)
(33)
8
10
8
13
(9)
(76)
(33)
9
International
Growth
£% CER%
22
52
(15)
24
(1)
(1)
–
–
(6)
28
(19)
7
18
(23)
27
(8)
(8)
–
–
(8)
20
(20)
(7)
(4)
(17)
6
12
(24)
(3)
–
(2)
(18)
9
12
(25)
–
Financial record continued
Five year record
A record of financial performance is provided, analysed in accordance with current reporting practice. The information included in
the Five year record is prepared in accordance with IFRS as adopted by the European Union and also with IFRS as issued by the
International Accounting Standards Board.
Group turnover by geographic region
US
Europe
International
Group turnover by segment
Pharmaceuticals
Vaccines
Consumer Healthcare
Segment turnover
Corporate and other unallocated turnover
Pharmaceuticals turnover
Respiratory
HIV
Immuno-inflammation
Oncology
Established Pharmaceuticals
Vaccines turnover
Meningitis
Influenza
Shingles
Established Vaccines
Consumer Healthcare turnover
Wellness
Oral health
Nutrition
Skin health
2019
£m
13,890
8,069
11,795
33,754
2019
£m
17,554
7,157
8,995
33,706
48
33,754
2019
£m
3,081
4,854
613
230
8,776
17,554
2019
£m
1,018
541
1,810
3,788
7,157
2019
£m
4,526
2,673
1,176
620
8,995
2018
£m
11,982
7,973
10,866
30,821
2018
£m
17,269
5,894
7,658
30,821
–
30,821
2018
(revised)
£m
2,612
4,722
472
–
9,463
17,269
2018
£m
881
523
784
3,706
5,894
2018
£m
3,940
2,496
643
579
7,658
2017
£m
11,263
7,943
10,980
30,186
2017
£m
17,276
5,160
7,750
30,186
–
30,186
2017
(revised)
£m
1,930
4,350
377
–
10,619
17,276
2017
£m
890
488
22
3,760
5,160
2017
£m
4,001
2,466
680
603
7,750
2016
£m
10,197
7,476
10,216
27,889
2016
£m
16,104
4,592
7,193
27,889
–
27,889
2016
(revised)
£m
1,052
3,556
340
–
11,156
16,104
2016
£m
662
414
–
3,516
4,592
2016
£m
3,726
2,223
674
570
7,193
2015
£m
8,222
6,435
9,266
23,923
2015
£m
14,157
3,656
6,038
23,851
72
23,923
2015
(revised)
£m
354
2,322
263
–
11,218
14,157
2015
£m
326
268
–
3,062
3,656
2015
£m
2,970
1,875
684
509
6,038
GSK Annual Report 2019 263
Investor informationFinancial statementsStrategic reportGovernance and remuneration Financial record continued
Five year record continued
Financial results – Total
Turnover
Operating profit
Profit before taxation
Profit after taxation
Basic earnings per share
Diluted earnings per share
Weighted average number of shares in issue:
Basic
Diluted
Financial results – Adjusted
Turnover
Operating profit
Profit before taxation
Profit after taxation
Adjusted earnings per share
Return on capital employed
2019
£m
33,754
6,961
6,221
5,268
pence
93.9
92.6
2018
£m
30,821
5,483
4,800
4,046
pence
73.7
72.9
2017
£m
30,186
4,087
3,525
2,169
pence
31.4
31.0
2016
£m
27,889
2,598
1,939
1,062
pence
18.8
18.6
2015
£m
23,923
10,322
10,526
8,372
pence
174.3
172.3
2019
millions
2018
millions
2017
millions
2016
millions
2015
millions
4,947
5,016
4,914
4,971
4,886
4,941
4,860
4,909
4,831
4,888
2019
£m
33,754
8,972
8,236
6,918
2018
£m
30,821
8,745
8,078
6,543
2017
£m
30,186
8,568
7,924
6,257
2016
£m
27,889
7,671
7,024
5,526
2015
£m
23,923
5,659
5,021
4,045
pence
123.9
pence
119.4
pence
111.8
pence
100.6
pence
74.6
%
56.5
%
134.0
%
83.4
%
28.0
%
152.4
Return on capital employed is calculated as total profit before taxation as a percentage of average net assets over the year.
264 GSK Annual Report 2019
Financial record continued
Five year record continued
Balance sheet
Non-current assets
Current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Net assets
Shareholders’ equity (2018 revised - see Note 1)
Non-controlling interests (2018 revised - see Note 1)
Total equity
Number of employees
US
Europe
International
Manufacturing
Selling
Administration
Research and development
2019
£m
60,201
19,491
79,692
(24,050)
(37,285)
(61,335)
2018
£m
41,139
16,927
58,066
(22,491)
(31,903)
(54,394)
2017
£m
40,474
15,907
56,381
(26,569)
(26,323)
(52,892)
2016
£m
42,370
16,711
59,081
(19,001)
(35,117)
(54,118)
2015
£m
36,859
16,587
53,446
(13,417)
(31,151)
(44,568)
18,357
3,672
3,489
4,963
8,878
11,405
6,952
18,357
2019
16,676
40,524
42,237
99,437
36,925
39,184
11,249
12,079
99,437
3,781
(109)
3,672
(68)
3,557
3,489
2018
13,804
41,943
39,743
95,490
36,527
36,351
10,768
11,844
95,490
2017
14,526
43,002
40,934
98,462
38,245
37,374
11,307
11,536
98,462
1,124
3,839
4,963
2016
14,491
42,330
42,479
99,300
38,372
38,158
11,244
11,526
99,300
5,114
3,764
8,878
2015
14,696
43,538
43,021
101,255
38,855
39,549
11,140
11,711
101,255
The geographic distribution of employees in the table above is based on the location of GSK’s subsidiary companies. The number
of employees is the number of permanent employed staff at the end of the financial period. It excludes those employees who are
employed and managed by GSK on a contract basis.
Exchange rates
As a guide to holders of ADS, the following tables set out, for the periods indicated, information on the exchange rate of US Dollars
for Sterling as reported by the Bank of England (4pm buying rate).
The average rate for the year is calculated as the average of the 4pm buying rates for each day of the year.
Average
High
Low
The 4pm buying rate on 24 February 2020 was £1= US$1.29.
2019
1.28
2020
Jan
1.32
1.30
2018
1.34
2019
Dec
1.33
1.29
2017
1.29
2019
Nov
1.30
1.28
2016
1.35
2019
Oct
1.30
1.22
2015
1.53
2019
Sep
1.25
1.21
2020
Feb
1.31
1.29
GSK Annual Report 2019 265
Investor informationFinancial statementsStrategic reportGovernance and remuneration Financial record continued
Five year record continued
Adjusted results reconciliation
31 December 2019
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Other operating (expense)/income
Operating profit
Net finance costs
Share of after-tax profits of associates and joint ventures
Profit before taxation
Taxation
Tax rate
Profit after taxation
Profit attributable to non-controlling interests
Profit attributable to shareholders
Earnings per share
Weighted average number of shares (millions)
Adjusted results reconciliation
31 December 2018
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Other operating (expense)/income
Operating profit
Net finance costs
Profit on disposal of associates
Share of after-tax profits of associates and joint ventures
Profit before taxation
Taxation
Tax rate
Profit after taxation
Profit attributable to non-controlling interests
Profit attributable to shareholders
Earnings per share
Weighted average number of shares (millions)
266 GSK Annual Report 2019
Total
results
£m
33,754
(11,863)
21,891
(11,402)
(4,568)
351
689
6,961
(814)
74
6,221
(953)
15.3%
5,268
623
4,645
93.9p
4,947
Total
results
£m
30,821
(10,241)
20,580
(9,915)
(3,893)
299
(1,588)
5,483
(717)
3
31
4,800
(754)
15.7%
4,046
423
3,623
73.7p
4,914
Intangible
asset
amortisation
£m
Intangible
asset
impairment
£m
Major
restructuring
£m
Transaction-
related
£m
Divestments,
significant
legal and
other items
£m
713
713
64
777
30
30
4
49
83
777
(156)
83
(17)
658
658
332
114
1
1,105
5
1,110
(208)
621
66
902
621
12.6p
66
1.3p
902
18.2p
383
383
104
(142)
345
345
(124)
221
164
57
1.2p
Intangible
asset
amortisation
£m
Intangible
asset
impairment
£m
Major
restructuring
£m
Transaction-
related
£m
Divestments,
significant
legal and
other items
£m
536
536
44
69
69
2
45
580
116
443
443
315
49
2
809
4
580
(109)
116
(19)
813
(170)
471
97
643
471
9.6p
97
2.0p
643
13.1p
15
15
98
1,864
1,977
(3)
1,974
(239)
1,735
251
1,484
30.2p
(3.3)p
123.9p
4,947
Adjusted
results
£m
33,754
(10,079)
23,675
(10,715)
(4,339)
351
–
8,972
(810)
74
8,236
(1,318)
16.0%
6,918
787
6,131
Adjusted
results
£m
30,821
(9,178)
21,643
(9,462)
(3,735)
299
–
8,745
(698)
–
31
8,078
(1,535)
19.0%
6,543
674
5,869
–
–
247
2
(548)
(299)
(1)
(300)
140
(160)
(160)
–
–
38
20
(278)
(220)
18
(3)
(205)
(244)
(449)
(449)
(9.2)p
119.4p
4,914
Financial record continued
Five year record continued
Adjusted results reconciliation
31 December 2017
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Other operating (expense)/income
Operating profit
Net finance costs
Profit on disposal of associates
Share of after-tax profits of associates
and joint ventures
Profit before taxation
Taxation
Tax rate
Profit after taxation
Profit attributable to non-controlling interests
Profit attributable to shareholders
Earnings per share
Weighted average number of shares (millions)
Total
results
£m
30,186
(10,342)
19,844
(9,672)
(4,476)
356
(1,965)
4,087
(669)
94
13
3,525
(1,356)
38.5%
2,169
637
1,532
31.4p
4,886
Intangible
asset
amortisation
£m
Intangible
asset
impairment
£m
Major
restructuring
£m
Transaction-
related
£m
Divestments,
significant
legal and
other items
£m
US tax
reform
£m
546
546
400
400
45
288
545
545
248
263
591
688
1,056
4
80
80
1,519
1,599
591
(134)
688
(176)
1,060
1,599
(209)
(619)
457
512
851
457
9.4p
512
10.5p
851
17.4p
980
42
938
–
–
83
18
(220)
(119)
8
(94)
(205)
(251)
(456)
(456)
666
666
666
1,078
1,744
114
1,630
19.2p
(9.4)p
33.3p
111.8p
Adjusted results reconciliation
31 December 2016
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Other operating (expense)/income
Operating profit
Net finance costs
Share of after-tax profits of associates and joint ventures
Profit before taxation
Taxation
Tax rate
Profit after taxation
Profit attributable to non-controlling interests
Profit attributable to shareholders
Earnings per share
Weighted average number of shares (millions)
Total
results
£m
27,889
(9,290)
18,599
(9,366)
(3,628)
398
(3,405)
2,598
(664)
5
1,939
(877)
45.2%
1,062
150
912
18.8p
4,860
Intangible
asset
amortisation
£m
Intangible
asset
impairment
£m
Major
restructuring
£m
Transaction-
related
£m
Divestments,
significant
legal and
other items
£m
547
547
41
588
588
(130)
458
458
9.4p
7
7
13
20
20
(5)
15
297
297
514
159
970
4
974
(217)
757
15
0.3p
757
15.6p
86
86
(81)
3,914
3,919
3,919
(439)
3,480
487
2,993
61.6p
2
2
55
28
(509)
(424)
8
(416)
170
(246)
(246)
(5.1)p
100.6p
4,860
Adjusted
results
£m
30,186
(8,771)
21,415
(9,341)
(3,862)
356
–
8,568
(657)
–
13
7,924
(1,667)
21.0%
6,257
793
5,464
4,886
Adjusted
results
£m
27,889
(8,351)
19,538
(8,797)
(3,468)
398
–
7,671
(652)
5
7,024
(1,498)
21.3%
5,526
637
4,889
GSK Annual Report 2019 267
Investor informationFinancial statementsStrategic reportGovernance and remuneration Intangible
asset
amortisation
£m
Intangible
asset
impairment
£m
Major
restructuring
£m
Transaction-
related
£m
Divestments,
significant
legal and
other items
£m
522
522
41
147
147
7
52
563
563
1,009
319
563
206
1,891
5
89
89
88
2,061
2,238
12
12
151
52
(9,776)
(9,561)
12
(843)
(16)
(10,408)
563
(161)
206
(50)
1,896
2,238
(441)
(352)
2,182
402
156
1,455
402
8.3p
156
3.2p
1,455
30.1p
1,886
500
1,386
(8,226)
(10)
(8,216)
28.8p
(170.1)p
Adjusted
results
£m
23,923
(7,520)
16,403
(7,977)
(3,096)
329
–
5,659
(636)
–
(2)
5,021
(976)
19.4%
4,045
440
3,605
74.6p
4,831
Financial record continued
Five year record continued
Adjusted results reconciliation
31 December 2015
Turnover
Cost of sales
Gross profit
Selling, general and administration
Research and development
Royalty income
Other operating (expense)/income
Operating profit
Net finance costs
Profit on disposal of associates
Share of after-tax profits of associates and joint ventures
Profit before taxation
Taxation
Tax rate
Profit after taxation
(Loss)/profit attributable to non-controlling interests
Profit attributable to shareholders
Earnings per share
Weighted average number of shares (millions)
Total
results
£m
23,923
(8,853)
15,070
(9,232)
(3,560)
329
7,715
10,322
(653)
843
14
10,526
(2,154)
20.5%
8,372
(50)
8,422
174.3p
4,831
268 GSK Annual Report 2019
Pipeline, products and competition
Pharmaceuticals and Vaccines product development pipeline
Key
†
^
1
R
BLA
In-license or other alliance relationship with third party,
with the exception of Rituxan owned by Biogen MA Inc
ViiV Healthcare, a global specialist HIV company with
GSK, Pfizer, Inc. and Shionogi Limited as shareholders,
is responsible for developing and delivering HIV medicines.
Option-based alliance with Immunocore Ltd.
Receipt of Complete Response Letter
Biological Licence Application
MAA
NDA
Phase I
Phase II
Phase III
Marketing Authorisation Application (Europe)
New Drug Application (US)
Evaluation of clinical pharmacology, usually conducted
in volunteers
Determination of dose and initial evaluation of efficacy,
conducted in a small number of patients
Large comparative study (compound versus placebo
and/or established treatment) in patients to establish
clinical benefit and safety
MAA and NDA/BLA regulatory review milestones shown in the table below are those that have been achieved. Future filing dates are not included in this list.
Compound
Type
Indication
Oncology
Zejula
(niraparib)†
Poly (ADP-ribose) polymerase (PARP) 1/2 inhibitor
Fourth line treatment ovarian cancer
First line maintenance ovarian cancer
and other solid tumours
dostarlimab†
Anti-programmed cell death protein 1 receptor
(PD-1) antibody
dMMR/MSI-H endometrial cancer and
other tumours
Phase
Approved
(QUADRA)
Submitted
(PRIMA)
III
Submitted
(GARNET)
III
B-cell maturation antigen antibody drug conjugate
multiple myeloma
Dec19
Submitted
(DREAMM-2)
III
Achieved regulatory
review milestones
MAA
NDA/BLA
Oct19
Feb20
Dec19
Dec19
Dec19
belantamab
mafodotin
(2857916) †
3359609†
bintrafusp alfa
(M7824)†
3377794†
molibresib
cobolimab
(TSR-022)†
3326595†
4074386
(TSR-033)†
3174998†
1795091
3368715†
35371421
3745417
Induced T-cell co-stimulator (ICOS) agonist
antibody
Transforming growth factor beta (TGFβ) trap and
immune checkpoint (PD-1) inhibitor bispecific
NY-ESO-1 autologous engineered TCR-T cells
(engineered TCR)
BET family bromodomain inhibitor
Anti-T-cell immunoglobulin and mucin domain-3
(TIM-3) antibody
Protein arginine methyltransferase 5 (PRMT5)
inhibitor
Anti-lymphocyte activation gene-3 (LAG-3)
antibody
OX40 agonist monoclonal antibody
Toll-like receptor 4 (TLR4) agonist
Type I protein arginine methyltransferase 1
(Type I PRMT) inhibitor
NY-ESO-1-targeting bispecific
STING cytosolic DNA pathway agonist
Neuraminidase inhibitor (i.v.)
HIV^ and Infectious Diseases
Dectova
(zanamivir) i.v.†
dolutegravir +
lamivudine
fostemsavir
cabotegravir +
rilpivirine†
HIV integrase strand transfer inhibitor + nucleoside
reverse transcriptase inhibitor (NRTI)
HIV attachment inhibitor
HIV integrase strand transfer inhibitor + non-
nucleoside reverse transcriptase inhibitor (NNRTI)
(long-acting regimen)
Head and neck squamous cell carcinoma,
non-small cell lung cancer and solid tumours
Biliary tract cancer 1L and 2L
non-small cell lung cancer and other tumours
Sarcoma, solid and heme malignancies
II/III
II/III
II
II
ER+ breast cancer, other solid tumours
non-small cell lung cancer and other tumours
Solid tumours, heme malignancies
Cancer
Cancer
Cancer
Cancer
Cancer
Cancer
Influenza
HIV infection
HIV infection
HIV infection
II
II
I/II
I/II
I
I
I
I
I
Approved
Apr19
Approved
Jul19
Apr19
Submitted
Submitted
Jan20
Jul19
Dec19
Apr19
R: Dec19
cabotegravir
gepotidacin†
3228836†
HIV integrase strand transfer inhibitor (long-acting)
triazaacenaphthylene bacterial type II topoisomerase
inhibitor
HBV antisense oligonucleotide
HIV pre-exposure prophylaxis
uncomplicated urinary tract infection (uUTI)
and gonorrhea (GC)
Hepatitis B
III
III
II
GSK Annual Report 2019 269
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Achieved regulatory
review milestones
MAA
NDA/BLA
Phase
II
II
I
I
I
III
II
III
III
II
II
I
Submitted Jan20
Sep19
III
II
II
I
I
JNDA:
Aug19
JNDA
Submitted
III
II
II
I
Pipeline, products and competition continued
Pharmaceuticals and Vaccines product development pipeline continued
Compound
Type
Indication
HIV^ and Infectious Diseases continued
3640254
3036656†
3810109†
3186899†
3732394
HIV maturation inhibitor
Leucyl t-RNA synthetase inhibitor
HIV broadly neutralizing antibody
CRK-12 inhibitor
Combinectin HIV entry inhibitor
HIV infection
Tuberculosis
HIV infection
Visceral leishmaniasis
HIV infection
Immuno-inflammation
Benlysta + Rituxan†
B lymphocyte stimulator monoclonal
antibody (s.c.) +
cluster of differentiation 20 (CD20)
monoclonal antibody (i.v.)
Benlysta
otilimab (3196165)†
2330811
2831781†
3858279†
B lymphocyte stimulator monoclonal
antibody (s.c.)
Granulocyte macrophage colony-
stimulating factor monoclonal antibody
Oncostatin M (OSM) monoclonal
antibody
Lymphocyte activation gene 3 (LAG3)
protein monoclonal antibody
CCL17 inhibitor
Systemic lupus erythematosus
Sjogren's syndrome
Lupus Nephritis
Rheumatoid arthritis
Systemic sclerosis
Ulcerative colitis
Pain in osteoarthritis
Respiratory
fluticasone furoate +
vilanterol† +
umeclidinium
Glucocorticoid agonist + long-acting
beta2 agonist + muscarinic
acetylcholine antagonist
Asthma
mepolizumab
Interleukin 5 (IL5) monoclonal antibody
3772847†
2881078
3511294†
nemiralisib
Interleukin 33r (IL33r) monoclonal
antibody
Selective androgen receptor modulator COPD muscle weakness
Interleukin 5 (IL5) long-acting monoclonal
antibody
Phosphatidylinositol 3-kinase delta
(PI3Kδ) inhibitor
Asthma
Activated PI3K delta syndrome
COPD
Hypereosinophilic syndrome, nasal polyposis
Asthma
Other Pharmaceuticals
daprodustat
Prolyl hydroxylase inhibitor (oral)
Anaemia associated with chronic renal disease
oxytocin (inhaled)†
linerixibat
3439171†
Oxytocin
Ileal bile acid transporter (IBAT) inhibitor Cholestatic pruritus in PBC
Hematopoietic prostaglandin D2
(hPGD2) synthase inhibitor
Postpartum hemorrhage
Duchenne muscular dystrophy
270 GSK Annual Report 2019
Pipeline, products and competition continued
Pharmaceuticals and Vaccines product development pipeline continued
Compound
Type
Indication
Achieved regulatory
review milestones
MAA
NDA/BLA
Phase
Vaccines
Shingrix†
(Zoster Vaccine)
Bexsero
Rotarix
MMR
Therapeutic
COPD†
Malaria next
generation†
(fractional dose)
Recombinant protein – adjuvanted
Herpes Zoster prophylaxis for immunocompromised
Submitted Dec19
Recombinant protein
Live attenuated, PCV (Porcine circovirus)
free
Live attenuated
Recombinant protein – adjuvanted
Meningococcal B disease prophylaxis in infants (US)
Rotavirus prophylaxis
III
Submitted Nov19
Measles, mumps, rubella prophylaxis (US)
Reduction of the frequency of moderate and severe
acute exacerbations in COPD patients by targeting
non-typeable Haemophilus influenzae and Moraxella
catarrhalis
Recombinant protein – adjuvanted
Malaria prophylaxis (Plasmodium falciparum)
Men ABCWY
Recombinant protein – conjugated
Menveo
Shigella†
RSV
Conjugated. Liquid formulation
Conjugated (tetravalent) and outer
membrane vesicles (monovalent)
Replication-defective recombinant
viral vector
Recombinant protein
Recombinant protein – adjuvanted
Therapeutic HBV†
C. Difficile
Prime-boost with viral vector vaccines
co- or sequentially administrated with
adjuvanted recombinant proteins
Recombinant protein – adjuvanted
SAM (Rabies model) Self-Amplifying mRNA
Meningococcal A,B,C,W and Y disease prophylaxis
in adolescents
Meningococcal A,C,W and Y disease prophylaxis in
adolescents
Shigella diarrhea prophylaxis
Respiratory syncytial virus prophylaxis in paediatric
population
Respiratory syncytial virus prophylaxis in pregnant woman
population to prevent respiratory syncytial virus lower
respiratory tract illness in infants during first Months of
life by transfer of maternal antibodies†
Respiratory syncytial virus prophylaxis in older adult
population†
Hepatitis B virus therapeutic: functional elimination of
immune system mediated chronic infection
Active immunization for the prevention of the primary C.
Diff diseases and for prevention of recurrences
Rabies prophylaxis
I
I
III
II
II
II
II
II
II
II
I/II
I/II
Brand names appearing in italics are trade marks owned by or licensed to the GSK group of companies.
GSK Annual Report 2019 271
Investor informationFinancial statementsStrategic reportGovernance and remuneration
2027
(NCE)
2027-2030
(device/
formulation)
2021
(NCE)
2027-2030
(device/
formulation)
20211
expired
(Diskus device)
2020-2026
(HFA-device)
2027
(NCE)
2027-2030
(device/
formulation)
expired3
2025
(NCE)
2027-2030
(device/
formulation)
2029
(NCE)
2022-2026
(device/
formulation)
2023
(NCE)
2022-2026
(device/
formulation)
2023
expired
(Diskus device)
expired
(HFA-device)
2029
(NCE)
2022-2026
(device/
formulation)
20203
2027
(NCE)
2022-2026
(device/
formulation)
expired
(Diskus device)
2020-2026
(HFA-device)
expired
(Diskus device)
expired
(HFA-device)
2027
(NCE)
2027-2030
(device/
formulation)
2020-2026
(HFA-device)
2029
(NCE)
2022-2026
(device/
formulation)
expired
(HFA-device)
Pipeline, products and competition continued
Pharmaceutical products, competition and intellectual property
Products
Compounds
Indication(s)
Respiratory
Anoro Ellipta
umeclidinium bromide/
vilanterol trifenatate
COPD
Arnuity Ellipta
fluticasone furoate
asthma
Major
competitor brands
Patent expiry dates2
US
EU
Stiolto Respimat,
Utibron/Ultibro
Breezhaler,
Duaklir Genuair
Bevespi, Aerosphere
Qvar, Pulmicort
Asmanex, Alvesco
Avamys/Veramyst
Flixotide/Flovent
fluticasone furoate
fluticasone propionate
rhinitis
asthma/COPD
Nasonex
Qvar, Singulair
Incruse Ellipta
umeclidinium bromide
COPD
Spiriva Handihaler/
Respimat, Eklira Genuair
Seebri Breezhaler
Nucala
mepolizumab
severe eosinophilic asthma, EGPA Xolair, Cinqair,
Relvar/Breo Ellipta
fluticasone furoate/
vilanterol trifenatate
asthma/COPD
Fasenra, Dupixent
Symbicort, Foster,
Flutiform, Dulera
Seretide/Advair
salmeterol xinafoate/
fluticasone propionate
asthma/COPD
Symbicort, Foster,
Flutiform, Dulera
Trelegy Ellipta
fluticasone furoate/
vilanterol trifenatate
umeclidinium bromide
COPD
Trimbow,
Brextri Aerosphere
Ventolin HFA
albuterol sulphate
asthma/COPD
generic companies
Anti-virals
Valtrex
valaciclovir
genital herpes, coldsores, shingles Famvir
expired
expired
Central nervous system
Lamictal
Imigran/Imitrex
Seroxat/Paxil
lamotrigine
sumatriptan
paroxetine
Cardiovascular and urogenital
Avodart
dutasteride
epilepsy, bipolar disorder
migraine
depression, various anxiety
disorders
Keppra, Dilantin
Zomig, Maxalt, Relpax
Effexor, Cymbalta,
Lexapro
expired
expired
expired
expired
expired
expired
benign prostatic hyperplasia
Proscar, Flomax,
finasteride
expired
expired
Anti-bacterials
Augmentin
Oncology
Zejula
amoxicillin/clavulanate
potassium
common bacterial
infections
generic products
NA
expired
niraparib
ovarian cancer
Lynparza, Rubraca
2030
(NCE)
2028
(NCE)
Immuno-inflammation
Benlysta, Benlysta SC belimumab
systemic lupus erythematosus
2025
2026
1 Generic competition commenced in 2017.
2 Includes Supplementary Protection Certificates which were granted in multiple countries in EU and patent term extensions granted in the US.
