SSP Group Annual Report 2023

FY2023 Annual Report · SSP Group

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SSP Group plc | Annual Report and Accounts 2023

The best part of the

j our ney

Who we are

2023 highlights

We are the food travel experts.
Present in 37 countries globally,
we design, create and operate
food and drink outlets in locations
where people are on the move.

Whether our customers are flying
abroad on holiday or commuting
to work by train, we are
committed to making their food
and drink experience the best
part of the journey.

£3.0bn

revenue

c.320

new units won

£166.8m

operating profit on a reported
basis under IFRS 16

20%

increase in colleague numbers

Acquisition
of Midfield
concessions
business in USA

Net-zero targets
validated

by the Science Based Targets
initiative (SBTi)

7.1p

underlying pre-IFRS 16 EPS

1.0p

IFRS 16 reported EPS

42%

reduction in absolute Scope 1 and 2
greenhouse gas (GHG) emissions
from our 2019 base year

Reintroduction
of ordinary
dividend

SSP Group plc Annual Report 2023

Contents

Overview
SSP at a glance
02
03 Our global reach
03 Our brand portfolio
Driving momentum
04
Investment case
06

Strategic report
09 Chair’s statement
10 CEO’s statement
12 Understanding our market
16 Our business model
18 Our strategy
28 Our journey to net zero
30 Key performance indicators
32 Regional reviews
40

Stakeholder engagement
and Section 172 statement
Task Force on Climate-related
Financial Disclosures

57 Financial review
66

Risk management
and principal risks

78 Viability statement
79 Non-financial and sustainability

information statement

Corporate governance report
81 Letter from the Chair
82

Compliance with the UK
Corporate Governance Code

84 Board of Directors
86 Group Executive Committee
88 Governance framework and

division of responsibilities

90 Board leadership and

our purpose

98 How the Board monitors,

assesses and promotes culture

100 A message from our ENED
102 Nomination Committee report
110 Audit Committee report
Directors’ remuneration report
116
121 Annual report on remuneration
133 Directors’ remuneration policy
141 Directors’ report
145 Directors’ responsibility

statement

Financial statements
147 Independent auditor’s report to

the members of SSP Group plc
156 Consolidated income statement
157 Consolidated statement

of other comprehensive income

158 Consolidated balance sheet
159 Consolidated statement
of changes in equity
160 Consolidated cash flow

161

Statement
Notes to consolidated
financial statements
193 Company balance sheet
194 Company statement
of changes in equity
195 Notes to Company

financial statements

207 Glossary
208 Company information

Catch up with our latest news and
learn more about us on our website:
www.foodtravelexperts.com

This report is complemented by our
Sustainability Report, which can be found
on our website: www.foodtravelexperts.com/
sustainability

SSP Group plc | Sustainability Report 2023

to a sustainable future

Corporate governanceFinancial statementsStrategic reportOverview
02

SSP Group plc Annual Report 2023

SSP at a glance

Our purpose

The best part of the journey

Our purpose – to be the best part of the journey –
defines our culture and drives us to achieve our vision.

S U S TAINABILITY

I O N

S I T

SKILLED A

The best
part of the
journey

C
O
L
L
E
A
G
U
E
S

ER P R O

M
O
T
S
U
C
G
N
D
A
E

G-TERM GROWT H A N D R

R N S

S U S TAINABILITY

I O N

S I T

ER P R O

SKILLED A

The best

part of the

journey

G-TERM GROWT H A N D R

R N S

Our vision

Our strategy

To be the world’s best travel food
and beverage company

To be the leader in our sector, we need to consistently
deliver the highest quality food and best experiences,
as well as create long-term value for all our
stakeholders in a sustainable way.

Our values and culture

Our values play a key role in enabling us to be the best part
of the journey. They were developed in consultation with our
teams across the world. They guide our culture, behaviours
and decisions, to ensure we act in the best interests of our
stakeholders, the environment and our business.

We are one team

We are bold

We are results focused

We celebrate success

We all make a difference

Our strategy is to accelerate revenue growth, including
like-for-like and new business growth, which we convert
efficiently to drive profit, cash and economic returns.

We will do this by:

Find out more about our strategy on page 18.

Remuneration linked to performance
See how delivering our strategy is reflected
in our executive remuneration.

Find out more in our Directors’ Remuneration Report
on pages 116-140.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Our global reach

SSP at a glance

Our brand portfolio

We have a wide portfolio of brands, including our
own and those we franchise, which cater to client and
customer needs. Our brands range from well-known
grab ‘n’ go sandwich shops and cafés to casual dining
restaurants and bespoke high-end concepts, so we can
respond to our customers’ specific needs as they travel
around the world. This strong brand line-up is key to our
ability to win and retain contracts, as it gives clients
confidence that we can meet our customers’ diverse
needs with a variety of food and drink and convenience
retail options. We operate international brands, national
brands and local heroes, which are prominent brands in
specific markets, as well as brands and concepts that
we have created.

Brands we have created

Brands we franchise

International brands

We operate in 37* countries and
territories, across four operating
regions (or reportable segments):

North America
Continental Europe
UK & Ireland (UK & I)
Asia Pacific and Eastern Europe
& Middle East (APAC and EEME)

countries

c.42,000

colleagues

c.600

locations across the world

National brands

c.550

brands

c.2,900

units

For more information about
our regions, see pages 32-39.

Bespoke concepts

Local heroes

*First unit in Italy due to start trading early December.

Corporate governanceFinancial statementsStrategic reportOverview
04

SSP Group plc Annual Report 2023

Driving momentum

“Our purpose is to be the

best part of the journey Accelerating

2023 has been a year of momentum.
We’ve seen a strong recovery in travel,
made great progress against our
strategic priorities, and delivered a
financial performance at the top end
of our expectations.

We will continue to build on this strong
momentum into next year and, as always,
we will be driven by our purpose to be the
best part of the journey.”

Patrick Coveney
Group CEO

growth in North America

Announcing an important step in
our strategy to accelerate growth
in North America

Through the acquisition of the concessions
business of Midfield Concession Enterprises
Inc., we’ve added 40 new units at seven
airports, including four new locations
(Detroit Metropolitan Wayne County, Denver
International, Philadelphia International and
Cleveland Hopkins International).

Corporate governanceFinancial statementsStrategic reportOverview05

SSP Group plc Annual Report 2023

Driving momentum

Developing

exciting new brand propositions

Progressing

our journey to net zero

Two exciting new partnerships in
the UK and Europe: The Breakfast
Club and BrewDog

We are experts at identifying brands that
customers love and working in partnership to
‘travelise’ them, making them relevant for the
travel environment. We opened The Breakfast
Club’s first airport restaurant in London
Gatwick and two BrewDog units: one at
Amsterdam Central Station, the brand’s first
opening in a mainland European travel location,
followed by a second opening at Gatwick
Airport in December 2023.

Validation of our net-zero targets

Our net-zero targets have been validated by
the Science Based Targets initiative (SBTi), the
global body for validating emissions reduction
targets in line with the latest climate science.
Importantly, our near- and long-term net-zero
targets cover GHG emissions across our value
chain (Scopes 1, 2 and 3), including upstream
supply chain and downstream end-use.

Corporate governanceFinancial statementsStrategic reportOverview06

SSP Group plc Annual Report 2023

Investment case

Why invest
in SSP? • Operating in an industry

1
Leading market positions
in growing food travel sector

with long-term structural
growth trends.

• Exposure greatest to air, domestic
and leisure travel where trends
are most supportive.

• More than 20 global market-
leading positions in travel
food markets.¹

2
Strong business platform

3
Clear strategy for growth
and returns

• Years of specialist know-how
in an environment with a highly
complex operating model.
• Diverse client base, typically

seeking a large tender size, and
many long-standing relationships.

• Flexible and extensive brand
portfolio, which we constantly
enhance to meet different
client requirements.

• Business model focused
around delivering growth
and maximising returns.
• Well positioned to benefit

from growth trends, particularly
in the USA and Asia Pacific.
• Secured pipeline to deliver new
business growth, shifting our
mix of business towards higher
growth markets.

30%

60%

expected increase in
passenger levels in N.
America v.2019 by 2030

expected increase in
passenger levels in Asia
v.2019 by 2030

c.600

locations across the world

c.110new contract wins in 2023

* IATA, IATA PAX-IS, Oxford Economics, expert interviews.

1 SSP Rights Issue Prospectus, 17 March 2021.

Read about our markets on pages 12-15 and
find our regional reviews on pages 32-39.

Read more about our brand and client
relationships in our strategy section pages 18-27.

Read more about our growth strategy
in our strategy section pages 18-27.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Investment case

4
Disciplined financial
framework

5
Sustainability embedded
in what we do

6
Engaged, diverse and talented
leadership team

7
Strong financial performance

• Highly disciplined use of capital.
• Clear priorities for capital

allocation, including restarting
ordinary dividend payments
for 2023.

• Sustainability Strategy covers
three priority areas: Product,
Planet and People.

• Global targets for 2025 in each
area, and our science-based
target to reach net-zero GHG
emissions across our value chain
(Scopes 1, 2 and 3) by 2040, from
a 2019 base year.

• Highly experienced and diverse
leadership team, with a balance
of recently appointed and
well-established leaders.

• Broad range of experience across
the F&B, travel, hospitality and
retail industries.

• Sales volumes recovering rapidly

to pre-Covid-19 levels.

• Our KPIs demonstrating a rapid
rebound as revenue recovers.
• Balance sheet strengthened.

3-4 years

average discounted payback on new growth
investment

AMSCI A-rating

108%revenue as % of 2019 levels

Read more about our financial performance
in the Financial review pages 57-65.

Read more in our 2023 Sustainability Report,
including our ESG ratings on page 65.

Read more about our Group Executive Committee
in the Governance Report starting on page 80.

Read more about our financial performance
in the Financial Review pages 57-65.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Strategic Report

Stakeholder engagement
and Section 172 statement
Task Force on Climate-related
Financial Disclosures

57 Financial review
66

Risk management
and principal risks

78 Viability statement
79 Non-financial

and sustainability
information statement

Corporate governanceFinancial statementsStrategic reportOverview09

SSP Group plc Annual Report 2023

Chair‘s statement

The SSP team has delivered excellent
results and made significant progress
on the business’ strategic priorities.

Dear Shareholders,
2023 has been a year of strong and sustained
growth for SSP. Patrick and the SSP team have
delivered excellent results and made significant
progress on the business’ strategic priorities.
On behalf of the Board, I’d like to thank the Group
Executive Committee and the entire SSP team for
their dedication and commitment to fulfilling our
purpose of being the best part of the journey.

Patrick will elaborate more fully in his statement,
but I’m extremely pleased with the progress
we’ve made against the strategy we set out at
the beginning of last year, which has enabled us
to capitalise strongly on the rebound in passenger
numbers. As a result, we saw revenues strengthen
significantly, delivering profits (at an underlying
EBITDA level) at the top end of expectations and
underlying pre-IFRS 16 EPS in line with guidance.

Returns to shareholders
Having become more cash generative and having
successfully de-levered the balance sheet to 1.4x
net debt/EBITDA through the course of the year,
we are pleased to recommend the reinstatement
of the year-end dividend at 2.5p per share for the
first time since the pandemic.

People and Culture
Our colleagues are the heart of our business,
and having a skilled, committed and engaged
workforce is critical to our success. We strive to
be a better business and to create a culture which
is more inclusive. We believe that a strong culture
that brings together people with differing skills,
experience and cultural backgrounds makes
for better decision-making. This year, alongside
rolling out diversity, equity and inclusion training
to all of our senior teams across the Group, we
have also built upon the success of colleague
networks launched last year and launched new
ones, including iVibe in the UK and the Global
Women’s Leadership Network. Our commitment
to diversity starts at the top and, to build on this,
we formally amended our Board Diversity Policy,
aligning our targets on senior leadership with the
Board, with a commitment to achieve at least
40% gender diversity by 2025.

Sustainability momentum
This past year, we made good progress against
our sustainability commitments, focused around
three key pillars: Product, Planet, People. A key
highlight was the approval of our ambitious
net-zero targets by the Science Based Targets
initiative. Reaching net zero will be a challenging
undertaking, but we have a clear roadmap for the

next decade and beyond and, with the strength
of our commitment, strategy and partnerships,
we believe we can, together, drive positive change
across the food travel sector. We communicated
our ambitions at our inaugural SSP Investor ESG
event, which I attended earlier this year. More can
be found in our Sustainability Report, also
published today.

Governance
Our strategy is underpinned by a commitment to
operate to a high standard of corporate governance,
accountability and transparency and the Board
is responsible for ensuring this is the case.
The Board and I were hosted by our teams in four
different countries for site visits during the year
(in the USA, India, Norway and Ireland), which
presented us with an excellent opportunity to
see the business first-hand and engage with our
colleagues. I was personally struck by how many
view their teams as their family and the care
and compassion they have for each other. Judy
Vezmar, our Independent Non-Executive Director
for Workforce Engagement, held additional
in-person and virtual meetings with colleagues
across the business, bringing insightful feedback
from these sessions to our Board meetings to
feed into our decision-making.

Remuneration
Our approach to reward is to link remuneration
with the Group’s key strategic objectives,
both financial and non-financial, while delivering
long-term, sustainable growth for shareholders.
After a thorough review, we consider that our
Remuneration Policy remains well suited to our
stage of growth and, as such, the updated version
to be put to a vote by our shareholders at our next
AGM will be largely in line with the current policy.
More information on how we ensure that our
approach to remuneration supports our strategy
is available in the Directors’ Remuneration Report
on pages 116-140.

Looking ahead
We have a strong plan to generate growth as
demand for travel continues. Whilst there is an
element of uncertainty, we enter the next year
with optimism, and look forward to hosting our
next AGM on 30 January 2024. Further information
is available in the Notice of Meeting.

Mike Clasper
Chair
5 December 2023

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SSP Group plc Annual Report 2023

CEO’s statement

What’s clear is that we have strong
momentum across the business…
and are fulfilling our purpose of being
the best part of the journey.

Overview
Now having been in the CEO role for nearly
two years, I’ve travelled to more than 20 of our
country markets. This has allowed me to test our
strategy, visit hundreds of SSP outlets across the
world and build stronger relationships with our
clients, brand and joint venture partners and,
of course, our colleagues. What’s clear is that
we have strong momentum across the business.
The travel market has recovered strongly, with
passenger numbers growing sharply across all our
markets, most significantly in North America and
Asia Pacific. We’ve invested in our foundations,
in particular our customer proposition and brand
portfolio, to drive like-for-like sales and have
made considerable progress on our technology
and sustainability agendas. We’ve driven
significant new business gains, completed two
acquisitions and, importantly, we have maintained
our strong focus on operational efficiency, which
has helped us mitigate the impact of very high
levels of cost inflation. Together, this has driven
a strong performance in the year. Thanks to the
skill and dedication of our colleagues, we have not
only delivered at the top end of our revenue and
pre-IFRS 16 underlying EBITDA expectations,
but we are fulfilling our purpose of being the
best part of the journey.

Performance momentum
Our strategy, coupled with an efficient
economic model, has enabled us to deliver strong
performance at Group level. Revenue was £3bn,
a 38% increase on last year at actual exchange
rates. This was driven by strong like-for-like sales
growth of 32%, resulting from the combination
of the continued recovery in passenger numbers,
especially in the air sector, and our strengthening
customer offer and digital proposition. Our
performance was particularly strong in the
second half, when our comparator was more
‘business as usual’ after the rebuild from Covid-19,
with revenue up 25% and like-for-like sales up
19% year-on-year.

Our strongest performance was in the North
America and APAC and EEME regions, with
revenues reaching £669m in North America
(a 47% increase on last year) and £431m in
APAC and EEME (a 74% increase on last year).
In Continental Europe, revenues reached £1,137m,
a 31% increase on last year. In the UK and Ireland,
sales strengthened materially to £774m,
reflecting the higher mix of the air channel, and
despite the disruption from ongoing strikes in rail.

The macro-economic environment continued to
present challenges throughout the year, not least
from inflationary pressures. However, we were
successful in mitigating these challenges to deliver
good margin progression and full year profitability
at the upper end of the range we set out earlier
in the year.

Despite a higher investment in capital projects,
a strong focus on cash and working capital
delivered a free cash outflow of c.£125m, ahead
of our expectations at the start of the year, leaving
pre-IFRS 16 net debt at £392m and leverage at
1.4x (net debt to pre-IFRS 16 underlying EBITDA).
Underlying pre-IFRS 16 EPS was within the
previously indicated range at 7.1p, up 11.6p
versus last year.

A video Q&A with the CEO can be found
by scanning the QR code or online at
www.foodtravelexperts.com/investors/
annualreport

Strategic momentum
This momentum in performance was supported
by the progress we made against our strategic
priorities, focusing on our high growth regions
and channels and enhancing our capabilities
while driving efficiencies.

Geographically, we are continuing to pivot more
towards North America and Asia Pacific and to
pursue selective growth in the UK, Continental
Europe and EEME. In the year, we’ve delivered
strong levels of new business, with approximately
110 new contracts won. Our secured pipeline of
contracts yet to open now represents estimated
annualised revenues of c.£450m. Once fully
mobilised, approximately two-thirds of this
pipeline will be delivered in North America and
Asia Pacific and EEME, where we go to market
with the help of local joint venture partners.
We also completed the strategic acquisition of
the concessions business of Midfield Concession
Enterprises, Inc. in the USA, which was a particularly
important step in expanding our presence in
North America.

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SSP Group plc Annual Report 2023

CEO’s statement

38%

YoY revenue increase

97%

YoY EBITDA increase

Additionally, we opened around 400 units across
all regions, and I’d like to highlight the progress
we made in the Asia Pacific region and in particular
Malaysia, where we opened 29 units in one year
alone. We also entered two new markets – winning
contracts in Iceland and Italy with new units at
Reykjavik Airport and Rome Termini station.

Building our capabilities and driving competitive
advantage has been a key strategic focus, and
we’ve made excellent progress across customer,
digital, people and sustainability. On our customer
offering, we introduced many examples of
on-trend, exciting propositions, such as The Mezz
in Ireland, The Farmers’ Market in the USA, Imm
Rice & Noodle in Thailand and Helsinki food court
in Finland. We also strengthened our relationships
with existing brand partners including Pret A
Manger in Europe and built strategic new ones,
including The Breakfast Club in the UK, BrewDog
in the UK and Europe, and NamNam in Singapore.

We significantly progressed our digital offer,
rolling out Order at Table technology at our bars
and casual dining outlets and adding self-order
units across many of our quick service restaurants.

Our people are crucial to our success, and this
has been a year of important growth for us as we
now count around 42,000 SSP colleagues, a 20%
increase on last year. We made good progress
against our People Strategy, reinforcing our focus
on health and safety, and I’m particularly pleased
that 76% of our colleagues completed our
Colleague Engagement Survey, in which we
achieved an overall score of 3.98 out of 5.

Well positioned for future momentum
The key relationships we have with our clients,
brand and JV partners and teams has enabled us
to deliver a strong performance and will help us to
deliver future growth. I would like to thank all SSP
colleagues, from the management teams to every
team member in our units, for their hard work,
commitment and invaluable contribution to the
business during the year.

I’m very pleased with the continued momentum
on our Sustainability Strategy, and the good
progress we’ve made towards the delivery of
our sustainability commitments. We have a clear
plan of action to achieve net-zero GHG emissions
across our value chain by 2040, and our near- and
long-term targets have been validated by the
Science Based Targets initiative.

Finally, running efficient operations remains part
of our DNA, and this year, we relaunched our
multi-year value creation plan, which supports
the delivery of strong profit conversion.

There is good momentum across the business
as we enter 2024. Our focus on higher growth
markets such as North America and Asia Pacific,
as well as our ongoing efforts to enhance our
competitive advantages and increase efficiency,
is delivering results. Looking ahead, though the
macro-economic environment remains challenging,
we continue to see significant opportunities for
SSP to drive sustainable long-term growth and
returns for the benefit of all our stakeholders.

Patrick Coveney
Group CEO
5 December 2023

Corporate governanceFinancial statementsStrategic reportOverview12

SSP Group plc Annual Report 2023

Understanding
our market

Our marketplace

Our core market is food and
beverage provision in travel-related
locations worldwide, principally
within the air and rail channels.

Pre-pandemic, the global food travel market was
valued at approximately £23 billion of revenues
(2019), of which approximately 80% was in air
and 20% in rail.¹

In 2023, c.70% of our business was in the
air sector and c.25% was in the rail sector,
with around c.5% from other areas, including
motorway service areas (MSA), in-flight catering,
retail, lounges and on-board rail catering.

Within this marketplace, our clients are the
owners of the airports, rail stations and other
locations at which we serve our customers –
those who purchase the food and beverages we
sell. While our commercial relationship is with the
client, we have a mutual interest in delighting
customers with quality and choice.

SSP’s share represents c.11% of the total
market. It is a very fragmented market, with
the top four participants having just over a
third of total revenues and a long tail of local
and single-brand participants competing
within regional travel markets.

Total market in 2019¹

Autogrill
(now part of
Avolta)
SSP
Areas
Lagardère
Others

c.70%

percentage of our business in the air sector
in FY23

£23bn

1 SSP FY2019 (excluding Other Channel); Autogrill 2019 (excluding
Motorways); Areas (Elior) 2018 (excluding motorways); Lagardère
Travel Retail 2019 (estimated food service revenue).

c.25%

percentage of our business in the rail sector
in FY23

c.5%

percentage of our business in other areas in FY23,
including MSAs, hospitals and shopping centres,
in-flight catering, non-travel convenience retail,
lounges and on-board rail catering

Corporate governanceFinancial statementsStrategic reportOverview13

SSP Group plc Annual Report 2023

Food travel sector trends

Understanding our market

Positive travel momentum across the world
In 2023, global travel demand recovered strongly
with a pronounced build back everywhere,
particularly in North America and Europe where
air travel volumes are approaching 2019 levels.

We saw significant growth in passenger numbers,
and this is predicted to continue, with global air
passenger traffic expected to reach 2019 levels
by 2025.²

In particular, leisure, domestic and short-haul
travel has led the recovery in the travel sector.
As a result, we have seen a reweighting of our
business towards leisure. The long-term rising
trend in leisure travel plays well to our model,
with leisure customers tending to have longer
dwell times and indulging in F&B as part of their
holiday experience.

Business and long-haul demand is also recovering,
albeit at a slower pace, and in the past year
particularly, we have seen ‘bleisure’ travel emerge:
extending a business trip into a holiday or remote
working. A recent survey found that 25% of
travellers in the UK and Australia had extended
their business trip for leisure purposes, 50%
of travellers in the USA and almost 75% of
travellers in India.³

The travel industry benefits from long-term
structural growth
The markets we operate in are fundamentally
attractive, and this is reinforced by the positive
momentum we are seeing in the travel sector.

In the medium term, North America and Asia
are expected to show the strongest growth. The
passenger levels in Asia are expected to increase
by 60% compared to 2019 levels by 2030 and by
30% in North America.⁴

We expect growth in our markets will be
underpinned by longer-term trends, including:
• rising incomes in India and in emerging markets

across Southeast Asia

• growth in low-cost carriers, leading to

increased consumption in airports and higher
demand for grab ‘n’ go food to eat on the plane

• major investment in travel infrastructure

by both airlines and airports

• within airports, a shift in space allocation
from retail towards food and drink.

Strong demand for food and drink experiences
Customers and businesses face multiple
economic headwinds, with increasing inflation
impacting customer spending power. However,
we believe our markets are fundamentally
resilient to these pressures given the continued
willingness to spend on travel.

The recovery has been driven by high-income
households, which now place a greater
importance on travel than before the pandemic:
people with higher income (higher than 200%
of the median income) strongly agree that ‘travel
has become more important since the pandemic’.

They are more willing to discover new experiences
and are less budget-conscious when travelling.
They are also prepared to ‘trade up’ for premium,
innovative and interesting new experiences, and
they now place greater importance on travel than
before the pandemic.⁵

We know that food and drink experiences
when travelling are also increasingly important
to customers. More than half of travelling
customers see eating and drinking at the airport
as an important part of their journey. More than
80% of customers we recently surveyed are now
likely to buy food and drink at the airport, with a
growing proportion seeking out more ethical and
sustainable food.⁶ Because of longer dwell times,
customers also spend more time consuming food
and drink at the airport than they used to before
the pandemic. This is contributing to higher
demand and an average increased spend
per customer.⁷

2
3

Airports Council International, data as of June 2023.
Skift Research, data as of April 2023. Survey conducted in March
2023, n: US= 507, UK= 458, Australia= 414, India= 445.
IATA, IATA PAX-IS, Oxford Economics, expert interviews. Data as
presented at SSP Group 2022 Preliminary Results.

5 Source: YouGov, Global Travel and Tourism Whitepaper, 2023.
6 SSP’s Food Travel Insights Survey, 2022.
7 SSP’s Food Travel Insights Survey, 2022.

Corporate governanceFinancial statementsStrategic reportOverview14

SSP Group plc Annual Report 2023

Key trends in our markets

Several trends influence and
impact our sector and our business.
We monitor and adapt to these
trends to meet ever-changing
stakeholder expectations.

Understanding our market

Concerns over economic context

Health and wellbeing

Rising inflation and interest rates have been
a significant concern globally since spring 2022,
impacting the wider macro-economic environment
and customer spending and leaving economic
optimism at an all-time low.

However, the impact of inflation is affecting
our customers differently. As noted previously,
air travellers are on average more affluent than
the general population, which makes them less
price-sensitive, and they are willing to trade
up for premium, innovative and interesting new
experiences. Our research shows that 40% of
customers are willing to pay more for the best
quality food and drink.¹⁰

How we are responding
• Tiered approaches to our proposition: We have
a tiered approach to our offer to cater for all our
customers’ needs. Our wide portfolio of brands
has options for different budgets; from
affordable healthy grab ’n’ go outlets and food
courts where customers can find a variety
of options in one location, to casual dining
restaurants. We are constantly developing our
portfolio to ensure we have a mix of value and
premium brands to respond to the needs of our
different customers. We are also optimising our
menus to include premiumised items and more
affordable options. Our ‘good, better, best’
approach means we can offer an exciting,
tasty experience to suit everyone.

We operate in a dynamic sector, in which customer
and client needs are constantly evolving. Customers
are increasingly aware of the importance of a
healthy diet, with 67% of customers in our Food
Travel Insights Survey saying they want healthy
food and drink options when travelling.

This ‘health-conscious’ approach is now key
for our customers, who are looking for nourishing
whole foods in line with their healthier lifestyle
choices. They are looking for transparency and
clear nutritional information, so they can make
informed decisions when selecting food options
that meet a wide range of dietary needs and,
importantly, food that is appealing and
tastes good.

Read more about how we are supporting our
colleagues and customers on pages 43 and 42.

Additionally, the increased penetration of
connected health wearables makes it easier for
customers to use technology to measure their
health. The use of scanning apps to analyse the
health score of food products has also helped
people to understand more about healthy,
whole foods.

10 SSP’s Food Travel Insights Survey, 2022.

How we are responding
• A Better Choice: In 2023, we launched our
‘A Better Choice’ toolkit, which uses simple
iconography to help our customers more easily
identify healthier menu options. It is based
on best practice from our Norway business.
‘A Better Choice’ labelling emphasises fruits,
vegetables, whole grains and a variety of
protein foods, such as seafood, lean meats
and poultry, eggs, legumes, soy products, nuts
and seeds. It also highlights food choices lower
in added sugars, sodium, saturated fats,
trans fats and cholesterol.

• Opening new wellness-orientated outlets:
We are adding brands to our portfolio which
focus on wellness and healthier offerings.
For example, in 2023, we expanded Soul & Grain
in the UK with openings in Bristol, Newcastle
and London City airports.

Read more about how we are embedding
sustainability into our customer proposition
on pages 15-23 of our 2023 Sustainability Report.

Corporate governanceFinancial statementsStrategic reportOverview

Key trends in our markets

SSP Group plc Annual Report 2023

Understanding our market

Increasing digital competency

Climate protection

Travellers are largely connected and rely on their
digital devices during their journey. They are more
likely to spend time on the internet while consuming
food and drink at the airport than talk to someone
and they expect to find charging points and Wi-Fi
access at every step of their journey.¹¹

Digital services are important to customers to
simplify their journey, with one in five declaring
it is important for them to be able to order food
digitally.¹² Separate stages of a customer
journey are being rolled into a single, seamless,
tech-enabled interaction, and customers can
now browse menus, customise orders and
track preparation and delivery for a more
personalised experience.

Digital ordering systems such as OAT
(Order at Table) and digital kiosks in quick service
restaurants can give back control to customers
and alleviate the time and space pressures
they’re under when travelling.

How we are responding
• Rolling out digital ordering technology:

We are continuing to roll out digital ordering
and payment systems. We also started to
incorporate the use of Artificial Intelligence,
enabling us to pitch more relevant menu
options to customers through digital ordering
and driving up transaction values.

• Simplifying our customers’ journey: We want
to make sure connected customers find the
ease they’re looking for when travelling. For
example, we are equipping our sit-down units
with charging points and USB ports.

Changes in the Earth’s climate are being observed
in every region and across the whole climate
system.¹³ Biodiversity loss is exacerbating the
issue as it reduces the capacity of ecosystems
to adapt and build resilience.

The role of food systems and agriculture as
central to climate action efforts was a key part
of the agenda at the COP28 Climate Summit in
2023. This is supported by a growing body of
evidence showing that a shift to sustainable
diets can deliver a triple win for climate, nature
and health.¹⁴

Read more about our digital innovations
on page 24.

11 SSP’s Food Travel Insights Survey, 2022.
12 SSP’s Food Travel Insights Survey, 2022.

People are increasingly concerned about how
their choices and purchases affect the environment,
individuals and communities, both locally and
globally. Our customers want to know how their
food is produced, transported and processed,
and how they can limit their own environmental
impact, avoid animal suffering and help tackle
climate change.

While we are acutely aware of the impacts
of the aviation industry on our environment
and biodiversity, we have an opportunity to work
together to drive positive change and make the
airport experience as sustainable as possible.

How we are responding
• Science-based net-zero target: We have
a science-based target to reach net-zero
greenhouse gas (GHG) emissions across our
value chain by 2040, from a 2019 base year.
With nearly 90% of our footprint relating
to indirect Scope 3 emissions, we are
collaborating with our suppliers, clients and
brand partners to drive emissions reductions.
• Reimagining food for people and the planet:
We are taking an integrated health and climate
approach to developing our F&B offerings,
focused on: sourcing, recipes, menus and brands.
In 2023, we partnered with Klimato, a leading
provider for calculating the carbon footprint
of our recipes using a comprehensive database
of country-specific, peer-reviewed life cycle
analysis data. We are using the insights to
identify areas where we can reduce the impact
of our existing recipes or develop lower-impact
alternatives, while maintaining customer appeal.

Read about our net-zero strategy on pages 28-29
and pages 28-33 of our 2023 Sustainability Report.

IPCC, 2022: Climate Change 2022: Impacts, Adaptation and
Vulnerability. Contribution of Working Group II to the Sixth Assessment
Report of the Intergovernmental Panel on Climate Change.
(a) EAT (2019). The EAT-Lancet Commission on Healthy Diets From
Sustainable Food Systems; (b) WWF-UK (2023). Eating for Net Zero:
How diet shift can enable a nature positive net-zero transition in the UK.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Our business model

Delivering sustainable value for all stakeholders

Our competitive advantages

What we do and how we do it

Leading market positions
We have leading positions in some
of the most attractive sectors of
the travel food and beverage market,
underpinned by our extensive brand
portfolio and established management
and operational teams across
37 countries.

Food travel expertise
We provide a compelling proposition
for both clients and customers
based on our culinary expertise.
This includes a deep understanding
of what our customers want, an
extensive offering of brands and
concepts to meet these needs, and
expert knowledge of operating in
complex and logistically demanding
travel environments.

Long-term client
relationships
Our principal clients are the owners
and operators of airports and railway
stations, but we also have a presence
in motorway service areas, hospitals
and shopping centres. We have excellent,
long-standing relationships with many
clients and have high success rates
in retaining our contracts.

Skilled and
engaged colleagues
Our c.42,000 colleagues have a
broad range of skills and experience
spanning the food and beverage,
travel and retail industries. In all
our markets, we employ dedicated
teams of senior managers focused
on business development, sales,
marketing and operations.
Our managers are supported by
experienced, locally-based teams.

Local insight and
international scale
We have a deep knowledge of the
individual markets in which we operate,
which is further enhanced by our
relationships with JV partners in select
countries across Asia Pacific and EEME,
as well as in the USA. Our strong local
presence enables us to understand our
customers’ tastes and needs, maintain
close relationships with clients and
brand partners and creates a ‘sense
of place’ in our units. Our international
presence also gives us scale and
additional expertise.

We have years of specialist know-how in travel environments with a highly complex operating model.

Set up the right brands and concepts in the right locations

Understanding customer needs
We commission surveys, such as
our Food Travel Insights Survey,
to understand our customers’
needs so that we can develop
innovative concepts and brands
aligned with their requirements.
These insights inform our customer
proposition, as we develop
concepts adapted to the needs
of passengers by geographies
and customer segments.

Developing tailored
food solutions
Customer insights enable us
to tailor our offer to each travel
location we serve. Our extensive
brand portfolio includes brands
we own, concepts we create and
local hero and international
third-party brands. We specialise
in travelising menus, bringing
quality food and beverages
to those on the move.

Deliver the best food and beverage experiences in travel

Supplying food, beverage and
other consumables with integrity
The food we serve and products
we sell are primarily sourced from
local suppliers and wholesalers.
We source our products and
ingredients with due care for
the environment and the people
involved in their production
and manufacture.

Providing operational excellence
and superior customer service
We operate F&B units within our
clients’ travel locations, delivering
efficiency and performance to
clients, brand partners and
colleagues. The quality of our food
and high service standards help us
to maintain and extend existing
contracts and win new business.

Corporate governanceFinancial statementsStrategic reportOverview17

SSP Group plc Annual Report 2023

Our business model

Creating long-term sustainable growth and returns
through our performance framework

The value we create for our stakeholders

We have a well-established framework, which
underpinned our performance and helped us
deliver a strong track record of shareholder
value creation leading up to Covid-19.

This disciplined approach to financial
management continues to enable us to grow
our business sustainably.

New bu sin
develo p m

Sustainable,
high growth
and returns

rev

Lik

-
f

-
l
i

o n version
P rofi t

Like-for-like revenue growth
• Brand portfolio enhancement
• Range and menu optimisation
• Customer research and insights
• Implementation of digital

customer solutions

Profit conversion
• Gross margin optimisation
• Labour and overhead efficiency
• Managing rent and franchise fees
• Technology and automation

Cash flow generation
• A high conversion of profitability

to cash

• Reinvesting to enhance our
competitive strengths

• Prioritising organic expansion
• Allocating cash to maintain a

strong balance sheet and create
shareholder value

New business development
• Contract renewals
and extensions

• Mobilisation of existing pipeline
• New contract wins
• Disciplined M&A

Customers
By offering great tasting,
nutritious and sustainable
food and drink for people
on the move.

4.2/5.0

Customer feedback score

Colleagues
By being a great place
to work where everyone
can fulfil their potential.

Investors and lenders
By generating sustainable
long-term profitable growth
and returns.

3.98/5.0

score in Colleague
Engagement Survey

2.5p

proposed year-end dividend

Clients
By delivering exceptional
service to their passengers.

Joint venture partners
By helping them grow
their businesses through
new opportunities.

Brand partners
By being their preferred
partner for operating
in the travel sector.

Suppliers
By building mutually
beneficial relationships.

Communities,
NGOs and society
By positively impacting our
planet and wider society.

Governments
and regulators
By supporting local economies
and contributing our
experience and expertise to
areas of policy development.

Find out more about our strategy
on pages 18-27.

Find out more about how we engage
with our stakeholders on pages 40-49.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Our strategy

Our path to long-term success

Remuneration linked to performance
See how the delivery of our strategy is
reflected in our executive remuneration.

Find out more in our Directors’ Remuneration
Report on pages 116-140.

To deliver our purpose and vision, we are focused on growing our market-leading positions in the food travel sector in international markets.
Our strategy is to accelerate revenue growth, including like-for-like and new business growth, which we convert efficiently to drive profit,
cash and economic returns. We will do this by:

Pivoting to high
growth markets

Enhancing business
capabilities; driving
competitive advantage

Delivering operational
efficiencies

Priorities:
• Increasing focus on air channel
• Accelerating growth in North

America and targeted Asia Pacific

• Growing selectively in the UK,

Europe and EEME

Priorities:
• Developing great customer

propositions

• Digitising our business
• Supporting our people and culture
• Building a sustainable business

Priorities:
• Revitalising our efficiency

programme

• Optimising procurement
• Utilising more technology

and automation

Associated KPIs:
• Net gains
• Revenue
• Like-for-like revenue

Associated KPIs:
• Like-for-like revenue
• Colleague engagement score
• Customer feedback score
• Women in senior leadership roles
• Carbon dioxide equivalent

Associated KPIs:
• Underlying profit margin
• Underlying operating profit
• Leverage
• Free cash flow
• Underlying EPS

Associated risks:
1. External environment
2. Labour
7. Mobilisation of pipeline
8. Competition landscape
13. M&A activity
14. Expansion into new markets

Associated risks:
2. Labour
4. Health & safety
9. Senior capability
11. Sustainability

Associated risks:
1. External environment,
3. Supply chain, 4. Health & safety
5. Information security,
6. Compliance, 7. Mobilisation of
pipeline, 8. Competition landscape,
10. Efficiency programmes,
12. Brand portfolio and customer
demand

Read more on pages 26-27.

Read more about our progress on each strategic pillar
on pages 19-27.

Our strategy drives our performance framework
Our disciplined approach to financial management continues
to enable us to grow our business sustainably.

Read more about our business model
on pages 16-17.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Our strategy

Pivoting to high growth markets

Focusing on high growth channels and geographies

c.80%

of new business wins were
in the air channel

c.200

new units won across North America
and Asia Pacific

We are focusing our resource and
investment proactively on high
growth channels and geographies.

Highlights from 2023
• c.80% of new business wins were in the

air channel.

• Won 85 units in North America and 112 across

Asia Pacific.

• Completed the acquisition of the concessions
business of Midfield Concession Enterprises,
Inc. in the USA.

Priorities for 2024
• Accelerate in high growth markets

including North America and Asia Pacific.

• Continue to target selective growth

opportunities in air across the business
and rail in the UK, Europe and EEME.

• Target attractive new markets.

Find out more about our KPIs on pages 30-31
and our associated risks on pages 66-77.

IATA, IATA PAX-IS, Oxford Economics, expert interviews.
Data as presented at SSP Group 2022 Preliminary Results.

The future growth and returns of our business
will be principally driven by the air channel.
Several trends in the sector make the air channel
particularly attractive:
• more airports being built and more space
being allocated to food and beverage and
with greater prominence

• the removal or reduction of in-flight catering
leading passengers to consume more food
and beverages pre-flight

• increased air-side dwell time due to increased
airport security requirements and airport
investments to improve speed of processing
security clearance.

