Year ended 31 December 2024 Building momentum 2 | Partner of choice | Robinson plc Annual report 2024 We reported twelve months ago that despite the substantial economic headwinds we were starting to see positive momentum and a growing sales pipeline across the business. We are pleased that our actions in recent years have enabled us to capitalise on those opportunities and report substantial revenue growth in 2024. We have continued to progress our sustainability agenda and during the year 27% of the plastic that we processed was from recycled sources. We completed the buyout of the defined benefit pension scheme and laid the groundwork for further sales of surplus property in 2025. John Melia joined the business as CEO in December and will lead the evolution of our strategy to further increase revenue and profitability in 2025. Our close partnerships with major customers have generated a significantly improved sales pipeline for 2025, and, as our customers respond to new market opportunities, we see additional growth potential in future years. With this potential we are well placed to generate sustainable long-term value for our shareholders. Strategic report 3 Our year in review 4 Chairman’s statement 6 Chief Executive’s report 10 Robinson at a glance 12 Our business strategy 14 Guiding our sustainability journey 18 How we create value 20 Risks and opportunities 22 Engaging with stakeholders 26 Performance overview Corporate governance 30 Corporate governance report 35 Directors’ remuneration report 38 Directors’ report Financial statements 42 Group income statement and statement of comprehensive income 43 Statement of financial position 44 Statement of changes in equity 45 Cash flow statement 46 Notes to the financial statements 76 Independent auditor’s report to the members of Robinson plc Additional information 83 Notice of Annual General Meeting 85 Form of proxy 86 Annual General Meeting attendance form Welcome to the Robinson Group Annual report 2024 Contents Five year summary 2020 £’000 2021 £’000 2022 £’000 2023 £’000 2024 £’000 Revenue 37,203 45,954 50,529 49,670 56,410 Gross profit 8,566 7,750 8,764 9,631 11,544 % of revenue 23% 17% 17% 19% 20% Operating costs (5,878) (6,525) (6,731) (7,420) (8,349) Underlying operating profit* 2,688 1,225 2,033 2,211 3,195 Other items (809) (1,000) 767 (2,106) (6,266) Operating profit/(loss) 1,879 225 2,800 105 (3,071) Net finance costs (127) (373) (507) (765) (774) Profit/(loss) before taxation 1,752 (148) 2,293 (660) (3,845) Taxation (343) 176 51 (160) 523 Dividends (890) (898) (898) (898) (898) Retained profit/(loss) 519 (870) 1,446 (1,718) (4,220) Net assets 23,404 21,670 23,942 25,554 23,596 Depreciation & impairment of PPE 2,262 2,963 3,151 3,331 3,675 Underlying EBITDA*** 4,950 4,188 5,184 5,542 6,870 Capital expenditure 4,956 3,991 2,584 4,034 4,587 Net debt 6,865 13,127 9,181 6,301 5,900 Underlying operating profit* % of revenue 7% 3% 4% 4% 6% Underlying return on capital employed % 7% 4% 5% 5% 8% Basic earnings/(loss) per share 8.5p 0.2p 14.0p (4.9p) (19.8p) Dividends paid per share 5.5p 5.5p 5.5p 5.5p 5.5p Our year in review * Operating profit before other items. ** Net capital expenditure on property, plant and equipment. *** Operating profit before other items, depreciation and impairment charges. £4.5m invested in net capital expenditure** (2023: £4.0m) Gross margin increased to 20% (2023: 19%) Underlying operating profit* increased to £3.2m (2023: £2.2m) Sales increased to £56.4m (2023: £49.7m) Proposed full year dividend increased to 6.0p (2023: 5.5p) Completed buy-out of defined benefit pension liabilities Progress on disposal of surplus property portfolio John Melia appointed as Group CEO in December 2024 Building momentum | Robinson plc Annual report 2024 | 3 Chairman’s Statement Financial performance We achieved strong financial results for the year ended 31 December 2024, with progress made on all our key financial measures. 2024 revenues were 14% higher than 2023 and gross margin improved to 20% (2023: 19%), despite production start-up issues on the large project in Denmark. Underlying operating profit* increased to £3.2m (2023: £2.2m). Despite this excellent progress, other items, including the non-cash and non-Company costs of £3.7m related to the buy-out of the defined benefit pension scheme (required by accounting standards despite no impact on shareholders’ funds) and the non-cash impairment charge of £1.7m related to the Denmark operation have resulted in a Group loss before tax of £3.8m (2023: loss before tax £0.7m). Dividend The Board proposes a final dividend of 3.5p per share, to be paid on 20 June 2025 to shareholders on the register at the close of business on 6 June 2025. The ordinary shares become ex-dividend on 5 June 2025. This brings the total dividend declared for 2024 to 6.0p (2023: 5.5p). Strategy Our strategy remains to partner with brand owners in the Food, Personal Care and Household markets across Europe to deliver packaging solutions that enable brand differentiation, product protection and consumer functionality. We continue to work in close collaboration with customers who share our commitment to sustainability and the circular economy, by leveraging new capabilities across our business. We have a firm commitment to further reduce the amount of plastic in our products, increase the use of recycled material where technically and economically feasible and operate more sustainable supply chains. People and organisation John Melia joined the business as CEO in December 2024. John is an accomplished business leader who has a track record of delivery at senior level across both SMEs and multinational businesses. He brings extensive experience of business development, operational performance improvement, a deep understanding of the circular economy and significant manufacturing expertise. John will lead the evolution and sharpening of our strategy to increase revenue and improve profitability. The Board appreciates the excellent contribution of our Robinson colleagues, who enable everything we achieve. I am pleased to report strong progress in 2024. Our results build on the positive momentum experienced in the second half of 2023, with substantial revenue growth of 14% to £56.4 million, gross margin increasing to 20% and a 45% increase in underlying operating profit* to £3.2 million. This confirms that our strategy of partnering with major FMCG brand owners, investing in new technology, driving efficiencies, and supplying sustainable packaging is delivering the anticipated results. The underlying performance of the business gives the Board confidence to recommend an increase in the final dividend to 3.5p per share. Alan Raleigh | Chairman Strategic report | Corporate governance | Financial statements | Additional information 4 | Building momentum | Robinson plc Annual report 2024 I would also like to thank Sara Halton for her contribution as Interim Chief Executive from September 2023 to December 2024. I look forward to Sara continuing her non-executive responsibilities in 2025. Shareholder engagement The main topics discussed with investors over the last 12 months include CEO recruitment, capital allocation, recycled materials, carbon emission targets and dividend policy, all of which are addressed in this report. We welcome the opportunity to speak with existing and prospective investors and look forward to greeting shareholders at our AGM on 22 May 2025. Outlook Our close partnerships with major customers have generated a significantly improved sales pipeline for 2025, and, as our customers respond to new market opportunities, we see additional growth potential in future years. As we grow revenue and underlying volumes, we will continue to drive improved efficiency and profitability across our operations. The disposal of surplus properties, with some sales expected to complete within 2025, will improve our financial leverage and ability to support attractive growth projects. This combination of volume and revenue growth, efficiency and profitability gains, improved financial leverage and new leadership, gives the Board confidence that we are well placed to compete and win. As such, we expect underlying operating profit* for the 2025 financial year to be ahead of 2024. We remain committed to delivering above-market profitable growth and our target of 6-8% underlying operating margin**. Alan Raleigh Chairman 26 March 2025 * Operating profit before other items. ** Operating profit margin before other items. Building momentum | Robinson plc Annual report 2024 | 5 Chief Executive’s Report Underlying group performance 2024 revenues and sales volumes were 14% higher than 2023, benefitting from new business projects introduced in the last 18 months, both including the previously announced large new project in Denmark. A strong pipeline of future projects positions us well for continued sales growth. Gross margins improved by 1% in the year as a result of the operational gearing benefit of higher sales volumes and lower input cost inflation. This is despite production start-up issues on the large project implemented in Denmark, which caused higher short-term direct costs associated with processing post-consumer recycled resin, demand variability and a longer learning curve than anticipated. Underlying operating costs* were £8.3m (2023: £7.4m). The increase of £0.9m includes: • £0.8m increase in wages and salaries in response to market inflation and substantial mandatory minimum wage increases plus performance related pay; • £0.2m increase in insurance premiums after suffering an insured loss related to the flood in 2023; • £0.2m warehousing and storage costs as a result of the increased volumes during the year; and • the partial offset of £0.3m reduction in costs as a result of the full year effect of the restructuring programme initiated in June 2023. In total, underlying operating profit** increased to £3.2m (2023: £2.2m). Business unit performance 2024 2023 UK £’000 Poland £’000 Denmark £’000 Head office £’000 Group £’000 UK £’000 Poland £’000 Denmark £’000 Head office £’000 Group £’000 Revenue 21,921 20,924 13,565 - 56,410 19,897 18,259 11,514 - 49,670 Underlying operating profit** 1,445 3,107 (671) (686) 3,195 501 2,147 (109) (328) 2,211 Underlying operating profit margin*** 6.6% 14.8% -4.9% n/a 5.7% 2.5% 11.8% -0.9% n/a 4.5% Capital expenditure 1,876 1,787 727 197 4,587 364 1,338 2,332 - 4,034 With a refreshed strategy, an improved organisation structure and an investment mindset I anticipate a great opportunity to develop and grow the Robinson business to provide value and security for all key stakeholders. In Poland, sales volumes increased by 18% compared to 2023, the majority of which was due to new project wins with a major brand owner in the food sector and a fast-growing local producer of own label products in the personal care sector. We also started to see demand for air freshener devices and other discretionary products return as inflation and the cost-of-living crisis eased. Following the success of our investment in 2023 to expand our capability to manufacture products with recycled material content, we invested in further capacity in 2024. This new equipment has now reached full utilisation and we are planning a third similar investment to replace existing older equipment in 2025. Currency movements had a positive impact on Poland sales of 3% (£0.5m) against the prior year. In Denmark, sales volumes increased by 19% reflecting delivery of a major new project for the Group’s largest customer. Despite the increased sales, we experienced start-up issues on the project, associated with challenges in processing post-consumer recycled resin, demand variability and a longer learning curve than anticipated. As a result, the business made a substantial operating Strategic report | Corporate governance | Financial statements | Additional information 6 | Building momentum | Robinson plc Annual report 2024 loss in 2024. In response, we made a number of operational changes in 2024, including recruitment of new employees in key positions; these interventions are already delivering improvements and as a result we have confidence that we will return the operation to profitability in 2025. Despite the predicted improvement, the downturn in performance in the current year and associated reduction in future forecast cash flows has led to an impairment of £1.7m, which has been allocated to the goodwill and customer relationships intangible assets. The impairment is included in other items in the income statement and further details are provided in note 11 of the accounts. Currency movements reduced Denmark sales by 3% (£0.3m) against the prior year. In the UK Plastics business, sales volumes increased by 5% as we started to benefit from new business won in the previous 12 months. In response to market opportunities, we doubled our capacity for PET bottle production in the year and having already achieved full utilisation, we have committed to expand further in this area in 2025. We expect to see a high profit drop-through in this business as we focus on cost control whilst rebuilding the scale lost in recent years. In the UK Paperbox business, sales volumes increased by 44% despite the flood that happened in October 2023 which continued to affect the factory until August 2024. With the support of our insurers, we were able to outsource production to retain our order book and protect our customer relationships. When our equipment was finally repaired or replaced, we were able to capitalise on our skills and technology to attract and retain large new customers across our market sectors. Thanks to the enormous efforts of our people, the business made an operating profit for the first time since 2019, an impressive achievement given the circumstances. With further stability and a strong pipeline, we expect this business to contribute further to profits in 2025. Other items, finance costs and taxation Other items of £6.3m (2023: £2.1m) were recognised in the period. £3.7m (2023: £0.3m) relates to the buy-out of the defined benefit pension scheme, £2.4m (2023: £1.0m) relates to the amortisation and impairment of intangible assets, and £0.2m (2023: £nil) is linked to future sales of surplus properties. Finance costs were £0.8m (2023: £0.8m) as interest rates remain high across the Group’s countries of operation. Including these items, the loss before tax was £3.8m (2023: £0.7m). Taxation for the year was a credit of £0.5m (2023: charge of £0.2m), largely driven by a £0.9m credit due to the tax effect of the IAS 19 pension charge recognised in the period. Cash flow, capital investment, financing and pension scheme Cash generated by operations was £7.0m (2023: £5.0m) due to the improved underlying operating profit** from the packaging business and a working capital inflow in the period. Further details are provided in the cash flow statement on page 45. During the year, we invested £4.5m in property, plant and equipment including installation of four new moulding machines across the Group to expand capacity and facilitate sales growth in 2024 and 2025. As a consequence, net debt at 31 December 2024 was £5.9m (2023: £6.3m). With total credit facilities of £13.5m (2023: £15m), the necessary headroom is available for the Group to operate effectively. The Robinson & Sons' Limited Pension Fund (the “Scheme”) completed a buy-out of all the Group’s defined benefit pension liabilities during the year and the Scheme was wound-up on 16 December 2024. As required by IAS 19, the Company has recorded an exceptional cost of £3.7m related to the buy-out and closure of the Scheme in the period. This cost was covered entirely by the surplus in the Scheme and has no impact on the Company’s balance sheet or cash flow. Further details are provided in note 31 to the accounts. Surplus property We are continuing to pursue the sale of surplus properties in Chesterfield. Subject to the necessary approvals, we would expect a further sale of surplus property to be achieved in 2025. Based on professional independent valuations, the Directors estimate that the current market value of surplus properties is approximately £7.4m, and this includes the previously announced c.1.3 acres of Walton Works where exchange of contracts has occurred, and completion remains subject to satisfactory agreement of costs. Sustainability Sustainability is central to our core values and delivery of the key priorities outlined in our strategy (see page 12). We launched our sustainability pledge in February 2021 and through practical application, we successfully achieved our initial goals of zero percent waste to landfill and 100% recyclable products across all our operations. We have not yet met our target of 30% recycled material content in plastics although the ratio improved significantly in 2024 to 27% (2023: 18%) with the launch of the major new project in Denmark which runs at 98% recycled content. Our growth in recycled content in recent years has been largely due to our partnerships with the major premium brand owners, helping them to deliver their own sustainability goals, but gradually we are starting to see the wider market, perhaps under pressure from retailers, looking to move to recycled material despite the higher costs involved. Legislation in the UK and EU continues to limit the use of mechanically recycled polypropylene material for food applications and as this captures more than 35% of our plastic products, this remains a challenge to further increasing our use of recycled raw materials. Reducing the carbon footprint of our operations by reducing energy consumption is a key strand of our sustainable approach to manufacturing. We continue to decommission old equipment and consolidate production using more modern and energy efficient technology as well as investing in new machinery when appropriate. Energy monitoring systems have successfully been used to identify areas for improvement and will be rolled out further in the next 12 months. We continue to monitor self-generation technology and will invest when we believe this is efficient and suitable for the Group’s needs. Building momentum | Robinson plc Annual report 2024 | 7 During the year a £2.7m mortgage held with HSBC Bank UK was converted to a sustainability improvement loan. Future finance costs will be determined by whether Robinson achieves the sustainability performance criteria attached to the loan or not. Operating with excellence In 2024, there were five (2023: nine) lost-time accidents across the Group, which all occurred across two of our five sites. The health and safety of our team is of paramount importance and we will continue to focus on behavioural safety and delivering a Group-wide approach to ensure Robinson standards are clearly understood and complied with on all our sites. With this approach rolled out across our operations, there have been no accidents resulting in lost-time since June 2024. In 2024, we were able to process 16% more polymer and deliver a 14% increase in revenue with fewer people. Continuous improvement of our operations is a key focus for the Group. Our focus ahead We will evolve and refresh the Group strategy during 2025, including empowering a revitalised senior executive team to drive execution and improved performance. The work that has gone into developing close customer partnerships has led to a healthy sales pipeline, which * Operating costs before other items ** Operating profit before other items *** Operating profit margin before other items should present substantial growth opportunities in 2025 and beyond. To deliver this growth and remain competitive, we will need to continue to invest in growing and improving our asset base. We will also sharpen our approach to sustainability, focusing on a small number of primary targets that we will actively pursue to make progress on our own ESG agenda as well ensuring we are able to support our customers and the wider market in delivering their sustainability goals. In my first three months, I have been impressed by the knowledge and commitment of the loyal workforce who clearly want to make Robinson successful. I see opportunities to supplement this strong foundation with new resources, skills and an improved organisation structure. Health and safety, sustainability and operational excellence are all areas that will receive sustained focus alongside our continued drive for growth. With a refreshed strategy, an improved organisation structure and an investment mindset I anticipate a great opportunity to develop and grow the Robinson business to provide value and security for all key stakeholders. John Melia CEO 26 March 2025 Strategic report | Corporate governance | Financial statements | Additional information 8 | Building momentum | Robinson plc Annual report 2024 Building momentum | Robinson plc Annual report 2024 | 9 Robinson at a glance Our purpose is to go above and beyond to create a sustainable future for our people and our planet. Robinson specialises in custom packaging with technical solutions for hygiene, safety, protection and convenience. We manufacture injection and blow moulded plastic packaging and rigid paperboard luxury packaging. End-to-end solution provider, from concept to manufacturing reality More than 185 years of industry expertise Employing 344 people Markets we serve Homecare Personal care & beauty Luxury gifts Food & drink Our customers include McBride, Persan, Procter & Gamble, Reckitt Benckiser, SC Johnson and Unilever 1839 Geographical reach into Northern & Eastern Europe and the UK How we work Sustainable focus Geographical reach Our business Empowered Agile We are nimble and work responsively to keep on track, quickly bringing concepts to manufacturing reality Honest We are refreshingly real, straightforward, and trusted by our customers Engaged We want our people to thrive, supporting them to realise their full potential We are confident. Working with authority and competence to deliver our collective goals Our core values and behaviours The location of our sites maximises our logistical reach to deliver cost-effective solutions Bringing customers sustainable solutions that align with Robinson values Visit our website for more information 344 Strategic report | Corporate governance | Financial statements | Additional information 10 | Building momentum | Robinson plc Annual report 2024 Our locations 1 2 3 4 5 UK Poland Denmark Kirkby-in-Ashfield Łódź Mińsk Mazowiecki Chesterfield Brørup 1 3 5 2 4 Materials Our suppliers extract and supply raw materials for our packaging, as well as provide us with energy, tools, equipment and machinery Products We offer custom solutions and technical capabilities that deliver social and environmental benefits while protecting our customers’ products and the consumers who use them Operations We use innovative processes at all of our manufacturing plants and offices to reduce our impact on the planet Team We invest in our people, helping shape their careers and support their safety, health and wellbeing Transportation We partner with our logistics providers to minimise transport through intelligent packaging design and taking advantage of our close locations to our key customers in the UK and Europe Sustainability: Doing what we do, with the future of people and the planet in mind Customers We partner with our customers, along with technical specialists, experts, and researchers, to design packaging with sustainability features and benefits built into the entire lifecycle Robinson Plastic Packaging Robinson Paperbox Packaging Building momentum | Robinson plc Annual report 2024 | 11 Accountable and inclusive governance We recognise the importance of our corporate social responsibility and effective governance to support the future for our shareholders and other stakeholders. Underpinned by operating responsibly and sustainably Our business strategy Our strategy is to profitably grow ahead of the market, by providing excellent customer service as a long-term strategic partner, while creating a people-centric business aligned with our purpose. As we transition to a circular economy, sustainability is at the core of our work. Our strategic priorities Our sustainability pledge Long-term success for Robinson and our stakeholders relies on us being part of self-sustaining local economies, delivering social, environmental and economic value. Read more on pages 14-17. Thriving people Sustainable growth Customer first OUR PURPOSE Going above and beyond to create a sustainable future for our people and planet Strategic report | Corporate governance | Financial statements | Additional information 12 | Building momentum | Robinson plc Annual report 2024 We deliver on our promise to grow our revenue ahead of the market and achieve profitable growth, thereby generating long-term shareholder value. We do this by: • running professional manufacturing operations, developing a superior performance-focused mindset of improvement and extracting capacity for regenerative growth; • divesting surplus property and reinvesting into the business; and • improving financial performance and resilience, allowing us to invest in the business and helping our people thrive. Sustainable growth Our sustainability pledge Regeneration We extract maximum value from the resources we use in our operations, recovering and restoring materials at the end of their life. Transformation We will drive shared commercial value and income streams to regenerate business models for a circular economy. Our strategic priorities We continue to partner with our customers to help provide long-term value by protecting and showcasing their brands through our sustainable, fully functional custom packaging solutions. We take their concepts and turn them into commercial reality with speed and agility. We do this by: • providing excellent customer service and enabling our customers to serve their customers and the value chain effectively; • engaging our customers and becoming more relevant as a long-term strategic partner; and • creating mutual value for ourselves and our customers to drive sustainable growth. Customer first Our sustainability pledge Intelligence We enable our customers to contribute to building a circular economy through Robinson’s sustainable products and services. Transformation We will drive shared commercial value and income streams beyond current business models, collaborating with our customers. We continue to create a people-centric business, aligned to our purpose. We do this by: • building a culture that puts people at the core, focusing on being socially inclusive and driving diversity in thinking and supporting safety, health and wellbeing; • investing in our people, enabling them to reach their full potential through our continuous training programmes, helping them shape their careers; and • engaging people in all aspects of our business and operations and assisting them to put our customers first. Thriving people Our sustainability pledge Talent We want our people to thrive, enabling our team to reach their potential in a culture that prioritises health and wellbeing. Community We deliver real social and environmental benefits to our people and the local communities in which we operate. Building momentum | Robinson plc Annual report 2024 | 13 Our sustainability pledge helps bring our purpose to life - going above and beyond to create a sustainable future for our people and our planet. This underpins our business strategy and is focused on five pillars and 15 ambitious commitments which are woven into the fabric of our business. We continue to drive towards a circular economy system with resilience, delivering social and environmental value for all as we transition into the green industrial revolution. Find out more about our pledge at robinsonpackaging.com/sustainability Guiding our sustainability journey Bu ild in g a h ap py a nd h ea lth y c ult ur e a c irc ula r e co no my Re ge ne ra tin g b us in es s mo de ls fo r Op era tin g b ey on d b usi ne ss as us ua l Cr ea tin g s us tai na ble p ro du cts a nd se rvi ce s Gr ow in g t og et he r a nd he lp in g e ac h o th er Pe o pl e Tr an sf or m at io n R eg en er at io n C o m m u ni ty I nt el li ge nc e Going above and beyond for people and planet Strategic report | Corporate governance | Financial statements | Additional information 14 | Building momentum | Robinson plc Annual report 2024 Intelligence SUPPORTING THE UN SUSTAINABLE DEVELOPMENT GOALS We will enable our customers to contribute to building a circular economy by applying purposeful design, using recycled content, and making our products recyclable. 