3 Data exclusivity expires 2025 (EU) and 2027 (US).
272 GSK Annual Report 2019
2029
(NCE)
2029
(NCE)
2022
(NCE)
2029
(NCE)
2029
(NCE)
EU
2028
expired
expired
Pipeline, products and competition continued
Pharmaceutical products, competition and intellectual property continued
Products
HIV
Juluca
Dovato
Compounds
Indication(s)
dolutegravir, rilpivirine
HIV/AIDS
dolutegravir, lamivudine
HIV/AIDS
Selzentry/Celsentri
maraviroc
Tivicay
dolutegravir
Triumeq
dolutegravir, lamivudine
and abacavir
HIV/AIDS
HIV/AIDS
HIV/AIDS
Major
competitor brands
Patent expiry dates3
US
EU
Descovy, Genvoya,
Odefsey, Biktarvy
Descovy, Genvoya,
Odefsey, Biktarvy
Isentress, Intelence,
Prezista
Isentress, Prezista
Symtuza, Reyataz,
Biktarvy
Descovy, Genvoya
Odefsey, Biktarvy
2027
(NCE)
2027
(NCE)
2021
(NCE)
20271
(NCE)
2027
(NCE)
Vaccine products, competition and intellectual property
Products
Bexsero
Boostrix
Compounds
meningococcal group-B
vaccine
diphtheria, tetanus, acellular
pertussis
Infanrix Hexa/Pediarix diphtheria, tetanus, pertussis,
polio, hepatitis B, Haemophilus
influenzae type B (EU)
Cervarix
Fluarix Tetra
FluLaval
Menveo
Prepandrix
Priorix, Priorix Tetra a,b
Varilrix b
Rotarix
Synflorix
HPV 16 & 18 virus like
particles (VLPs), AS04
adjuvant (MPL + aluminium
hydroxide)
split inactivated influenza
antigens (2 virus subtypes A
and 2 subtype B)
split inactivated influenza
antigens (2 virus subtypes A
and 2 subtype B)
meningococcal group A, C, W-
135 and Y conjugate vaccine
derived split inactivated
influenza virus antigen,
AS03 adjuvant
live attenuated measles, mumps,
rubella and varicella vaccine
Human rotavirus RIX4414 strain
conjugated pneumococcal
polysaccharide
Shingrix
zoster vaccine
recombinant, adjuvanted
Indication(s)
Meningitis group B prevention
diphtheria, tetanus, acellular
Pertussis booster vaccination
Prophylaxis against diphtheria,
tetanus, pertussis, polio,
hepatitis B, Haemophilus
influenzae type B (EU)
human papilloma virus
type 16 and 18
seasonal influenza prophylaxis
seasonal influenza prophylaxis
Meningitis group A, C, W-135
and Y prophylaxis
pandemic H5N1 influenza
prophylaxis
measles, mumps, rubella and
chickenpox prophylaxis
Rotavirus prophylaxis
Prophylaxis against invasive
disease, pneumonia,
acute otitis media
herpes zoster
(shingles)
Patent expiry dates3
US
2027
expired
expired
2028
2022
2022
2022
2022
2022
Major
competitor brands
Trumenba
Adacel
Pentacel, Pediacel,
Pentaxim, Pentavac,
Hexaxim, Hexyon
Vaxelis
Gardasil (Silgard)
Intenza, Flumist QIV,
Vaxigrip QIV,
Fluzone QIV,
Fluzone High Dose
Vaxigrip, Mutagrip,
Fluzone, Influvac,
Aggripal, Fluad,
Intenza, Flumist
Nimenrix, Menactra
2025
Aflunov, Vepacel
–
2025
2026
MMR II (M-M-RVaxPro)
Proquad, Varivax
Rotateq
Prevenar (Prevnar)
expired
expired
–
NA
2020
2024
Zostavax
2026
2026
1 See Note 46 to the financial statements, ‘Legal proceedings’.
2 Generic competition commenced in many markets during 2016.
3 Includes Supplementary Protection Certificates which were granted in multiple countries in EU and patent term extensions granted in the US.
a Related compounds/indications are measles, mumps and rubella vaccine/prophylaxis
b Related compound is varicella vaccine
GSK Annual Report 2019 273
Investor informationFinancial statementsStrategic reportGovernance and remuneration global (except US)
Aspirin, Bayer
Tylenol, Johnson & Johnson
Pipeline, products and competition continued
Consumer Healthcare products and competition
Brand
Products
Application
Markets
Competition
Wellness
Respiratory
Otrivin
nasal spray
nasal decongestant
Theraflu
hot liquids, tablets, syrups
cold and flu relief
Germany, Netherlands,
Norway, Russia, Sweden
Russia, Poland, US
nasal spray, tablets
allergy relief
US, China, UK, Ireland
lozenges, gum and
trans-dermal patches
treatment of nicotine withdrawal
as an aid to smoking reduction
and cessation
global
tablets, caplets, infant
syrup drops
topical gel
Advil
non-respiratory
range
tablets, caplets, gel caplets,
liquid filled suspension, drops
(children’s)
tablets
Advil Respiratory
Cold and Flu,
Advil Respiratory
Allergy
paracetamol-based treatment
for headache, joint pain, fever,
cold symptoms
non-steroidal, diclofenac based
anti-inflammatory
ibuprofen based treatment for
headache, toothache, backache,
menstrual cramps, muscular
pains, minor pain of arthritis
allergy relief and cold & flu
relief
global (except US)
US, Canada, Brazil,
Colombia, Mexico
effervescent
chewable tablets
immediate relief antacid
immediate relief antacid
global (except US)
US
Flixonase/Flonase
Piriton
Nicorette (US),
NicoDerm,
Nicotinell
(ex. Australia)
Pain relief
Panadol and
Panadol Cold
& Flu
Voltaren
Other
ENO
Tums
Oral health
Sensodyne,
Pronamel
toothpastes, toothbrushes,
mouth rinse
relief of dentinal hypersensitivity.
Pronamel additionally protects
against acid erosion
parodontax/
Corsodyl
toothpaste, daily/medicated
mouthwash, gel and spray
helps stop and prevent
bleeding gums, treats and
prevents gingivitis
Polident,
Poligrip,
Corega
Aquafresh
Skin health
Zovirax
Abreva
denture adhesive, denture
cleanser, wipes
improve retention and comfort
of dentures, cleans dentures
toothpastes, toothbrushes
mouthwashes
aids prevention of dental cavities,
maintains healthy teeth, gums
and fresh breath
topical cream and
non-medicated patch
lip care to treat and prevent
the onset of cold sores
global
global
global
global
global
ChapStick
lip balm
protect, moisturise, prevent and
soothe chapped lips
global
Nutrition
Centrum
Caltrate
tablets
gummies
tablets, gummies,
soft chews
274 GSK Annual Report 2019
vitamin and mineral
supplementation
calcium supplement
global
global
Afrin, Bayer, Nasivin, Proctor &
Gamble, Tyzine, Johnson & Johnson
Tylenol Cold & Flu,
Johnson & Johnson
Mucinex, Reckitt Benckiser
Lemsip, Reckitt Benckiser
Claritin, Bayer, Allegra, Sanofi
Zyrtec, Johnson & Johnson
Nicorette, Johnson & Johnson
NiQuitin, Perrigo
Aspirin, Bayer
Tylenol, Johnson & Johnson
Tylenol, Tylenol PM, Tylenol
Children’s Motrin, Motrin
Children’s, Johnson & Johnson
Aleve, Aleve PM, Bayer
Tylenol Cold & Flu, Johnson &
Johnson, Lemsip, Mucinex,
Reckit Benckiser
Estomazil, Hypermarca, Gelusil
Alka-Seltzer, Bayer
Gaviscon, Reckitt Benckiser
Rolaids, Sanofi
Colgate Sensitive Pro-Relief,
Colgate-Palmolive
Elmex, Colgate-Palmolive
Oral B, Procter & Gamble
Colgate Total Gum Health,
Colgate-Palmolive
Oral B Gum & Enamel Repair,
Crest Gum Detoxify,
Procter & Gamble
Fixodent and Kukident,
Procter & Gamble,
Steradent, Reckitt Benckiser
Colgate, Colgate-Palmolive
Crest, Procter & Gamble
Oral-B, Procter & Gamble
Compeed, Johnson & Johnson
Carmex, Carma Labs
Blistex, Blistex Incorporated
retail own label
Blistex, Burt’s Bees, Carmex,
Carma Labs, EOS, Nivea,
Beiersdorf, Vaseline, Unilever
Nutralite, Infinitus Cheong-Kwan-
Jung, By-Health, Nature Made,
Herbalife, Swisse
Citracal, Bayer, OS-Cal, Nature
Made and private label
Principal risks and uncertainties
The principal risks discussed below are the risks and
uncertainties relevant to our business, financial condition
and results of operations that may affect our performance
and ability to achieve our objectives. They are the risks that
we believe could cause our actual results to differ materially
from expected and historical results.
During 2019, we continued to embed changes to our risk
management and reporting cycle to help us identify, manage
and report our most important risks across the organisation
in a more consistent and proportionate way. We completed
Enterprise Risk Plans for all of our most important risks and
ensured businesses adopted them and only adapted them
with approval. We deployed confirmation across the
organisation, reinforcing leader accountability for risk
management, and measured how well the controls set out
in the Enterprise Risk Plans had been implemented and gaps
closed. We further evolved our risk management process by
introducing new reports to the Board with more focus on data
and key risk indicators, leading to better informed discussions
on risk exposure and action needed. We introduced a new
approach to the annual risk review to support CET decisions
on any changes required to our most important risks.
We are required to comply with a broad range of laws and
regulations which apply to research and development,
manufacturing, testing, approval, distribution, sales and
marketing of Pharmaceutical, Vaccines and Consumer
Healthcare products.
Patient safety
These affect not only the cost of product development but also
the time required to reach the market and the likelihood of doing
so successfully on an uninterrupted basis.
As rules and regulations change, government interpretation
evolves, and our business activities change, the nature of a
particular risk may change. Changes to certain regulatory
regimes may be substantial. Any change in, and any failure to
comply with, applicable laws and regulations could materially
and adversely affect our financial results.
Similarly, our global business exposes us to litigation and
government investigations, including but not limited to product
liability litigation, patent and antitrust litigation and sales and
marketing litigation. Litigation and government investigations,
including related provisions we may make for unfavourable
outcomes and increases in related costs such as insurance
premiums, could materially and adversely affect our financial
results.
More detail on the status and various uncertainties in our
significant unresolved disputes and potential litigation is set
out in Note 46 ‘Legal proceedings’.
UK regulations require a discussion of the mitigation activities
a company takes to address principal risks and uncertainties.
Below is a description of each of our principal risks with a
summary of the activities that we take to manage each risk
across our businesses. The principal risks and uncertainties
are not listed in order of significance.
Risk definition
Failure to appropriately collect, review, follow up, or report
human safety information (HSI), including adverse events from
all potential sources, and to act on any relevant findings in a
timely manner.
Risk impact
The risk impact has the potential to compromise our ability to
conduct robust safety signal detection and interpretation and to
ensure that appropriate decisions are taken with respect to the
risk/ benefit profile of our products, including the completeness
and accuracy of product labels and the pursuit of additional
studies/ analyses, as appropriate. Additionally, this risk could
potentially negatively impact our ability to incorporate verified
safety signals into local (country) labelling. This could lead to
potential harm to patients, reputational damage, product liability
claims or other litigation, governmental investigation, regulatory
action such as fines, penalties or loss of product authorisation.
Context
Pre-clinical and clinical trials are conducted during the
development of investigational Pharmaceutical, Vaccine and
Consumer Healthcare products to determine the safety and
efficacy of the products for use by humans. Notwithstanding the
efforts we make to determine the safety of our products through
appropriate pre-clinical and clinical trials, unanticipated side
effects may become evident only when products are widely
introduced into the marketplace.
Questions about the safety of our products may be raised not
only by our ongoing safety surveillance and post-marketing
studies but also by governmental agencies and third parties
that may analyse publicly available clinical trial results. Constant
vigilance and flexibility are required in order to respond to a varied
regulatory environment which continues to evolve and diverge
globally. Externally, developments in data interrogation present
potential benefits for patient safety but the volume of data to be
analysed presents a significant challenge which intensifies when
coupled with fragmented regulatory requirements and privacy
concerns. In the economic arena, mergers and acquisition
activities introduce data integrity risks. Technology presents a
significant opportunity for patient safety risk management by
creating more reliable data interrogation tools and more accurate
data collection mechanisms, even though the pace of Artificial
Intelligence development has not been as great as once
expected. Cyberattacks are an ever-growing concern given
the volume of data and digital dependency.
The Group is currently a defendant in a number of product liability
lawsuits, including class actions, that involve significant claims for
damages related to our products. Litigation, particularly in the
US, is inherently unpredictable. Class actions that seek to sweep
together all persons who take our products increase the potential
liability. Claims for pain and suffering and punitive damages are
frequently asserted in product liability actions and, if allowed,
can represent potentially open-ended exposure and thus, could
materially and adversely affect the Group’s financial results.
GSK Annual Report 2019 275
Investor informationFinancial statementsStrategic reportGovernance and remuneration Principal risks and uncertainties continued
Patient safety continued
Mitigating activities
The Chief Medical Officer (CMO) is accountable for the
patient safety enterprise risk and has the authoritative role for
evaluating and addressing matters of human safety. The CMO
is supported by an enterprise-wide Safety Governance Board
to provide oversight and management of the control framework,
including the risk management process. Product specific safety
governance boards are in place to ensure that human safety is
addressed proactively throughout the product lifecycle. Each
business has a named medical officer and subsidiary business
specific boards provide further oversight and governance.
It is our policy that employees are required to report immediately
any issues relating to the safety or quality of our products. Each
of our country managers is responsible for monitoring, exception
tracking and training that helps assure the collection of safety
information and reporting the information to the relevant central
safety department, in accordance with policy and legal
requirements.
Product quality
Risk definition
Failure by GSK, its contractors or suppliers to ensure:
– Appropriate controls and governance of quality in product
development
– Compliance with good manufacturing practice or good
distribution practice regulations in commercial or clinical
trials manufacture and distribution activities
– Compliance with the terms of GSK product licences and
supporting regulatory activities
Risk impact
A failure to ensure product quality could have far reaching
implications in terms of patient and consumer safety, delays in
launching products, drug shortages, product recalls, as well
as regulatory, legal, and financial consequences, which could
materially and adversely affect GSK’s reputation and financial
results.
Context
The external environment for product quality continues to
be challenging. The single biggest change since 2018 is the
political instability and uncertainty surrounding the delivery of
Brexit and the implications for medicine supply continuity both
into and out of mainland Europe. Two new sets of requirements
are due to be implemented by EMA shortly and we are
preparing for both. In the first quarter of 2020, there will be
new reporting requirements on potential drug shortages
and from May 2020 there are new regulations covering the
licensing of medical devices.
276 GSK Annual Report 2019
Once a Group product is approved for marketing, we have
an extensive post-marketing surveillance and signal detection
system. Information on possible side effects of products is
received from several sources including unsolicited reports
from healthcare professionals (HCPs) and patients, regulatory
authorities, medical and scientific literature, traditional media
and social media.
Information that changes the risk/benefit profile of one of
our products will result in certain actions to characterise,
communicate and minimise the risk. Proposed actions are
discussed with regulatory authorities and can include modifying
the prescribing information, communications to physicians and
other healthcare providers, restrictions on product prescribing/
availability to help assure safe use, and sometimes carrying out
further clinical trials. In certain cases, it may be appropriate to
stop clinical trials or to withdraw the medicine from the market.
In 2019, we implemented organisational changes to create a
more flexible, scalable and fit for purpose organisation to meet
changing internal and external demands. We are also investing
in system upgrades and quality checks to reduce risks of
individual case safety reports.
Technological developments are increasingly used to both
enhance manufacture and to support the inclusion of packaging
features that help secure the legitimate supply chain e.g.
serialisation. The threat of cyberattacks remains a key risk to
the integrity of product quality data and its audit trail.
Significant changes are taking place in GSK as we implement
the new organisational alignments and IPTc strategy. These
changes are assessed by the Quality organisations to ensure
our quality procedures and governance can facilitate the
strategy whilst also ensuring that no unintended consequences
increase our product quality risk.
Mitigating activities
An extensive global network of quality and compliance
professionals is aligned with each business unit to provide
oversight and assist with the delivery of quality performance and
operational compliance, from site level to senior management
level. Management oversight of those activities is accomplished
through a hierarchy of quality councils and through an
independent Chief Product Quality Officer and Global Product
Quality Office that provides oversight of product quality risk
across the company.
We have developed and implemented a single Quality
Management System that defines the quality standards and
systems for our businesses associated with Pharmaceuticals,
Vaccines and Consumer Healthcare products and clinical trial
materials. This system has a broad scope and is applicable
throughout the product lifecycle from R&D to mature
commercial supply. It is augmented by a consolidation of the
numerous regulatory requirements defined by markets across
the world which assures that it meets external expectations for
product quality in the markets supplied. It is based on the
internationally recognised principles from the ‘ICH Q10:
Pharmaceutical Quality Systems’ framework.
Principal risks and uncertainties continued
Product quality continued
The Quality Management System is routinely updated to
ensure that it keeps pace with the evolving external regulatory
environment and with new scientific understanding of our
products and processes. As part of our drive to continually
improve the operational deployment of our Quality Management
System, we are making our policies and procedures simpler to
understand and implement, as well as adopting innovative tools
to give a more user-friendly experience. All staff members are
regularly trained in regulatory expectations, learnings from
inspections and current procedures to ensure continued
maintenance of cGMP standards.
We have implemented a risk-based approach to assessing and
managing third party suppliers that provide materials which are
used in finished products. Contract manufacturers making our
products are expected to comply with GSK standards and are
regularly audited to provide assurance that standards are met.
Product Incident Committee processes are in place to
investigate product issues and make recommendations on
remediation activities including where necessary, the recall of
product from the marketplace in order to protect patients and
consumers. A complaints process is also in place to ensure
GSK responds to product quality issues raised by patients
and customers.
Allegations of non-compliance or misconduct received through
formal and informal ‘Speak Up’ channels are reviewed and
triaged by independent functions. Global disciplinary and
enforcement procedures apply to any breaches of our
standards, initiated following an investigation.
Key risk indicators are leveraged to support risk management
activities and we provide the Corporate Executive Team and
Risk Oversight and Compliance Council with an integrated
assessment of product quality performance.
Financial controls and reporting
Risk definition
Failure to comply with current tax laws or incurring significant
losses due to treasury activities; failure to report accurate
financial information in compliance with accounting standards
and applicable legislation.
Risk impact
Non-compliance with existing or new financial reporting and
disclosure requirements, or changes to the recognition of income
and expenses, could expose us to litigation and regulatory action
and could materially and adversely affect our financial results.
In the current period of significant political uncertainty especially
in the USA and UK, there can be significant changes at short
notice. Failure to comply with any changes in the substance
or application of the governing laws covering transfer pricing,
dividends, tax credits, and intellectual property could materially
and adversely affect our financial results.
Significant losses may arise from inconsistent application of
treasury policies, transactional or settlement errors, or
counterparty defaults.
Context
The Group is required by the laws of various jurisdictions to
disclose publicly its financial results and events that could
materially affect the financial results of the Group. Regulators
routinely review the financial statements of listed companies
for compliance with new, revised or existing accounting and
regulatory requirements. The Group believes that it complies
with the appropriate regulatory requirements concerning our
financial statements and disclosure of material information
including any transactions relating to business restructuring such
as acquisitions and divestitures. However, should we be subject
to an investigation into potential non-compliance with accounting
and disclosure requirements, this can lead to restatements of
previously reported results and significant penalties.
Our Treasury group deals in high value transactions,
mostly foreign exchange and cash management transactions,
daily. These transactions involve market volatility and
counterparty risk.
The Group’s effective tax rate reflects rates of tax in the
jurisdictions in which the Group operates that are both higher
and lower than the UK rate and considers regimes that
encourage innovation and investment in science by providing
tax incentives which, if changed, could affect the Group’s tax
rate. In addition, the worldwide nature of our operations means
that our intellectual property, R&D and manufacturing operations
are centered in several key locations. A consequence of this
is that our cross-border supply routes, necessary to ensure
supplies of medicines into numerous end markets, can be
complex and result in conflicting claims from tax authorities as
to the profits to be taxed in individual countries. Tax legislation
itself is also complex and differs across the countries in which
we operate. As such, tax risk can also arise due to differences in
the interpretation of such legislation. The tax charge included in
our financial statements is our best estimate of tax liability
pending audits by tax authorities.
We expect there to be continued focus on tax reform driven
by initiatives of the Organisation for Economic Cooperation &
Development to address the taxation of the digital economy and
European Commission initiatives including the use of fiscal state
aid investigations. Together with domestic initiatives around the
world, these may result in significant changes to established
tax principles and an increase in tax authority disputes. These,
regardless of their merit or outcomes, can be costly, divert
management attention and may adversely impact our reputation
and relationship with key stakeholders.
GSK Annual Report 2019 277
Investor informationFinancial statementsStrategic reportGovernance and remuneration Principal risks and uncertainties continued
Financial controls and reporting continued
Mitigating activities
Financial results are reviewed and approved by regional
management and then reviewed with the Financial Controller
and the Chief Financial Officer (CFO). This allows our Financial
Controller and our CFO to assess the evolution of the business
over time, and to evaluate performance to plan. Significant
judgments are reviewed and confirmed by senior management.
Technical or organisational transformation and newly acquired
activities are integrated into risk assessments and appropriate
controls and reviews are applied.
We maintain a control environment designed to identify material
errors in financial reporting and disclosure. The design and
operating effectiveness of key financial reporting controls are
regularly reviewed by management and tested by external third
parties. A minimum standard control set is in place for all
finance locations irrespective of size and reviewed by
management and monitored independently. This provides us
with the assurance that controls over key financial reporting and
disclosure processes have operated effectively. Our Global
Finance Risk Management and Controls Centre of Excellence
provides extra support during significant transformations such
as system deployment or management/structural
reorganisations. We also add operational resources to ensure
processes and controls are maintained during such changes.
Additional risk mitigation has been introduced by amending the
programme timelines of system upgrades to optimize delivery.
The Disclosure Committee, reporting to the Board, reviews the
Group’s quarterly results and Annual Report and determines
throughout the year, in consultation with its legal advisors,
whether it is necessary to disclose publicly information about
the Group through Stock Exchange announcements. We keep
up-to-date with the latest developments in financial reporting
requirements by working with our external auditor and legal
advisors.
The Treasury Management Group meets on a regular basis to
seek to ensure that liquidity, interest rate, counterparty, foreign
currency transaction and foreign currency translation risks are all
managed in line with the conservative approach as detailed in the
associated risk strategies and policies which have been adopted
by the Board.
Anti-bribery and corruption (ABAC)
Risk definition
The ABAC risk comprises five sub-risk areas:
– Bribery of public officials by GSK
– Bribery of commercial and other non-public entities by GSK
– Bribery by third parties acting on behalf of GSK
– GSK employees receiving and/or requesting bribes and/or
other undue personal benefit
– Other corruption-non-compliance with laws and regulations
related to money laundering or facilitation of tax evasion by
third parties/clients/partners.
278 GSK Annual Report 2019
Counterparty exposure is subject to defined limits approved by
the Board for both credit rating and individual counterparties.
Oversight of Treasury’s role in managing counterparty risk in line
with agreed policy is performed by a Corporate Compliance
Officer, who operates independently of Treasury. Further details
on mitigation of Treasury risks can be found on pages 227 to
229, Note 43 ‘Financial instruments and related disclosures’.
Tax risk is managed through robust internal policies, processes,
training and compliance programmes to ensure we have
alignment across our business and meet our tax obligations.
We seek to maintain open, positive relationships with
governments and tax authorities worldwide and we welcome
constructive debate on taxation policy. We monitor government
debate on tax policy in our key jurisdictions to deal proactively
with any potential future changes in tax law. We engage
advisors and legal counsel to confirm the implications for our
business of tax legislation. Where appropriate, we are active
in providing relevant business input to tax policy makers.
Significant decisions are submitted for consideration to the
Tax Governance Board which meets quarterly and comprises
senior personnel from across GSK’s Finance division.
Our tax affairs are managed on a global basis through a
coordinated team of tax professionals led by the Global Head of
Tax who works closely with the business. Our tax professionals
are suitably qualified for the roles they perform, and we support
their training needs in order that they continue to be able to
provide up to date technical advice. We submit tax returns
according to statutory time limits and engage with tax authorities
to seek to ensure our tax affairs are current, entering
arrangements such as Continuous Audit Programmes and
Advance Pricing Agreements where appropriate. These
agreements provide long-term certainty for both tax authorities
and for us over the tax treatment of our business. In exceptional
cases where matters cannot be settled by agreement with tax
authorities, we may have to resolve disputes through formal
appeals or other proceedings.