As the travel market recovers, the fastest growth
in the air channel is expected to be in North America
and Asia, regions where passenger levels are
forecast to grow by 60% compared to 2019 levels
by 2030 in Asia and by 30% in North America.¹

To reflect this, we identified the following
regional priorities:
• accelerate growth in North America and

in targeted Asia Pacific countries

• grow selectively in the UK, Europe and EEME.

We see considerable opportunity to build on our
strong platforms in our large developed markets,
notably in North America, where we have a low
market share and a unique business model. We
are also looking to expand rapidly in Asia Pacific.

Client expansion projects and investment
in developing new infrastructure are expected
to be a long-term focus area for our industry.

Our strong financial position and track record
of delivery for clients put us in a good position
to capitalise on these growth opportunities.

We have a track record of delivering profitable
new space and in the three years before Covid-19,
we added c.5%-6% of revenue from net gains
annually. We invest in contracts with the right
strategic fit and that are expected to deliver
financial returns in line with our criteria, which
includes a 3-4 year discounted payback. Selective
and disciplined infill M&A is an important part
of our strategy to gain market scale.

Strong levels of new business development
In 2023, c.80% of our new business wins were
in the air channel (by contract value), and we won
contracts with 14 new airport clients, including
Dulles Washington Airport in the USA, Calgary
Airport in Canada, Menorca Airport in Spain and
Krabi Airport in Thailand.

Geographically, we are making good progress
in accelerating growth in North America and
selected Asia Pacific markets, underpinned
by adding new business development capability,
proactive but disciplined capital allocation and
strong JV partnerships. We have expanded our
presence in the USA, with new wins at Fresno
(California), Portland (Oregon) and Lubbock
(Texas) airports. Consistent with our strategy
of accelerating growth in North America, we
announced the acquisition of the concessions
business of Midfield Concession Enterprises, Inc.
in the USA.

Corporate governanceFinancial statementsStrategic reportOverview
20

SSP Group plc Annual Report 2023

Pivoting

to high growth markets continued

Focusing on high growth channels and geographies continued

Our strategy

with clients and government. They contribute
to the capital costs of expansion in addition
to taking a share of profitability.

Strategy in action
Growing our business in India

In Malaysia, we built on our existing presence
at Kuala Lumpur Airport with two additional wins
in new terminals. In Europe, we secured our first
contracts in Iceland at Reykjavik Airport and Italy
at Rome Termini station, bringing our footprint
to a total of 37 countries.

Our secured pipeline of contracts yet to open
now represents estimated annualised revenues
of c.£450m. Once fully mobilised, approximately
two-thirds of this pipeline will be delivered in
North America and APAC and EEME. In these
markets, we frequently operate with joint venture
partners whose attributes include local knowledge,
access to brands and concepts, and relationships

Selection of new locations secured this year

We have also maintained high retention rates
on contracts. For example, we had renewals
(and therefore net gains) momentum in the UK and
Europe with important and high-profile contract
retentions at Cardiff, Newcastle, London Gatwick,
Liverpool, Trondheim and Marseille airports.

Developing a great customer proposition is key
to winning and renewing contracts. We are focusing
on improving our casual dining and convenience
retail offer, which is driving more new business.

Detroit
Metropolitan
Wayne County
Airport

Kelowna
Airport

Calgary
Airport

Fresno
Airport

Philadelphia
International

Dulles
Washington
Airport

Lyon
Part-Dieu
Station

Menorca
Airport

Zurich Station

Rome Termini Station

Cleveland
Hopkins
International

Krabi
Airport

India is a market experiencing rapid growth
and offers a significant opportunity for
SSP through our joint venture partnership,
Travel Food Services (TFS).

We have operated in the Indian market
since 2016 through TFS, in partnership with
K Hospitality, and we are now operating in
14 airports including Mumbai and Chennai.
Benefitting from the recovery of passenger
levels, our business in India has seen rapid sales
growth since our market entry and is now our
second largest market by unit numbers.

Building on our presence in the country, we won an
important tender as part of an expansion project
at Delhi Airport for nine F&B units. Delhi Airport
is the busiest airport in India, with substantial
domestic and international traffic. The new units
will include a prime food court, gathering a mix
of local and international brands that will be built
as part of the terminal expansion. We also won
a contract to open a convenience retail outlet.

Additionally, we secured new contracts at
Bengaluru, Hyderabad, Goa and Mopa airports.

Corporate governanceFinancial statementsStrategic reportOverview21

SSP Group plc Annual Report 2023

Enhancing business capabilities; driving competitive advantage

Developing great customer propositions

Our strategy

100+

international brand partners

4.2/5.0

customer feedback score

Through our deep customer insights,
food travel expertise, extensive
portfolio of brands and innovative
concepts, we deliver leading food
and retail propositions aligned
to our clients’ needs and goals.

Highlights from 2023
• Rolled out our customer feedback tool,

Reputation, across 14 markets.

• Achieved a global Reputation score of 4.2/5.0.
• Secured new brand partnerships, including

NamNam and The Breakfast Club.
• Won more than 20 awards at industry

conference FAB across best bar, casual dining
restaurant and health-centred offer.

Priorities for 2024
• Expand our global brand partnerships.
• Finalise the refresh of our key own-brands,
including Upper Crust, to continue meeting
our customers’ needs.

• Develop our retail and lounge expertise,

with a focus on local knowledge.

Find out more about our KPIs on pages 30-31
and our associated risks on pages 66-77.

We put the voice of the customer at the heart
of everything we do, so we can provide the brands,
menus and experiences to meet their needs and
ensure we’re the best part of their journey.

which is detailed in the case study. We are also
scaling up our lounge offer and have won several
new contracts in our high growth regions to
operate lounges, including Malaysia and India.

Strategy in action
Rolling out our retail
concept ‘Point’ globally

Our broad portfolio of global, regional and local
brands, to which we are constantly adding new
and innovative concepts, enables us to meet
both client and customer expectations. We work
closely with our clients to develop formats and
concepts that offer customers quality food and
beverage and a great overall experience. This is
critical to retaining existing business with our
clients and winning new business.

To make better informed decisions, we have
invested heavily in gathering customer insights
and trends. In 2022, we undertook our largest-ever
customer survey, which we are using to develop
our propositions. We are also leveraging the
feedback we receive from customers through
our customer listening tool, Reputation.

Diversifying our formats
Our ‘Food Travel Insights Survey’ highlighted the
value of bringing new and exciting experiences
to customers. Continuing to innovate and develop
new formats with ‘travelised’ menus is central
to enhancing our customer proposition and we
continued our good progress in this area. This
year, we worked on enhancing our casual dining
offer and opened new concepts including Hunt
& Fish Grill in the USA and NamNam in Singapore.
We have also made significant progress in
developing our convenience retail offer. We are
rolling out our SSP-owned retail concept Point,

Strengthening partnerships with clients
and brand partners
Brand partners are integral to our success and
in 2023, we secured several new partnerships,
including The Breakfast Club and independent
craft brewer BrewDog, which bolster our casual
dining and bars offer in the UK and Europe.

Building long-term, trustworthy relationships
with our brand partners is important as we work
closely together to build a quality F&B offer that
meets our customer needs. This year, we acquired
the right to develop the Pret A Manger franchise
in German-speaking Switzerland and we now
run 22 outlets with the brand under franchise
across Europe.

Developing innovative concepts
We are also curating new concepts, including food
halls that combine multiple brands in one location.
For example, in July we opened The Mezz at Dublin
Airport, an innovative street food concept offering
four different brands. The menu, service style and
layout of The Mezz have been carefully curated
to maximise operational efficiency, offering
quick and consistent service to high volumes of
customers, while maintaining great quality food
and excellent customer experience. All orders are
made through self-guided kiosks and prepared
in a central kitchen, enabling a quick order to
collection time of less than three minutes.

With retail operations in Norway, Germany,
Sweden, Spain, UK and India, we are experts in
running retail convenience units, under franchise
and through our own brands. Retail already
accounts for around 15% of our sales and as
the lines between retail and F&B are blurring,
we see great opportunity to strengthen our
retail expertise. We have started the rollout of
our own convenience retail brand, Point, across
our markets and aim to bring ‘freshly made food
to go’ to the convenience sector.

Point’s motto is to be ‘fast, fresh & local’ and
it is designed to help travellers shop quickly,
find delicious freshly made food and a range
of global and local hero products. From an
initial presence in the Nordics, we now operate
28 Point units and are set to open new stores
in Zurich and Bangkok.

Corporate governanceFinancial statementsStrategic reportOverview
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SSP Group plc Annual Report 2023

Enhancing

business capabilities; driving competitive advantage continued

Supporting our people and culture

Our strategy

c.42,000

colleagues across the world

3.98/5.00

score in Colleague Engagement
Survey

People are at the core of our business
and we’re committed to ensuring that
SSP is the best part of our colleagues’
career journey.

By the end of 2023, we employed approximately
42,000 colleagues across the world, of whom
87% were team members or supervisors, 7%
were operations and unit-level management and
the remaining were support function colleagues.

Inclusion
We are building a diverse, inclusive culture
where everyone is welcomed, which reflects
the communities where we operate and the
customers, clients and stakeholders we serve.

Highlights from 2023
• 3.98/5.00 score in our Colleague

Engagement Survey.

• 20% increase in colleague numbers.
• 37% of senior leadership roles held by women.
• Held safety forums in all our markets.
• Launched global careers website

in six countries.

Priorities for 2024
• Introduce new development initiatives
focusing on high-potential leaders.

• Launch our new safety induction training

module across our markets.

• Roll out our global careers website across our
37 countries, for a consistent and simplified
recruitment experience for candidates.

• Continue to embed DE&I across the business
through local action plans and improve social
mobility and representation in our senior leaders.

Find out more about our KPIs on pages 30-31
and our associated risks on pages 66-77.

Our approach to being the best part of our
colleagues’ career journeys is set by our People
Strategy, which we launched in 2021 and is
underpinned by our values. This year, we have
continued to develop this strategy and have
worked to embed it across our global business.
In particular, we have strengthened our capabilities
across several areas, including safety, colleague
recruitment, retention, inclusion, engagement
and skills development.

Attraction and retention
We have also enhanced our processes to ensure
we continue to attract, recruit, and retain talent.
To support our growth, we have implemented
extensive recruitment, induction and skills training
for new colleagues across our key markets.

We have further developed our Employer Brand
and launched our global careers website through
which we advertise all vacancies in one location.
The site is live for six countries and will be rolled
out to most of our 37 countries by the end of 2024.

We are proud of the progress we have made
on gender diversity. We’ve exceeded the Board
diversity target set by the FTSE Women Leaders
Review, with 50% female board representation,
and we have met the Parker Review ethnicity
target with one director from an ethnic minority
background. In addition, 37% of our Group
Executive Committee and their direct reports
are women. To build on this progress, the Board
formally amended its Board Diversity Policy to
include a new objective to achieve 40% women
in senior leadership roles by 2025.

We recognise that we need to provide a safe space
for colleagues to share their experience and build
relationships. As well as our Global Inclusion
Council, we also have a number of colleague
networks, including iVibe, which celebrates
multiculturalism, LGBTQ+ networks in the UK and
Denmark, and a new Global Women’s Leadership
network. These networks help us spearhead
influential DE&I conversations to drive lasting
change across our business. Each network has a
12-month roadmap, a dedicated Chair or co-Chair,
and an executive sponsor to ensure this focus
is aligned to wider business priorities.

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SSP Group plc Annual Report 2023

Enhancing

business capabilities; driving competitive advantage continued

Supporting our people and culture continued

Our strategy

Engagement
We carried out our third global engagement
survey at the end of the first half of 2023, and our
first in partnership with Gallup, who are industry
leaders in colleague engagement. Over three-
quarters of our colleagues took part. Gallup
measures engagement using the ‘Q12 index’ which
is a score out of 5. We registered an overall score
of 3.98. As a result of the survey, we identified
areas for improvement and developed action
plans in collaboration with our senior leadership
teams. The survey results were cascaded down
to regional, country, site and team-level, with
listening sessions held to encourage open and
honest discussions.

Training and development
In 2023, we implemented new initiatives,
including the rollout of our High-Five customer
service training across the globe, our Team
Leaders Development Programme in the UK and
focused on developing engaging and accessible
training materials.

‘Learning by doing’ is widely recognised as the
most effective way of learning. To encourage
learning and improve the accessibility of our
programmes, we piloted a gamified customer
service training for our colleagues in the Nordics.
95% of colleagues who conducted the training
agreed that it helped them understand how they
can provide great customer service. We are now
rolling out our gamified training platform to the
DACH region, with plans to launch it in all our
Continental Europe markets.

Safety and wellbeing
Collaborating closely with our colleagues, clients,
brand partners and suppliers, we are dedicated
to fostering a positive safety culture at all levels
of our business.

We maintain the highest food safety standards,
aligned to the Hazard Analysis Critical Control
Point management system, an internationally
recognised standard. For customer safety, we
ensure our colleagues are fully trained and that
our processes comply with all government
requirements and guidelines.

Throughout the past twelve months, we have
invested significantly in our resources and
capabilities. We have enhanced our Group Safety
team and put in place new ways of working, which
will enable us to identify and share best practice, and
stronger processes for data sharing and reporting.

We’ve rolled out our Global Safety Governance
and Management Framework, a global initiative
driven by our Board and Leadership teams and
operational colleagues. The framework defines
clear accountability and responsibilities at all
levels – from local markets to Group – with
downward support and upward visibility. Our
CARE (clarity, accountability, report, experts)
principles guide our approach.

Our efforts are focused on optimising pre-existing
safety procedures while introducing new ones:
• we appointed a Group Safety Director in

May 2023

• we conducted safety training workshops

across our Asia Pacific region and held Safety
Forums in all our markets

• analysing existing strategies such as the

CARE Framework, we’ve implemented a serious
incident escalation process, from country to
Group level

• the Group Safety Data app, our internal incident
report app launched in 2022, has facilitated
prompt support for colleagues and improved
the collation of incident statistics, resulting
in enhanced safety check-ins and increasing
report frequency from quarterly to monthly
• our Group Safety team carried out visits to
12 markets to meet with local safety leads
• we delivered regular communications and

campaigns, including for World Food Safety Day.

Our approach to safety extends beyond the physical
safety of our colleagues, encompassing their
overall wellbeing. We enhance employee wellbeing
through health-related initiatives pertinent to
each market, such as mental health camps, first
aid training, occupational health assessments and
counselling provisions, which are available to
most colleagues, depending on the market.

In 2023, the majority of our operating markets
had colleague wellbeing programmes, tailored to
local needs. Our local programmes are supported
by global campaigns and toolkits to drive common
awareness and understanding across the Group.

Find out more about safety and wellbeing on
pages 44-46 of our 2023 Sustainability Report.

Strategy in action
DE&I leadership development
workshops

From March 2023, we delivered a series
of internal workshops to help our regional
leadership teams (top 150 leaders) understand
the importance of DE&I, helping them navigate
their own personal journey around these topics
and explore available market data.

A key deliverable from the workshops was the
creation of country-specific DE&I action plans.
Each region now owns the delivery of their
DE&I action plan, with regional CEOs reporting
updates and progress at Group Executive
Committee meetings, and regional updates
through the Group Inclusion Council.

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SSP Group plc Annual Report 2023

Enhancing

business capabilities; driving competitive advantage continued

Our strategy

Our digital solutions give back control to travellers over how
they spend their time when they are travelling. This is why we
are continuing to roll out digital ordering solutions and investing
in optimising the customer journey, putting digital at the core
of their experience.
Mark Smith
Chief Digital and Technology Officer

Digitising our business

To better serve the needs of our
customers and drive sales, we are
rolling out customer-facing digital
solutions and upgrading our
internal systems.

Highlights from 2023
• Increased number of digital ordering points,

enabling 12.6% of our sales to be made through
a digital channel.

• Started rolling out our cloud-based till system
• Piloted our SAP finance, inventory and cash

management system in Finland.

Priorities for 2024
• Accelerate the development and

implementation of our digital ordering,
cloud-based till and payment systems.
• Roll out our SAP finance, inventory and cash
management systems across all the Nordics.

Find out more about our KPIs on pages 30-31
and our associated risks on pages 66-77.

Digital devices and services have become part
of the customer journey. Our ‘Food Travel Insights
Survey’ results showed that one in five travelling
customers want to be able to order digitally.
Many travelling customers are sensitive to time
constraints and are often trying to avoid queuing
as part of their travel.

The development of digital ordering capability is
key to our strategy, as it can simplify the customer
journey and allow customers to control their time.
Digital ordering is also important for driving
like-for-like sales. The use of artificial intelligence
(AI), digital information and automated systems
have improved time efficiency and average
transaction value. We are providing our
colleagues with the right digital tools so they
can deliver the best service to our customers
and operate efficiently.

Digitising our customer proposition
To improve the customer journey, we are rolling
out digital technologies such as Order at Table
(OAT), kiosks and self checkouts to give our
customers control over what they order and
how and when they pay. Around 500 of our units
are equipped with digital ordering and payment
systems. In the USA, we trialled an improved
version of our OAT system, which simplifies the
tipping process, an important part of the payment
process in the North American market.

Driving productivity through digital
We launched new digital products and services
to drive like-for-like sales and we are developing
our use of AI to pitch relevant menu options to
customers through digital ordering and drive
up transaction values. To boost colleague
productivity, we have trialled service robots in the
UK and Germany to alleviate pressure during busy
periods by freeing up colleagues for more skilled
tasks. We are also rolling out our new cloud-based
till system, which is improving speed of service
through a better colleague experience and
payment integration. It will also simplify the
integration of digital ordering capability, such as
mobile apps, table and QR code ordering, and is a
true enabler of our digital customer proposition.

Upgrading our internal systems
As well as upgrading the digital experience of
our customers, we are digitising our back office
systems. This year, we have continued to develop
our SAP system to replace our inventory and
operational cash management systems, further
improving efficiency and enabling better controls.
We trialled the technology in Finland, which has
proven a success, particularly with enhanced
inventory and cash management functionality
for our colleagues in units, which enables greater
accuracy of product availability for our customers,
whilst reducing waste and stockholding. Following
the success of the Finnish pilot, we are starting
the deployment of the system across the Nordics.

Strategy in action
Digital at the service
of the customer: ‘The Mezz’

As part of Dublin Airport’s ‘Better Dublin’
renovation programme, we opened ‘The Mezz’,
a new street food concept located in Terminal 2.
The food court is a customer-oriented concept
offering four brands in one place, including
local Irish favourites and new brands we
have developed.

We use digital technology across The Mezz
to enhance the customer experience. Ordering
is quick and easy, and innovative digital kiosks
allow customers to order from each brand in
one place. With the digital screens showcasing
our food and drink offer, customers are guided
to self-order kiosks. The average time from
ordering to collection is under three minutes
and ‘Order Ready’ screens indicate to customers
their collection time at the centralised collection
point, directly linked to the unique kitchen.

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SSP Group plc Annual Report 2023

Enhancing

business capabilities; driving competitive advantage continued

Our strategy

We have set out to take a leadership position in our sector for
sustainability, working in collaboration to drive positive change
both within SSP and across the food travel sector.
Sarah John
Corporate Affairs Director and executive lead for sustainability

Building a sustainable business

Sustainability is an important
strategic priority and crucial for our
long-term success. Our Sustainability
Strategy focuses on our most material
issues under the pillars of: Product,
Planet and People.

Highlights from 2023
• 42% reduction in absolute Scope 1 and 2
GHG emissions (from our 2019 base year)
and net-zero targets approved by the
Science Based Targets initiative (SBTi).

• 34% of our own brand meals are plant-based

or vegetarian.

• Strengthened Human Rights Policy, Supplier
Code of Conduct and due diligence process.

Priorities for 2024
• Implement new Responsible Marketing

Principles and guidelines.

• Pilot carbon recipe assessments and menu

carbon labelling in key markets.

See also our 2023 Sustainability Report for
detailed information on our strategy, targets
and performance.

See also Our journey to net zero on pages 28-29.

PRODUCT: serving our customers responsibly
We are committed to increasing healthy and
sustainable choices, sourcing our products
sustainably and supporting animal welfare.

We have exceeded our 2025 target for 30% of
meals offered by our own brands to be plant-based
or vegetarian, achieving 34% globally in 2023.
Our ‘People & Planet Menu Framework’ provides
practical guidelines for integrating healthier
and more sustainable food and drink options
across our own brands. And, in 2023, we
launched ‘A Better Choice’ toolkit, which uses
simple iconography to help our customers easily
identify healthier or more nutritious options
on our menus.

For our own brands, 49% of tea, 71% of coffee and
80% of hot chocolate are from sources certified to
standards such as Rainforest Alliance or Fairtrade.
In addition, 61% of our own brand fish/seafood is
sourced from certified fisheries and 48% of eggs
for our own brands are from cage-free sources.
We are committed to achieving 100% across all
these areas by 2025.

PLANET: protecting our environment
We are committed to reducing our climate
impacts, transitioning to sustainable packaging
and reducing food waste.

We have a science-based target to reach net-zero
GHG emissions across our value chain by 2040,
from a 2019 base year, as detailed on pages 28-29.

By the end of 2023, c.84% of our own brand
packaging was free of unnecessary single-use
plastic and c.85% was reusable, recyclable or
compostable. We are committed to achieving
100% by 2025.

We are also making strong progress in reducing
food waste, with programmes across all our
markets prioritising food waste prevention in
the first instance. Where we have unsold, surplus
food, we focus on redistribution, such as through
our partnership with the world’s largest food
saving app, Too Good To Go. Since our partnership
began in 2016, we have saved over 1, 200 tonnes
of food from landfill, avoiding the equivalent of
c.3,000 CO2e emissions.

PEOPLE: supporting our colleagues
and communities
We are committed to promoting diversity,
equity and inclusion (DE&I), protecting safety and
wellbeing, respecting human rights and supporting
our communities. Find out about DE&I and safety
e
and wellbeing on pages 22-23 and 104-105.
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In 2023, we updated our Human Rights Policy
and Supplier Code of Conduct with strengthened
global standards, commitments and expectations
for all our business operations, colleagues and
suppliers to adhere to and work towards. These
are aligned to the Ethical Trading Initiative Base
Code, which is founded on International Labor
Organization (ILO) conventions and is an
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rights due diligence process for our contracted
suppliers. Our target is for 100% of high-risk
suppliers to undergo ethical trade reviews by 2025.

We play an important role in the communities
where we operate, supporting them through
charitable partnerships to alleviate food poverty
and other causes. In 2023, we worked with
24 charity partners across 14 countries. In the UK,
the SSP Foundation held a charity gala in 2023,
raising more than £225,000 for FareShare, the
UK’s largest charity fighting hunger and food
waste, and Trussell Trust, the UK’s largest
network of food banks.

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Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Our strategy

Delivering operational efficiencies

Revitalising our efficiency programme

We are committed to operating an
efficient business to ensure our sales
are effectively maximised into profit
and cash.

Running efficient operations is a core SSP
competency and deeply embedded in our culture.
We aim to optimise gross margins and leverage
the international scale of our business by paying
rigorous attention to managing the key costs of
food and beverage, labour and overheads.

Highlights from 2023
• Conducted commercial deep-dives in high-
value units to identify profit opportunities.
• Simplified HR administrative tasks through
the launch of SuccessFactor in six countries.
• Started the global rollout of our Automated

Energy Meter Readers (AMRs).

• Implemented Project Phoenix to optimise

menus and processes in the top-selling units
in North America.

Priorities for 2024
• Deliver value creation plan.
• Optimise procurement.
• Utilise more technology and automation.

Find out more about our KPIs on pages 30-31
and our associated risks on pages 66-77.
Read more in our Financial Review on pages 57-65.

The key areas that we focus on to maintain
an efficient business are:
• Gross margin optimisation
• Supply chain and procurement
• Labour productivity
• Overhead efficiencies

In 2022, we relaunched our value creation plan,
which supports the delivery of strong profit
conversion and underpins our ability to leverage
scale and drive operational margin improvements.
Throughout 2023, we stepped up our approach
with a coordinated global programme and have
progressed many efficiency initiatives across
our business.

1
Gross margin
optimisation
• Menu engineering
• Recipe reviews
• Inflation

management
• Commercial

deep-dives in major
locations

• Improving product

availability

• Lower food waste

2
Supply chain and
procurement
• Inflation tracking
• Supplier and product
rationalisation post
Covid-19

• Compliance post

Covid-19

• Distribution levers

review

• Franchise spend
• Make or Buy
• Specification review

3
Labour
productivity
• Digital rollout
• Scheduling reviews
• Retention

programmes

• Global HR

information system
rollout
• Workforce

Management
• Robotic waiters

4
Overhead
efficiencies
• Installation of smart

energy meters
• Installation of

cloud-based energy
management
systems
• Equipment
replacement
• Zero-based
budgeting

including optimising digital screens, adding signage
to improve passenger flow and adding more
seating. These actions resulted in sales uplift, an
improved customer experience and an increased
average transaction value.

Gross margin optimisation
This past year, we have carried out a broad-ranging
programme of commercial and category
management reviews to maximise sales and
profitability across the Group. In many cases, these
were focused on our larger, higher-value locations
and aimed to deliver value through commercial
analysis, benchmarking and on-site observations.
Cross-functional teams conducted reviews in
France, Spain and the Nordics. In Stockholm
Central Station, we identified key opportunities
at our Ritazza, Upper Crust and Burger King units,

Other margin improvement initiatives included
recipe and menu engineering, improved beer
yields through enhanced training and product
waste management through our Too Good To Go
partnership. We also continued to develop lower
carbon recipes and to make a greater use of
seasonal products. This not only improved margins
but also helped reduce our carbon emissions.
In Denmark, we started including premium items
to our breakfast and lunch menus as well as
‘add-ons’, contributing to increasing the average
ticket value. In North America, we worked closely

with some brand partners to move selected
products to our supply chain to drive efficiencies.

Supply chain and procurement
Our ability to drive efficiencies across our
operations has been even more important in the
high inflationary environment. As supply chains
reopen, our ability to competitively tender has
improved, and we continue to mitigate the impact
of cost pressures by working with our suppliers.
We have also continued to focus on waste
reduction and re-engineering supply chain
logistics, including forward-buying where possible,
price renegotiations, and working with suppliers
to deliver revenue-generating initiatives.

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SSP Group plc Annual Report 2023

Delivering

operational efficiencies continued

Revitalising our efficiency programme continued

Our strategy

Our value creation plan brings the wealth of
knowledge and expertise from across our business
to drive enhanced sales and profitability while ensuring
we don’t compromise on the quality of our offer and
our sustainability objectives.
Sukh Tiwana
Chief Procurement Officer

Throughout 2023, our Chief Procurement Officer,
along with local procurement teams, continued
to monitor the management and mitigation of
our response to supply chain pressures to ensure
cost inflation disruption was kept to a minimum.

Labour productivity
We launched our new global people system
SuccessFactors in the UK, Ireland, Hungary,
UAE, Canada and the USA. SuccessFactors
gathers all our people data in one system, which
enables colleagues to take control of their data
and line managers to manage their team’s
administrative tasks more efficiently. Real-time
information streamlines our recruitment and
onboarding processes.

Overhead efficiencies
To reduce energy consumption, we started
the rollout of Automated Meter Readers to
our units worldwide. The AMRs present three
opportunities: they help minimise our carbon
emissions, aligned with our net-zero ambition;
they drive significant consumption efficiencies;
and they enable energy savings. The AMRs
provide half-hourly energy readings, and UK
trials have showed an average 5-7.5% reduction
in energy consumption and associated costs
where AMRs have been introduced.

Strategy in action
Optimising our menus in North America

Taking learnings from Covid-19, SSP America
has optimised menus in its top 100 bars and
restaurants to deliver quality for our customers
and also drive sales and margins.

Working in close collaboration with brand
partners, we redesigned our menus to optimise
ingredients, included more sustainable options,
and changed recipes to drive margins and limit
waste. We also added templated processes and
introduced a standardised approach to menu
development, adapted to the size of the unit.
Examples of other initiatives include the
development of premiumised menus, ingredient
cross-utilisation, innovative items including
plant-based alternatives and substituting items
according to changes in cost price.

These changes have resulted in an increase
in like-for-like sales and profit margins.

We are embedding our data-driven menu
optimisation and pricing reviews into core
routines. They are informed by customer
and client insights, balancing our commercial
and customer objectives.

Corporate governanceFinancial statementsStrategic reportOverview28

SSP Group plc Annual Report 2023

Our journey to net zero

Reducing our climate impact

42%

reduction in Scope 1 and 2 GHG
emissions from our 2019 base year

reduction in total GHG intensity
(kg CO2e per £m revenue) from 2019

Science-based targets
In 2023, the Science Based Targets initiative (SBTi)
verified our targets to reach net-zero greenhouse
gas emissions (GHG) across our value chain by
2040, from a 2019 base year. This includes:
• Our 2032 near-term target to reduce absolute
Scope 1 and 2 GHG emissions by 60% from a
2019 base year; and reduce absolute Scope 3
GHG emissions from purchased goods and
services and capital goods by 35% within
the same timeframe.

• Our long-term 2040 target to reduce absolute
Scopes 1, 2 and 3 GHG emissions by 90% by
2040, from a 2019 base year.

SBTi-approved targets are those that meet
the Science Based Targets initiative Net-Zero
Standard, which ensures the targets are credible,
transparent and consistent.

Scope 1, 2 and 3 GHG emissions explained
• Scope 1 relates to direct emissions from fuel
burnt on-site (e.g. natural gas), refrigerant
gases and company vehicles.

• Scope 2 relates to indirect emissions from

the generation of purchased energy.
• Scope 3 relates to all indirect emissions –
not included in Scope 2 – that occur across
the value chain, including both upstream
supply chain and downstream end use.

See also Task Force on Climate-related Financial
Disclosures (TCFD), including detailed breakdowns
of our GHG data, on pages 50-56.

Breakdown of Group GHG emissions for 2019 base year

Scope 1 & 2
12%

Scope 3
Purchased goods
and services
78%

Scope 3
Capital
goods
6%

Scope 3
Other*
4%

Total
c.1.1million
tonnes CO₂e

Breakdown of emissions for purchased goods and services

Meat and seafood

Pre-packed food

16%

30%

Dairy

Fruit and veg

Alcohol

Bakery

Beverages

All other

10%

19%

Tonnes of CO2e

100,000

200,000

300,000

* Scope 3 other is comprised of: fuel and energy-related activities (2%), upstream transportation and distribution (0.2%), waste generated in operations (0.4%), business travel (0.1%),
employee commuting (0.5%), end of life treatment of sold products (0.9%), downstream leased assets (0.2%), franchises (0.012%) and investments (0.003%).

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29

SSP Group plc Annual Report 2023

Reducing

our climate impact continued

Our journey to net zero

Reducing emissions
In 2023, absolute GHG emissions for Scopes 1
and 2 reduced by 42%, while Scope 3 emissions
increased by 7%, compared our 2019 base year,
driven by business growth.

Across all three scopes, absolute emissions are
relatively flat compared to 2019, while intensity
across all scopes (kg of CO2e per £m revenue)
decreased by 6% from 2019. We believe this
demonstrates the progress we are making in
putting the right measures in place to ensure that,
as our business grows, we are doing so efficiently
and controlling absolute emissions increases in
line with growth projections set out in our
net-zero roadmap.

In 2023, 30% of our total energy use was from
verified renewable sources. We are also investing
across our business to increase energy efficiency
with our global rollout of Automated Meter
Readers, as detailed on page 27. Several of our
markets are also undertaking major equipment
upgrades to more energy efficient models.
Not only will these equipment upgrades help
to reduce our energy use and Scope 2 emissions,
they will also contribute to reducing embodied
carbon relating to Scope 3 capital goods.

In 2023, we worked with a specialist consultancy
to develop new Sustainable Build Standards for the
design and construction of our units. These focus
on minimising embodied and operational carbon
and incorporating circular economy principles.
We plan to pilot the standards in 2024.

A recipe for net zero
The vast majority of our footprint relates to the
food, drinks and products we purchase for resale.
Meat, fish, pre-packed food and dairy represent
the greatest proportion of our carbon footprint
in this category. Reducing these emissions is
challenging ; yet, we are encouraged by a growing
body of research highlighting the opportunities
in shifting to more sustainable diets.

exclusionary language, like ‘meat-free’, to positive
descriptors focusing on the flavours and
ingredients, can make a big difference.

Our ‘People & Planet Menu Framework’ guides
our approach, offering practical guidelines for
sourcing, recipe development, cooking methods,
menu design and encouraging customers towards
healthier, more sustainable choices.

Research shows this does not mean everyone
must become vegan, but rather advocates for
a more flexible, plant-rich diet with lots of fruits,
vegetables, legumes and wholegrains, some
meat, dairy and lower-footprint seafood, with
limited amounts of foods high in fat, salt and
sugar. As well as helping to deliver on climate and
nature goals, transitioning to sustainable diets
can also benefit people’s health.

In addition, we have partnered with Klimato, a
leading provider for calculating the carbon footprint
of recipes using a comprehensive database of
country-specific, peer-reviewed life cycle analysis
data. In 2023, we began piloting Klimato in the
UK and the United Arab Emirates to evaluate
the CO2e impact of our recipes and identify
areas where we can reduce emissions or develop
alternatives, while maintaining customer appeal.

Guided by this research and drawing upon our
culinary expertise, our focus is on creating great
tasting, healthier and more sustainable dishes
that benefit both people and the planet. This
includes increasing our range of plant-based
offerings, a shift towards lower-impact
alternatives such as chicken instead of beef,
and developing more plant-forward dishes
with a reduced proportion of meat or fish.

In 2024, we plan to extend Klimato recipe
assessments to additional markets and conduct
trials of carbon labelling on menus at key sites
to evaluate the impact on customer behaviour.

Sustainable sourcing
Sourcing sustainable ingredients and working
closely with our suppliers is crucial for Scope 3
GHG emissions reductions.

We are also exploring ways to make lower-carbon
dishes more appealing to our customers. For
example, research has shown that the way a dish
is described on a menu can have a strong influence
on customer decision-making. Moving away from

In 2023, we held a Scope 3 training workshop at
our purchasing leaders conference, attended by
purchasing directors for all our global businesses.
This focused on upskilling them in sustainable
supplier selection.

In the UK, we conducted a supplier engagement
exercise for our highest-impact products,
including meat, fish, dairy and alcohol, to
understand their approach to measuring and
reducing GHG emissions. We are using these
insights to inform the development of our
net-zero sourcing strategy.

We also regularly engage with our suppliers
to source sustainable product alternatives.
Following a successful trial in the UK in 2022,
this year we began the rollout of lower-impact
cleaning products in additional key markets.
These use natural plant-based ingredients,
are 100% biodegradable and Cradle to Cradle
(C2C) Gold Certified. Now implemented across
10 markets, we estimate this transition will
reduce GHG emissions by c.45% or c.38 tonnes
of CO2e over the next 12 months, compared
to our traditional cleaning products.

We seek to work with suppliers with strong
sustainability credentials, and many of our
restaurants globally feature locally-sourced
products and supplier partnerships. A great
example of this is our new partnership with Toast
Brewing in the UK – a local craft beer brewed
sustainably with surplus bread. By reducing food
waste, they use less land, water and energy, and
avoid carbon emissions. Toast is also a Certified
B-Corp, and all their profits go to charity.

See pages 28-33 of our 2023 Sustainability Report
for comprehensive details of our net-zero strategy
and 10-point transition plan.

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SSP Group plc Annual Report 2023

Key performance indicators

Financial KPIs
(see page 63-64 for reconciliations to IFRS measures)

Link to our strategy:

Pivoting to high growth markets
Enhancing business capabilities;
driving competitive advantage
Delivering operational efficiencies

Revenue (actual currency: £m)

Net gains (constant currency: %)

Underlying operating profit margin (actual currency: %)

2023

2022

2021

2020

2019

+37.7%

3,009.7

2023

6.4%

2023

+162%

2,185.4

-41.8%

834.2

-48.7%

1,433.1

+9.0%

2,794.6

4.0%

0.4%

2.9%

2022

2021

2020

2019

2022

2021

-25.1%

2020

2019

5.6%

-14.8%

5.4%

1.4%

7.9%

Definition
Revenue represents amounts
for catering and retail goods
and services sold to customers
excluding value added tax and
similar items.

Comment
Total revenue increased by 38%
to £3,010m driven by the further
growth in passenger numbers, price
increases and net contract gains.

Link to our strategy

Definition
Net gains represents the revenue
in outlets open for less than
12 months. Prior period revenues
for closed outlets are excluded
from like-for-like sales and
classified as contract losses.

Comment
Net gains improved to 6.4% due
to the mobilisation of new units in
the year, notably in North America
and APAC.

Definition
Underlying operating profit margin
represents underlying operating
profit on a pre-IFRS 16 basis as
a percentage of revenue.

Link to our strategy

Comment
Underlying operating profit
margin improved to 5.4%, driven
by operating leverage (reflecting
the further recovery in passenger
number) as well as our extensive
efficiency programme.

Link to our strategy

Like-for-like revenue (constant currency: %)

Underlying operating profit/(loss) (actual currency: £m)

Free cash flow (actual currency: £m)

2023

2022

2021

-41.0%

2020

-50.8%

2019

+1.9%

+31.5%

2023

+154.7%

2022

163.7

30.3

2021

-209.0

2020

-211.7

2019

2023

2022

2021

2020

221.1

2019

-124.9

-58.1

-394.9

52.0

50.5

Definition
Like-for-like revenue represents
revenues generated in an equivalent
period in each financial year for
outlets open for at least 12 months.
We’ve not included units temporarily
closed because of Covid-19 for
this calculation.

Comment
Like-for-like revenue growth was
32%, primarily driven by growth
in passenger numbers in the
air sector.

Link to our strategy

Definition
Underlying operating profit/(loss)
on a pre-IFRS 16 basis represents
revenue less operating costs, which
excludes several items. They are not
considered reflective of the normal
trading performance of the business,
and are considered exceptional
because of their size, nature or
incidence. Refer to note 6 for further
details of non-underlying items.

Comment
Underlying operating profit on
a pre-IFRS 16 basis was £163.7,
an increase of 440% over the prior
year at actual exchange rates.
Reported operating profit was
£166.8m (2022: £91.5m).

Link to our strategy

Definition
Free cash flow represents net cash
flow from operations after capital
expenditure, tax and net cash flow
to and from non-controlling
interests and associates.

Comment
Free cash outflow was £125m,
compared to the prior year free
cash inflow of £52m. This change
reflected higher levels of capital
expenditure and working capital
outflows, as well as acquisitions.

Link to our strategy

Corporate governanceFinancial statementsStrategic reportOverview31

SSP Group plc Annual Report 2023

Financial KPIs continued

Non-financial KPIs

Key performance indicators

Link to our strategy:

Pivoting to high growth markets
Enhancing business capabilities;
driving competitive advantage
Delivering operational efficiencies

Leverage

2023

2022

2021

2020

-7.0

2019

Colleague engagement score (out of 5)

Customer feedback score (out of 5)

-2.9

1.4

2023

2.1

2022

2021

2020

n/a

1.5

2019

n/a

3.98/5.00 (c.80%)

76.5%

75.1%

2023

2022

2021

2020

2019

4.2

3.9

3.4

3.6

3.5

Definition
Leverage represents the ratio
of underlying pre-IFRS 16 EBITDA
to pre-IFRS 16 net debt at the
end of the year.