10% virgin plastic reduction by the end of 2025 Since our base year of 2020 we have been able to reduce the amount of virgin material used by 26%, total material processed is 5% lower in 2024. Actions such as “light-weighting” products contributes to the goal, but this has mainly been achieved by switching from virgin to recycled plastic. Maximum recycled content by the end of 2022: Minimum 30% in plastic Whilst we have made substantial progress, we are disappointed to have not yet achieved our ambition of 30% recycled content in our plastic products. Approximately 35% of our plastic products are used for food applications and legislation in the UK and EU restricts the use of mechanically recycled polypropylene (“PP”) material in that sector. We anticipated when setting our target that this challenge would have been resolved by the recycling market and we continue to engage with partners to progress that. Despite that challenge, we increased our overall % of post-consumer recycled material to 27% (2023: 18%) in 2024. If we exclude sales of PP to the food sector, then we achieved 35% recycled content in 2024 (2023: 24%). Our growth in recycled content in recent years has been largely due to our partnerships with the major premium brand owners, helping them to deliver their own sustainability goals, but gradually we are starting to see the wider market, perhaps under pressure from retailers, looking to move to recycled material despite the higher costs involved. All products fully recyclable by the end of 2022 All plastic products that we place on the market are now widely recyclable. This was achieved through significant work in the UK and Poland to simplify the polymers we use, remove non- recyclable materials and ensuring that all our products can be detected in recycling plants. Transformation We will drive shared commercial value and income streams beyond current business models, collaborating with our customers and partners to regenerate local economies. To develop a circular economy for our products, we will focus on using materials in our packaging that are recyclable, and produced using the maximum amount of recycled material, without adversely affecting the functionality of the packaging. We are developing the end market for recycled content with a mission to be part of self-sustaining local circular economies, delivering social, environmental, and economic value. Our goal is to re-use resources such as plastics and energy for as long as possible, with minimal waste. We were a founding member of a consortium in Denmark that has delivered plastic packaging made from 100% Danish household- sorted plastic waste; a local loop where plastic waste is being used as raw material for new packaging rather than going to incineration. As a result of this work and new business projects, approximately 63% of our HDPE packaging in Denmark is made from post-consumer recycled plastic. We have recently started working with a UK customer that sells reusable cups for stadiums, festivals and major events. These reusable cups can be used and washed more than 500 times, creating a small circular economy and significantly reducing the impact of single use disposable cups on the environment. SUPPORTING THE UN SUSTAINABLE DEVELOPMENT GOALS Building momentum | Robinson plc Annual report 2024 | 15 People SUPPORTING THE UN SUSTAINABLE DEVELOPMENT GOALS We want our people to thrive, enabling our teams to reach their potential in a culture that prioritises health and wellbeing. People development plan fully implemented by the end of 2023 As part of implementing this plan to create a great culture for our workforce, we focused on several key areas including: • employee engagement; • communication; • diversity; • investing in people development; and • rewards and recognition and the enhancement of employee benefits. We have observed a small improvement in employee turnover during the year as a result of implementing these actions. We are planning further activities to support our people and continue to develop high performing teams in 2025. Zero accidents every year In 2024, there were five (2023: nine) lost-time accidents across the Group, which all occurred across two of our five sites. The health and safety of our team is of paramount importance and we will continue to focus on behavioural safety and delivering a Group-wide approach to ensure Robinson standards are clearly understood and complied with on all our sites. With this approach rolled out across our operations, there have been no accidents resulting in lost time since June 2024. Regeneration We will extract maximum value from the resources we use in our operations, recovering and restoring materials at the end of their life. Zero waste to landfill by the end of 2021 We achieved our target of zero percent of our operational waste going to landfill by the first quarter of 2022 and maintained it throughout 2023 and 2024. Net carbon positive by the end of 2030 We are committed to the decarbonisation of our operations and as we develop our roadmap, we are prioritising implementation of six high priority areas such as installation of new energy-efficient machines and production cells within our sites. We are focusing on measuring and reducing carbon emissions from our operations (see Streamlined Energy and Carbon Reporting (SECR) report on page 28 for further details), and in parallel, we are investigating lower carbon sources of energy. Improving building sustainability We recognise that our buildings were not built to modern sustainable standards, but will implement improvement actions where possible and appropriate. For example we have installed: • evaporative air-cooling systems which use less energy than traditional air conditioning systems; and • technology to transfer latent heat produced from our operations to heat other areas of our facilities and reduce the amount of additional energy consumed through central-heating systems. SUPPORTING THE UN SUSTAINABLE DEVELOPMENT GOALS Strategic report | Corporate governance | Financial statements | Additional information 16 | Building momentum | Robinson plc Annual report 2024 Community SUPPORTING THE UN SUSTAINABLE DEVELOPMENT GOALS We will deliver tangible social and environmental benefits to our communities, educating the next generation of change-makers and bringing more sustainable initiatives to the areas where we operate. Offer career-enhancing work experience and opportunities We believe in investing in our future workforce and continue to offer internships, apprenticeships and take part in local career fairs in partnership with colleges and universities in the three countries where we operate. Engage schools on the benefits of packaging and recycling We hope to educate children on the benefits of sustainable packaging and the recycling imperative. During 2023 and 2024, university students visited our UK sites, to understand our strategy and approach to sustainable packaging. We plan to support and facilitate further educational opportunities in the future. Giving back to communities every year We continue to set up local community projects led by our production sites. Robinson supports causes through fund raising and sponsorship and contributes specialist knowledge and skills to those in need. Building momentum | Robinson plc Annual report 2024 | 17 How we create value External drivers Our business model What we depend on Supply chain We partner with our suppliers and expert organisations to help us develop efficient processes and sustainable products. Design and manufacturing We use technical expertise to bring customer concepts to commercial reality with agility, while minimising environmental impact. Resources Natural resources Renewable and non-renewable materials. Financial resources Cash, equity, and debt to invest for the long-term. Tangible assets Physical assets such as manufacturing and office facilities as well as stock. Environmental sustainability Plastics use and waste, pollution, food waste, energy, and carbon emissions. Social and demographic changes Changing role of packaging and attitudes to waste. Uncertain economic outlook Long-term impacts of Brexit and the ongoing cost-of-living crisis. Regulation and legislation UK and European plastics legislation implemented from 2022. Supply chain disruption Reliance on timely, high-quality raw materials. Digitalisation and automation Rapidly advancing manufacturing techniques and technology. 1 2 Relationships Thriving people The engagement, skill, and efforts of our talented people. Supply partnerships Materials and equipment procured from a limited number of partners. Expert groups and organisations Insights to policy, legislation, and market trends, and driving positive change. Customers Integrated and mutually beneficial relationships with key customers. Strategic report | Corporate governance | Financial statements | Additional information 18 | Building momentum | Robinson plc Annual report 2024 Our long-term impact The value we create now Customers We develop partnerships with and invest in our customers to ensure they can meet their own customers’ needs. Consumers We provide packaging across our market sectors that is sustainable, protective, and functional. Creating inclusive and equitable employment A diverse workforce with a culture that prioritises health and wellbeing, people development and employee growth with fair reward. Protecting our planet Sustainable consumption with clear goals of zero waste to landfill and becoming net carbon positive. Reducing plastic pollution Packaging with the lowest possible plastic content, maximising recycled material and driving for improved recycling systems. Partnership and collaboration Collaboration on the regeneration of local economies, and education on the benefits of plastics and importance of recycling. Customers Protection and differentiation of customer brands through sustainable, custom packaging solutions at speed and at a competitive price. People Motivated people achieving their full potential and taking action to improve their health and wellbeing. Communities Increased local employment and community engagement in plastics, packaging, and circular economies. Environment Reduction in food and product waste and climate mitigation. Investors and shareholders Profitable, sustainable growth, generating long-term shareholder value. Consumers Protective packaging for hygiene, safety, and convenience. 3 4 Post-consumer recycled content We aim to design closed-loop packaging – eliminating waste and pollution, keeping resources in the circular economy, and regenerating natural systems. 5 We protect and develop our people to help them thrive and continue to deliver value to our business and our customers. Our people and expertise Building momentum | Robinson plc Annual report 2024 | 19 Risks and opportunities Our approach to risk management The Board maintains a process and procedures for identifying and mitigating significant risks faced by the Group as follows: Our principal risks Risks are assessed across five categories: Strategic; Business continuity; Environment, Social & Governance; Operational; and Financial. From those categories, the Directors have identified those risks and opportunities that are deemed fundamental to the business due to their potential impact on the delivery of the Group’s long-term strategic goals. The Board performs an annual review to identify risks and review strategy. Risks are assessed during the annual planning and budget process. The Senior Executive Team records each risk, describing mitigation measures and any proposed future actions. The status of the most significant risks is reviewed regularly at Senior Executive Team meetings. The Group’s Audit and Risk Committee assist the Board in monitoring risk management across the Group. Probability Impact High Med Low Low Med High Risk impact analysis A Investment B Customers C Raw material supply and input prices D IT and digital security E Loss of manufacturing site F Environment G People H Market competitiveness Pages 12 and 13: Our business strategy Customer first Sustainable growth Thriving people Principal risk and impact Mitigation Key developments and opportunities Strategic A Investment Strategic choices for major investment projects create potential risks in business stability and continuity, culture, technology and change management. Significant profit growth will require investment. Failure to perform to expectations in these major projects could reduce business earnings and value. High quality project proposals and project management procedures. Target return on investment hurdles in place and regularly monitored. Post implementation reviews of major projects provide opportunity for learning and improvement. Recently, the business has won more, larger projects with major customers, and it is anticipated that this trend will continue. It will be important to continuously improve all aspects of the execution of major investment projects. E H G F C Static risk Increased risk D A B Strategic report | Corporate governance | Financial statements | Additional information 20 | Building momentum | Robinson plc Annual report 2024 Principal risk and impact Mitigation Key developments and opportunities B Customers The Group has a small number of key customers, with the top five representing 45% of revenue. The loss of a customer or worsening of terms could adversely affect results. We have limited power to drive price increases and to shape end-consumer demand. This can result in reduced revenues, volumes and profitability. Ensure the length of contracts is appropriate to specific capital investment. Build a broad customer base. Continuous review of manufacturing technology to ensure competitive platform. Maintaining strong customer relationships including multi-level key contact points. Regular review of concentration of key customers to prevent over-reliance. Success with price increases outside of normal contracts in last three years to recover input cost inflation. New business won with existing and new customers in the period provides confidence that relationships remain strong. Strategic review of markets and key customers underway. Business continuity C Raw material supply and input prices Failure to receive timely, high-quality raw materials could impact our ability to meet customer demand. Market prices of electricity, plastic resin and other raw materials can fluctuate significantly, leading to higher costs and lower profitability. Secondary supply sources in place for some key materials. Where possible, contracts are structured to allow input cost recovery. Key material and energy purchasing managed centrally by a procurement expert. Leverage of material supply from certain key blue chip customers. Secondary suppliers implemented where possible, but lack of scale and inability to quickly change specifications restricts use. Force majeures from many resin suppliers in 2024, mitigated through higher stocks. Structured process for developing backup materials when bidding for contracts. D IT and digital security A breach of IT systems could result in the inability to operate systems effectively or the release of sensitive information. Physical security of servers, anti-malware, internet monitoring, safe-use policies and regular employee training. Regular security review at Board level. Hardware and infrastructure refreshed in 2024, working towards external security accreditation. E Loss of manufacturing site Failure to supply customer orders due to fire, flood, loss of power or contaminated materials for example may result in additional costs and ultimately loss of reputation and customers. Multi-site operations provide some supply continuity. Insurance policies in place at appropriate levels for insurable risks. Crisis management plan in place and reviewed regularly for changes. Flood recovery still ongoing in Chesterfield. Insurance policies amended in light of flood event and flood defences planned for future. Environment, social & governance F Environment Environmentally conscious customers may require commitments to reduce pollution, waste, carbon emissions and the business’ environmental footprint. Consumer preferences may lead to a reduction in demand for rigid plastic packaging in favour of alternatives. New plastics legislation may increase costs and fees and could impact customer demand for plastic packaging. Close contact with customers on their own sustainability goals. Select sustainable materials and ensure sustainable operations and production. Designing products for recyclability and phased out non-recyclable products. Significant progress was made on the level of recycled plastic content during the year. Opportunity to drive growth based on our capabilities for processing recycled material at scale with new and existing customers. Operational G People Our success depends on the efforts and abilities of our people. High demand for skilled people in an economic climate of low unemployment may restrict our growth. Frequent salary benchmarking and adjustment. Fair employment practices. Increased number of permanent rather than temporary employees. Appropriate length of notice period in contract for senior roles. Salary interventions where appropriate. Systems to be implemented to reduce overall reliance on individual people in specific roles. “Family and Friends” recruitment scheme working well. H Market competitiveness Failure to supply or an uncompetitive cost position could result in loss of market share. Being competitive will require additional capital expenditure. Investment in new technology to improve efficiency and flexibility. Continuous improvement initiatives in place to reduce costs, including controls over capital expenditure to ensure maximum returns. Seven new machines commissioned in 2024 providing increased capacity and capability. Building momentum | Robinson plc Annual report 2024 | 21 Investors and banks Employees Engaging with stakeholders Who and why Access to capital is vital to our long-term success. We must get buy-in to our strategic priorities from investors. We seek an investor base that is interested in long-term shareholding. We engage with employees to help build a healthy culture, empowering and enabling them to achieve their potential. In return, we expect low absenteeism and turnover rates, allowing us to maintain high efficiency and productivity. How we engaged • AGM. • Investor presentations and one-to-one meetings. • Feedback through the broker and nominated advisor. • Reports and results announcements. • Regular meetings with banks and funding providers. • Quarterly briefings with senior site management and employee consultative committees. • Annual long-service dinner with the CEO. • Employee intranet. • Comprehensive induction and onboarding process. • Suggestion boxes. Outcomes and actions • Existing HSBC UK mortgage facility of £2.7m was converted to a sustainability improvement loan in 2024. Future interest on this loan will be adjusted according to Robinson’s sustainability performance measured via the EcoVadis score. This demonstrates our ambition to improve the sustainability credentials of our operations. • New lease funding of £2m finalised with Sydbank A/S for the large new business project in Denmark implemented in 2024. • Prevention of sexual harassment training rolled out to management in response to UK legislation. • Health weeks and physiotherapy consultations to raise awareness of personal health issues. • Increased internal training capability and focus resulting in lower staff turnover. Strategic report | Corporate governance | Financial statements | Additional information 22 | Building momentum | Robinson plc Annual report 2024 Suppliers Customers Expert organisations Section 172(1 ) statement We communicate frequently with the people who most affect and are affected by our business. As required by Section 172(1 ) of the Companies Act 2006, we detail those engagements here. Only a limited number of resin producers and machinery suppliers can supply the raw materials and equipment that we need. We rely on a small number of customers for a majority of our revenue. Strong partnerships are critical to understanding our customers’ markets and plans to ensure we can provide the best packaging solutions and services. We are members of several trade and industry organisations to stay updated on related policy, legislation and trends within our core market sectors. We partner with organisations and consortiums to drive transformational innovation and societal changes. • Regular meetings with suppliers to build partnerships and trust. • Supplier site audits. • Request for quotes and contract negotiations. • Conducted trials of alternative materials to mitigate supply risk. • Exploring recycled material opportunities on both local and global markets. • Electronic freight marketplace. • Regular operational and strategic review meetings with multidisciplinary teams from our key customers. • Targeted social media campaigns. • Customer conferences and seminars. • Packaging exhibitions and trade shows. • Site audits and visits. • Company memberships of industry bodies. • Networking at industry events. • Active participation in select workstreams ranging from lobbying to finding technical, sustainable solutions in packaging and our manufacturing operations. • Local sources of post-consumer recycled raw material implemented in Poland to reduce reliance on imports. • Managed cost inflation by seeking alternative levels of service or sources of supply. • Maintained high quality standards of incoming materials, e.g. approved for ISO9001:2015 or BRC global standard for packaging materials. • Conducting tests of alternative raw materials in response to changes in the production portfolio of resin manufacturers. • Improvement in benchmarking speed and results via electronic methods. • Dual and contingency supply implemented to mitigate disruption at supplier facilities. • Significant new business wins since mid-2023 leading to a substantial volume increase in 2024 with further expected in 2025. • Improved speed of execution in projects due to substantial trust developed with customers. • Positive resolution of start‑up issues in production on major project in Denmark through increased engagement with all of the stakeholders involved. • Flexible approach to engagement and cost competitive platform have led to strong growth in our business with private-label customers. • Investment in appropriate technology to support our customers and exploit new opportunities. • Alignment of our sustainability goals to meet changing customer and market demands. • Indirect lobbying through the British Plastics Federation and Packaging Federation and consulting governments on forthcoming requirements, including the Extended Producer Responsibility reform. • Representatives speaking on recycled materials at industry conferences. • Participation in NEXTLOOPP project to develop and trial food-grade recycled polypropylene and establish a secure supply chain. Building momentum | Robinson plc Annual report 2024 | 23 Principal Board decisions The table below shows, for each principal decision taken during the period, how the interests of key stakeholders impacted were taken into account. Partnering with customers will be at the centre of the revised strategy as we seek to provide an excellent level of service. Revenue growth and improved profitability will create value for shareholders. Employees will benefit from a growing, more efficient and sustainable business. Sustainability will remain a key component of the Group’s strategy and John’s interest in this area will bring benefits. Reduction of financial risk for the Group will allow greater focus on supporting customers. Financial risk for the Group significantly reduced improving conditions for investors. Employees will benefit from a business with less financial risk. Project extends Robinson capability in bespoke PET bottles in the UK, improving our offer to existing and new customers. Increased profits from new business will benefit investors in the long term. Increased scale provides enhanced opportunities across the Group. Possibility to produce PET bottles from 100% post-consumer recycled material on new highly energy efficient equipment, both key parts of the sustainability strategy. Employees Investors Customers Environment Recruitment and selection of Group CEO to lead Robinson Following the departure of Helene Roberts as CEO, the Board undertook a thorough process, with the support of an external agent, to recruit and select a new permanent Robinson Group CEO. John Melia joined the Group in December and John will lead the evolution and sharpening of our strategy to increase revenue and improve profitability. Buy-out of defined benefit pension scheme liabilities and wind-up of pension trust Following the buy-in of all the Group’s defined benefit pension scheme liabilities in 2022 the Company successfully supported the trustees of the scheme in moving to full buy-out. After the buy‑out the pension scheme trust was also wound-up. Additional UK PET capacity investment After successfully implementing capacity in 2024, the Group will invest in more new equipment to support business growth opportunities in bespoke PET bottles in the UK in 2025. Principal decision Strategic report | Corporate governance | Financial statements | Additional information 24 | Building momentum | Robinson plc Annual report 2024 Building momentum | Robinson plc Annual report 2024 | 25 Performance overview Key performance indicators We align our KPIs with our strategic priorities and sustainability pledge to monitor financial and non-financial performance and value creation: Pages 12 and 13: Our business strategy Customer first Sustainable growth Thriving people Financial KPIs Our performance in our strategic priority of ‘Customer first’. Performance in 2024 Revenue and sales volume increase of 14% in the year due to new business projects launched in the last 18 months. Goal Above-market profitable growth. Revenue growth 10% 14% 6% 24% (3% exc. acquisition) (1% exc. acquisition) 2020 2021 2022 2024 Demonstrates the Group’s profitability from its manufacturing operations. Performance in 2024 Gross margins were 1% above 2023 due to the operational gearing effect of 14% higher sales volumes. As input cost inflation has started to reduce, we are seeing less of a drag on margins before we are able to recover cost increases through increased selling prices. Margin in 2024 is negatively affected by the production start-up issues on the project in Denmark, which caused higher short-term direct costs. Gross profit margin 23% 17% 17% 19% 20% 2020 2021 2022 2023 2024 Underlying financial return from all of the capital invested in the business. A return higher than the Group’s weighted average cost of capital (7.0%) is satisfactory. Performance in 2024 The return on capital employed improved due to the higher underlying profits and was in excess of the cost of capital. Post-tax return on capital employed** 7.2% 3.6% 5.4% 6.1% 6.1% 6.1% 2020 2021 2022 15% in the medium-term 2023 2024 Goal Demonstrates the Group’s ability to turn revenue into profits. Performance in 2024 Overall underlying operating profit margin* increased to 5.7% and close to our medium-term goal of 6-8%. The full impact of a 1% higher gross margin also flows through to underlying operating profit margin* because operating cost inflation is broadly in line with the sales volume growth in the period. 