Risk impact
Failure to mitigate this risk could expose the Group and
associated persons to governmental investigation, regulatory
action, and civil and criminal liability and may compromise the
Group’s ability to supply its products under certain government
contracts. In addition to legal and financial penalties, a failure to
prevent bribery through complying with ABAC legislation and
regulations could have substantial implications for the reputation
of the company, the credibility of senior leaders, and an erosion
of investor confidence in our governance and risk management.
Principal risks and uncertainties continued
Anti-bribery and corruption (ABAC) continued
Context
The macro risk level remains unchanged as we continue to see
legal frameworks similar to the UK and US develop in emerging
economies; high standards are expected of individuals and
corporations aided by improved technology and increased
enforcement.
The overall environment for ABAC in 2019 remained
challenging. Divergence of legislation is making compliance
harder and countries are increasingly holding individuals
accountable as well as corporations, increasing the employer
duty of care. Society is holding corporations to ever higher
standards with technology providing a speedy and anonymous
avenue for dissemination of previously privileged information or
even damaging false reports. Enforcement actions and penalties
have increased across the globe with focus on use of third-
party intermediaries. Supportive aspects of new policies
include Latin America moving towards compliance regimes
like those established by the US and UK. In India there was
an amendment of the Corruption Act (2018) which explicitly
makes an offence to pay a bribe. China has introduced
significant anti-bribery and anti-corruption/legislative and
regulatory reforms.
The GSK exposure remains unchanged.
Mitigating activities
Programme governance is provided through Enterprise Risk
Management overseen by the ABAC/TPO Governance Board
which includes representation from key functional areas and
the business. This joint board was created in 2019 to ensure
strategic focus across the two principle risk areas as they have
considerable co-dependency.
We have an enterprise-wide ABAC programme designed to
ensure compliance with our ABAC policies and mitigate the risk
of bribery and corruption. It builds on our business standards,
values and expectations to form a comprehensive and practical
approach to compliance and is flexible to the evolving nature of
our business.
We have appropriate controls in place such as training,
awareness raising, strong monitoring around transactions and
payments to third parties. We plan to continue with pre and
post-transaction ABAC due diligence, increase the capabilities
in the business on monitoring, oversight and red flag resolution
of third parties; review controls and accountabilities of
government officials. We continue to understand and assess
our money-laundering risk exposure and mitigate any existing
risk.
Our Code of Conduct, values and expectations, and
commitment to zero tolerance are integral to how we mitigate
this risk. In light of the complexity and geographic breadth of
this risk, we constantly evolve our oversight of activities and
data, reinforce to our workforce clear expectations regarding
acceptable behaviours, and maintain regular communications
between the centre and local markets.
Our ABAC programme is built on best in class principles and
is subject to ongoing review and development. It provides us
with the basis from which we seek to manage the risk from top
down and bottom up. For example, the programme comprises
top-level commitment from the Board of Directors and
leadership, and a new data analytics programme to create
and embed local key risk indicators to enable targeted
intervention and risk management activities.
The programme is underpinned by a global ABAC policy
and written standards that address commercial and other
practices that give rise to ABAC risk. In addition, the
programme mandates enhanced controls over interactions
with government officials and during business development
transactions. Controls in our ABAC policy establish due
diligence requirements for the engagement of third parties.
The ABAC team continually works together with the TPO team
to address and improve controls and monitoring requirements
when engaging third parties.
We provide mandatory periodic ABAC training to our staff
and relevant third parties in accordance with their roles,
responsibilities and the risks they face.
We have a dedicated ABAC team responsible for the
implementation and evolution of the programme in response
to developments in the internal and external environment.
For example, in 2019 we introduced a global process to
centrally document conflicts of interest (COI) of employees
and complementary workers supported by a simpler policy to
ensure we can collate and report on COI management in the
organisation.
This is complemented with independent oversight and
assurance undertaken by the Audit & Assurance and
Independent Business Monitoring teams. Issues identified
during oversight and assurance exercises as well as resulting
from investigations are used to identify areas for specific
intervention in the markets as well as to continuously improve
the programme.
We continually benchmark our ABAC programme against other
large multinational companies and use external expertise and
internal insights to drive improvements in the programme.
Formal and informal ‘Speak Up’ channels are available to report
misconduct or non-compliance. Allegations of non-compliance
are reviewed and triaged by the central investigations team and
allocated for investigation as appropriate.
GSK Annual Report 2019 279
Investor informationFinancial statementsStrategic reportGovernance and remuneration Principal risks and uncertainties continued
Commercial practices
Risk definition
Failure to engage in commercial activities that are consistent
with the letter and spirit of the law, industry, or the Group’s
requirements relating to marketing and communications about
our medicines and associated therapeutic areas; appropriate
interactions with healthcare professionals (HCPs) and patients;
and legitimate and transparent transfer of value.
Risk impact
Failure to manage risks related to commercial practices could
materially and adversely affect our ability to deliver our strategy
and long-term priorities. Failure to comply with applicable laws,
rules and regulations may result in governmental investigation,
regulatory action and legal proceedings brought against the
Group by governmental and private plaintiffs which could result
in government sanctions, and criminal and/or financial penalties.
Failure to provide accurate and complete information related to
our products may result in incomplete awareness of the risk/
benefit profile of our products and possibly suboptimal
treatment of patients and consumers. Any practices that are
found to be misaligned with our values could also result in
reputational harm and dilute trust established with external
stakeholders.
Context
We continue to evolve our business operations (including
acquisitions and joint ventures) to operate on a global basis in
an industry that is both highly competitive and highly regulated.
Our competitors may make significant product innovations
and technical advances and may intensify price competition.
In light of this competitive environment, continued development
of commercially viable new products and the development of
additional uses for existing products that reflect insights
which help ensure those products address the needs of
patients/consumers, HCPs, and payers are critical to achieve
our strategic objectives.
As other pharmaceutical, vaccine and consumer companies,
we face downward price pressure in major markets, declining
emerging market growth, rapidly evolving digital landscape,
and negative foreign exchange impact.
Developing new Pharmaceutical, Vaccine and Consumer
Healthcare products is a costly, lengthy and an uncertain
process. A product candidate may fail at any stage, including
after significant economic and human resources have been
invested. Our competitors’ products or pricing strategies, or
any failure on our part to develop commercially successful
products, or to develop additional uses for existing products,
could materially and adversely affect our ability to achieve our
strategic objectives.
We are committed to the ethical and responsible
commercialisation of our products to support our purpose
to improve the quality of human life by enabling people to do
more, feel better, and live longer. To accomplish this purpose,
we engage the healthcare community in various ways to
provide important information about our medicines.
280 GSK Annual Report 2019
Promotion of approved products seeks to ensure that HCPs
globally have access to information they need, that patients and
consumers have access to the information and products they
need and that products are prescribed, recommended or used
in a manner that provides the maximum healthcare benefit to
patients and consumers. We are committed to communicating
information related to our approved products in a responsible,
legal and ethical manner.
Mitigating activities
Our strategic objectives are designed to ensure we achieve our
purpose of helping people do more, feel better and live longer.
We continue to strive for new product launches that are
competitive and resourced effectively. We also strive to have a
healthy proportion of the Group’s sales ratio attributable to new
product or innovation sales.
This innovation helps us defray the effect, for example, of
downward price pressure in major markets, declining emerging
market growth, rapidly evolving digital landscape, and negative
foreign exchange impact. Establishing new products that are
priced to balance expectations of patients and consumers,
HCPs, payers, shareholders, and the community enables us to
maintain a strong global business and remain relevant to the
needs of patients and consumers. Our values and behaviours
provide a guide for how we lead and make decisions. We
constantly strive to do the right thing and deliver quality
products and ensure supply is sustained to meet customer
needs and demand requirements, seeking to ensure our actions
reflect our values, behaviours and the purpose of our company.
We have taken action to enhance and improve standards and
the application of data analytics and e-commerce channels.
We have policies and standards governing commercial
activities undertaken by us or on our behalf. Training has been
implemented to support the evolution of our activities to all
relevant employees. All of these activities we conduct worldwide
must conform to high ethical, regulatory, and industry standards.
Where local standards differ from global standards, the more
stringent of the two applies. Where the standards of an acquired
company or joint venture partner differ from our global standards,
we will expediently remediate legacy policies and implement
revisions to gain alignment. We have harmonised policies and
procedures to guide above-country commercial practice
processes as well as clarified applicable standards for
operations in the various markets in which we operate. Each
business has adopted the Internal Control Framework to support
the assessment and management of its risks. Commercial
practices activities have appropriate monitoring programmes and
oversight from business unit Risk Management and Compliance
Boards that manage risks across in-country business activities.
Where in the past we have fallen below our own or any other
regulatory or industry standards, we have sought to improve
both the framework and culture for our compliance processes.
Principal risks and uncertainties continued
Commercial practices continued
All promotional materials and activities must be reviewed
and approved according to our policies and standards, and
conducted in accordance with local laws and regulations, to
seek to ensure that these materials and activities fairly represent
the products or services of the Group. When necessary, we
have disciplined (up to and including termination) employees
who have engaged in misconduct and claw back remuneration
from senior management in the event of misconduct
We made changes to our incentive programme for our
Pharmaceutical and Vaccines sales representatives to
better recognise and reward individual effort. Specifically,
in Specialty Care, the capped variable pay element of a sales
representative’s compensation will be evaluated on the basis
of individual sales targets. The changes were implemented
in the US, UK and Canada from July 2019 supported by a
comprehensive training, control, and monitoring framework to
ensure implementation of the new programme is fully aligned
with GSK’s values-based approach to HCP engagement.
Privacy
We allow fair market value payments to be made by GSK to
expert practitioners to speak about our innovative medicines
and vaccines in a limited number of countries during a restricted
time period in a product’s lifecycle. Controls and training ensure
appropriate oversight across the markets. We report payments
to individual HCPs as part of our commitment to transparency
and responsible disclosure.
Consumer Healthcare has developed a Digital risk plan to
support implementation of a robust control framework. Actions
include development of new written standards, use of tools to
increase visibility and control over social media presence, and
an increase in management monitoring.
GSK is committed to comply with all applicable sanctions
laws and regulations, and it has deployed a sanctions
programme designed to enable management of sanctions
risk. The programme, owned by Finance, comprises of various
systems and controls including, but not limited to, policies and
procedures, training and awareness, screening, monitoring and
risk reporting.
Risk definition
The failure to collect, secure, use and destroy personal
information (PI) in accordance with data privacy laws can lead
to harm to individuals and GSK, including fines and operational,
financial and reputational risk.
Risk impact
Non-compliance can lead to harm to individuals and GSK.
It can also damage trust between GSK and individuals,
communities, business partners and government authorities.
The General Data Protection Regulation (GDPR), with other
privacy legislation following suit, increased the enforcement
powers of supervisory authorities, including the ability to impose
fines and to suspend processing of PI. GDPR and other privacy
laws also give individuals the right to bring collective legal
actions against GSK for failure to comply with data privacy laws.
Context
Data privacy legislation is diverse with limited harmonisation
or simplification, despite Europe’s adoption of GDPR. It is
challenging for multi-nationals to standardise their approach
to compliance with data privacy laws due to the high-level of
local variation. Governments are enforcing compliance with
data privacy laws more rigorously. The focus on the ethical use
of PI is growing, over and above compliance with data privacy
laws, due to an increase in data volume processed and
advancements in technology. Individuals are more aware of
their rights under data privacy laws.
Mitigating activities
The Chief Compliance Officer is also the chairperson of the
Privacy Governance Board (PGB), which oversees GSK’s
overall data privacy operating model. Each business and
function have appointed a Risk Owner who is accountable for
the oversight of privacy risks in that business or functional area.
They are supported by Privacy Leaders within their business
or function. Additionally, in some countries data privacy laws
require a Data Protection Officer (DPO) to be appointed.
GSK has appointed a single DPO for the European Union,
who is represented and supported in specific countries by
Country Privacy Advisors. The Chief Compliance Officer is
the Enterprise Risk Owner (ERO). The ERO has appointed
a delegate risk owner, the Global Privacy Officer (GPO) who
has accountability on a day-to-day basis for designing and
implementing the control framework. The GPO co-leads the
cross-functional Privacy Centre of Excellence (CoE), together
with the Global Privacy Counsel. They are supported by Privacy
Officers and Privacy Counsel for each Region and multiple
Country Privacy Advisors (who are familiar with local privacy
regulations).
GSK has evolved the initial control framework implemented for
GDPR to be a comprehensive privacy control framework based
on global privacy principles common across many local privacy
laws. This global framework is now being deployed in countries
with robust privacy legislation in place or coming into effect
soon to strengthen local risk mitigation measures.
GSK Annual Report 2019 281
Investor informationFinancial statementsStrategic reportGovernance and remuneration Principal risks and uncertainties continued
Privacy continued
The Privacy Centre of Excellence in Global Ethics and
Compliance is responsible for (i) improving the control
framework further; (ii) implementing the control framework
outside of the European Economic Area; (iii) remediating certain
existing business activities to ensure compliance with GDPR
and (iv) deploying a comprehensive training programme to drive
greater awareness and accountability for managing PI across
the entire organisation. Key roles of the privacy network at
GSK will be certified with an accredited international privacy
association.
Through monitoring, we continuously improve our processes,
such as issue identification, reporting and handling. We have
implemented a legislative scanning process to detect and
assess new privacy regulations early allowing us to prepare
and mitigate regulatory risk to GSK. The Privacy Centre of
Excellence is involved in new business development
opportunities at an early stage to ensure appropriate due
diligence is performed and the right steps are taken when
onboarding or splitting off a business unit.
Research practices
Risk definition
Research practices risk is the failure to adequately conduct
ethical and sound pre-clinical and clinical research. In addition,
it is the failure to engage in scientific activities that are
consistent with the letter and spirit of the law and industry,
or the Group’s requirements. It comprises the following sub-
risks: Non-clinical & laboratory research; Human subject
research; Data integrity; Care, welfare and treatment of animals;
Human biological samples management; Data disclosure;
Regulatory filings and engagement; Scientific engagement;
and Intellectual property.
Risk impact
The impacts of the risk include harm to human subjects,
reputational damage, failure to obtain the necessary regulatory
approvals for our products, governmental investigation, legal
proceedings brought against the Group by governmental and
private plaintiffs (product liability suits and claims for damages),
loss of revenue due to inadequate patent protection or inability
to supply GSK products, and regulatory action such as fines,
penalties, or loss of product authorisation. Any of these
consequences could materially and adversely affect our financial
results and cause loss of trust from our customers and patients.
Context
Research relating to animals can raise ethical concerns
however, in many cases, research in animals is the only method
that can be used to investigate the effects of a potential new
medicine in a living body other than in humans. Animal research
provides critical information about the causes and mechanisms
of diseases and therefore remains a vital part of our research.
We continually seek ways in which we can minimise our use
of animals in research whilst complying with regulatory
requirements and reduce the impact on the animals used.
Clinical trials in healthy volunteers and patients are used to
assess and demonstrate an investigational product’s efficacy
and safety, or further evaluate the product once it has been
approved for marketing. We also work with human biological
samples. These samples are fundamental to the discovery,
development and safety monitoring of our products. GSK is
committed to ensuring that human biological samples are
managed in accordance with relevant laws, regulations and
ethical principles, in a manner that respects the interests of
the sample donors.
282 GSK Annual Report 2019
The integrity of our data is essential to success in all stages
of the research data lifecycle: design, generation, recording
and management, analysis, reporting, storage and retrieval.
Our research data is governed by legislation and regulatory
requirements. Research data and supporting documents are
core components at various stages of pipeline progression
decision-making and form the content of regulatory
submissions, publications and patent filings. Poor data integrity
can compromise our research efforts and negatively impact
company reputation.
There are innate complexities and interdependencies required
for regulatory filings, particularly given our global research and
development footprint. Continually changing and increasingly
stringent submission requirements continue to increase the
complexity of worldwide product registration. The continued
supply of GSK medicines to patients is dependent on the
ongoing compliance and maintenance of these licenses across
many geographies whose requirements and timelines differ. The
secure management of the high volume of lifecycle changes to
these licenses and their renewal is critical to enable compliant
supply. Failure to maintain licenses will directly impact patients
and company revenue.
Scientific engagement, defined as the interaction and exchange
of information between GSK and external communities to
advance scientific and medical understanding, including the
appropriate development and use of our products, is an
essential part of scientific discourse. Such non-promotional
engagement with external stakeholder groups is vital to GSK’s
purpose and necessary for scientific and medical advance.
Scientific engagement activities are essential but present legal,
regulatory, and reputational risk if the sharing of data, invited
media coverage or payments to HCPs have, or are perceived
to have, promotional intent.
A wide variety of biological materials are used by GSK in
discovery, research and development phases. Through the
Convention on Biological Diversity (CBD) and the Nagoya
Protocol, the international community has established a global
framework regulating access to, and use of, genetic resources
of non-human origin in R&D.
Principal risks and uncertainties continued
Research practices continued
We support the principles of access and benefit sharing to
genetic resources as outlined in the CBD and the Nagoya
Protocol, recognising the importance of appropriate, effective
and proportionate implementation measures at national and
regional levels.
Patent rights are awarded to protect innovation and play an
important role in providing GSK with a competitive advantage
in the market for a limited period of time. Any loss of patent
protection in a market for GSK’s products developed through
our R&D, including reducing the term, availability or scope of
patent rights, could materially and adversely affect our financial
results in that market. Absence of adequate patent or data
exclusivity protection, which could lead to, for example,
competition from manufacturers of generic or biosimilar
pharmaceutical products, could limit the opportunity to rely on
such markets for future sales growth for our products, which
could also materially and adversely impact our financial results.
Following expiration of certain intellectual property rights, a
generic or biosimilar manufacturer may lawfully produce a
generic version of a product. Introduction of generic products
typically leads to a rapid and dramatic loss of sales and reduces
our revenues and margins for our proprietary products.
Mitigating activities
We have an established Office of Animal Welfare, Ethics and
Strategy (OAWES), led by the Chief Veterinary Officer, that
supports the humane and responsible care of animals, shares
knowledge and advocates for the application of non-animal
alternatives. The OAWES provides a framework of animal
welfare governance, promotes application of 3Rs (replacement,
refinement and reduction of animals in research), conducts
quality assessments, manages a program of external animal
diligence, and develops and deploys strategies on
reproducibility and translatability.
The Chief Medical Officer oversees the following enterprise
Medical Governance Boards:
– The Human Subject Research Board is in place to provide
oversight for the human subject research sponsored and
supported by us to ensure it conforms to ethical, medical
and scientific standards
– The Data Disclosure Board provides oversight for disclosure
of our sponsored and supported human subject research.
We make information available on our clinical studies,
including summaries of the results – whether positive or
negative. We were the first company to publish clinical
study reports that form the basis of submissions to regulatory
agencies and we have publicly posted more than 2,500
clinical study reports in addition to more than 6,000 study
result summaries
– Specific accountability and authorisation for scientific
engagement is overseen by the Scientific Engagement and
Promotional Practices Board. This Board is responsible for
oversight of applicable policies and seeking to ensure the
highest level of integrity and continuous development of
scientific engagement
We have a Global Human Biological Samples Management
(HBSM) governance framework in place to oversee the ethical
and lawful acquisition and management of human biological
samples. Our HBSM Enterprise Risk Management Team works
to minimise the risks related to the acquisition, storage, use,
transfer, and disposal of HBS.
It remains an important priority to enhance our data integrity
controls. Data Integrity Committees are in place to provide
oversight and Data Integrity Quality Assurance teams conduct
assessments to provide independent business monitoring of
our internal controls for R&D activities.
The Regulatory Governance Board serves as the global
regulatory risk management and compliance board, promoting
compliance with regulatory requirements and procedures, and
oversees Group-wide written standards for cross business
regulatory processes. A significant program is in progress to
transform regulatory information management systems to
replace and modernise information systems cross-enterprise.
We established an Access and Benefit Sharing Centre of
Excellence to oversee applicable requirements and enforcement
measures for the acquisition and use of genetic material of
non-human origin in scope of the Nagoya Protocol.
R&D maintains and controls pre-publication procedures to
guard against public disclosure in advance of filing patent
applications. In addition, because loss of patent protection
can occur due to lack of data integrity in preparing patent
application data and information, legal experts collaborate with
R&D to support the review process for new patent applications.
The Research practices risk is overseen by an Enterprise
framework that seeks to ensure strengthened governance
across the R&D businesses in Pharmaceuticals, Vaccines and
Consumer Healthcare.
Under the leadership of the Research Practices Enterprise
Risk Owner, management of the risk takes a pragmatic
approach to information sharing, streamlining risk identification
and escalation, while ensuring ownership stays with the
business.
GSK Annual Report 2019 283
Investor informationFinancial statementsStrategic reportGovernance and remuneration Principal risks and uncertainties continued
Third party oversight (TPO)
Risk definition
There is a risk that our third parties fail to meet their contractual,
regulatory or ethical obligations resulting in significant
operational, reputational, legal and financial risk for GSK
(and in some cases our employees directly).
Put simply, there is a risk that third parties fail to deliver the
goods and services we expect or fail to deliver them in a legal
and compliant way.
Risk impact
Failure to adequately manage third party relationships could
result in business disruption and exposure to risks ranging
from sub-optimal contractual terms and conditions, to severe
business and legal sanctions and/or significant reputational
damage. Any of these consequences could materially and
adversely affect our business operations and financial results.
Context
Third parties are critical to our business delivery and are an
integral part of the solution to meeting our business objectives.
We rely on third parties, including suppliers, advisors,
distributors, individual contractors, licensees, and other
pharmaceutical and biotechnology collaboration partners for
discovery, manufacture, and marketing of our products and
for supporting other important business processes.
These business relationships present a material risk. For
example, we share critical and sensitive information such as
marketing plans, clinical data, and employee data with specific
third parties who are conducting the relevant outsourced
business activities. Inadequate protection or misuse of this
information by third parties could have significant business
impact. Similarly, we use distributors and agents in a range of
activities such as promotion and tendering which have inherent
risks such as inappropriate promotion or corruption. Insufficient
internal compliance and controls by the distributors could affect
our reputation. These risks are further increased by the
complexities of working with large numbers of third parties
across a diverse geographical spread.
Mitigating activities
To guide and enforce our global principles for interactions with
third parties we have a global policy framework applicable to
buying goods and services, managing our external spend,
paying and working with our third parties. This policy framework
applies to all employees and complementary workers
worldwide.
The enterprise-wide TPO programme takes an enterprise-wide
view of third party related risks to ensure compliance with our
ABAC policies and additional risks such as Labour Rights,
Health and safety and Human safety information. It forms a
comprehensive and practical approach to third party oversight
that is flexible to the evolving nature of our business and the
type of engagement being managed. The programme is
designed and governed through the Global Ethics and
Compliance organisation and has been globally deployed.
The operational service assisting the business in completion
of assessments transitioned to Global Procurement in early
2019 to bring it closer to other core procurement processes.
TPO has strengthened risk assessment, contractual terms and
due diligence efforts on third parties and improved the overall
management of our third party risks through the lifecycle of
the third party engagement.
We have a dedicated TPO team responsible for the
implementation and evolution of the programme in response
to developments in the internal and external environment.
Programme governance is provided through Enterprise Risk
Management overseen by the ABAC and TPO Governance
Board which includes representation from key functional areas
and the business. This joint board was created in 2019 to
ensure strategic focus across the two principle risk areas as
they have considerable co-dependency. An example of this is
the new ABAC Conflict of Interest tool which better protects
GSK when working with third parties. Global Ethics and
Compliance are working with the Global Procurement, Legal
and Tech organisations to plan further simplifications in order
to maintain oversight and reduce complexity for the business.
Each business leadership team retains ultimate accountability
for managing third party interactions and risks. When working
with third parties, our employees are expected to manage
external interactions and commitments responsibly. This
expectation is embedded in our values and Code of Conduct.
It is our responsibility that all activities carried out on our behalf
are performed safely and in compliance with applicable laws
and our values, expectations, standards and Code of Conduct
(See ABAC report above).
Our programme is complemented with independent oversight
and assurance undertaken by the Audit & Assurance and
Independent Business Monitoring teams. We review the TPO
programme against other large multinational companies and use
external expertise and internal insights to drive improvements in
the programme.
284 GSK Annual Report 2019
Principal risks and uncertainties continued
Environment, health and safety & sustainability (EHS&S)
Risk definition
Failure in management of:
– execution of hazardous activities;
– GSK’s physical assets and infrastructure;
– handling and processing of hazardous chemicals and
biological agents;
– control of releases of substances harmful to the environment
in both the short and long term; leading to incidents which
could disrupt our R&D and Supply activities, harm employees,
harm the communities we operate in and harm the
environment and its longer-term sustainability.
Risk impact
Failure to manage EHS&S risks could lead to significant harm to
people, the environment and communities in which we operate,
fines, failure to meet stakeholder expectations and regulatory
requirements, litigation or regulatory action, and damage to the
Group’s reputation, which could materially and adversely affect
our financial results.
Context
GSK is subject to health, safety and environmental laws of
various jurisdictions. These laws impose duties to protect
people, the environment, and the communities in which we
operate, as well as potential obligations to remediate
contaminated sites. Overall, our control framework for managing
EHS&S risk is effective and our frequency of serious events
is similar to peers and lower than for high hazard industries
e.g. petrochemicals.
Mitigating activities
The Corporate Executive Team (CET) is responsible for EHS&S
governance and risk oversight and ensures there is an effective
control framework in place and in use to manage the risks,
impacts and legal compliance issues that relate to EHS&S
across each of our businesses. This includes assigning
responsibility to senior managers for providing and maintaining
those controls and ensuring that tiered monitoring and
governance processes are in place within their businesses.