Comment
Leverage fell to 1.4x just below our
previously disclosed target range
of between 1.5x and 2.0x.

Link to our strategy

Definition
Gallup Q12 engagement index score.

Comment
The Gallup Q12 is a widely used
employee engagement survey
consisting of 12 questions designed
to assess various aspects of an
employee’s workplace experience,
such as their level of job satisfaction,
the quality of relationships with

colleagues and managers, and their
sense of purpose at work. This is the
first year we are using the Gallup
methodology. Previous years’
results were based on % of positive
responses. In 2023, we achieved
a score of 3.98/5.00 (c.80%).

Link to our strategy

Definition
We use an external provider,
Reputation, to measure feedback
on a consistent basis across
the business.

Our Reputation score is calculated
based upon online reviews including
Google and Tripadvisor ratings.

The score encompasses data
from the 14 countries Reputation
is currently live in.

Comment
We achieved the score of 4.2/5, our
highest score in the last five years.

Link to our strategy

Underlying pre-IFRS 16 earnings per share (EPS) (p/share)

Women in senior leadership roles (%)

Scope 1 and 2 GHG emissions (tonnes of CO2e)

2023

2022

2021

2020

-45.4

2019

-31.9

7.1

-4.5

2023

2022

2021

2020

29.1

2019

Definition
Underlying pre-IFRS 16 earnings
per share is calculated by dividing
the result for the year attributable
to ordinary shareholders, adjusted
for non-underlying items, by the
weighted average number of
ordinary shares outstanding
during the year.

Comment
Underlying pre-IFRS 16 EPS
increased to 7.1p per share as
a result of the strong recovery
in profitability during the year.

Link to our strategy

Definition
Group Executive Committee and
their direct reports (including CEO
and Deputy Group CEO and CFO
and their direct reports). In 2023,
we committed to achieving a target
of 40% of our Group Executive
Committee and their direct
reports being women by 2025.

37%

36%

31%

22%

23%

Comment
In 2023, 37% of our senior
leadership roles were held
by women.

Link to our strategy

2023

2022

2021

2020

2019
baseline

79,552

98,597

47,035

68,919

136,439

Definition
Absolute Scope 1 and 2 (market-
based) tonnes of carbon dioxide
equivalent (CO2e). Scope 2 data for
2020 and 2021 is location-based.

Compared to 2022, absolute
emissions decreased by 19%.
In addition, 30% of our total
energy use in 2023 was from
renewable sources.

Comment
In 2023, we achieved a 42%
reduction, from our 2019 base year.

Link to our strategy

You can find our progress against our diversity targets on page 104.

You can find our detailed GHG reporting table, including Scope 1 and 2
breakdowns, Scope 3 and energy use, and intensity ratios on page 55.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Regional reviews

North America

Our efforts to continually fine-tune our
operations and commercial programmes
as well as build an engaged workforce
have allowed us to pursue a nuanced
business development strategy. It is
designed to sustain high-performance
growth while staying true to our
underlying principles and deliver an
extraordinary passenger experience.
Michael Svagdis
CEO America

Regional highlights

£669m

revenue

£68m

underlying operating profit

c.6,300

colleagues

£67m

operating profit

c.370

units

c.45

locations

Corporate governanceFinancial statementsStrategic reportOverview
Share of global SSP revenue

Regional reviews

North
America
22%

Air 100%
Rail 0%
Other 0%

Air/rail mix

Key brands

Expanding our presence in Canada
at Calgary Airport

In 2023, we won a 10-year agreement at
Calgary Airport to operate five units at the
fourth busiest airport in Canada. Calgary Airport
Authority continues to transform Calgary
International Airport into a modern airport,
offering passengers an improved experience.

Calgary Airport is a new airport for our North
American business. Its domestic passenger levels
are expected to increase in 2024, with new
additional weekly flights to the capital Ottawa
added during peak travel periods.

We will open four airside spaces and one landside
space, with a majority of our own brands including
our Mexican concept Mi Casa, Stack & Press,
and a local coffee brand Monument and Wander,
featuring local chef Nicole Gomez.

Recognising Calgary Airport Authority’s respect
for the region’s indigenous communities, and
specifically, the Authority’s acknowledgment
of the Treaty 7 territory of the Blackfoot
confederacy, we have embraced the inclusion
of indigenous foods within our overall catering
strategy and will work with an indigenous chef
to develop the catering menus.

SSP Group plc Annual Report 2023

North America

Market overview and context
North America is a large and fast-growing
food and beverage market, driven by passenger
growth and increasing demand for larger food
and beverage spaces in airports.

We are present in the air channel in North
America, a large structurally growing market
where we see great opportunity for growth and
returns. Over the five years leading up to Covid-19,
we grew at a compound annual growth rate of 15%
in the region. North America remains an attractive
growth market, given its size and our track record
of organic growth. We have a presence in 34 of the
top 80 airports in North America¹, having expanded
into four new airports in 2023 with our recent
acquisition of the concessions business of Midfield
Concession Enterprises, Inc. We have also proven
our expertise in partnering with well-known
brands to give passengers a ‘taste of place’
in the airport locations we serve.

Performance
Revenue during the year of £668.8m increased
by 46.9% compared to the prior year, and 25.4%
versus 2019 levels (both at actual exchange rates).
The performance included a significant
contribution from net contract gains, as we
continue to grow our business in conjunction with
our joint venture partners. During the first half, the
sales recovery in North America remained strong,
running 27.1% above 2019 levels and 71.8% ahead
of 2022, reflecting the ongoing recovery in
domestic leisure and business travel, in addition to
the contribution from the new openings. During the
second half, sales increased by 24.0% compared
to 2019 and 31.4% versus 2022, including a sales
benefit from the acquisition of the Midfield
Concession business, with the transfer of six
of the seven airports completed in June.

Find out more about financial performance
in the Financial Review pages 57-65.

1 Based on top 80 airports as at 2019.

Corporate governanceFinancial statementsStrategic reportOverview
34

SSP Group plc Annual Report 2023

Regional reviews

Continental Europe

We’ve been growing our business with
important new gains in Spain, Germany
and France, we entered Iceland for the
first time and we will begin to operate in
Italy by the end of 2023. We significantly
expanded our partnership with Pret A
Manger in Switzerland and have plans to
develop it in several markets. This year was
also crucial to widening our convenience
offering to deliver superb fresh food
travel essentials, winning contracts
with Point in Switzerland and Spain.
Jeremy Fennell
CEO Continental Europe

Regional highlights

£1,137m

revenue

£52m

underlying operating profit

c.14,100

colleagues

£33m

operating profit

c.1,200

units

c.300

locations

Corporate governanceFinancial statementsStrategic reportOverview
35

SSP Group plc Annual Report 2023

Continental Europe

Market overview and context
Continental Europe is a significant market for
SSP, accounting for 38% of our global revenue.
We have a strong presence in many of the
European markets where we operate, with leading
positions in Spain, France, Belgium, Luxembourg,
Germany, Austria, Switzerland, Denmark, Sweden,
Finland and Norway. In 2023, we entered two new
European markets and opened at Reykjavik
Airport and Rome’s Termini Station.

Across Continental Europe, we operate in air
and rail, with 59% of our business in the former
and 31% in the latter. We have a 15% share in
the air market and 5% share in the rail market,
with strong potential to grow.¹

Performance
Revenue in Continental Europe of £1,136.7m
represented an increase of 31.0% compared to
2022 and 9.6% versus 2019 levels (both at actual
exchange rates).

Most markets in Continental Europe recovered
strongly in the first six months of the year, running
9.3% above 2019 levels across this period (56.9%
ahead of 2022), helped by the extended European
summer holiday season which stretched into the
autumn, most notably in Spain, and was in spite
of industrial action in February and March which
impacted several countries, notably France.

During the second half of the year, sales
strengthened further to 9.8% above 2019 levels
(16.2% above 2022), driven by strong air passenger
numbers over the late spring and summer and
despite the impact of protests and travel disruption
in France, as well as more challenging comparatives
from 2019. We also made the decision to exit our
motorway services business in Germany.

Find out more about financial performance
in the Financial Review pages 57-65.

1 As at 2019.

Regional reviews

Share of global SSP revenue

Continental
Europe 38%

Air/rail mix

Air 59%
Rail 31%
Other 10%

Key brands

Growing our footprint in Europe
in Iceland and Italy

Through two significant contract wins in Iceland
and Italy, we are growing our presence in Europe
in new markets.

In Italy, we won a contract to operate four units
at Rome Termini Station: LEON, Yo! Sushi, EXKi
and Granaio. The three international brands
will provide a choice of fast, healthy food to
travellers while the Italian casual dining concept
Granaio will serve classic Italian dishes with
premium seating options. We have a strong track
record in bringing international brands to travel
locations. We have worked closely with our brand
partners to localise their offer and ensure they
meet the Italian customer needs. The opening
also marks Leon’s brand debut in Italy. The units
will start operating from December 2023.

In Iceland, we secured a contract to open two
new units at Keflavik International Airport in
Reykjavik, which began operating in spring 2023.
Sense of place was a vital criterion for our client
Isavia in awarding this tender, and these two new
restaurants showcase the best of Iceland and
modern Icelandic dining experiences.

Restaurant Jómfrúin is a favourite among both
locals and tourists, having opened 25 years ago
in the heart of Reykjavik to offer guests Danish
food the Icelandic way. We also developed the
bespoke concept Elda, drawing inspiration from
Icelandic landscapes and nature. Both units
reflect SSP and Keflavik International Airport’s
sustainability commitments, with locally-
sourced ingredients.

Corporate governanceFinancial statementsStrategic reportOverview
36

SSP Group plc Annual Report 2023

Regional reviews

UK & Ireland

During my first year as CEO of SSP UK
& Ireland, we have focused on resetting
our business. A key priority has been
refreshing and upgrading our outlets,
and we have made good progress in that
regard. New business wins have been
significant with over 70 new units opened
with a mix of existing and new own
brands and new franchises in both rail
and air and we have a strong pipeline
going into the new year. Overall, 2023
was a solid year of organic and new space
growth delivered by a great team of
passionate and committed colleagues.
Kari Daniels
CEO UK & Ireland

Regional highlights

£774m

revenue

£66m

underlying operating profit

c.8,600

colleagues

£55m

operating profit

c.470

units

c.180

locations

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37

SSP Group plc Annual Report 2023

UK & Ireland

Market overview and context
SSP is the biggest food and beverage provider
in travel locations in the UK and Ireland. Just over
50% of our business comes from the rail channel,
with the remainder from air and other locations.

The UK market is highly fragmented and
competitive, with high street brands operating
in travel locations. Leading up to Covid-19, it
experienced sustained growth, driven by several
factors across rail and air, including investment
in railways and infrastructure and investment in
airports leading to longer dwell times, resulting
in more passengers wanting to eat and drink
pre-flight. In 2023, the return of strong air volumes
has contributed to the travel recovery in the
region. While these growth trends continue, the
sector has faced challenging conditions, including
railway industrial action leading to train service
cancellations, and inflationary pressures on costs.

Performance
Revenue in the UK and Ireland of £773.6m
represented an increase of 25.8% compared
to 2022 and a recovery to 92.0% of 2019 levels
(both at actual exchange rates).

During the first half of the year, sales recovered
to 85.2% of 2019 levels (41.0% ahead of 2022),
reflecting an ongoing recovery in both leisure and
commuter travel, despite the impact of regular
strike action impacting the rail business.

In the second half, underlying UK trading in both
the air and rail channels continued to strengthen,
with revenues averaging 97.8% of 2019 levels
(16.5% above 2022), despite the rail sector
continuing to be impacted by ongoing
industrial action.

Find out more about financial performance
in the Financial Review pages 57-65.

Regional reviews

Share of global SSP revenue

UK and
Ireland 26%

Air/rail mix

Air 43%
Rail 51%
Other 6%

Key brands

Developing our brand portfolio
at Gatwick Airport

From two brands in 2019 to six in 2023, we have
significantly developed our presence at London
Gatwick Airport over the past year. We have
used customer and client insights to constantly
adapt and improve our portfolio at the airport.
The new concepts and brands align with customer
expectations and our wider strategy, with a
focus on sustainability, people and technology.

We are experts at identifying brands that
customers love and working in partnership with
those brands to ‘travelise’ them, making them
relevant for the travel environment. This year,
we announced two exciting new partnerships
in the UK: BrewDog and The Breakfast Club.

BrewDog is an independent Scottish craft brewer
with international appeal. We have won one unit
at London Gatwick Airport, which opened in
December 2023. In July, we also opened the first
airport restaurant with London-based brunch
brand The Breakfast Club at London Gatwick
Airport. The feedback from customers has been
very encouraging, with reviews pointing out the
welcoming atmosphere of the unit, excellent
service and quality of food.

To complement our existing offer at London
Gatwick Airport, we also won a space to operate
a new Starbucks in the North Terminal.

These new wins build on our existing offer
at the airport, following the successful opening
of Juniper & Co and Tortilla in 2021.

Corporate governanceFinancial statementsStrategic reportOverview
38

SSP Group plc Annual Report 2023

Regional reviews

Asia Pacific and
Eastern Europe
& Middle East

The teams have done an outstanding
job mobilising new units this year. In
Malaysia, we jumped from one to 30 units
open in 12 months. We also significantly
progressed our people agenda, with a
strong focus on DE&I.
Jonathan Robinson
CEO Asia Pacific

The strong recovery in passenger levels
coupled with the phenomenal work of
our teams to mobilise our units mean we
were able to deliver a strong performance,
scaling up on our lounge expertise and
continuing to develop our joint venture
partnership, TFS, in India.
Mark Angela
CEO Eastern Europe & Middle East and India

Regional highlights

£431m

revenue

£71m

underlying operating profit

c.12,700

colleagues

£72m

operating profit

c.500

units

c.90

locations

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

APAC & EEME

Market overview and context
Our APAC and EEME region includes Eastern
Europe, Middle East, India, South East Asia and
Australia. Our first entry in the Asian market was
in 1995, and we are now present in eight markets
across Asia Pacific. Additionally, we operate in eight
markets in Eastern European and the Middle East.

This region is predominantly focused on the air
channel, with a presence in 64 airports. In India,
we operate a joint venture partnership, Travel Food
Services, where we are mainly operating in the air
channel, with a smaller presence in rail stations and
MSA. We also have a successful lounge business
and during 2023, we made significant progress
expanding our lounges operations with eight
lounges in India and Malaysia. We see significant
scope to grow further business in these markets.

Performance
Revenue of £430.6m represented an increase
at actual exchange rates of 74.2% compared to
2022 (82.6% on a constant currency basis) and
12.2% versus 2019 levels (21.1% on a constant
currency basis). Revenues continued to recover
rapidly throughout H1, including an exceptional
performance in our business in India where sales
more than doubled year-on-year. Australia,
Thailand and the Middle East also performed
particularly well. First half sales for the APAC
and EEME region grew by 142.4% compared to
the equivalent period in 2022 (at actual exchange
rates). Compared to 2022, sales improved by
41.2% at actual exchange rates (53.9% on a
constant currency basis), as we saw further
improvements in passenger numbers across the
APAC region, as well as strong performances in
India and Egypt. In addition, the region continued
to benefit from significant net gains as we
continued to roll out the new business pipeline,
with strong contributions from new openings
in Malaysia, Australia, Thailand, Bahrain and India.

Find out more about financial performance
in the Financial Review pages 57-65.

Regional reviews

Share of global SSP revenue

APAC &
EEME 14%

Air/rail mix

Air 99%
Rail 0%
Other 1%

Key brands

Expanding our operations in India

Bengaluru’s (previously Bangalore)
Kempegowda International Airport (BLR)
welcomed over 33 million passengers in 2019,
reaching 250 million by June 2022. The airport’s
terminal 2 (BLR T2) started operating in 2023.

The terminal was designed and built on four
pillars: Terminal in a Garden, Sustainability,
Technology, Art and Culture.

Travel Food Services, our joint venture
partnership business in India run in partnership
with K Hospitality, was awarded the concession
to operate ten F&B outlets in BLRT2. As part of
this, we have introduced renowned international
brands such as Brioche Dorée and Jamie Oliver’s
Pizzeria in airport spaces for the first time in
India. We have also opened some local concepts.

For example, Bombay Brasserie, an all-day
modern Indian bar and eatery, showcasing the
best of India’s unique ingredients and Gully
Kitchen which blends Indian flavours with
gourmet finesse. The menu offers a fusion of
traditional and gourmet dishes in an ambience
inspired by Indian spices and a commitment
to sustainable ingredient sourcing.

Eight outlets including James Martin Kitchen,
CBTL, Gully Kitchen, and Bombay Brasserie are
already operational. These units will collectively
employ around 340 colleagues.

We also won a new unit in BLR T1 where
we will be opening a new Choco-Bay as part
of a three-year agreement.

Corporate governanceFinancial statementsStrategic reportOverview
40

SSP Group plc Annual Report 2023

Stakeholder engagement
and Section 172 statement

Listening to our stakeholders helps us better
understand their views and concerns and enables
us to respond to them appropriately. It gives us
valuable inputs into, and feedback on, our strategic
approach, and helps ensure we take stakeholder
views into account in our decision-making.

We aim to maintain proactive, open and two-way
dialogue with stakeholders to meet evolving
expectations as a multinational business and
to create shared value for our business and
our stakeholders.

We engage our stakeholders at local, regional and
global levels. Our Board has an ongoing programme
of direct engagement with key stakeholders,
including visits to our international operations
and activities carried out by our designated
Non-Executive Director for workforce
engagement (ENED), Judy Vezmar. In 2023, our
direct engagement increased significantly across
our stakeholders, resulting in richer insights into
what matters to them.

Find details of our Board engagement and
ENED engagement on pages 94-97 and 100-101.

Our key stakeholders
As a global business with operations in 37
countries, SSP has diverse stakeholders. We
define our stakeholders as those whom we affect
and those who affect us and categorised them
into nine stakeholder groups, as summarised
on the next page.

Each year, the Board undertakes a detailed review
of our stakeholders and the effectiveness of our
engagement mechanisms. This year’s review
noted that we have a well-established programme
of stakeholder engagement, we are making good
progress on better understanding their views and
that we are incorporating those views into our
decision-making.

As well as discussions at Board level, the Group
Executive Committee regularly discusses and
considers stakeholder views, and has mechanisms
for identifying and addressing key issues.

In 2022, we undertook an in-depth materiality
assessment conducted by a specialist third party
to identify the most material issues raised by
our stakeholders and in 2023, we implemented
key recommendations identified in this review,
including:
• Increasing the Chair’s interaction with major
shareholders to understand their views
on governance and performance against
the strategy.

• Introducing a requirement for all papers that
go to our Board, Board Committees and Group
Executive Committee to include a briefing note
detailing the stakeholder groups the agenda
item relates to and how they are impacted.
This helps to ensure stakeholder considerations
are taken into account in our decision-making.
This briefing note also requires a consideration
of s172 matters.

Section 172 statement
A key element of the Board’s consideration
of s172 matters is the need to balance often
competing interests among our stakeholder
groups. Our engagement activity allows us
to better understand those competing priorities
and to assess the best course of action to ensure
the delivery of long-term value creation.

In performing their duties during our financial
year 2023, the Directors have had regard to the
matters set out in Section 172 of the Companies

Act 2006 as appropriate, with the principles
underpinning the Board’s general approach
to decision-making.

Each Director of the Board confirms that, during
the year, they have acted in the way they consider,
in good faith, would be most likely to promote
the success of the Company for the benefit of
its members as a whole, and in doing so, has had
regard (among other matters) to: the s172 matters
set out below.

The likely
consequences
of any decision
in the long term.

The interests
of the Company’s
employees.

The need to foster
the Company’s
business
relationships with
suppliers, customers
and others.
The impact of
the Company’s
operations on the
community and the
environment.
The desirability
of the Company
maintaining a
reputation for high
standards of
business conduct.
The need to act
fairly as between
members of the
Company.

• Understanding our market

– pages 12-15

• Our business model – pages 16-17
• Our strategy – pages 18-27
• Board activities – pages 94-97
• Our business model – pages 16-17
• Our strategy – pages 18-27
• Stakeholder engagement:
Colleagues – page 43
• A message from our ENED

– pages 100-101

• Board activities – pages 94-97
• Culture – pages 98-99
• Our business model – pages 16-17
• Our strategy – pages 18-27
• Stakeholder engagement
– pages 40-49 and 94-95
• Board activities – pages 94-97

• Our strategy – pages 18-27
• Stakeholder engagement:
Colleagues – page 43

• Our 2023 Sustainability Report
• Board activities – pages 94-97
• Understanding our market

– pages 12-15

• Our strategy – pages 18-27
• Non-financial and sustainability

statement – page 79

• Board activities – pages 94-97
• Our strategy – pages 18-27
• Stakeholder engagement
– pages 40-49 and 94-95,
• Annual General Meeting (AGM)

• Our journey to net zero

– pages 28-29

• Dividend Policy – page 74
• Our 2023 Sustainability Report

• Diversity, equity and inclusion

– pages 22-23 and 104
• Succession planning
– pages 106-107

• Speak-up – pages 98-99
• Our 2023 Sustainability Report

• Modern slavery – pages 25 and 97
• Payment practices – page 143
• Our 2023 Sustainability Report

• Risk management – pages 66-77
• Compliance and internal controls

– page 114

• Our 2023 Sustainability Report

• Board activities – pages 94-97

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41

SSP Group plc Annual Report 2023

Our stakeholder groups at a glance
This year we reviewed our key stakeholder groups,
and while they remain broadly the same as in our
2022 Annual Report, we have included an additional
stakeholder group for joint venture partners.

We have deep relationships with a number
of long-standing joint venture partners and are
developing trusted relationships with our newer
partners. As we look to grow our business in North
America and Asia Pacific, we recognise that the
interests of this stakeholder group will become
ever more relevant.

Stakeholder engagement
and Section 172 statement

Customers

Colleagues

Investors and lenders

Why we engage
Understanding customer needs and trends
enables us to provide the food and beverage
choices they want.

Value created
High-quality products and brands, with a wide
range of food and beverage choices that meet
diverse preferences.

Why we engage
As a service provider, we are a people business
and our colleagues are crucial to our success.

Value created
A great place to work where everyone can fulfil
their potential, with an inclusive, engaging and
values-based culture.

Why we engage
We need to understand the needs of those
who invest in and lend to SSP to maintain
their confidence.

Value created
Opportunity to generate attractive returns
on investment and sustainable long-term
profitable growth.

Find out more on page 42.

Find out more on page 43.

Find out more on page 44.

Clients

Joint venture (JV) partners

Brand partners

Why we engage
Our business success is dependent on
retaining and winning new space in our clients’
travel locations.

Why we engage
Good relationships with our JV partners
are key to growing our businesses, particularly
in markets where we do not currently operate.

Value created
Delivering on mutual service and performance
goals, and offering a high-quality customer
experience for travellers.

Value created
By helping them grow our joint business
through new opportunities.

Why we engage
We work with our partners to optimise the
brand offer for our clients and customers.

Value created
The preferred partner for brands looking
to operate in the travel sector.

Find out more on page 45.

Find out more on page 46.

Find out more on page 47.

Suppliers

Communities,
NGOs and society

Governments
and regulators

Why we engage
Good relationships with our suppliers are
essential to ensuring an efficient and secure
supply chain.

Why we engage
We play an important role in communities
where we operate, which enables us to act
as a good corporate citizen.

Why we engage
We seek to be part of the debate that
shapes the regulatory environment in which
we operate.

Value created
Long-lasting and mutually beneficial
relationships across our supply chain.

Value created
Job opportunities, charitable support and
food donations, and sustainability initiatives.

Value created
Supporting local economies and contributing
our expertise to areas of policy development.

Find out more on page 48.

Find out more on page 49.

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Stakeholder engagement
and Section 172 statement

Customers

Understanding customer needs and trends
enables us to provide the food and beverage
choices they want. Their views also help us
ensure our teams are delivering the quality
and service they expect.

Business engagement
We engage and learn from our customers
in a variety of ways, including:
• customer surveys, focus groups and online

communities

• online reviews and customer care lines

to provide direct feedback

• direct engagement and dialogue with

customers by our colleagues.

Our Food Travel Insights Survey included
interviews with over 18,000 customers across
25 markets, and resulted in around three million
data points. The research was carried out in
partnership with Saatchi Group’s Clear and
provided an insightful view of customers’
preferences. It identified what is important to our
customers when buying food and drinks in travel
settings, as well as how this differs by customer
segment, geography and channel.

We have extended our global customer
listening platform, ‘Reputation’, from the UK
to 14 countries. We can gather real-time customer
feedback and respond swiftly. Through a new
partnership with an industry-leading provider,
we have gained access to global monitoring of
food and beverage trends and innovations.

In 2023, we also conducted a comprehensive
Global Digital Survey to get a deeper
understanding of evolving customer attitudes
and behaviours, helping to enhance our seamless
customer experience.

Board engagement
The Board receives regular updates on customer
insights from the Executive Directors and Group
Executive Committee. In 2023, this included a
detailed review of the Food Travel Insights Survey
results, and an in-depth ‘teach-in’ session to upskill
the Board on the survey insights and how the
business is responding.

The Board is also kept informed of sales
performance, market insights and evolving trends.
This helps the Board understand our customers
and track potential issues and opportunities.
In addition, our Board Directors are able to
experience the customer journey first hand during
site and market visits, including food tastings and
trialling new technology (for example the digital
kiosks in The Mezz in Dublin Airport).

Actions in 2023
Having conducted our Food Travel Insights
Survey, we have used the insights to strengthen
our ability to optimise brands and enhance our
food and beverage propositions.

We have appointed Customer Ambassadors for
each region to embed our insights and apply them
across our business decision-making processes.
We are using the insights as a starting point
across key workstreams, including developing
new concepts and products, as well as sharing
with clients our data-led approach for portfolio
management. Going forward, the insights will
form a checklist integrated into the governance
process for decision-making by our Group
Investment Committee.

Find out how we are enhancing our capabilities
to deliver a leading customer proposition on page 21.

Priorities for 2024
• Strengthen the integration of our insight

tools and enhance our ability to apply customer
insights, ensuring they remain at the forefront
of decision-making.

• Continue to embed customer insights and

expertise across the business to inform and
enhance our products, brands and customer
experience.

Material issues raised in 2023
• Convenience, quality service and seamless

digital solutions.

• Quality products and value for money.
• Wellness, healthier food and dietary needs.
• Sustainability and environmental concerns.
• Products and brands that enhance the

customer experience.

Turning insights into action

Through our research, we have identified
a range of customer types with different
priorities, behaviours and expectations. For
example, ‘Aspirational Foodies’ want to see
choice and explore new options. They favour
‘local heroes’ and independent brands, and
issues such as sustainability and wellness
matter to them. ‘Mainstream Fans’ seek the
comfort and reliability of recognisable menu
items. Although they have less disposable
income than some other customer segments,
they look for foods that the whole family will
enjoy and offer great value for money.

These insights are playing a crucial role in
how we respond and meet customer needs.
For example, in July 2023, we opened The Mezz
in Dublin Airport, which uses innovative digital
kiosks to allow customers to order from four
different food and beverage brands in a single,
convenient place. It has a range of offers to cater
for customers who want anything from exciting,
new flavours from Thailand to those who seek
comfort in burgers or local Irish favourites.

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SSP Group plc Annual Report 2023

Colleagues

Listening and responding to feedback from our
colleagues helps us attract and retain diverse
and talented people. Engaging with colleagues
is an essential way to nurture our culture and
ensure SSP is a great place to work for all.

Business engagement
Ensuring we have open engagement, where we
can listen and learn from our colleagues and act
on the insights they give us is crucial to the
development of our culture and people strategy.

Board engagement
Our designated Non-Executive Director for
workforce engagement (ENED), Judy Vezmar,
directly engages with a diverse spectrum of
colleagues around the business and provides
feedback to the Board on this engagement to
inform their decision-making. In 2023, in addition
to joining works council meetings and regional
townhalls, Judy had six face-to-face listening
sessions with over 70 colleagues across three
regions, which you can read about on page 100-101.

Other Board members met colleagues during
site and market visits. In 2023, this included
Board visits to New York, Oslo, Mumbai, Delhi
and Dublin. Our Group CEO visited several of
our markets and included a focus on the safety
culture in the businesses he visited.

Our annual Colleague Engagement Survey is our
biggest listening exercise of the year, giving every
colleague across the business the chance to share
their opinions about working for SSP and how we
can improve. For our 2023 Colleague Engagement
Survey, we partnered for the first time with
survey providers, Gallup. Nearly 25,000
colleagues (76%) completed the survey. Gallup
measure engagement using the ‘Q12 index’ which
is a score out of 5. We registered a score of 3.98.

The Board receives regular safety reports
and twice-yearly detailed updates on workforce
engagement, including outcomes from the
Colleague Engagement Survey. The People
Strategy is presented annually and the Board
reviews a dashboard of workforce-related matters
twice a year along with reports from our Speak-Up
channels. Talent and succession planning and
Diversity, Equity and Inclusion discussions are also
held twice a year in the Nomination Committee.

As well as our Colleague Engagement Survey,
our other engagement channels include:
• market and site visits by our Group Executive
Committee members to meet local colleagues

• Group and regional town hall meetings and

listening sessions

• meetings with works councils and trade unions
• independently-managed Speak-Up channels
• Global Inclusion Council and local

colleague networks.

Find out about our ENED Engagement
on pages 100-101.

Material issues raised in 2023
• Job opportunities, learning and development

and mobility.

• Job security, remuneration and benefits.
• Diversity, equity and inclusion.
• Health, safety and wellbeing.
• Cost of living.
• Sustainability, environmental and social impacts.

Stakeholder engagement
and Section 172 statement

Actions in 2023
The wealth of insights gathered through our
colleague engagement channels directly influence
our strategic decisions. They highlight the issues
that matter most to colleagues and where we
need to focus our attention.

Following the 2023 Colleague Engagement Survey,
we identified key areas for improvement and
developed detailed action plans in collaboration
with our global senior leadership teams.

The Colleague Engagement Survey results were
cascaded to regional, country, site and team-level,
with listening sessions to encourage open
discussions. We want to create an environment
where everyone feels invested in working
together to address areas for improvement
and celebrate success.

We implemented several actions over the
past year in response to our 2022 Colleague
Engagement Survey, including:
• successfully launching SuccessFactors,

our new people platform, and Viva Engage,
our global chat and community tool

• strengthening our Employer Value Proposition
by developing a global careers website, which
is now live in six countries

• providing additional support for colleagues

impacted by rising inflation

• developing our Talent and Mobility Strategies.

Find out more about how we’re supporting
our colleagues on pages 22-23.

Priorities for 2024
• Continue rolling out our global careers website
for a consistent and simplified recruitment
experience for candidates.

• Continue to embed DE&I in our senior leader

recruitment criteria.

• Introduce new development initiatives focusing

on high-potential leaders.

Unifying colleague connections

Feedback from our colleagues told us that we
needed to reduce the complexity of our different
internal engagement and communication tools
and channels. We responded by integrating
these tools and channels with chat, news and
communities all accessed through one app
compatible with desktop, web or mobile devices.

We launched an integrated new internal social
media platform ‘Viva Engage’ that enables
our management colleagues to connect,
communicate and collaborate with each other
globally. The content and communities in the
platform are built by our colleagues,
empowering them to share stories and
pictures, ask questions and showcase best
practice, and engage with one another, their
teams and the wider global community.

Since launching the platform in May 2023,
we have seen strong adoption and engagement,
with more than 9,000 active users and nearly
90 communities established.

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SSP Group plc Annual Report 2023

Investors and lenders

We need to understand the needs of those
who invest in and lend to SSP to maintain their
confidence and support.

Business engagement
We maintain open lines of communication with
investors and lenders, keeping them informed
about our performance, strategy and governance.
This fosters strong relationships and enables us
to quickly respond to challenges and queries.

Regular one-to-one and group calls, meetings
and presentations, are led by the Group CEO and
Deputy Group CEO & CFO. Investor roadshows
are conducted post-full and half year results.
Quarterly calls involving the Deputy Group CEO
& CFO and Director of Group Finance outline
performance to lender groups. We also held
events to provide analysts and investors with
more detailed information about parts of our
business, i.e. sustainability.

Our Group Head of Investor Relations
and Corporate Affairs Director engage with
shareholders in regular calls, emails and meetings.
Engagement with investor ESG analysts and
rating agencies by the Corporate Affairs Director
and Group Head of Sustainability underscores
our sustainability commitments.

Lender engagement is maintained by the
Corporate Finance Director through one-to-one
interactions, calls and emails with relationship
management and credit analyst teams. The focus
in 2023 was the refinancing of our principal
banking facilities, secured after a process involving
active dialogue with most of our banking lenders.

Board engagement
Our Annual General Meeting gives the Board the
opportunity to present to attending shareholders
and answer their questions.

The Board, including our Chair and Remuneration
Committee Chair, is consulted on relevant issues
including our sustainability and remuneration
policies and contributes to feedback to proxy
agencies ahead of the AGM. Our Board also
participates in investor meetings and
presentations, as required. For specific queries,
Board members join direct calls with investors.

Our Board receives updates on shareholder
and lender activity from the relevant Directors
and members of the Group Executive Committee.
At every Board meeting, they review market
commentary, shareholder analysis and the views
of sell-side research analysts. The Board also
receives both an annual market update and defence
strategy analysis from our external brokers.

Material issues raised in 2023
• Trajectory and dynamics of the growth

of the travel industry.

• Strategic direction.
• Sources and uses of cash, including the
re-instatement of the ordinary dividend,
and balance sheet flexibility.

• The impact of changing business mix

on EPS progression.

• Pace and geography of new business additions.
• Inflationary cost pressures, retail price

increases and labour availability.

• Changes in the competitive environment.
• Brands and customer proposition including

digital technology.

• Environmental, social and governance (ESG)

considerations.

Stakeholder engagement
and Section 172 statement

Actions in 2023
At our preliminary results in December 2022,
we reframed our investment case, which combines
our pre-Covid strengths with our strategic priorities,
as described on pages 6-7. The delivery of our
equity story has been supported by increased
engagement activity, which in turn supports our
existing strong shareholder base and showcases
the business to new investors.

We doubled our investor engagement after
interim results, compared to the previous year,
and hosted new investor roadshows in key USA
cities. We held our first dedicated investor ESG
event in April 2023, attended by our Chair and
c.40 investors and analysts. We also held an event
in New York showcasing the growth and returns
potential in North America (see opposite).

Our lender engagement secured a new
£600m Senior Facilities with a four-year term
to July 2027 plus optional further year extension
to July 2028, and made changes to the banking
group, replacing three European banks with
additional banks with a greater focus on North
America. We also continued to work closely with
DBRS, who provides a private rating to our USPP
Noteholders, to ensure their assessment of us
reflects our continuing recovery from Covid.

Priorities for 2024
• Proactive investor engagement; meeting

existing and potential investors and showcasing
our strengths and opportunities to the
investment community.

• Continue improving our performance in

key ESG investor ratings and benchmarks.

• Continue closely engaging with lenders,
particularly with respect to the optional
extension we have, and to continue engaging
with DBRS to ensure our continuing recovery
is reflected in our private rating.

Giving our investors a
‘taste’ of North America

In June 2023, we held an event in New York
to showcase the opportunity for growth and
returns in our North American business. The
event was attended in-person by c.30 investors
and analysts and received positive feedback.

The event opened with a ‘Taste of SSP’ dinner,
showcasing dishes from across SSP America.
A panel with client representatives served
as a helpful introduction, covering topics
and trends in American aviation.

The next day, the investors heard from our
Group CEO and SSP America leadership team
about our strategy and investment case for
North America. We also set out a longer-term
Group framework for performance beyond
2024. This was followed by three interactive
showcases to highlight the strength of our
economic model, covering kitchen automation,
digital technology and menu engineering.

The event concluded with tours around our
restaurants at John F. Kennedy International
Airport (JFKIA), where attendees had the
opportunity to see in person some of the
concepts we had highlighted earlier in
the event.

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Clients

Our business success depends on retaining
and winning new space in our clients’ travel
locations. By understanding our clients’
requirements, we can offer them tailored
solutions that drive revenue and ensure
we remain the operator of choice.

Business engagement
We have excellent, long-standing relationships
with many of our clients and have continual
two-way engagement to develop, maintain and
optimise our offer and performance in line with
their expectations. This includes both regular
formal reviews and ongoing dialogue as part
of our day-to-day business. We also engage
with clients through tenders for new business,
contract negotiations and renewals.

In 2023, we worked with a specialist agency
to conduct our global Client Feedback Survey.
This provided a holistic view of our clients’ loyalty
and satisfaction with SSP, how we are performing
relative to our competitors on key strategic
priorities, and the issues that are most
important to our clients.

We also continued to step up our proactive
approach to engaging with our clients on
sustainability issues in 2023. For example, our
Group Head of Sustainability and Senior Group
Sustainability Manager met with key clients in
Abu Dhabi, Hong Kong, the Nordics, Singapore
and the UK to discuss shared sustainability goals
and opportunities for collaboration.

Stakeholder engagement
and Section 172 statement

Board engagement
Board members met a number of our clients
during site and market visits. In 2023, this included
commercial partners from John F. Kennedy
International Airport (USA), Oslo Airport and,
SAS (Norway), Mumbai and Delhi operators (India),
Dublin Airport Authority (Ireland)and AENA
(Spain). These meetings provide an opportunity
to discuss our strategic priorities.

Actions in 2023
We continued to strengthen our client
relationships, responding to their feedback and
expectations with our strong brand portfolio,
customer proposition and operational performance.
Our momentum in business development,
including our high success rates in retaining and
winning new contracts in 2023 is testament to
the positive impact of these efforts.

The Board receives updates on client engagement
from the Executive Directors and Group Executive
Committee (including through the regular CEO
update). It is also regularly informed of the pipeline
of business coming on stream, including any
renewals, new wins or losses and any client
or country specific issues or opportunities.

Our Sustainability Strategy and targets directly
respond to growing client expectations regarding
issues such as plastics, waste and sustainable
packaging, energy efficiency and GHG emissions.
We take a partnership approach to addressing
sustainability concerns with our clients.

In addition, tenders of a certain size are reserved
for Board approval.

Find out about our new business wins
on pages 19-20.

Priorities for 2024
• Continued focus on our client relationships,
brand portfolio, customer insights and
operational performance to drive high
retention rates and to secure profitable
new business.

• Continued delivery and progress against
our Sustainability Strategy and targets.

In 2023, the Board also received a teach-in on the
Client Feedback Survey.

Material issues raised in 2023
• Product quality, offer and menu range.
• Quality of management team and staff.
• Customer service, experience and satisfaction.
• Operational excellence, relationships and

working in partnership.

• Brand portfolio that delivers sustainable

sales and financial returns.

• Product offer and customer experience

and satisfaction.

• Local presence, expertise and market

and customer insights.

• Sustainability and innovation.