7.2% 2.7% 4.0% 2020 2021 2022 Underlying operating profit margin* 2023 2024 Goal 4.5% 5.7% 6-8% Revenue required to fund the working capital cycle. Performance in 2024 Overall, working capital was £0.1m lower than 2023. Higher trade receivables and inventory due to increased activity in the final quarter of the year were more than offset by higher trade payables. Working capital as a % of sales*** 2020 2021 2022 2023 2024 21% 18% 14% 14% 13% 2023 -2% 4.9% 7.8% Strategic report | Corporate governance | Financial statements | Additional information 26 | Building momentum | Robinson plc Annual report 2024 Non-financial KPIs Provides a measure of the likelihood of an employee having an accident that results in time off work. Performance in 2024 There were five lost time accidents in the year, compared with nine in 2023. The health and safety of our people is of paramount importance, and despite the year-on-year improvement, we remain very disappointed with this performance. The incidents in 2022, 2023 and 2024 were concentrated in two locations, we will continue to focus on behavioural safety and delivering a Group-wide approach to ensure Robinson standards are clearly understood and complied with on all our sites. With this approach rolled out across our operations, there have been no accidents resulting in lost time since June 2024. Goal The Group continues to target zero lost time accidents. Lost time accidents per 100 employees 2.37 1.00 1.38 2020 2021 2022 Amount of operational waste which is not recycled. Waste that is not recycled is sent to landfill. Performance in 2024 We have implemented systems and processes to maximise our raw material efficiency, reuse our post-industrial waste and identify increased end markets to eliminate our waste to landfill. All our sites are signed up to the Operation Clean Sweep initiative to prevent plastic pellets from our operations entering the environment. We have achieved our goal of 0% of waste to landfill and we will seek to maintain that in the future. Goal Zero waste to landfill. 20% 4% 0% 0% 0% 2020 2021 2022 2023 2024 Waste to landfill as a % of total waste Goal 0% * Operating loss (£3,071k) plus other items (£6,266k), divided by revenue (£56,410k). ** Operating loss (£3,071k) plus other items (£6,266k) plus taxation credit (£523k) divided by the average of current year (£29,496k) and prior year (£31,855k) capital employed (net assets plus net debt). *** Inventory (£4,923k) plus trade receivables (£10,222k) minus trade payables (£8,061k) divided by revenue (£56,410k). Level of recycled material in our packaging products. Performance in 2024 Overall usage of post-consumer recycled (PCR) material increased significantly during the year, largely as a result of new business wins which include either 50% or 100% PCR. Mechanically recycled polypropylene (rPP) does not yet meet food-grade requirements and commercial volumes of chemically recycled food-grade rPP are currently limited. We are members of the NEXTLOOPP project to develop a supply chain of food-grade rPP from mechanical recycling. We expect some recyclers in the EU to gain accreditation during 2025 for production of food-grade rPP, although volumes are likely to be extremely limited. Goal 30% recycled content in plastic packaging. This shows our performance in plastic packaging. In paperboard, all of the material that we use contains recycled content. Our paper is made from sustainable sources and we are FSC certified. 6% 11% 17% 18% 27% 2020 2021 2022 2023 2024 Recycled plastic consumed Total plastic consumed % average of post-consumer recycled content in packaging All products 8% 14% 22% 2020 2021 2022 2023 2024 Goal 24% 35% 30% Excluding PP food packaging 2023 2024 Goal 0 2.60 1.45 Building momentum | Robinson plc Annual report 2024 | 27 Electricity is the Group’s largest source of CO2e emissions, providing heat, light and power for premises, facilities and other plant and equipment. CO2e emission factors are fundamentally dependent on the source of electricity. Poland has a higher proportion of coal-fired power stations compared with the UK, with Denmark having the lowest due to the amount of renewable energy generated, in particular from wind power. As such, the CO2e emission factor per kWh for Poland is significantly higher than the UK and Denmark, resulting in higher CO2e emissions for this country. This emission factor in the UK remained the same from 2023 to 2024, whilst Poland and Denmark decreased. Tonnes of CO2e per tonne of plastic polymer consumed and per £’000 of revenue are used as measures of intensity. The Group aims to reduce its total intensity over time and has a public GHG target to become net carbon positive by 2030. For the Group, the increased production volumes in 2024 led to higher production of CO2e, but it is pleasing to report that per tonne of plastic polymer processed the intensity ratio was lower. We are seeing the benefit of higher throughput with an amount of fixed infrastructure (e.g. for compressed air and chilling equipment) needed to operate the factory, plus a reduction in the emission factor, particularly in Poland. We are systematically working through a series of projects to deliver a reduction in the energy we use, following the carbon hierarchy of energy and carbon reduction via improvements in technology and processes, onsite generation, and finally green energy procurement for those remaining emissions that we cannot eliminate. Streamlined Energy and Carbon Reporting (SECR) The SECR regulations require UK companies to report on their energy use and carbon emissions. The Group has voluntarily chosen to disclose its global emissions under the categories required by the regulations. The Group reports Scope 1, 2 and 3 emissions in tonnes of carbon dioxide equivalent (tCO2e): • Scope 1 covers direct emissions: those that emanate directly from Group operations. This is principally natural gas burned for heating and fuel used in company owned vehicles. • Scope 2 covers indirect emissions: those generated by key suppliers, principally electricity. • Scope 3 covers other indirect emissions: those as a result of Group activities occurring from sources not owned or controlled by the Group in particular, such as emissions from business travel or employee-owned vehicles where the Group is responsible for the fuel purchase. kWh 000’s tCO2e kWh 000’s tCO2e kWh 000’s tCO2e kWh 000’s tCO2e Electricity 23,353 9,447 8,235 1,705 10,119 6,932 4,999 810 Gas 1,184 217 1,112 204 72 13 - - Transport 421 97 67 16 242 54 112 27 TOTAL 24,958 9,761 9,414 1,925 10,433 6,999 5,111 837 Intensity ratio (tonnes CO2e per tonne of plastic polymer) 0.82 0.49 1.39 0.28 Intensity ratio (tonnes CO2e per £’000 revenue) 0.19 0.09 0.42 0.07 Group 2023 UK 2023 Poland 2023 Denmark 2023 kWh 000’s tCO2e kWh 000’s tCO2e kWh 000’s tCO2e kWh 000’s tCO2e Electricity 26,891 9,800 9,201 1,905 11,880 7,093 5,810 802 Gas 581 106 444 81 137 25 - - Transport 466 107 66 16 344 77 56 14 TOTAL 27,938 10,013 9,711 2,002 12,361 7,195 5,866 816 Intensity ratio (tonnes CO2e per tonne of plastic polymer) 0.72 0.49 1.17 0.22 Intensity ratio (tonnes CO2e per £’000 revenue) 0.20 0.09 0.43 0.07 Group 2024 UK 2024 Poland 2024 Denmark 2024 Strategic report | Corporate governance | Financial statements | Additional information 28 | Building momentum | Robinson plc Annual report 2024 The Group has invested in energy-saving initiatives in 2024, including: • Systems to allow the reuse of heat generated by air compressors to heat production halls and office buildings and installation of localised electric heating rather than gas. These actions have contributed to the Group’s gas usage reducing by 50% in the period, with a 60% reduction in the UK; • Replacement of single-speed with variable-speed compressor devices to optimise energy consumption, reducing consumption on those units by approximately 14%; • Installation of four more energy efficient PET resin vacuum drying systems, two in the UK and two in Poland, reducing energy consumed on those units by approximately 30%; • Replacement of water chilling systems in Poland with new equipment which supports free cooling, utilising low external temperatures to bypass or reduce the load on the mechanical chiller, thereby reducing energy usage by approximately 38%; and • Ongoing capacity and asset utilisation to become more energy efficient. Six machines with an average age of 24 years were disposed in 2024. We estimate that new technology is approximately 30% more energy efficient than the oldest equipment in our portfolio. As energy providers continue to decarbonise, the associated emission factors will reduce thereby helping reduce our overall carbon emissions generated, in parallel with implementation of our energy and carbon projects. In addition, pressure is on machine and technology providers to continue to develop the best available technology with low carbon and energy at affordable prices with attractive payback periods. This will drive more opportunities for investment in Robinson. Methodology note: the Group has implemented the UK government guidance on measuring and reporting GHG emissions, in line with DEFRA guidelines, using conversion units published in the UK Government GHG Conversion Factors for Company Reporting 2024. Emissions in Poland have been converted using rates from The National Centre for Emissions Management (KOBiZE) for 2024. Denmark emission conversion rates have been sourced from The Danish Energy Agency (Energistyrelsen). Electricity and gas: calculated from supplier invoices using metered kWh data. Gas data from Poland has been converted using UK rates as the KOBiZE does not report on these annually. Transport: calculated based on the volume of fuel purchased and mileage claims. The volume of fuel has been converted to kWh using the UK government conversion factors. For mileage claims, details of the vehicles were unknown; therefore, CO2e emissions were estimated based on typical car type and average fuel usage. The strategic report was approved by the Board of Directors on 26 March 2025 and is signed on its behalf by: Mike Cusick Director 26 March 2025 Building momentum | Robinson plc Annual report 2024 | 29 Corporate governance report Board of Directors Alan Raleigh Independent Non-executive Chairman Appointed to the Board: August 2015 Sara Halton Senior Independent Director Appointed to the Board: January 2019 Guy Robinson Non-executive Director Appointed to the Board: January 1995 After gaining a BSc (Hons) in Production Engineering and Production Management from Strathclyde University, Alan spent much of his career with Unilever plc holding a variety of senior positions in the UK, US and Japan. He was Executive Vice President, Personal Care Supply Chain until 2016. Other roles: Non-executive Director of Cloetta, a Swedish confectionery company listed on the Stockholm Stock Exchange. Committees: Nomination (Chair), Audit & Risk (Chair), Remuneration. Sara has held key senior executive positions at well-known British brands, including CEO of Molton Brown. She brings a wealth of experience in driving strategic growth for global brands. Sara is a Chartered Accountant having gained an MSc in Economics and Econometrics, and a BSc in Economics at the University of Southampton. Other roles: Sara is a Non-executive Director of Roys of Wroxham an independent chain of retail outlets based in Norfolk and a Non-executive Director of the Crown Commercial Service which brings together policy, advice and direct buying; providing commercial services to the public sector and saving money for the taxpayer. Committees: Remuneration, Nomination, Audit & Risk. Guy has an honours degree in Mechanical Engineering and qualified as a Chartered Accountant at Coopers & Lybrand, working for them until he joined Robinson in 1985. He was appointed Finance Director in 1995, a position that he held until January 2021 when he was appointed Property Director and then also Non-executive Director in June 2021. Other roles: None. Committees: Remuneration (Chair), Nomination, Audit & Risk. Non-executive Directors John Melia Chief Executive Officer Appointed to the Board: December 2024 Mike Cusick Chief Financial Officer Appointed to the Board: January 2019 Since graduating from Cambridge University with a master’s degree in Chemical Engineering, John has spent 30 years working in manufacturing industries, holding a range of senior executive positions, including General Manager and Managing Director, in both large multinational and SME chemical companies. Driven by a passion for sustainability, John transitioned to the packaging sector in 2019, joining DS Smith as Managing Director, UK Recycling before moving into the role of Strategy & Innovation Director for DS Smith Recycling. John was appointed as Chief Executive Officer in December 2024. Other roles: None. A qualified management accountant, Mike joined Robinson in 2015. Previously he was Group Commercial Finance Director, responsible for the post-acquisition integration of the Madrox business in Poland, and new commercial systems across the Group. Prior to joining Robinson, Mike gained international financial experience during eight years in various finance roles at SIG plc, latterly as Financial Controller, Mainland Europe. Mike was appointed Finance Director in January 2021. Other roles: None. Executive Directors Strategic report | Corporate governance | Financial statements | Additional information 30 | Building momentum | Robinson plc Annual report 2024 Remuneration Committee Meets at least twice per year Chaired by Guy Robinson See page 32 for more information Nomination Committee Meets at least twice per year Chaired by Alan Raleigh See page 33 for more information Operating businesses Audit & Risk Committee Meets at least four times per year Chaired by Alan Raleigh See page 33 for more information Robinson plc Group Board Meets monthly Chaired by Alan Raleigh Responsible for developing the strategy and overall leadership of the Group within a robust framework of internal control and corporate governance. Monitors the culture, values and standards that are embedded throughout the business to deliver long-term sustainable growth for the benefit of our shareholders and other stakeholders. Senior Executive Team Meets monthly Chaired by John Melia Responsible for strategy execution, day-to-day operation of the business and all matters that have not been reserved for the Board. Board of Directors The Company supports the concept of an effective Board leading the Group. The Board is responsible for approving Group policy and strategy with the aim of developing the business profitably, while assessing and managing the associated risks. The Directors are free to seek any further information they consider necessary. All Directors have access to independent professional advice at the Group’s expense. The Board reviews its performance as an integral part of each Board meeting and annually appraises the performance of each Director. The Board has a written statement of its responsibilities and there are written terms of reference for the Nomination, Remuneration and Audit and Risk Committees. These are available for reference on the Robinson website. The Board meets regularly on dates agreed each year for the calendar year ahead. The Board formally met 12 times in 2024 and plans to meet 11 times in 2025 - additional meetings can be called as and when deemed necessary. A formal schedule of matters requiring Board approval is maintained covering such areas as strategy, approval of budgets, financial results, Board appointments and dividend policy. The Board currently consists of a Non-executive Chairman, a Senior Independent Director, a Non-executive Director, a CEO and a CFO. The Chairman of the Board is Alan Raleigh and the Group’s business is run by the CEO (John Melia) and the CFO (Mike Cusick). The Board considers that Alan Raleigh and Sara Halton are independent, but Guy Robinson is not due to his length of service and significant shareholding within the Company. Chairman’s governance statement The Group applies the Quoted Companies Alliance’s Corporate Governance Code (QCA Code). As Chairman, it is my responsibility to ensure the Company complies with the QCA Code and, where the Company deviates from it, to explain why the Directors believe this to be in the best interests of the Company. In this section, we share the Company’s good corporate governance structure and, where our approach differs from the QCA Code, we provide an appropriate explanation. More information on our approach to the 10 principles of the QCA Code can be found in the investor section on our website. Governance structure The Robinson Board recognises the importance of effective corporate governance in supporting the long-term success and sustainability of the business. Building momentum | Robinson plc Annual report 2024 | 31 Each Director keeps their skillset up-to-date by reading relevant publications and attending external training and personal development courses and workshops. The Senior Independent Director (SID) acts as a sounding board and intermediary for the Chair and other Board members. The SID is responsible for leading the performance evaluation of the Chair, the search for a new chair and chairing meetings of the Non-executive Directors without the Chair being present. Sara Halton is the current SID. The Company Secretary is responsible for ensuring that Board procedures are followed and for compliance with all applicable rules and regulations. Mike Cusick, who is also the CFO, performs the role of Company Secretary, providing an internal advisory role to the Board. The QCA’s guidelines state that the role of Company Secretary should not be held by an Executive Director, and as such, the Company does not currently comply with this requirement. It is the Board’s view that the size and complexity of the business does not necessitate a separate role of Company Secretary at present. Mike Cusick is supported and guided in this role by the Company’s legal advisors. This position will be kept under review by the Board. Board evaluation and effectiveness A formal external and independent review of the effectiveness of the Board was concluded during 2020. The purpose was to perform a comprehensive, independent and objective evaluation of the effectiveness and performance of the Board and its three committees. The results are described on Pages 28 and 29 of the 2020 Annual Report. All of the actions proposed in the 2020 annual report have been completed. The Board expects to reperform that assessment every three to five years. The Board also reviews its effectiveness on a monthly basis during each Board meeting. Actions to improve the operation of the Board are identified and followed up by the Chair. External advice During the year the Board didn’t deem it necessary to commission any external advice. Culture Honesty and appropriate conduct are an integral part of the Robinson culture and values, and all our business activities. The Group undertakes regular review and monitoring of its policies in specific areas such as discrimination and harassment, anti-bribery and corruption, competition law, conflicts of interest and information security. The Company has a strong empowerment culture which continues to evolve, openness, fairness and transparency are valued. The Group strategy, values and behaviours were communicated to all employees as part of a “Big Picture” exercise in 2021 and are now delivered as part of an induction plan for all new employees. Committees of the Board Remuneration Committee report The Remuneration Committee is chaired by Guy Robinson and includes Alan Raleigh. On behalf of the Board, the Committee reviews and approves the remuneration and service contracts (including benefits) of the Executive Directors and other senior staff. The Committee meets at least twice, and as often as required, during the year and is responsible for: • establishing and maintaining formal and transparent procedures for developing policy on executive remuneration and for fixing the remuneration packages of individual Directors and monitoring and reporting on them; • determining the remuneration, including pension arrangements, of the Directors; and • determining the basis of Executive Director service agreements, having due regard for the interests of the shareholders. Board Member Packaging industry Manufacturing Multi- geography operations Sustainability Finance Marketing Property IT & cyber security Alan Raleigh ✔✔✔ ✔✔✔ ✔✔✔ ✔✔ ✔ ✔ Sara Halton ✔✔ ✔ ✔✔✔ ✔✔ ✔✔✔ ✔✔✔ ✔ Guy Robinson ✔✔ ✔✔ ✔✔✔ ✔✔✔ ✔✔ ✔ John Melia ✔✔ ✔✔✔ ✔✔✔ ✔✔ ✔ ✔ ✔ Mike Cusick ✔✔ ✔ ✔✔✔ ✔✔✔ ✔✔ The Board has determined that, as a whole, it has a complementary set of skills and experience as follows: Principal skills and experience Strategic report | Corporate governance | Financial statements | Additional information 32 | Building momentum | Robinson plc Annual report 2024 The Directors’ remuneration report includes the Directors’ remuneration and further detail on the work carried out during the year. Sara Halton was reappointed to the Remuneration Committee after her period as the Interim CEO ended. Audit and Risk Committee report The Audit and Risk Committee is chaired by Alan Raleigh and includes Guy Robinson. This Committee reviews the interim and preliminary announcement of final results and the annual financial statements prior to their publication. It is also responsible for the appointment or dismissal of the external auditors and for agreeing their fees. It keeps under review the scope and methodology of the audit and its cost effectiveness together with the independence and objectivity of the auditors. It meets with the auditors at least twice per year to agree the audit plan and review the results of the audit. The primary function of the Committee is to assist the Board in fulfilling its responsibilities regarding the integrity of financial reporting, audit, risk management and internal controls. This comprises: • monitoring and reviewing the Group’s accounting policies, practices and significant accounting judgements; and • reviewing the annual and interim financial statements and any public financial announcements and advising the Board on whether the annual report and accounts are fair, balanced and understandable. In relation to the external audit: • approving the appointment and recommending the reappointment of the external auditor and its terms of engagement and fees; • considering the scope of work to be undertaken by the external auditor and reviewing the results of that work; • reviewing and monitoring the independence of the external auditor and approving its provision of non- audit services; • monitoring and reviewing the effectiveness of the external auditor; • monitoring and reviewing the adequacy and effectiveness of the risk management systems and processes; and • assessing and advising the Board on the internal financial, operational and compliance controls. Auditor rotation Forvis Mazars LLP were appointed as the Group’s external auditor in 2017 and successfully retained the engagement in a re-tender during 2023. Shareholders formally approved their reappointment at the Annual General Meeting in May 2024. The Committee assesses the performance and effectiveness of the auditor annually and takes this into account when considering whether to tender the engagement. Committee activities during the year: During the year, in addition to its audit responsibilities, the Committee reviewed the internal controls and risk management process across the Group including cyber risk. Some changes were made which will be adopted during 2025. The significant issues considered by the Committee in the 2024 annual report together with significant estimates, judgements and audit risks are covered in the external audit report on page 76. Sara Halton was reappointed to the Audit and Risk Committee after her period as the Interim CEO ended. Nomination Committee report The Nomination Committee is chaired by Alan Raleigh and includes Guy Robinson. This Committee will meet at least twice per year and reviews the Board’s structure, size and composition. It is also responsible for succession planning for Directors and other senior executives. The key responsibilities of the Committee are: • assessing whether the size, structure and composition of the Board (including its skills, knowledge, experience, independence and diversity) continue to meet the Group’s business and strategic needs; • examining succession planning for Directors and other senior executives and for the key roles of Chairman of the Board and CEO; and • identifying and nominating for approval by the Board, candidates to fill Board vacancies as and when they arise, together with leading the process for such appointments. Committee activities and Board changes during the year: The Committee lead the recruitment and selection process for the new permanent CEO. After a thorough review in conjunction with an external headhunter, John Melia was selected and appointed CEO in December 2024. Sara Halton was reappointed to the Nomination Committee after her period as the Interim CEO ended. Building momentum | Robinson plc Annual report 2024 | 33 Internal control The Board recognises its responsibility for maintaining systems of internal control and reviewing their effectiveness. The Board has reviewed the operation and effectiveness of the Group’s system of internal financial control for the financial year up to the date of approval of the financial statements. The system of internal financial control is designed to provide reasonable, but not absolute, assurance against material misstatement or loss. The principal elements of the Group’s systems of internal financial control include: • a management structure and written procedures that clearly define the expected levels of authority, responsibility and accountability; • well-established business planning, budgeting and monthly reporting functions with timely reviews at the appropriate levels of the organisation; • a comprehensive system for investment appraisal and review; and • an Audit and Risk Committee that regularly reviews the relationship with and matters arising from the external auditors. It is the view of the Audit and Risk Committee and the Board that due to the size and complexity of the business and prohibitive cost, an independent internal audit function is not currently a necessity for the Group. To gain appropriate assurance, the Committee place reliance on monthly management reports, annual updates from specific Group functions and where necessary will commission external reports on specific risk areas such as IT Security. The external audit is based on substantive test procedures but the auditor provides recommendations to the Audit and Risk Committee where their work identifies areas for improvement in internal control. On behalf of the Board, Alan Raleigh Chairman 26 March 2025 Attendance at Board and Committee meetings The Executive Directors work on a full-time basis within the business. The Chair is expected to devote on average three to four days per month and other Non-executive Directors two to three days per month to the Company. The attendance at formal scheduled meetings for the year was as follows: 2024 Board Audit Committee Remuneration Committee Nomination Committee Attendance* Number of meetings 12 4 2 2 Alan Raleigh 12 4 2 2 100% Sara Halton 12 4 2 2 100% Guy Robinson 12 4 2 2 100% John Melia 1 1 - - 100% Mike Cusick 12 4 2 2 100% *Measured against meetings for which Directors were invited to attend. Strategic report | Corporate governance | Financial statements | Additional information 34 | Building momentum | Robinson plc Annual report 2024 Directors’ remuneration report On behalf of the Remuneration Committee, I am pleased to present the