Individual managers seek to ensure that the EHS&S control
framework is effective and well implemented in their respective
business area and that it is fully compliant with all applicable
laws and regulations, adequately resourced, maintained,
communicated, and monitored. Additionally, each employee
is personally responsible for ensuring that all applicable local
standard operating procedures are followed by them and
expected to take responsibility for EHS&S matters.
Our risk-based, proactive approach is articulated in our Global
EHS&S policy and detailed in our global EHS&S standards
against which we audit all our operations to ensure compliance.
We ensure hazards are appropriately controlled through safe
design of facilities, plant and equipment and by following
rigorous procedures that help us provide effective barriers to
protect employees’ health and well-being.
Control of antibiotic emissions from manufacturing effluents,
is an increasing concern for a number of stakeholders (forming
part of their wider concern around AMR – antimicrobial
resistance). To address this, we are ensuring that all our own
manufacturing facilities and those of our suppliers are following
good operational practice and meeting emission limits as
defined by the AMR Alliance Manufacturing Framework.
During the year we made an assessment of our business
resilience to climate change against the Task Force on Climate-
related Financial Disclosures (TCFD) framework guidelines. We
did not identify any fundamental risks to our overall business.
GSK Annual Report 2019 285
Investor informationFinancial statementsStrategic reportGovernance and remuneration Mitigating activities
We have a global information security policy and accompanying
information technology standards and processes that are
supported through a dedicated team and programme of activity.
The GSK Technology, Security, and Risk function provides
strategy, direction, and oversight, including active monitoring of
cybersecurity, while enhancing our global information security
capabilities, through an ongoing programme of investment.
The following mitigation activities represent the significant
investments we have made in the past year and will continue
to improve in the coming year:
– Engaging external expertise and next generation tools to fully
map and inventory IT and OT environment to enable high
confidence of a real time snapshot of all connected devices
within the network and improve our patching timeframe on
some systems from months to weeks/days.
– A site technology refresh plan has been approved and
underway for the GSK’s most substantial sites.
– A significant upgrade of tools is funded and progressing
focused on key control areas.
– GSK’s core information technology organisation, information
security organisation, and business units are working together
to validate critical apps and data stores to ensure we have
adequate backup and restore capabilities.
– A new unified security standard has been approved across all
sites and an operational technology security office has been
established under the CISO. Tooling in IT is being extended
with each deployment in the OT programme.
– Deployment of new tools and a prioritised deployment plan
for identity and access management is fully resourced and is
moving at speed addressing financial and manufacturing
systems as priorities for 2019 and will continue for the
balance of systems over the coming years.
– A plan for the enhancement of third-party practices to
automate the visibility of security of critical vendors has been
established and is in process.
– A team dedicated solely to securing our systems and data
during our expansion in growth markets (e.g. China) has been
formed and is being overseen by the CISO.
Principal risks and uncertainties continued
Information security
Risk definition
The risk that unauthorised disclosure, theft, unavailability or
corruption of GSK’s information or key information systems
may lead to harm to our patients, workforce and customers,
disruption to our business and/or loss of commercial or
strategic advantage, damage to our reputation or regulatory
sanction.
Risk impact
Failure to adequately protect critical and sensitive systems
and information may result in loss of commercial or strategic
advantage and could materially affect our ongoing business
operations, such as scientific research, clinical trials and
manufacturing and supply chain activities.
Further, inadequately applying controls that would be expected
of GSK may result in regulatory fines or present a reputational
risk to the organisation.
Context
We rely on critical and sensitive systems and data, such as
corporate strategic plans, intellectual property, manufacturing
systems and trade secrets. There is the potential that our
computer systems or information may be exposed to misuse
or unauthorised disclosure.
GSK operates a highly ‘connected’ information network
that exposes our confidential research and development,
manufacturing, commercial, workforce and financial data to
the risk of external attacks. GSK’s Digital and Data Analytics
Strategy also substantially increases the businesses
dependency on digital assets and distributed data, while
increasing the number of assets potentially impacted by a
cyberattack. As threats evolve, we cannot provide broad
assurances that the significant efforts we deliver in the
protection and monitoring of our systems and information will
always be successful in preventing compromise or disruption.
Cybersecurity losses increasingly involve highly-resourced
and organised threat actors such as nation-states and online
criminal collectives targeting GSK’s large and complex
information technology (IT) and operational technology (OT)
footprint, as well as the systems of our supply chain partners
(including outsourced operations). This means that our systems
and information have been and will continue to be the target of
cyberattacks. Additionally, extensive use of third parties to store
and process our data increases GSK’s reliance on suppliers to
operate effectively. This dependence increases the complexity
around security controls and practices. It also reduces GSK’s
ability to monitor controls and effectively investigate and
respond to incidents involving GSK information or systems.
While GSK stands at the ready to address cybersecurity
incidents and risks as they occur, in the past year GSK has not
experienced a material cybersecurity incident that would have
resulted in substantial harm to GSK (e.g., injury to reputation,
financial performance, and customer and vendor relationships).
286 GSK Annual Report 2019
Principal risks and uncertainties continued
Supply continuity
Risk definition
Failure to deliver a continuous supply of compliant finished
product; inability to respond effectively to a crisis incident in a
timely manner to recover and sustain critical operations.
Risk impact
We recognise that failure to supply our products can adversely
impact consumers and patients who rely on them. A material
interruption of supply or exclusion from healthcare programmes
could expose us to litigation or regulatory action and financial
penalties that could adversely affect the Group’s financial
results. The Group’s international operations, and those of
its partners, expose our workforce, facilities, operations and
information technology to potential disruption from natural
events (e.g. storm, earthquake), man-made events (e.g. trading
barriers imposed at short notice, civil/political unrest, terrorism),
and global emergencies (e.g. coronavirus outbreak, Ebola
outbreak, flu pandemic). It is important that we have robust
crisis management and recovery plans in place to manage
such events.
Context
Our supply chain operations are subject to review and approval
by various regulatory agencies that effectively provide our
license to operate. Failure by our manufacturing and distribution
facilities or by suppliers of key services and materials could lead
to litigation or regulatory action such as product recalls and
seizures, interruption of supply, delays in the approval of new
products, and suspension of manufacturing operations pending
resolution of manufacturing or logistics issues.
We rely on materials and services provided by third party
suppliers to make our products, including active pharmaceutical
ingredients, antigens, intermediates, commodities, and
components for the development, manufacture and packaging
of Pharmaceutical, Vaccine and Consumer Healthcare
products. Some of the third-party services procured, such
as services provided by contract manufacturing and clinical
research organisations to support development of key products,
are important to ensure continuous operation of our business.
Although we undertake risk mitigation, we recognise that certain
events could nevertheless still result in delays or service
interruptions. We use effective crisis management and business
continuity planning to provide for the health and safety of our
people and to minimise impact to us, by maintaining functional
operations following a natural or man-made disaster, or a public
health emergency.
Mitigating activities
The supply chain model adopted in Pharmaceuticals, Vaccines
and Consumer Healthcare business units is designed to ensure
the supply, quality and security of our products globally, as far
as possible.
Supply Chain Governance Committees within each business
unit are used to closely monitor the inventory status and delivery
of our products, with the aim of ensuring that customers have
the products they need. Improved links between commercial
forecasting and manufacturing made possible by our core
commercial cycle should, over time, reduce the risk associated
with demand fluctuations and any impact on our ability to supply
or the cost of write-offs where products exceed their expiry
date. Each node of the supply chain is also periodically
reviewed to ensure adequate safety stock, while balancing
working capital in our end-to-end supply chain. Particular
attention is placed on mitigating supply risks associated with
medically critical and high-revenue products.
We routinely monitor the compliance of manufacturing external
suppliers and service providers to identify and manage risks in
our supply base. Where practical, we minimise our dependence
on single sources of supply for critical items. Where alternative
sourcing arrangements are not possible for certain materials,
our inventory strategy aims to limit the impact and ultimately
protect the supply chain from unanticipated disruption.
We continue to implement anti-counterfeit systems such as
product serialisation in accordance with new and emerging
supply chain requirements around the world such as the EU
Falsified Medicines Regulation.
A corporate policy requires each business and functional area
head to ensure effective crisis management and business
continuity plans are in place that include authorised response
and recovery strategies, key areas of responsibility and clear
communication routes, before any business disruption occurs.
Corporate Security supports the business by: coordinating
crisis management and business continuity training; facilitating
simulation exercises; assessing our preparedness and recovery
capability; and providing assurance oversight of our central
repository of plans supporting our critical business processes.
Each business unit performs risk oversight through their
respective Risk Management and Compliance Board (RMCB)
to assure adequate risk mitigation including identifying new and
emerging threats. For example, we have taken a coordinated
approach to evaluate and manage the implications for our
business arising from Brexit.
These activities help ensure an appropriate level of readiness
and response capability is maintained. We also develop and
maintain partnerships with external bodies like the Business
Continuity Institute and the UN International Strategy for
Disaster Risk Reduction, which helps improve our business
continuity initiatives in disaster-prone areas and supports the
development of community resilience to disasters.
GSK Annual Report 2019 287
Investor informationFinancial statementsStrategic reportGovernance and remuneration Shareholder information
Share capital and control
Details of our issued share capital and the number of shares
held in Treasury as at 31 December 2019 can be found in
Note 36 to the financial statements, ‘Share capital and share
premium account’.
Our Ordinary Shares are listed on the London Stock Exchange
and are also quoted on the New York Stock Exchange (NYSE)
in the form of American Depositary Shares (ADS). Each ADS
represents two Ordinary Shares. For details of listed debt and
where it is listed refer to Note 29 to the financial statements,
‘Net debt’.
Holders of Ordinary Shares and ADS are entitled to receive
dividends (when declared), the company’s Annual Report,
to attend and speak at general meetings of the company,
to appoint proxies and to exercise voting rights.
There are no restrictions on the transfer, or limitations on the
holding, of Ordinary Shares and ADS and no requirements
to obtain approval prior to any transfers. No Ordinary Shares
or ADS carry any special rights with regard to control of the
company and there are no restrictions on voting rights. Major
shareholders have the same voting rights per share as all other
shareholders. There are no known arrangements under which
financial rights are held by a person other than the holder of
the shares and no known agreements on restrictions on share
transfers or on voting rights.
Shares acquired through the Group’s employee share plans
rank equally with the other shares in issue and have no special
rights. The trustees of our Employee Share Ownership Plan
trusts have waived their rights to dividends on shares held by
those trusts.
Exchange controls and other limitations affecting security
holders
Other than certain economic sanctions, which may be in
force from time to time, there are currently no applicable laws,
decrees or regulations in force in the UK restricting the import
or export of capital or restricting the remittance of dividends or
other payments to holders of the company’s shares who are
non-residents of the UK. Similarly, other than certain economic
sanctions which may be in force from time to time, there are no
limitations relating only to non-residents of the UK under English
law or the company’s Articles of Association on the right to be a
holder of, and to vote in respect of, the company’s shares.
Interests in voting rights
Other than as stated below, as far as we are aware, there are
no persons with significant direct or indirect holdings in the
company. Information provided to the company pursuant to
the Financial Conduct Authority’s Disclosure Guidance and
Transparency Rules (DTR 5) is published on a Regulatory
Information Service and on the company’s website,
www.gsk.com.
The company has received notifications in accordance with
DTR 5 of the following notifiable interests in the voting rights in
the company’s issued share capital:
31 December 2019
24 February 2020
No. of
voting rights(1)
BlackRock, Inc 332,238,289
Percentage
of total voting
No. of
rights(2)
voting rights
6.40% 332,238,289
Percentage
of total voting
rights(2)
6.40%
(1) Comprising an indirect interest in 329,124,508 Ordinary Shares and a
holding of 3,113,781 Qualifying Financial Instruments (CFD).
(2) Percentage of total voting rights at the date of notification to the company.
The company has not acquired or disposed of any interests
in its own shares during the period under review, with the
exception of those transferred from Treasury to satisfy awards
under the Group’s employee share plans.
Share buy-back programme
The Board has been authorised to issue and allot Ordinary
Shares under Article 9 of the company’s Articles of Association.
The power under Article 9 and the authority for the company to
make purchases of its own shares are subject to shareholder
authorities which are sought on an annual basis at our Annual
General Meeting (AGM). Any shares purchased by the
company may be cancelled or held as Treasury shares or
used for satisfying share options and grants under the Group's
employee share plans.
Our programme covers purchases of shares for cancellation
or to be held as Treasury shares, in accordance with the
authority renewed by shareholders at the AGM in May 2019,
when the company was authorised to purchase a maximum
of just under 497 million shares. Details of shares purchased,
those cancelled, those held as Treasury shares and those
subsequently transferred from Treasury to satisfy awards
under the Group’s employee share plans are disclosed in
Note 36 to the financial statements, ‘Share capital and share
premium account’.
In determining specific share repurchase levels, the company
considers the development of free cash flow during the year.
No shares have been purchased since 2014.
The company confirms that it does not currently intend to make
any market purchases in 2020. The company will review the
potential for future share buy-backs in line with its usual annual
cycle and subject to return and ratings criteria.
288 GSK Annual Report 2019
Shareholder information continued
Share capital and control continued
Market capitalisation
The market capitalisation, based on shares in issue excluding
Treasury shares, of GSK at 31 December 2019 was £88.76
billion. At that date, GSK was the 5th largest company by
market capitalisation in the FTSE index.
Share price
At 1 January
At 31 December
Increase/(decrease)
High during the year
Low during the year
2019
£
14.91
17.79
19.3%
18.19
14.36
2018
£
13.23
14.91
12.7%
16.22
12.43
2017
£
15.62
13.23
(15.3)%
17.22
12.76
The table above sets out the middle market closing prices.
The company’s share price increased by 19.3% in 2019.
This compares with an increase in the FTSE 100 index of
12.1% during the year. The middle market closing share price on
24 February 2020 was £16.30.
UK£
18
17
16
15
14
13
12
11
10
09
US$
75
70
65
60
55
50
45
40
35
30
31/12/16
31/12/17
31/12/18
31/12/19
UK share price (UK£)
US ADS price (US$)
Nature of trading market
The following tables set out, for the periods indicated, the high and low middle market closing prices in pence for the company’s
shares on the London Stock Exchange, and the high and low closing prices in US dollars for the company’s ADS on the NYSE.
February 2020*
January 2020
December 2019
November 2019
October 2019
September 2019
Quarter ended 31 December 2019
Quarter ended 30 September 2019
Quarter ended 30 June 2019
Quarter ended 31 March 2019
Quarter ended 31 December 2018
Quarter ended 30 September 2018
Quarter ended 30 June 2018
Quarter ended 31 March 2018
Year ended 31 December 2018
Year ended 31 December 2017
Year ended 31 December 2016
Year ended 31 December 2015
Year ended 31 December 2014
Year ended 31 December 2013
* to 24 February 2020
Ordinary Shares
Pence per share
ADS
US dollars per share
Low
1630
1762
1707
1697
1636
1627
1636
1590
1502
1436
1418
1484
1378
1243
1243
1276
1345
1238
1324
1359
High
47.12
47.89
47.32
45.48
45.80
42.68
47.32
42.68
41.88
41.87
41.87
41.87
41.94
35.49
41.94
44.37
45.49
48.81
56.66
53.68
Low
41.92
46.21
44.65
43.85
41.19
40.60
41.19
39.68
38.64
37.83
37.07
38.99
38.85
39.38
35.49
34.66
37.39
37.56
41.30
43.93
High
1815
1846
1819
1762
1782
1745
1819
1745
1607
1597
1622
1619
1580
1397
1622
1722
1723
1642
1691
1782
GSK Annual Report 2019 289
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Shareholder information continued
Analysis of shareholdings at 31 December 2019
Holding of shares
Up to 1,000
1,001 to 5,000
5,001 to 100,000
100,001 to 1,000,000
Over 1,000,000
Held by
Nominee companies
Investment and trust companies
Insurance companies
Individuals and other corporate bodies
Guaranty Nominees Limited
Held as Treasury shares by GlaxoSmithKline
Number of
accounts
% of total
accounts
% of total
shares
Number of
shares
75,192
23,822
5,552
850
367
105,783
4,647
23
3
101,107
2
1
71.08
22.52
5.25
0.80
0.35
100.00
4.39
0.02
0.00
95.58
0.00
0.00
0.48
0.95
1.56
5.43
91.58
100.00
62.38
0.02
0.00
13.07
17.21
7.31
25,897,162
51,217,693
84,013,513
292,068,276
4,929,905,587
5,383,102,231
3,358,213,237
976,209
768
703,834,191
926,571,876
393,505,950
Effective 29 July 2019, J.P. Morgan Chase Bank, N.A. was appointed as successor Depositary for the company’s American
Depository Receipt (ADR) programme. The company’s ADS are listed on the NYSE. Ordinary Shares representing the company’s
ADR programme, which is managed by the Depositary, are registered in the name of Guaranty Nominees Limited. At 24 February
2020, Guaranty Nominees Limited held 949,040,388 Ordinary Shares representing 18.92% of the issued share capital (excluding
Treasury shares) at that date.
At 24 February 2020, the number of holders of Ordinary Shares in the US was 951 with holdings of 955,215 Ordinary Shares, and
the number of registered holders of ADS was 20,032 with holdings of 474,520,194 ADS. Certain of these Ordinary Shares and
ADS were held by brokers or other nominees. As a result, the number of holders of record or registered holders in the US is not
representative of the number of beneficial holders or of the residence of beneficial holders.
Dividends
The company pays dividends quarterly and continues to return
cash to shareholders through its dividend policy. Dividends
remain an essential component of total shareholder return and
GSK recognises the importance of dividends to shareholders.
The company aims to distribute regular dividend payments that
will be determined primarily with reference to the free cash flow
generated by the business after funding the investment
necessary to support the Group’s future growth.
The Board intends to maintain the dividend for 2020 at the
current level of 80p per share, subject to any material change
in the external environment or performance expectations. Over
time, as free cash flow strengthens, it intends to build free cash
flow cover of the annual dividend to a target range of 1.25-
1.50x, before returning the dividend to growth. Details of the
dividends declared, the amounts and the payment dates are
given in Note 16 to the financial statements, ‘Dividends’.
2020 Dividend calendar
Quarter
Q4 2019
Q1 2020
Q2 2020
Q3 2020
Q4 2020
Ex-dividend
date
20 February 2020
Record date
21 February 2020
14 May 2020
15 May 2020
Payment date
9 April 2020
9 July 2020
13 August 2020
14 August 2020
8 October 2020
12 November 2020 13 November 2020
14 January 2021
18 February 2021
19 February 2021
8 April 2021
Dividends per share
The table below sets out the dividend per share and per ADS
for the last five years. The dividend per ADS is translated into
US dollars at applicable exchange rates.
Year
2019
2018
2017
2016
2015
2015
Dividend
Special*
pence
80
80
80
80
20
80
US$
–1
2.08
2.16
2.00
0.57
2.37
1 The Q4 2019 ordinary dividend receivable by ADS holders will be calculated based on
the exchange rate on 9 April 2020. An annual fee of $0.03 per ADS (or $0.0075 per
ADS per quarter) will be charged by the Depository. The cumulative dividend receivable
by ADS holders for Q1, Q2 and Q3 2019 was $1.44.
* The 2015 special dividend related to the return of part of the net cash proceeds from
the Novartis transaction completed in March 2015. This was paid with the fourth
quarter ordinary dividend for 2015.
290 GSK Annual Report 2019
Shareholder information continued
Financial calendar 2020
Event
Quarter 1 Results announcement
Annual General Meeting
Quarter 2 Results announcement
Date
April 2020
May 2020
July 2020
Quarter 3 Results announcement
Preliminary/Quarter 4 Results announcement
Annual Report publication
Annual Report distribution
October 2020
February 2021
February/March 2021
March 2021
Information about the company, including the share and ADS
price, is available on our website at www.gsk.com. Information
made available on the website does not constitute part of this
Annual Report.
Annual General Meeting 2020
Our Annual General Meeting (AGM) will be held at 2.30pm
(UK time) on Wednesday, 6 May 2020 at Sofitel London
Heathrow, Terminal 5, London Heathrow Airport, TW6 2GD.
The AGM is the company’s principal forum for communication
with private shareholders. In addition to the formal business,
there will be a presentation by the CEO on the performance
of the Group and its future development. There will be an
opportunity for questions to be asked of the Board. Chairs of
the Board’s Committees and the Workforce Engagement
Director will take questions relating to their roles.
Investors holding shares through a nominee service should
arrange with that nominee service to be appointed as a proxy
in respect of their shareholding in order to attend and vote at
the meeting.
Results announcements
Results announcements are issued to the London Stock
Exchange and are available on its news service. They are also
sent to the US Securities and Exchange Commission and the
NYSE, issued to the media and made available on our website.
Financial reports
The company publishes an Annual Report which is made
available on our website from the date of publication.
Shareholders may elect to receive notification by email
of the publication of Annual Reports by registering on
www.shareview.co.uk, and may also elect to receive a
printed copy of the Annual Report by contacting our registrar,
Equiniti Limited.
Copies of previous Annual Reports are available on our website.
Printed copies can also be obtained from our registrar (see
page 294 for the contact details).
ADS holders wishing to attend the meeting should contact
the Depositary, J.P. Morgan Chase Bank N.A., to request a
proxy appointment (see page 295 for the contact details).
This will enable them to attend and vote on the business to
be transacted. ADS holders are reminded that if they do not
instruct the Depositary as to the way in which the shares
represented by their ADS should be voted by completing
and returning the voting card provided by the Depositary,
their shares will not be voted.
Documents on display
The Articles of Association of the company and Directors’
service contracts or, where applicable, letters of appointment
between Directors and the company or any of its subsidiaries
(and any side letters relating to severance terms and pension
arrangements) are available for inspection at the company’s
registered office and will be made available for inspection at
the AGM.
GSK Annual Report 2019 291
Investor informationFinancial statementsStrategic reportGovernance and remuneration Shareholder information continued
Tax information for shareholders
A summary of certain UK tax and US federal income tax
consequences for holders of shares and ADS who are citizens
of the UK or the US is set out below. It is not a complete
analysis of all the possible tax consequences of the purchase,
ownership or sale of these securities. It is intended only as a
general guide. Holders are advised to consult their advisers with
respect to the tax consequences of the purchase, ownership or
sale of their shares or ADS and the consequences under state
and local tax laws in the US and the implications of the current
UK/US tax conventions.
US holders of ADS generally will be treated as the owners of
the underlying shares for the purposes of the current US/UK
double taxation conventions relating to income and gains
(Income Tax Convention), estate and gift taxes (Estate and Gift
Tax Convention), and for the purposes of the Internal Revenue
Code of 1986, as amended.
UK shareholders
This summary only applies to a UK resident shareholder that
holds shares as capital assets.
Taxation of dividends
For the UK years from 2019/20 UK resident individuals are
entitled to a dividend tax allowance of up to £2,000, so that the
first £2,000 of dividends received in a tax year will be free of
tax. Dividends in excess of this allowance will be taxed at 7.5%
for basic rate taxpayers, 32.5% for higher rate taxpayers and
38.1% for additional rate taxpayers.
UK resident shareholders that are corporation taxpayers should
note that dividends payable on ordinary shares are generally
entitled to exemption from corporation tax.
Taxation of capital gains
UK resident shareholders may be liable for UK tax on gains on
the disposal of shares or ADS.
For disposals by individuals in the 2019/20 UK tax year, a
taxable capital gain accruing on a disposal of shares or ADS
will be taxed at 10% for basic rate taxpayers, or 20% if, after
all allowable deductions, the individual’s taxable income for
the year exceeds the basic rate income tax limit. Note this is
following the use of any exemptions available to the individual
taxpayer such as the annual exempt amount.
292 GSK Annual Report 2019
Corporation taxpayers may be entitled to an indexation
allowance which applies to reduce capital gains to the extent
that such gains arise due to inflation. Indexation allowance may
reduce a chargeable gain but will not create an allowable loss.
For assets acquired on or before 1 January 2018, legislation in
the Finance Act 2018 freezes the level of indexation allowance
that is given in calculating a company’s chargeable gains at the
value that would apply to the disposal of an asset in December
2017. For assets acquired from 1 January 2018 onwards,
legislation in the Finance Act 2018 removes any indexation
allowance on disposal.
Inheritance tax
Individual (UK-domiciled or otherwise) shareholders may be
liable to UK inheritance tax on the transfer of shares or ADS.
Tax may be charged on the amount by which the value of the
shareholder’s estate is reduced as a result of any transfer by
way of lifetime gift or other disposal at less than full market
value. In the case of a bequest on death, tax may be charged on
the value of the shares at the date of the shareholder’s death.
If such a gift or other disposal were subject to both UK
inheritance tax and US estate or gift tax, the Estate and Gift Tax
Convention would generally provide for tax paid in the US to be
credited against tax payable in the UK.
Stamp duty and stamp duty reserve tax
UK stamp duty and/or stamp duty reserve tax (SDRT) will,
subject to certain exemptions, be payable on the transfer of
shares at a rate of 0.5% (rounded up to the nearest £5 in
the case of stamp duty) of the consideration for the transfer.
Notwithstanding this, provided that an instrument is executed
in pursuance of the agreement that gave rise to the charge to
SDRT and that instrument is stamped within six years of the
agreement (including being stamped as exempt) any SDRT
charge should be cancelled and any SDRT which has already
been paid will be repaid.
US shareholders
This summary only applies to a shareholder (who is a citizen or
resident of the US or a domestic corporation or a person that
is otherwise subject to US federal income tax on a net income
basis in respect of the shares or ADS) that holds shares or ADS
as capital assets, is not resident in the UK for UK tax purposes
and does not hold shares for the purposes of a trade, profession
or vocation that is carried on in the UK through a branch or
agency.