Mobilising our Malaysian
business: collaborating to
deliver our joint objectives

Since 2022, SSP Asia Pacific has opened 29
units in Malaysia across four airport terminals.
This was a huge undertaking, involving
cross-functional collaboration and brand
partner and client engagement for each unit and
lounge opening in order to review progress and
make decisions to achieve our joint objectives.

Coordinating all these activities under a single
banner of mobilisation and maintaining the buy
in and support from Malaysia Airports Holdings
Bhd (MAHB) was critical. Our business
development team held weekly calls with
MAHB to update on progress and to find
mitigating strategies for any challenges faced.
Engagement from the MAHB client team to
achieve the broader business objectives played
a crucial part in helping us successfully achieve
our milestones. The MAHB team was
immensely supportive in understanding
the challenges faced by the project team and
working with them to ensure they remained
on track to achieve the agreed outcome.

Thanks to this partnership and joined up way
of working, not a single unit was delayed due
to any of the operational mobilisation activity.

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Joint venture partners

We work with our joint venture (JV) partners
to develop businesses in regions where a
partnership is required, whether by regulation
or operating necessity.

Business engagement
In North America and the APAC and EEME
markets, we frequently operate with joint venture
partners whose attributes include local knowledge,
access to brands and concepts, and relationships
with clients and government. These attributes
enable us to run the day-to-day business
operations more effectively as well as improving
our ability to win new business. In equal measure,
our JV partners contribute to the capital costs
of expansion in addition to taking a share
of profitability.

We communicate regularly with our JV partners
at Group and local levels to foster effective
partnerships. Locally, our Business Development
teams regularly engage with joint venture partners
to ensure the efficient running of our operations.

Engagement with JV partners is a combination
of informal discussion, formal board meetings
and trading and business reviews, along with
collaboration to explore new business.

In our USA business, for example, we meet
quarterly with our JV partners, and they are also
invited to our yearly Passion Conference, where
we set out our joint priorities for the year. It offers
a great opportunity not only for us to network
with our JV partners but for them to meet each
other as well.

Stakeholder engagement
and Section 172 statement

Board engagement
Our Board is kept informed of key developments
in JV partner relationships. For example, the Board
is updated on the status of major new partners or
extensions of existing arrangements. They receive
an overview of our partnerships through updates
from the Chief Customer Officer and Chief
Business Development and Strategy Officer.

The Board met a number of our JV partners during
site visits in 2023. This included JV partners in
New York and India. These more informal meetings
allow the Board to better understand our partners’
drivers, risks and opportunities.

We also continue to develop smaller joint venture
partnerships through our participation in the
Federal Aviation Administration’s Airport
Concession Disadvantage Business Enterprise
Program (ACDBE) in the USA (see the case study
opposite for details).

A key feature of our joint venture partnership
arrangements is how we approach working
together: despite our lower equity stake, we treat
our joint venture partnerships as wholly owned
subsidiaries, including them in regular trading and
finance calls, taking part in investment decisions
and introducing controls and risk frameworks.

Material issues raised in 2023
• Delivering brand standards, operational

excellence and a quality customer experience.

• Winning new business and renewals.
• Customer safety/food safety.
• Sustainability and environmental issues,

resource efficiency, including carbon, energy,
water and waste.

• Business ethics/corporate behaviour.
• Diversity, equity and inclusion.

Priorities for 2024
• Developing existing joint venture relationships.
• Explore opportunities for new collaborations
(provided the business case supports this),
especially where such partnerships facilitate
entry into a new market.

Actions in 2023
We currently have joint venture partnerships
in 14 markets across North America, EEME, Asia
Pacific and Europe. This year, we entered into a
new joint venture with Aeroports de Paris called
Extime to operate F&B units at Charles de Gaulle
and Orly airports.

We have also been working with existing partners
in a number of regions to grow our footprint,
in particular in Asia Pacific. Our largest JV is our
Indian business, Travel Food Services (TFS), in
partnership with K Hospitality, and we have regular
engagement at all layers of the organisation.

The best partnerships aren’t
dependent on a mere common
goal but a shared path of equity,
inclusiveness and a whole lot of
passion. The SSP America team
are great partners for all these
reasons and more.
Elliott Threatt
E&K Retail and an ACDBE joint venture partner

Increasing opportunities for
minority-run joint venture
partners in the USA

In the USA, we participate in the Airport
Concession Disadvantage Business Enterprise
(ACDBE) programme. This statutory programme
is designed to increase opportunities for
minority and women-owned small businesses
to operate as concessionaires in airports
around the country.

We have built enduring relationships with
more than 100 ACDBE business partners,
simultaneously contributing to our focus on
building a diverse and inclusive culture. We
meet quarterly with both our ACDBE partners
and our airport clients to ensure alignment with
our obligations. In addition, Michael Svagdis,
CEO America, sits on the Board of the Airport
Minority Advisory Council.

Heather Barry, Vice President of Strategic
Partnerships, SSP America, explains:
“Our joint venture partners are a meaningful
part of our operational framework and make
a lasting contribution to our collective success.
We are better as a company because of the
ACDBE programme.”

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Brand partners

We work with our partners to optimise the
brand offer for our clients and customers and
to ensure alignment with quality, performance
and sustainability standards, while enabling
brands to be introduced to the travel sector.

Business engagement
We maintain close relationships with our brand
partners to ensure we are proposing the best
offer for customers while preserving our brand
partners’ standards and identity.

We communicate regularly with our brand partners
at Group and local levels to foster effective
partnerships. Locally, our Business Development
teams regularly engage with local hero brand
partners, especially during the negotiation and
extension of key brand agreements, making sure
contract terms are suited to the travel sector
and that supply chains and product ranges are
fit for purpose. Our operations teams then
maintain ongoing dialogue throughout the life
of our partnership.

From a Group perspective, our Brand Portfolio
team manages our relationships with brands such
as Starbucks and Burger King at an international
level. This ensures our partners have a dedicated
point of contact that they can engage with
regularly to discuss local contracts, upcoming
tenders and potential brand strategies.
Engagement involves discussions around the
brands’ sustainability credentials and available
digital innovations.

We also regularly review our partners’ evolving
brand requirements to ensure we are meeting
their policy requirements.

Board engagement
Our Board is kept informed of key developments
in brand partner relationships. For example, it is
updated on the status of major new partners or
extensions of existing arrangements. It receives
an overview of our partnerships through updates
from the Group CEO, Chief Customer Officer and
Chief Business Development and Strategy Officer.

The Board met a number of our brand partners
during site visits in 2023, including in the USA and
Ireland. These more informal meetings allow the
Board to better understand our partners’ drivers,
risks and opportunities.

Material issues raised in 2023
• Delivering brand standards, operational

excellence and a quality customer experience.

• Winning new business and renewals.
• Customer safety/food safety.
• Sustainability and environmental issues,

resource efficiency, including carbon, energy,
water and waste.

• Business ethics/corporate behaviour.

Actions in 2023
We partnered with several new brands this year,
such as The Breakfast Club in the UK and
NamNam in Singapore. We have also continued
to expand our relationship with existing partners
across new markets, including with Hard Rock
Café and Subway in Malaysia, and acquiring the
Pret A Manger franchise business and expansion
rights in German-speaking Switzerland.

In 2023, we continued work with our brand
partners on shared sustainability goals. For
example, we developed a range of innovative,
sustainable dishes with Gordon Ramsay in Hong
Kong, and worked with Jamie Oliver’s Deli on
developing a range of lower carbon dishes to
support our shared net-zero ambitions. We are
also working with O’Leary’s to shift to a default
vegetarian-first approach, championing the
opportunity to encourage customers towards
healthier and more sustainable choices.

Stakeholder engagement
and Section 172 statement

Additionally, we’ve supported key brand partners
with mapping their GHG emissions by providing
data and information in relation to their
franchises with us.

Brewing up a new brand
partnership

We have increased our focus on digital, working
in close collaboration with our brand partners
to share best practice and implement innovative
technologies to enhance the customer experience.
For example, in 2023, we implemented
AI-powered smart recommendation digital
ordering kiosks for our Burger King units in DACH,
Spain and the UK.

Priorities for 2024
• Consistent operational delivery of brand

standards.

• Continued delivery of contract retention and
new business for profitable brand partners.

• Renewal of franchise agreements with

profitable brand partners and securing new
relationships with tender winning brands.

In 2023, we formed a partnership with
independent craft brewer, BrewDog, to bring
the brand to various travel locations in the
UK and Europe.

Our first BrewDog locations opened
at Amsterdam’s Centraal railway station,
followed by a second opening at Gatwick
Airport in December.

We have worked closely with the brand to
customise the offer and make it relevant to
the travelling customer, developing innovative
menus that are specially crafted to reflect the
location. Alongside BrewDog’s headliner beers,
our units will also feature a selection from local
craft brewers, supporting our commitment to
sustainable sourcing.

James Watt, CEO of BrewDog said; “SSP
completely gets our aspiration to bring fun to
the airport, and has the operational expertise
to deliver our brand in what can be a challenging
environment. We’re always looking to reach
new customers, and working with SSP gives
us a great opportunity to bring BrewDog
to travellers across the world.”

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Suppliers

Maintaining good relationships with our
suppliers is essential to ensure an efficient
and secure supply chain and to understand
customer trends.

Business engagement
We keep an open, ongoing dialogue with our
suppliers through regular formal and informal
meetings, calls and correspondence. This is
reinforced during tenders and contract
negotiations which require dedicated
engagement to establish contract terms
and conditions.

Additionally, where needed, we carry out site visits
and quality and performance reviews. Many of our
markets organise yearly supplier conferences,
and suppliers often have a presence at our
leadership conference as well.

Our contracted suppliers are required to sign up
to our Supplier Code of Conduct or to demonstrate
their own equal or better standards. We use the
Supplier Ethical Data Exchange (SEDEX) as the
primary means for conducting supply chain
due diligence. SEDEX is a platform for storing,
analysing, sharing and reporting on ethical
supply chain practices. We also discuss the
outcomes of ethical trade audits with suppliers
and monitor completed or corrective actions
for any issues identified.

Board engagement
Our Board receives updates on suppliers from
the Executive Directors and Group Executive
Committee (including as part of the regular CEO
update). This includes periodic updates on
procurement and capital expenditure from the
Chief Procurement Officer focusing on current
opportunities and challenges, including the
impact of inflationary pressures.

Our Board is also kept informed of key changes
to supplier relationships, supply chain logistics
and opportunities for value creation in the
supply chain and signs off our modern slavery
compliance process. In 2023, this included signing
off the new Supplier Code of Conduct and other
supplier-facing policies.

Material issues raised in 2023
• Pricing and inflationary pressures.
• Product quality and food safety.
• Logistics and supply chain disruption/product

availability.

• Sustainable ingredients, sourcing

and packaging.
• Animal welfare.
• Climate change/carbon emissions.
• Human rights and labour practices.

Actions in 2023
In 2023, we developed a new Supplier Code of
Conduct which consolidates the different policies
we previously expected our suppliers to sign-up to,
into one integrated document. It is more accessible
and easier to understand for our suppliers and
covers standards for human rights, product quality
and food safety, environmental sustainability,
farm animal welfare and business integrity.

Stakeholder engagement
and Section 172 statement

We provided training for our purchasing teams
on how to engage suppliers and incorporate the
Supplier Code into contractual arrangements.
We also strengthened our due diligence
processes to monitor compliance including
implementing a revised process for supplier risk
assessments, self-assessments questionnaires
and on-site audits.

We continue to work to mitigate the impact
of inflationary pressures, working with suppliers
to identify alternatives to ingredients impacted
by price increases. We’ve also continued to focus
on waste reduction, re-engineering supply chain
logistics, including forward-buying where
possible, price renegotiations, and working with
suppliers to deliver revenue generating initiatives.

The Chief Procurement Officer, along with local
procurement teams, monitors the management
and mitigation of our response to supply chain
pressures to ensure disruption is kept to
a minimum.

Find out more on our mitigation of supply chain
issues on pages 26-27.

Priorities for 2024
• Continue to engage contracted suppliers
to sign-up our Supplier Code of Conduct,
with the aim of reaching 100% by 2025.
• Progress our engagement and collaboration
with suppliers to support the delivery of our
sustainability goals and net-zero target.
• Continue to manage our inflation targets

and maximise product availability.

Sustainable supplier
partnerships

We seek to work with suppliers that have
strong sustainability credentials and where
we can take a partnership approach to raise
standards and drive sustainable practices
across our supply chains.

For example, in the Philippines, we have a
long-standing partnership with a local farm for
supplying the pork for all our units at Mactan-
Cebu International Airport. In 2023, our Senior
Sustainability Manager visited the supplier’s
facilities to discuss their sustainability
practices. The 360-hectare farm applies high
standards of animal husbandry and circular
economy principles by growing its own animal
feed. It has a state-of-the-art slaughterhouse
and meat plant certified as a Triple A facility
by the National Meat Inspection Service and
is certified by the Bureau of Animal Industry in
accordance with the Animal Welfare Act of 1998.

In the UK, we conducted an engagement
exercise with our suppliers for our highest-
impact products, including meat, fish, dairy and
alcohol, to understand their approach in relation
to measuring and reducing GHG emissions.
We are now using these insights to inform
the development and implementation of
our net-zero sourcing strategy.

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SSP Group plc Annual Report 2023

Communities,
NGOs and society

We play an important role in the communities
where we operate and where many of our
colleagues and customers are based. Engaging
with and supporting them as well as NGOs on
key societal issues is part of being a good
corporate citizen.

Business engagement
We work in partnership with charities and
NGOs around the world, supporting them through
a combination of fundraising, volunteering,
cause-related marketing, financial and food
donations. As a food business, working to alleviate
food poverty for our local communities is central
to our approach.

Board engagement
Our Community Engagement Policy is reviewed
by the Board every two years, most recently
in April 2023. Our Group CEO is responsible for
overseeing the implementation and management
of this policy and keeping the Board advised on
compliance. During the Board visit in India, the
Board was introduced to the various community
initiatives run by TFS.

Material issues raised in 2023
• Food poverty and food waste.
• Healthy and sustainable diets.
• Community support and charitable giving.
• Animal welfare.
• Biodiversity loss and deforestation.

Actions in 2023
We reviewed and updated our Community
Engagement Policy to reflect our commitment
for all SSP divisions globally to partner with food
poverty charities and local charities by 2025. By
the end of 2023, we had 24 charity partnerships
in place across 14 countries focused on alleviating
food poverty and other local causes. Examples
include the food banks network in Canada, Action
Against Hunger in France and the One Heart
Foundation in Bahrain.

Find out more about how we’re supporting our
communities on pages 49-50 of our 2023
Sustainability Report.

Priorities for 2024
• Continue our ongoing work with food poverty

charities across our regions, including
establishing new partnerships where needed.
• Continue engaging with key NGOs on issues

such as animal welfare to support us in meeting
our commitments and raising standards across
our supply chain.

Supporting food and
nutrition for all in India

Supporting local communities is deeply
embedded into the culture of our joint venture
partner business, Travel Food Services (TFS),
in India. Through its charitable foundation,
TFS works to deliver high-impact projects that
are sustainable and scalable, under the vision
of ‘food and nutrition for all’.

Through its extensive projects and
partnerships, the Foundation supports over
30,000 households in villages across India
focused on fighting malnutrition, particularly
among women and children.

Actions in 2023
Many of our clients around the world are
government bodies and we continue to proactively
engage with them as part of client engagement
activities (see page 45).

We also participated in our clients’ governmental
programmes, where relevant.

Priorities for 2024
• Continue to participate in, and support,

government-led roundtables and programmes,
where relevant.

• Ongoing monitoring of emerging regulation,
proposals and recommendations that could
impact our business and the food sector
in general.

Stakeholder engagement
and Section 172 statement

Governments
and regulators

We seek to be part of the debate that shapes
the regulatory environment in which we operate.
We contribute our experience and expertise to
relevant areas of policy development and seek
to support national strategies and objectives
where appropriate.

Business engagement
In line with regulatory requirements, we comply
with statutory reporting and data submission
requirements, such as our gender pay gap report,
payment reporting, modern slavery statement
and regular safety reporting. Where relevant,
we also participate in consultations, submissions
and government reviews.

Board engagement
Our Board receives updates from the General
Counsel and other specialists including external
advisors on government and regulatory activities.

In 2023, this included updated guidance on
the upcoming regulatory changes to audit and
assurance requirements and sustainability
legislation. Furthermore, regular corporate
governance updates are provided to the Board,
who also sign off on the Group Tax Strategy.

Material issues raised in 2023
• Business ethics and corporate behaviour.
• Food safety and allergens.
• Labour market and skills shortages.
• Healthy lifestyle and dietary needs.
• Climate-related risks and opportunities.
• Biodiversity loss and deforestation.
• Plastics and sustainable packaging.
• Tax risk management and reporting.

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SSP Group plc Annual Report 2023

Task Force on
Climate-related Financial
Disclosures (TCFD)

We recognise that climate change, and the
transition to net zero, presents a fundamental
challenge to our business and wider stakeholders.
So, providing consistent and reliable climate-
related information is crucial.

In accordance with the Listing Rule 9.8.6 R, we
have adopted the recommendations of the Task
Force on Climate-related Financial Disclosures
(TCFD) and updated our governance, strategy,
risk management, as well as metrics and targets
to strengthen our climate resilience. We have
considered Section C Guidance for All Sectors,
and Section E of TCFD Annex entitled
‘Supplemental Guidance for Non-Financial Groups’
in developing this disclosure, recognising that this
is an iterative process.

In 2023, we dedicated substantial effort towards
enhancing our disclosure. We are committed to
routinely review how we identify and manage
climate-related risks, assuring that our disclosure
practices continue to advance each year. This is
a regular matter for review and discussion at our
Audit Committee, demonstrating the Board-level
commitment to this important topic.

TCFD index

TCFD recommendations
Governance
a) Board oversight
b) Management’s role
Strategy
a) Climate-related risks and opportunities
b) Impact on business, strategy

and financial planning

c) Strategy resilience
Risk management
a) Risk identification and assessment

processes

b) Risk management processes

c) Integration into overall risk management

Metrics and targets
a) Climate-related metrics

b) Scope 1, 2 and 3 GHG emissions

and related risks

c) Climate-related targets and performance

Annual Report 2023
reference

Sustainability
Report 2023
reference

p51 & 88
p51 & 88

p52-54
p52-56

p52-53
p53-55

p9 & 24-37
n/a

p53-55

p52-54 &
66-69
p52-54 &
66-69
p52-54 &
66-77

n/a

Compliance Statement
For our disclosure in regards to Metrics and
Targets (a), we acknowledge partial alignment.
While executive remuneration is linked to delivery
of our Sustainability Strategy, further attention
is required for linking directly to climate-related
targets and performance. Further consideration
of the other cross-industry, climate-related
metric categories is also required, including the
amount or percentage of our assets, revenue or
other business activities vulnerable or aligned to
climate-related risks and opportunities, capital
deployed, and internal carbon pricing.

We are actively enhancing our data pertaining to
each risk and opportunity to bolster confidence in
the accuracy of our scenario analysis and facilitate
compliance. This process is dependent on delivery
of internal data improvement programmes.
We anticipate full alignment in the forthcoming
two reports.

Consistency

Consistent
Consistent

Consistent

p28-29, 31 &
54-56
p28-29, 31 &
55
p25, 28-29, 31,
54-56

p26-37

Partially consistent

p26, 28-33

Consistent

p26-37

Consistent

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SSP Group plc Annual Report 2023

Task Force on Climate-related
Financial Disclosures (TCFD)

Governance
We have a formalised sustainability governance
and management framework, including for
climate-related risks and opportunities. This
framework and key responsibilities can be found
on page 88, with further details on pages 52-56
of our 2023 Sustainability Report.

As part of our process to embed climate-related
risks and opportunities within our business,
strategic decision-making and financial planning,
climate-related considerations are discussed
and built into our strategy review, medium-term
planning and budgeting processes, which are
approved by both management and the Board.

Board oversight
Our Board has oversight of our climate-related
risks and opportunities and receives updates
from management on our Sustainability Strategy,
targets, metrics and performance at least twice
a year as part of their regular meeting schedule.
The Board were closely involved in the
development of our Sustainability Strategy
and targets, approving them at the end of 2021,
including our net-zero ambition.

In 2023, the Board received three updates on our
sustainability programme, including a deep dive
review of the Group’s climate strategy and
roadmap to net zero. The latter covered details
of our targets, approved by the Science Based
Targets initiative (SBTi) in 2023, to reach net-zero
greenhouse gas emissions (GHG) across our value
chain by 2040, from a 2019 base year.

The Audit Committee reviews the TCFD process
and draft disclosure and the Group Risk Register
each year, including details of the risk impact,
likelihood and mitigating actions for the Principal
Risk for sustainability outlined on page 75.

It is anticipated that this schedule will continue
in future years.

Management
In 2023, we established a Climate Risk Steering
Committee responsible for monitoring alignment
with TCFD recommendations, considering the
impact of climate-related risks and opportunities
and assessing broader sustainability-linked
regulation which may impact our business.
This Committee comprises senior leadership
from our Risk, Finance, Legal, Sustainability and
Procurement central functions, and is chaired by
the Group Head of Financial Reporting and Controls.

Our response to climate-related risks and
opportunities is driven through our Sustainability
Strategy (see pages 25, 28-29) and through our
financial and business planning process.
The assessment, quantification and mitigation
of climate-related risks and opportunities is
embedded across business functions and
operating regions, from Group to market-level.

The Board is responsible for approving our
Sustainability Strategy and our Group CEO is
responsible for its delivery. Our Corporate Affairs
Director and Group Head of Sustainability are
responsible for leading and coordinating the
management and delivery of the strategy.

Accountability for risk management, including
climate-related risks, sits with the Deputy Group
CEO and CFO. Key members of the Group
Executive Committee act as leads for specific
issues and are also accountable for delivery
in their relevant functions or operating regions.
The Board, Audit Committee, Group Executive
Committee (chaired by the Group CEO), and the
Risk Committee, chaired by the Deputy Group
CEO and CFO, receive regular updates on
sustainability and climate matters and can
challenge our progress on managing climate-
related risk and broader sustainability targets.

Our Group Sustainability Steering Committee,
chaired by the Group Head of Sustainability, meets
monthly and comprises members of the functional
leadership teams, including from the Sustainability,
Procurement, Commercial, People, Legal, Digital
and Finance central functions. Each region has
dedicated sustainability leads, and they meet
with the Group Sustainability team at least twice
a year to review performance and progress.

In April 2023, as part of our business planning
process, all regional and country CFO and finance
directors were briefed on TCFD, including details
of scenario analysis modelling, and were asked to
consider how these risks and wider sustainability
commitments could impact their medium-term
planning. They were also asked to consider
opportunities related to sustainability, such
as energy efficiency, digital optimisation and
improved procurement processes, when building
value creation plans.

The Board held a strategy day in July 2023 to
review a consolidated version of the medium-term
plans for each region, and set business-wide,
strategic priorities for the medium-term.
By focusing on these strategic priorities, we
are enhancing our strategic response to material
climate risks and opportunities. For example, with
initiatives such as removal of single-use plastics,
investments in energy efficiency programmes,
increased availability of plant-based substitutes,
optimising digital solutions to improve the
efficiency of our equipment and procurement
processes, and ensuring sustainability is integrated
into our brand and customer propositions.

As noted above, we have embedded
climate-related risks and wider sustainability
considerations into our budget planning and
forecasts. This has included accounting for the
delivery of our sustainability targets, as well as for
potential price inflation of any products impacted
by shortages due to recent climate events.

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SSP Group plc Annual Report 2023

Strategy and risk management
In 2021, we developed our Sustainability Strategy,
as detailed on page 25 and covered in detail in our
2023 Sustainability Report. Sustainability forms
a critical part of our Group Strategy.

Climate-related risks and opportunities
In 2022, we worked with an external consultancy
on a stand-alone project to identify and quantify
our climate-related risks and opportunities.
We reviewed our existing risk management
methodology and strategic risks, and built-in
climate-related considerations in line with TCFD
recommendations.

This process involved identification of climate
risks and opportunities and a prioritisation
exercise to define which risks are most material
to our business based upon potential impact to
business, likelihood and velocity (see table on the
next page). These were ratified in consultation
with SSP leadership teams, the Group Executive
Committee and the Risk and Audit Committees,
and then full scenario analysis was conducted
on those deemed most material.

The material risks covered transition and physical
risks that could have a significant impact on our
operations, strategy and financial planning,
and material opportunities that may positively
contribute to our financial performance if they
can be realised.

We commissioned analyses of each risk and
opportunity against two potential climate
scenarios (as detailed opposite) to understand
and quantify the potential financial impact across
short (2025), medium (2030) and long-term (2040)
time horizons. Most of our strategic response
to climate-risks and opportunities relates to
the delivery of our wider Sustainability Strategy,
so we have aligned our TCFD time horizons with
our key target dates and milestones, including
for our net-zero roadmap.

The analysis drew upon internal and external
data sources, such as carbon pricing projections,
customer trends, potential future surcharges
on use of single-use plastics, business growth
forecasts and GHG emissions data across
Scopes 1, 2 and 3. For each risk and opportunity,
we assessed the potential level of impact if the
risk or opportunity is realised and the likelihood
of it occurring under each of the climate scenarios
and time horizons.

Risk management and principal risks
To ensure that material climate-related risks
and opportunities identified through this process
are considered within our wider risk management
process, they have been integrated into our
Principal Risks and are therefore subject to the
same review and approval process for the rest of
our risks. For example, Risk 5 relating to reduced
availability of climate sensitive raw materials
due to increased frequency of extreme weather
events and chronic risks, is considered as part
of our Principal Risk 3 regarding supply chain
disruption (see page 71).

Task Force on Climate-related
Financial Disclosures (TCFD)

We define our Principal Risks and opportunities
at a Group level, as the themes we look at are
consistent across each geography. At a country
level, we delegate risk identification and
management to our regional teams.

Each regional finance team has a risk manager
or lead who is responsible for identifying local
climate-related risks and opportunities and
building these into the countries’ medium-term
plans, where there are anticipated or known
financial impacts.

This approach allows us to mitigate, transfer,
accept or control strategic risks, and to ensure
budgets account for any operational or country
level risks or opportunities that arise, through
our existing business planning process.

Find out more on our Risk Management and Principal
Risks on pages 66-77 and about the impact of our
consideration of climate risks on our financial
statements on page 167.

Risk review
In 2023, the Climate Risk Steering Committee
reviewed our existing material risks and
opportunities, as well as the long list of risks and
opportunities that were deemed not material in
2022. This was to assess whether the Steering
Committee thought any risks and opportunities
had become more or less material. Through this
process, we considered the external context, our
internal mitigations and any financial or country-
level risk considerations raised through the
business planning process to understand where
our existing risk and opportunity definitions may
need to change. We also considered whether we
needed to refine any of the internal data used
in our scenario modelling. As a result, we
strengthened our scenario modelling where
needed (see case study on page 54), and
established plans for updating our material
risks and scenario analysis model in 2024.

As noted on page 51, these climate-related risks
(both transition and physical) were considered
by the Audit Committee in discharging its duties
to sign-off the Company’s accounts.

Climate scenarios: chosen to show the expected upper and lower range of climate impacts and associated physical and transition risks

Net-zero scenario

Climate inaction scenario

Global warming is limited to below 2°C above pre-industrial levels
(ideally 1.5°C).

Global temperatures rise by 3.5-4.5°C, with no climate change mitigation.

Underpinned by a range of external scenario data, including:
• NGFS Net Zero 2050 scenario
• RCP1.9 and RCP2.6
• IEA Energy Technology Perspective Beyond 2°C Scenario
• CCC UK 6th Carbon Budget

Underpinned by a range of external scenario data, including:
• NGFS Current Policies Scenario
• RCP8.5
• IEA Energy Technology Perspective Reference Technology Scenario

Greater transitional risks

Greater physical risks

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SSP Group plc Annual Report 2023

Our material climate-related risks and opportunities

Task Force on Climate-related
Financial Disclosures (TCFD)

Risk/opportunity
Risk 1 (transition):
Increased energy and key
raw materials costs, due to
introduction of carbon pricing
or taxes in regions with our
operations and supply chain.

Risk 2 (transition):
Risk of legislation which
prevents the sale of single-use
plastic products or products
in plastic packaging.

Risk 3 (transition):
Risk of changes in travel
trends leading to a reduction
in passenger numbers.

Risk 4 (transition):
Risk of reputational impact,
resulting in loss of clients and
leading to a drop in revenue from
failure to realise sustainability
commitments and decarbonise our
operations and supply chain in line
with net-zero expectations.

Risk 5 (physical):
Reduced availability of climate
sensitive raw materials due to
increased frequency of extreme
weather events and chronic risks.

Opportunity 1:
Opportunity to grow potential
revenues from ‘climate-conscious
customers’, including taking
advantage of diversifying markets
and changing customer demands.

Our strategic response:
During 2023, our targets to achieve net-zero greenhouse gas (GHG) emissions across our value chain
(Scopes 1, 2 and 3) by 2040, from a 2019 base year, were approved by the Science Based Target initiative (SBTi).
We updated our scenario analysis model to reflect the details of our transition plan to achieve our approved targets.

Scenario
1.5-2°C
3.5-4.5°C

We asked country-level risk managers to identify, raise and budget for any instances where carbon taxes
are being introduced.

As part of their business planning process, we asked countries to identify opportunities to drive efficiency
of our equipment and procurement processes, which will help to mitigate this risk.

We have a target to eliminate unnecessary single-use plastic and move 100% of our own brand packaging
to be reusable, recyclable or compostable by 2025.

As part of our risk review process we identified this risk as practically mitigated. We believe there is a broader
emerging risk in terms of packaging legislation, not just relating to single-use plastics or plastic packaging.

Our business planning process considers passenger numbers and travel trends to inform our medium-term financial
plan. We continue to use client volume projections and forecast growth in passenger numbers within our planning.

As part of our risk review process we noted the impact of this summer’s acute physical climate-related risks
on key travel destinations such as wildfires in Southern Europe which could, over time, have an impact on travel
destinations. We believe this scenario needs consideration as an emerging risk.

Sustainability forms a critical part of our strategy and focuses on the most material issues for our business
and stakeholders, supported by clear and measurable targets.

In 2023, we reviewed the internal data used in the scenario analysis to give us a more accurate picture of this risk.
For more details see the case study on page 54.

1.5-2°C
3.5-4.5°C

With c.550 brands in our portfolio and operating in 37 countries, our ingredients and raw materials come from highly
diversified supply chains. As part of our risk mitigation, all countries must have contingency plans in place for
substitute suppliers if a core product is unavailable. This will also be linked to an overall country contingency plan
that may include a reduction in product range in times of widespread availability issues.

1.5-2°C
3.5-4.5°C

Our Sustainability Strategy includes targets to encourage and respond to changing customer demands.
This includes 2025 targets for at least 30% of own-brand meals to be plant-based or vegetarian and 100%
of coffee, tea, hot chocolate and fish/seafood for our own brands to be from sources certified to sustainability
standards, such as Rainforest Alliance and Fairtrade. We’re also designing more climate-friendly menu options and
encouraging our customers to choose them, through actions such as product promotions, information and labelling.

1.5-2°C
3.5-4.5°C

Key: L: Low (<£5m); M: Medium (£5m-£20m); H: High (>£20m)

Level of likelihood/impact

Short term
(2025)
H
M

Medium term
(2030)
H
M

Long term
(2040)
H
M

L
L

M
L

M
M

M
L

L
L

H
L

H
H

M
H

M
L

H
L

H
H

M
H

M
L

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Scenario analysis
In 2022, our scenario analysis identified that,
generally, transition risks are more material in
the shorter term, compared with physical risks
which become more material in the medium
and long term.

Under the net-zero scenario, the most material
transition risks we identified were:
• Increased energy and supply chain costs
because of increasing carbon prices.
• Potential reduced revenues because of

changing travel trends, particularly in the UK
and EU countries as passenger growth slows.

• Reputational impact if we fail to meet
our climate commitments in line with
client expectations.

The opportunity relating to changing customer
preferences is greater under a net-zero scenario,
and this could be increased further as the analysis
currently only considers our own brands.

Under the climate inaction scenario, physical risks
are more material, but some transition risks are
still present:
• Physical risks could be greater in the long term,
reducing yield of crops and therefore availability
of key raw materials such as wheat, coffee,
tea, pulp and potatoes. This could increase
purchasing costs.

• Reputation risk could still be high in a climate

inaction scenario given the existing
expectations around climate and that many
of our clients and other partners have already
made climate commitments.

Task Force on Climate-related
Financial Disclosures (TCFD)

Using client insights to
strengthen our scenario
modelling

While this analysis has shown that transition to a
net-zero scenario presents a higher financial risk
to our business resilience in the short to medium
term, we are committed to our net-zero target and
recognise our strategic commitment to moving
towards this higher risk scenario. Please refer to
the table on the previous page for our strategic
responses to these risks.

The insights gained from the scenario modelling
demonstrate that we have existing strategic
responses to help mitigate each of the most
material climate-related risks and opportunities
identified. This gives us confidence that, if we
continue to deliver against our internal and
external targets, our strategy will be resilient.
However, given the unpredictable nature of
climate change, this modelling always carries
an element of unforeseen risk.

For example, recent extreme weather in Southern
Europe was not specifically covered in the
medium-term plan due to the timing of events
and the process. We must maintain flexibility in
our approach to risk management and response,
and will need to adapt targets or internal controls
as needed.

We have refined the scenario modelling used to
quantify the revenue at risk if we do not deliver
our net-zero commitments. In our initial analysis
we used publicly available data to define a risk
rating for Risk 4 relating to clients and assumed
a renewal rate which decreased to a minimum
amount in a net-zero scenario.

As such, our material climate-related risks
and opportunities will continue to be reviewed
annually, and we will build upon our existing
mitigation strategies to ensure the continued
resilience of our business to climate change.

In 2023, we updated the model with data
from our client survey, which measured the
importance of sustainability to 30 of our top
clients when considered alongside other
commercial KPIs.

The client survey data has replaced the
assumption, resulting in a reduction in the upper
limit of revenue at risk. But, importantly, it has
anchored climate-risk data within the broader
commercial/service measures, demonstrating
the level of importance of this issue to SSP and
our clients. We are also able to use this data to
identify which clients have higher interest in
our sustainability commitments to help
prioritise our engagement activities.

Metrics and targets
In August 2023, our net-zero targets were
officially verified by the Science Based Targets
initiative (SBTi) covering:
• Overall net-zero target: reach net-zero GHG
emissions across our value chain by 2040,
from a 2019 base year.

• Near-term 2032 target: reduce absolute

Scope 1 and 2 GHG emissions by 60% from a
2019 base year; and reduce absolute Scope 3
GHG emissions from purchased goods and
services and capital goods by 35% within
the same timeframe.

• Long-term 2040 target: reduce absolute
Scopes 1, 2 and 3 GHG emissions by 90%
by 2040, from a 2019 base year.

These science-based targets directly support
the mitigation of the risk relating to carbon
pricing (Risk 1) and the risk of losing business
due to inaction on climate (Risk 4). It also supports
the opportunity to engage climate-conscious
customers (Opportunity 1), such as through
increasing healthy and sustainable options.

In 2023, absolute GHG emissions for Scopes 1
and 2 reduced by 42% and absolute Scope 3
emissions increased by 7%, compared to our 2019
base year. Across all three scopes, our absolute
emissions are relatively flat compared to 2019.
For emissions intensity (kg of CO2e per million
£ revenue) across all scopes, we have achieved
a 6% reduction from our 2019 base year.

We believe this demonstrates the progress we
are making in putting the right measures in place
to ensure that, as our business grows, we are doing
so efficiently and controlling absolute emissions
increases in line with growth projections set out
in our net-zero roadmap.

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SSP Group plc Annual Report 2023

In 2023, 30% of our total energy use was
from verified renewable sources. We are also
undergoing significant investment across our
business to increase energy efficiency. We are
rolling-out Automated Meter Readers (AMRs)
to our units globally, which will provide half-hourly
energy readings, analytics and diagnostic reports
to help identify opportunities for improvements.

Trials in our UK business show we can achieve an
average 5-7.5% reduction in energy consumption
where AMRs have been introduced.

The vast majority of our Scope 3 emissions relate
to the food, beverages and products we purchase
for resale. To reduce these emissions, we are
increasing our range of plant-based offerings,
shifting towards lower-impact alternatives like
chicken instead of beef, and developing more
plant-forward dishes with a reduced proportion
of meat or fish. By the end of 2023, 34% of our
own brand meals were plant-based or vegetarian.

We are also focused on sourcing sustainable
ingredients and working closely with our suppliers
to drive emissions reductions. By the end of 2023,
71% of hot beverages (tea, coffee and hot
chocolate) for our own brands were from sources
certified to standards such as Rainforest Alliance.

Our efforts to reduce food waste also contribute
to reducing Scope 3 emissions. For example,
through our partnership with Too Good To Go, we
have saved over 1, 200 tonnes of food from going
to landfill since 2016, avoiding the equivalent of
c.3,000 CO2e emissions. For 2023 alone, we
saved 646 tonnes of food from waste, equivalent
to more than 1,600 tonnes of CO2e.

Find full details of our net-zero strategy and
progress in our 2023 Sustainability Report.

Task Force on Climate-related
Financial Disclosures (TCFD)

GHG emissions and energy metrics

Metric
Absolute GHG emissions (tonnes CO2e)

Scope 1
Scope 2 (market-based)
Scope 2 (location-based)
Total Scope 1 and 2 (market-based)
Scope 3 (all 11 material categories)
Total Scopes, 1, 2 (market-based) and 3
Energy use (megawatt-hours (MWh))
Total energy use
Total renewable energy use
Intensity ratios (per million £ revenue)
Scopes 1 and 2 (kg CO2e per £m revenue)
Scopes 1, 2 and 3 (kg CO2e per £m revenue)
Energy (MWh per £m revenue)

2023

Performance

2022

Global (non-UK)

Total

Global (non-UK)

Total

2019 base year % change vs 2019

2,275
4,243
8,434
6,518
n/a
n/a

10,228
62,806
76,512
73,034
n/a
n/a

12,503
67,048
84,946
79,552
1,045,019
1,124,571

2,153
14,260
8,343
16,412
n/a
n/a

13,270
68,916
50,497
82,186
n/a
n/a

15,422
83,175
58,840
98,597
774,565
873,163

15,265
121,174
101,642
136,439
972,311
1,108,750

-18%
-45%
-16%
-42%
+7%
+1.4%

48,402
21,672

252,666
67,559

301,067
89,231

47,999
–

190,958
–

238,957
–

347,671
–

-13%
+100%

0.008
n/a
62.58

0.03
n/a
112.98

0.03
0.37
100.03

0.03
n/a
78.06

0.05
n/a
121.59

0.05
0.40
109.34

0.05
0.40
124.41

-46%
-6%
-20%

SSP is required to report its UK (including UK offshore) and global (excluding the UK) energy use and CO2e emissions in accordance with the Companies
(Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018. The data detailed in the above table represents
emissions and energy use for which the Company is responsible and is incorporated by reference in the Directors’ Report. We have followed the
Greenhouse Gas Reporting Protocol – Corporate Standard (2015 revised edition) and our reporting is consistent with the Environmental Reporting
Guidelines: Including streamlined energy and carbon reporting guidance (March 2019). We include our global electricity, natural gas, owned transport
and refrigerant use (where data is available) and associated emissions.