Directors’ remuneration report for the year. This report sets out the Company’s remuneration policy for the Directors and explains how this policy was applied during the financial year to 31 December 2024. Remuneration policy The remuneration policy has been designed to ensure that Directors receive appropriate incentive and reward given their performance, responsibility and experience. When assessing this, the Committee seeks to ensure that the policy aligns the interests of the Directors with those of the shareholders and links to the future strategy of the business. Directors will receive a fixed annual base salary, aligned with market benchmarks for their role and experience, with potential for additional performance-based incentives linked to key company metrics, while emphasising transparency and regular review by the remuneration committee to ensure fair and appropriate compensation based on company performance and individual contributions. Directors’ remuneration packages are considered annually by the Committee in line with this policy. No Director is involved in the setting of his or her remuneration or performance incentives. Annual performance incentive The performance of Executive Directors is evaluated by the Committee with a view to ensuring that there is a strong link between performance and reward. The Executive Directors are eligible to receive, at the discretion of the Committee, an annual bonus capped at 70% of base salary. Pensions and other benefits The Company makes a pension contribution of up to 10% of base salary to Executive Directors, or where pension contributions are not appropriate, a salary supplement in lieu. Other benefits provided are a car allowance, life assurance and private medical insurance. Share awards Executive Directors may, at the discretion of the Committee, be granted share option awards. The current scheme allows the granting of market-priced options, so the individual can only benefit if the shareholders have also benefitted by an increase in the share price. Non-executive Directors The remuneration of the Non-executive Directors is determined by the Board as a whole based on current practice in equivalent companies. The Board approved a 6% increase in salary, effective 1 January 2024. This was the first increase for six years. Wider employee considerations The Remuneration Committee also approves proposals for the remuneration of the direct reports to the CEO to ensure that management are committed to achieving the same strategic goals. Shareholder engagement The Committee seeks the views of shareholders on remuneration on an ongoing basis and they are invited to make contact with the Chairman of the Committee at any time should they wish to do so. Building momentum | Robinson plc Annual report 2024 | 35 Annual remuneration statement The Directors received the following remuneration during the year: Other benefits include holiday pay, a company car allowance, private medical insurance and IFRS 2 charge on share-based payments. The committee sought external comparison of Executive Directors’ and Non-executive Directors’ remuneration. Through multiple sources, the Board are satisfied that Board remuneration is appropriate and comparable to other similar, listed organisations. Annual performance incentive Details of the annual bonuses, based on performance in the year as a % of salary, achieved by the Executive Directors for the year ended 31 December 2024 are as follows: Sara Halton 46% (2023: nil%), and Mike Cusick 46% (2023: nil%). Guy Robinson achieved a bonus of £68,845 in 2023 as a result of surplus property sales achieved. Average pay The committee reviewed average salaries and average hourly pay rates across the Group by gender and geography. Overall, examination of the data confirms equality of pay for similar roles between females and males. However, there remains a historical gender imbalance in some parts of the business, including Sales & Distribution, Engineering, and some higher skilled Manufacturing roles, where there is a higher proportion of male employees. As a result, the mean pay of males across the Group is 1.2 times (2023: 1.2 times) higher than the mean pay of females. The pay of our CEO in the year was 8.0 times (2023: 9.0 times) greater than the average pay of all Group staff. Base salary £’000 Other benefits £’000 Bonus £’000 Pension £’000 Total £’000 Base salary £’000 Other benefits £’000 Bonus £’000 Pension £’000 Total £’000 Sara Halton 221 30 81 17 349 128 - - 8 136 Mike Cusick 148 9 68 15 240 140 9 - 14 163 Guy Robinson 165 3 - - 168 90 3 69 - 162 Alan Raleigh 65 - - - 65 60 - - - 60 John Melia 25 1 - 3 29 - - - - - Helene Roberts - - - - - 254 29 - 26 309 Total 624 43 149 35 851 672 41 69 48 830 2024 2023 Strategic report | Corporate governance | Financial statements | Additional information 36 | Building momentum | Robinson plc Annual report 2024 Directors’ share options Details of outstanding share options on 0.5p ordinary shares are as follows: Original grant Unexercised options at 31 Dec 2023 Granted in the year Exercised in the year Lapsed or cancelled in the year Unexercised options at 31 Dec 2024 Exercise price Earliest date of exercise Date of expiry Guy Robinson 67,494 67,494 - - (67,494) - 202p 08-Apr-17 07-Apr-24 Mike Cusick 58,000 58,000 - - - 58,000 130p 12-May-20 11-May-27 Directors’ share options 125,494 125,494 - - (67,494) 58,000 Other key managers 75,000 75,000 - - - 75,000 130p 12-May-20 11-May-27 Total share options 200,494 200,494 - - (67,494) 133,000 133,000 options were exercisable at 31 December 2024 (2023: 200,494). The market value of the shares at 31 December 2024 was 92.5p per share. Directors shareholdings The Directors together with their interests in 0.5p ordinary shares in Robinson plc, were as follows: 31 December 2024 31 December 2023 Guy Robinson 1,372,527 1,353,583 Alan Raleigh 36,145 36,145 Sara Halton 12,049 12,049 Mike Cusick 5,458 5,458 John Melia - - No Director had any interest in the shares of any other Group company. Guy Robinson Remuneration Committee Chairman 26 March 2025 Building momentum | Robinson plc Annual report 2024 | 37 The Directors present their report and the audited financial statements of the Group for the year ended 31 December 2024. The financial statements of the Group and the Company have been prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006. The following disclosures have been made in the strategic report from page 3 to page 29 and form part of this report by cross-reference: review of business; proposed dividends; principal risks and uncertainties; engagement with others; and the Streamlined Energy and Carbon (SECR) Report. Directors’ report Directors and their interests The Directors, who held office during the year, were Alan Raleigh, Sara Halton, Guy Robinson, John Melia and Mike Cusick. The Group maintains insurance cover to protect Directors in respect of their duties as Directors of the Group. During the year, none of the Directors had any material interest in any contract of significance in relation to the Group’s business. A resolution will be proposed at the AGM to reappoint John Melia as a Director who has been appointed by the Board since the last AGM. In accordance with the Company’s articles of association, Guy Robinson retires and offers himself for re-election at the AGM. The Company has made qualifying third-party indemnity provisions for the benefit of its directors which were made during the year and remain in force at the date of this report. Employee communication The Directors recognise the need to ensure effective communication with employees. During the year, they were provided with financial and other information affecting the Company and its various operations by means of the employee intranet, briefings and newsletters. Consultative committees in the different areas of the Company enabled the views of employees to be heard and considered when making decisions likely to affect their interests. The Board will continue to review the effectiveness of communications to key stakeholders, including employees. Employment of disabled persons In accordance with Group policy, full and fair consideration is given to the employment of disabled persons, having regard to their aptitudes and abilities and the responsibility and physical demands of the job. Disabled employees are provided with equal opportunities for training and career development. Financial risk management objectives and policies Information on the Group’s financial risk management objectives, policies and activities, and on the exposure of the Group to relevant risks in respect of financial instruments, is set out in note 25 to the financial statements and in the Strategic report. Going concern As at the date of this report and after making appropriate enquiries, the Directors have a reasonable expectation that the Company and Group have adequate resources to continue in business for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements. Further details are provided in note 33 to the accounts. Strategic report | Corporate governance | Financial statements | Additional information 38 | Building momentum | Robinson plc Annual report 2024 Above & Beyond | Robinson annual report and accounts 2020 | 39 Branches outside the UK The Company operates outside the UK through subsidiaries, it holds indirect investments in one unlisted company incorporated in Poland and one unlisted company incorporated in Denmark. Further details are provided in note 14 to the financial statements. Auditor In the case of each of the persons who are Directors of the Company at the date of approval of this report: • so far as each of the Directors is aware, there is no relevant audit information (as defined in the Companies Act 2006) of which the Company’s auditor is unaware; and • each of the Directors has taken all the steps that they ought to have taken as a Director to make themselves aware of any relevant audit information (as defined) 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. Directors’ responsibilities statement The Directors are responsible for preparing the Strategic report, Directors’ remuneration report, Corporate governance report, Directors’ report and the financial statements in accordance with applicable law and regulations. Company law requires the Directors to prepare financial statements for each financial year. Under that law, the Directors have elected to prepare the financial statements in accordance with UK-adopted international accounting standards and applicable law. Under company law, the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Group for that period. Future developments See the Chairman’s Statement and Chief Executive’s Report for an update on future developments. Subsequent events There have been no events since the balance sheet date that would have had a material impact on the financial statements. Capital structure As set out in note 23 to the financial statements, the issued share capital of the Company is 17,687,223 ordinary shares of 0.5p each of which 933,778 are held in treasury. There have been no changes to the issued share capital since the year end. There is only one class of shares in issue and there are no restrictions on the voting rights attached to these shares or the transfer of securities in the Company. Details of share options are set out in the Directors’ remuneration report. Persons with a shareholding of over 3% in the Company as at 31 December 2024 were: Total shares % C W G Robinson 1,372,527 8.2% R B Hartley 673,133 4.0% S J Robinson 659,995 3.9% R A Shemwell 624,047 3.7% S C Shemwell 559,347 3.3% Peter Gyllenhammar AB 557,464 3.3% S E A Hardy 544,133 3.2% H G Shaw 540,447 3.2% J C Mansell 500,000 3.0% Partner of choice | Robinson plc Annual report 2024 | 39 In preparing these financial statements, the directors are required to: • select suitable accounting policies and then apply them consistently; • make judgments and accounting estimates that are reasonable and prudent; • state whether UK-adopted international accounting standards have been followed subject to any material departures disclosed and explained in the financial statements; • provide additional disclosures when compliance with specific requirements in IFRS is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity’s financial position and financial performance; and • prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose, with reasonable accuracy at any time, the financial position of the Company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company, and hence, for taking reasonable steps for the prevention and detection of fraud and other irregularities. We confirm that to the best of our knowledge: • the financial statements, prepared in accordance with the relevant financial reporting framework, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole; • the strategic report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and • the annual report and financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company’s position, performance, business model and strategy. On behalf of the Board, Mike Cusick Director 26 March 2025 Strategic report | Corporate governance | Financial statements | Additional information 40 | Building momentum | Robinson plc Annual report 2024 Building momentum | Robinson plc Annual report 2024 | 41 Group statement of comprehensive income Note 2024 £’000 2023 £’000 Loss for the period (3,322) (820) Items that will not be reclassified subsequently to the income statement: Remeasurement of net defined benefit liability 31 3,725 289 Deferred tax relating to items not reclassified (931) (68) Return of pension escrow – 3,290 Deferred tax on pension escrow – (774) 2,794 2,737 Items that may be reclassified subsequently to the income statement: Exchange differences on translation of foreign currency goodwill and intangibles (88) 44 Exchange differences on translation of foreign currency deferred tax balances 9 3 Exchange differences on translation of foreign operations (453) 527 (532) 574 Other comprehensive income for the period 2,262 3,311 Total comprehensive (expense)/income for the period (1,060) 2,491 Notes 1 to 33 form an integral part of the financial statements. Group income statement and statement of comprehensive income Group income statement Note Underlying 2024 £’000 Other items 2024 £’000 Total 2024 £’000 Underlying* 2023 £’000 Other items* 2023 £’000 Total 2023 £’000 Revenue 1 56,410 - 56,410 49,670 - 49,670 Cost of sales (44,866) - (44,866) (40,039) - (40,039) Gross profit 11,544 - 11,544 9,631 - 9,631 Operating costs 2 (8,349) (6,266) (14,615) (7,420) (2,106) (9,526) Operating profit/(loss) 3,195 (6,266) (3,071) 2,211 (2,106) 105 Finance income - interest receivable 16 - 16 40 - 40 Finance costs 4 (790) - (790) (805) - (805) Profit/(loss) before taxation 5 2,421 (6,266) (3,845) 1,446 (2,106) (660) Taxation 7 (805) 1,328 523 (628) 468 (160) Profit/(loss) for the period 1,616 (4,938) (3,322) 818 (1,638) (820) Loss per ordinary share (EPS) p p Basic loss per share 9 (19.8) (4.9) Diluted loss per share 9 (19.8) (4.9) All results are from continuing operations. Underlying represents the results before other items. See note 33 for further details. Other items have been disclosed separately in order to give an indication of the underlying earnings of the Group. Other items are defined in note 33 and further details are disclosed in note 2 and note 3. *The information in the prior year has been re-presented to aid comparability with the current year which classifies other items separately within the income statement and associated notes to the accounts. Financial statements Strategic report | Corporate governance | Financial statements | Additional information 42 | Building momentum | Robinson plc Annual report 2024 Statement of financial position as at 31 December Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 As restated Company 2023 £'000 Note Non-current assets Goodwill 11 1,111 1,621 – – Other intangible assets 12 - 1,927 – – Property, plant and equipment 13 23,077 23,920 4,067 7,376 Investments in subsidiaries 14 – – 17,753 18,157 Deferred tax assets 19 294 508 - - 24,482 27,976 21,820 25,533 Current assets Inventories 15 4,923 4,747 – – Trade and other receivables 16 11,042 10,635 1,924 1,941 Cash at bank and on hand 26 2,480 3,576 42 1,343 Assets classified as held for sale 17 1,127 – 1,140 – 19,572 18,958 3,106 3,284 Total assets 44,054 46,934 24,926 28,817 Current liabilities Trade and other payables 18 11,211 10,114 6,654 6,015 Borrowings 20 1,723 3,527 301 301 Current tax liabilities – 172 – – 12,934 13,813 6,955 6,316 Non-current liabilities Borrowings 20 6,657 6,350 2,430 2,731 Deferred tax liabilities 19 772 1,119 – 18 Amounts due to group undertakings – – 8,359 8,497 Provisions 22 95 98 95 98 7,524 7,567 10,884 11,344 Total liabilities 20,458 21,380 17,839 17,660 Net assets 23,596 25,554 7,087 11,157 Equity Share capital 23 84 84 84 84 Share premium 828 828 828 828 Capital redemption reserve 216 216 216 216 Translation reserve (325) 207 – – Revaluation reserve 3,463 3,487 295 295 Retained earnings 24 19,330 20,732 5,664 9,734 Equity attributable to shareholders 23,596 25,554 7,087 11,157 As permitted by section 408 of the Companies Act 2006, the parent Company’s income statement has not been included in these financial statements and its loss for the financial year after tax amounted to £5,966,000 (2023: loss £2,276,000). The 2023 Company statement of financial position has been restated to represent a provision against a receivable from subsidiaries in trade and other receivables rather than investments in subsidiaries. Further detail is provided in note 33. Notes 1 to 33 form an integral part of the financial statements. The financial statements were approved by the Board of Directors on 26 March 2025 and were signed on its behalf by: John Melia Director Registered in England number 39811 Mike Cusick Director Building momentum | Robinson plc Annual report 2024 | 43 Statement of changes in equity Share capital £’000 Share premium £’000 Capital redemption reserve £’000 Translation reserve £’000 Revaluation reserve £’000 Retained earnings £’000 Total £’000 Group At 1 January 2023 84 828 216 (367) 3,856 19,325 23,942 Loss for the year – – – – – (820) (820) Other comprehensive income – – – 574 – 2,737 3,311 Total comprehensive income for the year – – – 574 – 1,917 2,491 Transfer from revaluation reserve as a result of property transactions – – – – (369) 369 – Credit in respect of share-based payments – – – – – 19 19 Dividends paid – – – – – (898) (898) At 31 December 2023 84 828 216 207 3,487 20,732 25,554 Loss for the year – – – – – (3,322) (3,322) Other comprehensive (expense)/income – – – (532) – 2,794 2,262 Total comprehensive expense for the year – – – (532) – (528) (1,060) Transfer from revaluation reserve as a result of property transactions – – – – (24) 24 – Dividends paid – – – – – (898) (898) At 31 December 2024 84 828 216 (325) 3,463 19,330 23,596 Share capital £’000 Share premium £’000 Capital redemption reserve £’000 Translation reserve £’000 Revaluation reserve £’000 Retained earnings £’000 Total £’000 Company At 1 January 2023 84 828 216 – 295 10,152 11,575 Loss for the year – – – – – (2,276) (2,276) Other comprehensive income – – – – – 2,737 2,737 Total comprehensive income for the year – – – – – 461 461 Credit in respect of share-based payments – – – – – 19 19 Dividends paid – – – – – (898) (898) At 31 December 2023 84 828 216 – 295 9,734 11,157 Loss for the year – – – – – (5,966) (5,966) Other comprehensive income – – – – – 2,794 2,794 Total comprehensive expense for the year – – – – – (3,172) (3,172) Dividends paid – – – – – (898) (898) At 31 December 2024 84 828 216 – 295 5,664 7,087 The share premium account is the amount paid for shares issued in excess of the nominal value. The capital redemption reserve represents the amount by which the Company’s share capital has been diminished by the cancellation of shares held in treasury. The retained earnings reserve represents the accumulated realised earnings from the prior and current periods as reduced by losses and dividends from time to time. Exchange differences relating to the translation from the functional currencies of the Group’s foreign subsidiaries are brought to account by recognising those exchange differences in other comprehensive income and accumulating them in a separate component of equity under the header of translation reserve. The property revaluation reserve arises on the revaluation of land and buildings. Where revalued land or buildings are sold, the portion of the property revaluation reserve that relates to that asset, and is effectively realised, is transferred directly to retained earnings. Land and buildings are held at deemed cost. Strategic report | Corporate governance | Financial statements | Additional information 44 | Building momentum | Robinson plc Annual report 2024 Cash flow statement Note Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Cash flows from operating activities Loss for the period (3,322) (820) (5,966) (2,276) Adjustments for: Depreciation of property, plant and equipment 13 3,452 3,280 78 73 Impairment of property, plant and equipment 13 223 51 2,287 – (Profit)/loss on disposal of property, plant and equipment 5 (177) 11 (93) – (Profit)/loss on disposal of assets held for sale 5 - (58) – 117 Impairment of goodwill 11 463 – – – Amortisation and impairment of intangible assets 12 1,886 990 – – Finance income (16) (40) (63) (24) Impairment of receivables from subsidiaries 16 - – (45) 723 Finance costs 4 790 805 221 295 Taxation (credited)/charged 7 (523) 160 (949) (3) Other non-cash items: Pension service cost and expenses 31 3,725 289 3,725 289 Charge for share options 32 – 19 – 19 Operating cash flows before movements in working capital 6,501 4,687 (805) (787) (Increase)/decrease in inventories (296) 472 – – (Increase)/decrease in trade and other receivables (575) (938) 62 350 Increase/(decrease) in trade and other payables 1,384 835 603 (171) Decrease in provisions 22 (3) (18) (3) (18) Cash generated/(used) by operations 7,011 5,038 (143) (626) Corporation tax paid (667) (210) – – Interest paid (786) (826) (233) (295) Net cash generated/(used) by operating activities 5,558 4,002 (376) (921) Cash flows from investing activities Interest received 16 40 8 24 Acquisition of property, plant and equipment 13 (3,881) (4,034) (197) – Proceeds on disposal of property, plant and equipment 275 26 93 – Proceeds on disposal of assets held for sale – 700 – 700 Loans granted to subsidiaries* 14 – – (1,354) (13) Loans repaid by subsidiaries* 14 – – 1,724 1,448 Net cash (used)/generated in investing activities (3,590) (3,268) 274 2,159 Cash flows from financing activities Loans repaid (348) (1,578) (301) (1,518) Loans drawn down – 1,359 – – Loans drawn down from subsidiaries – – – 1,057 Proceeds from return of pension escrow – 585 – 585 Capital element of lease payments (1,870) (1,828) – – Dividends paid 8 (898) (898) (898) (898) Net cash (used)/generated in financing activities (3,116) (2,360) (1,199) (774) Net (decrease)/increase in cash and cash equivalents (1,148) (1,626) (1,301) 464 Cash and cash equivalents at 1 January 3,576 5,097 1,343 935 Effect of foreign exchange rate changes 52 105 – (56) Cash and cash equivalents at end of period 2,480 3,576 42 1,343 Cash at bank and on hand 2,480 3,576 42 1,343 Cash and cash equivalents at end of period 2,480 3,576 42 1,343 *The information in the prior year has been re-presented to aid comparability with the current year which classifies loans granted to and repaid by subsidiaries as cash flows from investing activities. Notes 1 to 33 form an integral part of the financial statements. Building momentum | Robinson plc Annual report 2024 | 45 Notes to the financial statements 1 Segmental and revenue information The Group’s internal reports about components of the Group, which are those reported to the Board of Directors, are based on geographical segments. Segment underlying operating profit/(loss) is used to measure performance because management believes that this information is the most relevant in evaluating the results of the respective segments. Results were derived from assets and liabilities held in the following locations: 2024 UK £’000 Poland £’000 Denmark £’000 UK head office £’000 Total Group £’000 Revenue 21,921 20,924 13,565 – 56,410 Underlying operating profit/(loss) 1,445 3,107 (671) (686) 3,195 Other items - (397) (1,951) (3,918) (6,266) Operating profit/(loss) 1,445 2,710 (2,622) (4,604) (3,071) Finance income - interest receivable 8 – – 8 16 Finance costs (108) (122) (333) (227) (790) Profit/(loss) before taxation 1,345 2,588 (2,955) (4,823) (3,845) Taxation (118) (479) 105 1,015 523 Profit/(loss) for the period 1,227 2,109 (2,850) (3,808) (3,322) Other segment information Assets 11,928 17,782 8,970 5,374 44,054 Liabilities (4,121) (4,816) (6,949) (4,572) (20,458) Capital expenditure 1,876 1,787 727 197 4,587 Depreciation 1,308 1,089 996 59 3,452 2023 UK £’000 Poland £’000 Denmark £’000 UK head office £’000 Total Group £’000 Revenue 19,897 18,259 11,514 – 49,670 Underlying operating profit/(loss)* 501 2,147 (109) (328) 2,211 Other items* (275) (774) (216) (841) (2,106) Operating profit/(loss) 226 1,373 (325) (1,169) 105 Finance income - interest receivable 29 1 – 10 40 Finance costs (115) (112) (302) (276) (805) Profit/(loss) before taxation 140 1,262 (627) (1,435) (660) Taxation (2) (437) 81 198 (160) Profit/(loss) for the period 138 825 (546) (1,237) (820) Other segment information Assets 11,496 17,152 11,889 6,397 46,934 Liabilities (4,678) (4,841) (7,689) (4,172) (21,380) Capital expenditure 364 1,338 2,332 – 4,034 Depreciation 1,367 1,043 797 73 3,280 The segment assets and liabilities presented above exclude intergroup balances and segment capital expenditure excludes intergroup transfers. The UK head office operating profit is after crediting external property rental and other income (see note 2). *The information in the prior year has been re-presented to aid comparability with the current year which classifies other items separately within the income statement. Revenue by major customer Revenues from the Group’s largest customer amounted to £12,086,000 (2023: £8,299,000); this is included in the UK, Poland and Denmark operating segments. No other customer contributed 10% or more to Group revenue. Strategic report | Corporate governance | Financial statements | Additional information 46 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 1 Segmental and revenue information (continued) Revenue by geographic area Revenue from external customers was derived from the following geographic areas: 2024 £’000 2023 £’000 United Kingdom 21,567 19,385 Poland 16,574 14,183 Denmark 10,301 10,996 Germany 2,957 – Hungary 2,466 1,977 Belgium 509 767 Others within Europe 1,583 1,767 Others 453 595 56,410 49,670 2024 2023 2 Operating costs Underlying £’000 Other items £’000 Total £’000 Underlying* £’000 Other items* £’000 Total £’000 Selling, marketing and distribution costs 2,557 - 2,557 1,777 - 1,777 Administrative costs 6,247 6,266 12,513 6,001 2,106 8,107 Property lease income (256) - (256) (266) - (266) Other income (123) - (123) (118) - (118) (Loss)/gain on foreign exchange (76) - (76) 26 - 26 8,349 6,266 14,615 7,420 2,106 9,526 *The information in the prior year has been represented to aid comparability with the current year which classifies other items separately within the income statement. 2024 2023 3 Other items Other items £’000 Tax impact £’000 Other items* £’000 Tax impact* £’000 Loss on disposal of land and buildings - - 25 - Pension related costs 3,725 (931) 313 (78) Amortisation of intangible assets 607 (116) 990 (195) Impairment of intangible assets 1,279 (281) - - Impairment of goodwill 463 - - - Costs related to future disposal of surplus properties 191 - - - Flood related costs 1 - 119 (30) Restructuring & rationalisation costs - - 659 (165) 6,266 (1,328) 2,106 (468) *The information in the prior year has been represented to aid comparability with the current year which classifies other items separately within the income statement. Profit/(loss) after tax includes the above other items which have been disclosed in a separate column within the income statement in order to provide a better indication of the underlying earnings of the Group (as explained in note 33). 