The summary also does not address the tax treatment of
holders that are subject to special tax rules, such as banks,
tax-exempt entities, insurance companies, dealers in securities
or currencies, persons that hold shares or ADS as part of an
integrated investment (including a ‘straddle’) comprised of a
share or ADS and one or more other positions, and persons that
own (directly or indirectly) 10% or more of the company’s stock
(by vote or value), nor does it address tax treatment that may be
applicable as a result of international income tax treaties.
Shareholder information continued
Tax information for shareholders continued
Taxation of dividends
The gross amount of dividends received is treated as foreign
source dividend income for US tax purposes. It is not eligible for
the dividend received deduction allowed to US corporations.
Dividends on ADS are payable in US dollars; dividends on
Ordinary Shares are payable in Sterling. Dividends paid in
Sterling will be included in income in the US dollar amount
calculated by reference to the exchange rate on the day the
dividends are received by the holder. Subject to certain
exceptions for short-term or hedged positions, an individual
eligible US holder will be subject to US taxation at a maximum
federal rate of 23.8% plus applicable state and local tax in
respect of qualified dividends. A qualified dividend as defined
by the US Internal Revenue Service (IRS) is a dividend that
meets the following criteria:
1. Must be issued by a US corporation, a corporation
incorporated in a US possession, or a corporation that is
eligible for the benefits of a comprehensive income tax treaty
deemed satisfactory, as published by the IRS.
2. The dividends are not listed with the IRS as dividends that do
not qualify.
3. The required dividend holding period has been met. The
shares must have been owned by you for more than 60 days
of the ‘holding period’ – which is defined as the 121-day
period that begins 60 days before the ex-dividend date, or
the day in which the stock trades without the dividend priced
in. For example, if a stock’s ex-dividend date is 1 October,
the shares must be held for more than 60 days in the period
between 2 August and 30 November of that year in order to
count as a qualified dividend.
Dividends that are not qualified are subject to taxation at the
US federal graduated tax rates, at a maximum rate of 40.8%.
Some types of dividends are automatically excluded from being
qualified dividends, even if they meet the other requirements.
These include (but are not limited to):
1. Capital gains distributions
2. Dividends on bank deposits
3. Dividends held by a corporation in an Employee Stock
Ownership Plan (ESOP)
4. Dividends paid by tax-exempt corporations
US state and local tax rates on qualified and non-qualified
dividends may vary and would be assessed in addition to the
federal tax rates communicated above.
Taxation of capital gains
Generally, US holders will not be subject to UK capital gains
tax, but will be subject to US tax on capital gains realised on
the sale or other disposal of shares or ADS. Such gains will be
long-term capital gains (subject to reduced rates of taxation for
individual holders) if the shares or ADS were held for more than
one year, from the date the shares were vested/released.
Short-term capital gains can be subject to taxation of rates of
up to 40.8%, whereas long-term capital gains may be subject to
rates of up to 23.8%. State and local tax rates on capital gains
may also apply.
Information reporting and backup withholding
Dividends and payments of the proceeds on a sale of shares or
ADS, paid within the US or through certain US-related financial
intermediaries, are subject to information reporting and may
be subject to backup withholding unless the US holder is a
corporation or other exempt recipient or provides a taxpayer
identification number and certifies that no loss of exemption
has occurred. Non-US holders generally are not subject to
information reporting or backup withholding, but may be
required to provide a certification of their non-US status in
connection with payments received. Any amounts withheld will
be allowed as a refund or credit against a holder’s US federal
income tax liability provided the required information is furnished
to the IRS.
Estate and gift taxes
Under the Estate and Gift Tax Convention, a US shareholder
is not generally subject to UK inheritance tax. However, a US
capital shareholder may be subject to US Estate and Gift Tax.
Stamp duty
UK stamp duty and/or SDRT will, subject to certain exemptions,
be payable on any transfer of shares to the ADS custodian or
depository at a rate of 1.5% of the amount of any consideration
provided (if transferred on sale), or their value (if transferred for
no consideration).
However, no stamp duty or SDRT should be payable on the
transfer of, or agreement to transfer, an ADS.
GSK Annual Report 2019 293
Investor informationFinancial statementsStrategic reportGovernance and remuneration Other statutory disclosures
Shareholder services and contacts
Registrar
The company’s registrar is:
Equiniti Limited
Aspect House, Spencer Road, Lancing, BN99 6DA
www.shareview.co.uk
Tel: 0371 384 2991 (in the UK)*
Tel: +44 (0)121 415 7067 (outside the UK)
Equiniti provides a range of services for shareholders:
Service
What it offers
How to participate
Dividend Reinvestment Plan
(DRIP)
As an alternative to receiving cash dividends you may choose
to reinvest your dividends to buy more GSK shares.
Dividend payment direct to your bank
account (Bank Mandate)
Dividend payment direct to bank
account for overseas shareholders
Electronic communications
Shareview portfolio service
Deduplication of publications or mailings
Share dealing service†
(please note that market trading hours
are from 8.00am to 4.30pm UK time,
Monday to Friday (excluding public
holidays in England and Wales))
Corporate Sponsored Nominee Account
Individual Savings Accounts (ISAs)†
From April 2020, GSK will cease paying dividends via cheque.
All dividends will be paid directly into your bank or building
society account. To receive your cash dividends, you must
provide Equiniti with your bank or building society account
details. This is a quicker and more secure method of payment
and avoids the risk of cheques going astray.
From April 2020, GSK will cease paying dividends via cheque.
Instead, Equiniti can convert your dividend into your local
currency and send it direct to your local bank account. This
service is available in over 100 countries worldwide.
Shareholders may elect to receive electronic notifications
of company communications including our Annual Report,
dividend payments, dividend confirmations and the availability of
online voting for all general meetings. Each time GSK mails out
hard copy shareholder documents you will receive an email
containing a link to the document or relevant website.
This enables you to create a free online portfolio to view your
share balance and movements, update your address and
dividend payment instructions and register your votes for
our general meetings.
If you receive duplicate copies of mailings, you may have more
than one account. Please contact Equiniti and they will arrange
for your accounts to be merged into one for your convenience
and to avoid waste and unnecessary costs.
Shareholders may trade shares, either held in certificated
form or held in our Corporate Sponsored Nominee, online, by
telephone or via postal dealing service provided by Equiniti
Financial Services Limited.
This is a convenient way to manage your shares without requiring
a share certificate. The service provides a facility for you to hold
your shares in a nominee account sponsored by the company.
You will continue to receive dividend payments, Annual Reports
and can attend and vote at the company’s general meetings.
Shareholders’ names do not appear on the publicly available
share register and the service is free to join.
The company has arranged for Equiniti Financial Services
Limited to provide a GSK Corporate ISA to hold GSK shares.
A DRIP election form can be downloaded
from www.shareview.co.uk or requested by
contacting Equiniti.
A dividend bank mandate form can be
downloaded from www.shareview.co.uk
or requested by contacting Equiniti.
For more details on this service and the costs
involved please contact Equiniti.
Please register at www.shareview.co.uk
Please register at www.shareview.co.uk
Please contact Equiniti.
For online transactions, please log on to:
www.shareview.co.uk/dealing.
For telephone transactions, please call:
0345 603 7037 (in the UK) or
+44 (0)121 415 7560 (outside the UK).
For postal transactions, please call:
0371 384 2991* to request a
dealing form.
An application form can be requested
from www.shareview.co.uk or by
contacting Equiniti.
Details are available from www.shareview.co.uk
or can be requested by telephoning Equiniti,
on 0345 300 0430. Lines are open 8.00am
to 4.30pm for dealing, and until 6.00pm for
enquiries Monday to Friday (excluding public
holidays in England and Wales).
*
†
Llines are open from 8.30am to 5.30pm, Monday to Friday (excluding public holidays in England and Wales).
The provision of share dealing details is not intended to be an invitation or inducement to engage in an investment activity. Advice on share dealing should be obtained from a
stockbroker or independent financial adviser.
294 GSK Annual Report 2019
Other statutory disclosures continued
Shareholders services and contacts continued
ADS Depositary
The ADR programme is administered by J.P. Morgan
Chase Bank, N.A:
Contacts
Investor relations
Investor relations may be contacted as follows:
UK
980 Great West Road
Brentford, Middlesex, TW8 9GS
Tel: +44 (0)20 8047 5000
US
5 Crescent Drive
Philadelphia PA 19112
Tel: +1 888 825 5249 (US toll free)
Tel: +1 215 751 4611 (outside the US)
GSK Response Center
Tel: +1 888 825 5249 (US toll free)
Share scam alert
If you receive an unsolicited telephone call offering to sell or buy
your shares, please take extra care. The caller may be part of a
highly organised financial scam.
If you are a UK shareholder, please contact the Financial
Conduct Authority at www.fca.org.uk/consumers or on its
consumer helpline:
Tel: 0800 111 6768 (in the UK)*
Tel: +44 (0)20 7066 1000 (outside the UK)
*
Lines are open from 8.00am to 6.00pm, UK time, Monday to Friday, except UK public
holidays, and 9.00am to 1.00pm on Saturdays.
Regular Correspondence:
EQ Shareowner Services
P.O. Box 64504
St. Paul, MN 55164-0504
Delivery of Stock Certificates and Overnight Mail:
EQ Shareowner Services
110 Centre Point Curve, Suite 101
Mendota Heights, MN 55120-4100
www.shareowneronline.com
General: +1 800 990 1135
From outside the U.S: +1 651 453 2128
The Depository also provides Global Invest Direct, a direct
ADS purchase/sale and dividend reinvestment plan for ADS
holders. For details on how to enrol please visit www.adr.com
or call the above helpline number to obtain an enrolment pack.
Glaxo Wellcome and SmithKline Beecham
Corporate PEPs
The Share Centre Limited
Oxford House, Oxford Road, Aylesbury, Bucks HP21 8SZ
Tel: +44 (0)1296 414 141
www.share.com
Donating shares to Save the Children
In 2013, GSK embarked on an ambitious global partnership
with Save the Children to share our expertise and resources
with the aim of helping to save the lives of one million children.
Shareholders with a small number of shares, the value of which
makes it uneconomical to sell, may wish to consider donating
them to Save the Children. Donated shares will be aggregated
and sold by Save the Children who will use the funds raised to
help them reach the above goal.†
To obtain a share donation form, please contact our registrar,
Equiniti, which is managing the donation and sale of UK shares
to Save the Children free of charge.
†
The provision of share dealing details is not intended to be an invitation or inducement
to engage in an investment activity. Advice on share dealing should be obtained from
a stockbroker or independent financial adviser.
GSK Annual Report 2019 295
Investor informationFinancial statementsStrategic reportGovernance and remuneration Other statutory disclosures continued
US law and regulation
A number of provisions of US law and regulation apply to the
company because our shares are quoted on the NYSE in the
form of ADS.
NYSE rules
In general, the NYSE rules permit the company to follow UK
corporate governance practices instead of those applied in the
US, provided that we explain any significant variations. This
explanation is contained in our Form 20-F, which can be
accessed from the Securities and Exchange Commission’s
(SEC) EDGAR database or via our website. NYSE rules require
us to file annual and interim written affirmations concerning our
Audit & Risk Committee (ARC) and our statement on significant
differences in corporate governance.
Sarbanes-Oxley Act of 2002
Following a number of corporate and accounting scandals in
the US, Congress passed the Sarbanes-Oxley Act of 2002.
Sarbanes-Oxley is a wide-ranging piece of legislation
concerned largely with financial reporting and corporate
governance.
As recommended by the SEC, the company has established a
Disclosure Committee. The Committee reports to the CEO, the
CFO and to the ARC. It is chaired by the Company Secretary
and its members consist of senior managers from finance, legal,
corporate communications and investor relations.
External legal counsel, the external auditors and internal experts
are invited to attend the Disclosure Committee’s meetings
periodically. The Committee has responsibility for considering
the materiality of information and, on a timely basis, determining
the disclosure of that information. It has responsibility for the
timely filing of reports with the SEC and the formal review of
the Annual Report and Form 20-F. In 2019, the Committee met
18 times.
Sarbanes-Oxley requires that the annual report on Form 20-F
contains a statement as to whether a member of the ARC is an
audit committee financial expert, as defined in rules under
Sarbanes-Oxley. Such a statement for the relevant member of
the ARC (Judy Lewent) is included in the ARC report on page
96 and in her biography on page 81. Additional disclosure
requirements arise under section 302 and section 404 of
Sarbanes-Oxley in respect of disclosure controls and
procedures and internal control over financial reporting.
296 GSK Annual Report 2019
Section 302: Corporate responsibility for
financial reports
Sarbanes-Oxley requires for the CEO and the CFO to complete
formal certifications, confirming that:
– they have each reviewed the annual report on Form 20-F
– based on their knowledge, the annual report on Form 20-F
contains no material misstatements or omissions
– based on their knowledge, the financial statements and other
financial information fairly present, in all material respects, the
financial condition, results of operations and cash flows as of
the dates, and for the periods, presented in the annual report
on Form 20-F
– they are responsible for establishing and maintaining
disclosure controls and procedures that ensure that material
information is made known to them, and have evaluated the
effectiveness of these controls and procedures as at the year-
end, the results of such evaluation being contained in the
annual report on Form 20-F
– they are responsible for establishing and maintaining internal
control over financial reporting that provides reasonable
assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes
in accordance with generally accepted accounting principles
– they have disclosed in the annual report on Form 20-F any
changes in internal controls over financial reporting during the
period covered by the annual report on Form 20-F that have
materially affected, or are reasonably likely to affect materially,
the company’s internal control over financial reporting, and
they have disclosed, based on their most recent evaluation of
internal control over financial reporting, to the external auditor
and the ARC, all significant deficiencies and material
weaknesses in the design or operation of internal controls
over financial reporting which are reasonably likely to affect
adversely the company’s ability to record, process,
summarise and report financial information, and any fraud
(regardless of materiality) involving persons that have a
significant role in the company’s internal control over financial
reporting.
The Group has carried out an evaluation under the supervision
and with the participation of its management, including the CEO
and CFO, of the effectiveness of the design and operation of
the Group’s disclosure controls and procedures as at 31
December 2019.
There are inherent limitations to the effectiveness of any system
of disclosure controls and procedures, including the possibility
of human error and the circumvention or overriding of the
controls and procedures. Accordingly, even effective disclosure
controls and procedures can only provide reasonable
assurance of achieving their control objectives.
Other statutory disclosures continued
US law and regulation continued
The CEO and CFO expect to complete these certifications
and report their conclusions on the effectiveness of disclosure
controls and procedures in March 2020, following which the
certifications will be filed with the SEC as part of our Group’s
Form 20-F.
Section 404: Management’s annual report on internal
control over financial reporting
In accordance with the requirements of section 404 of
Sarbanes-Oxley, the following report is provided by
management in respect of the company’s internal control over
financial reporting (as defined in Rules 13a-15(f) and 15d-15(f)
under the US Securities Exchange Act of 1934, as amended
(the Exchange Act)):
– management is responsible for establishing and maintaining
adequate internal control over financial reporting for the
Group. Internal control over financial reporting is designed
to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements
for external purposes in accordance with IFRS
– management conducted an evaluation of the effectiveness
of internal control over financial reporting based on the
framework, Internal Control – Integrated Framework (2013)
issued by the Committee of Sponsoring Organisations of
the Treadway Commission (COSO)
– there have been no changes in the Group’s internal control
over financial reporting during 2019 that have materially
affected, or are reasonably likely to affect materially, the
Group’s internal control over financial reporting
– management has assessed the effectiveness of internal
control over financial reporting as at 31 December 2019
and its conclusion will be filed as part of the Group’s Form
20-F, and
– Deloitte LLP, which has audited the consolidated financial
statements of the Group for the year ended 31 December
2019, has also assessed the effectiveness of the Group’s
internal control over financial reporting under Auditing
Standard 2201 of the Public Company Accounting Oversight
Board (United States). Their audit report will be filed with the
Group’s Form 20-F.
Section 13(r) of the Exchange Act
Section 13(r) of the Exchange Act requires issuers to make
specific disclosure in their annual reports of certain types of
dealings with Iran, including transactions or dealings with
government-owned entities, as well as dealings with entities
sanctioned for activities related to terrorism or proliferation of
weapons of mass destruction, even when those activities are
not prohibited by US law and do not involve US persons.
The Group exports certain pharmaceutical, vaccine and
consumer products to Iran, via sales by non-US entities that
are not subsidiaries of a US entity, to two privately held Iranian
distributors.
The Group does not regularly receive information regarding
the identity of its distributors' downstream customers and
intermediaries in Iran, and it is possible that these parties
include entities, such as government-owned hospitals and
pharmacies, that are owned directly or indirectly by the Iranian
government or by persons or entities sanctioned in connection
with terrorism or proliferation activities. The Group understands
that a sub-distributor to which the Group's privately held
distributor in Iran previously sold Group medicines may be an
entity whose property is blocked pursuant to Executive Order
13224 as a consequence of its indirect ownership structure.
Upon learning of the sub-distributor's potential ownership
structure, the Group required its distributor in Iran to terminate
the relevant sub-distributor.
Because the Group does not regularly receive information
regarding the identity of its distributors' downstream customers
it cannot establish the proportion of gross revenue or sales
potentially attributable to entities affiliated with the Iranian
government or parties sanctioned for disclosable activities.
As a result, the Group is reporting the entire gross revenues
(£3.2 million) and net loss (£0.16 million) from the Group's
sales to Iran in 2019.
The Group is also aware that some hospitals or other medical
facilities in Lebanon may be affiliated with or controlled by
Hezbollah or other groups that are designated by the United
States pursuant to Executive Order 13224. Again, the Group
does not deal directly with such hospitals or facilities and sells
through distributors. The Group is unable to establish the
proportion of gross revenue or sales potentially attributable
to reportable activities. As a result, the Group is reporting
the entire gross revenues (£47.8 million) and net profits
(£20.9 million) from the Group's sales to Lebanon in 2019.
Unless noted, the Group intends to continue the activities
described above.
In addition to Section 13(r) of the Exchange Act, US law
generally restricts dealings by US persons and dealings that
otherwise are subject to US jurisdiction with certain countries or
territories that are subject to comprehensive sanctions, currently
Crimea, Cuba, Iran, North Korea, and Syria, as well as with the
Government of Venezuela (though not with the country of
Venezuela as a whole). The Group does business, via non-US
entities (which are not owned or controlled by US entities), in
certain such jurisdictions. While we believe the Group complies
with all applicable US sanctions in all material respects, such
laws are complex and continue to evolve rapidly.
GSK Annual Report 2019 297
Investor informationFinancial statementsStrategic reportGovernance and remuneration Other statutory disclosures continued
Donations to political organisations and political expenditure
As a result, the definitions may cover legitimate business
activities not in the ordinary sense considered to be political
donations or political expenditure, nor are they designed to
support any political party or independent election candidate.
Therefore, notwithstanding our policy, and while we do
not intend to make donations to any EU political parties or
organisations, nor to incur any EU political expenditure, we
annually seek shareholder authorisation for any inadvertent
expenditure.
The authority is a precautionary measure to ensure that the
company and its subsidiaries do not inadvertently breach the
legislation.
This authorisation process, for expenditure of up to £100,000
each year, dates back to the AGM held in May 2001, following
the introduction of the Political Parties, Elections and
Referendums Act 2000. The authority has since been
renewed annually.
To ensure a consistent approach to political contributions
across the Group, in 2009 a global policy was introduced
to voluntarily stop all corporate political contributions.
In the period from 1 January 2009 to 31 December 2019,
the Group did not make any political donations to EU or
non-EU organisations.
Notwithstanding the introduction of this policy, in accordance
with the Federal Election Campaign Act in the US, we continue
to support an employee-operated Political Action Committee
(PAC) that facilitates voluntary political donations by eligible
GSK employees.
The PAC is not controlled by GSK. Decisions on the
amounts and recipients of contributions are made by
participating employees exercising their legal right to pool
their resources and make political contributions, which are
subject to strict limitations. In 2019, a total of US$ 265,185
(2018 – US$ 345,190) was donated to political organisations
by the GSK employee PAC.
English law requires prior shareholder approval for political
contributions to EU political parties and independent election
candidates as well as for any EU political expenditure. The
definitions of political donations, political expenditure, and
political organisations used in the legislation are, however,
quite broad. In particular, the definition of EU political
organisations may extend to bodies such as those concerned
with policy review, law reform, the representation of the
business community and special interest groups such as
those concerned with the environment, which the company
and its subsidiaries might wish to support.
298 GSK Annual Report 2019
Other statutory disclosures continued
Group companies
In accordance with Section 409 of the Companies Act 2006 a full list of subsidiaries, associates, joint ventures and joint
arrangements, the address of the registered office and effective percentage of equity owned, as at 31 December 2019 are
disclosed below. Unless otherwise stated the share capital disclosed comprises Ordinary shares which are indirectly held by
GlaxoSmithKline plc. The percentage held by class of share is stated where this is less than 100%. Unless otherwise stated,
all subsidiary companies have their registered office and are tax resident in their country of incorporation.
Name
Wholly owned subsidiaries
1506369 Alberta ULC
Action Potential Venture Capital Limited
Adechsa GmbH (ii)
Affymax Research Institute
Security
Common
Ordinary
Ordinary
Common
Alenfarma – Especialidades Farmaceuticas, Limitada (ii)
Ordinary Quota
Allen & Hanburys Limited (ii)
Allen & Hanburys Pharmaceutical Nigeria Limited
Allen Farmaceutica, S.A.
Allen Pharmazeutika Gesellschaft m.b.H.
Barrier Therapeutics, Inc.
Ordinary
Ordinary
Ordinary
Ordinary
Common
Registered address
3500 855-2nd Street SW, Calgary, AB, T2P 4J8, Canada
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
c/o PRV Provides Treuhandgesellschaft AG, Dorfstrasse 38, Baar,
6341, Switzerland
Corporation Service Company, 2710 Gateway Oaks Drive, Suite 150N,
Sacramento, California, 95833, United States
Rua Dr Antonio Loureiro Borges No 3, Arquiparque, Miraflores, Alges,
1495-131, Portugal
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
24 Abimbola Way, Ilasamaja, Isolo, Lagos, Nigeria
Severo Ochoa, 2, Parque Tecnologico de Madrid, Tres Cantos, Madrid,
28760, Spain
Wagenseilgasse 3, Euro Plaza, Gebäude I, 4. Stock, Vienna, A-1120,
Austria
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Beecham Group p.l.c
Beecham Pharmaceuticals (Pte) Limited
20p Shares ‘A’; 5p Shares ‘B’
Ordinary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
38 Quality Road, Jurong Industrial Estate, Jurong, 618809, Singapore
Beecham Portuguesa-Produtos Farmaceuticos e Quimicos, Lda Ordinary Quota
Beecham S.A. (ii)
Biovesta Ilaçlari Ltd. Sti. (ii)
Ordinary
Nominative
Rua Dr Antonio Loureiro Borges No 3, Arquiparque, Miraflores, Alges,
1495-131, Portugal
Parc de la Noire Epine, rue Fleming 20, 1300 Wavre, Belgium
Büyükdere Caddesi No. 173, 1.Levent Plaza B Blok, 1.Levent, Istanbul,
34394, Turkey
Burroughs Wellcome & Co (Bangladesh) Limited
Ordinary
Sweden Tower, 1, Harinnachala, Konabari, Gazipur, Bangladesh
Cascan GmbH & Co. KG
Castleton Investment Ltd (iv)
Cellzome GmbH
Cellzome Therapeutics, Inc. (ii)
Cellzome, Inc.
Partnership Capital
Industriestrasse 32-36, Bad Oldesloe, 23843, Germany
Ordinary
Ordinary
Common
Common;
Series A Preferred;
Series B Preferred;
Series C-1 Convertible Preferred;
Series C-3 Convertible Preferred
c/o DTOS, 19 Cybercity, 10th Floor Standard Chartered Tower,
Ebene, Mauritius
Meyerhofstrasse 1, Heidelberg, 69117, Germany
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Charles Midgley Limited (ii)
Ordinary; 7% Cumulative Preference
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Clarges Pharmaceuticals Trustees Limited (ii) (iv)
Colleen Corporation
Corixa Corporation
Coulter Pharmaceutical, Inc. (ii)
Dealcyber Limited
Desarrollo Energia Solar Alternativa S.L.
Ordinary
Common
Common
Common
Ordinary
Ordinary
Duncan Flockhart Australia Pty Limited (ii) (iv)
Etex Farmaceutica Ltda
Ordinary
Social Capital
Fipar (Thailand) Ltd (in liquidation)
Genelabs Technologies, Inc.
Glaxo Group Limited
Glaxo Kabushiki Kaisha (ii)
Glaxo Laboratories (Nigeria) Limited (ii)
Glaxo Laboratories Limited (ii)
Ordinary
Common
Ordinary
Ordinary
Ordinary
Ordinary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Severo Ochoa, 2, Parque Tecnologico de Madrid, Tres Cantos, Madrid,
28760, Spain
1061 Mountain Highway, Boronia, VIC, 3155, Australia
Avenue Andres Bello 2687, Piso 19, Las Condes, Santiago, C.P.