For Scope 2, we report both ‘location-based’ emissions and ‘market-based’ emissions. ‘Location-based’ emissions are calculated using UK DEFRA 2022
Emission Factors and, for the other countries, using International Energy Agency (IEA) 2020 Emissions Factors. ‘Market-based’ accounts for emissions
associated with renewable energy sources verified with the appropriate Renewable Energy Guarantees of Origin (REGO), Energy Attribute Certificates
or Power Purchase Agreements. Please note that rounding of figures can result in the total figures appearing to have a small discrepancy. This does not
affect the accuracy or validity of the data.

Scope 3 relates to all indirect emissions – not included in Scope 2 – that occur in our value chain, including both upstream and downstream emissions.
We worked with a specialist consultancy to calculate Scope 3 emissions in accordance with the Greenhouse Gas Protocol Corporate Value Chain (Scope 3)
Standard using a screening methodology. The screening methodology reviewed all 15 potential Scope 3 categories, as defined in the Greenhouse Gas
Protocol, and modelled the 11 categories deemed to be the most material to SSP’s operations, using a combination of actual data, activity data and financial
data. The four Scope 3 categories determined to be immaterial are: Category 8 upstream leased assets, Category 9 downstream transportation and
distribution, Category 10 processing of sold products and Category 11 use of sold products.

Find full details of our reporting boundaries, scope and methodologies in our Sustainability Data Book at: www.foodtravelexperts.com/sustainability/

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Other metrics and targets linked to our climate risks and opportunities

Target/metric
By 2025, at least 30% of meals offered by our own brands to be plant-based and/or vegetarian (Opportunity 1)
By 2025, 100% of all own brand units in the UK & Ireland, North America and Continental Europe
(40% in APAC and EEME regions) that serve coffee to offer non-dairy milk alternatives (Opportunity 1)

By 2025, 100% of tea, coffee and hot chocolate for our own brands to be from sources certified to independent
sustainability standards, such as Rainforest Alliance or Fairtrade (Opportunity 1)
By 2025, 100% of fish and seafood for our own brands to be from sources certified to independent sustainability standards,
such as Marine Stewardship Council (Opportunity 1)
By 2025, 100% of eggs for our own brands to be from cage-free sources (Opportunity 1)
By 2025, eliminate unnecessary single-use plastic from our own brand packaging (Risk 2)
By 2025, 100% of our own brand packaging to be reusable, recyclable or compostable (Risk 2)
By 2025, all divisions globally to have programmes to reduce food waste through prevention, reuse, recycling
and recovery (Risk 2)
– Tonnes of surplus food saved from waste via our partnership with Too Good To Go
– % of own brand units with fryers sending waste cooking oil for recycling
– % of own brand units that serve coffee diverting waste coffee grounds from landfill

Task Force on Climate-related
Financial Disclosures (TCFD)

Performance

2023
34%
88%
(31%)

71%

61%
48%
84%
85%

646
96%
63%

2022
33%
85%
(28%)

67%

52%
34%
80%
85%

387
96%
48%

We do not have external metrics and targets on Risk 3 or Risk 5, as these are commercially sensitive, but we monitor and manage both risks through
internal KPIs, and build them into our business planning and functional budgets.

For example on Risk 3, during the 2023 business planning process most countries identified risk around passenger projections. Although this isn’t
specifically climate related, this was discussed and noted, with financial plans being built based on client forecasts of volume.

We plan to conduct a new double-materiality assessment – a dual assessment of how our activities impact people and the planet and how sustainability
issues, like climate change, may impact our business – to help define the next stage of our Sustainability Strategy and targets for post-2025.

See our Sustainability Data Book for comprehensive
details of our yearly data performance, reporting
boundaries, scope, definitions and methodology.

Corporate governanceFinancial statementsStrategic reportOverview
57

SSP Group plc Annual Report 2023

Financial review

Strong profit and cash conversion
as sales have recovered.

Jonathan Davies
Deputy Group CEO
& CFO

Group performance

Revenue
Underlying operating profit
Operating profit

2023
£m
3,009.7
204.8
166.8

2022
£m
2,185.4
31.7
91.5

Actual
currency
(%)
+37.7%
+546.1%
+82.3%

EBITDA was £280.0m (2022: £142.0m) and Underlying operating profit was £163.7m (2022: £30.3m) on a pre-IFRS 16 basis.
Revenue in 2019 was £2,794.6m

The Group’s trading performance has continued to recover strongly, with revenues tracking above
pre-Covid levels throughout the year. At actual foreign exchange rates, total Group Revenue of
£3,009.7m was 7.7% ahead of 2019 levels (9.6% on a constant currency basis) and increased by 37.7%
compared to 2022 (37.9% on a constant currency basis). This revenue performance included the
benefit from net contract gains as we accelerated the mobilisation of our significant pipeline,
in addition to price increases compared to the same period in each year.

During the first half year, revenues were 4.5% ahead of 2019 levels at actual exchange rates and 3.8%
ahead on a constant currency basis. This performance was driven by a strong recovery in passenger
numbers, initially led by strong leisure travel demand throughout the autumn, following an extended
holiday season in several markets. This momentum continued throughout the winter and early Spring,
despite significant industrial action impacting the UK Rail network, with trading across the Group
demonstrating a resilience to broader pressures on consumer spending. Compared to the first half
of 2022, sales increased by 64.1% (58.7% on a constant currency basis).

Change

Constant
currency
(%)
+37.9%

LFL
(%)
+31.5%

During the second half year, trading continued to strengthen, increasing by 10.3% at actual exchange
rates compared to 2019 (14.5% on a constant currency basis). Against 2022, where the prior year
comparatives were considerably more challenging than in the first half, second half revenues
increased by 22.4% (25.4% on a constant currency basis). This further improvement in underlying
trading was driven by a continued recovery in passenger numbers over the summer, particularly in the
air sector, as well as our stronger customer proposition and further deployment of digital order and
payment technology.

For the year as a whole, like-for-like sales growth versus 2022 was 31.5%. The growth in the air channel
has been particularly encouraging, driven by strong recoveries in passenger numbers in most of our
major markets. The recovery in the rail channel continued to be impacted by ongoing industrial action,
principally in the UK.

Net gains contributed 6.4% to full year revenue growth versus 2022, driven by strong contributions
from North America, including a benefit from the acquisition of the Midfield Concession business in
late June and significant new openings in Ontario, Seattle, LaGuardia, Vancouver and Kelowna, and
from the APAC and EEME division, where we opened material new contracts in Malaysia, Thailand,
Australia and India.

Trading results from outside the UK are converted into sterling at the average exchange rates for
the year. The overall impact of the movement of foreign currencies (principally the Euro, US Dollar,
Swedish Krona, Norwegian Krone, Indian Rupee, Egyptian Pound and Swiss Franc) in 2023 compared
to the 2022 average was -0.1% on revenue, -2.6% on EBITDA and -4.8% on operating profit.

Corporate governanceFinancial statementsStrategic reportOverview58

SSP Group plc Annual Report 2023

Operating profit
The underlying operating profit was £204.8m, compared to £31.7m in the prior year. On a reported
basis under IFRS 16, the operating profit was £166.8m (2022: £91.5m), reflecting a charge of £38.0m
(2022: £59.8m credit) for the non-underlying operating items.

On a pre-IFRS 16 basis, the Group reported underlying EBITDA of £280.0m (2022: £142.0m) and
underlying operating profit of £163.7m (2022: £30.3m). The underlying pre-IFRS 16 EBITDA margin
improved to 9.3% (2022: 6.5%) and the underlying pre-IFRS 16 operating profit margin improved
to 5.4% (2022: 1.4%).

Non-underlying operating items
Items which are not considered reflective of the normal trading performance of the business, and are
exceptional because of their size, nature or incidence, are treated as non-underlying operating items
and disclosed separately.

The non-underlying operating items included in the net charge of £38.0m are summarised below:
• Impairment of goodwill: as a result of past acquisitions, and in particular the creation of SSP by the
acquisition of the SSP business by EQT in 2006, the Group holds a significant amount of goodwill
on its consolidated balance sheet. This is allocated to cash generating units, and performance is
monitored on this basis. Goodwill impairment testing is carried out annually, or more frequently
if indicators of impairments have been identified, by comparing the value relating to each cash
generating unit with the net present value of its expected future cash flows. Following the most
recent reviews, a goodwill impairment of £12.5m was identified, comprising a write down in respect
of the Rail Gourmet business in the UK.

• Impairment of property, plant and equipment and right-of-use assets: the Group has carried out
impairment reviews where indications of impairment have been identified. These impairment
reviews compared the value-in-use of individual sites, based on management’s current assumptions
regarding future trading performance, to the carrying values of the associated assets. Following
this review, a charge of £5.6m has been recognised, which includes a net impairment of right-of-use
assets of £3.2m.

• Gain on de-recognition of leases: as a consequence of certain contract terminations

(FY22: modifications) the leases have been derecognised in the period, resulting in a gain
of £2.7m (2022: £61.5m).

• Site exits costs: the Group has recognised a charge of £8.6m relating to site exits and redundancies

carried out across the Group during the year, principally reflecting the planned exit from our
motorway service area business in Germany.

• Contractual settlements: during the year the group negotiated contractual settlements in respect

of the Covid-19 period which resulted in a net charge of £4.7m.

• Other non-underlying expenses: in the current year these items, primarily relating to transaction

costs and other legal fees, amounted to £9.3m (2022: £2.3m).

Financial review

2023 highlights

Operating profit

£164m

underlying pre-IFRS 16¹

£167m

reported

Earnings per share

7.1p/share

underlying pre-IFRS 16¹

1.0p/share

reported

Net debt

£(392)m

underlying pre-IFRS 16¹

£(1,421)m

reported

1 See Alternative Performance Measures page 63-65.

Corporate governanceFinancial statementsStrategic reportOverview59

SSP Group plc Annual Report 2023

Segmental performance

This section summarises the Group’s performance across its four operating segments.
For full details of our key reporting segments, please refer to note 3 on page 168.

Financial review

North America

Continental Europe

Revenue
Underlying operating profit
Operating profit

2023
£m
668.8
68.2
67.0

2022
£m
455.4

Year-on-year
change
(%)
+46.9%
18.4 +270.7.%
+287.3%
17.3

Change

Constant
currency
(%)
+44.7%

LFL
(%)
+32.7%

Revenue
Underlying operating profit/(loss)
Operating profit

2023
£m
1,136.7
51.9
32.6

2022
£m
867.9
22.6
82.0

Year-on-year
change
(%)
+31.0%
+129.6%
-60.2%

Change

Constant
currency
(%)
+30.4%

LFL
(%)
+26.4%

EBITDA was £91.9m (2022: £51.0m) and underlying operating profit was £54.9m (2022: £17.4m), both on a pre-IFRS 16 basis.
Revenue in 2019 was £533.4m.

EBITDA was £77.6m (2022: £60.7m) and underlying operating profit was £35.8m (2022: £19.8m) both on a pre-IFRS 16 basis.
Revenue in 2019 was £1,036.9m.

Revenue during the year of £668.8m increased by 46.9% compared to the prior year, and 25.4% versus
2019 levels (both at actual exchange rates). The performance included a significant contribution from
net contract gains, as we continue to grow our business in conjunction with our joint venture partners.

Revenue in Continental Europe of £1,136.7m represented an increase of 31.0% compared to 2022
and 9.6% versus 2019 levels (both at actual exchange rates).

During the first half, the sales recovery in North America remained strong, running 27.1% above 2019
levels and 71.8% ahead of 2022, reflecting the ongoing recovery in domestic leisure and business
travel, in addition to the contribution from the new openings.

Most markets in Continental Europe recovered strongly in the first six months of the year, running
9.3% above 2019 levels across this period (56.9% ahead of 2022), helped by the extended European
summer holiday season which stretched into the autumn, most notably in Spain, and was in spite of
industrial action in February and March which impacted several countries, notably France.

During the second half, sales increased by 24.0% compared to 2019 and 31.4% versus 2022, including
a sales benefit from the acquisition of the Midfield Concession business, with the transfer of six of the
seven airports completed in June.

During the second half year, sales strengthened further to 9.8% above 2019 levels (16.2% above 2022),
driven by strong air passenger numbers over the late spring and summer and despite the impact of
protests and travel disruption in France, as well as more challenging comparatives from 2019.

The underlying operating profit for the period was £68.2m, compared to £18.4m in the prior year, and
the reported operating profit was £67.0m (2022: 17.3m). This strong performance, taking operating
profit and margins to levels above those reported in 2019, reflected the rapid recovery in like-for-like
sales and a good profit contribution from the new business.

Non-underlying operating items comprised transaction costs totalling £1.2m. On a pre-IFRS 16 basis,
the underlying operating profit was £54.9m, which compared to £17.4m last year.

The underlying operating profit for the period was £51.9m compared to £22.6m in the prior year, with
a reported operating profit of £32.6m (2022: £82.0m). Non-underlying operating items comprised site
exits costs amounting to £7.2m relating to the planned exit from our motorway service area business
in Germany, historical contractual settlements totalling £4.7m, impairments totalling £6.6m and other
costs of £0.8m. On a pre-IFRS 16 basis, the underlying operating profit was £35.8m, which compared
to £19.8m last year.

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SSP Group plc Annual Report 2023

Segmental performance continued

Financial review

UK (including Republic of Ireland)

APAC and EEME

Revenue
Underlying operating profit/(loss)
Operating profit

2023
£m
773.6
66.1
54.6

2022
£m
614.9
23.5
27.7

Year-on-year
change
(%)
+25.8%
+181.3%
97.1%

Change

Constant
currency
(%)
+25.6%

LFL
(%)
+23.2%

Revenue
Underlying operating profit/(loss)
Operating profit/(loss)

2023
£m
430.6
71.0
72.2

2022
£m
247.2
13.5
14.6

Year-on-year
change
(%)
+74.2%
+425.9%
+394.5%

Change

Constant
currency
(%)
+82.6%

LFL
(%)
68.4%

EBITDA was £73.1m (2022: £38.8m) and underlying operating profit was £57.4m (2022: £25.9m) both on a pre-IFRS 16 basis.
Revenue in 2019 was £840.5m.

EBITDA was £76.8m (2022: £25.0m) and underlying operating profit was £63.5m (2022: £13.8m) both on a pre-IFRS 16 basis.
Revenue in 2019 was £383.8m.

Revenue in the UK and Ireland of £773.6m represented an increase of 25.8% compared to 2022
and a recovery to 92.0% of 2019 levels (both at actual exchange rates).

During the first half year, sales recovered to 85.2% of 2019 levels (41.0% ahead of 2022), reflecting
an ongoing recovery in both leisure and commuter travel, despite the impact of regular strike action
impacting the rail business.

In the second half, underlying UK trading in both the air and rail channels continued to strengthen,
with revenues averaging 97.8% of 2019 levels (16.5% above 2022), despite the rail sector continuing
to be impacted by ongoing industrial action.

The underlying operating profit for the UK was £66.1m compared to £23.5m in the prior year, with
a reported operating profit of £54.6m (2022: £27.7m). Non-underlying operating items comprised
impairments of goodwill of £12.5m and other items amounting in a net credit of £1m. On a pre-IFRS 16
basis, the underlying operating profit was £57.4m, which compared to £25.9m last year.

Revenue in APAC and EEME of £430.6m represented an increase at actual exchange rates of 74.2%
compared to 2022 (82.6% on a constant currency basis) and 12.2% versus 2019 levels (21.1% on a
constant currency basis).

Revenues continued to recover rapidly in this region throughout the first half, including an exceptional
performance in our business in India (TFS), where sales more than doubled year on year. Australia,
Thailand and the Middle East have also performed particularly well. First half sales for the APAC and
EEME region as a whole grew by 3.8% versus 2019 and increased by 140.32.4% compared to the
equivalent period in 2022 (both at actual exchange rates).

Compared to 2022, sales improved by 41.2% at actual exchange rates (53.9% on a constant currency
basis), as we saw further improvements in passenger numbers across the Asia Pacific region, as well
as strong performances in India and Egypt. In addition, the region continued to benefit from significant
net gains as we continued to roll out the new business pipeline there, with strong contributions from
new openings in Malaysia, Australia, Thailand, Bahrain and India.

The underlying operating profit for the period was £71.0m, compared to £13.5m in the prior year, and
the reported operating profit was £72.2m (2022: £14.6m). Non-underlying operating items comprised
impairments of £1.3m, gains on derecognition of leases of £4.1m and site exit costs of £1.6m. On a
pre-IFRS 16 basis, the underlying operating profit was £63.5m, which compared to £13.8m last year.

Corporate governanceFinancial statementsStrategic reportOverview61

SSP Group plc Annual Report 2023

Financial review

Share of profit of associates
The Group’s underlying share of profits of associates was £7.2m (2022: £6.6m profit), driven primarily
by strong performance from the Group’s associates in Cyprus and Qatar. On a reported basis, the share
of profits of associates of £0.5m (2022: £6.6m profit) included a £6.7m non-underlying impairment
charge relating to the mandatory recapitalisation of the group’s associate in France.

Non-controlling interests
The profit attributable to non-controlling interests was £48.0m (2022: £20.1m profit). On a pre-IFRS 16
basis the profit attributable to non-controlling interests was £49.7m (2022: £24.2m profit), with the
year-on-year increase reflecting a significantly improved trading performance from our partially
owned subsidiaries (operated with joint venture partners) in North America and APAC and EEME,
including in India, Thailand, the Philippines and the UAE.

On an underlying pre-IFRS 16 basis, the Group’s share of profit from associates was also £7.2m
(2022: £6.6m profit).

Net finance costs
The underlying net finance expense for the financial year was £86.6m (2022: £81.5m), which includes
interest on lease liabilities of £53.1m (2022: £37.9m). A credit to finance costs of £7.4m has been
recognised within non-underlying items relating to the refinancing of the Group debt. The reported
net finance expense under IFRS 16 was £79.2m (2022: £72.9m).

On a pre-IFRS 16 basis, underlying net finance costs were lower than the prior year at £33.5m
(2022: £43.6m), driven by a lower cost of debt on our USPP loan notes, as well as foreign exchange
gains arising on certain cash balances held in foreign currencies.

Taxation
The Group’s underlying tax charge for the period was £29.1m (2022: £0.9m credit), representing an
effective tax rate of 23.2% (2022: 2.1%) of underlying profit before tax. On a reported basis, the tax
charge for the period was £32.0m (2022: £15.3m charge) representing an effective tax rate of 36.3%
(2022: 60.7%).

Earnings/(loss) per share
The Group’s underlying earnings per share was 6.2 pence per share (2022: loss of 7.7 pence per share),
and its reported earnings per share was 1.0 pence per share (2022: loss of 1.3 pence per share).

On a pre-IFRS 16 basis the underlying earnings per share was 7.1 pence per share (2022: loss of 4.5 pence
per share).

Dividends
In line with the Group’s stated priorities for the uses of cash and after careful review of its medium-
term investment requirements, the Board is proposing a final dividend of 2.5 pence per share
(2022: nil), which is subject to shareholder approval at the Annual General Meeting.

The Group is proposing a payout ratio of 35% of the underlying pre-IFRS 16 earnings per share,
which is in the middle of our proposed payout range of 30-40%.

The final dividend will be paid, subject to shareholder approval, on 29 February 2024 to shareholders
on the register on 2 February 2024.

On a pre-IFRS 16 basis, the Group’s underlying tax charge was £31.2m (2022: £4.6m), equivalent to
an effective tax rate of 22.7% (2022: a negative effective tax rate of 68.7%) of the underlying profit
(2022: loss) before tax.

The ex-dividend date will be 1 February 2024.

The Group’s tax rate is sensitive to the geographic mix of profits and losses and reflects a combination
of higher rates in certain jurisdictions, as well as the impact of losses in some countries for which no
deferred tax asset is recognised. The underlying tax rate for the current year reflects a return to
pre-pandemic rates of around 22-23%, the prior year tax rates having been impacted by the
significant change in the geographic mix caused by Covid-19.

Corporate governanceFinancial statementsStrategic reportOverview62

SSP Group plc Annual Report 2023

Financial review

Free Cash flow
The table below presents a summary of the Group’s free cash outflow for 2023

Underlying operating profit¹
Depreciation and amortisation
Exceptional operating costs
Working capital
Net tax payment
Capital expenditure²
Acquisitions, net of cash received
Net dividends to non-controlling interests and from associates
Net finance costs
Other
Free cash outflow

2023
£m
163.7
116.3
(17.8)
(19.8)
(19.6)
(220.0)
(41.2)
(46.0)
(46.1)
5.6
(124.9)

2022
£m
30.3
111.7
(3.6)
116.7
(2.3)
(148.9)
(1.4)
(14.5)
(40.5)
4.5
52.0

Acquisition costs of £41.2m comprised £2.8m consideration paid for the AMT business in the UK
in December 2022, together with a further £38.4m for the purchase of the units at six of the seven
Midfield concessions locations in North America in June 2023. We took operational control of the
units at Denver on 16 November 2023.

Net corporation tax payments of £19.6m (compared to £2.3m in 2022) and net dividends paid to
non-controlling interests (net of receipts from associates) of £46.0m (2022: £14.5m) were both much
higher year on year, reflecting the Group’s significant increase in profitability over the last twelve months.

Net finance costs paid of £46.1m were also higher than in the prior year (2022: £40.5m), mainly
reflecting the payment of deferred interest liabilities in respect of the Group’s US Private Placement
notes following the Rights Issue in 2021.

Net debt
Overall net debt increased by £95.7m to £392.2m on a pre-IFRS 16 basis, largely reflecting
the free cash outflow in the year of £124.9m as detailed above. On a reported basis under IFRS 16,
net debt was £1,420.9m (30 September 2022: £1,150.7m), including lease liabilities of £1,028.7m
(30 September 2022: £854.6m).

1 Presented on an underlying pre-IFRS 16 basis (refer to pages 64 for details).
2 Capital expenditure is net of cash capital contributions received from non-controlling interests of £22.5m (2022: £10.7m).

The table below highlights the movements in net debt in the period on a pre-IFRS 16 basis.

The Group’s net cash outflow during the year was £124.9m, compared to a £52.0m net cash inflow last
year. This year-on-year change primarily reflected the anticipated higher levels of capital expenditure
and working capital outflows in 2023. The net outflow in the year also included the impact of the
acquisition of the Midfield concessions business in June, as well as exceptional restructuring and
other costs incurred during the year.

Capital expenditure was £220.0m, a significant increase compared to the £148.9m in the prior year,
reflecting the ongoing mobilisation of our new business pipeline, as well as a rebound in the level
of renewals and maintenance projects, many of which were put on hold in the aftermath of Covid.

Although working capital benefited from a further recovery in sales across the year (increasing from
around 95% of 2019 levels in September 2022 to around 110% in September 2023), this was more
than offset by a reduction in the level of the Group’s deferred liabilities, largely rents, during the period,
amounting to approximately £50m, resulting in a net cash outflow for the year of £20.7m.

Net debt excluding lease liabilities at 1 October 2022 (Pre-IFRS 16 basis)
Free cash flow
Impact of foreign exchange rates
Other¹
Net debt excluding lease liabilities at 30 September 2023 (Pre-IFRS 16 basis)
Lease liabilities
Net debt including lease liabilities at 30 September 2023 (IFRS 16 basis)

1 Other changes relate to the effect of our debt refinancing carried out in the year.

£m
(296.5)
(124.9)
21.9
7.3
(392.2)
(1,028.7)
(1,420.9)

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SSP Group plc Annual Report 2023

Financial review

Alternative Performance Measures
The Directors use alternative performance measures for analysis as they believe these measures
provide additional useful information on the underlying trends, performance and position of the
Group. The alternative performance measures are not defined by IFRS and therefore may not be
directly comparable with other companies’ performance measures and are not intended to be a
substitute for IFRS measures.

2. Non-underlying profit items
The Group presents underlying profit/(loss) measures, including operating profit/(loss), profit/(loss)
before tax, and earnings/loss) per share, which exclude a number of items which are not considered
reflective of the normal trading performance of the business, and are considered exceptional because
of their size, nature or incidence. The table below provides a breakdown of the non-underlying items
in both the current and prior year.

1. Revenue measures
As the Group is present in 37 countries, it is exposed to translation risk on fluctuations in foreign
exchange rates, and as such the Group’s reported revenue and operating profit/loss will be impacted
by movements in actual exchange rates. The Group presents its financial results on a constant
currency basis in order to eliminate the effect of foreign exchange rates and to evaluate the underlying
performance of the Group’s businesses. The table below reconciles reported revenue to constant
currency sales.

(£m)
2023 Revenue at actual rates by region
Impact of foreign exchange
2023 Revenue at constant currency¹
2022 Revenue at actual rates by region

North
America
668.8
(10.2)
658.6
455.3

Continental
Europe
1,136.7
(4.9)
1,131.8
868.1

UK
773.6
(1.6)
772.0
614.9

APAC &
EEME
430.6
20.7
451.3
247.1

Total
3,009.7
4.0
3,013.7
2,185.4

Constant currency sales growth
Which is made up of:
Like-for-like sales growth²
Net contract gains³,⁴
Total constant currency sales growth

44.7%

30.4%

25.6%

82.6%

37.9%

32.7%
12.0%
44.7%

26.4%
4.0%
30.4%

23.2%
2.4%
25.6%

68.4%
14.2%
82.6%

31.5%
6.4%
37.9%

1 Constant currency is based on average 2022 exchange rates weighted over the financial year by 2022 results.
2 Like-for-like sales represent revenues generated in an equivalent period in each financial year in outlets which have been open for a minimum

of 12 months. Like-for-like sales are presented on a constant currency basis.

3 Revenue in outlets which have been open for less than 12 months and prior period revenues in respect of closed outlets are excluded from

like-for-like sales and classified as contract gains. Net contract gains/(losses) are presented on a constant currency basis.

4 The impact of the Midfield Concession acquisition has been included in net contract gains.

Operating costs
Impairment of goodwill
Impairment of property, plant and equipment
Impairment of right-of-use assets
Contractual settlements
Site exit costs
Gain on derecognition of leases
IFRS 16 rent credit
Debt amendment expenditure and extension of bank facilities
Other non-underlying costs

Finance expenses
Debt refinancing & effective interest rate adjustments

Taxation
Tax charge on non-underlying items
Total non-underlying items

Non-underlying items

IFRS 16
2023
£m

IFRS 16
2022
£m

(12.5)
(2.4)
(3.2)
(4.7)
(8.6)
2.7
–
–
(9.3)
(3.8)

7.4
7.4

(2.9)
(40.2)

–
(12.1)
(6.1)
–
(2.9)
61.5
23.0
(1.3)
(2.3)
59.8

8.6
8.6

(16.2)
52.2

Further details of the non-underlying operating items have been provided in the Financial Review
section on page 13. Furthermore, a reconciliation from the underlying to the statutory reported basis
is presented below:

Operating profit/(loss) (£m)
Operating margin
Profit/(loss) before tax (£m)
Earnings/(loss) p/share (p)

2023 (IFRS 16)

Non-underlying
Items
(38.0)
(1.2)%
(37.3)
(5.2)

Underlying
204.8
6.8%
125.4
6.2

2022 (IFRS 16)

Non-underlying
Items
59.8
2.7%
68.4
6.4

Underlying
31.7
1.5%
(43.2)
(7.7)

Total
166.8
5.5%
88.1
1.0

Total
91.5
4.2%
25.2
(1.3)

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64

SSP Group plc Annual Report 2023

Financial review

3. Pre-IFRS 16 basis
In addition to our reported results under IFRS 16 we have decided to also maintain the reporting of our
profit and other key KPIs like net debt on a pre-IFRS 16 basis. This is because the pre-IFRS 16 profit is
consistent with the financial information used to inform business decisions and investment appraisals.
It is our view that presenting the information on a pre-IFRS 16 basis will provide a useful and necessary
basis for understanding the Group’s results. As such, commentary has also been included in the
Business Review, Financial Review and other sections with reference to underlying profit measures
computed on a pre-IFRS 16 basis.

Underlying operating profit is £41.1m lower on a pre-IFRS 16 basis, as adding back the depreciation
of the right-of-use assets of £194.5 does not fully offset the recognition of fixed rents of £230.4m and
the gain on derecognition of leases of £5.2m. Profit before tax is £12.0m higher on a pre-IFRS 16 basis
as a result of adding back £53.1m in finance charges on lease liabilities. The impact of IFRS 16 on net
debt is primarily the recognition of the lease liability balance.

Pre-IFRS 16 basis underlying EBITDA is a key measure of profitability for the Group. A reconciliation
to pre-IFRS 16 basis underlying operating profit/(loss) for the period is presented below:

A reconciliation of key underlying profit measures to ‘Pre-IFRS 16’ numbers is presented below:

Year ended 30 September 2023

Year ended 30 September 2022

Underlying
IFRS 16
£m
3,009.7
(2,804.9)

Impact of
IFRS 16
£m
–
(41.1)

Underlying
Pre-IFRS 16
£m
3,009.7
(2,846.0)

Notes
2
4

Underlying
IFRS 16
£m
2,185.4
(2,153.7)

Impact of
IFRS 16
£m
–
(1.4)

Underlying
Pre-IFRS 16
£m
2,185.4
(2,155.1)

Pre-IFRS 16 underlying EBITDA
Depreciation of property, plant and equipment
Amortisation of intangible assets
Pre-IFRS 16 underlying operating profit

2023
£m
280.0
(106.6)
(9.7)
163.7

2022
£m
142.0
(97.9)
(13.8)
30.3

Revenue
Operating costs
Operating
profit/(loss)
Share of profit
from associates
Finance income
Finance expense
Profit/(loss)
before tax
Taxation
Profit/(loss)
for the period
Profit/(loss)
attributable to:
Equity holders
of the parent
Non-controlling
interests
Profit/(loss)
for the period
Loss per share
(pence):
– Basic
– Diluted

204.8

(41.1)

163.7

31.7

(1.4)

30.3

Furthermore, a reconciliation from pre-IFRS 16 underlying profit/(loss) for the period to the statutory
profit/(loss) for the period is as follows:

7.2
17.0
(103.6)

125.4
(29.1)

–
–
53.1

12.0
(2.1)

7.2
17.0
(50.5)

137.4
(31.2)

6.6
4.9
(86.4)

(43.2)
0.9

–
–
37.9

36.5
(5.5)

96.3

9.9

106.2

(42.3)

31.0

6.6
4.9
(48.5)

(6.7)
(4.6)

(11.3)

(60.9)

25.4

(35.5)

6.9

3.0

9.9

49.6

46.7

96.3

6.2
6.2

56.5

49.7

18.6

106.2

(42.3)

7.1
7.0

(7.7)
(7.7)

5.6

31.0

24.2

(11.3)

(4.5)
(4.5)

5
5

3
3

Pre-IFRS 16 underlying operating profit/(loss) for the period
Depreciation of right-of-use assets
Fixed rent on leases
Gain on derecognition of leases
Non-underlying operating (costs)/profit (note 4)
Share of profit from associates
Non-underlying share of loss from associates
Net finance expense
Non-underlying finance income (note 5)
Taxation
Profit after tax

2023
£m
163.7
(194.5)
230.4
5.2
(38.0)
7.2
(6.7)
(86.6)
7.4
(32.0)
56.1

2022
£m
30.3
(170.0)
154.8
16.6
59.8
6.6
–
(81.5)
8.6
(15.3)
9.9

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65

SSP Group plc Annual Report 2023

Financial review

A reconciliation of underlying operating profit to profit before and after tax is provided as follows:

Underlying operating profit
Non-underlying operating (costs)/profit (note 5)
Share of profit from associates
Non-underlying share of loss from associate
Finance income
Finance expense
Non-underlying finance income (note 6)
Profit before tax
Taxation
Profit after tax

2023
£m
204.8
(38.0)
7.2
(6.7)
17.0
(103.6)
7.4
88.1
(32.0)
56.1

2022
£m
31.7
59.8
6.6
–
4.9
(86.4)
8.6
25.2
(15.3)
9.9

4. Liquidity and cashflow
Liquidity remains a key KPI for the Group. Available liquidity at 30 September 2023 has been
computed as £606.9m, comprising cash and cash equivalents of £303.3m, and undrawn credit
facilities of £303.6m.

A reconciliation of free cashflow to underlying operating profit is shown on page 62.

Jonathan Davies
Deputy Group CEO and CFO
5 December 2023

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66

SSP Group plc Annual Report 2023

Risk management
and principal risks

To enable us to deliver our purpose of being
the best part of the journey, it is critical for us to
manage our risks effectively and appropriately.
The Group’s risk management framework is
specifically designed to systematically identify,
analyse, and effectively manage material risks
across the business through a series of
processes aimed at continuous monitoring,
management, and ultimately risk mitigation.

Identifi c a ti o

n Prioritis

t
i

i
t

ring M itigation

Approach

Identification

Review risks from the previous year to determine
if they are still valid and whether to consider any
emerging risks.

Consider major changes and initiatives.

Consider complex, changing or new processes
or those with historical issues.

Monitoring
Develop an action plan for any medium or high rated
risks without appropriate mitigating activities.
This includes:

What action will be taken?
Who is responsible?
When will the new activity be implemented?

Strategic risks
Interviews are held with the Group Executive
Committee members, Group functional leads and
country leadership team to update the Strategic
Risk Register.

Prioritisation
Prioritise risks based on impact and likelihood:

Impact: If the risk arises, what is the impact on
the achievement of the country, region and Group’s
strategic priorities and financial targets?
Likelihood: What is the likelihood that the specific
risk will occur?

Mitigation
Country management identifies current and potential
mitigation activities for operational risks:

What activity is undertaken and is this managing
the risk?
Who performs the activity and is this the right
person to undertake this activity?
When is this undertaken and is the frequency
appropriate to manage the risk?

Operational risks
Operational Risk Registers are updated
by regional/country management teams.

Risk Management Framework
An overview of our risk management framework
is set out on page 69 and in accordance with the
Corporate Governance Code, the Board
(supported by the Audit Committee) has overall
responsibility for reviewing its effectiveness.
The Board confirms that there is an ongoing
process for identifying, evaluating and managing
significant and emerging risks faced by the
Group as well as setting the Group’s risk appetite
(as set out on page 68).

In addition to the detail set out on page 69,
key features of the Group’s risk management
processes are as follows:
• The Group conducts an annual risk assessment
review to identify principal risks, while local
management teams maintain country and
regional risk registers. These regional and
country-specific registers encompass the
risk assessments, significant changes in risks
or new initiatives, and both current and future
mitigation activities discussed.

• The Group maintains a top-down consolidated
risk register, which covers risks to the overall
Group. Risks are assessed in terms of their
potential impact and likelihood, and key
risks are brought to the attention of the Risk
Committee and the Audit Committee. This
evaluation also includes the consideration
of climate-related risks and opportunities.
• Our regional and country management teams
are responsible for implementing internal
control and risk management practices within
their own businesses, ensuring ongoing
compliance with the Group’s policies and
procedures, and identifying emerging risks.

• A key aspect of the Group’s risk mitigation
processes is the implementation of various
risk management policies throughout the
organisation. These policies are complemented
by tailored training programmes for different
levels within the Group and encompass a
Colleague Code of Conduct, a Speak Up Policy,
an Anti-Bribery and Anti-Corruption Policy,
a Prevention of the Facilitation of Tax Evasion
Policy, a GDPR Compliance Policy, Modern
Slavery Policy, Group Authorisation Policies,
and various IT security policies. These are
updated periodically as needed. The Board and
senior management have received training on
the obligations and behaviours expected of
a UK-listed company, which include matters
related to compliance, insider trading, and
preventing market abuse. The Risk Committee
regularly receives reports on topics covered
by these policies, including compliance reports
and updates on training uptake.

• The Group’s Speak Up Policy establishes

a framework that encourages all individuals
at every level of the organisation, including
colleagues, consultants, and contractors, to
feel confident in reporting irregularities. We
encourage individuals to voice their concerns with
designated persons, the Country Whistleblowing
Officer, or the confidential Group Helpline. The
Board, in collaboration with the Audit Committee,
oversees and reviews the matters reported and
the outcomes of any investigations.

• The management of risk and compliance with
associated policies is considered as part of the
Group’s performance management systems.
• Our Group Safety Forum, chaired by the Group
Safety Director and comprised of health and
safety experts from across our organisation,
is responsible for monitoring and evaluating
our adherence to global safety standards
and compliance with regulations. It is further
supported by an Executive Safety Committee,
chaired by the Chief People Officer, which
conducts quarterly regional reviews of our
performance in relation to safety processes
and objectives. For additional information
on our safety governance framework, refer
to page 44 of our Sustainability Report.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Our sustainability framework enables us to
integrate key areas of non-financial performance
with our financial performance and objectives,
so we can generate long-term value for all our
stakeholders. It also ensures that both the Board
and the business factor in risk from financial
and non-financial standpoints. For instance,
throughout the year, the heightened emphasis on
sustainability in our performance has prompted
the business and Board to assess the risks and
opportunities tied to our net-zero roadmap and
carbon footprint reduction, which affect both
short and long-term value creation. Incorporating
environmental, social, and governance
considerations into our risk assessments aids in
the development of a more sustainable strategy
that fosters well-rounded success and value
creation. For further details, refer to pages 28-31
and our Sustainability Report.

Principal Risks
The principal risks and uncertainties to which the
Group is exposed are summarised on pages 70-77,
along with the actions taken to mitigate them and
details of the risk trend over the year. Risks are
identified as ‘principal’ based on the likelihood
of occurrence and their potential impact on the
Group. Those risks with higher probability and
greater impact on strategy, reputation, operations
and financial performance receive the highest
risk rating. These risks have been reviewed and
agreed with the Board (and considered by the
Group Executive Committee).

A new risk relating to ‘mergers and acquisition
activity’ has been added to the principal risks.
The Covid-19 risk has been downgraded. Risks
relating to health and food safety, ‘information
security and stability’, ‘mobilisation of pipeline’
and ‘benefits realisation from efficiency
programmes’ have all risen over the year.

t
c
a
p
m

Last year, the Group disclosed ten principal risks.
This has now increased to 14 principal risks (noted
below). We have included risks 11-14 as some are
directly relevant to the Group’s strategic priorities.

In addition to the principal risks outlined on
pages 70-77, each local business maintains a
register of operational risks that are monitored
and reviewed internally throughout the year.

Risk management
and principal risks

Group Principal Risks
The graphic illustrates the Group’s principal risks positioned on a relative basis based on the annual
risk assessment approved by the Board.