4 Finance costs 2024 £’000 2023 £’000 Interest on bank overdrafts and other short term financing 128 118 Interest on bank and other loans 236 273 Interest on leases 426 414 790 805 Building momentum | Robinson plc Annual report 2024 | 47 Notes to the financial statements continued 5 Loss before taxation The loss before taxation has been stated after charging/(crediting): 2024 £’000 2023 £’000 Cost of inventories (included in cost of sales) 42,272 37,973 Employee costs (see note 6) 13,216 12,044 Depreciation of property, plant and equipment (see note 13) - owned 1,998 1,944 - held under leasing arrangements 1,454 1,336 Amortisation of intangible assets (see note 12) 607 990 Impairment in respect of: - inventories (see note 15) 127 46 - property, plant and equipment (see note 13) 223 51 - receivables (see note 16) 140 175 - goodwill (see note 11) 463 – - intangible assets (see note 12) 1,279 – (Gain)/loss on disposal of property, plant and equipment (177) 11 Gain on disposal of assets held for sale – (58) (Profit)/loss on foreign exchange movements (76) 26 Fees payable by the Group to the Company's independent auditor, Forvis Mazars LLP, and its associates, were as follows: Audit fees: - for the audit of the UK companies 93 85 - for the audit of the overseas companies 16 14 Total auditor's remuneration 109 99 Audit fees in respect of the Robinson pension plan (charged to the plan) – 6 6 Employee information The average monthly number of persons (including Directors) employed by the Group and Company during the year was: Number employed: Group 2024 Group 2023 Company 2024 Company 2023 Manufacturing 277 282 – – Sales, general and administration 67 64 10 14 Total 344 346 10 14 Employee costs during the year amounted to: £’000 £’000 £’000 £’000 Wages and salaries 11,677 10,320 1,081 1,407 Social security costs 1,107 1,064 101 121 Pension costs 432 641 144 158 Share-based charges - 19 - 19 Total 13,216 12,044 1,326 1,705 The pension costs above all relate to defined contribution plans. Directors' emoluments are included in the above and are detailed further in the Directors' remuneration report. Strategic report | Corporate governance | Financial statements | Additional information 48 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 7 Taxation Current corporation tax is calculated at 25% (2023: 23.52%) of the estimated assessable profit for the year. In addition, deferred tax of £nil (2023: £nil) has been debited directly to equity in the year (see note 19). The tax charge for the year can be reconciled to the profit per the income statement as follows: 2024 £’000 2023 £’000 Current tax on profit for the year 610 425 Adjustments for current tax of prior periods (69) 67 Total current tax charge 541 492 Decrease/(increase) in deferred tax assets 214 (81) (Decrease)/increase in deferred tax liability (347) 591 Deferred tax on IAS 19 charge (931) (68) Total current deferred tax (credit)/charge (1,064) 442 Deferred tax charge recognised within other comprehensive income – (774) Total tax (credit)/charge (523) 160 Loss before taxation (3,845) (660) At the effective rate of tax of 25% (2023: 23.52%) (961) (155) Items disallowable for tax 126 420 Depreciation on assets ineligible for capital allowances (76) 17 Capital allowances for year in excess of depreciation 195 (118) Loss/(profit) on disposal 17 (14) Prior year adjustments - corporation tax (69) – Prior year adjustments - deferred tax – 27 Non-taxable items 2 (30) Losses carried forward 349 70 Other differences (106) (57) Tax (credit)/charge for the year (523) 160 The total tax charge recognised in other comprehensive income in the year was £922,000 (2023: £771,000). There are unrecognised capital losses carried forward of £nil (2023: £nil). The Directors are not aware of any material factors affecting the future tax charge. Deferred tax balances have been provided at 25% in these accounts. The UK's main corporation tax rate increased from 19% to 25% from 1 April 2023. Those changes were enacted at 31 December 2022. Deferred tax has been calculated for the UK based on the expected reversal dates of the temporary differences. Total current tax expense related to Pillar Two income taxes was £nil (2023: £nil), and there is no exposure to Pillar Two income taxes as at 31 December 2024. 8 Dividends 2024 £’000 2023 £’000 Ordinary dividend paid: 2022 final of 3.0p per share – 490 2023 interim of 2.5p per share – 408 2023 final of 3.0p per share 490 – 2024 interim of 2.5p per share 408 – 898 898 An interim dividend of 2.5p per ordinary share was paid on 11 October 2024 (2023: 2.5p). The Directors are proposing a final dividend of 3.5p for the year ended 31 December 2024 (2023: 3.0p). Total dividends paid during the year, including the final dividend for 2023, were £898,000 (2023: £898,000). No dividends have been paid between 31 December 2024 and the date of signing the financial statements. Building momentum | Robinson plc Annual report 2024 | 49 Notes to the financial statements continued 9 Earnings per share The calculation of basic and diluted earnings per ordinary share for continuing operations shown on the income statement is based on the loss after taxation of £3,322,000 (2023: loss £820,000) divided by the weighted average number of shares in issue, net of treasury shares of 16,753,445 (2023: 16,753,445) and for diluted earnings per share of 16,753,445 (2023: 16,753,445) after the potentially dilutive effect of further shares issued through share options is applied. 2024 2023 Weighted average number of ordinary shares in issue (thousands) 16,753 16,753 Effect of dilutive share option awards (thousands) – – Weighted average number of ordinary shares for calculating diluted earnings per share (thousands) 16,753 16,753 133,000 (2023: 200,494) share options were not included in the diluted earnings per share calculation as their effect is anti-dilutive in the periods presented. 10 Property lease income 2024 £’000 2023 £’000 Receivable: - within one year 108 98 - between one and two years 9 46 - between two and three years – 9 - between three and four years – – - between four and five years – – 117 153 11 Goodwill Goodwill acquired in a business combination is allocated, at acquisition, to the cash-generating units (CGUs) that are expected to benefit from that business combination. The goodwill balance includes amounts relating to the Madrox business in Poland, acquired in 2014, which forms a part of the Poland operating segment; and the Schela Plast business in Denmark, acquired in 2021, which forms a part of the Denmark operating segment. The goodwill arises as a result of the deferred tax liability created on the recognition of the customer relationship intangible assets. Group Cost £’000 At 1 January 2023 1,932 Exchange differences 72 At 31 December 2023 2,004 Exchange differences (59) At 31 December 2024 1,945 Accumulated impairment losses At 1 January 2023 362 Exchange differences 21 At 31 December 2023 383 Impairment 463 Exchange differences (12) At 31 December 2024 834 Carrying amount At 31 December 2024 1,111 At 31 December 2023 1,621 Strategic report | Corporate governance | Financial statements | Additional information 50 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 11 Goodwill (continued) The carrying value of goodwill in respect of all CGU's is set out below. These are supported by value-in-use calculations in the year as explained below. 2024 £’000 2023 £’000 Denmark – 474 Poland 1,111 1,147 1,111 1,621 The Group tests goodwill and the associated intangible assets annually for impairment, or more frequently if there are indications that an impairment may be required. The recoverable amounts of the CGUs are determined from value-in-use calculations. The key assumptions for these calculations are those regarding discount rates, sales and operating profit growth rates. The Directors estimate discount rates using pre-tax rates that reflect current market assessments of the time value of money for the Group. In respect of the other assumptions, external data and management’s best estimates are applied. The Group performs goodwill impairment reviews by forecasting cash flows based upon the following year’s budget, which anticipates sales growth, and a projection of sales and cash flows based upon growth expectations over a further period of two years. The forecasts used in the annual impairment reviews have been prepared taking into account current economic conditions. After this period, the sales growth rates applied to the cash flow forecasts are no more than 2% (2023: 2%) in perpetuity. Individual discount rates are calculated to reflect the different capital structures and risks of the entities being assessed. The Poland CGU uses a rate of 9.8% (2023: 5.9%) and the Denmark CGU uses a rate of 10.2% (2023: 5.1%). After assessing the recoverable amount through value-in-use, the carrying value of the Denmark CGU was not supportable, accordingly an impairment of £1,742,000 was required, of which £463,000 was allocated to goodwill and £1,279,000 to the customer relationships intangible asset (see note 12) all of which is recognised in other items in the income statement and the Denmark operating segment. The main factors leading to the impairment are the operating loss in the Denmark CGU in the current year and the associated reduction in future forecast cash flows expected. The carrying value of the Poland CGU remains supportable. The Group has conducted a sensitivity analysis on the impairment test of the Poland CGU carrying value. The Directors believe that any reasonably possible change in the key assumptions on which the recoverable amount of goodwill is based would not cause the aggregate carrying amount to exceed the aggregate recoverable amount of the CGU. 12 Intangible assets Customer relationships Group Cost £’000 At 1 January 2023 9,825 Exchange differences 382 At 31 December 2023 10,207 Exchange differences (351) At 31 December 2024 9,856 Amortisation At 1 January 2023 6,901 Charge for the year 990 Exchange differences 389 At 31 December 2023 8,280 Charge for the year 607 Impairment 1,279 Exchange differences (310) At 31 December 2024 9,856 Carrying amount At 31 December 2024 – At 31 December 2023 1,927 The amortisation period for customer relationships acquired is 10 years. The current average useful life of customer relationships is nil years (2023: 5.7 years). See note 11 for impairment assessment. Building momentum | Robinson plc Annual report 2024 | 51 Notes to the financial statements continued 13 Property, plant and equipment Land and buildings £’000 Surplus properties £’000 Plant and machinery £’000 Assets under construction £’000 Total £’000 Group Cost or deemed cost At 1 January 2023 10,239 3,059 36,912 1,139 51,349 Additions at cost 268 – 1,298 2,468 4,034 Disposals – – (913) – (913) Exchange movement 243 – 656 18 917 At 31 December 2023 10,750 3,059 37,953 3,625 55,387 Additions at cost 114 – 3,823 650 4,587 Reclassified as held for sale – (1,127) – – (1,127) Disposals – – (3,692) – (3,692) Reclassified – – 2,634 (2,634) – Exchange movement (267) – (698) (121) (1,086) At 31 December 2024 10,597 1,932 40,020 1,520 54,069 Accumulated depreciation and impairment At 1 January 2023 3,252 290 24,847 – 28,389 Charge for year 370 – 2,910 – 3,280 Impairment – – 51 – 51 Disposals – – (902) – (902) Exchange movement 97 – 552 – 649 At 31 December 2023 3,719 290 27,458 – 31,467 Charge for year 359 – 3,093 – 3,452 Impairment – – 223 – 223 Disposals – – (3,593) – (3,593) Exchange movement (89) – (468) – (557) At 31 December 2024 3,989 290 26,713 – 30,992 Net book value At 31 December 2024 6,608 1,642 13,307 1,520 23,077 At 31 December 2023 7,031 2,769 10,495 3,625 23,920 Strategic report | Corporate governance | Financial statements | Additional information 52 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 13 Property, plant and equipment (continued) Land and buildings £’000 Surplus properties £’000 Plant and machinery £’000 Assets under construction £’000 Total £’000 Company Cost or deemed cost At 1 January 2023 3,745 5,505 95 – 9,345 At 31 December 2023 3,745 5,505 95 – 9,345 Additions at cost – – 197 – 197 Reclassified as held for sale – (3,428) – – (3,428) Disposals – – (30) – (30) At 31 December 2024 3,745 2,077 262 – 6,084 Accumulated depreciation and impairment At 1 January 2023 1,614 215 67 - 1,896 Charge for year 65 - 8 - 73 At 31 December 2023 1,679 215 75 - 1,969 Charge for year 65 – 13 – 78 Impairment – 2,287 – – 2,287 Reclassified as held for sale – (2,287) – – (2,287) Disposals – – (30) – (30) At 31 December 2024 1,744 215 58 – 2,017 Net book value At 31 December 2024 2,001 1,862 204 – 4,067 At 31 December 2023 2,066 5,290 20 – 7,376 The assets under construction relate to plant and machinery. At 31 December 2024, had the land and buildings and surplus properties been carried at historical cost less accumulated depreciation and accumulated impairment losses, their carrying amount would have been approximately £5,684,000 (2023: £6,083,000); Company £928,000 (2023: £950,000). After undertaking professional independent valuations, which were performed by Innes England Limited, the Directors consider the fair value of the surplus properties held by the Group, including those classified as held for sale, equates to a market value of £7,368,000 (2023: £7,368,000). The impairment loss recognised during 2024 in the Company statements of £2,287,000 reflects a reduction in the recoverable amount of a surplus property asset, being fair value less costs of disposal. The Company is in discussions with potential buyers of the site and it is clear based on those discussions that the recoverable amount is lower than the carrying value in the Company. The fair value of the property after impairment is £1,100,000. The inputs in determining the fair value are considered to be Level 2 inputs as they are based on observable inputs for the property portfolio. The asset was part of the UK Head Office operating segment. Building momentum | Robinson plc Annual report 2024 | 53 Notes to the financial statements continued 14 Investments in subsidiaries Shares in Group undertakings £’000 Loans to Group undertakings £’000 Total £’000 Company Cost At 1 January 2023 1 22,105 22,106 Exchange differences – (7) (7) Loans granted – 13 13 Loans repaid – (1,448) (1,448) At 31 December 2023 1 20,663 20,664 Exchange differences – (34) (34) Loans granted – 1,354 1,354 Loans repaid – (1,724) (1,724) At 31 December 2024 1 20,259 20,260 Amounts written off At 1 January 2023 (restated), 31 December 2023 (restated) and 31 December 2024 – 2,507 2,507 Net book value At 31 December 2024 1 17,752 17,753 At 31 December 2023 (as restated) 1 18,156 18,157 The loans are classed as equity investments and repayment is neither planned nor likely in the foreseeable future. Provision has been made against the investment where there is an identified shortfall of net assets within the applicable subsidiary. The provision for impairment has been restated at 1 January 2023 and 31 December 2023 to represent a provision against receivables from subsidiaries in trade and other receivables (see note 16). Further detail is provided in note 33. Interests in Group undertakings The Company has the following interest in subsidiaries, all of which are included in the consolidated accounts: Name of undertaking Held Country Activities Robinson (Overseas) Limited Directly England Intermediate holding company Robinson Paperbox Packaging Limited Directly England Manufacture of paperboard packaging Robinson Plastic Packaging Limited Directly England Manufacture of plastic packaging Robinson Packaging Polska Sp z o.o Indirectly Poland Manufacture of plastic packaging Robinson Packaging Danmark A/S Indirectly Denmark Manufacture of plastic packaging Walton Mill (Chesterfield) Limited Directly England Property company Walton Estates (Chesterfield) Limited Directly England Dormant company Lowmoor Estates Limited Directly England Dormant company Portland Works Limited Directly England Dormant company Robinson Plastic Packaging (Stanton Hill) Limited Directly England Dormant company In each case, the Company's equity interest is in the form of ordinary shares. The registered address of all the companies is Field House, Wheatbridge, Chesterfield, S40 2AB except for: Robinson Packaging Polska Sp z o.o, whose registered address is 238 Gen J Dabrowskiego, 93-231 Łódź, Poland; and Robinson Packaging Danmark A/S whose registered office is Erhvervsvej 2, 6650 Brørup, Denmark. The percentage shareholding for all subsidiaries is 100%. Strategic report | Corporate governance | Financial statements | Additional information 54 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 15 Inventories Group 2024 £’000 Group 2023 £’000 Raw materials, packaging and consumables 2,834 2,904 Work in progress 86 29 Finished goods and goods for resale 2,003 1,814 4,923 4,747 Inventories are stated net of an allowance of £516,000 (2023: £434,000) in respect of excess, obsolete or slow-moving items. Movements in the allowance were as follows: Inventory provision movements Group 2024 £’000 Group 2023 £’000 At 1 January (434) (583) Utilisation 45 195 Unused amount reversed 92 135 Increase in allowance (219) (181) At 31 December (516) (434) 16 Trade and other receivables Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 As restated Company 2023 £'000 Trade receivables 10,584 10,430 133 233 Less: provision for impairment of trade receivables (362) (328) (24) (75) Trade receivables - net 10,222 10,102 109 158 Receivables from subsidiaries – – 1,595 1,574 Other receivables 360 313 121 74 Social security and other taxes 135 – – – Prepayments 273 220 99 135 Trade and other receivables 10,990 10,635 1,924 1,941 Current tax assets 52 – – – Total receivables 11,042 10,635 1,924 1,941 Trade terms are a maximum of 150 days credit. The average credit period taken is 62 days (2023: 74 days). Due to their short-term nature, the fair value of trade and other receivables does not differ from book value. Receivables from subsidiaries have been restated in the prior year to include a provision previously shown against investments in subsidiaries (see note 14). Further detail is provided in note 33. Receivables from subsidiaries are stated net of a provision for impairment of £1,298,000 (2023 restated: £1,343,000), the net impairment credit to the income statement of the Company in respect of receivables from subsidiaries was £45,000 (2023: charge of £723,000). The net impairment of trade receivables charged to the income statement was £140,000 (2023: £175,000). There is no impairment of any receivables other than trade receivables and receivables from subsidiaries. Trade receivables from one customer amounted to £1,859,000 at 31 December 2024 (2023: £1,562,000). Trade receivables are regularly reviewed for bad and doubtful debts. An allowance has been made for estimated credit losses from trade receivables as follows: At 31 December 2024 Current More than 30 days past due More than 90 days past due More than 120 days past due More than 210 days past due Total Expected loss rate – – – 50% 100% Gross carrying amount (£'000) 10,435 97 – – 52 10,584 Credit loss allowance (£'000) – – – – 52 52 Building momentum | Robinson plc Annual report 2024 | 55 Notes to the financial statements continued 16 Trade and other receivables (continued) At 31 December 2023 Current More than 30 days past due More than 90 days past due More than 120 days past due More than 210 days past due Total Expected loss rate – – – 50% 100% Gross carrying amount (£'000) 9,628 606 25 41 130 10,430 Credit loss allowance (£'000) – – – 21 130 151 In addition to the credit loss allowance, the provision for impairment of trade receivables includes additional specific provisions for estimated irrecoverable debts of £56,000 (2023: £72,000) and credit note provisions of £254,000 (2023: £105,000). Expected credit loss (ECL) calculations are considered annually for amounts owed by subsidiary undertakings, using the general approach required under IFRS 9. ECLs are a probability weighted estimate of credit losses based on the Company’s historical credit loss experience adjusted for debt specific and forward looking factors. Under the general approach ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk, 12 month ECLs are recognised. For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life (lifetime ECLs). Management have assessed the probability of default on receivables from subsidiaries, it is not considered that there has been a significant increase in credit risk since the loan was first advanced. The Company has assessed previous repayment history from its subsidiaries and as a loss has never occurred, it is not considered necessary that an expected credit loss is recognised. Provision for impairment of trade receivables Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 At 1 January (328) (159) (75) (75) Utilisation 106 6 64 – Unused amount reversed 143 36 6 – Increase in allowance (283) (211) (19) – At 31 December (362) (328) (24) (75) The Group applies the IFRS 9 simplified approach to measuring expected credit losses (ECLs), which uses a lifetime expected loss allowance for all trade receivables. To measure the ECLs, trade receivables have been grouped based on shared credit risk characteristics and the days past due. The expected loss rates are based on the payment profiles of sales over a period of 36 months before 31 December 2024 or 31 December 2023 and the historical credit losses experienced within this period. The historical loss rates are adjusted to reflect current and forward-looking information on macroeconomic factors affecting the ability of the customers to settle the receivables, including a review of most recent credit ratings for our key customers. Trade receivables are written off where there is no reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include, among others, the failure of a debtor to engage in a repayment plan with the Group and a failure to make contractual payments for a period greater than 365 days past due. Trade receivables are measured at amortised cost. 17 Assets classified as held for sale Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Property held for sale at 1 January – 642 – 792 Reclassified from property, plant & equipment 1,127 – 1,140 – Disposals – (642) – (792) Property held for sale at 31 December 1,127 – 1,140 – The Group owns several properties which were previously used in its trading business, but are now surplus to its current business needs. Those assets which are currently being marketed for sale and for which a sale is anticipated in the next 12 months are classified as assets held for sale, these are part of the UK head office operating segment. An impairment was recognised prior to reclassification as held for sale, details of which are provided in note 13. During 2023 an asset previously held for sale was disposed, this was part of the UK head office operating segment. Strategic report | Corporate governance | Financial statements | Additional information 56 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 18 Trade and other payables Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Trade payables 8,061 7,681 347 220 Amounts due to subsidiaries – – 5,099 5,099 Social security and other taxes 1,028 949 136 123 Other payables 867 686 326 67 Accruals 1,255 798 746 506 11,211 10,114 6,654 6,015 The carrying amount of trade and other payables approximates to their fair value. The Group has financial risk management policies in place to ensure that all payables are paid on a timely basis. The average credit period taken is 65 days (2023: 60). 19 Deferred taxation The deferred tax liabilities and assets recognised by the Group and movements thereon during the current and prior reporting period are as follows: Goodwill and intangibles £’000 Accelerated tax depreciation £’000 Short-term temporary differences £’000 Losses £’000 Other £’000 Total £’000 Group At 1 January 2023 – 641 (294) (276) 30 101 Charge to income – (81) 402 189 (67) 443 Charged through other comprehensive income – – – – 67 67 At 31 December 2023 – 560 108 (87) 30 611 Reclassification 412 – (167) (245) – – Charge to income (397) 140 (15) 139 (931) (1,064) Charged through other comprehensive income – – – – 931 931 Exchange differences (15) – – 15 – – At 31 December 2024 – 700 (74) (178) 30 478 Company At 1 January 2023 – 55 (717) (171) 12 (821) Charge to income – 1 667 171 (67) 772 Charged through other comprehensive income – – – – 67 67 At 31 December 2023 – 56 (50) – 12 18 Charge to income – 1 5 (24) (931) (949) Charged through other comprehensive income – – – – 931 931 At 31 December 2024 – 57 (45) (24) 12 – Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Deferred tax liability 772 1,119 – 18 Deferred tax asset (294) (508) – – 478 611 – 18 Deferred tax has been provided at 25% in the UK, country specific rates have been used for overseas subsidiaries. Certain deferred tax liabilities have been offset. The above is the analysis of the deferred tax balances (after offset) for financial reporting purposes. The Directors consider that the Group will generate sufficient taxable profits in future years with which to recover the deferred tax asset. The Group is continuing to assess the impact of the Pillar Two income taxes legislation on its future financial performance. Building momentum | Robinson plc Annual report 2024 | 57 Notes to the financial statements continued 20 Borrowings Group Company Borrowings may be analysed as follows: Current liabilities £’000 Non-current liabilities £’000 Total liabilities £’000 Current liabilities £’000 Non-current liabilities £’000 Total liabilities £’000 At 31 December 2024 Bank and other loans 348 3,156 3,504 301 2,430 2,731 Lease liabilities 1,375 3,501 4,876 – – – Total 1,723 6,657 8,380 301 2,430 2,731 At 31 December 2023 Bank and other loans 2,158 3,542 5,700 301 2,731 3,032 Lease liabilities 1,369 2,808 4,177 – – – Total 3,527 6,350 9,877 301 2,731 3,032 Bank and other loans are repayable as follows: Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Bank and other loans - within one year 348 2,158 301 301 - due after one and within two years 2,478 351 2,430 301 - due after two and within five years 145 2,581 – 2,430 - due after five years 533 610 – – 3,504 5,700 2,731 3,032 Bank overdraft and other short-term credit facilities are repayable on demand and bear interest at a rate that varies with the local base interest rates. They are secured by charges over certain of the Group’s properties. The total of undrawn facilities at 31 December 2024 was £5.1m (2023: £5.1m). Bank and other loans include £3.5m (2023: £3.9m) of commercial mortgage agreements, which are denominated in Sterling and Danish Krone. The average remaining term is 4.4 years (2023: 3.7 years), however, £2.8m of £3.5m is due before April 2026. For the year ended 31 December 2024, the average effective borrowing rate was 5.4% (2023: 7.6%). The loans are secured by a charge over certain of the Group's properties. There are financial covenants which apply to some of the bank loans, the Group complied with these throughout the year. During the year a £2.7m mortgage held with HSBC Bank UK was converted to a sustainability improvement loan. Future finance costs on this loan will be determined by whether Robinson achieves the sustainability performance criteria attached to the loan or not. The Group leases certain plant and machinery under finance lease and hire purchase contracts, which are denominated in Sterling, Euros, Danish Krone and Polish Zloty. The average remaining lease term is 4.5 years (2023: 3.4 years). For the year ended 31 December 2024, the average effective borrowing rate was 3.8% (2023: 3.4%). Lease liabilities are secured on the assets to which they relate. The carrying amount of the Group's lease obligations approximates to their fair value. 