7550611, Chile
12th Floor Wave Place, 55 Wireless Road, Lumpini, Pathumwan,
Bangkok, 10330, Thailand
Corporation Service Company, 2710 Gateway Oaks Drive, Suite 150N,
Sacramento, California, CA, 95833, United States
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
1-8-1 Akasaka Minato-Ku, Tokyo, Japan
82 Marine Road, Apapa, Lagos, Nigeria
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
GSK Annual Report 2019 299
Investor informationFinancial statementsStrategic reportGovernance and remuneration Other statutory disclosures continued
Group companies continued
Name
Wholly owned subsidiaries continued
Glaxo New Zealand Pension Plan Trustee Limited
Glaxo Operations UK Limited
Glaxo Properties BV
Glaxo Trustees Limited (ii) (iv)
Glaxo Verwaltungs GmbH
Glaxo Wellcome Australia Pty Ltd (ii) (iv)
Glaxo Wellcome Farmaceutica, Limitada
Glaxo Wellcome International B.V. (ii) (iii)
Glaxo Wellcome Manufacturing Pte Ltd
Glaxo Wellcome Production S.A.S.
Glaxo Wellcome Vidhyasom Limited (ii)
Glaxo Wellcome, S.A.
Glaxo, S.A.
Glaxo-Allenburys (Nigeria) Limited (ii)
Glaxochem Pte Ltd (iii)
Security
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary Quota
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
GlaxoSmithKline – Produtos Farmaceuticos, Limitada
Ordinary Quota
GlaxoSmithKline (Cambodia) Co., Ltd. (in liquidation)
Ordinary
GlaxoSmithKline (China) Investment Co Ltd
GlaxoSmithKline (China) R&D Company Limited
GlaxoSmithKline (Cyprus) Limited
GlaxoSmithKline (GSK) S.R.L.
GlaxoSmithKline (Ireland) Limited (vii)
GlaxoSmithKline (Israel) Ltd
GlaxoSmithKline (Malta) Limited
GlaxoSmithKline (Private) Limited (ii)
GlaxoSmithKline (Thailand) Limited
GlaxoSmithKline A.E.B.E.
GlaxoSmithKline AB
GlaxoSmithKline AG
GlaxoSmithKline Angola Unipessoal Limitada (iv)
GlaxoSmithKline Argentina S.A.
GlaxoSmithKline AS
GlaxoSmithKline Asia Pvt. Limited
GlaxoSmithKline Australia Pty Ltd
GlaxoSmithKline B.V.
GlaxoSmithKline Beteiligungs GmbH
GlaxoSmithKline Biologicals (Shanghai) Ltd.
GlaxoSmithKline Biologicals Kft.
GlaxoSmithKline Biologicals S.A.S.
GlaxoSmithKline Biologicals SA
GlaxoSmithKline Brasil Limitada
GlaxoSmithKline Capital Inc.
GlaxoSmithKline Capital plc
GlaxoSmithKline Caribbean Limited
Ordinary
Equity
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Quotas
Ordinary
Ordinary
Equity
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Quotas
Common
Ordinary
Ordinary
GlaxoSmithKline Chile Farmaceutica Limitada
Social Capital
GlaxoSmithKline Colombia S.A.
GlaxoSmithKline Consumer Healthcare Holdings Limited (i)
GlaxoSmithKline Consumer Healthcare Investments (Ireland)
Limited (iii) (iv)
Ordinary
Ordinary
Ordinary
300 GSK Annual Report 2019
Registered address
Level 11, Zurich House, 21 Queen Street, Auckland, 1010, New Zealand
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Huis ter Heideweg 62, 3705 LZ, Zeist, Netherlands
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Industriestrasse 32-36, Bad Oldesloe, 23843, Germany
1061 Mountain Highway, Boronia, VIC, 3155, Australia
Rua Dr Antonio Loureiro Borges No 3, Arquiparque, Miraflores, Alges,
1495-131, Portugal
Huis ter Heideweg 62, 3705 LZ, Zeist, Netherlands
1 Pioneer Sector 1, Jurong Industrial Estate, Jurong, 628413, Singapore
23 rue François Jacob, 92500, Rueil-Malmaison, France
12th Floor Wave Place, 55 Wireless Road, Lumpini, Pathumwan,
Bangkok, 10330, Thailand
Poligono Industrial Allendeduero, Avenida de Extremadura, 3, Aranda de
Duero, Burgos, 09400, Spain
Severo Ochoa, 2, Parque Tecnologico de Madrid, Tres Cantos, Madrid,
28760, Spain
41 Creek Road, Apapa, Lagos, PMB 1401, Nigeria
23 Rochester Park, 139234, Singapore
Rua Dr Antonio Loureiro Borges No 3, Arquiparque, Miraflores, Alges,
1495-131, Portugal
5th Floor DKSH Building, No. 797 Preah Monivong Boulevard (Corner of
Street 484), Sangkat Phsar Deum Thakov, Khan Chamkarmon, Phnom
Penh, Cambodia
Room 901-910, Building A, Ocean International Center, 56 Mid 4th
East Ring Road, Bejing, Chaoyang District, China
F1-3, No. 18 building, 999 Huanke Road, Pilot Free Trade Zone,
Shanghai, 201210, China
Arch. Makariou III, 2-4, Capital Center, 9th Floor, Nicosia, P.C. 1505,
Cyprus
1-5 Costache Negri Street, Opera Center One, 5th and 6th floors,
Zone 1, District 5, Bucharest, Romania
12 Riverwalk Citywest Business Campus, Dublin, 24, Ireland
25 Basel Street, PO Box 10283, Petach-Tikva, 49002, Israel
1, First Floor, De La Cruz Avenue, Qormi, QRM2458, Malta
Unit 3, 20 Anthony Road, Msasa, Harare, Zimbabwe
12th Floor Wave Place, 55 Wireless Road, Lumpini, Pathumwan,
Bangkok, 10330, Thailand
266 Kifissias Avenue, Halandri, Athens, 152 32, Greece
Hemvarnsg. 9, Solna, 171 54, Sweden
Talstrasse 3-5, 3053 Muenchenbuchsee, Switzerland
Luanda, Bairro Petrangol, Estrada de Cacuaco n° 288, Angola
Tucumán 1, piso 4, Buenos Aires, C1049AAA, Argentina
Drammensveien 288, 0283 Oslo, Norway
Patiala Road, Nabha 147201, Dist Patiala, Punjab, India
1061 Mountain Highway, Boronia, VIC, 3155, Australia
Huis ter Heideweg 62, 3705 LZ, Zeist, Netherlands
Prinzregentenplatz 9, Munchen, 81675, Germany
No. 277 Niudun Road, China (Shanghai) Pilot Free Trade Zone
2100 Gödöllõ, Homoki Nagy István utca 1, Hungary
637 Rue des Aulnois, Saint-Amand Les Eaux, 59230, France
Estrada dos Bandeirantes, 8464, Rio de Janeiro, 22783-110, Brazil
Wilmington Trust SP Services Inc., 1105 North Market Street,
Suite 1300, Wilmington, Delaware, 19801, United States
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Avenue Andres Bello No. 2687, Piso 19, Las Condes, Santiago,
C.P. 7550611, Chile
Avenida El Dorado, #69B-45/Piso 9, Bogota, Colombia
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Knockbrack, Dungarvan, Co Waterford, X35 RY76, Ireland
Ordinary; Preference
Rue de l'Institut 89, B-1330 Rixensart, Belgium
Other statutory disclosures continued
Group companies continued
Name
Security
Registered address
Wholly owned subsidiaries continued
GlaxoSmithKline Consumer Healthcare Ireland IP Limited (iii) (iv) Ordinary
Knockbrack, Dungarvan, Co Waterford, X35 RY76, Ireland
GlaxoSmithKline Consumer Holding B.V. (ii)
GlaxoSmithKline d.o.o
GlaxoSmithKline d.o.o.
GlaxoSmithKline doo Beograd
GlaxoSmithKline Ecuador S.A.
GlaxoSmithKline Eesti OU
GlaxoSmithKline El Salvador S.A. de C.V.
GlaxoSmithKline EOOD
GlaxoSmithKline Export Limited
GlaxoSmithKline Export Panama S.A.
GlaxoSmithKline Far East B.V.
GlaxoSmithKline Finance plc
GlaxoSmithKline GmbH & Co. KG
GlaxoSmithKline Guatemala S.A.
GlaxoSmithKline Holding AS
GlaxoSmithKline Holdings (Americas) Inc.
GlaxoSmithKline Holdings (Ireland) Limited
GlaxoSmithKline Holdings (One) Limited (i)
GlaxoSmithKline Holdings Limited (i)
GlaxoSmithKline Holdings Pty Ltd
GlaxoSmithKline Honduras S.A.
GlaxoSmithKline IHC Limited
Ordinary
Quotas
Equity capital
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Huis ter Heideweg 62, 3705 LZ, Zeist, Netherlands
Zmja od Bosne broj 7-7a, Sarajevo, 71000, Bosnia and Herzegovina
Ulica Damira Tomljanovica Gavrana 15, Zagreb, Croatia
Omladinskih brigada 88, New Belgrade, City of Belgrade, 11070, Serbia
Av 10 De Agosto N36-239, y Naciones Unidas, Edificio
Electroectuatoriana, 2do piso, Quito, Ecuador
Lõõtsa 8a, Tallinn, 11415, Estonia
Avenida El Boqueron y Calle Izalco No 7 y 8 Parque Industrial El
Boqueron, Santa Elen, Antiguo Custatlan, La Libertad, El Salvador
115 G Tsarigradsko Shose Blvd., floor 9, Mladost Region, Sofia,
1784, Bulgaria
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Panama City, Republic of Panama, Panama
Huis ter Heideweg 62, 3705 LZ, Zeist, Netherlands
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Partnership Capital
Prinzregentenplatz 9, Munchen, 81675, Germany
Ordinary
Ordinary
Common
Novena Avenida 0-09, Zona 4, Guatemala City, Guatemala
Drammensveien 288, 0283 Oslo, Norway
Wilmington Trust SP Services Inc., 1105 North Market Street, Suite 1300,
Wilmington, Delaware, 19801, United States
Ordinary; Deferred
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
1061 Mountain Highway, Boronia, VIC, 3155, Australia
Tegucigalpa, MDC, Honduras
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Büyükdere Caddesi No. 173, 1.Levent Plaza B Blok, 1.Levent, Istanbul,
34394, Turkey
GlaxoSmithKline Ilaclari Sanayi ve Ticaret A.S.
Nominative
GlaxoSmithKline Inc.
GlaxoSmithKline Insurance Ltd.
GlaxoSmithKline Intellectual Property (No.2) Limited
GlaxoSmithKline Intellectual Property (No.3) Limited
GlaxoSmithKline Intellectual Property (No.4) Limited
GlaxoSmithKline Intellectual Property (No.5) Limited
GlaxoSmithKline Intellectual Property Development Limited
Class A Common; Class C Preference
7333 Mississauga Road North, Mississauga, ON, L5N 6L4, Canada
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
19 Par-La-Ville Road, Hamilton, HM11, Bermuda
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
GlaxoSmithKline Intellectual Property Holdings Limited
A Ordinary; B Ordinary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
GlaxoSmithKline Intellectual Property Limited
Ordinary; Deferred
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
GlaxoSmithKline Intellectual Property Management Limited
GlaxoSmithKline International Limited
GlaxoSmithKline Investigación y Desarrollo, S.L.
GlaxoSmithKline Investments (Ireland) Limited (iii) (iv)
GlaxoSmithKline Investments Pty Ltd
GlaxoSmithKline K.K.
GlaxoSmithKline Korea Limited
GlaxoSmithKline Latin America, S.A.
GlaxoSmithKline Latvia SIA
GlaxoSmithKline Lietuva UAB
GlaxoSmithKline Limited
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
GlaxoSmithKline LLC
LLC Interests
GlaxoSmithKline Manufacturing SpA
GlaxoSmithKline Maroc S.A.
GlaxoSmithKline Medical and Healthcare Products Limited
GlaxoSmithKline Mercury Limited (i)
GlaxoSmithKline Mexico S.A. de C.V.
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary A; Ordinary B
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Severo Ochoa 2 Parque Tecnológico de Madrid, Tres Cantos, Madrid,
28760, Spain
12 Riverwalk Citywest Business Campus, Dublin, 24 Ireland
1061 Mountain Highway, Boronia, VIC, 3155, Australia
1-8-1 Akasaka Minato-Ku, Tokyo, Japan
9F LS Yongsan Tower 92, Hangangdae-ro Yongsan-gu, Seoul, 04386,
Republic of Korea
Panama City, Republic of Panama, Panama
Duntes iela 3, Riga, Latvia
Ukmerges st. 120, Vilnius, LT-08105, Lithuania
23/F., Tower 6, The Gateway, 9 Canton Road, Tsimshatsui, Kowloon,
Hong Kong
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Via Alessandro Fleming 2, Verona, 37135, Italy
42-44 Angle Bd, Rachidi et Abou Hamed El Glaza, Casablanca, Morocco
H-1124, Csorsz utca 43, Budapest, Hungary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Calzada, Mexico-Xochimilco 4900, Colonia San Lorenzo, Huipulco,
Delegacion Tlalpan, 14370, Mexico
GSK Annual Report 2019 301
Investor informationFinancial statementsStrategic reportGovernance and remuneration Other statutory disclosures continued
Group companies continued
Name
Wholly owned subsidiaries continued
GlaxoSmithKline NZ Limited
GlaxoSmithKline Oy
GlaxoSmithKline Peru S.A.
GlaxoSmithKline Pharma A/S
GlaxoSmithKline Pharma GmbH
GlaxoSmithKline Pharmaceutical Kenya Limited
GlaxoSmithKline Pharmaceutical Nigeria Limited
GlaxoSmithKline Pharmaceutical Sdn Bhd
GlaxoSmithKline Pharmaceuticals (Pvt) Ltd
GlaxoSmithKline Pharmaceuticals Costa Rica S.A
GlaxoSmithKline Pharmaceuticals S.A.
GlaxoSmithKline Pharmaceuticals SA
GlaxoSmithKline Pharmaceuticals Ukraine LLC
GlaxoSmithKline Pte Ltd
GlaxoSmithKline Puerto Rico, Inc.
GlaxoSmithKline Republica Dominicana S.A.
GlaxoSmithKline Research & Development Limited
GlaxoSmithKline S.A.
GlaxoSmithKline S.p.A.
GlaxoSmithKline s.r.o.
Security
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary A; Ordinary B;
Ordinary C; Ordinary D
Ordinary
Chartered Capital
Ordinary
Common
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
GlaxoSmithKline Services GmbH & Co. KG
GlaxoSmithKline Services Inc. (ii)
Partnership Capital
Common
GlaxoSmithKline Services Unlimited (i)
GlaxoSmithKline SL Holdings, LLC
GlaxoSmithKline SL LLC
GlaxoSmithKline SL LP (ii) (ix)
GlaxoSmithKline Slovakia s.r.o.
GlaxoSmithKline South Africa (Pty) Limited
GlaxoSmithKline Trading
GlaxoSmithKline Trading Services Limited (iii) (vii)
GlaxoSmithKline Tunisia S.A.R.L.
GlaxoSmithKline UK Limited
GlaxoSmithKline Uruguay S.A.
GlaxoSmithKline US Trading Limited
GlaxoSmithKline Venezuela C.A.
Ordinary
LLC Interests
LLC Interests
Partnership
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Registered address
Level 11, Zurich House, 21 Queen Street, Auckland, 1010, New Zealand
Piispansilta 9A, P.O. Box 24, Espoo, FIN-02230, Finland
Av. Javier Prado Oeste, 995, San Isidro, Lima 27, Peru
Nykaer 68, Brondby, DK-2605, Denmark
Wagenseilgasse 3, Euro Plaza, Gebäude I, 4. Stock, Vienna,
A-1120, Austria
Likoni Road, PO Box 10643, 00100, Nairobi, Kenya
1 Industrial Avenue, Ilupeju, Ikeja, Lagos, PM B 21218, Nigeria
Level 6, Quill 9, 112, Jalan Prof. Khoo Kay Kim, 46300 Petaling Jaya,
Selangor, Malaysia
121 Galle Road, Kaldemulla, Moratuwa, Sri Lanka
300 metros al este de la Rotonda de la Betania, Mercedes de Montes de
Oca, Sabanilla, Montes de Oca, San Jose, Costa Rica
Ul. Grunwaldzka 189, Poznan, 60-322, Poland
Site Apollo, Avenue Pascal 2-4-6, Wavre, 1300, Belgium
Pavla Tychyny avenue, 1-V, Kiev, 02152, Ukraine
23 Rochester Park, 139234, Singapore
The Prentice-Hall Corporation System, Puerto Rico, Inc., c/o Fast
Solutions, LLC, 252 Ponce de Leon Avenue, Floor 20, San Juan,
00918, Puerto Rico
Ave. Lope de Vega #29, Torre NovoCentro, Local 406, Santo Domingo,
Dominican Republic
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Severo Ochoa, 2, Parque Tecnologico de Madrid, Tres Cantos,
Madrid, 28760, Spain
Via Alessandro Fleming 2, Verona, 37135, Italy
Hvezdova 1734/2c, Prague, 4 140 00, Czech Republic
Prinzregentenplatz 9, Munchen, 81675, Germany
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Galvaniho 7/A, Bratislava, 821 04, Slovakia
Flushing Meadows Building, The Campus, 57 Sloane Street,
Bryanston 2021, South Africa
Leningradskiy Prospect 37A, Building 4, Floor 3, Premises XV, Room 1,
Moscow, 125167, Russian Federation
12 Riverwalk Citywest Business Campus, Dublin, 24, Ireland
Immeuble Les Quatres R, Rue du Lac Lochness, Berges du Lac, Tunis,
Tunisia
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Urbanizacion La Trinidad, Calle luis De Camoems, Edif No 115-117
Apatado Posta, Caracas, 1010, Venezuela
The Metropolitan, 235 Dong Khoi Street, District 1, 7th Floor Unit 701, Ho
Chi Minh City, Viet Nam
Registered shares provisory stock
Salto 1105, CP 11.200 Montevideo, Uruguay
GlaxoSmithKline Vietnam Limited Liability Company (ii) (iv)
Equity capital
GlycoVaxyn AG (iv)
Groupe GlaxoSmithKline S.A.S.
GSK Australia NVD Pty Ltd (ii) (iv)
GSK Business Service Centre Sdn Bhd
GSK Capital K.K.
GSK CH Argentina S.A.
GSK Commercial Sp. z o.o.
GSK d.o.o., Ljubljana
302 GSK Annual Report 2019
Common; Preferred A; Preferred B;
Preferred C
Grabenstrasse 3, 8952 Schlieren, Switzerland
Ordinary
Ordinary
Ordinary
Ordinary
Nominative non endorseable ordinary
shares
23 Rue françois Jacob, 92500, Rueil-Malmaison, France
1061 Mountain Highway, Boronia, VIC, 3155, Australia
Level 6, Quill 9, 112, Jalan Prof. Khoo Kay Kim, 46300 Petaling Jaya,
Selangor, Malaysia
1-8-1 Akasaka Minato-Ku, Tokyo, Japan
Tucumán 1, piso 4, Buenos Aires, C1049AAA, Argentina
Ordinary
Ordinary
ul. Rzymowskiego 53, Warsaw, 02-697, Poland
Ameriška ulica 8,Ljubljana, 1000, Slovenia
Other statutory disclosures continued
Group companies continued
Name
Wholly owned subsidiaries continued
GSK Finance (No 2) Limited
GSK Kazakhstan LLP
Security
Ordinary
Participation/Participating Interest
GSK Limited (ii)
GSK Pharmaceutical Trading SA (ii) (iv)
GSK Services Sp z o.o.
GSK Vaccines BV
GSK Vaccines GmbH
GSK Vaccines Institute for Global Health S.r.l.
GSK Vaccines S.r.l.
GSK Vaccines Vertriebs GmbH (ii)
HGS France S.a.r.l. (ii) (iv)
Horlicks Limited
Human Genome Sciences, Inc.
ID Biomedical Corporation of Quebec
Instituto Luso Farmaco, Limitada (ii)
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Quotas
Quotas
Ordinary
Ordinary
Common
Common
Ordinary Quota
InterPharma Dienstleistungen GmbH
Quotas
J&J Technologies, LC (ii)
LLC Interests
Laboratoire GlaxoSmithKline
Laboratoire Pharmaceutique Algérien LPA Production SPA
Laboratoire Pharmaceutique Algérien SPA
Laboratoires Paucourt (ii)
Laboratoires Saint-Germain (ii)
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Laboratorios Dermatologicos Darier, S.A de C.V.
Ordinary A; Ordinary B
Laboratorios Farmaceuticos Stiefel (Portugal) LTDA (ii)
Ordinary Quota
Laboratorios Stiefel de Venezuela SA
Laboratorios Stiefel Ltda.
Ordinary
Ordinary
Laboratorios Wellcome De Portugal Limitada (ii)
Ordinary Quota
Registered address
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
273, Nursultan Nazarbayev ave., Almaty, Medeu District, 050059,
Kazakhstan
980, Great West Road, Brentford, Middlesex, TW8 9GS, England
5 Poienelor Street, Brasov, Romania
Ul. Grunwaldzka 189, Poznan, 60-322, Poland
Hullenbergweg 85, Amsterdam, 1101 CL, Netherlands
Emil-von-Behring-Str.76, 35041 Marburg, Germany
Via Fiorentina 1, Siena, 53100, Italy
Via Fiorentina 1, Siena, 53100, Italy
Rudolf-Diesel-Ring 27, Holzkirchen, 83607, Germany
52-54, Rue de la Belle Feuille, Boulogne-Billancourt, 92100, France
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
2323, boul. Du Parc Technologique, Québec, G1P 4R8, Canada
Rua Dr Antonio Loureiro Borges No 3, Arquiparque, Miraflores, Alges,
1495-131, Portugal
Wagenseilgasse 3, Euro Plaza, Gebäude I, 4. Stock, Vienna, A-1120,
Austria
Corporation Service Company, 100 Shockoe Slip, 2nd Floor, Richmond,
VA 23219, United States
23 rue François Jacob, 92500, Rueil-Malmaison, France
Zone Industrielle Est, Boudouaou, Boumerdes, Algeria
Zone Industrielle Est, Boudouaou, Boumerdes, Algeria
23 rue François Jacob, 92500, Rueil-Malmaison, France
23 rue François Jacob, 92500, Rueil-Malmaison, France
Calzada Mexico Xochimilco, 4900 San Lorenzo Huipulco, District Federal
Mexico, 14370, Mexico
Rua Dr Antonio Loureiro Borges No 3, Arquiparque, Miraflores, Alges,
1495-131, Portugal
Calle Luis de Camoens, Edificio GlaxoSmithKline, No. 115-117,
Urb. La Trinidad, Caracas, Venezuela
Rua Professor Joao Cavalheiro Salem, no.1077, Bairro de Bonsucesso,
Municipality of Guarulhos, Sao Paulo, CEP 07243-580, Brazil
Rua Dr Antonio Loureiro Borges No 3, Arquiparque, Miraflores, Alges,
1495-131, Portugal
Ordinary; Preference
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Montrose Pharma Company Limited (ii) (iv)
Ordinary Quota
H-1124, Csorsz utca 43, Budapest, Hungary
Okairos AG (in liquidation)
Penn Labs Inc. (ii)
S.R. One International B.V.
S.R. One, Limited
Setfirst Limited
Sitari Pharma, Inc.
Common; Preferred A; Preferred B
c/o OBC Suisse AG, Aeschenvorstadt 71, 4051, Basel, Switzerland
Common
Ordinary
Units (Common)
Ordinary; Preference
Common Stock
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Huis ter Heideweg, 62 3705, LZ Zeist, Netherlands
Corporation Service Company, 2595 Interstate Drive, Suite 103,
Harrisburg, Pennsylvania, 17110, United States
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, DE, 19808, United States
Smith Kline & French Portuguesa-Produtos Farmaceuticos,
LDA (ii)
Ordinary Quota
Rua Dr Antonio Loureiro Borges No 3, Arquiparque, Miraflores, Alges,
1495-131, Portugal
SmithKline Beecham (Bangladesh) Private Limited (ii)
SmithKline Beecham (Cork) Limited (vii)
SmithKline Beecham (Manufacturing) Limited (vii)
SmithKline Beecham Biologicals US Partnership
SmithKline Beecham Egypt L.L.C.
SmithKline Beecham Farma, S.A.
Ordinary
Ordinary
Ordinary
Partnership Interest
Quotas
Ordinary
SmithKline Beecham Inter-American Corporation (ii)
Common
House 2A, Road 138, Gaishari-1, Dhaka 1212, Bangladesh
12 Riverwalk Citywest Business Campus, Dublin, 24, Ireland
12 Riverwalk Citywest Business Campus, Dublin, 24, Ireland
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Amoun Street, El Salam City, Cairo, Egypt
Severo Ochoa, 2, Parque Tecnologico de Madrid, Tres Cantos,
Madrid, 28760, Spain
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
SmithKline Beecham Limited
Ordinary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
GSK Annual Report 2019 303
Investor informationFinancial statementsStrategic reportGovernance and remuneration Other statutory disclosures continued
Group companies continued
Name
Wholly owned subsidiaries continued
SmithKline Beecham Overseas Limited
SmithKline Beecham Pension Plan Trustee Limited (ii)
SmithKline Beecham Pension Trustees Limited (ii)
Security
Ordinary
Ordinary
Ordinary
Registered address
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
SmithKline Beecham Pharma GmbH & Co KG
Partnership Capital
Prinzregentenplatz 9, Munchen, 81675, Germany
SmithKline Beecham Pharma Verwaltungs GmbH
SmithKline Beecham Pharmaceuticals (Pty) Limited (ii) (iv)
SmithKline Beecham Pharmaceuticals Co.
SmithKline Beecham Port Louis Limited (iv)
SmithKline Beecham Senior Executive Pension Plan
Trustee Limited (ii)
Stiefel Distributors (Ireland) Limited (ii) (iv) (vii)
Stiefel Dominicana, S.R.L. (ii) (iv)
Stiefel Farma, S.A.