Key to movement since 2022

Increasing Stable Decreasing New

Likelihood

Link to our strategic priorities
Principal risks are identified, assessed
and discussed in relation to their linkage
with our strategic priorities set out below:

Risks
1

Business environment, geo-political uncertainty
and terrorism threat
Availability of labour and wage inflation
Supply chain disruption and product cost inflation
Health and food safety
Information security and stability

2
3
4
5
6 Compliance
7 Mobilisation of pipeline
8

The competition landscape, changing client behaviours
and client retention
Insufficient senior capability at Group and country level

9
10 Benefits realisation from efficiency programmes
11 Sustainability
12 Innovation of brand portfolio & changing customer demands
13 Merger and acquisition activity
14 Expansion into new markets

Corporate governanceFinancial statementsStrategic reportOverview68

SSP Group plc Annual Report 2023

Emerging risks
SSP defines emerging risks as those whose
timing and impact are not entirely certain but
may, over time, pose a risk to the delivery of the
Group’s strategy. We have well-established
processes for identifying and monitoring emerging
risks through horizon scanning and our embedded
risk management framework, both at Group and
regional levels.

At the regional level, we employ a bottom-up
approach, where incidents and trends are
monitored and discussed at regional risk
committees and Group Executive Committee
meetings (as applicable). Depending on the
perceived impact and probability of these risks,
they are escalated to the Group CEO and Deputy
Group CEO and CFO through weekly trading
updates and subsequently to the Group Executive
and Risk Committees, as appropriate. Regional
management closely monitors these risks and
periodically updates Group management.

At the Group level, we adopt a top-down approach through our annual risk assessment exercise, during
which emerging risks are discussed with senior regional management (CEOs and CFOs) and Group
management, including heads of Finance, HR, Procurement, and Legal departments. Identified risks
are reviewed and approved by the Group Executive Committee before being submitted to the Board.

Risk management
and principal risks

Short
term

Mobilisation
of pipeline

Medium
term

Climate
change

Long
term

Structural
changes to the
travel sector

Due to the Group’s strategic priority of ‘Pivoting to
high-growth markets,’ the Group has placed additional
emphasis on identifying, assessing, completing, and
integrating new transaction targets to significantly boost
growth in key markets. For more information, please refer
to pages 19-20.
Similarly to the prior year, climate change is one of our
most significant medium-term emerging risks. Primarily,
this relates to the failure to adequately consider and respond
to the physical and transition risks associated with climate
change, including the impact on our units such as damage
or closure, disruption to our supply chain, increased food
security challenges and increased pressure of compliance
with regulatory requirements.

See pages 50-56 for more information on our consideration of
climate risk, its potential impact on the business and its results.
Consistent with the prior year, from a long-term perspective,
there may be structural changes to the travel sector driven
by customer behaviour, such as an aversion to air travel due to
its impact on the environment, increased remote working and
greater road travel as adoption of electric vehicles increases.
These also present opportunities, but otherwise could have
a severe adverse impact on the business. Holiday destinations
could vary dependent on the impact of climate change.

See pages 52-54 for more information on how we are
addressing these structural changes and mitigating action.

As above, all these risks are monitored and discussed at senior management level to consider
appropriate mitigations.

Risk appetite
Risk appetite is the level of risk that the Group
is willing to accept, both in day-to-day business
operations and in seeking to realise our strategic
priorities. It is also an important element of our
culture and values, as we seek to balance activity
to drive our purpose and build momentum with
protecting the business and doing the right thing.

The Board determines the risk appetite of the
Group to ensure that we consider and manage
appropriately the potential impact of current
and emerging risks. This aims to increase the
likelihood that we achieve our business
objectives, and minimise the threat of adverse
impacts to our financial and operational
performance and prospects.

During the year, the Board concluded there
were certain risks for which it had a very low risk
appetite, and categorised them as ‘risk-averse’.
These risks included ‘health and food safety,
information security and stability, compliance
with legislation, and liquidity and funding.’ We are
working to minimise these risks. For certain risks,
the Group has a higher risk appetite and classifies
these as ‘risk willing.’ This category includes
‘mobilisation of pipeline, expansion of pipeline,
benefits realisation from efficiency program,
innovation and development of brand portfolio,
and the competitive landscape, changing client
behaviours, and client retention.’ These risks
are directly related to achieving our objective
of increasing growth and returns. The remaining
Principal Risks are classified as ‘risk moderate’
and the Group adopts a balanced approach
to risk management.

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SSP Group plc Annual Report 2023

Risk management
and principal risks

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The Group’s risk management framework

Board
Overall responsibility for the Group’s system of internal controls and risk management policies. Receives updates on key risk matters including Safety.

Audit Committee
– Reviews risk management policies and processes (including as to sustainability and climate-related matters) and financial controls, providing a reasonable basis for the Board to make judgements on an ongoing basis as to the
Group’s financial position and prospects.
– Receives and reviews detailed risk registers, Control Self-Assessment (CSA) results and internal audit reports.
– Assesses the integrity of the Group’s financial reporting, including as to tax compliance and reporting.
– Reports to the Board on relevant matters arising (including from internal and external audit reports).

Risk Committee
Meets quarterly and operates under the oversight of the Audit
Committee. Chaired by the Deputy Group CEO and CFO and comprises
various senior management. Attended by Deloitte as internal audit.
– Reviews and updates risk registers, operational risks,
controls and KPIs, including emerging risks.
– Oversees internal audit process.
– Reviews the Group balance sheet.
– Reviews the Group’s information security protocols.
– Assesses safety management reports and initiatives
(including for allergens).
– Reviews internal compliance reports (including ABC, modern
slavery, GDPR) and assesses further actions and controls.
– Receives reports from the Climate Risk Steering Committee.
– Oversees management of climate-related risks and opportunities.

Group Executive Committee
Meets monthly and is chaired by the Group CEO.
Composed of the Executive Directors and senior management
(comprising regional CEOs and functional heads).
– Produces annual budget for Board review and approval.
– Reviews budget pursuant to weekly and monthly reports.
– Identifies and executes, subject to any necessary Board approvals,
new strategic business opportunities, M&A opportunities and major
capital expenditure proposals (including new country entry).
– Reviews risk assessment, as well as current and future mitigation
activities, and committee members report on emerging risks and
opportunities in their area of responsibility.
– Executive Directors report to Board on financial performance
and key issues as they arise.

Financial Reporting
– Coordinates the risk management process (updates risk
registers, coordinates local registers, assesses risk ratings and
documents mitigating controls).
– Conducts meetings with risk owners and consolidates
local risk registers.
– With CEO and Deputy Group CEO and CFO, conducts regular
trading, financial and risk reviews to monitor the ongoing
operations of the Group.
– Carries out balance sheet reviews with the local teams.

Treasury Committee
Meets quarterly, is chaired by the Deputy Group CEO and CFO
and monitors a wide range of treasury matters and activities:
– Agrees and implements the Group’s treasury policies.
– Oversees the cash forecasting process.
– Monitors financial risks including interest rate risk,
foreign exchange risk, liquidity risk.
– Considers other topical or ad hoc items
(such as lender covenants, and guarantee capacity).

Disclosure Committee
Composed of the Group CEO,
Deputy Group CEO and CFO and General Counsel.
Meets on an ad hoc basis.
– Identifies information which requires disclosure under the Listing
Rules, Market Abuse Regulations or the DTRs in a timely manner, to
ensure that such information is properly considered and that such
consideration includes whether the information should be disclosed.

Group Investment Committee
– Reviews and authorises material capital investments and acquisitions.
– Operates a post-investment review process.

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Regional and Country Management
– Implements internal control and risk management practices locally and ensures compliance with the Group’s policies and procedures.
– Considers, updates and maintains local risk registers and risk maps, including in relation to emerging risks.
– Completes the annual CSA process, and proposes and follows up on action points to address any control gaps.
– Submits requests for approval of controlled activities, which are reviewed by Group compliance and relevant functional heads.
– Works with our outsourced loss prevention analysts to investigate and remedy any queries raised.
– Compiles reports and maintains registers as required (e.g. ABC, safety, sustainability and other compliance matters).
– Attends Group Risk Committee where control challenges are identified through CSA/CC or Internal Audit.

Internal Audit
– Performs a programme of testing a set of key controls based on a continuing assessment of business risks across the Group.
– Carries out assurance activities to inform the Board and its committees of potential risk areas and mitigating controls.
– Provides independent third line assurance over the adequacy and effectiveness of the systems of internal control at Group, regional and country level.

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Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Risk management
and principal risks

Risk 1: Business environment, geo-political uncertainty and terrorism threat Risk 2: Availability of labour and wage inflation

Executive risk owner
Group CEO, Deputy Group CEO
and CFO, Regional CEOs

Trend

Link to our strategy

Pivoting to high growth markets
Delivering operational efficiencies

Executive risk owner
Country CEOs

Trend

Link to our strategy

Pivoting to high growth markets
Enhancing business capabilities;
driving competitive advantage

Risk description
The Group operates in the travel
environment where external
factors such as the general
economic and geo-political
climate, levels of disposable
income, changing demographics,
and travel patterns could affect
passenger numbers and
customer spending.

The travel environment is
vulnerable to acts of terrorism
or war, outbreaks of pandemic
diseases, or major and extreme
weather events or natural
disasters, which could reduce
the number of passengers
in travel locations.

Risk trend
During the year, we have
continued to see inflationary
pressures across our markets,
and Central Banks raising
interest rates with the aim of
reducing inflation. These actions
have had limited success,
and pressure on customer
discretionary spending is likely
to continue in the short to
medium term as increased
interest rates feed through into
mortgage costs when fixed rate
deals come to an end.

Mitigating factors
The Group monitors the
performance of individual
business units and markets
regularly. The Executive
Directors review detailed weekly
and monthly performance,
covering a range of KPIs, and
monitor progress on key
strategic projects with local
senior management. We take
specific short- and medium-term
actions to address any trading
performance issues, and monitor
them on an ongoing basis.

The Group has experienced
a significant summer peak
in 2023, with air passenger
numbers equivalent to 2019
levels in many markets. However,
this may be reflective of pent-up
Covid-related demand and may
have been funded by savings
accumulated during the
pandemic. It may not continue
into 2024, especially given the
current economic climate.

Should passenger numbers
fall significantly, we can actively
manage the number of open
units, as we have successfully
done in recent years. Partly
because of Covid-19, a larger
proportion of our unit rents
are now based on passenger
numbers, providing additional
downside protection in the
event of a significant prolonged
fall in passenger numbers.

The business has a range
of strategies to minimise
inflationary impact, such
as menu engineering, pricing,
and leveraging its strong
relationships with clients
and supply chain partners.

Risk description
The Group’s revenue relies on
the availability of frontline staff
and skilled labour to operate
our units. The hospitality sector
faces ongoing competition with
other industries for these
valuable resources, raising the
risk that the Group may struggle
to recruit and retain an adequate
workforce to run the existing
business at full capacity.
Additionally, there is a risk that
SSP may encounter challenges
in recruiting sufficient resources
to support planned growth in
a timely manner.

Risk trend
Across our markets we have
seen greater availability of
labour than in the previous year,
when labour constraints were
the key factor limiting our ability
to reopen our units, and we
expect this trend to continue.

However, wage inflation
continues apace, with labour
only available to companies
willing to match wage demands.
Governments have responded
to the global inflationary
environment by increasing
minimum hourly wages.
Competition from other food
and beverage operators, hotels,
bars and restaurants has
resulted in pressure to increase
wages across the business.

Mitigating factors
Our People function continues
to actively support the
development of strategies
to mitigate labour cost inflation
across the Group, including
introducing incentives to retain
existing frontline colleagues.
Each business area is
monitoring their respective
markets, both by location and
compared to their peers, to
ensure we continue to attract
and retain talent.

Increased use of technology,
such as digital ordering and
payment, along with menu
simplification and expanded
grab ‘n’ go offerings, has reduced
demands on our colleagues’
time. In the US we have
introduced standardised
kitchens, speeding up meal
preparation and we are trialling
the use of robots to determine
if that could help reduce
demands on colleagues’ time.

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SSP Group plc Annual Report 2023

Risk management
and principal risks

Risk 3: Supply chain disruption and product cost inflation

Executive risk owner
Regional CEOs, Chief Procurement
Officer

Trend

Link to our strategy

Delivering operational efficiencies

In the medium term, there
are several supply chain risks
potentially linked to the
climate agenda:
• the risk of increased costs
due to the introduction
of carbon pricing or carbon
taxation

• the risk of legislation that
could prohibit the sale of
single-use plastic products or
products in plastic packaging,
resulting in increased costs

• a reduced availability

of climate-sensitive raw
materials due to the rising
frequency of extreme
weather events.

Risk description
The Group’s revenue is
generated from the supply
of menu items to customers,
exposing us to both short and
medium-term availability risks
concerning food, beverages,
and other consumables. There
is also a risk that our margins
may not be sustained due
to product cost inflation.

The Group’s future growth
projections rely on capital
expenditure for our secured
pipeline. This expenditure
is susceptible to inflation risk,
given the time lapse between
investment case approval
and the actual construction.
Consequently, the original
return on investment may no
longer be achievable. Certain
capital items must be sourced
from brand partners, which
amplifies availability risk.

Risk trend
Sourcing menu items has
become more manageable
compared to the prior year
when supplies were severely
disrupted by the war in Ukraine.
However, we are still seeing
double-digit product cost
inflation in most regions.

We are also facing ongoing
inflationary pressure related
to pipeline capital expenditure,
where costs are expected to
exceed initial projections
included in the investment case
due to inflation in building costs.

SSP is actively working
on meeting its supply chain
sustainability targets by our
target deadline. We anticipate
that there may be increased
disruption in FY24 due to
El Niño potentially having a
negative impact on global crop
yields, with a more pronounced
effect in South America.

Mitigating factors
The Group has conducted
extensive menu engineering to
mitigate the impact of lack of
availability and rising prices, such
as substitutions (for example, salad
instead of fries). Post-Covid 19,
we manage menus carefully so
we can maintain simplicity in the
supply chain wherever possible.

For most key ingredients in our
markets we have a minimum of
two suppliers.

We have approached clients
to secure economic benefits
to offset increases in build costs,
such as additional capital
expenditure contributions,
extended lease terms or
rent-free periods.

For partner-supplied capital
expenditure, long lead time items
are being pre-ordered well in
advance of unit construction.

The business has increased
awareness of and is actively
planning for the increase in
climate-related risks.

In the medium term the
increased costs from sustainable
alternatives will likely decline
as the alternatives become the
norm, as has already occurred
with wooden cutlery.

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SSP Group plc Annual Report 2023

Risk management
and principal risks

Risk 4: Health and food safety

Risk 5: Information security and stability

Executive risk owner
Regional CEOs, Chief People Officer

Trend

Link to our strategy

Enhancing business capabilities;
driving competitive advantage
Delivering operational efficiencies

Executive risk owner
Chief Digital and Technology Officer

Trend

Link to our strategy

Delivering operational efficiencies

Risk description
The preparation of food and
maintenance of the Group’s
supply chain necessitate
maintaining high levels of
hygiene, temperature control,
and traceability. Non-compliance
with food safety laws can
potentially expose the Group to
significant reputational damage,
along with the possibility of
food safety liability claims,
financial penalties, and other
associated issues.

There is also a risk that
customers or colleagues may
incur harm or injury while on
SSP premises.

Risk trend
Continued focus is necessary
to ensure that all colleagues
adhere to the highest standards
of food safety and the Group’s
internal guidelines and
processes. In the US, the
FDA has resumed inspections
for food manufacturers and
has visited some of the
Group’s units.

There is an increasing risk
of marketing claims, such as
‘healthier’ or ‘more sustainable,’
being challenged. Given the
ongoing and growing
expectations in this area,
particularly concerning food
safety, this risk has increased
over the last twelve months.

Mitigating factors
The Group has a global safety
management programme,
setting minimum standards
of health and safety, fire safety
and food safety across all its
operations and requiring periodic
reporting of performance and
incident statistics.

In the year we recruited a new
Group Director of Safety with
overall responsibility for safety.
Annually, all countries must
complete a full self-assessment
across all fire, people and
product safety measures.
All country operations are
required to report on all food
safety incidents (including
allergens) on a six-monthly
basis to the Risk Committee.

As part of our procurement-led
Make or Buy project we are
considering whether the food
safety, contamination and
allergens risks can be better
managed by buying prepared
food from third parties.

Risk description
Cyber security remains
a significant risk for SSP,
particularly concerning the
potential for unauthorised
access to our systems through
third-party providers and legacy
platforms and systems. The
Group faces various cyber
threats and disruptions.

A failure to establish and
execute appropriate due
diligence processes for
identifying and addressing
security issues internally and
within our supply chain could
lead to reputational damage,
service disruptions, and data
loss. Since SSP’s core
operations do not heavily rely
on customer data, the primary
risks are related to service
disruption and potential harm
to our reputation.

Risk trend
The digital landscape poses
heightened risks for global
companies, including
unauthorised access, the
loss of confidential data,
and potential damage to
brand image, particularly
with an increased exposure
to cyber vulnerabilities.
There’s a growing trend of
advanced phishing and malware
threats targeting companies,
resulting in operational
setbacks and data loss.

The presence of legacy
devices across the global
estate increases SSP’s risk
profile. Integrations with
third-party partners, also
heighten the risk exposure
for SSP.

The global nature of our
business, adds complexity to
the cyber controls needed to
protect SSP from cyber attacks.

Mitigating factors
The expansion of Group
digital and technology security
detection and monitoring
services has been carried out
across all regions, bolstering the
capabilities for detecting and
responding to security incidents.

A Privileged Access
Management project is
underway to implement
strong role-based controls for
all SSP systems, particularly
for high-privilege users such
as IT administrators.

Multi-Factor Authentication
(MFA) has been deployed
globally across the business
Cyber security awareness
training has been updated,
along with the Information
Security Policy.

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SSP Group plc Annual Report 2023

Risk management
and principal risks

Risk 6: Compliance

Risk 7: Mobilisation of pipeline

Executive risk owner
Deputy Group CEO and CFO, General
Counsel and Company Secretary,
Regional CEOs

Trend

Link to our strategy

Delivering operational efficiencies

Executive risk owner
Regional CEOs

Trend

Link to our strategy

Pivoting to high-growth markets
Delivering operational efficiencies

Risk description
The Group has a substantial
pipeline of units to design,
construct, fit out, and open. This
process is susceptible to various
risks, especially in new locations
and markets, including:
• availability of materials:

delays can occur due to the
lack of availability of raw
materials and essential plant
and equipment

• construction labour and
management availability:
ensuring the recruitment of
skilled staff and contractors
is essential to plan and
complete the building
programmes.

• availability of staff:

each unit needs to recruit
and train team members
before opening.

Risk trend
As a consequence of Covid-19
and with our strong momentum,
the Group’s pipeline of new units
is significantly higher than the
historical average. In FY24,
we are planning high capital
expenditure. However,
attempting to achieve this in
a challenging labour market,
amid high global inflation,
and facing significant delays in
obtaining certain capital items
from brand partners (such as
fryers, ovens and refrigeration)
will present significant
short-term challenges.

Management is striving to build
to modern, sustainable building
standards where feasible and
in agreement with clients.

Mitigating factors
Most countries have highly
experienced teams capable
of delivering these types
of projects.

Unit mobilisation is a critical
focus during trading calls with
country/regional management
teams, and any delays are
monitored. Resources are
redeployed across the Group as
needed. Long lead time items are
being ordered well in advance of
planned unit construction.

While capital expenditure may
exceed original budgets due
to the global inflationary
environment, we are offsetting
these potential increases with
higher contributions from
clients or through potential
renegotiations of commercial
terms, such as extending
contract terms.

Risk description
Failure to effectively manage
risks associated with
compliance concerning relevant
legislation and regulatory
requirements, including
anti-bribery and corruption,
modern slavery, local labour
laws, privacy, and corporate
legislation, may lead to liability,
fines, statutory liability, and
reputational damage. Health
and Safety, as well as ESG
regulations, are separately
identified as risks.

Furthermore, the heightened
regulatory and statutory
requirements could necessitate
changes in business practices,
increase the costs of
compliance, and trigger greater
insurance scrutiny and expense.

Risk trend
There is a potential risk of
non-compliance with privacy
laws, especially the General
Data Protection Regulation
(GDPR).

The increased regulation of
sustainability-related activities
and reporting could lead to
disruptions if SSP were found
to be in breach of its new
obligations, potentially
negatively impacting our
reputation among shareholders.

Proposed changes to
the controls set out in the
introduction of the UK
Corporate Governance Reform
may have imposed several
additional obligations on the
Company and its directors.
Whilst many of the reporting
requirements in relation to
Audit reform have been
withdrawn, the Group is
monitoring the situation.

We also face increased
litigation risk because of
the implementation of the Fair
Labour Standards Act (FLSA),
and potential contractual
breaches due to delayed
payment of fees resulting in
material settlements, fines,
penalties and reputational harm.

Mitigating factors
The Group’s Risk Committee
collaborates with the Legal,
HR, and Supply Chain teams
to oversee activities related
to managing risks, including
those concerning the Modern
Slavery Act.

Compliance training is now an
integral part of the new starter
plan. Group Legal and HR are
reviewing the scope and
content of ongoing refresher
compliance training.

Reporting on Corporate Tax
Evasion has been incorporated
into Anti-Bribery and
Corruption (ABC) reporting.

Readiness planning for the
new UK Corporate Governance
Reform, supported by Deloitte,
commenced during the year.

This focus on improving controls
will continue, and the Group
has invested in risk, audit,
governance and compliance
capability to ensure we continue
to mature our processes and
are ready for any forthcoming
reform in this area.

A similar approach will be taken
in preparation for the CSRD
(Corporate Sustainability
Reporting Directive).

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SSP Group plc Annual Report 2023

Risk 8: The competition landscape, changing client behaviours
and client retention
Executive risk owner
Regional CEOs

Link to our strategy

Trend

Pivoting to high-growth markets
Delivering operational efficiencies

Risk description
We have changing client
behaviours and requirements
which may adversely impact
the business and erode profit
margins. Increased competition
could result in further pressure
on sales. Growth (and
maintenance of market share) is
dependent on the Group’s ability
to retain existing concession
contracts and win new
contracts from either new or
existing clients. There may be
an emerging threat of combined
retail and F&B business models.

Risk trend
Tender activity is well above
2019 levels across the Group,
and building on this strong
momentum, our win rate is also
above historical levels. We have
continued to meet our retention
targets, but we are conscious of
the increased competition
across our markets.

The acquisition of the
concessions business of
Midfield Concession
Enterprises, Inc. in the USA
has given us access to new
airports, leading to increased
participation in tenders or
extensions in the region.

In countries where we have
a high market share, there
is a risk that position may
be diluted over time.

Mitigating factors
Regular calls are held between
Group and Regional CEOs to
discuss client relationship plans,
brand initiatives, and other key
topics for important locations.

A ‘contact strategy’ is in place
with key relationship contacts
at client organisations to
establish and maintain ongoing
relationships. Business
development teams have
succeeded in rent negotiations,
underscoring the strength of
our relationships with clients.

Annual independent client
surveys are conducted to gather
important feedback and insights.

There is ongoing investment in
the brand portfolio and business
development teams.

While there may be short-term
shifts in favour of internal brands,
expanding our brand portfolio
remains a crucial element of our
long-term strategy.

Reinvestment in sites
and activation of previously
deferred capital expenditure is
taking place following improved
liquidity at the Group level.

Risk management
and principal risks

Risk 9: Insufficient senior capability at Group and country level

Executive risk owner
Chief People Officer

Trend

Link to our strategy

Enhancing business capabilities;
driving competitive advantage

Risk description
The Group may not have
sufficient depth of management
or the right capability at a senior
level, particularly in markets
where talent retention or
recruitment is becoming
increasingly challenging, to drive
through the benefits of strategic
change initiatives such as:
• operational efficiencies
• IT developments
• supporting the growth and

development of the business

The Group may not have
sufficient resources to meet
the changing and complex needs
of an international and growing
business, particularly in areas
such as business development,
Legal, People/HR, IT.

Risk trend
Talent retention remains
challenging, and there is always
a risk that senior management
may depart. There has been
a structural shift in the
recruitment market post-
Covid-19, with many individuals
leaving the hospitality sector,
resulting in significant turnover,
retention and recruitment
pressures in the sector.

The retention risk has
decreased over the past twelve
months, following a critical
period of reopening the
business post-Covid-19 and
in line with our strong growth
momentum. The positive
outlook will reduce concerns
and lower the likelihood of
resignations. In certain
jurisdictions, the availability of
senior management is improving.

Mitigating factors
Group HR is actively evaluating
remuneration to ensure that
senior staff remain motivated
and receive fair compensation.
The annual talent planning
process, is ongoing and
becoming more deeply
ingrained in our practices.

Group HR’s focus is on
benchmarking internal pay rates
against external benchmarks to
ensure that new talent can be
continuously attracted to work
in this sector and for SSP.

Specific retention measures
have been implemented for
high-risk colleagues, and these
measures will remain under
review. Group HR will monitor key
senior organisational structure
for the next 12-18 months.

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SSP Group plc Annual Report 2023

Risk management
and principal risks

Risk 10: Benefits realisation from efficiency programmes

Risk 11: Sustainability

Executive risk owner
Group CEO/Regional CEO

Trend

Link to our strategy

Delivering operational efficiencies

Executive risk owner
Group CEO, Corporate Affairs
Director, Chief Procurement Officer

Trend

Link to our strategy

Enhancing business capabilities;
driving competitive advantage

Risk description
The benefits of efficiency
programmes (energy costs,
labour efficiency, waste and loss,
range and price) are not realised,
and the benefit is not seen in
our financial results.

Risk trend
The budget for FY24 and the
approved five-year medium-
term plan by the Board assume
we realise our efficiency
programmes, and meeting our
KPIs depends on the success
of these programmes.

Due to observed inflation in
both product costs and capital
expenditure, the value of the
efficiency programmes is
increasing. Consequently,
several strategies that were
previously unapproved may
now be viable due to shorter
payback periods.

Mitigating factors
Progress against the plans has
been consistently tracked on a
quarterly basis and is led by the
Chief Procurement Officer with
regular reporting to the GEC.

The ‘Too Good to Go’ initiative
continues to be launched in new
countries to generate
incremental revenue for surplus
food that would otherwise go to
waste. This app’s use may also
boost revenue during later hours
of the day, as unit management
may offer a broader range of
products, knowing that waste
will be limited.

Additional Group-level
resources have been dedicated
to Procurement, with a strong
focus on delivering efficiencies.

Risk description
There is a growing expectation
from various stakeholders,
including customers, clients,
brand partners, investors,
NGOs, regulators, communities,
competitors, colleagues and
suppliers, for SSP to understand
and take action on its key
sustainability issues and social
and environmental impacts.

Sustainability issues are
increasingly subject to
legislation, including the
Streamlined Energy and
Carbon Reporting (SECR)
regulations, the Task Force
for Climate-related Financial
Disclosures (TCFD) and the EU’s
new Corporate Sustainability
Reporting Directive (CSRD).
Constant vigilance is required
to stay informed on and respond
to evolving requirements,
ensuring that we take the
necessary actions and make
mandatory disclosures.

Failing to keep pace with
our competitors in this area,
including our ratings in ESG
(Environmental, Social, and
Governance) Indices, could
reduce our competitiveness
and market position.

Risk trend
We continue to progress against
our Sustainability Strategy
and targets under the themes
of Product, Planet and People.
This is underpinned by clear
governance, management and
reporting structures. We have
significantly improved the
quality and completeness of
our energy and Scope 2 GHG
emissions data through
engagement with our clients
and landlords to obtain primary
data. In 2023, our near- and
long-term net-zero targets
across all scopes were validated
by the Science Based Targets
initiative (SBTi).

Our Climate-Risk Steering
Committee meets monthly and
is responsible for monitoring
alignment with TCFD
recommendations, considering
the impact of climate-related
risks and opportunities and
assessing broader ESG
regulation which may impact our
business, such as CSRD and the
Task Force on Nature-related
Financial Disclosures (TNFD).

As a result of the work
completed in this area, the
overall risk has decreased over
the past twelve months.

Mitigating factors
The Group Executive Committee
members act as issue owners
for their respective areas
(e.g. Procurement, Finance,
People, Customer and Regions)
and oversee sustainability
activity. The Audit Committee
and the Risk Committee oversee
the work being completed in
respect of the TCFD alignment
and disclosures. The Group
Head of Sustainability leads
the central team and supports
sustainability leads across
business functions, regions
and markets in delivering the
targets. Key processes and
controls are in place to manage
specific sustainability risks,
including policies, audits, training
and briefings. We continue to
strengthen processes for
responding to legal disclosure
requirements, including SECR.

We regularly benchmark our
approach against competitors,
ESG Index ratings and emerging
standards and stakeholder
expectations. We continue
to proactively engage with our
key stakeholders. For example,
in 2023, we held a dedicated
ESG briefing for our investors,
including setting out our net-zero
roadmap and sustainable value
creation plan.

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SSP Group plc Annual Report 2023

Risk management
and principal risks

Risk 12: Innovation of brand portfolio & changing customer demands

Risk 13: Merger and acquisition activity

Executive risk owner
Chief Customer Officer

Trend

Link to our strategy

Delivering operational efficiencies

Executive risk owner
Regional CEOs

Trend

Link to our strategy

Pivoting to high-growth markets

Risk description
The Group’s success is largely
dependent upon its ability
to add to and strengthen its
portfolio of proprietary brands
and the brands of its franchisors,
as well as to innovate and
develop its own brands.

Risk trend
SSP own brands require
development to make them
more attractive to customers
and drive profitable sales
growth. In the UK, we have
recognised the need to invest
in brands such as Upper Crust
to strengthen its market
position. This risk is elevated
by the general inflationary
environment which is putting
pressure on pricing.

Overall, SSP maintains a
strong brand portfolio, which
it continues to reinforce and
expand. However, we have
a lot of ‘tail brands’, including
in regions such as Asia Pacific,
resulting in complexity and
potential inefficiencies.

Risk description
The identification, assessment,
completion and integration of
new transaction targets to
super charge growth in key
markets. There is a risk we fail
to identify suitable acquisitions,
assess them inaccurately, or fail
to identify risks within the
acquisition. There is also a risk
that completion and integration
issues arise once deals have
been agreed.

Risk trend
As we seek to grow the
business rapidly in key
markets, our M&A activity
has increased significantly.

The M&A activity is particularly
important to our growth in the
USA, as contract lengths tend to
be long, with low tender activity,
meaning that organic growth is
harder than in other regions.

During the year, our North
American business completed
the acquisition of the
concessions business of Midfield
Concession Enterprises, Inc, and
we have been integrating the
business since then. In addition,
we have acquired the right to
develop the Pret A Manger
brand in Switzerland.

We also considered a number of
other acquisition opportunities
during the year.

Mitigating factors
M&A is considered at quarterly
Risk Committee and Investment
Committee meetings.

Specific third-party due
diligence is undertaken to
examine reputation risks
associated with potential
partners.

Detailed operational, financial
and legal due diligence is
undertaken ahead of any
acquisition and integration
is planned and resourced
for in advance.

The Group is experienced
at running M&A activity
and has a track record of
successfully identifying and
completing transactions.

Mitigating factors
SSP continues to increase
its breadth and depth of brand
partners and more bespoke
concepts are being brought to
market. To improve efficiencies,
we have structured our Group
Customer team on a category
basis to deliver best practice
for each category, such as
convenience retail. Portfolio
reviews, using this category
approach, identify brands with
potential for growth as well as
those we plan not to renew.

Negotiations for new and
renewed brand partnerships
target favourable terms to
support tender winning bids.
The negotiations seek to
increase controllable spend
on supply chain, adapt operating
models and menus for travel and
incorporate technology where
favourable to do so.

The Group has continued
to strengthen the Customer
& Business Development teams
to provide more support in our
regions including insights,
digital, brand development &
brand portfolio optimisation.

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SSP Group plc Annual Report 2023

Risk management
and principal risks

Risk 14: Expansion into new markets

Executive risk owner
Regional CEOs, General Counsel &
Company Secretary

Trend

Link to our strategy

Pivoting to high-growth markets

Risk trend
This risk has increased
compared to the prior year as
we actively enter new markets
and new verticals such as retail.

We continue to apply our
strategy of working with
joint venture partners, which
reduces the risk of entering
new markets.

In the year we have entered the
Icelandic and Italian markets.

Risk description
Our strategy involves expansion
in high growth markets, in
particular the North America,
APAC and EEME. Political and
economic conditions are
unpredictable, creating
additional commercial and
reputational risks. Additional
support from business
development, legal or HR
functions may be required, which
may not be resourced in line with
our expansion plans. Identifying
and agreeing terms with local
joint venture partners in new
countries can be challenging,
given local cultural differences
and legal requirements.

Mitigating factors
New markets is discussed at
quarterly Risk Committee and
Investment Committee meetings.

Specific third-party due
diligence is undertaken to
examine reputation risks
associated with potential
partners.

Additional legal support
has been recruited to service
business growth activities
and ensure compliance.

As SSP expands into new
territories there will be an
ongoing focus on integration
of new businesses into
the wider SSP Group
(i.e. systems, processes,
resources and disciplines).

JV partners are often used
to provide local support
and infrastructure.

Corporate governanceFinancial statementsStrategic reportOverview78

SSP Group plc Annual Report 2023

Viability statement

SSP Group’s operations are managed on a regional
basis and are primarily focused on the airport and
railway station food and beverage sales markets.
As detailed on pages 12-15 (‘Understanding our
market’), the markets in which we operate benefit
from a number of long-term structural growth
drivers and we are confident that this will remain
the case looking forward. Our business model is
focused on meeting the food and beverage needs
of our clients and customers in the complex and
challenging environments in which we operate. As
explained further on page 16, SSP has a number of
competitive advantages that we believe place us in
a strong position to capitalise on the future growth
in our markets.

The UK Corporate Governance Code requires that
the Board issue a Viability Statement confirming
that it has a reasonable expectation that the
Company can operate and meet its liabilities for
the foreseeable future. The Board is required to
assess this viability over a period of greater than
twelve months, taking into account a number of
key factors, including its principal markets, its
business model and its strategy as outlined above,
together with its current position and principal
risks and uncertainties.

The Directors have assessed the Group’s
prospects and viability over a planning cycle
ending in 2026. The Directors believe that forward
planning over this time horizon is appropriate,
particularly as this period encompasses what
is anticipated to be a full recovery in passenger
numbers across our principal markets following
the impact of Covid-19, and covers the period in

which the rollout of the Group’s secured new
business pipeline is expected to be completed.
This three-year period also aligns to the Group’s
annual strategic review exercise conducted within
the business and reviewed by the Board.

The assessment process
The Directors perform an assessment of the
Group’s prospects through its annual strategic
and financial planning process. This process is
led by the CEO and the Deputy CEO and CFO in
conjunction with the Executive Committee and
the country management teams. The results of
the assessment are then summarised within the
strategic plan (the Medium Term Plan or ‘MTP’),
which is discussed and approved by the Board
annually. The most recent MTP, which included
detailed forecasts for the period from 2024
to 2026, was approved in July 2023.

In conjunction with the MTP, the Directors have
assessed the prospects of the Group by reference
to its current financial position, its recent and
historical financial performance, its business
model and strategy, and the principal risks and
mitigating factors described on the preceding
pages. The Board regularly reviews financial
headroom and cash flow projections to ensure
that the business retains sufficient liquidity
to meet its liabilities in full as they fall due.

At 30 September 2023, the Group had c.£693m
outstanding under its borrowing arrangements
and c.£607m of available liquidity, including cash
of c.£303m. The gross borrowings include
US Private Placement notes of c.£346m with
maturities between October 2025 and July 2031
and drawn bank facilities totalling approximately
£302m. These bank facilities, which include a
committed undrawn revolving credit facility of
£300m, have a maturity date of July 2028, and
therefore beyond the period of assessment.

Based on the Group’s financing and available
liquidity, the Directors have reviewed the financial
forecasts and funding requirements looking
forward. Their assessment of viability is
outlined below.

Assessment of viability
For 2024, the Directors have reviewed a base case
scenario which is based on the Board-approved
2024 Budget. With revenue having recovered
to above 2019 levels during 2023, the base case
scenario for 2024 reflects an expectation of a
further strong year-on-year improvement in
revenue in most of our key markets. By 2025,
the forecast assumes that like-for-like sales and
operating profits continue to grow strongly,
supplemented by the ongoing mobilisation of our
secured new business pipeline. By 2026, alongside
the ongoing recovery in passenger numbers, the
net gains secured but as yet unopened at the end
of the 2023 financial year are expected to add
approximately £450m to annualised revenue.

With some uncertainty surrounding the economic
and geo-political environment over the next twelve
months, as well as the ongoing impact from Covid-19,
a downside scenario has also been modelled,
applying severe but plausible assumptions to the
base case. This downside scenario reflects a very
pessimistic view of the travel markets for the
next twelve months, assuming sales that are
approximately 10% lower compared to 2019 levels
than in the base case scenario. In 2025 and 2026,
revenue is also assumed to be lower in the
downside scenario by approximately 10%
compared to the base case.

In both the base case and the downside case the
Group would continue to have sufficient liquidity
headroom based on the cash and available facilities
as described above.

Following its exit from the Rights issue waiver
period in May 2023, the Group must comply with
covenants testing leverage (maximum 3.25 times)
and interest cover (minimum 4.0 times), each
tested biannually at the half year and year end.
In both its base case and its severe but plausible
downside case, the Group would have headroom
against each of these covenant tests at all testing
dates during the period of assessment.

In addition to the uncertainty posed by the current
macro-economic and geo-political environment,
the Directors recognise that other risks exist which
could have an impact on the viability of the Group.

As a result, the Directors place a high degree
of importance on maintaining an effective
Group-wide risk management framework,
which ensures a disciplined approach to risk taking.
Such an approach ensures that the upside potential
of all relevant risks is understood and capitalised
upon as directed by the Board, whilst the downside
is appropriately mitigated. The Group’s risk
management process and its effectiveness
thereof are detailed on pages 66-77.

The Directors have also performed a robust
assessment of the Group’s emerging and principal
risks, which can be found on pages 66-77. The risks
are listed in order of priority. The risk descriptions
explain why the related risks are important, and
the Directors believe that the corresponding
mitigating factors adequately address each risk,
such that any residual risk falls within the Board’s
risk tolerance.

Governance and Assurance
As noted above, the Board reviews and approves
the medium-term plan on which this Viability
Statement is based. The Board also considers the
period over which it should make its assessment of
prospects and the Viability statement. The Audit
Committee supports the Board in performing this
review. Details of the Audit Committee’s activity in
relation to the Viability statement is set out in the
Audit Committee report on pages 110-115.

Viability statement
After reviewing the current liquidity position,
financial forecasts and considering the
uncertainties described above, the Directors have
a reasonable expectation that the Group will be
able to continue in operation and meet its liabilities
as they fall due over the three-year period of their
assessment to September 2026.

Going concern
As a consequence of the work performed
to support the viability statement above, the
Directors also considered it appropriate to adopt
the going concern basis in preparing the financial
statements and notes which are shown on
pages 146-197.

Corporate governanceFinancial statementsStrategic reportOverview79

SSP Group plc Annual Report 2023

Non-financial
and sustainability
information statement

In accordance with the requirements of
section 414CA and 414CB of the Companies
Act 2006, the table opposite sets out where
stakeholders can find information relating
to non-financial and sustainability matters.

Our Sustainability Report provides further
disclosure on environmental and social matters,
including descriptions of key policies on pages
59-61 and an example of our human rights due
diligence processes for our suppliers on page 48.