21 Leasing Leased assets where the Group is a lessee Property, plant and equipment includes the following amounts relating to leased assets where the Group is a lessee: Group Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Right-of-use assets Plant and machinery 6,897 6,604 – – 6,897 6,604 – – Lease liabilities Current 1,375 1,369 – – Non-current 3,501 2,808 – – 4,876 4,177 – – Additions to right-of-use assets during the year amounted to £2,431,000 (2023: £456,000). Strategic report | Corporate governance | Financial statements | Additional information 58 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 21 Leasing (continued) The Group income statement includes the following amounts relating to leased assets: Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Depreciation charge on right-of-use assets Plant and machinery 1,454 1,336 – – 1,454 1,336 – – Interest expense (see note 4) 426 414 – – Leases are repayable as follows: Minimum lease payments Present value of minimum lease payments Group 2024 £’000 2023 £’000 2024 £’000 2023 £’000 Amounts payable under lease contracts: - within one year 1,545 1,450 1,375 1,369 - after one and within five years 3,274 2,634 2,953 2,505 - after five years 832 314 548 303 5,651 4,398 4,876 4,177 Less: future finance charges (775) (221) Present value of lease obligations 4,876 4,177 Sale and leaseback transactions In the normal course of business, the Group constructs plant and machinery assets over a period of time, typically six to nine months. In some cases after commissioning of the asset, it may be subject to a sale and hire purchase transaction, whereby the Group sells the asset to a finance provider and commits to paying monthly lease rentals for a period of time before re-assuming ownership. There were no transactions of this type in 2024, in 2023 there was one transaction raising £355,000 before deposit payments. No gain or loss was recognised on this transaction. Due to the fact that the lessor is a financial institution, these arrangements do not meet the definition of a sale in IFRS 15, and as such, the amounts received from the financial institution are instead accounted for as a financial liability under IFRS 9. Leased assets where the Group is a lessor The Group leases various properties to tenants with rentals payable monthly or quarterly in advance. Lease payments for some contracts include RPI/CPI increases, but there are no other variable lease payments that depend on an index or rate. Although the Group is exposed to changes in the residual value at the end of the current leases, the Group typically enters into new operating leases and, therefore, will not immediately realise any reduction in residual value at the end of these leases. The Group carrying value of properties subject to operating leases is £3,102,000 (2023: £3,127,000), only part of which is occupied by tenants. Property lease income is disclosed in note 2, and minimum receipts under property leases are disclosed in note 10. 22 Provisions for liabilities Post-retirement benefits £’000 Group and Company At 1 January 2023 116 Movement in year (18) At 31 December 2023 98 Movement in year (3) At 31 December 2024 95 The Group provides medical insurance to certain retired employees and to a Non-executive Director on retirement. A provision has been made to meet this liability. The principal assumptions used in determining the required provisions are a discount rate of 7.0% per annum, medical cost inflation of 10% per annum and individual life expectancy assumptions. Based on those assumptions, the provision is expected to be utilised over 26 years. Building momentum | Robinson plc Annual report 2024 | 59 Notes to the financial statements continued 23 Called up share capital 2024 £’000 2023 £’000 Authorised: 70,000,000 ordinary shares of 0.5p each 350 350 Allotted, called up and fully paid (ordinary shares of 0.5p): 17,687,223 shares (2023: 17,687,223) 88 88 Held in Treasury: 933,778 shares (2023: 933,778) (4) (4) Net issued share capital: 16,753,445 shares (2023: 16,753,445) 84 84 The Company has one class of ordinary share that carries no right to fixed income. There are no special rights or restrictions associated with these ordinary shares. The shares held in treasury arise from the buy-back of shares in 2004 and have not been cancelled as they are being used to satisfy share options and other future issues of shares. 24 Retained earnings An amount of £200,000 included in the retained earnings of the Company relates to the revaluation of property held in its subsidiaries and is not distributable. 25 Risk management objectives and policies The Group and the Company are exposed to market risk through their use of financial instruments and specifically to credit risk and foreign currency risks, which result from the Group’s operating activities and the Company’s investing activities. The Group’s risk is managed in close co-operation with the Board of Directors and focuses on actively securing the Group’s short to medium-term cash flows by minimising the exposure to financial markets. Robinson does not engage in the trading of financial assets for speculative purposes nor does it write options. The most significant financial risks to which the Group is exposed are described below. See also below for a summary of the Group’s financial assets and liabilities by category. Summary of financial assets and financial liabilities by category The carrying amounts of financial assets and liabilities as recognised at 31 December of the reporting periods under review may also be categorised as follows: Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 As restated Company 2023 £’000 Financial assets measured at amortised cost Trade receivables 10,222 10,102 109 158 Other receivables 360 313 121 74 Amounts due from subsidiaries – – 1,595 1,574 Cash at bank and on hand 2,480 3,576 42 1,343 13,062 13,991 1,867 3,149 Financial liabilities measured at amortised cost Trade payables (8,061) (7,681) (347) (220) Other payables (867) (686) (326) (67) Accrued expenses (1,255) (798) (746) (506) Amounts due to group undertakings – – (13,458) (13,596) Bank overdrafts – – – – Bank and other loans (3,504) (5,700) (2,731) (3,032) Lease liabilities (4,876) (4,177) – – (18,563) (19,042) (17,608) (17,421) Net financial assets and liabilities (5,501) (5,051) (15,741) (14,272) Non-financial assets and liabilities 29,097 30,605 22,828 25,429 Total equity 23,596 25,554 7,087 11,157 All financial assets and financial liabilities noted in the above table are measured at amortised cost. Cash at bank and on hand, bank overdrafts and bank and other loans largely attract floating interest rates. Accordingly, management considers that their carrying amount approximates to fair value. Amounts due from subsidiaries and non-financial assets and liabilities have been restated in the prior year. Further detail is provided in note 33. Lease liabilities may attract floating interest rates or fixed interest rates implicit in the lease rentals and their fair value has been assessed relative to prevailing market interest rates, management considers that their carrying amount approximates to fair value. Strategic report | Corporate governance | Financial statements | Additional information 60 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 25 Risk management objectives and policies (continued) Foreign currency risk Transaction risk Foreign currency transaction risk arises on sales and purchases denominated in currencies other than the functional currency of the entity that enters into the transaction. Group transactions are primarily in Sterling, Polish Zloty, Danish Krone or Euros. The magnitude of these transactional exposures is relatively low for the Group as sales and purchases are typically matched by currency; and commercial contracts include escalators for currency movements on raw materials. The Group does not typically hedge transactional currency risk with derivative instruments, but exchange rate movements are regularly monitored. Translation risk Foreign currency translation risk arises on consolidation in relation to the translation into Sterling of the results and net assets of the Group’s non-UK subsidiaries. The currency profile of net assets was as follows: Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Net assets by currency Sterling 9,245 13,763 7,087 11,155 Polish Zloty 11,667 9,581 – 1 Danish Krone 3,294 2,404 – – Euro (601) (211) – 1 Others (9) 17 – – Total 23,596 25,554 7,087 11,157 The following table details the Group’s sensitivity to a 10% increase and decrease in Sterling against the relevant foreign currencies. The sensitivity analysis includes only outstanding foreign currency denominated monetary items at the period end. A positive number below indicates an increase in profit and other equity where Sterling weakens 10% against the Euro, Polish Zloty and Danish Krone. Euro Polish Zloty Danish Krone Currency impact on financial instruments +10% -10% +10% -10% +10% -10% Profit or loss for the year 91 (66) (96) 118 368 (450) Equity 91 (66) (96) 118 368 (450) Interest rate risk Interest rate risk is the risk that the fair value of, or future cash flows associated with, a financial instrument will fluctuate because of changes in market interest rates. The Group is exposed to interest rate risk on its floating rate borrowings. The interest rate profile of the Group’s interest-bearing financial assets and financial liabilities was as follows: Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Floating rate Bank and other loans: - commercial mortgages (2,731) (3,032) (2,731) (3,032) - unactivated leases – (1,808) – – Lease liabilities (640) (1,188) – – Cash at bank and on hand 2,480 3,576 42 1,343 (891) (2,452) (2,689) (1,689) Fixed rate Bank and other loans: - commercial mortgages (773) (861) – – Lease liabilities (4,236) (2,988) – – (5,009) (3,849) – – Total (5,900) (6,301) (2,689) (1,689) Building momentum | Robinson plc Annual report 2024 | 61 Notes to the financial statements continued 25 Risk management objectives and policies (continued) Interest payable on bank overdrafts and floating rate loans is based on base rates and short-term interbank rates. At 31 December 2024, the weighted average interest rate payable on bank overdrafts was nil% (2023: nil%). At 31 December 2024, the weighted average interest rate payable on bank and other loans was 5.4% (2023: 7.6%). At 31 December 2024, the weighted average interest rate receivable on cash at bank and on hand was nil% (2023: nil%). On the assumption that a change in market interest rates would be applied to the interest rate exposures that were in existence at the balance sheet date an increase/decrease of 100 basis points in market interest rates would decrease/increase the Group’s profit before tax by £34,000 (2023: £60,000), and the Company's profit before tax by £27,000 (2023: £30,000). Credit risk Credit risk is the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has three types of financial assets that are subject to the ECL model: trade receivables, other receivables, and cash at bank and on hand. Disclosure regarding ECLs on trade receivables is provided in note 16. While other receivables and cash at bank and on hand are also subject to the requirements of IFRS 9, the identified impairment loss was immaterial. The Group’s cash balances are managed such that there is no significant concentration of credit risk in any one bank or other financial institution. Management monitors the credit quality of the institutions with which it holds deposits. The Group continuously monitors defaults (for debts beyond due date) of customers and incorporates this information into its credit risk controls. External credit ratings and reports on customers are obtained and used. The Group’s policy is to deal only with creditworthy customers. The Group’s management considers that all the above financial assets that are not impaired for each of the reporting dates under review are of good credit quality, including those that are past due. In respect of trade and other receivables, the Group is not exposed to any significant credit risk exposure to any counterparty or group of counterparties having similar characteristics. At 31 December 2024, the maximum exposure to credit risk (excluding intercompany balances in the Company) was as follows: Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Trade and other receivables: - Trade receivables 10,584 10,430 133 233 - Other receivables 360 313 121 74 10,944 10,743 254 307 Cash at bank and on hand 2,480 3,576 42 1,343 Total 13,424 14,319 296 1,650 Liquidity risk analysis Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities. The Group’s borrowing facilities are monitored against forecast requirements and timely action is taken to put in place, renew or replace credit lines. The Group manages its liquidity needs by carefully monitoring cash outflows due in day-to-day business. The Group’s liabilities have contractual maturities that are summarised below: Within one year £’000 After one and within five years £’000 After five years £’000 Total £’000 Group At 31 December 2024 Trade payables 8,061 – – 8,061 Other financial liabilities 2,122 – – 2,122 Bank and other loans: - principal 348 2,623 533 3,504 - interest 6 20 25 51 Minimum lease payments 1,545 3,274 832 5,651 12,082 5,917 1,390 19,389 Strategic report | Corporate governance | Financial statements | Additional information 62 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 25 Risk management objectives and policies (continued) Within one year £’000 After one and within five years £’000 After five years £’000 Total £’000 Group At 31 December 2023 Trade payables 7,681 – – 7,681 Other financial liabilities 1,484 – – 1,484 Bank and other loans: - principal 2,158 2,932 610 5,700 - interest 6 20 25 51 Minimum lease payments 1,450 2,634 314 4,398 12,779 5,586 949 19,314 Within one year £’000 After one and within five years £’000 After five years £’000 Total £’000 Company At 31 December 2024 Trade payables 347 – – 347 Other financial liabilities 1,072 – – 1,072 Bank and other loans: - principal 301 2,430 – 2,731 Amounts owed to subsidiaries 5,099 – 8,359 13,458 6,819 2,430 8,359 17,608 Company At 31 December 2023 Trade payables 220 – – 220 Other financial liabilities 573 – – 573 Bank and other loans: - principal 301 2,731 – 3,032 Amounts owed to subsidiaries 5,099 – 8,497 13,596 6,193 2,731 8,497 17,421 Building momentum | Robinson plc Annual report 2024 | 63 Notes to the financial statements continued 26 Group capital and net debt The Group's capital comprises total equity and net debt. The Group’s capital management objectives are: • to ensure the Group’s ability to continue as a going concern; and • to provide an adequate return to shareholders by pricing products commensurately with the level of risk. The Group monitors capital based on the carrying amount of equity and net debt. The Group manages the capital structure and adjusts it in light of changes in economic conditions and the risk characteristics of the underlying assets. The Directors aim to maintain an efficient capital structure with a relatively conservative level of debt-to-equity gearing so as to ensure continued access to a broad range of financing sources that provide them sufficient flexibility in pursuing commercial opportunities as they arise. In order to maintain its capital structure, the Group may adjust the dividends paid to shareholders, issue new shares or sell assets to reduce debt. The Group's capital was as follows: 2024 £’000 2023 £’000 2022 £’000 Total equity 23,596 25,554 23,942 Net debt 5,900 6,301 9,181 Capital 29,496 31,855 33,123 Gearing (average net debt / average capital) 20% 24% 33% Movements in Group net debt were as follows: At 31 December 2023 £’000 Exchange movements £’000 Non-cash movement £’000 Interest expense £’000 Cash flows £’000 At 31 December 2024 £’000 Cash at bank and on hand 3,576 52 – – (1,148) 2,480 Liabilities arising from financing activities Bank and other loans (5,700) 124 1,724 (236) 584 (3,504) Lease liabilities (4,177) 120 (2,689) (426) 2,296 (4,876) (9,877) 244 (965) (662) 2,880 (8,380) Net debt (6,301) 296 (965) (662) 1,732 (5,900) Cash flows include £662,000 of interest paid, which is presented as an operating cash flow in the cash flow statement. At 31 December 2022 £’000 Exchange movements £’000 Non-cash movement £’000 Interest expense £’000 Cash flows £’000 At 31 December 2023 £’000 Cash at bank and on hand 5,097 105 – – (1,626) 3,576 Liabilities arising from financing activities Bank and other loans (8,641) 22 2,700 (273) 492 (5,700) Lease liabilities (5,637) 7 (375) (414) 2,242 (4,177) (14,278) 29 2,325 (687) 2,734 (9,877) Net debt (9,181) 134 2,325 (687) 1,108 (6,301) Cash flows include £687,000 of interest paid, which is presented as an operating cash flow in the cash flow statement. Movements in Company net debt were as follows: At 31 December 2023 £’000 Exchange movements £’000 Non-cash movement £’000 Interest expense £’000 Cash flows £’000 At 31 December 2024 £’000 Cash at bank and on hand 1,343 – – – (1,301) 42 Liabilities arising from financing activities Bank and other loans (3,032) – (12) (221) 534 (2,731) (3,032) – (12) (221) 534 (2,731) Net debt (1,689) – (12) (221) (767) (2,689) Cash flows include £233,000 of interest paid, which is presented as an operating cash flow in the cash flow statement. Strategic report | Corporate governance | Financial statements | Additional information 64 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 26 Group capital and net debt (continued) At 31 December 2022 £’000 Exchange movements £’000 Non-cash movement £’000 Interest expense £’000 Cash flows £’000 At 31 December 2023 £’000 Cash at bank and on hand 935 (56) – – 464 1,343 Liabilities arising from financing activities Bank and other loans (7,250) – 2,700 (295) 1,813 (3,032) (7,250) – 2,700 (295) 1,813 (3,032) Net debt (6,315) (56) 2,700 (295) 2,277 (1,689) Cash flows include £295,000 of interest paid, which is presented as an operating cash flow in the cash flow statement. 27 Capital commitments Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Contracted but not provided in these financial statements 555 714 – – 28 Assets pledged as security The carrying amounts of assets pledged as security (excluding intercompany balances in the Company) for current and non-current borrowings are: Group 2024 £’000 Group 2023 £’000 Company 2024 £’000 Company 2023 £’000 Current Floating charge: - Cash and cash equivalents 1,116 2,727 42 1,343 - Trade and other receivables 5,912 5,887 329 367 First mortgage: - Assets classified as held for sale 1,127 – 1,140 – Total current assets pledged as security 8,155 8,614 1,511 1,710 Non-current First mortgage: - Land and buildings 3,277 3,543 2,002 2,067 - Surplus properties 1,642 2,769 1,863 5,290 4,919 6,312 3,865 7,357 Lease liabilities: - Plant and equipment 6,897 6,604 – – 6,897 6,604 – – Floating charge: - Plant and equipment 4,899 4,802 203 19 4,899 4,802 203 19 Total non-current assets pledged as security 16,715 17,718 4,068 7,376 Total assets pledged as security 24,870 26,332 5,579 9,086 Building momentum | Robinson plc Annual report 2024 | 65 Notes to the financial statements continued 29 Contingent liabilities There were contingent liabilities at 31 December 2024 in relation to cross guarantees of bank overdrafts and leases given by the Company on behalf of other Group undertakings. The amount guaranteed at 31 December 2024 was £640,000 (2023: £1,314,000). The Directors have considered the fair value of the cross guarantee and do not consider this to be significant. 30 Related parties Transactions took place in the normal course of business between the Company and its subsidiaries during the year as follows: 2024 £’000 2023 £’000 Charges by the Company to its subsidiaries: – Rent 472 442 – Management charges 642 700 – Interest 55 – Other charges (including costs incurred by the Company on behalf of its subsidiaries and subsequently recharged to them) 9,994 7,492 11,163 8,634 Charges by the subsidiaries to the Company (mainly costs incurred by them on behalf of the Company and recharged to it) – 35 Net balances due from subsidiaries outstanding at the year end 5,889 6,134 £11,019,000 of the net charges in 2024 related to UK subsidiaries (2023: £8,423,000). Note 29 discloses cross guarantees between the Company, its subsidiaries and finance providers in relation to bank overdrafts and leases. This is considered to have minimal value. Details of transactions between the Group and other related parties are disclosed below: Post-employment benefit plans Contributions amounting to £nil (2023: £2,000) were payable by the Company to a pension plan established for the benefit of its employees. In 2024, Robinson plc incurred and recharged expenses of £17,000 (2023: £71,000) on behalf of the pension plan and charged £29,000 (2023: £52,000) in respect of administration services provided to the plan. Compensation of key management personnel For the purposes of these disclosures, the Group and Company regards its key management personnel as the Directors, including Non‑executive Directors. Compensation payable to key management personnel in respect of their services to the Group was as follows: 2024 £’000 2023 £’000 Short-term employee benefits 851 811 IFRS 2 share option charge – 19 851 830 31 Employee benefit obligations The Group operates a defined contribution plan for UK employees, which is held in a separate Mastertrust arrangement from the Robinson & Sons Limited Pension Fund. This plan receives contributions to the members' pension pots from the Group and members. Polish employees are members of a pay-as-you-go plan based on notional defined contribution accounts, run by the Polish state-owned Social Insurance Institution. In Denmark, employees and the company contribute to independently managed defined contribution plans. The Group's obligations in respect of these plans are limited to the contributions. The expense is recognised in the current income statement. The rest of this note relates to the Group's UK defined benefit plan (the "Plan") which was wound-up in December 2024. The Robinson & Sons Limited Pension Fund was formerly a defined benefit plan, which was closed to new members in 1997 and provided benefits to members in the form of a guaranteed pension for life. The level of benefits was based on each member’s salary and pensionable service prior to leaving the Plan. Benefits received statutory revaluation in deferment. Once in payment, pension increases were applied, the majority of which were linked to inflation (subject to floors and caps). The Plan's assets were held separately from the Group in a trust fund. The fund was looked after by Trustees on behalf of the members and assets were invested to meet the benefits promised. Under the normal course of events, actuarial valuations were undertaken every three years to confirm whether the assets were expected to be sufficient to provide the benefits. If there was a shortfall, a recovery plan was put in place under which the Group would have been required to pay additional contributions over a period of time, as agreed with the Trustees. The last triennial actuarial valuation was at 5 April 2020, which indicated the fund was in deficit. The funding position was reassessed based on rolled forward asset values and market conditions as of 30 October 2020, the date of signing the recovery plan. The scheme at that date had a funding surplus. The Trustees and the Company therefore agreed that the Company was not required to pay contributions. The next full valuation was due as at 5 April 2023 and was due for completion within 15 months of that date. Strategic report | Corporate governance | Financial statements | Additional information 66 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 31 Employee benefit obligations (continued) In December 2022, the Plan completed a buy-in of all the pension liabilities. Following completion, the Plan’s liabilities were matched by an insurance policy and the Group no longer bore any investment longevity, inflation or interest rate risk associated with the Plan. As the Group was already benefitting from a contribution holiday there was no immediate benefit to cash flow from the buy-in transaction. The administration and payroll functions were handed over to Legal and General Assurance Society Limited (“L&G”) from 1 August 2023 and a final balancing payment of £0.1m, was made by L&G to the Plan on 19 February 2024, completing the buy-in process. In August 2024, £3.4m of the remaining surplus was used to augment member benefits and on 9 September 2024, the Plan completed a buy-out of all the pension liabilities with L&G. Finally, the Plan was wound-up on 19 December 2024. The accounting disclosures were based on different assumptions from the Plan’s funding assumptions. This is because: i) the funding and accounting valuations may be carried out at different dates and so are based on different market conditions; and ii) the funding assumptions were determined by the Trustees who must include margins for prudence. The accounting assumptions are determined by the Group Directors in accordance with accounting standards, which are different from funding regulations. The IAS 19 value placed on the pension benefit obligation was determined by rolling forward from previous results, making adjustments to reflect benefits paid out of the Plan, and for differences between the assumptions used at this year end and the previous year end. Amounts recognised in statement of financial position 2024 £’000 2023 £’000 Fair value of plan assets – 45,195 Liability value (present value of funded obligation) – (41,640) Surplus – 3,555 Unrecognised assets due to asset ceiling – (3,555) Net asset – – The surplus was not recognised in the Group statement of financial position in 2023, on the basis that future 'economic benefits' were not available in the form of reduced future contributions or a cash refund. The amounts recognised in the statement of financial position and the movements in the defined benefit obligation over the year are as follows: Change in funded defined benefit obligation (DBO) 2024 £’000 2023 £’000 DBO at beginning of year 41,640 39,560 Service cost – 20 Interest on DBO 1,202 1,829 Employee contributions – 2 Past service costs 3,440 145 Remeasurement - actuarial loss/(gain) from financial items (1,733) 3,264 Remeasurement - actuarial gain from demographic items (83) (257) Benefits paid – (2,923) Settlements (44,466) – DBO at end of year – 41,640 Change in Plan assets 2024 £’000 2023 £’000 Fair value at beginning of year 45,195 46,585 Employee contributions – 2 Interest income on Plan assets 1,300 2,164 Impact of interest on asset ceiling (98) (335) Remeasurement - actuarial loss (1,646) (174) Benefits paid – (2,923) Expenses paid (285) (124) Settlements (44,466) – Fair value at end of year – 45,195 Building momentum | Robinson plc Annual report 2024 | 67 Notes to the financial statements continued 31 Employee benefit obligations (continued) Asset return 2024 £’000 2023 £’000 Interest income on Plan assets (expected return) 1,300 2,164 Impact of interest on asset ceiling (98) (335) Remeasurement - actuarial loss (1,646) (174) Actual return on Plan assets (444) 1,655 The following amounts were recognised in the income statement: Income statement 2024 £’000 2023 £’000 Current service cost – 20 Expenses 285 124 Net interest cost (98) (335) Impact of interest on the asset ceiling 98 335 Past service costs due to plan amendments/curtailments/settlements 3,440 145 Total cost recognised in the income statement 3,725 289 The following amounts were recognised in the statement of other comprehensive income: Remeasurement DBO - actuarial loss/(gain) from financial items (1,733) 3,264 Remeasurement DBO - actuarial gain from demographic items (83) (257) Remeasurement Plan assets - actuarial loss on assets 1,646 174 Effect of asset limitation and minimum funding requirement (3,555) (3,470) Total gain not recognised in other comprehensive income (3,725) (289) Cumulative actuarial losses recognised in other comprehensive income 7,098 10,823 Reconciliation of prepaid/(accrued) pension cost Net periodic pension cost 3,725 289 Impact of limit on net assets (3,555) (3,470) Remeasurements - actuarial (gains)/losses not recognised in other comprehensive income (170) 3,181 Prepaid/(accrued) at end of year (IAS) – – Change in asset ceiling + additional liability IFRIC14 Asset not recognised at beginning of year 3,555 7,025 Changes in unrecognised asset due to asset ceiling (3,555) (3,470) Asset not recognised at end of year – 3,555 Key assumptions used were: 2024 2023 2024 2023 Weighted average Discount rate at beginning of year 4.34% 4.8% Discount rate at end of year n/a 4.3% n/a 4.8% RPI inflation n/a 3.2% CPI inflation n/a 2.2% Salary inflation n/a n/a Expected return on assets n/a 4.3% n/a 4.3% Mortality (average) n/a S3PXA Mortality improvements n/a CMI2023[1%] Strategic report | Corporate governance | Financial statements | Additional information 68 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 31 Employee benefit obligations (continued) The average life expectancy of a pensioner is as follows: 2024 2023 Life expectancy of 45 year old man at the age of 65 years n/a 22.4 Life expectancy of 45 year old woman at the age of 65 years n/a 25.0 Life expectancy of 65 year old man at the age of 65 years n/a 21.5 Life expectancy of 65 year old woman at the age of 65 years n/a 23.9 Sensitivity to assumptions Following the purchase of the buy-in policy, any change to the assumptions used in the disclosures would impact the insured liability and insured asset by the same amount. As such, there is no impact on the surplus as a result of changing the assumptions. Asset class allocation The major categories of Plan assets are as follows: 2024 2023 Annuities 0.0% 92.1% Cash 0.0% 7.9% 0.0% 100.0% Weighted average duration of the Plan (years) n/a 11 Expected contributions in the following period – – As at the last actuarial valuation (5 April 2020), the present value of the DBO included £2.6m in respect of active members, £7.1m in respect of deferred members and £47.2m in respect of pensioners. Risk exposure Through its defined benefit pension plan, the Group was exposed to a number of risks, including: asset volatility; changes in bond yields; interest and inflation risks; and, life expectancy. Following the completion of the buy-out with L&G and wind up of the Plan on 19 December 2024, the Group is no longer exposed to risks from the Plan. 32 Share-based payments During the year ended 31 December 2024, the Group had five share-based payment arrangements under two schemes. There were no options granted during the year. The Enterprise Management Incentive Plan 2004 (EMI Plan 2004) was part of the remuneration package of the Executive Directors of the Company until the final options issued under this scheme expired on 7 April 2024. Options under this scheme vested in accordance with a timescale over 36 months if certain performance criteria were met. Upon vesting, each option allowed the holder to purchase one ordinary share at the stated price. If the option holder left the employment of the Company, the option was forfeited. The Incentive Plan 2016 is part of the remuneration package of the Executive Directors and other senior managers of the Company. Options under this scheme will vest in accordance with a timescale over 36 or 60 months if certain performance criteria are met. Upon vesting, each option allows the holder to purchase one ordinary share at the stated price. If the option holder leaves the employment of the Company, the option is forfeited. Fair values for the share option schemes have been determined using the Black-Scholes model. The expected volatility is based on historical volatility over the past three years. The expected life is the average expected period to exercise. The risk-free rate of return is the yield on zero-coupon UK government bonds of a term consistent with the assumed option life. A reconciliation of option movements over the year to 31 December 2024 is shown below: EMI Plan 2004 Weighted average price (p) Incentive Plan 2016 Weighted average price (p) Outstanding at 31 December 2022 67,494 202.0 733,000 120.6 Lapsed - - (600,000) (118.5) Outstanding at 31 December 2023 67,494 202.0 133,000 120.6 Lapsed (67,494) (202.0) – – Outstanding at 31 December 2024 – – 133,000 130.0 Exercisable at 31 December 2024 – – 133,000 130.0 Exercisable at 31 December 2023 67,494 202.0 133,000 130.0 Building momentum | Robinson plc Annual report 2024 | 69 Notes to the financial statements continued 32 Share-based payments (continued) The range of exercise prices for options outstanding at the end of the period is 130p (2023: 130p-202p). The weighted average contractual life of options at the end of the period is 2.4 years (2023: 2.3 years). The total charge in the year ended 31 December 2024 relating to employee share-based payment plans, in accordance with IFRS 2, was £nil (2023: £19,000). All of which was related to equity-settled share-based payment transactions. 33 Accounting policies Robinson plc is a company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006. The consolidated and Company financial statements have been prepared in accordance with UK-adopted international accounting standards in conformity with the requirements of the Companies Act 2006. All standards and interpretations that have been issued and are effective at the year end have been applied in the financial statements. The financial statements have been prepared under the historical cost convention adjusted for the revaluation of certain properties. Consolidation The Group’s financial statements consolidate the financial statements of Robinson plc and all its subsidiaries. Subsidiaries are consolidated from the date on which control transfers to the Group and are included until the date on which the Group ceases to control them. Transactions and year end balances between Group companies are eliminated on consolidation. All entities have coterminous year ends. The Group obtains and exercises control through voting rights. Investments in subsidiary undertakings are accounted for in accordance with IAS 27 Separate Financial Statements and IFRS 10 Consolidated Financial Statements and are recognised at cost less impairment. Revenue The Group manufactures and sells a range of plastic and paperboard packaging to its customers. Revenue is recognised when control of the products is transferred, being when the products are delivered to the customer, and there is no unfulfilled performance obligation that could affect the customer’s acceptance of the products. Delivery occurs when the products have been shipped to the specific location, the risks of obsolescence and loss have been transferred to the customer, and either the customer has accepted the products in accordance with the sales contract, the acceptance provisions have lapsed, or the Group has objective evidence that all criteria for acceptance have been satisfied. Products are sometimes sold with retrospective volume rebates based on aggregate sales over a 12-month period. Revenue from these sales is recognised based on the price specified in the contract, net of the estimated volume rebates. Accumulated experience is used to estimate and provide for the rebates, using the expected value method, and revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur. A rebate liability (included in trade and other payables) is recognised for expected volume rebates payable to customers in relation to sales made until the end of the reporting period. No element of financing is deemed present as the sales are made with credit terms that are considered within the range of normal industry practice. A receivable is recognised when the goods are delivered, as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due. Foreign currencies Assets and liabilities of overseas subsidiaries are translated into Sterling, the functional currency of the parent Company, at the rate of exchange ruling at the year end. The results and cash flows of overseas subsidiaries are translated into Sterling using the average rate of exchange for the year as this is considered to approximate to the actual rate. Exchange movements on the restatement of the net assets of overseas subsidiaries and the adjustment between the income statement translated at the average rate and the closing rate are taken directly to the translation reserve and reported in other comprehensive income. All other exchange differences arising on monetary items are dealt with through the consolidated income statement. On disposal of a foreign subsidiary the accumulated exchange differences in relation to the operation are reclassified into the income statement. Consolidated income statement disclosure Income statement items are presented in the middle column of the consolidated income statement entitled other items where they are significant in size and/or nature, and either they do not form part of the trading activities of the Group, or their separate presentation enhances understanding of the financial performance of the Group. Examples of other items include, but are not limited to, the following: • restructuring and other expenses relating to the integration of an acquired business and related expenses for reconfiguration of the Group’s activities; • gains/losses on disposals of businesses; • acquisition-related costs, including adviser fees incurred for significant transactions, and adjustments to the fair values of assets and liabilities that result in non-recurring charges to the income statement; • impairment and amortisation of intangible assets acquired through business combinations; • profit/loss on disposal of material property, plant and equipment; • costs arising because of material and non-recurring regulatory and litigation matters; • costs arising upon the buy-in and subsequent winding up of the defined benefit pension scheme; and • costs/insurance income arising as a result of flooding or other natural disasters. Strategic report | Corporate governance | Financial statements | Additional information 70 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 33 Accounting policies (continued) Property, plant, and equipment Property, plant, and equipment are stated at cost less a provision for depreciation and impairment losses. Depreciation is calculated to write off the cost less estimated residual values of the assets in equal instalments over their expected useful lives. No depreciation is provided on freehold land or surplus properties. Surplus properties are stated at cost; they are not being depreciated as they are surplus and not currently in use and the value is therefore not being consumed. Depreciation is provided on other assets at the following annual rates: Buildings 4% - 20% per annum Plant and machinery 5% - 33% per annum Residual values and estimated useful lives are re-assessed annually. Assets under construction are not depreciated until they are ready for use. Property, plant and equipment assets are tested for impairment whenever events or circumstances indicate that their carrying amounts may not be recoverable, further details are provided under impairment of non-financial assets below. Inventories Inventories are valued at the lower of cost, including related overheads, and net realisable value. Cost comprises direct materials and, where applicable, direct labour costs and the overheads incurred in bringing items to their present location and condition. Inventories are valued on a first in, first out basis. Net realisable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution. Trade and other receivables Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business. They are recognised initially at the amount of consideration that is unconditional. The Group holds the trade receivables with the objective of collecting the contractual cash flows, and therefore, measures them subsequently at amortised cost using the effective interest method, less provision for impairment. A provision for impairment of trade receivables is established based on the ECL. The Group applies the IFRS 9 simplified approach to measuring ECLs that uses a lifetime expected loss allowance for all trade receivables, which are grouped based on shared credit risk characteristics and the days past due. The amount of the provision is recognised in the statement of financial position within trade receivables. Movements in the provision are recognised in the income statement in operating costs. Any change in their value through impairment or reversal of impairment is recognised in the income statement. Investments Investments in subsidiaries are shown at cost less provision for impairment. Investments are tested for impairment whenever events or circumstances indicate that their carrying amounts may not be recoverable, further details are provided under impairment of non-financial assets below. Cash and cash equivalents For the purpose of presentation in the cash flow statement, cash and cash equivalents include cash on hand, demand deposits with banks, and other short-term, highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within current liabilities in the statement of financial position. Trade and other payables These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid. The amounts are unsecured and are usually paid within 60 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method. Borrowings Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the income statement over the period of the borrowings using the effective interest method. Borrowings are removed from the statement of financial position when the obligation specified in the contract is discharged, cancelled, or expired. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period. Management have considered financial covenants and ongoing compliance in the classification of borrowings. Borrowings include bank overdrafts, bank and other loans and lease liabilities. Building momentum | Robinson plc Annual report 2024 | 71 Notes to the financial statements continued 33 Accounting policies (continued) Taxation Current income tax assets and/or liabilities comprise obligations to, or claims from, fiscal authorities relating to the current or prior reporting periods that are unpaid/due at the reporting date. Current tax is payable on taxable profits, which may differ from profit or loss in the financial statements. Calculation of current tax is based on the tax rates and tax laws that have been enacted or substantively enacted at the reporting period. Deferred taxation is provided on taxable and deductible temporary differences between the carrying amounts of assets and liabilities in the financial statements and their corresponding tax bases. Deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which temporary differences can be utilised or that they will reverse. Deferred tax is measured using the tax rates expected to apply when the asset is realised, or the liability settled based on tax rates enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are recognised where the carrying amount of an asset or liability on the reporting date differs from its tax base except for differences arising on investments in subsidiaries where the Group can control the timing of the reversal of the difference, and it is probable that the difference will not reverse in the foreseeable future. Changes in deferred tax assets or liabilities are recognised as a component of tax expense in the income statement, except where they relate to items that are charged directly to other comprehensive income (such as the revaluation of land or relating to transactions with owners) in which case the related deferred tax is also charged or credited directly to other comprehensive income. Current tax is the tax currently payable on taxable profit for the year. Employee benefits The retirement benefit asset and/or liabilities recognised in the statement of financial position represents the fair value of defined benefit Plan assets less the present value of the DBO, to the extent that this is recoverable by means of a contribution holiday, payment of money purchase contributions and expenses from the Plan calculated on the projected unit credit method. Operating costs comprise the current service cost plus expenses. Finance income comprises the expected return on Plan assets less the interest on Plan liabilities. Actuarial gains or losses comprising differences between the actual and expected return on Plan assets, changes in Plan liabilities due to experience and changes in actuarial assumptions are recognised immediately in other comprehensive income. Pension costs for the money purchase section represent contributions payable during the year. Goodwill All business combinations are accounted for by applying the purchase method. Goodwill arising on consolidation represents the excess of the cost of the acquisition over the Group’s interest in the fair value of identifiable assets (including intangible assets) and liabilities of the business acquired. Goodwill is not amortised but is reviewed for impairment at least annually. On the disposal of a CGU, the attributable amount of goodwill is included in the determination of the profit or loss on disposal. Goodwill recorded in foreign currencies is retranslated at each period end. Any movements in the carrying value of goodwill as a result of foreign exchange rate movements are recognised in the statement of comprehensive income. Other intangible assets Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortisation and accumulated impairment losses. Amortisation is recognised in the profit for the year on a straight-line basis over their estimated useful lives. The estimated useful life and amortisation method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated impairment losses. Intangible assets acquired in a business combination and recognised separately from goodwill are initially recognised at their fair value at the acquisition date (which is regarded as their cost). Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets that are acquired separately. Intangible assets recorded in foreign currencies are retranslated at each period end. Any movements in the carrying value of intangible assets as a result of foreign exchange rate movements are recognised in the statement of comprehensive income. Impairment of non-financial assets Goodwill, other intangible assets and property, plant and equipment are tested for impairment whenever events or circumstances indicate that their carrying amounts may not be recoverable. Additionally, goodwill is subject to an annual impairment test whether or not there are any indicators of impairment. An asset is impaired to the extent that its carrying amount exceeds its recoverable amount, which represents the higher of the asset’s value-in-use and its fair value less costs of disposal. An asset’s value-in-use represents the present value of the future cash flows expected to be derived from the continued use of the asset. Fair value less costs of disposal is the amount obtainable from the sale of the asset in an arm’s length transaction between knowledgeable, willing parties, less the costs of disposal. Where it is not possible to estimate the recoverable amount of an individual asset, the recoverable amount is determined for the cash-generating unit (CGU) to which the asset belongs. Goodwill does not generate cash flows independently of other assets and is, therefore, tested for impairment at the level of the CGU or group of CGUs to which it is allocated. Value-in-use is based on estimates of pre-tax cash flows discounted at a pre-tax discount rate that reflects the risks specific to the CGU to which the asset belongs. Impairment losses are recognised in profit or loss. Impairment losses recognised in previous years for assets other than goodwill are reversed if there has been a change in the estimates used to determine the asset’s recoverable amount, but only to the extent that the carrying amount of the asset does not exceed its carrying amount had no impairment been recognised in previous years. Impairment losses recognised in respect of goodwill cannot be reversed. Strategic report | Corporate governance | Financial statements | Additional information 72 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 33 Accounting policies (continued) Leased assets The Group as a lessee The Group recognises a right-of-use asset and a lease liability at the commencement date of the contract for all leases conveying the right to control the use of an identified asset for a period of time, with the exception of short-term leases and leases for which the underlying asset is of low-value. The right-of-use asset is initially measured at cost, and subsequently, at cost less any accumulated depreciation and any accumulated impairment losses and adjusted for any remeasurement of the lease liability. If the lease transfers ownership of the underlying asset to the Group by the end of the lease term or if the cost of the right-of-use asset reflects that the Group will exercise a purchase option, the Group depreciates the right-of-use asset from the commencement date to the end of the useful life of the underlying asset on a straight- line basis. Otherwise, the Group depreciates the right-of-use asset from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term on a straight-line basis. The lease liability is initially measured at the present value of the lease payments not paid at that date. Lease payments are discounted using the Group’s incremental borrowing rate or the rate implicit in the lease contract. The lease liability is subsequently remeasured to reflect lease payments made. Short-term and low-value leases are recognised in profit or loss on a straight-line basis over the term of the lease. Interest payments on leases are presented as operating cash flows in the cash flow statement. The Group as a lessor Rental income from operating leases is recognised on a straight-line basis over the term of the relevant lease. Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that the Group will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation. The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material). When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably. Land and buildings Land and buildings held for use in the production or supply of goods or services, or for administrative purposes, are stated in the statement of financial position at their deemed cost, being the fair value at the date of transition to IFRS less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Any revaluation increase arising on the revaluation of such land and buildings prior to deemed cost being adopted was credited to the properties revaluation reserve, except to the extent that it reversed a revaluation decrease for the same asset previously recognised as an expense, in which case the increase was credited to the income statement to the extent of the decrease previously expensed. A decrease in carrying amount arising from the revaluation of such land and buildings was charged as an expense to the extent that it exceeds the balance, if any, held in the properties revaluation reserve relating to a previous revaluation of that asset. Depreciation on revalued buildings is charged to income. On the subsequent sale or scrappage of a previously revalued property, the attributable revaluation surplus remaining in the properties revaluation reserve is transferred directly to retained earnings. Freehold land is not depreciated. Surplus properties The Group owns several properties, which were previously used in its trading businesses, that are now surplus to its current business needs. There is an active plan to sell these properties as and when market conditions allow. For the purposes of these financial statements, these properties have been included under the heading ‘Surplus properties’. Non-current assets held for sale Non-current assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell. An impairment loss is recognised for any initial or subsequent write-down of the asset to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset, but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the non-current asset is recognised at the date of derecognition. Non-current assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal group classified as held for sale continue to be recognised. Non-current assets classified as held for sale are presented separately from the other assets in the statement of financial position. Building momentum | Robinson plc Annual report 2024 | 73 Notes to the financial statements continued 33 Accounting policies (continued) Share-based payments The fair value at the date of grant of share options is calculated using the Black-Scholes pricing model and charged to the income statement on a straight-line basis over the vesting period of the award. The charge to the income statement takes account of the estimated number of share options that will vest. The corresponding credit to an equity settled share-based payment is recognised in equity. If vesting periods or other non-market vesting conditions apply, the expense is allocated over the vesting period based on the best-available estimate of the number of share options expected to vest. Estimates are subsequently revised if there is any indication that the number of share options expected to vest differs from previous estimates. Any cumulative adjustment prior to vesting is recognised in the current period. No adjustment is made to any expense recognised in prior periods if share options ultimately exercised are different from those estimated on vesting. Going concern In determining whether the Group’s annual consolidated financial statements can be prepared on a going concern basis, the Directors considered the Group’s business activities, together with the factors likely to affect its future development, performance, and position; these are set out in the strategic report. The Group holds £3.5m of commercial mortgages which are committed to at least March 2026, and £5.1m of other short-term facilities that are to be renewed annually. The Group will meet its day-to-day working capital requirements through its short-term credit facilities of £5.1m. The forecasts used to assess the going concern assumption were approved by the Board. The Directors have performed a detailed stress test to confirm that the business will be able to operate for at least the following 12 months from the date of approval of these financial statements. This involves assessing the headroom against available credit facilities and financial covenants in a stressed scenario, the assumptions used for this test are as follows: • 5% reduction in planned revenues; • 1% reduction in planned gross margins; • 5% increase in planned fixed costs; • suspension of dividend payments to shareholders; and • continued availability of existing credit facilities from the Group’s finance providers. The following actions and events haven’t been included in the assumptions but would improve headroom against facilities: • a moratorium on uncommitted, non-essential capital expenditure; and • future sales of surplus property. As at the date of this report, the Directors have a reasonable expectation that the Company and Group have adequate resources to continue in business for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the annual financial statements. Restatement of 2023 Company statement of financial position The comparative disclosures in the Company statement of financial