Stiefel GmbH & Co. KG
Stiefel India Private Limited
Stiefel Laboratories Legacy (Ireland) Limited (vii)
Stiefel Laboratories Limited (ii)
Stiefel Laboratories Pte Limited (ii)
Stiefel Laboratories, Inc.
Stiefel Maroc SARL (ii) (iv)
Stiefel Research (Australia) Holdings Pty Ltd
Stiefel Research Australia Pty Ltd
Stiefel West Coast LLC
Strebor Inc.
Tempero Pharmaceuticals, Inc.
Tesaro Bio Austria GmbH
Tesaro Bio France SAS
Tesaro Bio Germany GmbH
Tesaro Bio GmbH
Tesaro Bio Italy S.R.L
Tesaro Bio Netherlands B.V (x)
Tesaro Bio Spain S.L.U.
Tesaro Bio Sweden AB
Tesaro Development Limited
Tesaro Securities Corporation (iv)
Tesaro, Inc.
The Sydney Ross Co. (ii)
Ordinary
Ordinary
Common
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Prinzregentenplatz 9, Munchen, 81675, Germany
Flushing Meadows Building, The Campus, 57 Sloane Street,
Bryanston 2021, South Africa
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
c/o CIM Corporate Services Ltd, Les Cascades Building,
Edith Cavell Street, Port Louis, Mauritius
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Finisklin Business Park, Sligo, Ireland
Ave. Lope de Vega #29, Torre NovoCentro, Local 406, Santo Domingo,
Dominican Republic
Severo Ochoa, 2, Parque Tecnologico de Madrid, Tres Cantos, Madrid,
28760, Spain
Partnership Capital
Industriestrasse 32-36, Bad Oldesloe, 23843, Germany
Equity
Ordinary
Ordinary
Ordinary
Common
Ordinary
Ordinary
Ordinary
LLC Interests
Common
401-402, A, Wing, 4th Floor,Floral Deck Plaza, Opp Rolta Bhavan,
Central MIDC Road, Mumbai, Andheri (E), 400093, India
Finisklin Business Park, Sligo, Ireland
Eurasia Headquarters, Concorde Road, Maidenhead, Berkshire,
SL6 4BY, England
103 Gul Circle, 629589, Singapore
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
275 Boulevard Zerktouni, Casablanca, Morocco
1061 Mountain Highway, Boronia, VIC, 3155, Australia
1061 Mountain Highway, Boronia, VIC, 3155, Australia
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Series A Preference;
Series B Preference; Common
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Common
Shares
Shares
Ordinary
Shares
Shares
Shares/Participation Quota
Common
Shares
Common
Common
Common
Fleischmarkt 1/6/12, Vienna, 1010, Austria
235 avenue Le Jour Se Lève, Boulogne, 92100, France
Leopoldstr. 37A, Munich, 80802, Germany
Poststrasse 6, 6300 Zug, Switzerland
Via Vincenzo, Bellini 22 00198, Roma, Italy
Joop Geesinkweg 901, 1114 AB, Amsterdam-Duivendrecht, Netherlands
Severo Ochoa, 2 Parque Tecnológico de Madrid, 28760, Tres Cantos,
Madrid, Spain
c/o BDO Mälarden AB, Skatt Box 24193, Stockholm 10451, Sweden
Clarendon House, 2 Church Street, Hamilton HM11, Bermuda
CT Corporation, 155 Federal St, Ste. 700, Boston, 02110, United States
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, DE, 19808, United States
Corporation Service Company, Princeton South Corporate Center, Suite
160, 100 Charles Ewing Blvd, Ewing, New Jersey, 08628, United States
The Wellcome Foundation Investment Company Limited (ii) (iv)
Limited by guarantee
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
UCB Pharma Asia Pacific Sdn Bhd (ii)
Wellcome Consumer Healthcare Limited (ii)
Wellcome Consumer Products Limited (ii)
Wellcome Developments Pty Ltd (ii) (iv)
Wellcome Limited
Wellcome Operations Pty Ltd (ii) (iv)
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
12th Floor, Menara Symphony, No.5, Jalan Prof. Khoo Kay Kim, Seksyen
13, Petaling Jaya, 46200, Malaysia
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
1061 Mountain Highway, Boronia, VIC, 3155, Australia
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
1061 Mountain Highway, Boronia, VIC, 3155, Australia
304 GSK Annual Report 2019
Other statutory disclosures continued
Group companies continued
Name
Security
Effective %
Ownership
Registered address
Subsidiaries where the effective interest is less than 100%
Alacer Corp.
Common
Amoun Pharmaceutical Industries Co. S.A.E.
New Monetary Shares
(99.5%)
A Ordinary; B Ordinary (0%) 55
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Beecham Enterprises Inc. (ii)
Biddle Sawyer Limited
Block Drug Company, Inc.
Block Drug Corporation (ii)
British Pharma Group Limited (i)
Consumer Healthcare Holdings Limited
Consumer Healthcare Intermediate Holdings Limited
Duncan Consumer Healthcare Philippines Inc
Duncan Pharmaceuticals Philippines Inc.
Ex-Lax, Inc.
Ferrosan ApS
Ferrosan International ApS
Ferrosan S.R.L.
Galvani Bioelectronics Inc.
Galvani Bioelectronics Limited
Glaxo Saudi Arabia Limited
Glaxo Wellcome Ceylon Limited
GlaxoSmithKline (Tianjin) Co. Ltd
GlaxoSmithKline Algérie S.P.A.
GlaxoSmithKline Bangladesh Limited (iv)
Common
Equity
Common
Common
Captial (50%)
Ordinary
Ordinary
Common
Common
Common
A Shares; B Shares
Ordinary
Registered capital
Common
Ordinary
Ordinary; Ordinary B
Ordinary
Ordinary
Ordinary (82%)
GlaxoSmithKline Brasil Produtos para Consumo
e Saude Ltda
GlaxoSmithKline Consumer Healthcare (China) Co. Ltd
GlaxoSmithKline Consumer Healthcare (Hong Kong)
Limited
Quotas
Ordinary
Ordinary
GlaxoSmithKline Consumer Healthcare (Ireland) Limited (vii) Ordinary
GlaxoSmithKline Consumer Healthcare (Overseas) Limited
GlaxoSmithKline Consumer Healthcare (Thailand) Limited
GlaxoSmithKline Consumer Healthcare (UK) IP Limited
GlaxoSmithKline Consumer Healthcare (UK) Trading
Limited
Ordinary
Ordinary
Ordinary
Ordinary
GlaxoSmithKline Consumer Healthcare (US) IP LLC
LLC Interests
GlaxoSmithKline Consumer Healthcare A/S
GlaxoSmithKline Consumer Healthcare AB (v)
GlaxoSmithKline Consumer Healthcare Australia Pty ltd
GlaxoSmithKline Consumer Healthcare B.V.
GlaxoSmithKline Consumer Healthcare Colombia SAS
GlaxoSmithKline Consumer Healthcare Czech
Republic s.r.o.
GlaxoSmithKline Consumer Healthcare Finance Limited
GlaxoSmithKline Consumer Healthcare Finance
No.2 Limited
GlaxoSmithKline Consumer Healthcare Finland Oy
GlaxoSmithKline Consumer Healthcare GmbH
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
GlaxoSmithKline Consumer Healthcare GmbH & Co. KG
Partnership Capital
68
90.7
59.84
75
68
68
50
68
68
68
92.52
68
68
68
68
55
C T Corporation System, 818 West 7th Street, Los Angeles, California,
90017, United States
El Salam City 11491, PO Box 3001, Cairo, Egypt
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
252 Dr Annie Besant Road, Mumbai, 400030, India
Corporation Service Company, Princeton South Corporate Center, Suite
160, 100 Charles Ewing Blvd, Ewing, New Jersey, 08628, United States
Corporation Service Company, Princeton South Corporate Center, Suite
160, 100 Charles Ewing Blvd, Ewing, New Jersey, 08628, United States
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Ramsgate Road, Sandwich, Kent, CT13 9NJ, England
Ramsgate Road, Sandwich, Kent, CT13 9NJ, England
2266 Don Chino Roces Avenue, Makati City, Philippines
2266 Chino Roces Avenue, City of Makati, 1231, Philippines
The Prentice Hall Corporation System, Puerto Rico, Inc., c/o Fast
Solutions, LLC, Citi Tower, 252 Ponce de Leon Avenue, Floor 20,
San Juan, 00918, Puerto Rico
Lautrupvang 8, 2750 Ballerup, Denmark
Lautrupvang 8, 2750 Ballerup, Denmark
178/C Calea Turzii, Cluj-Napoca, Cluj County, Romania
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
75
67.8
90
PO Box 22617, Area No 56 to 73, Warehouse City, First Stage Al
Khomrah, Jeddah 21416, Saudi Arabia
121 Galle Road, Kaldemulla, Moratuwa, Sri Lanka
No. 65, the Fifth Avenue, Tai Feng Industrial Park, Tianjin Economic
and Technolog, Tianjin, 300457, China
99.99
Zone Industrielle Est, Boudouaou, Wilaya de Boumerdes, Algeria
82
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
Fouzderhat Industrial Area, Dhaka Trunk Road, North Kattali,
Chittagong - 4217, Bangladesh
66 BL1/302, Vitor Civita Street, Barra Tijuca, Rio de Janeiro,
22775-044, Brazil
Floor 8, 168 Xizangzhong Road, Huangpu District, Shanghai, China
23/F., Tower 6, The Gateway, 9 Canton Road, Tsimshatsui, Kowloon,
Hong Kong
12 Riverwalk Citywest Business Campus, Dublin, 24, Ireland
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
13th Floor, Unit 13.05 and 13.06 Wave Place, 55 Wireless Road,
Lumpini, Pathumwan, Bangkok, 10330, Thailand
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Nykaer 68, Brondby, DK-2605, Denmark
Nykaer 68, Brondby, DK-2605, Denmark
82 Hughes Avenue, Ermington, NSW, 2115, Australia
Huis ter Heideweg 62, 3705 LZ, Zeist, Netherlands
Avenida El Dorado, #69B-45/Piso 9, Bogota, Colombia
Hvezdova 1734/2c, Prague, 4 140 00, Czech Republic
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Piispansilta 9A, Fin-02230, Espoo, Finland
Wagenseilgasse 3, Euro Plaza, Gebäude I, 4. Stock, Vienna, A-1120,
Austria
Barthstr. 4, München, 80339, Germany
GSK Annual Report 2019 305
Investor informationFinancial statementsStrategic reportGovernance and remuneration Other statutory disclosures continued
Group companies continued
Name
Security
Effective %
Ownership
Registered address
Subsidiaries where the effective interest is less than 100% continued
GlaxoSmithKline Consumer Healthcare Greece Societe
Anonyme
Ordinary
GlaxoSmithKline Consumer Healthcare Holdings
(No.2) Limited
A; B(0%); Preference
GlaxoSmithKline Consumer Healthcare Holdings (US) LLC
LLC Interests
GlaxoSmithKline Consumer Healthcare Inc.
GlaxoSmithKline Consumer Healthcare Investments
(Ireland) (No 3) Limited (iii) (vii)
GlaxoSmithKline Consumer Healthcare Investments
(Ireland) (No.2) Unlimited Company (iii) (vii)
GlaxoSmithKline Consumer Healthcare Japan K.K.
GlaxoSmithKline Consumer Healthcare Korea Co., Ltd.
Common
Ordinary
Ordinary
Ordinary
Ordinary
GlaxoSmithKline Consumer Healthcare L.L.C.
LLC Interests
GlaxoSmithKline Consumer Healthcare Limited (iv)
GlaxoSmithKline Consumer Healthcare Mexico,
S. De R.L. de C.V.
GlaxoSmithKline Consumer Healthcare New Zealand ULC
GlaxoSmithKline Consumer Healthcare Norway AS
Ordinary
Ordinary
Ordinary
Ordinary
68
68
68
68
68
68
68
68
68
72.5
68
68
68
GlaxoSmithKline Consumer Healthcare Pakistan Limited
Ordinary (85.8%)
58.30%
GlaxoSmithKline Consumer Healthcare Philippines Inc
GlaxoSmithKline Consumer Healthcare Pte. Ltd.
GlaxoSmithKline Consumer Healthcare S.A.
GlaxoSmithKline Consumer Healthcare S.A.
GlaxoSmithKline Consumer Healthcare S.p.A.
GlaxoSmithKline Consumer Healthcare Saudi Limited
Common
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
GlaxoSmithKline Consumer Healthcare Sdn. Bhd.
Ordinary
GlaxoSmithKline Consumer Healthcare Slovakia s. r. o.
Ownership interest
GlaxoSmithKline Consumer Healthcare South Africa
(Pty) Ltd
GlaxoSmithKline Consumer Healthcare Sp.z.o.o.
GlaxoSmithKline Consumer Healthcare SRL
Ordinary
Ordinary
Ordinary
GlaxoSmithKline Consumer Healthcare Vietnam
Company Limited (ii)
Charter Capital
68
68
68
68
68
68
68
68
68
68
68
68
GlaxoSmithKline Consumer Healthcare, L.P.
Partnership Capital
59.84
GlaxoSmithKline Consumer Healthcare, Produtos para a
Saude e Higiene, Lda
Ordinary Quota
GlaxoSmithKline Consumer Nigeria plc (vi)
Ordinary (46.4%)
GlaxoSmithKline Consumer Private Limited
GlaxoSmithKline Consumer Trading Services Limited
GlaxoSmithKline Costa Rica S.A.
GlaxoSmithKline Dungarvan Limited (vii)
GlaxoSmithKline Healthcare AO
GlaxoSmithKline Healthcare GmbH
Equity
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
GlaxoSmithKline Healthcare Ukraine O.O.O.
Ownership interest
68
46.4
68
68
68
68
68
68
68
68
Ordinary
Ordinary (82.6%)
82.6
Ordinary
Ordinary
68
68
GlaxoSmithKline Limited
GlaxoSmithKline Pakistan Limited
GlaxoSmithKline Panama S.A.
GlaxoSmithKline Paraguay S.A.
306 GSK Annual Report 2019
274 Kifissias Avenue Halandri, Athens, 152 32, Greece
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
7333 Mississauga Road North, Mississagua, ON, L5N 6L4, Canada
Knockbrack, Dungarvan, Co Waterford, X35 RY76, Ireland
Knockbrack, Dungarvan, Co Waterford, X35 RY76, Ireland
1-8-1 Akasaka Minato-Ku, Tokyo, Japan
9F LS Yongsan Tower, 92, Hangang-daero, Yongsan-gu, Seoul,
04386, Korea, Republic of
Corporation Service Company, 2595 Interstate Drive Suite 103,
Harrisburg, Pennsylvania, 17110, United States
Patiala Road, Nabha 147201, Dist Patiala, Punjab, India
Calzada Mexico-Xochimilco 4900, Colonia San Lorenzo Huipulco,
Delegacion Tlalpan, Mexico, D.F. 14370, Mexico
Level 11, Zurich House, 21 Queen Street, Auckland, 1010, New Zealand
Drammensveien 288, 1326 Lysaker, Norway
The Sykes Building, 35 Dockyard Road, West Wharf, Karachi,
74000, Pakistan
2266 Don Chino Roces Avenue, Makati City, Philippines
23 Rochester Park, 139234, Singapore
Site Apollo, Avenue Pascal 2-4-6, Wavre, 1300, Belgium
Severo Ochoa, 2, Parque Tecnologico de Madrid, Tres Cantos, Madrid,
28760, Spain
Via Zambeletti snc,Baranzate, Milan, 20021, Italy
603 Salamah Tower 6th Floor, Madinah Road Al-Salamah District Jeddah
21425, Saudi Arabia
Lot 89, Jalan Enggang, Ampang/Ulu Kelang Industrial Estate, 6800
Ampang, Selangor, Darul Ehsan, Malaysia
Galvaniho 7/A, Bratislava, 821 04, Slovakia
Flushing Meadows Building, The Campus, 57 Sloane Street, Bryanston
2021, South Africa
Ul. Grunwaldzka 189, Poznan, 60-322, Poland
1-5 Costache Negri Street, Opera Center One, 6th floor (Zone 2), District
5, Bucharest, Romania
Floor 16, Metropolitan, 235 Dong Khoi, Ben Nghe Ward, District 1,
Ho Chi Minh City, Viet Nam
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Rua Dr Antonio Loureiro Borges No 3, Arquiparque, Miraflores, Alges,
1495-131, Portugal
1 Industrial Avenue, Ilupeju, Ikeja, Lagos, PM B 21218, Nigeria
Patiala Road, Nabha 147201, Dist Patiala, Punjab, India
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
300 metros al este de la Rotonda de la Betania, Mercedes de Montes
de Oca, Sabanilla, Montes de Oca, San Jose, Costa Rica
Knockbrack, Dungarvan, Co Waterford, X35 RY76, Ireland
Premises III, Room 9, floor 6, Presnenskaya nab. 10, Moscow, 123112,
Russian Federation
Barthstr. 4, München, 80339, Germany
Pavla Tychyny avenue, 1-V, Kiev, 02152, Ukraine
Likoni Road; PO Box 78392; Nairobi; Kenya
The Sykes Building, 35 Dockyard Road, West Wharf, Karachi, 74000,
Pakistan
Urbanizacion Industrial Juan D, Calles A Y B, Republic of Panama,
Panama
Oficial Gilberto Aranda 333, Planta Alta casi Salvador del Mundo,
Asuncion, Paraguay
Other statutory disclosures continued
Group companies continued
Name
Security
Effective %
Ownership
Registered address
Subsidiaries where the effective interest is less than 100% continued
GlaxoSmithKline Pharmaceuticals Limited
GlaxoSmithKline Philippines Inc
GlaxoSmithKline S.A.E.
Equity (75%)
Common
Ordinary (91.2%)
75
92.52
91.2
GlaxoSmithKline Sante Grand Public SAS
GlaxoSmithKline Tuketici Sagligi Anonim Sirketi
GlaxoSmithKline-Consumer Hungary Limited Liability
Company
GSK Canada Holding Company Limited
GSK CH Kazakhstan LLP
GSK Consumer Health, Inc.
Ordinary
Nominative
Membership
Ordinary
Charter Capital
Common
GSK Consumer Healthcare Holdings (US) Inc.
Common
GSK Consumer Healthcare Holdings No. 2 LLC (iii)
Unit
GSK Consumer Healthcare Israel Ltd (iv)
GSK Consumer Healthcare Levice, s.r.o.
GSK Consumer Healthcare S.A.
GSK Consumer Healthcare Schweiz AG
GSK Consumer Healthcare Services, Inc.
GSK Consumer Healthcare Singapore Pte. Ltd.
GSK New Zealand Holding Company Limited
Ordinary
Ordinary
Ordinary
Ordinary
Common
Ordinary
Ordinary
GSK-Gebro Consumer Healthcare GmbH
Ordinary (60%)
Iodosan S.p.A.
Kuhs GmbH
Laboratorios ViiV Healthcare, S.L.
Ordinary
Ordinary
Ordinary
Modern Pharma Trading Company L.L.C.
N.C.H. – Nutrition Consumer Health Ltd (ii)
New PCH LLC
Quotas (98.2%)
Ordinary
Membership Interest
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
40.8
68
68
78.3
98.2
68
68
P.T. SmithKline Beecham Pharmaceuticals
A Shares; B Shares (0%)
99
P.T. Sterling Products Indonesia
A Shares; B Shares
Panadol GmbH
PF Consumer FZ-LLC
Ordinary
Ordinary
PF Consumer Healthcare 1 LLC
Membership Interest
PF Consumer Healthcare B.V.
Class A; Class B
PF Consumer Healthcare Brazil Importadora e Distribuidora
de Medicamentos Ltda
Quota
PF Consumer Healthcare Canada ULC / PF Soins De
Sante SRI
PF Consumer Healthcare Holding B.V.
PF Consumer Healthcare Mexico, S. de R.L. de C.V.
PF Consumer Healthcare New Zealand ULC
PF Consumer Healthcare Singapore Pte. Ltd
PF Consumer Healthcare UK Limited
PF Consumer Ireland Company Limited
PF Healthcare Australia Pty Ltd
Pfizer Consumer Healthcare AB
Pfizer Consumer Healthcare GmbH
Pfizer Consumer Healthcare Italy S.r.l
Pfizer Consumer Manufacturing Italy S.r.l.
Common
Ordinary
Quota
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Quota (no stock)
Quota (no stock)
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
68
252 Dr Annie Besant Road, Mumbai, 400030, India
2266 Chino Roces Avenue, City of Makati, 1231, Philippines
Boomerang Office Building – Land No. 46, Zone (J) – 1st District, Town
Center – 5th Tagammoe, New Cairo City, Egypt
23 rue François Jacob, 92500, Rueil-Malmaison, France
Büyükdere Caddesi No. 173, 1.Levent Plaza B Blok, 1.Levent, Istanbul,
34394, Turkey
H-1124, Csorsz utca 43, Budapest, Hungary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
32 A Manasa Str., Bostandyk District, Almaty, 050008, Kazakhstan
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, DE, 19808, United States
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, DE, 19808, United States
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, DE, 19808, United States
25 Basel Street, Petech Tikva 49510, Israel
Priemyselny Park Gena, Ul. E. Sachsa 4-6, 934 01, Levice, Slovakia
Route de I'Etraz, 1197 Prangins, Switzerland
Suurstoffi 14, Rotkreuz, 6343, Switzerland
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
23 Rochester Park, 139234, Singapore
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Bahnhofbichl 13, 6391 Fieberbrunn, Kitzbühel, Austria
Via Zambeletti snc,Baranzate, Milan, 20021, Italy
Barthstr. 4, München, 80339, Germany
Severo Ochoa, 2, Parque Tecnologico de Madrid, Tres Cantos, Madrid,
28760, Spain
Amoun Street, PO Box 3001, El Salam City, Cairo, 11491, Egypt
14 Hamephalsim St, Petach Tikva, Israel
The Corporation Trust Company, Corporation Trust Center,
1209 Orange Street, Wilmington, Delaware, 19801, United States
Jl. Pulobuaran Raya, Kav. III DD/2,3,4, Kawasan Industri Pulogadung,
Jakarta, 13930, Indonesia
Graha Paramita Building, 5th F, Jalan Denpasar Raya Blok D-2, Jakarta,
12940, Indonesia
Barthstr. 4, München, 80339, Germany
3-6 Atlas Business Center, Dubai, United Arab Emirates
The Corporation Trust Company, Corporation Trust Center, 1209 Orange
Street, Wilmington, Delaware, 19801, United States
Rivium Westlaan 142, 2909LD Capelle aan den IJssel, Netherlands
Barueri, State of Sao Paolo, at Avenida Ceci, No. 1900, Block III,
Park 67, Tambore District, 06460-120, Brazil
595 Burrad Street, Three Bentall Centre, P.O Box 49314, Suite 2600,
Vancouver, British Columbia Canada V7X 1L3
Rivium Westlaan 142, 2909LD Capelle aan den IJssel, Netherlands
Paleo de los Tamarindos no. 40, Piso 3, Bosques de las Lomas,
Cuajimalpa de Morelos, Mexico, 05120, Mexico
Level 11, 21 Queen Street, Auckland Central, Auckland, 1010,
New Zealand
80 Pasir Panjang Road, #16-81/82, Mapletree Business Centre,
117372, Singapore
Ramsgate Road, Sandwich, Kent, CT13 9NJ, England
9 Riverwalk, National Digital Park, Citywest Business Park, Dublin,
24, Ireland
82 Hughes Avenue, Emington, NSW 2115, Australia
Vetenskapsvagen 10, SE-191 90, Sollentuna, Sweden
Linkstrasse 10, 10785, Berlin, Germany
04100 Latina, Via Isonzo 71, Italy
90, Via Nettunese, 04011, Aprilia (Prov. di Latin), Italy
GSK Annual Report 2019 307
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Other statutory disclosures continued
Group companies continued
Name
Security
Effective %
Ownership
Registered address
Subsidiaries where the effective interest is less than 100% continued
Pfizer Laboratories PFE (Pty) Ltd.
Pfizer PFE Colombia SAS
Pfizer Sante Familiale SAS
PHIVCO Jersey II Limited (ii) (iii) (iv) (vii)
PHIVCO Jersey Limited (ii) (iii) (iv) (vii)
PHIVCO UK II Limited
PHIVCO UK Limited
PHIVCO-1 LLC
PHIVCO-2 LLC
PRISM PCH Limited
PT Glaxo Wellcome Indonesia
Common
Common
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
LLC Interests
LLC Interests
68
68
68
78.3
78.3
78.3
78.3
78.3
78.3
Voting Shares; Non Voting
Shares
68
A Shares; B Shares (0%)
95
PT GSK Consumer Healthcare Indonesia
PT. Bina Dentalindo (in liquidation)
Ordinary
Ordinary
Shionogi-ViiV Healthcare LLC (ii)
Common Interests
Sino-American Tianjin Smith Kline & French Laboratories
Ltd
Ordinary (55%)
SmithKline Beecham (Private) Limited
Ordinary (99.6%)
SmithKline Beecham Research Limited
SmithKline Beecham S.A.
Ordinary
Ordinary
68
68
78.3
55
67.8
68
68
SmithKline Beecham-Biomed O.O.O.