Further information, including links to our key
policies, can also be found on our website at
www.foodtravelexperts.com.

Environmental
matters
(including the
impact of the
Company’s
business on the
environment)

Employees

Social Matters

Respect for
human rights

Anti-corruption
and anti-bribery
and prevention of
facilitation of tax
evasion matters

Policies, guidance and standards which govern our approach

Additional information

• Environment, Sourcing and Farm Animal Welfare Policy – sets out our approach to protecting

the environment, sourcing our ingredients and products responsibly and sustainably, and supporting
animal welfare.

• Supplier Code of Conduct – sets out the minimum standards we expect of our contracted suppliers,
covering human rights, product quality and food safety, environmental sustainability, farm animal
welfare and business integrity.

• Speak Up Policy – sets out how concerns about suspected wrongdoing or dangers at work can be raised,

how they will be investigated and protection and support for whistleblowers.

• Colleague Code of Conduct – sets out the principles and standards that are expected of all colleagues
• Group Diversity, Equity and Inclusion (DE&I) Policy – sets out our commitment to encouraging

regardless of where they work.

diversity, equity and inclusion among our workforce, our partners and across the communities in which
we serve, eliminating unlawful discrimination.

and sets out our Global Safety Standard and responsibilities.

• Global Safety Policy – describes our commitment to managing safety across our global operations
• Speak Up Policy
• Data Privacy Strategy – For each of our markets in the UK and European Union we have Data Retention

places to live and do business, and to support local communities for their mutual benefit.

and Privacy Policies in accordance with the EU General Data Protection Regulation 2016 (GDPR).
• Community Engagement Policy – sets out our intent to make the communities in which we work better
• Data Privacy Strategy
• Supplier Code of Conduct
• Human Rights Policy – sets out our minimum global standards for protecting human rights.
• DE&I Policy
• Supplier Code of Conduct
• Speak Up Policy
• Modern Slavery Statement – sets out the steps we have taken to prevent modern slavery

in our business and supply chains

• Anti-Bribery and Anti-Corruption Policy – sets out our policy against bribery and other corrupt
practices and the standards and procedures required to ensure compliance with the policy
and all relevant laws in the countries in which the Group conducts business.

• Colleague Code of Conduct
• Speak Up Policy
• Prevention of facilitation of Tax Evasion Policy – sets out our policy against tax evasion

and the procedures required for policy and legal compliance

– page 25

– pages 40-49

– pages 66-77

– pages 80-145

• Strategic priorities, Sustainability
• Our journey to net zero – pages 28-29
• Stakeholder engagement
– pages 40-49
• TCFD – pages 50-56
• Key Board activities – pages 94-97
• Sustainability Report – SSP website
• Strategy – pages 18-27
• Non-financial KPIs – page 31
• Stakeholder engagement
• Corporate Governance Report
• Risk Management Framework
• Directors’ Report – pages 141-144
• Sustainability Report – SSP website
• Strategy – pages 18-27
• Stakeholder engagement
• Sustainability Report – SSP website
• Strategy – pages 18-27
• Stakeholder engagement
• Nomination Committee Report
• Sustainability Report – SSP website
• Suppliers – page 48
• Risk Management – pages 66-77
• Corporate Governance Report: culture
• Audit Committee Report

– pages 102-109

– pages 98-99

– pages 40-49

– pages 110-115

Description of principal risks
and impact of business activity
• Risk Management – pages 66-77
• Principal risks – pages 66-67
• Business model – pages 16-17

Description of our business model
and non-financial KPIs
• Business model – pages 16-17
• Strategy – 18-27
• KPIs – pages 30-31

Climate-related financial disclosures
• Our journey to net zero – pages 28-29
• TCFD – pages 50-56
• Governance framework – page 88
• Sustainability Report – SSP website

The Strategic Report, as set out on pages 8-79, has been approved by the Board and signed on its behalf by:

Fiona Scattergood
Group General Counsel and Company Secretary
5 December 2023

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SSP Group plc Annual Report 2023

Corporate governance

Corporate governance report
81 Letter from the Chair
82 Compliance with the UK

Corporate Governance Code

83 Board at a glance
84 Board of Directors
86 Group Executive Committee
88 Governance framework
89 Division of responsibilities
90 Board leadership and

our purpose

98 Culture
100 A message from our ENED
102 Nomination Committee report
110 Audit Committee report
116 Directors’ remuneration report
121 Annual report on remuneration
133 Directors’ remuneration policy
141 Directors’ report
145 Directors’ responsibility

statement

Corporate governanceFinancial statementsStrategic reportOverview
81

SSP Group plc Annual Report 2023

Letter from the Chair

We’re focused on embedding
the highest governance standards
throughout the organisation.

Dear Shareholder,
Last year, following the appointment of our Group
CEO, Patrick Coveney, we refreshed our strategy,
providing us with a clear roadmap that guides us
towards fulfilling our purpose. 2023 has been
marked by significant progress and momentum,
as we remain dedicated to fulfilling our purpose.

With a refreshed Board in place, this year we’ve
focused on embedding the highest governance
standards throughout the organisation.
Through robust policies, procedures, and controls,
we can ensure we maintain a culture founded on
transparency, accountability, and ethical practices
across all levels and all regions.

Listening to our stakeholders
We continue to recognise the importance of
engaging with, and considering the interests of,
all our stakeholders and, this year, our Board and
senior management have further elevated our
programme of comprehensive stakeholder
interaction; listening, learning, and responding to
the diverse voices that shape our journey. Beyond
the Board, we’ve increased our investor relations
activities, spent more time with our clients
including through client workshops and developed
collaborative initiatives with our brand and joint
venture partners.

The Board has visited sites in each of our four
reporting regions: Ireland, India, the USA, and
Norway, gaining local insights and firsthand
experience which allow us to better understand
the operations, challenges, and opportunities
in our diverse markets. Here, we had the
opportunity to connect with colleagues in our
units and local leadership teams, as well as with
clients and brand and joint venture partners.
We are then able to take these insights back
into our decision-making in the Boardroom.

Judy Vezmar, our designated Non-Executive
Director for workforce engagement, has also
undertaken more engagements this year, holding
numerous listening sessions with colleagues from
different levels within the Group. These sessions
have served as a platform for dialogue where
ideas, concerns, and suggestions are shared
freely. One area of particular focus during listening
sessions this year has been diversity and inclusion.
You can read more on pages 100-101.

Committee, we approved the reappointments
of Tim Lodge and Judy Vezmar for a second
three-year term and welcomed two new
appointments to our Group Executive Committee.

Diversity, Equity & Inclusion
Diversity is a key tenet of the Board’s approach
to governance, both on the Board, in senior
leadership and throughout the Group with one of
our core values being a place where everyone can
fulfil their potential and having a diverse, inclusive
culture where everyone is welcomed.

We are pleased to report that our Board has
exceeded the diversity recommendations in the
Parker Review, the FTSE 350 Women Leaders
Review and the targets outlined within the Listing
Rules. We know we still have more to do in this
area and diversity is high on our agenda as we
remain committed to ensuring we have a
workforce that reflects both the communities in
which we operate and the stakeholders we serve.

Corporate Governance Reform
We remain fully committed to open and
transparent reporting, and while a number of the
new reporting regulations have been withdrawn,
the Audit Committee has focused this year on
ensuring we have the right processes, practices
and policies in place to ensure we continue to
maintain a robust and effective system of controls.
More information is on pages 110-115.

Alignment of remuneration structures
Our Remuneration Committee also plays a crucial
role in ensuring our high governance standards are
embedded, aligning executive pay with delivery
of our strategic goals, and we are seeking renewal
of our Directors’ Remuneration Policy at the 2024
AGM. More information is on pages 116-140.

I am pleased to now present the following
Corporate Governance Report and look forward
to building on our solid governance framework
to support our business in delivering its purpose.

Skills and succession planning
This year the Nomination Committee continued
to monitor the composition, skills and tenure of
our Board and Committees to ensure effective
management of our agreed succession plans and,
on the recommendation of our Nomination

A particular focus of the Nomination Committee
this year has been in supporting the development
of a diverse pipeline of talent through our senior
leadership population, and to support this aim
the Board considered a new future talent strategy.
More information can be found on page 96.

Mike Clasper
Chair of the Board
5 December 2023

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SSP Group plc Annual Report 2023

Compliance with
the UK Corporate
Governance Code

The Board believes that good governance is
key to driving our performance, and to delivering
long-term sustainable success for the Company
and for our stakeholders. This Corporate
Governance Report (which forms part of the
Directors’ Report), together with the Strategic
Report (pages 1-79), describe how the Board has
applied the main principles of good governance
set out in the UK Corporate Governance Code
2018 (the ‘Code’) during the year under review.
The Code can be found on the Financial Reporting
Council’s website: www.frc.org.uk.

The Board confirms that the Company has
applied the principles of, and complied with,
the provisions of the Code throughout the year
ended 30 September 2023 with the exception
of provision 38, for which it was non-compliant
until 31 December 2022.

Provision 38 relates to the alignment of Executive
Director pension contributions to the workforce.
This was considered by the Remuneration
Committee in FY2022 and contributions for the
Deputy Group CEO & CFO were aligned to the
pension contributions to our UK colleagues with
effect from 31 December 2022

The Board is aware of the forthcoming changes
to the corporate governance regime and will
be keeping this under review.

Board leadership and Company purpose
The Board’s overarching role is to promote SSP’s long-term sustainable
success, to generate value for shareholders and contribute to wider society.

In doing so, a key focus is the development, promotion and monitoring
of a culture throughout the organisation, which is aligned to our purpose,
values and strategy.

Division of responsibilities
The Board has a clear division of responsibilities between the leadership
of the Board and executive leadership of the business. Committee terms
of reference determine the authority of each of the Board’s Committees.

Governance arrangements are in place to ensure that the Board and
Directors can meet their obligations under the Code.
Composition, succession and evaluation
The Board, with the support of the Nomination Committee, conducts
regular reviews of its composition (and that of its Committees) and leads
the process for appointments to ensure plans are in place for orderly
succession to both the Board and the Executive Committee.

The Board undertakes an annual review of its effectiveness and that
of its Committees and individual Directors to ensure that the Board
and its members continue to contribute effectively.
Audit, risk and internal control
The Board, supported by the Audit Committee, is responsible
for establishing appropriate risk management and internal control
procedures to ensure that the Group is appropriately managed and
that risks are appropriately identified and mitigated in the context
of the business as a whole.
Remuneration
The Board, supported by the Remuneration Committee, ensures that
the remuneration policies and practices are designed to support strategy
and promote long-term sustainable success.

Executive remuneration is set in alignment with our purpose and values
and is clearly linked to the successful delivery of our long-term strategy.

Principle
A Effective and entrepreneurial Board
B Purpose, values, strategy and culture
C Resources and controls
D Stakeholder engagement

E Workforce policies and practices
F Role of the Chair
G Independence and division

of responsibilities

H Non-Executive Directors
I How the Board operates

More information
Pages 81, 82-83 and 108-109
Page 2-3, 18-31, 98-99
Pages 66-76 and 88-93
Pages 40-49, 94-97
and 100-101
Pages 66-79 and 98-99
Page 89
Pages 81 and 88-89,

Page 83-85, 90 and 106-109
Page 90,

J Appointments and succession planning Pages 106-108
K Composition of the Board
L Board evaluation

Pages 83 -85 and 104-106
Pages 108-109

M Effective internal and external

Pages 114-115

audit functions

N Fair, balanced and understandable

Pages 9-79 and 113

assessment

O Internal controls and risk management

Pages 66-76 and 114-115

P Alignment of remuneration with
strategy, purpose and values

Q Remuneration policy
R

Independent judgment, discretion
and performance outcomes

Pages 116-118, 123-124
and 126
Pages 118 and 133-140
Pages 116-119 and 122-126

For information required in the Corporate Governance Statement under Rule 7.2.6 of the Disclosure Guidance
and Transparency Rules, see the Directors’ Report on pages 141-144.

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SSP Group plc Annual Report 2023

Our Board at a glance

Meeting attendance

Board skills and experience

Refreshed
Board in place

Director
Mike Clasper

Date appointed
1 November 2019

Patrick Coveney

31 March 2022

Jonathan Davies

16 June 2014

Carolyn Bradley

1 October 2018

Tim Lodge

Judy Vezmar

Apurvi Sheth

Kelly Kuhn

1 October 2020

1 August 2020

1 January 2022

Number of
meetings
attended
11/11

11/11

Experience
Executive and strategic leadership

Financial accounting, corporate finance

Consumer/retail

Food and beverage

Travel/airports/rail

International experience

HR/People

Governance

Board composition

Board
Independence

Risk and compliance (including Health and Safety)

IT/Digital

Sustainability (including climate and diversity)

Mergers and acquisitions

Number of
Board members with
relevant experience
8/8

4/8

7/8

5/8

4/8

8/8

4/8

3/8

4/8

6/8

Gender diversity

Gender diversity
in senior Board positions*

Male 50%
Female 50%

Male 3
Female 1

*Chair, CEO, CFO or SID

Independent Directors’ Tenure

2018

Chair (Independent
on appointment)

Carolyn Bradley (SID, Rem Chair)

Ethnic diversity

Nationality

White 7
Indian 1

British 4
American 2
Irish 1
Singaporean 1

More information about our Directors is on pages 84-85.

Executive Directors

Independent
Non-Executive
Directors

Mike Clasper (Chair)

Judy Vezmar (ENED)

Tim Lodge (Audit Chair)

Kelly Kuhn

Apurvi Sheth

Expired

Expected term (6 years)

Maximum term (9 years)

More information on our Board composition, skills and succession plans is on page 106-107.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Board of Directors

Our Board brings a diverse range of experience, skills and background to the Group’s
decision-making. All Board members have considerable leadership experience at
global businesses and institutions. Our Board members’ biographies demonstrate
the contribution each Director makes to the Board and the continued development
and delivery of our strategic priorities.

Mike Clasper CBE
Chair
Nationality: British

Date of Appointment:
1 November 2019 as a
Non-Executive Director
and 26 February 2020
as Chair

Patrick Coveney
Group CEO
Nationality: Irish

Date of appointment:
31 March 2022

Jonathan Davies
Deputy Group CEO and CFO
Nationality: British

Date of appointment:
2004 as CFO and
1 September 2021 as
Deputy Group CEO & CFO

A Audit Committee

R Remuneration Committee

N Nomination Committee

Chair

Carolyn Bradley
Senior Independent
Non-Executive Director
(SID)
Nationality: British

Date of appointment:
1 October 2018 as a
Non-Executive Director
and 21 February 2019 as SID

A R N

Key skills and contribution
Mike is a highly capable industry leader with extensive
sector experience, and his expertise in the airport and
aviation services industries has proven especially valuable.
He believes high corporate governance standards are vital
for a well-run, successful board and business, and that
our Board should lead by example in driving culture.
With a CBE for services to the environment, ensuring SSP’s
continued sustainability is of utmost importance to Mike.
His leadership and business insights have been critical in
guiding and building the Board and supporting the business
as it has emerged from the Covid-19 recovery phase with
refreshed strategic priorities.

Key skills and contribution
Patrick is a strong and strategic leader with extensive
industry knowledge. He spent 14 years as CEO at leading
convenience food producer Greencore Group plc, as well
as holding non-executive positions at various food and
beverage companies. Through his executive career, Patrick
has demonstrated a strong track record of delivering
sustainable long-term growth. Patrick’s combination of
strong communication skills, business acumen and a deep
understanding of what companies need to deliver for
stakeholders make him well-placed to lead SSP in the next
phase of growth. His external non-executive role augments
his strong board-level experience.

External appointments
Chair of Bioss International Ltd, Trustee of Heart Cells
Foundation, Advisory Board member for Arora International
and member of The Vice Chancellor’s Circle at the
University of Sunderland.

Previous experience
Mike was formerly CEO at BAA plc, Operational Managing
Director at Terra Firma Capital Partners Limited, and held
various senior management roles at Procter & Gamble.
He was also formerly the Chair of Coats Group plc,
HM Revenue & Customs and Which? Limited, and Senior
Independent Director of Serco Group plc and ITV plc.

External appointments
Non-executive director of OFI Group Limited.

Previous experience
Patrick spent 14 years as Group CEO of Greencore
Group plc, having joined in 2005 as CFO. Prior to this,
he spent nine years at McKinsey & Company in Europe and
North America, latterly as Managing Partner for Ireland.
Patrick was previously Non-Executive Director at Glanbia
plc, Chair of Core Media and President of the Institute of
Grocers and Distributors, as well as spending four years
as the Chair of Commercial Board for Munster Rugby.

Key skills and contribution
Jonathan’s three decades working in retail and FMCG
companies brings extensive financial, strategic, and
commercial experience to the Board. Jonathan’s tenure
of nearly 20 years at SSP gives him a deep knowledge
of the business which is complemented by his external
non-executive experience. This, together with his capital
markets experience, enables him to provide clear financial,
operational, and strategic oversight to SSP in implementing
our strategy. This expertise continues to be vital to the
Group as it has rebounded from the pandemic and entered
a new phase of successful organic growth.

External appointments
Senior Independent Director and Chair of the Audit
Committee of Assura plc.

Previous experience
Jonathan began his career in Unilever plc’s management
development programme before joining OC&C as a start-up,
where he was part of its rapid growth and development to
become a leading international consulting firm. Jonathan
then spent nine years at Safeway plc (with five years on
the Executive Board as Finance Director).

Key skills and contribution
Carolyn’s extensive experience in executive and
non-executive marketing and retail roles brings a strong
consumer emphasis to the Board. Over the year, she has
continued to drive the focus on stakeholder interests
through her role as Senior Independent Director and
Remuneration Committee Chair. As Senior Independent
Director, Carolyn provides strong support to the Chair
in the development and review of the Board.

External appointments
Non-Executive Director at Majid Al Futtaim Retail LLC
and The Mentoring Foundation, Chair of TheWorks.co.uk plc
and Advisory Board member of Cambridge Judge
Business School.

Previous experience
Carolyn spent over 25 years at Tesco, in various operating,
commercial and marketing roles. She was also formerly
a Non-Executive Director of Legal & General Group plc,
Senior Independent Director at Marston’s plc and Trustee
and Deputy Chair at Cancer Research UK. Carolyn stepped
down from her former position as Non-Executive Director
at B&M European Value Retail SA in July 2023.

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SSP Group plc Annual Report 2023

Board of Directors

A Audit Committee

R Remuneration Committee

N Nomination Committee

Chair

Tim Lodge
Independent
Non-Executive Director
Nationality: British

Date of appointment:
1 October 2020

Judy Vezmar
Independent Non-Executive
Director, Designated NED for
Workforce Engagement
Nationality: American

Date of appointment:
1 August 2020

Kelly Kuhn
Independent Non-Executive
Director
Nationality: American

Date of appointment:
1 January 2022

Apurvi Sheth
Independent Non-Executive
Director
Nationality: Singaporean

Date of appointment:
1 January 2022

A N

R N

A N

R N

Key skills and contribution
Tim is an experienced former public company CFO
with a strong financial, accounting and audit committee
background. He has significant international commercial
experience in businesses with complex global operations
and supply chains in the food and beverage sector. Tim’s
recent and relevant financial knowledge and experience
along with his considerable insight on risk, controls and
business transformation projects position him well to
promote our strategic and financial resilience, while
creating shareholder value.

Key skills and contribution
Judy has extensive knowledge of running complex
international businesses, bringing significant expertise
to the Board in the field of data and analytics, which in
turn supports the Board in its continued investment in
technology and automation. Judy’s strong people focus
is the foundation for her role as Designated Non-Executive
Director for Workforce Engagement, where she supports
the Board in promoting the employee voice in the boardroom
and cascading the Company’s culture from the Board
throughout the business.

Key skills and contribution
Kelly brings substantial business experience from her
executive roles in the travel sector. She combines
international P&L expertise with commercial acumen
and a strong consumer focus. Kelly’s extensive experience
in customer engagement across multiple markets is a
valuable addition to the Board as it continues to deepen its
relationships with stakeholders. Kelly’s strong background
in executive sponsorship of responsible business efforts,
including environmental and DE&I, supports the Board
as it embeds its sustainability and people strategies.

External appointments
Non-Executive Director and Chair of the Audit Committee
of Serco Group plc and Senior Independent Director at
Arco Limited. Director of An African Canvas (UK) Limited,
Trustee of Gambia School Support, and Chair of the
Management Committee of The Worshipful Company
of Cordwainers.

Previous experience
Tim spent 26 years at Tate & Lyle plc in various finance
roles, including six years as CFO. He subsequently held CFO
roles with the COFCO International group. Tim has also
been a Non-Executive Director and Audit Committee Chair
at Aryzta AG.

External appointments
Non-Executive Director and Chair of the Remuneration
Committee of Ascential plc. Founding investor and advisor
to Gypsy Bean Coffee Roasters in the USA.

Previous experience
Judy was previously CEO of LexisNexis International. Prior
to that, she held several executive leadership roles within
the Xerox Corporation in the USA and Europe. Judy has also
been a Non-Executive Director of Rightmove plc, serving
on its Nomination, Audit and Remuneration Committees.

External appointments
Non-Executive Director and Chair of the Remuneration
Committee of ISS A/S. Advisor to CWT (formerly Carlson
Wagonlit Travel) and the McChrystal Group. Advisory Board
Member of WINiT and a member of various other networks
which promote women in the travel sector, and diversity.

Previous experience
Kelly spent 30+ years in various roles at CWT, including
as Executive Vice President and Chief Customer Officer,
President of the EMEA and Asia Pacific businesses, and
President for the company’s Military & Government division.
She also served as President and Chief Operating Officer
at both Navigant International and Arrington Travel Center
before they were acquired by CWT and was previously a
Non-Executive Director at LaSalle Hotel Properties.

Key skills and contribution
Apurvi has extensive executive experience spanning
more than 30 years across international food and beverage
companies. Having spent the majority of her career in India
and Southeast Asia, she has strong knowledge of the
region and emerging markets where she has broad
M&A experience, providing great insight for our growth
ambitions. Apurvi’s breadth of executive experience,
born out of her accounting and commerce background,
and focus on innovation and value creation complement
the Board’s existing skills and experience as it looks to
deliver on its strategy and purpose. Apurvi has a Marketing
Specialism in her MBA and is also passionate about the
DE&I agenda and is a leader of Women’s forums and a
trainer in a local talent organisation.

External appointments
Non-Executive Director at Intertek plc. Strategic Advisor
to various companies in Southeast Asia and India, across
a wide range of sectors including food and beverage, retail
and technology.

Previous experience
Apurvi spent 13 years in various roles at Diageo plc including
Managing Director, Southeast Asia. She has also served
as Marketing Director, APAC at PepsiCo International,
Marketing Director of India at Coca-Cola and held various
roles at Nestle SA. Apurvi previously served as a
Non-Executive Director of Heineken Malaysia BHD.

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Group Executive Committee

Michael Svagdis
CEO America

Kari Daniels
CEO UK & Ireland

The Group Executive Committee is responsible for our day-to-day management and
ensures all Board decisions are implemented effectively, including the Group strategy.
The Group Executive Committee identifies and executes strategic opportunities
and regularly reviews our operational performance and strategic direction.

Patrick Coveney
Group CEO

Jonathan Davies
Deputy Group
CEO and CFO

Read Patrick and Jonathan’s
biographies on page 84
of this report.

Michael is CEO of SSP America (covering the USA, Canada
and South America). With 30 years of experience in the
food and beverage industry and having joined SSP in 2014,
Michael leads a talented team driven by a passion for
bringing cool, authentic restaurants to airports that
reflect a taste of place.

Prior to SSP, Michael held various management and
leadership roles at Compass Group plc, Eurest and
Morrison Healthcare.

Kari is CEO of UK & Ireland. She joined SSP and the Group
Executive Committee in January 2023.

Kari has a track record of driving performance in both
retail and branded FMCG businesses. She spent more
than 20 years at Tesco where she held the role of CEO
of Tesco Ireland for four years and spent three years as
UK Commercial Director. Prior to Tesco, Kari held marketing
and leadership positions at SC Johnson, Wella and
Superdrug. Kari is a member of the WiHTL Advisory Board
and of the Policy Issues Council at IGD. She also currently
serves as a Non-Executive Director at Topps Tiles plc.

Jeremy Fennell
CEO Continental Europe

Mark Angela
Chief Business Development
and Strategy Officer, CEO
India and EEME

Jonathan Robinson
CEO Asia Pacific

Jeremy is CEO of Continental Europe, covering the Nordics,
Frabel, DACH and Spain. He joined SSP in July 2019 as CEO
of the Nordics region, taking on responsibility for Frabel,
DACH and Spain in July 2021.

Previously, Jeremy spent over 10 years at Dixons Carphone,
including four years as MD of Carphone Warehouse and
had responsibility for the international airport chain Dixons
Travel. Prior to this, Jeremy led the Dixons eCommerce
business, developing a multichannel offer at Currys. Jeremy
gained experience working in the Nordics as Category
Director of market leader Elkjøp (with 400+ stores across
the Nordics and Iceland).

Mark is the Chief Business Development and Strategy
Officer and CEO of India and EEME. In this central role,
Mark leads the evaluation of new markets, corporate
development activities and drives strategy development.
Mark joined SSP in February 2012 as CEO UK & Ireland,
moving to Group CCO in 2014, CEO Asia Pacific in 2019
and then his current role in 2022.

Mark began his career at Schroders before moving to ICI
(now Astra-Zeneca) and Colgate-Palmolive in a variety of
marketing and management positions. Mark then joined
Greene King as Managing Director before spending four
years as CEO of PizzaExpress.

Jonathan is CEO of Asia Pacific. He joined SSP in April 2016
as Group Business Development Director. He moved to
Hong Kong in March 2019 as Chief Development Officer, Asia
Pacific before taking up his current role in February 2022.

Jonathan began his career in commercial development
in Sainsbury’s before spending over 10 years in WHSmith
in various roles including Business Development Director
and General Manager Qatar.

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87

SSP Group plc Annual Report 2023

Miles Collins
Director of Group Finance

Sarah John
Corporate Affairs Director

Angela Moores
Chief Customer Officer

Miles is responsible for the Group Finance function,
overseeing the Group’s financial reporting, planning and
analysis and investment appraisal. He joined SSP in 2006
and has gained extensive experience of the business
through his roles in Group Finance and as CFO of the
UK division.

Sarah is the Corporate Affairs Director, with overall
responsibility for Communications, Sustainability and
Investor Relations. Sarah joined the business in 2015
as Director of Investor Relations and joined the Group
Executive Committee in 2021. Sarah is the executive
sponsor of our Global Women’s Leadership Network.

Miles began his career at Arthur Andersen, before moving
into food retail with Safeway plc, where he worked from
1992 to 2004 in a variety of finance roles. He then spent
two years as Group Financial Controller of Lastminute.com.

Prior to joining SSP, Sarah was Director of Strategy and
Corporate Affairs for Compass Group PLC from 2003 until
2014. She has also held positions at ABN AMRO, including
as Head of Equity Research, Dresdner Kleinwort
Wassterstein and Price Waterhouse Coopers.

Angela is the Chief Customer Officer. She joined SSP in
2013 as UK Commercial Director, before moving to Group
Commercial Development Director with responsibility
for rolling-out best practice initiatives across the business.
Angela rejoined the UK team as UK and Group Commercial
and Marketing Director before taking up her current role
in 2021. Angela is the executive sponsor of our
Menopause Network.

Prior to SSP, Angela held Commercial Directorships
at PizzaExpress and Greene King PLC.

Mark Smith
Chief Digital and Technology
Officer

Sukh Tiwana
Chief Procurement Officer

Mark is Chief Digital and Technology Officer. He joined SSP
Group in February 2018 as Group CIO. He is responsible for
the Group’s digital strategy and implementation of digital
and technology solutions. Mark is the executive sponsor
of our Women in Tech initiative.

Mark spent 10 years at Accenture, working with clients such
as Selfridges, Dixons, Argos and Sainsbury’s. He then moved
to M&S as Head of HR Transformation before working at
Tesco as CIO – Asia, with responsibility for technology
across 2,500 stores across five countries.

Sukh is Chief Procurement Officer with over 30 years of
experience. In 2004, he was appointed Group Commercial
Director, responsible for purchasing, supply chain and
leading Group-wide commercial negotiations. Sukh was
appointed Chief Procurement Officer in 2022 and is also
the co-chair of our Group Inclusion Council and chair of
the SSP Foundation.

Sukh started his career with various finance and
purchasing roles at Granada Group and, following its
merger with Compass Group, was appointed Managing
Director of Compass Purchasing.

Group Executive Committee

Fiona Scattergood
Group General Counsel
and Company Secretary

As General Counsel and Company Secretary, Fiona leads
the legal, company secretarial and compliance function.
She joined SSP in 2011 and has been in her current role
since February 2023. Fiona is an experienced solicitor and
governance leader with more than 20 years’ international
experience advising both listed and private companies
across a broad range of sectors. She has significant
experience in strategic M&A, joint ventures and
corporate governance.

Prior to joining SSP, Fiona held senior corporate finance
legal roles at Travers Smith LLP and Herbert Smith
Freehills LLP (Sydney). Fiona is the executive sponsor of our
recently established Neurodiversity and Disability Network.

GEC tenure

15+ years 3
10-15 years 3
5-10 years 4
0-5 years 3

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SSP Group plc Annual Report 2023

Governance framework

Board of Directors
The role of the Board is to promote our long-term success by setting a clear purpose and strategy for delivering long-term sustainable value for our stakeholders.
It sets the governance and culture of the Group and has ultimate responsibility for its management, direction and performance.

• Determines our strategic development and oversees the implementation
• Establishes and promotes our purpose, values and strategy.

of the strategy.

• Monitors our culture and ensures that workforce policies and practices
• Ensures we understand and meet our obligations to our stakeholders.

are consistent with our values.

• Maintains our risk management and internal control systems, including
oversight of cyber risk and approval of cyber security procedures.
• Sets our sustainability strategy and monitors performance against targets.

Board Committees
To maximise its effectiveness and ensure sufficient time and attention can be devoted to all key matters, the Board delegates certain responsibilities to three main Committees, each comprised of independent directors.
The Committee reports back to the Board at each meeting on their discussions, decisions and recommendations.

Nomination Committee
• Reviews the Board’s structure, size and composition.
• Leads the search and selection process for new directors
• Monitors diversity and inclusion.
• Evaluates the effectiveness of the Board.

and succession planning.

Audit Committee
• Monitors the integrity of financial reporting.
• Reviews and advises on internal controls and risk management systems.
• Oversees external and internal audit function.

Remuneration Committee
• Sets the Executive remuneration policy.
• Ensures the policy aligns with strategy and culture.
• Reviews workforce remuneration policies.

Group Executive Committee
Matters not specifically reserved to the Board and its Committees under their terms of reference, or for shareholders in General Meeting, are delegated to the Group CEO who is supported by the Group Executive Committee.
The Group CEO then reports back to the Board on activity carried out by the Group Executive Committee.

Risk Committee
• Reviews and advises on the risk
and control environment.
• Ensures operation of a robust and effective
risk management and assurance framework.

Investment Committee
• Oversees SSP’s investment objectives.
• Manages and implements SSP’s investment policies.
• Conducts post-investment reviews.

Treasury Committee
• Agrees and implements the Group’s treasury policies.
• Oversees the Group’s treasury activities.

Disclosure Committee
• Oversees the disclosure of market sensitive
information and other public announcements.

Operational Committees

Sustainability Steering Committee
• Oversees delivery of the Group’s Sustainability

Strategy and targets.

Group Inclusion Council
• Oversees delivery of the Group’s DE&I policy

and framework.

Group Safety Committee
• Oversees delivery of the Group’s Safety Policy

and framework.

Climate Risk Steering Committee
• Oversees alignment with TCFD recommendations.
• Considers the impact of climate-related risks

and opportunities.

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SSP Group plc Annual Report 2023

Division of
responsibilities

The roles of Chair, Senior Independent Director
and Group CEO are held by separate individuals
with clearly defined responsibilities, set out
in writing and regularly reviewed by the Board.
The Division of Responsibilities can be found
on our website www.foodtravelexperts.com.

Chair
• Guides the Board in shaping strategy,
ensuring alignment with our purpose.

• Sets the Board agenda, in consultation with
the Executive Directors and Group Company
Secretary, which is focused on strategy,
performance, value creation, culture,
stakeholders and accountability, and ensuring
that issues relevant to these areas are reserved
for Board decision-making.

• Promotes a culture of openness and debate
and fosters relationships based on trust,
mutual respect and open communication
– both in and outside the boardroom.
• Ensures that the views of all stakeholders

are understood and considered appropriately
in Board discussion and decision-making.

Group CEO
• Leads the Group Executive Committee in
the day-to-day management of the Group,
to pursue our commercial objectives and to
develop, execute and deliver our strategy.

• Sets an example to our workforce,

communicating to them the expectations of our
culture, and ensuring that operational policies
and practices drive appropriate behaviour.
• Facilitates effective communication between
the Board and the Executive Committee, and
ensures significant operational and market
matters are communicated to the Non-Executive
Directors on a timely basis.

• Oversees our relationships with all stakeholders,
including customers, clients, brand partners,
joint venture partners, suppliers and the
communities in which we operate.

Deputy Group CEO and CFO
• Works with the Group CEO to develop,
implement and achieve the Group’s
strategic objectives

• Oversees delivery of Group performance
and manages the Group’s financial affairs,
risk and controls framework and treasury
and tax functions.

• Oversees capital expenditure proposals
in line with the agreed approval criteria.
• Works with the Group CEO to develop the

annual budget, business plans and commercial
objectives for approval by the Board.

• With the Group CEO and Corporate Affairs
Director, oversees the Group’s relationships
and interactions with shareholders, lenders
and other stakeholders.

General Counsel and Company Secretary
• Ensures the Directors have access to the

information needed to perform their roles.
• Advises and keeps the Board updated on legal
and corporate governance matters, including
the UK Corporate Governance Code and Listing
and Transparency Rules.

• Ensures compliance with Board procedures
and provides support to the Chair, including
coordinating Board performance evaluations
and inductions for new directors.

Senior Independent Director (SID)
• Provides a sounding board for the Chair, and
supports delivery of the Chair’s objectives.
• Serves as an intermediary between the Chair

and the rest of the Board and, as necessary, the
shareholders. This includes attending meetings
with shareholders where necessary in order
to obtain a balanced understanding of the
issues and concerns.

• Leads the appraisal of the Chair’s performance

with the Non-Executive Directors.

Non-Executive Directors
• Provide independent oversight and

constructive challenge to the Executive
Management team.

• Help to develop proposals on strategy,

scrutinising performance against agreed
goals and objectives.

• Monitor the delivery of strategy by the
Executive Committee within the risk and
control framework set by the Board.
• Satisfy themselves that internal controls
and external audit processes are robust.
• Role model culture and oversee our approach

to diversity, equity and inclusion.

• Serve on Board Committees.

Designated Non-Executive Director
for workforce engagement (ENED)
• Facilitates communication between the Board,
Group Executive Committee and colleagues.
• Supports the Board in their understanding
of the perspectives, concerns and needs of
our colleagues so that they can be considered
in decision-making.

• Undertakes a key role in succession planning

for the Board, together with the Board
Committees, Chair and Non-Executive Directors.

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SSP Group plc Annual Report 2023

Board leadership and our purpose

Role of the Board
The Board’s role is to promote the long-term
sustainable success of the Company, generating
value for shareholders and contributing to the
wider society. The Board is responsible for
determining our purpose and strategy, and
ensuring we have the right culture to deliver
our objectives.

How the Board operates
To ensure the Board maintains oversight of
the areas material to the delivery of our strategy
and purpose, the Board has a schedule of matters
reserved for its decision and formal terms of
reference for its Committees. These are reviewed
annually and are available to view on our website
at www.foodtravelexperts.com

The Board delegates management of the Group’s
day-to-day activities to the Group CEO with
support from the Group Executive Committee
who meet monthly (see pages 86-87). Below
the Group Executive Committee are operational
committees such as the quarterly Risk Committee
and monthly Sustainability Steering Committee.
These committees then report back to the
Group Executive Committee and the Board.
This structure of committees allows our
internal experts to undertake deep and detailed
assessment of issues that may affect the delivery
of the Board’s goals and objectives in line with the
policies set by the Board and is governed by our
Governance Framework which maps where
accountability resides (see page 88).

Independence
The independence of our Non-Executive
Directors is an important part of our governance
framework, bringing unique perspectives and
providing objective and constructive challenge.
The Chair was considered independent on
appointment and all other Non-Executive
Directors who shall put themselves forward for
reappointment at the 2024 AGM are considered
by the Board to be independent in accordance
with the criteria under provision 9 of the Code.
To ensure their continued independence,
Non-Executive Directors will not ordinarily
serve for more than nine years.

Conflicts of interests
Directors are required to disclose any actual or
potential conflict impacting themselves or any
person closely associated with them as it arises
for consideration, and if appropriate, for approval
by the Board. If a conflict arises, the Director will
absent themselves from any discussion or decision
relating to the conflict. Directors are required
to declare any interest or potential interest at
the outset of each Board and Committee meeting.
Conflicts of interest, or situations or interests
that could potentially give rise to a conflict, are
recorded and reviewed by the Board annually.

Board and Committee meetings
The Board, supported by the Group General
Counsel & Company Secretary, maintains a
comprehensive schedule of meetings for it and
the Committees. The forward agenda is approved
annually by the Board, ensuring sufficient time is
dedicated to the wide range of matters important
to our long-term success and that appropriate
balance is given to strategic, operational, financial
and governance matters. Flexibility is built into
the agenda, enabling important topics to be
considered in a timely manner. More information
on the content of our Board meetings is on page 91.

Board meetings at Group business locations are
scheduled to help all Board members gain a deeper
understanding of the business and provide an
opportunity to meet with local management and
stakeholders. More information on site visits
during the year is on pages 94-95.

Papers are circulated in advance of meetings to
allow Directors sufficient time to consider matters
independently in advance. Directors unable to
attend are encouraged to read and comment on the
pre-circulated papers in advance so their thoughts
can be considered by the Board. The Chair and
the Company Secretary will follow up with the
Director after the meeting to update them on the
key matters discussed and decisions made. From
time to time, the Board will delegate authority
to a sub-committee to approve certain matters.

Each paper must be accompanied by a structured
briefing note identifying, amongst other matters,
the action to be taken, key issues to note and the
impact of any decisions on our stakeholders.

A broader experience
Outside of meetings, the Board receives a monthly
update covering matters including financial
performance, business development, safety
reporting, progress against sustainability targets
and colleague KPIs.

The Chair and the Non-Executive Directors have a
programme of meetings both amongst themselves
and with various members of the executive team,
and this includes both formal Board meetings,
training sessions and more informal gatherings
where the Board can see our operations first-hand
and engage with our workforce. Led by the Senior
Independent Director, meetings between the
Non-Executive Directors, both with and without
the presence of the Chair and the Group CEO, are
also scheduled in the Board’s annual programme.