position, note 14, note 16 and note 25 have been restated in relation to a provision against a loan receivable from a subsidiary. An amount of £619,000 at 1 January 2023 and £1,342,000 at 31 December 2023 was previously presented as a provision against loans to group undertakings within investments in subsidiaries (note 14), this should have been presented against receivables from subsidiaries in trade and other receivables (note 16). There is no effect on net income, net assets or equity and the restatement does not impact any other primary statements or notes to the Company financial statements. The Company statement of financial position in 2022 was not therefore materially affected and has not been re-presented as a result. There is no impact on financial covenants as a result of the restatement as these are Group related. Critical accounting judgements and key sources of estimation uncertainty The preparation of the Group’s financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities at the reporting date. However, uncertainty about the assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amount of the asset or liability affected in the future. The Directors consider the following to be the critical judgements and key sources of estimation uncertainty made in preparing these financial statements that, if not borne out in practice, may affect the Group’s results during the next financial year. Critical judgements Non-recognition of the pension asset The Plan was bought-out in September 2024 and wound-up in December 2024, previously the Plan’s assets were held separately from the Group in a trust fund. The fund was looked after by Trustees on behalf of the members. The last triennial actuarial valuation was at 5 April 2020, which indicated the fund was in deficit. The funding position was reassessed based on rolled forward asset values and market conditions as of 30 October 2020. The scheme at that date had a funding surplus. The surplus was not recognised in the Group statement of financial position, on the basis that future ‘economic benefits’ were not available in the form of reduced future contributions or a cash refund. Strategic report | Corporate governance | Financial statements | Additional information 74 | Building momentum | Robinson plc Annual report 2024 Notes to the financial statements continued 33 Accounting policies (continued) Key sources of estimation uncertainty Impairment of goodwill and other intangible assets The Group tests goodwill, intangible assets and property, plant and equipment annually for impairment, or more frequently if there are indications that an impairment may be required. Determining whether goodwill is impaired requires an estimation of the value-in-use of the CGUs to which goodwill has been allocated. The value-in-use calculation requires the entity to estimate the future cash flows expected to arise from the CGU and a suitable discount rate in order to calculate present value. Further details on this process are set out in note 11. Other sources of estimation uncertainty Pensions and other post-employment benefits The Plan was bought-out in September 2024 and wound-up in December 2024 thus eliminating estimating uncertainty at the year end. Previously, the cost of defined benefit pension plans and other post-employment benefits was determined using actuarial valuations. The actuarial valuation involved making assumptions about discount rates, expected rates of return on assets, mortality rates and future pension increases. Due to the long-term nature of these plans, such estimates were subject to significant uncertainty. The irrecoverable surplus was based on estimates of the recoverable surplus. These were based on expectations in line with the underlying assumptions in the valuation and current circumstances. Further details can be found in note 31. Amendments to IFRSs that are mandatorily effective for the current year The adoption of the following mentioned standards, amendments and interpretations in the current year have not had a material impact on the Group’s/Company’s financial statements. Effective date – periods beginning on or after Amendments to IAS 1 - Classification of Liabilities as Current or Non-current 1 January 2024 Amendments to IAS 1 - Non-current Liabilities with Covenants 1 January 2024 Amendments to IAS 7 and IFRS 7 - Supplier Finance Arrangements 1 January 2024 Amendments to IFRS 16 - Lease Liability in a Sale and Leaseback 1 January 2024 The adoption of the following mentioned standards, amendments and interpretations in future years are not expected to have a material impact on the Group’s/Company’s financial statements. Effective date – periods beginning on or after Amendments to IAS 21 – Lack of exchangeability 1 January 2025 Amendments to IFRS 7 & 9 - Classification and Measurement of Financial Instruments 1 January 2026 Amendments to IFRS 1 - First-time Adoption of International Financial Reporting Standards 1 January 2026 Amendments to IFRS 7 - Financial Instruments: Disclosures and its accompanying Guidance on implementing IFRS 7 1 January 2026 Amendments to IFRS 9 - Financial Instruments 1 January 2026 Amendments to IAS 7 - Statement of Cash flows 1 January 2026 Amendments to IFRS 7 & 9 - Contracts Referencing Nature-dependent Electricity 1 January 2026 Amendments to IFRS 18 - Presentation and Disclosure in Financial Statements 1 January 2027 Amendments to IFRS 19 - Subsidiaries without Public Accountability: Disclosures 1 January 2027 Building momentum | Robinson plc Annual report 2024 | 75 Independent auditor’s report to the members of Robinson plc Opinion We have audited the financial statements of Robinson PLC (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended 31 December 2024 which comprise group income statement and statement of comprehensive income, the group and company statement of financial position, the group and company statement of changes in equity, group cash flow statement and notes to the financial statements, including material accounting policy information. The financial reporting framework that has been applied in their preparation is applicable law and UK-adopted international accounting standards and, as regards the parent company financial statements, as applied in accordance with the provisions of the Companies Act 2006. In our opinion, the financial statements: • give a true and fair view of the state of the group’s and of the parent company’s affairs as at 31 December 2024 and of the group’s loss for the year then ended; • have been properly prepared in accordance with UK-adopted international accounting standards and, as regards the parent company financial statements, as applied in accordance with the provisions of the Companies Act 2006; and • have been prepared in accordance with the requirements of the Companies Act 2006. 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 FRC’s Ethical Standard, as applied to SME listed entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Conclusions relating to going concern In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Our audit procedures to evaluate the directors’ assessment of the group’s and the parent company’s ability to continue to adopt the going concern basis of accounting included but were not limited to: • Undertaking an initial assessment at the planning stage of the audit to identify events or conditions that may cast significant doubt on the group’s and the parent company’s ability to continue as a going concern; • Obtaining an understanding of the relevant controls relating to the directors’ going concern assessment; • Evaluating the directors’ method to assess the group’s and the parent company’s ability to continue as a going concern; • Reviewing the directors’ going concern assessment, which incorporated severe but plausible scenarios; • Evaluating the key assumptions used and judgements applied by the directors in forming their conclusions on going concern; and • Reviewing the appropriateness of the directors’ disclosures in the financial statements. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group’s and the parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. 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) we identified, including 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. Strategic report | Corporate governance | Financial statements | Additional information 76 | Building momentum | Robinson plc Annual report 2024 Key Audit Matter How our scope addressed this matter Revenue recognition (parent company and group) The group’s accounting policy in respect of revenue recognition is set out in the accounting policy notes on page 70. A segmental analysis of revenue is presented in note 1 of the financial statements. Revenue is a material balance for Robinson PLC and represents the largest balance in the group income statement and therefore, requires significant audit effort. An error in this balance could significantly affect users’ interpretation of the financial statements. There is a risk of fraud or error in revenue recognition due to the potential to inflate revenues in the current period to improve the Group’s performance against market expectations. We therefore consider occurrence of revenue to be a key audit matter. Our audit procedures included, but were not limited to: • Obtaining an understanding of the key business processes and controls over the recognition of revenue and performing walkthrough procedures to validate that controls were appropriately designed and implemented in accordance with ISA 315R; • Substantive testing of a sample of revenue transactions during the year to confirm that the recognition criteria of IFRS 15 had been met; • Review of journal entries posted to revenue accounts during the year that were outside of our expectations; and • Work undertaken by component auditors was reviewed by the Group audit team to ensure that sufficient and appropriate evidence had been obtained over revenue recognition and procedures performed by component teams had been completed appropriately and in accordance with group instructions which are consistent with those described above. Our observations Our work, and that of the component auditors, performed in relation to controls over the recognition of revenue confirmed that the controls in place were designed and implemented effectively in line with ISA 315R. Based on our work, and that of the component auditors, performed on transactions during the year revenue was appropriately recognised in line with IFRS 15. Carrying value of subsidiary undertakings and intercompany receivables (parent company) The main assets of the Company relate to the investments in subsidiary undertakings and loans classed as equity instruments from subsidiaries. Specifically, the loans classed as equity instruments due from Robinson (Overseas) Limited of £12.2m (£12.6m in 2023) are deemed to have an increased risk of impairment as a result of the financial performance and challenges faced by Robinson Packaging Danmark A/S. Annually the Company considers whether impairment indicators exist. Where such indicators are identified a more in-depth impairment review is conducted taking in to account the carry value of net assets of each investment. Intercompany receivables are recovered through a groupwide repayment plan that demonstrates how each balance will be settled. For the parent company financial statements, this is considered to be the area that had the greatest focus in our overall audit and therefore has been designated as a Key Audit Matter. Our audit procedures included, but were not limited to: • confirmed the relevant knowledge and sector experience of our auditor’s specialists and auditor’s experts; • reviewed management’s value in use (‘VIU’) model to assess the impairment of the investment value, and assessed management’s memo; • Reviewed management’s formal assessment paper and underlying calculations in detail to consider whether these are prepared in accordance with the relevant accounting framework; • assessed and challenged management’s assessment of CGUs; • reviewed the VIU model and looked for any disconfirming evidence in post year end data and market information; • challenged and performed sensitivity analysis on the key assumptions and cash flows used within the VIU model to assess scenario that would trigger an impairment; • re-performed management’s VIU model to confirm its mathematical accuracy; • reviewed the WACC used by management in the impairment model; • provided an assessment on the appropriateness of management’s methodology applied in the VIU model against the requirements of the relevant standard (i.e. IAS 36); • forecasting accuracy – reviewed the historical accuracy of forecasting to actual results; • reviewed the forecast information included in the impairment calculation, and whether this is consistent with that provided in other areas of the audit; • reviewed the presentation and disclosure within the financial statements; and • performed a stand back review considering relevant internal and external factors including disconfirming information and any indicators of management bias and any implications of the audit in our assessment of the appropriateness of the methodology and valuation of the investment. Our observations We consider management’s assessment on the impairment of the investment to be reasonable in line with the Company accounting policy described on page 71, and the value in use model assumptions to be fairly reflected in the Critical accounting judgements and sources of estimation uncertainty note 33. Independent auditor’s report to the members of Robinson plc continued Building momentum | Robinson plc Annual report 2024 | 77 Independent auditor’s report to the members of Robinson plc continued Key Audit Matter How our scope addressed this matter Valuation of goodwill and intangible assets (Group) Robinson Plc carries significant, material, goodwill and other intangible asset balances on its balance sheet. Specifically, goodwill and customer relationship intangibles with a combined value of £nil (£2.016m in 2023) in relation to Robinson Packaging Danmark A/S are deemed to have an increased risk of impairment as a result of the financial performance and challenges faced by Robinson Packaging Danmark A/S. The assessment for potential impairment is considered a significant risk as it requires management to exercise significant judgement when considering future cash flows and profitability. The size of the balances means an error has the potential to have a material impact on the financial statements. Our audit procedures included, but were not limited to: • Review of the goodwill and intangible assets impairment policy; • Preliminary assessment of any impairment indicators; • Review and challenge of management’s assessment of the most appropriate level at which to set the Cash Generating Unit; • Review and challenge management’s consideration of forecast performance and any potential impairment; • Review and challenge the appropriateness of the discount rate used by management in its calculations. We will involve an internal expert to assist in the review of the discount rate. The rate computed by management should be assessed in line with industry competitors and current market borrowing rates; • Corroboration of management’s calculations and to other supporting evidence; • Reviewed management’s value in use (‘VIU’) model to assess the impairment of the investment value, and assessed management’s memo; • Reviewed management’s formal assessment paper and underlying calculations in detail to consider whether these are prepared in accordance with the relevant accounting framework; • Assessed and challenged management’s assessment of CGUs; • Reviewed the VIU model and looked for any disconfirming evidence in post year end data and market information; • Challenged and performed sensitivity analysis on the key assumptions and cash flows used within the VIU model to assess scenario that would trigger an impairment; • Re-performed management’s VIU model to confirm its mathematical accuracy; • Reviewed the WACC used by management in the impairment model; • Provided an assessment on the appropriateness of management’s methodology applied in the VIU model against the requirements of the relevant standard (i.e. IAS 36); • Forecasting accuracy – reviewed the historical accuracy of forecasting to actual results; • Reviewed the forecast information included in the impairment calculation, and whether this is consistent with that provided in other areas of the audit; • Reviewed the presentation and disclosure within the financial statements; and • Performed a stand back review considering relevant internal and external factors including disconfirming information and any indicators of management bias and any implications of the audit in our assessment of the appropriateness of the methodology and valuation of the investment. Our observations As a result of the procedures above the carrying value of the intangibles in Robinson Packaging Danmark A/S with an initial carrying value of £1.742m have been impaired to £nil and are considered to be reasonable and in line with the Group accounting policy described on page 72 and note 11 to the financial statements. Strategic report | Corporate governance | Financial statements | Additional information 78 | Building momentum | Robinson plc Annual report 2024 Independent auditor’s report to the members of Robinson plc continued Our application of materiality and an overview of the scope of our audit The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of misstatements, both individually and on the financial statements as a whole. Based on our professional judgement, we determined materiality for the financial statements as a whole as follows: Group materiality Overall materiality £854,000 How we determined it The overall materiality level has been determined with reference to a benchmark of Group revenue. Rationale for benchmark applied In our view, revenue is the most relevant measure of the underlying performance of the group. This is considered to be the primary measure for stakeholders and therefore, has been selected as the materiality benchmark. The percentage applied to this benchmark is 1.5%. Performance materiality Performance materiality is set to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements in the financial statements exceeds materiality for the financial statements as a whole. We set performance materiality at £598,000, which represents 70% of overall materiality. In determining performance materiality, we considered the following factors: • The financial reporting process and significant journal adjustments; • The strength of the control environment; • The transparency and quantity of transactions; • Whether errors have been detected in prior audits, and whether they have been recurring; and • Whether management have previously been willing to correct errors. • Whether errors have been detected in prior audits, and whether they have been recurring; and • Whether management have previously been willing to correct errors. Reporting threshold We agreed with the directors that we would report to them misstatements identified during our audit above £26,000 as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons. Building momentum | Robinson plc Annual report 2024 | 79 Independent auditor’s report to the members of Robinson plc continued Parent company materiality Overall materiality £202,000 How we determined it The overall materiality level has been determined with reference to a benchmark of its net assets. Rationale for benchmark applied In our view, net assets are the most relevant measure of the underlying performance of the company, given the nature of the operations of the company and therefore, has been selected as the materiality benchmark. The percentage applied to this benchmark is 3.00%. Performance materiality Performance materiality is set to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements in the financial statements exceeds materiality for the financial statements as a whole. We set performance materiality at £141,000, which represents 70% of overall materiality. In determining performance materiality, we considered the following factors: • The financial reporting process and significant journal adjustments; • The strength of the control environment; • The transparency and quantity of transactions; • Whether errors have been detected in prior audits, and whether they have been recurring; and • Whether management have previously been willing to correct errors. Reporting threshold We agreed with the directors that we would report to them misstatements identified during our audit above £6,000 as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons. As part of designing our audit, we assessed the risk of material misstatement in the financial statements, whether due to fraud or error, and then designed and performed audit procedures responsive to those risks. In particular, we looked at where the directors made subjective judgements, such as assumptions on significant accounting estimates. We tailored the scope of our audit to ensure that we performed sufficient work to be able to give an opinion on the financial statements as a whole. We used the outputs of our risk assessment, our understanding of the group and the parent company, their environment, controls, and critical business processes, to consider qualitative factors to ensure that we obtained sufficient coverage across all financial statement line items. Our group audit scope included an audit of the group and the parent company financial statements. Based on our risk assessment, Robinson Plastic Packaging Limited, Robinson Paperbox Packaging Limited, Robinson (Overseas) Limited and Portland Works Limited within the group were subject to full scope audit performed by the group audit team. Robinson Packaging Polska SP z.o.o and Robinson Danmark A/S were also subject to a full scope audit undertaken by component auditors, Forvis Mazars Poland and Deloitte Denmark respectively. The components within the scope of our work accounted for 61% of the Group’s revenue, 6% of Group’s loss/profit before taxation, 61% of the Group’s total assets and 64% of the Group’s net assets. The group audit team directed and reviewed the work of the component auditor to gather sufficient and appropriate evidence in order to support the opinion on the consolidated financial statements. The range of performance materiality allocated across the components was between £226,000 and £47,000. At the parent company level, the group audit team also tested the consolidation process and carried out analytical procedures to confirm our conclusion that there were no significant risks of material misstatement of the aggregated financial information. Other information The other information comprises the information included in the annual report other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information. 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. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Strategic report | Corporate governance | Financial statements | Additional information 80 | Building momentum | Robinson plc Annual report 2024 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 given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and • the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements. Matters on which we are required to report by exception In light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: • adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or • the parent company financial statements are not in agreement with the accounting records and returns; or • certain disclosures of directors’ remuneration specified by law are not made; or • we have not received all the information and explanations we require for our audit. Responsibilities of Directors As explained more fully in the directors’ responsibilities statement set out on page 39, 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. 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 the financial statements. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. Based on our understanding of the group and the parent company and their industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation. To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to: • Inquiring of management and, where appropriate, those charged with governance, as to whether the group and the parent company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations; • Inspecting correspondence, if any, with relevant licensing or regulatory authorities; • Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and • Considering the risk of acts by the group and the parent company which were contrary to applicable laws and regulations, including fraud. We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation, the Companies Act 2006. In addition, we evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, in particular in relation to revenue recognition (which we pinpointed to the occurrence assertion) and significant one off or unusual transactions. Independent auditor’s report to the members of Robinson plc continued Building momentum | Robinson plc Annual report 2024 | 81 Our audit procedures in relation to fraud included but were not limited to: • Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud; • Gaining an understanding of the internal controls established to mitigate risks related to fraud; • Discussing amongst the engagement team the risks of fraud; and • Addressing the risks of fraud through management override of controls by performing journal entry testing. There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls. The risks of material misstatement that had the greatest effect on our audit are discussed in the “Key audit matters” section of this report. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report. Use of the audit report This report is made solely to the company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body for our audit work, for this report, or for the opinions we have formed. Stephen Brown (Senior Statutory Auditor) for and on behalf of Forvis Mazars LLP Chartered Accountants and Statutory Auditor 58 The Ropewalk Nottingham NG1 5DW 26 March 2025 Independent auditor’s report to the members of Robinson plc continued Strategic report | Corporate governance | Financial statements | Additional information 82 | Building momentum | Robinson plc Annual report 2024 Strategic report | Corporate governance | Financial statements | Additional information 84 | Building momentum | Robinson plc Annual report 2024 Building momentum | Robinson plc Annual report 2024 | 87 Directors and Advisers Directors Alan Raleigh Non-executive Chairman Sara Halton Senior Independent Director Guy Robinson Non-executive Director John Melia Chief Executive Officer (appointed 4 December 2024) Mike Cusick Chief Financial Officer Registered Office Field House, Wheatbridge, Chesterfield, S40 2AB Nominated Adviser/Broker Cavendish Capital Markets Limited One Bartholomew Close, London, EC1A 7BL Solicitor DLA Piper UK LLP 1 St Paul’s Place, Sheffield, S1 2JX Auditor Forvis Mazars LLP Park View House, 58 The Ropewalk, Nottingham, NG1 5DW Tax Adviser Azets Triune Court, Monks Cross Drive, York, YO32 9GZ Registrar Neville Registrars Ltd Steelpark Rd, Halesowen, B62 8HD Banker HSBC 1 Bond Court, Leeds, LS1 2JZ The Company is incorporated in England, registered no. 39811 88 | Building momentum | Robinson plc Annual report 2024 @robinsonpack robinson packaging Visit us online at robinsonpackaging.com Robinson plc, Field House, Wheatbridge, Chesterfield, S40 2AB United Kingdom This publication has been printed on Nautilus Superwhite 100% Recycled an FSC® certified paper from responsible sources. This ensures that there is an audited chain of custody from the tree in the well-managed forest through to the finished document in the printing factory.