Participation Interest (97%) 97
Stafford-Miller (Ireland) Limited (vii)
Sterling Drug (Malaya) Sdn Berhad
Ordinary
Ordinary
Sterling Products International, Incorporated (ii)
Common
Stiefel Consumer Healthcare (UK) Limited
Stiefel Egypt LLC (ii)
Stiefel Laboratories (Ireland) Limited (vii)
Treerly Health Co., Ltd
Ordinary
Quota (99%)
Ordinary
Capital Contribution
Ordinary
Ordinary
Common
Common
Ordinary
Ordinary
Common
Ordinary
Ordinary
Ordinary; Redeemable
Preference
Ordinary
Ordinary
Ordinary
Ordinary
Vesteralens Naturprodukter AB
Vesteralens Naturprodukter ApS
Vesteralens Naturprodukter AS
Vesteralens Naturprodukter OY
ViiV Healthcare (South Africa) (Proprietary) Limited (ii) (iv)
ViiV HealthCare BV
ViiV Healthcare Company
ViiV Healthcare Finance 1 Limited (iv)
ViiV Healthcare Finance 2 Limited
ViiV Healthcare Finance Limited
ViiV Healthcare GmbH
ViiV Healthcare GmbH
ViiV Healthcare Hong Kong Limited (ii)
ViiV Healthcare Kabushiki Kaisha
308 GSK Annual Report 2019
68
68
68
68
99
68
68
68
68
68
68
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
Flushing Meadows Building, The Campus, 57 Sloane, Bryanston 2021,
South Africa
Avenida Suba No. 95-66, Bogota, Colombia
23-25 Avenue du Docteur Lannelongue, 75014 Paris, France
IFC 5, St Helier, JE1 1ST, Jersey, United Kingdom
IFC 5, St Helier, JE1 1ST, Jersey, United Kingdom
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Ramsgate Road, Sandwich, Kent, CT13 9NJ, England
Jl Pulobuaran Raya Kav III DD/2, 3, 4, Kawasan Industri Pulogadung,
Timur, Jakarta, 13930, Indonesia
Graha Paramita Building, 5th F, Jalan Denpasar Raya Blok D-2, Kuningan,
JAKARTA SELATAN, 12940, Indonesia
Gedung Graha Ganesha Lantai 3, Jl Raya Bekasi Km 17, No5, Jakarta
Timur 13930, Indonesia
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Cheng Lin Zhuang Industrial Zone, Dong Li District, Tianjin, 300163,
China
World Trade Center, Level 34, West Tower, Echelon Square,
Colombo 1, Sri Lanka
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Ctra de Ajalvir Km 2.500, Alcala de Henares, Madrid, 28806, Spain
Leningradskiy Prospect 37A, Building 4, Floor 2, Premises XIV, Room 2,
Moscow, 125167, Russian Federation
Clocherane, Youghal Road, Dungarvan, Co. Waterford, Ireland
Lot 89, Jalan Enggang, Ampang/Hung Kelang Industrial Estate 68000
Ampang, Selangor, Darul Ehsan, Malaysia
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Amoun Street, PO Box 3001, El Salam City, Cairo, 11491, Egypt
Finisklin Business Park, County Sligo, Ireland
Unit 01A, Room 3901, No 16. East Zhujiang Road, Tianhe District,
Guangzhou City, the PRC, China
Uddevallavägen 3, SE-452 31, Strömstad, Sweden
Lautrupvang 8, 2750 Ballerup, Denmark
Drammensveien 288, 0283 Oslo, 1324 Lysaker, Norge, P.O Box No.3,
Norway
Tietokuja 4, FI-00330, Helsinki, Finland
Flushing Meadows Building, The Campus, 57 Sloane Street,
Bryanston 2021, South Africa
Huis ter Heideweg 62, 3705 LZ, Zeist, Netherlands
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Prinzregentenplatz 9, Munchen, 81675, Germany
Talstrasse 3-5, 3053 Muenchenbuchsee, Switzerland
23/F Tower 6, The Gateway, 9 Canton Road, Harbour City, Tsimshatsui,
Kowloon, Hong Kong
1-8-1 Akasaka Minato-Ku, Tokyo, Japan
Other statutory disclosures continued
Group companies continued
Name
Security
Effective %
Ownership
Registered address
Subsidiaries where the effective interest is less than 100% continued
78.3
Class A Shares, Deferred;
Class B Shares (0%);
Class C Shares (0%);
Class D1 (0%); Class D2
(0%); Class E 5% Cumulative
Preference (0%)
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
ViiV Healthcare Limited
ViiV Healthcare Pty Ltd
ViiV Healthcare Puerto Rico, LLC
ViiV Healthcare S.r.l.
ViiV Healthcare SAS
ViiV Healthcare sprl
Ordinary
LLC Interests
Quota
Ordinary
Ordinary
ViiV Healthcare Trading LLC (ii)
Participation Interest
ViiV Healthcare Trading Services UK Limited
ViiV Healthcare UK (No.2) Limited (ii) (iv)
ViiV Healthcare UK (No.3) Limited
ViiV Healthcare UK (No.4) Limited
ViiV Healthcare UK (No.5) Limited
ViiV Healthcare UK (No.6) Limited
ViiV Healthcare UK Limited
ViiV Healthcare ULC
ViiV Healthcare Venture LLC
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Common
LLC Interests
ViiVHIV Healthcare Unipessoal Lda
Quota
Vog AU PTY LTD (ii)
Ordinary; Redeemable
Preference
Winster Pharmaceuticals Limited (ii)
Ordinary
Wyeth Consumer Healthcare LLC
Membership Interest
Wyeth Pharmaceutical Co. Ltd
Wyeth Pharmaceuticals Company (viii)
Registered capital
Capital Contribution
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
78.3
68
46.4
68
68
68
1061 Mountain Highway, Boronia, VIC, 3155, Australia
Centro International de Mercadeo, 90 carr. 165 Torre 2, Suite 800,
Guaynabo, 00968, Puerto Rico
Via Alessandro Fleming 2, Verona, 37135, Italy
23 rue François Jacob, 92500, Rueil-Malmaison, France
Site Apollo, Avenue Pascal 2-4-6, Wavre, 1300, Belgium
Leningradskiy Prospect 37A, Building 4, Floor 2, Premises XIV, Room 28,
Moscow, 125167, Russian Federation
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
IFC 5, St Helier, JE1 1ST, Jersey, United Kingdom
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
3500 855-2nd Street SW, Calgary, AB, T2P 4J8, Canada
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Rua Dr Antonio Loureiro Borges No 3, Arquiparque, Miraflores, Alges,
1495-131, Portugal
82 Hughes Avenue, Ermington, NSW, 2115, Australia
2A Association Avenue, Ilupeju Industrial Estate, Lagos, PO Box 3199,
Nigeria
CT Corporation System, 600 N 2nd St, Suite 401, Harrisburg,
Pennsylvania, 17101, United States
4 Baodai West Road, Suzhou, Jiangsu Province, 215128, China
State Road No 3, Kilometer 141.3, Guayama, 00784, Puerto Rico
Associates
Apollo Therapeutics LLP
Partnership Interest (25%)
25
Gunnels Wood Road, Stevenage SG1 2FX, England
GlaxoSmithKline Landholding Company, Inc.
Common (40%)
39.9
2266 Chino Roces Avenue, City of Makati, 1231, Philippines
Index Ventures Life VI (Jersey) LP
Partnership Interest (25%)
25
44 Esplanade, St. Helier, JE4 9WG, Jersey
Innoviva, Inc.
Common (31.7%)
31.6
Partnership Interest (32%)
Partnership Interest (28%)
32
28
2000 Sierra Point Parkway, Suite 500, Brisbane, CA 94005,
United States
24 Rue Royale, 5e étage, 75008 Paris, France
The Prudential Tower, 800 Boylston Street, Suite 1555, Boston,
MA 02199, United States
Partnership Interest (26.2%) 26.2
25 Great Pulteney Street, Soho, London W1F 9ND, England
Kurma Biofund II, FCPR
Longwood Founders Fund LP
Medicxi Ventures I LP
Joint Ventures
Chiron Panacea Vaccines Private Limited (ii)
Equity Shares (50%)
Qualivax Pte. Limited
Ordinary (50%)
50
50
Quell Intellectual Property Corp., LLC
Membership Interest (34%) 34
Qura Therapeutics, LLC
Units (39.2%)
39.2
708/718, 7th Floor, A Wing, Sagar Tech Plaza, Saki Naka, Andheri East,
Mumbai, Maharashtra, 400072, India
80 Robinson Road, #02-00, 068898 Singapore
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
Corporation Service Company, 251 Little Falls Drive, Wilmington,
Delaware, 19808, United States
GSK Annual Report 2019 309
Investor informationFinancial statementsStrategic reportGovernance and remuneration
Other statutory disclosures continued
Group companies continued
The following UK subsidiaries will take advantage of the audit exemption set out within section 479A of the Companies Act 2006
for the period ended 31 December 2019. Unless otherwise stated, the undertakings listed below are owned, either directly or
indirectly, by GlaxoSmithKline plc.
Company
Number
00543757
05001893
00100583
03907643
SC005534
00099025
04299472
Name
Security
Registered address
UK registered subsidiaries exempted from audit
Burroughs Wellcome International Limited
Cellzome Limited
Clarges Pharmaceuticals Limited
Ordinary
Ordinary
Ordinary; Preference
(99.97%)
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Domantis Limited
Ordinary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Edinburgh Pharmaceutical Industries Limited
Ordinary; Preference
Shewalton Road, Irvine, Ayrshire, KA11 5AP, Scotland
Eskaylab Limited
Glaxochem (UK) Unlimited
GlaxoSmithKline Consumer Healthcare Sri Lanka
Holdings Limited
10p Ordinary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Ordinary; Ordinary B;
Ordinary C
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Ordinary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
09400298
GlaxoSmithKline Consumer Healthcare (UK) (No.1) Limited
Ordinary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
GlaxoSmithKline Investment Holdings Limited (iv)
GlaxoSmithKline Investment Services Limited (iv)
Glaxo Wellcome UK Limited
Mixis Genetics Limited (iv)
Montrose Fine Chemical Company Ltd
SmithKline Beecham (Export) Limited
SmithKline Beecham (H) Limited
SmithKline Beecham (Investments) Limited
SmithKline Beecham Marketing and Technical
Services Limited
SmithKline Beecham Nominees Limited
SmithKline Beecham (SWG) Limited
Smith Kline & French Laboratories Limited
Stafford-Miller Ltd
Stiefel Laboratories (Maidenhead) Ltd (iv)
Stiefel Laboratories (U.K.) Ltd
Tesaro UK Limited
The Wellcome Foundation Limited
ViiV Healthcare Overseas Limited
Ordinary
Ordinary
Ordinary
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Ordinary; Ordinary Euro
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Ordinary
Ordinary
Non-cumulative
non-redeemables;
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary; Non-Cumulative
Non Redeemable Preference
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary*
Shewalton Road, Irvine, Ayrshire, KA11 5AP, Scotland
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
Eurasia Headquarters, Concorde Road, Maidenhead, Berkshire,
SL6 4BY, England
Eurasia Headquarters, Concorde Road, Maidenhead, Berkshire,
SL6 4BY, England
55 Baker Street, London, W1U 7EU, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
980 Great West Road, Brentford, Middlesex, TW8 9GS, England
00753340
07089743
06968741
00480080
03225840
SC190635
02860752
03296131
00302065
00494385
00503868
00190223
00052207
00318499
05354860
00831160
07890847
00194814
07027385
* The company has an effective ownership in ViiV Healthcare Overseas Limited of 78.3%
In accordance with section 479C of the Companies Act 2006, the Company will guarantee debts and liabilities of the above UK subsidiary undertakings. As at 31 December 2019 the
total sum of these debts and liabilities is £16 million.
Key
(i) Directly owned by GlaxoSmithKline plc.
(ii) Dormant entity.
(iii) Tax resident in the UK.
(iv) Entity expected to be disposed of or removed.
(v) Incorporated in Sweden.
(vi) Consolidated as a subsidiary in accordance with section 1162 (4)(a) of the Companies Act 2006 on the grounds of dominant influence.
(vii) Exempt from the provisions of section 347 and 348 of the Companies Act 2014 (Ireland), in accordance with the exemptions noted in section 357 of that Act.
(viii) Principal business address in Puerto Rico.
(ix) Exempt from the provisions of Regulations 4-6 of the Partnership (Accounts) Regulation 2008, in accordance with the exemptions noted in Regulation 7 of that Regulation.
(x) The Company has provided an undertaking in accordance with Article 2:403 paragraph 1, sub-paragraph F of the Dutch Civil Code to asume joint and several liability for the acts of
Tesaro Bio Netherlands B.V.
310 GSK Annual Report 2019
Glossary of terms
Terms used in the Annual Report
US equivalent or brief description
Accelerated capital allowances
Tax allowance in excess of depreciation arising from the purchase of fixed assets that delay
the charging and payment of tax. The equivalent of tax depreciation.
American Depositary Receipt (ADR)
Receipt evidencing title to an ADS. Each GSK ADR represents two Ordinary Shares.
American Depositary Shares (ADS)
Listed on the New York Stock Exchange; represents two Ordinary Shares.
Basic earnings per share
Basic income per share.
Called up share capital
Ordinary Shares, issued and fully paid.
CER growth
The company
Currency swap
Defined benefit plan
Defined contribution plan
Growth at constant exchange rates.
GlaxoSmithKline plc.
An exchange of two currencies, coupled with a subsequent re-exchange of those currencies,
at agreed exchange rates and dates.
Pension plan with specific employee benefits, often called ‘final salary scheme’.
Pension plan with specific contributions and a level of pension dependent upon the growth
of the pension fund.
Derivative financial instrument
A financial instrument that derives its value from the price or rate of some underlying item.
Diluted earnings per share
Diluted income per share.
Employee Share Ownership Plan Trusts
Trusts established by the Group to satisfy share-based employee incentive plans.
Equity Shareholders’ funds
Shareholders’ equity.
Finance lease
Freehold
The Group
GSK
Hedging
Intangible fixed assets
Novartis transaction
Ordinary Share
Profit
Profit attributable to shareholders
Share capital
Share option
Capital lease.
Ownership with absolute rights in perpetuity.
GlaxoSmithKline plc and its subsidiary undertakings.
GlaxoSmithKline plc and its subsidiary undertakings.
The reduction of risk, normally in relation to foreign currency or interest rate movements,
by making off-setting commitments.
Assets without physical substance, such as computer software, brands, licences, patents,
know-how and marketing rights purchased from outside parties.
The three-part inter-conditional transaction with Novartis AG involving the Consumer
Healthcare, Vaccines and Oncology businesses completed on 2 March 2015.
A fully paid up ordinary share in the capital of the company.
Income.
Net income.
Ordinary Shares, capital stock or common stock issued and fully paid.
Stock option.
Share premium account
Additional paid-up capital or paid-in surplus (not distributable).
Shares in issue
Subsidiary
Treasury share
Turnover
The number of shares outstanding.
An entity in which GSK exercises control.
Treasury stock.
Revenue.
UK Corporate Governance Code
As required by the UK Listing Authority, the company has disclosed in the Annual Report how
it has applied the best practice corporate governance provisions of the Financial Reporting
Council’s UK Corporate Governance Code.
GSK Annual Report 2019 311
Investor informationFinancial statementsStrategic reportGovernance and remuneration Index
2020 Remuneration policy report
2020 Remuneration policy summary
Accounting principles and policies
Acquisitions and disposals
Adjustments reconciling profit after tax to operating
cash flows
Affordability and availability
Annual General Meeting 2020
Approach to tax
Assets held for sale
Associates and joint ventures
Audit & Risk Committee Report
Business model
Cash and cash equivalents
Cash generation and conversion
CEO’s statement
Chairman’s statement
Chairman’s Governance statement
Chairman’s Remuneration annual statement
Climate-related financial disclosure
Commitments
Composition, succession and evaluation
Consolidated balance sheet
Consolidated cash flow statement
Consolidated income statement
Consolidated statement of changes in equity
Consolidated statement of comprehensive income
Consumer Healthcare
Consumer Healthcare products and competition
Contingent consideration liabilities
Contingent liabilities
Corporate Executive Team
Corporate governance
Corporate Responsibility Committee Report
Critical accounting policies
Data and engagement
Directors and senior management
Directors’ interests in shares
Directors’ statement of responsibilities
Dividends
Donations to political organisations and
political expenditure
Earnings per share
Employee costs
Employee share schemes
Environment
Ethics and values
Exchange rates
Executive Director remuneration
Finance expense
Finance income
Financial calendar 2020
Financial instruments and related disclosures
Financial performance
Financial position and resources
Financial statements of GlaxoSmithKline plc, prepared
under UK GAAP
Five year record
Glossary of terms
Goodwill
Group companies
Group financial review
Independent Auditor’s report
Industry trends
Inventories
312 GSK Annual Report 2019
Page
141
140
172
222
225
33
291
53
201
188
96
01
201
65
04
03
76
116
46
216
92
167
169
166
168
166
27
274
215
216
82
75
109
72
39
139
137
152
192
298
192
185
244
41
37
180
119
187
187
291
227
06
66
252
263
311
195
299
49
154
12
200
Investments in associates and joint ventures
Investor relations
Key accounting judgements and estimates
Key performance indicators
Legal proceedings
Major restructuring costs
Modern employer
Movements in equity
Net debt
New accounting requirements
Nominations Committee Report
Non-controlling interests
Non-controlling interests in ViiV Healthcare
Non-Executive Directors’ fees
Non-financial information statement
Notes to the financial statements
Operating profit
Other intangible assets
Other investments
Other non-current assets
Other non-current liabilities
Other operating income/(expense)
Other provisions
Our Board
Our culture
Our long-term priorities
Our preparation for Brexit
Pensions and other post-employment benefits
Pharmaceuticals
Pharmaceutical products, competition and
intellectual property
Pipeline
Presentation of the financial statements
Principal Group companies
Principal risks and uncertainties
Property, plant and equipment
Quarterly trend
Reconciliation of net cash flow to movement in net debt
Registrar
Related party transactions
Reliable supply
Remuneration governance
Remuneration report
Reporting framework
Responsible leadership
Right of use assets
Risk management
Science and technology
Science Committee report
Section 172 statement
Share capital and control
Share capital and share premium account
Shareholder information
Shareholder services and contacts
Stakeholder engagement
Taxation
Tax information for shareholders
Trade and other payables
Trade and other receivables
Treasury policies
Trust
Turnover and segment information
US law and regulation
Vaccines
Vaccine products, competition and intellectual property
Viability statement
Page
198
295
178
11
247
186
35
218
203
179
92
220
51
136
48
170
184
196
199
199
216
183
214
78
10
09
48
205
17
272
269
170
246
275
193
258
226
294
222
37
134
119
50
84
194
43
31
107
111
288
217
288
294
15
189
292
202
200
71
30
180
296
23
273
47
About GSK
GlaxoSmithKline plc was incorporated as an English
public limited company on 6 December 1999. We were
formed by a merger between Glaxo Wellcome plc and
SmithKline Beecham plc. GSK acquired these two
English companies on 27 December 2000 as part
of the merger arrangements.
Our shares are listed on the London Stock Exchange
and the New York Stock Exchange.
Read more at www.gsk.com
Brand names
Brand names appearing in italics throughout this report
are trade marks either owned by and/or licensed to GSK
or associated companies, with the exception of Gardasil
owned by Merck Sharp & Dohme Corp., Rituxan owned by
Biogen MA Inc. and Zofran owned by Novartis AG.
Acknowledgements
Printing
Printed sustainably in the UK by Pureprint, a CarbonNeutral®
company with FSC® chain of custody and an ISO 14001
certified environmental management system recycling over
99% of all dry waste.
Paper
Printed on Innovation Premium, an FSC certified paper.
The pulps used are Totally Chlorine Free and the
manufacturing mill has ISO 14001 environmental
management certification. The mill’s energy is produced
from 100% biomass fuels sourced from local forestry
and no fossil fuels are used. The carbon emissions have
been measured and offset using the World Land Trust’s
Carbon Balanced scheme.
Download PDFs:
Annual Report 2019
Form 20-F
Cautionary statement regarding
forward-looking statements
The Group’s reports filed with or furnished to the US
Securities and Exchange Commission (SEC), including
this document and written information released, or oral
statements made, to the public in the future by or on
behalf of the Group, may contain forward-looking
statements. Forward-looking statements give the Group’s
current expectations or forecasts of future events. An
investor can identify these statements by the fact that
they do not relate strictly to historical or current facts.
They use words such as ‘anticipate’, ‘estimate’, ‘expect’,
‘intend’, ‘will’, ‘project’, ‘plan’, ‘believe’, ‘target’ and other
words and terms of similar meaning in connection with
any discussion of future operating or financial
performance. In particular, these include statements
relating to future actions, prospective products or product
approvals, future performance or results of current and
anticipated products, sales efforts, expenses, the
outcome of contingencies such as legal proceedings,
dividend payments and financial results. Other than in
accordance with its legal or regulatory obligations
(including under the Market Abuse Regulations, the
UK Listing Rules and the Disclosure and Transparency
Rules of the Financial Conduct Authority), the Group
undertakes no obligation to update any forward-looking
statements, whether as a result of new information, future
events or otherwise. The reader should, however, consult
any additional disclosures that the Group may make in any
documents which it publishes and/or files with the SEC.
All readers, wherever located, should take note of these
disclosures. Accordingly, no assurance can be given that
any particular expectation will be met and investors are
cautioned not to place undue reliance on the forward-
looking statements.
Forward-looking statements are subject to assumptions,
inherent risks and uncertainties, many of which relate to
factors that are beyond the Group’s control or precise
estimate. The Group cautions investors that a number of
important factors, including those in this document, could
cause actual results to differ materially from those
expressed or implied in any forward-looking statement.
Such factors include, but are not limited to, those discussed
under ‘Principal risks and uncertainties’ on pages 275 to
287 of this Annual Report. Any forward-looking statements
made by or on behalf of the Group speak only as of the date
they are made and are based upon the knowledge and
information available to the Directors on the date of this
Annual Report.
A number of non-IFRS measures are used to report the
performance of our business. These measures are defined
on pages 50 to 52 and a reconciliation of Adjusted results
to Total results is set out on page 62.
The information in this document does not constitute an
offer to sell or an invitation to buy shares in GlaxoSmithKline
plc or an invitation or inducement to engage in any other
investment activities. Past performance cannot be relied
upon as a guide to future performance. Nothing in this
Annual Report should be construed as a profit forecast.
Assumptions related to 2016-2020 outlook
In outlining the expectations for 2020 and the five-year
period 2016-2020, the Group has made certain
assumptions about the healthcare sector, the different
markets in which the Group operates and the delivery of
revenues and financial benefits from its current portfolio,
pipeline and restructuring programmes.
For the Group specifically, over the period to 2020, GSK
expects further declines in sales of Seretide/Advair. The
introduction of a generic alternative to Advair in the US
has been factored into the Group’s assessment of its
future performance. The Group assumes no premature
loss of exclusivity for other key products over the period.
The assumptions for the Group’s revenue, earnings and
dividend expectations assume no material interruptions
to supply of the Group’s products, no material mergers,
acquisitions or disposals, except for the acquisition of
Tesaro, the proposed divestment of Horlicks and other
Consumer Healthcare products to Unilever and the
formation of a new Consumer Healthcare Joint Venture
with Pfizer, all announced in December 2018, no material
litigation or investigation costs for the Company (save for
those that are already recognised or for which provisions
have been made), no share repurchases by the Company,
and no change in the Group’s shareholdings in ViiV
Healthcare. The assumptions also assume no material
changes in the macro-economic and healthcare
environment. The 2020 guidance and 2016-2020 outlook
have factored in all divestments and product exits since
2015, including the divestment and exit of more than
130 non-core tail brands (£0.5 billion in annual sales) as
announced on 26 July 2017 and the product divestments
planned in connection with the formation of the Consumer
Healthcare Joint Venture with Pfizer.
The Group’s expectations assume successful delivery of
the Group’s integration and restructuring plans over the
period 2016-2020, including the extension and
enhancement to the combined programme announced on
26 July 2017, the new Major restructuring plan announced
on 25 July 2018, the Consumer Healthcare Joint Venture
integration programme and the new Separation Preparation
programme. They also assume that the proposed
divestment of Horlicks and other Consumer Healthcare
products to Unilever closes in Q1 2020 and that the
integration and investment programmes following the
Tesaro acquisition and the Consumer Healthcare Joint
Venture with Pfizer over this period are delivered
successfully.
Material costs for investment in new product launches and
R&D have been factored into the expectations given. Given
the potential development options in the Group’s pipeline,
the outlook may be affected by additional data-driven R&D
investment decisions. The expectations are given on a
constant currency basis (2016-2020 outlook at 2015 CER).
Notice regarding limitations on
Director Liability under English Law
Under the UK Companies Act 2006, a safe harbour limits
the liability of Directors in respect of statements in and
omissions from the Directors’ Report (for which see page
94), the Strategic report and the Remuneration report.
Under English law the Directors would be liable to the
company, but not to any third party, if one or more of these
reports contained errors as a result of recklessness or
knowing misstatement or dishonest concealment of a
material fact, but would otherwise not be liable. Pages 75
to 114, 152 to 153, and 275 to 310 inclusive comprise the
Directors’ Report, pages 1 to 74 inclusive comprise the
Strategic report and pages 115 to 150 inclusive comprise
the Remuneration report, each of which have been drawn
up and presented in accordance with and in reliance upon
English company law and the liabilities of the Directors in
connection with these reports shall be subject to the
limitations and restrictions provided by such law.
Website
GSK’s website www.gsk.com gives additional information
on the Group. Notwithstanding the references we make
in this Annual Report to GSK’s website, none of the
information made available on the website constitutes
part of this Annual Report or shall be deemed to be
incorporated by reference herein.
Head Office and Registered Office
GlaxoSmithKline plc
980 Great West Road
Brentford, Middlesex TW8 9GS
United Kingdom
Tel: +44 (0)20 8047 5000
Registered number: 3888792
www.gsk.com
Search for us here