In addition to meetings and site visits, ahead
of scheduled Board meetings, the Chair and the
Non-Executive Directors meet for dinner with
a combination of the Non-Executive Directors,
the CEO and the full Board with the Group General
Counsel and Company Secretary. This enhances
Board dynamics by allowing Board members to
build relationships and share views in a more
informal setting.

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SSP Group plc Annual Report 2023

Board meetings in the year

The Board is supported by the Group General
Counsel and Company Secretary, to whom all
Directors have continuous and ongoing access
for advice and corporate governance services.
The Board and its committees are authorised
to obtain legal or other professional advice as
necessary to perform their duties. This includes
inviting external advisors to meetings as
required, to provide additional expert guidance.

As noted on the previous page, Board meetings
are structured using a tailored forward agenda
agreed in advance by the Chair, in conjunction with
the Executive Directors and the Group General
Counsel & Company Secretary.

In addition, once a year, the Board holds a
Strategy Day, attended by the Board and the
Group Executive Committee as appropriate.

Strategic and thoughtful planning of the forward agenda ensures
that the Board can dedicate its time to the matters important to
our long-term success and that appropriate balance is given to
strategic, operational, financial and governance agenda items.
Fiona Scattergood
Group General Counsel & Company Secretary

A typical Board meeting would cover the following matters:

Performance
The Group CEO and Deputy CEO and CFO each
provide an update to the Board on highlights,
developments and challenges for the period
along with a financial and investor relations
update and proposed priorities for the period
ahead. The Board also receives performance
updates from senior management, including
regional CEOs and functional leads, through
the year as appropriate.

Strategy
The Board considers areas of strategic
importance, including our sustainability and
people strategy, as well as opportunities or risks
to our strategy through updates from senior
management. Deep dive sessions on key areas
of focus are also scheduled throughout the year
to allow for a more comprehensive analysis
of the topic.

Stakeholders
The Board considers regular updates from
management on stakeholders including our
investors, colleagues, customers and clients.
This includes regular updates from our Non-
Executive Director for workforce engagement.

Governance, legal and regulatory updates
The Board receives updates as necessary
to ensure that all governance, risk, legal or
regulatory matters are considered and dealt with
efficiently and effectively. This includes an update
on safety matters as part of the Group CEO’s
Report, regular compliance updates and an annual
cycle of risk management reviews and updates.

Committee updates
Committee meetings are held in advance
of Board meetings, providing time for in-depth
consideration of matters by the independent
Directors with the relevant skills and experience
to be a member. This supports and facilitates an
effective discussion at Board meetings, where
the Committee Chairs provide an update to the
Board on their discussions, highlighting key
issues for the Board’s attention and making
recommendations to the Board on matters
requiring its approval.

The following pages 92-93 set out a summary of the matters reserved for consideration of the Board
and an overview of activities in the year.

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SSP Group plc Annual Report 2023

Strategy and operations

Finance

Risk and controls

Find out more about our principal
risks on pages 70-76.

Matters reserved for the Board

Board activities in the year

Risks considered

Stakeholders

Board meetings in the year

• Approval of the Group’s long-term
business strategy and objectives.
• Oversight of the Company’s operations

and performance.

• Approval of material agreements,

acquisitions and disposals.

• Considered the Group’s strategic priorities and

approved the strategy for the 2024 financial year.

• Deep dives on each market and other strategic

matters.

• Considered the Group’s M&A strategy and approved
the acquisition of concessions business of Midfield
Concession Enterprises, Inc.

• Received updates on the Group’s progress against
its strategy throughout the 2023 financial year.

• Received regular market updates throughout the year

and reviewed feedback from our institutional
investors.

• Approval of operating and capital

expenditure budgets.

• Approval of dividend policy and key

financial communications.

• Approval of any major changes to the
Group’s corporate or capital structure.
• Approval of the recommendations of
the Audit Committee, including the
remuneration and appointment of the
external auditors.

• Approval of new material bank borrowing

facilities and material variations or
increase to borrowing facilities.

• Reviewed the Group dividend policy and recommended

a final dividend for the 2023 financial year.
• Reviewed the Group’s performance against the

Group budget for the 2023 financial year and agreed
the Group medium-term plan and budget for the
2024 financial year.

• Reviewed and, on the recommendation of the Audit
Committee, approved the half and full-year results
announcements, Annual Report and Accounts.

• Approval of new bank facilities agreement.

• Ensuring the maintenance of a

robust system of internal control
and risk management.

• Overseeing cyber risk, approving

cyber security policies and procedures
and reviewing reports from the Audit
Committee on the effectiveness of
these procedures.

• Understanding and monitoring climate

and sustainability related risk.

• Conducted a risk appetite session regarding

our principal risks.

• Conducted an annual strategic and operational

risk assessment, including considering action plans
to mitigate risks.

• Assessed the effectiveness of the risk management
and internal controls across the Group, including
whistleblowing and other compliance processes.
• Considered risk as part of strategic agenda items.

1. External environment
2. Labour
3. Supply chain
4. Health & safety
5. Information security
6. Compliance
7. Mobilisation of pipeline
8. Competition landscape
9. Senior capability
10. Efficiency programmes
11. Sustainability
12. Brand portfolio and
customer demand

2. Labour
3. Supply chain
7. Mobilisation of pipeline
10. Efficiency programme
13. M&A activity

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SSP Group plc Annual Report 2023

Board meetings in the year

Matters reserved for the Board

Board activities in the year

Risks considered

Stakeholders

People, values and culture

• Assessing and monitoring the alignment
of the Group’s culture with its purpose
and values and ensuring necessary
corrective actions are implemented.

Governance and sustainability

Appointments and remuneration

Find out more about our principal
risks on pages 70-76.

• Approval of shareholder

communications.

• Convening general meetings.
• Approval of delegations of authority to
the Group CEO, Deputy Group CEO and
CFO, and Committees.

• Evaluating Board and Committee
performance and effectiveness.
• Reviewing stakeholder engagement

mechanisms, and endorsing new policies
aligned with the organisation’s purpose,
values, and strategy.

• Decisions related to Board and
Committee composition, size,
and structure, appointments.

• Ensuring adequate succession plans are
in place for the Board, Company Secretary
and Group Executive Committee.
• Determining remuneration policies

and outcomes for the Board and Group
Executive Committee, as well as new
share incentive plans or significant
alterations to existing plans.

• Reviewed and approve updates to the Board Diversity
Policy and Group Diversity, Equity & Inclusion Policy.

• Attended Diversity & Inclusion workshop.
• Received updates on progress against the People Plan.
• Discussed and considered the Future Talent Strategy.
• Considered feedback from Global Colleague
Engagement Survey and from the designated
Non-Executive for Employee Engagement.
• Considered whistleblowing and health and

safety updates.

• Assessed and monitored workforce engagement

and culture.

2. Labour
4. Health & safety
6. Compliance
9. Senior capability
11. Sustainability

• Received governance and sustainability updates.
• Received updates on progress against

sustainability targets.

• Reviewed conflicts of interest.
• Reviewed and approved amended governance

documents including updated articles and terms
of reference.

• Conducted Board Evaluation.

6. Compliance
11. Sustainability

2. Labour
9. Senior capability

• Approved Judy Vezmar and Tim Lodge’s

appointments for a second three-year term.
• Reviewed shareholding guidelines and attainment

for Non-Executive Directors.

• Approved Non-Executive Director fees.
• Reviewed Remuneration Policy and Share Incentive

Plan rules.

• Considered remuneration outcomes and proposals

for the 2024 financial year.

• Considered cost-of-living pressures among

the wider workforce.

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SSP Group plc Annual Report 2023

Board activities and
interaction with stakeholders

Stakeholder engagement
The Board has a well-established programme
of engaging with a wide range of stakeholders
who are key to successfully delivering our strategy.
This year, the Board visited sites in each of our four
reporting regions, meeting with local stakeholders,
enabling them to develop their understanding
of the key issues in our different markets.

Shareholder engagement
The Board seeks to maintain continuous,
meaningful engagement with our shareholders.
It receives updates from the Group CEO, Deputy
Group CEO & CFO and Corporate Affairs team
regarding key issues affecting shareholders,
as well as reports on engagement activity
both undertaken and planned.

The Chair seeks regular engagement with major
shareholders. The Remuneration Committee
Chair engages with major shareholders on
remuneration matters throughout the year and
on specific policy matters. The Audit Committee
Chair, along with all other Non-Executive
Directors, is available to meet with major
shareholders as required.

An overview of our key stakeholders and more
information on our engagement with them is
on pages 40-49.

October 2022

Board site visit: USA
The Board took part in a four-day board trip to New York
which included a deep dive into our North America business,
meeting the US senior leadership team, site visits to our
units at JFK, and La Guardia airports, informal meetings
with the local teams and a tasting session to sample our
food and drink propositions available across our US estate.

Stakeholders met: Colleagues, clients, joint venture
partners (including ACDBE partners) and brand partners

November 2022
• Board diversity and inclusion

teach-in session

More information on pages 104-105.

December 2022
• Full Year Results
• Presentation to investors

January 2023
• Deep dive: IT and digital
• Market update from

Brokers

February 2023

AGM
Our AGM provides a valuable forum for
our Board to engage with our shareholders
in person. At this year’s AGM, the Directors
answered questions from shareholders and
were available to speak to our shareholders
more informally following the meeting.
The Board also encouraged shareholders
who were unable to attend our AGM to
submit questions in advance by email.

Stakeholders met: Investors

Board site visit: Norway
During their visit to Norway the Board
received updates on the key opportunities
and challenges in Norway from our local
leadership, and undertook site visits to
Oslo Central Station and Oslo Airport
where they met with colleagues and clients.
The Non-Executive Directors also had
the opportunity to meet informally
with both front of house and local head
office colleagues in two informal
engagement sessions.

Stakeholders met: Colleagues, clients

Corporate governanceFinancial statementsStrategic reportOverview
95

SSP Group plc Annual Report 2023

March 2023
• Deep dive: Customers
• Approval of Modern
Slavery Statement

April 2023

Board site visit: India
In India, the Board spent time with our
joint venture partner where they met
the local leadership team and received
presentations and performance updates.
The Board visited and dined at units in
Mumbai and Delhi, meeting with clients in
both cities. The Board also spent time with
our colleagues attending a town hall as well
as dinner with over 30 of the local team.

Stakeholders met: Colleagues, clients,
joint venture partners and brand partners

May 2023
• Interim results
• Feedback on Colleague Engagement
• Acquisition of the Midfield concessions

Survey

business

More information on pages 43 (Engagement)
and 191 (Midfield).

• Risk appetite review
• Deep dive: Business and brand
development

ESG Briefing Presentation
Our Chair joined our Group CEO in April
for our first-ever ESG Investor Briefing,
where we set out our net-zero roadmap
and sustainable value creation plan.
The session, which was also attended
by regional CEOs and senior management,
provided an opportunity for our investors
to learn more about our sustainability
strategy and to ask questions and provide
their feedback on our ambitions and
progress so far.

Stakeholders met: Investors

Board activities and interaction
with stakeholders

July 2023
• Board teach-in session on customer and client surveys

Board Strategy Day
In July, the Board spent time with our
Group Executive Committee, where they
received updates on each of our markets
and explored the key trends, challenges
and opportunities affecting our strategy.
This two-way conversation with
management provided the Board
with a deeper understanding from CEOs
and functional leads on the key matters
affecting day-to-day operations and
provided alignment between the Board
and management on the key priorities
to deliver our agreed strategy.

Stakeholders met: Colleagues

Board site visit: Ireland
At Dublin Airport, the Board visited our
newly opened, digital-first street food
concept, ‘The Mezz’, where they met with
colleagues, brand partners and clients and
tried out the digital offering. The Board met
with our partner for the new Cloud Picker
unit, where it learned more about the unit’s
sustainability offering. The Board also met
with clients informally over dinner.

Stakeholders met: Colleagues, clients,
government minister, brand partners

September 2023
• Board effectiveness evaluation
• Stakeholder Update
• Sustainability Update
• Compliance Update
• Risk and controls effectiveness review

More information on pages 108-109
(Board Evaluation), 66-77 and 114 (Risk).

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Key Board decisions
The principles underpinning Section 172 of the
Companies Act 2006 (the ‘Act’) are embedded
in the Board’s decision-making. The Board
recognises the importance of understanding
the views of the Group’s key stakeholders and
having regard to those views in its discussions
and decision-making processes. See page 40
for our section 172(1) statement.

Key

Consequences of decisions in the long term
Interests of employees
Need to foster business relationships
Impact of operations on communities
and the environment
Reputation for high standards
of business conduct
Acting fairly between shareholders

Strategic priorities

Stakeholders

Customers

Colleagues

Investors

Clients

Joint venture
partners

Brand partners

Suppliers

Communities,
NGOs and Society

Government
and Regulators

Acquisition of Midfield concessions business

Future Talent Strategy

Board activities and interaction
with stakeholders

Accelerating growth in North America is a key element of our
strategy and disciplined infill M&A is an established part of our
approach to business development. As part of its ongoing review
of our approach to growing our North American business, the Board
evaluated and approved the acquisition of the concessions business
of Midfield Concession Enterprises Inc. In doing so, the Board
considered how the acquisition provided an important step in our
North American growth strategy, with the resulting position being
that we would have a presence in 34 of the 80 largest airports in
North America, including four new airports.

People are the core of our business and a key focus for the Board
over the year has been understanding the approach to growing and
developing our talent pool across the Group. This was enhanced by
both the engagement survey feedback and the listening sessions
carried out by Judy Vezmar as ENED. She was able to meet a broad
cross section of our colleague base and to see first-hand the
development needs of our workforce. The Board’s consideration of
these issues culminated in a review of our proposed Talent Strategy.
The Board agreed with the direction proposed and supported the
steps being taken to develop and embed the strategy.

Shareholders – the acquisition was expected to contribute an
additional c$100m to revenues in our North American business,
on an annualised based, driving long-term growth and returns
for our shareholders.

Customers/Brand Partners/Clients – the portfolio of brands
operated by Midfield strongly complements our focus on
promoting local cuisine and bringing a ‘taste of place’ to airports.
The acquisition provided an opportunity to develop invaluable new
brand and client relationships and to strengthen client relationships
in airports where the acquisition added to our scale.

Communities – supporting the US aviation industry’s
disadvantaged business enterprise programme is a key tenet of
our North American strategy. That continues with this acquisition,
with ongoing participation by those previously connected to the
Midfield business.

Colleagues – as part of the transaction, we welcomed a number
of new colleagues into the SSP America team, each bringing local
expertise to share with existing SSP teams. As a large national
employer, SSP America is able to offer further development
opportunities to our new colleagues.

Link to our strategy

Pivoting to high-growth markets

Stakeholders

Find out more on page 191

Colleagues – as a key stakeholder group, it is critical that we have
a considered and informed approach to selecting and developing
our talent. The increased exposure of our ENED to our frontline
and management colleagues has helped inform our approach
to ensure it resonates within the business.

Customers/Brand Partners/Clients – delivering of our strategy
as it relates to customers, brand partners and clients depends
on engaged and knowledge colleagues. Our talent strategy
is a key enabler to this.

Communities – as a large employer across five regions and many
more countries, we can have a positive impact on the communities
in which we operate by providing employment opportunities across
a broad spectrum of roles, from team members to head office
management colleagues.

Link to our strategy

Enhancing business capabilities; driving competitive advantage

Stakeholders

Find out more on pages 106-107.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

Board activities and interaction
with stakeholders

Refinancing of banking facilities

Preventing modern slavery

In July 2023, the Group completed a refinancing of its syndicated
banking facilities. With the previous facility maturing in January
2025, the Board was required to assess refinancing opportunities
as part of its going concern and viability responsibilities. In evaluating
and approving the new facilities, the Board took into account the
new four-year term (with an optional one-year extension), increased
revolving credit facility and refreshed lending group, with increased
representation across our growth regions.

Lenders – the refinancing strengthened our balance sheet and
maintained our high level of liquidity, as well as extending our debt
maturity profile. The strength of relationships with our banking
partners was demonstrated in the strong support for the proposals,
which enabled us to secure the new facilities on improved terms.

Shareholders – the refinancing will support the ongoing delivery
of our strategic priorities, including rapid growth in North America
and Asia Pacific.

Brand Partners/Clients – our partners and clients benefit in
the short- and long-term from increased financial security and
flexibility provided by the refinancing, particularly in the current
economic environment.

Regulators – the revised arrangements ensure that the Group
complies with its obligations to consider the short- and
medium- term viability of the business.

For further details of our financing arrangements, see page 177.

Protecting human rights is a key priority in our Sustainability
Strategy and we do not tolerate modern slavery in our business or
our supply chain. Our Modern Slavery Statement is not just a legal
obligation. In considering our Modern Slavery Statement, the Board
considered the risks of modern slavery to our business including the
risk profile of the countries we operate in. The Board also assessed
the effectiveness of the controls, policies and practices in our own
operations and in our supply chains and agreed actions to develop
our approach to tackling modern slavery, including agreeing a
revised process for ethical trade reviews and audits. The Board
also approved a new standalone Human Rights Policy, to clearly
set out what this commitment means for our colleagues and
own business operations.

Colleagues – by having robust controls in place, training our
colleagues to identify signs of modern slavery, and encouraging them
to report any concerns, we protect our colleagues from exploitation
and foster a supportive and ethical culture built on integrity.

Suppliers – engaging with our suppliers to ensure compliance
with our ethical standards and providing constructive feedback
or identifying areas for improvement in their practices and policies,
fosters better relationships based on trust, transparency and
shared values.

Regulators – continually evolving and developing our modern
slavery statement and setting measurable KPIs for progress,
ensures we not only comply with our obligations to prevent modern
slavery but meet the government’s expectation for our statement
to demonstrate progress and improvements year-on-year.

Link to our strategy

Pivoting to high-growth markets
Enhancing business capabilities; driving competitive advantage
Delivering operational efficiencies

Pivoting to high-growth markets
Enhancing business capabilities; driving competitive advantage

Stakeholders

Find out more on pages 47-48 of our 2023 Sustainability
Report and Modern Slavery Statement on our website.

Corporate governanceFinancial statementsStrategic reportOverview

SSP Group plc Annual Report 2023

How the Board
monitors, assesses
and promotes culture

Our culture is the compass that guides our
behaviours, decision-making and interactions
with our stakeholders. Promoting and fostering
a culture of food, passion, pride, inclusivity and
integrity, rooted in an environment of strong
corporate governance and a commitment to our
sustainability responsibilities, enables us to deliver
our purpose of being the best part of the journey.

The Board places great importance on ensuring
that a positive, purposeful and inclusive culture
is established throughout the Group, aligned
across our regional businesses and demonstrated
throughout our teams. It starts with the Board
and Group Executive Committee and carries
right through to our front of house teams
in units around the world.

Our business is a people business, and our diverse
teams are at the heart of everything we do. We are
committed to ensuring an inclusive culture that
empowers our colleagues to be themselves, brings
greater creativity and empathy, and enables them
to deliver our purpose.

The Board leads from the top in promoting the
desired culture throughout SSP, demonstrating
the values and behaviours we expect from the
rest of the organisation, not only by the decisions
we make, but also in the way we make them.
The Executive Directors lead the senior leadership
in championing our values and embedding them
throughout the organisation, celebrating success
and welcoming diversity.

The Board provides scrutiny and challenge
to management as necessary to ensure our
organisational culture supports our purpose.
Our Risk Management Framework and associated
internal controls also play an important role in
promoting and monitoring a culture of transparency
and compliance and the Audit Committee receives
regular reports on the embedding of controls,
challenging any perceived areas of weakness.

Monitoring and assessing
To ensure we continue to nurture an environment
where every voice is heard, every perspective
valued, and every individual empowered to thrive,
the Board continuously monitors and assesses our
culture through a range of channels; from monthly
updates on colleagues, sustainability and health
and safety, to monitoring progress against KPIs.

Insights gained by our Board and our ENED
through their interactions and meetings with
our colleagues in the business provides further
insight and understanding of our culture.

By ensuring we have channels for open
communication and creating opportunities
to listen to colleagues at all levels, we foster
an atmosphere where ideas are shared freely
and collaboration thrives.

In addition to these ongoing methods for
monitoring and assessing, the Board formally
considers our culture as an agenda item each year
to ensure it aligns with our purpose and strategy.
The following page provides more information on
some of the ways we monitor our culture across
the Group.

The Board also ensures we have the right
practices and processes in place to support
our culture. These policies, which cover areas
such as sustainability, diversity, bribery and
whistleblowing, set our expectations of the
behaviours and practices we expect, informing
behaviour and embedding good decision-making
in line with our desired culture.

Compliance with policies is monitored not only
to help us assess culture but also so that we can
identify any challenges and make sure we have
the right resources in place to overcome them.
Policies are regularly reviewed and updated as
required to ensure they promote the right culture
and practices that are consistent with our values.

The Board’s independent oversight also plays
a vital role, promoting accountability and
transparency and ensuring that the right values
and behaviours, which align with our purpose,
are embedded across the Group.

The Remuneration Committee encourages
positive behaviours and cultural alignment through
its oversight of pay and remuneration, monitors
gender pay, and establishes targets for bonus
and incentive plans in line with the organisation’s
culture. Effective succession planning and talent
development, led by our Nomination Committee,
ensures we have the right management in place
to nurture this culture.

The Board receives reports from the Group’s
speak-up facility, and regularly reviews the
effectiveness of the Group’s whistleblowing
arrangements. The Audit Committee further
foster this culture of openness and integrity;
engaging in constructive debate and challenge
on matters presented. It also plays a key role in
monitoring our culture, supervising our internal
controls framework, monitoring any compliance
issues, and ensuring that both internal audit and
external auditors maintain adequate
independence to operate effectively.

Our values

Our values, which were developed in
consultation with our teams across the world,
help guide our culture, helping ensure our
behaviours and decisions are in the best
interests of our stakeholders, the environment
and our business.

We are one team

Working together and sharing our best
ideas to fulfil our global potential

We are results focused

Delivering great food and service for our
customers and outstanding results for our
colleagues, clients, and shareholders

We all make a difference

Respecting each other, acting responsibly
and sustainably and being accountable for
the contributions that we make

We are bold

Seizing opportunities, innovating
and quickly adapting every day

We celebrate success

Recognising and valuing everyone’s
achievement.

Corporate governanceFinancial statementsStrategic reportOverviewHow the Board monitors,
assesses and promotes culture

Retention
Cultivating an inclusive,
values-driven culture
that prioritises
employee wellbeing,
fosters colleague
engagement and job
satisfaction is a
fundamental part of
our people strategy.

We’ve developed our
measurement tools
so they provide us
with higher quality
retention data.
These insights, which
the Board receives half
yearly, help us better
identify areas of focus,
enabling us to ensure
that every colleague,
in every market and in
every team, is valued,
supported, and inspired
to contribute their best.

Training and
development
Effective compliance
training ensures that
our team understands,
embraces, and adheres
to the ethical
behaviour, integrity
and accountability
we expect. The Board
receives regular
updates on completion
rates and encourages
setting high minimum
thresholds.

We are committed
to investing in our
employees, offering
opportunities for
skill enhancement,
leadership training, and
continuous learning to
support them in
reaching their potential.

Risk and business
integrity
The Board and
Committees regularly
review updates to
monitor the practices
and behaviours in our
business, including
information about
compliance with our
Anti-Bribery and
Anti-Corruption policy,
our Code of Conduct
and policies for
preventing the
facilitation of
tax evasion.

The Board monitors
issues raised through
the Group’s speak-up
facility, and regularly
assesses the
effectiveness of
this procedure in
encouraging colleagues
to raise any concerns.

SSP Group plc Annual Report 2023

How we monitor and assess our culture

ENED activity
Our ENED provides a
direct channel for our
colleagues’ voices to
reach the boardroom,
attending regional
leadership meetings
and overseeing
listening groups
to gather colleague
sentiment.

Listening sessions are
held without any senior
management present
to encourage open
and honest feedback.
Immediately after
each listening group,
the ENED shares
feedback with the
Board, providing
insight into our culture
and identifying what
support is needed
to address any
challenges faced.

For more information
on the ENED’s activities
see pages 100-101.

Engagement survey
Our annual colleague
engagement survey
enables us to
understand and
address colleague
concerns, foster open
communication, and
identify challenges
and opportunities in
ensuring our culture
aligns with our purpose.

This year we partnered
with Gallup to deliver
our survey, which has
allowed us to
benchmark
engagement levels
against our peers and
supports us in building
local meaningful action
plans based on our
local results.

For more information
on the engagement
survey see page 43.

Communication
Communication has
a significant impact
on our colleagues’
experience, motivation,
engagement, and
overall business
success.

This year we launched
Viva Engage, an
employee
communication
platform, with rollout
to frontline workers
continuing in the
coming year. This
platform helps us to
continue to build and
manage a culture of
communication that
keep colleagues
connected, engaged,
and inspired as well as
being a platform for
championing our values.

c.9,000

Active users on ‘Viva Engage’

3.98/5.00

Score in Colleague Engagement Survey

51:49

Gender diversity across colleagues

Diversity & Inclusion
Embracing diversity
and fostering an
inclusive workplace is
an integral part of the
way we behave and the
way we do business.

By monitoring progress
against our diversity
objectives and
reviewing our diversity
data – including pay
gap reporting – we can
understand the efficacy
of our existing diversity
and inclusion action
plans and further
develop these to
promote a diverse and
inclusive workplace.

During the year,
we issued a new Group
Diversity & Inclusion
Policy, Board Diversity
Policy and Global
Inclusion Framework,
supported by a number
of different initiatives
throughout the Group.

For more information
on DE&I see pages
22-23 and 104-105.

Health & Safety
We are dedicated to
the wellbeing of our
colleagues, customers
and partners and are
committed to fostering
a workplace where
individuals are vigilant,
proactive, and
empowered to protect
themselves and others.

Understanding trends
within health and safety
incidents through
regular board reports
allows us to better
understand and manage
our risks in this area. The
Board has consistently
promoted a culture of
reporting and has been
pleased to see the
progress made in this
area over the year.

This year we’ve
continued our focus
on building a safer
workplace, with more
investment in our
health and safety
teams, mobilising our
Group Safety Forum,
developing our
reporting mechanisms
and championing
safety through local
events such as for
World Safety Day.

For more information
on Safety see page 23.

Corporate governanceFinancial statementsStrategic reportOverview100 SSP Group plc Annual Report 2023

A message from our ENED

One thing I always ask colleagues is what is it like to
work at SSP? One consistent word I hear, wherever
I am, from New Delhi to New York, is ‘opportunity’.
Judy Vezmar
Designated Non-Executive Director for Workforce Engagement (ENED)

On the Board, I am honoured to have the additional
responsibility of being the designated Non-
Executive Director for Workforce Engagement.

People often ask me what my role involves,
and in a nutshell, it’s about connecting the
views of our colleagues with those of the Board
of Directors, so that decisions by the Board can
take into account what goes on through the many
layers of our business. And how do I do that?
Through engagement – and I engage with
colleagues in a number of ways. I attend team
meetings, participate in town halls, conduct round
table listening sessions and meet with colleagues
informally over coffee. All of this allows me to
bring the voice of our colleagues right into the
boardroom, unfiltered and unedited.

This year, without Covid-19 restrictions, I’ve had
more opportunities to get out into the business
which has allowed me to connect with more
colleagues in person.

One of my favourite activities is hosting listening
groups. At these sessions I bring groups of people
together from both the frontline and our office
support teams, to have a conversation where
we can talk about whatever is on their minds.
Colleagues tell me what it’s like to work here,
what works well but also what things don’t work
as well, and I get to hear their ideas and suggestions
for change.

I feed back to the Board immediately after each
engagement and, when engagements align with
Board site visits, other Board members are also
invited to meet with colleagues after the sessions.
We also have a scheduled agenda item twice a year
to discuss the experiences and interactions that
I’ve had, and the learnings we can take from them.

I want to thank all of our colleagues for their
openness and their passion, and for taking the
time to share with me their thoughts and ideas and
for taking part in our annual colleague engagement
survey. I am looking forward to meeting with
many more colleagues in the coming year.

Judy Vezmar
Designated Non-Executive Director
for Workforce Engagement (ENED)

These engagements and the insights gained help
brings the Board closer to our people, giving us a
chance to really connect on a more personal level
and making sure we have the knowledge we need
to make better decisions.

One thing I always ask colleagues is what is it
like to work at SSP? One consistent word I hear,
wherever I am, from New Delhi to New York,
is ‘opportunity’: colleagues love the opportunity
SSP gives them for personal development and
the opportunity to grow. Learning more from
colleagues about what this means to them has
been a key focus of the listening groups, to make
sure we continue to nurture this culture and make
sure we have the right support in place to help all
of our colleagues, regardless of where they are in
their career or what market they are working in,
to realise this opportunity.

Judy Vezmar was appointed as designated
Non-Executive Director for Workforce
Engagement in February 2021.

In this critical role, Judy engages with a diverse
spectrum of colleagues, allowing her to support
the Board in its understanding of the views of
our colleagues across the business.

Scan the QR code to hear directly from

Judy Vezmar on her experiences as ENED.

Corporate governanceFinancial statementsStrategic reportOverview101 SSP Group plc Annual Report 2023

A message from our ENED

Focus on future women leaders

This year, a key focus has been the
development of our diverse pipeline
of talent through our organisation.

In India and Ireland, we held additional listening
groups which focused on bringing together some
of our female future leaders, to help us better
understand the challenges women face in
positions of leadership, both in our organisation
and more broadly. Better understanding these
challenges, and their nuances in different groups
and markets, allow us to develop the tools we
need to overcome them.

These sessions are not only a chance for us
to hear the views of our female future leaders
but also provide an opportunity for everyone,
including our ENED, to share stories and
experiences, to give advice and to share best
practice. As with all listening sessions, we hold
these without management present so that
they are safe places where colleagues can
be open and honest in their feedback.

These sessions have been both insightful and
inspirational. In 2024, we are planning to continue
these sessions and to develop them further
with roundtable and panel session events so
that even more of the many talented women in
our organisation can share their stories, advice
and best practice. This, in turn, supports the
Board in driving forward our diversity ambitions
and fostering a culture of inclusion where every
voice is heard, every perspective valued, and
every individual empowered to thrive.

Leveraging insights
for transformation
Through her listening sessions this year, our
ENED, Judy has been engaging with colleagues
to understand how we can better support
them, particularly in the early stages of their
SSP journey.

This feedback is having an immediate and
direct impact. Colleagues in India shared that
they had found using a buddy system for new
starters to be particularly effective so we are
now building this into our updated induction
materials in other markets. Another example
is in Norway where, following a successful
trial, we are now building a new onboarding
tool which uses online gamification to deliver
training and development, making learning
engaging, informative and fun.

During the ENED session with the Board, I experienced
a profoundly engaging and inspiring discussion with Judy,
where her insightful perspectives and skilled leadership
contributed to creating a meaningful and constructive
forum for reflection and decision-making.
Aleksander
Listening group participant, Norway

Corporate governanceFinancial statementsStrategic reportOverview102 SSP Group plc Annual Report 2023

Nomination Committee Report

The evolution of the Board was a key element of
the Committee’s agenda for the 2022 financial year,
and with our refreshed Board in place, this year we
have focused on our talent strategy and succession
planning for our senior leadership group.
Mike Clasper
Chair, Nomination Committee

Meeting attendance

Director
Mike Clasper

Date appointed
as member
1 November 2019

Carolyn Bradley

1 October 2018

Tim Lodge

Judy Vezmar

Kelly Kuhn

Apurvi Sheth

31 August 2021

1 January 2022

Number of
meetings
attended
3/3

3/3

The Nomination Committee terms of reference can be
found at www.foodtravelexperts.com

Dear Shareholder
I am pleased to present the report of the
Nomination Committee for the financial year
ended 30 September 2023, which provides an
overview of the Committee’s activities during the
year under review and our role in ensuring that the
Board has the right skills, experience, knowledge,
and diversity to deliver our strategy and to enable
our long-term sustainable success.

In FY22, we welcomed Patrick Coveney as Group
CEO and two new Non-Executive Directors, Kelly
Kuhn and Apurvi Sheth to the Board. We regularly
review the composition and skills of our Board
to ensure it has the right expertise and diversity
of experience to continue to help us achieve our
strategic aims and to face current challenges. The
Committee also takes time to consider whether
each individual Director and the Board as a whole,
continues to perform effectively. In each, it was
felt that they did. More information on the review
of the skills of the Board can be found on page 106
and on performance evaluation on pages 108-109.

The evolution of the Board was a key element of
the Committee’s agenda during the 2022 financial
year, and with our refreshed Board now in place,
this year we’ve focused on our talent strategy
and succession planning for our senior leadership
group. While there is more to do, I am pleased with
the progress made in this area.

Diversity and Inclusion
We’ve made great progress on our gender
diversity representation on the Board and in
senior management over the last three years
(with 50% female Board representation and 37%
female senior management representation as
at 31 October 2023 (increases of 75% and 56%
since 2020) and are pleased to have met the new
regulatory board ethnicity target – but we are not
complacent. We know there is more we can do,
particularly on ethnic diversity representation.

With this in mind, the Committee reviewed our
Board Diversity Policy within the year to expand
our definition of diversity and setting objectives
to maintain diversity on each Board Committee.
We have also formally included in the refreshed

policy a gender representation target of 40%
by the end of 2025 for the Senior Leadership team
(being the Group Executive Committee and their
direct reports).

We are committed to building a management
team that is diverse in all respects. We are
mindful of the recommendation of the 2023
Parker Review to set a target for 2027 for
ethnic diversity, and are now considering the
appropriate target that reflects the diversity
of the different countries our senior management
work in, whilst respecting our colleagues’ right
to privacy and freedom of expression.

We believe however, that fostering an inclusive
environment, at all levels of the business, reflective
of the diversity of the markets in which we operate,
is incredibly important, enabling us to harness
the benefit that differences of perspective,
experience and culture bring.

Our talented and diverse colleagues are a key
asset and we remain committed to ensuring that
diversity is reflected throughout the organisation.
A key focus for the Committee this year has
therefore been strengthening the framework
of processes, practices and development needed
to ensure the development of a diverse pipeline
for succession.

Senior management succession
Alongside overseeing the diversity of our senior
leadership, the Committee is also responsible for
ensuring the high-quality leadership of
management and considering and recommending
to the Board appointments to our Group Executive
Committee. During the year, on the Committee’s
recommendation, the Board approved the
appointment to our Group Executive Committee
of Kari Daniels as CEO UK & Ireland with effect
from 9 January 2023. It was further noted, that
Fiona Scattergood commenced her role as Group
General Counsel & Company Secretary with effect
from 16 February 2023, her appointment having
been approved by the Board at the end of the
2022 financial year.

Corporate governanceFinancial statementsStrategic reportOverview103 SSP Group plc Annual Report 2023

Our Future Talent Strategy, which was approved
by the Board, seeks to develop the many talented
colleagues we have across our business whose
skills and dedication help us to deliver our
purpose and ensures we have the right people
with the right skills to deliver our strategic goals.
This involves identifying high potential talent
globally and nurturing their growth through
targeted development programmes. By actively
cultivating talent from within our ranks, we aim
to create a more inclusive leadership team that
reflects the diversity of our workforce.

Board reappointment
As required by the Corporate Governance Code,
each of the Directors will retire at the 2024
AGM and submit themselves for reappointment.
The contribution of each Director is set out on
pages 84 to 85. Each of the Non-Executive
Directors seeking reappointment is considered
to be independent.

I would like to thank the members of the
Committee for their continued commitment and
contribution, as we continue to focus on ensuring
we have the right people with the right skills,
diversity, and experience to promote our culture
of openness and inclusion that allows us to deliver
our purpose.

Mike Clasper
Chair, Nomination Committee
5 December 2023

Nomination Committee Report

Responsibilities of the Committee

Board Composition

Appointment,
Induction and
Development

Our duties
Reviewing the structure, size and
composition of the Board, including
its skills, knowledge, independence,
experience and diversity.

Leading the process for appointments,
ensuring all Directors receive an
appropriate induction and making
recommendations to the Board on the
re-election of Directors and whether to
reappoint a Director at the end of their
term of office.

Activities in the year

• Reviewed the Directors’ combined skills

and knowledge, experience and diversity to
ensure they can drive our strategic priorities.

• Considered the independence of the

Non-Executive Directors.

• Recommended the re-appointments of
Judy Vezmar and Tim Lodge for a second
three-year term, subject to annual re-election
by shareholders.

• Recommended the appointment to the Group
Executive Committee of Kari Daniels as CEO
UK & Ireland.

More information
Page 106

Page 106-109

Succession Planning

Diversity and
Inclusion

Ensuring plans are in place for orderly
succession to both the Board and senior
management positions and overseeing
the development of a diverse pipeline
for succession.

Regularly reviewing progress made
against the objectives set out in the Board
Diversity Policy with respect to the
diversity of the Board, Board Committees
and Senior Management.

Performance and
Effectiveness

Ensuring there is a formal and rigorous
annual evaluation of the performance
of the Board, Board Committees,
the Chair and individual Directors and
ensuring Directors dedicate sufficient
time to their role.

• Carried out Director reviews, which included

discussion of areas for development.
• Reviewed and considered the Board

succession plans and agreed future actions.
• Reviewed the succession plans for the Group
Executive Committee roles, considered future
talent and agreed development plans to meet
future succession needs.

• Reviewed progress made against
the objectives set out in the Board
Diversity Policy.

• Recommended that the Board Diversity
Policy be updated to consider wider
diversity considerations and setting new
objectives in relation to senior management
diversity (40%).

• Considered Group diversity plans and
recommended the approval of a new
Group DE&I policy.

• Considered the outcomes of the internal
effectiveness review with regard to Board
composition, talent management and
succession planning.

• Considered the time commitment required

by the Directors and recommended the Board
approve Apurvi Sheth accepting an additional
external appointment.

Page 106-107

Pages 104-105

Pages 106-109

Corporate governanceFinancial statementsStrategic reportOverview104 SSP Group plc Annual Report 2023

Diversity, Equity and Inclusion
The Nomination Committee is responsible for
developing and implementing our approach to
diversity, equity and inclusion across the Group.
One of our core values is being a great place to
work where everyone can fulfil their potential.
Having a diverse, inclusive culture where everyone
is welcomed, and a workforce that reflects both
the communities in which we operate and the
stakeholders we serve, is a fundamental part
of our strategy for delivering long-term
sustainable success.

We held DE&I leadership development
workshops, attended by senior leaders across the
Group as well as the Board, which covered topics
including unconscious bias and cultural advocacy.
These workshops aimed to help our leadership
teams across the world understand the
importance of diversity and inclusion to our
business and also identify the challenges we
might face. These workshops encouraged the
development of targeted, country-specific DE&I
action plans to address the key concerns in each
region, in line with our Global Inclusion Framework.

Board Diversity Policy
The Board recognises the importance and
value of diversity and inclusion in driving good
decision-making. Our Board Diversity Policy,
which sits alongside our Group Diversity,
Equity and Inclusion Policy, sets out the Board’s
approach to fostering a diverse and inclusive
culture and sets measurable objectives which
allow the Nomination Committee to closely
monitor our progress and, where necessary,
ensure corrective action is taken.

During the year, the Nomination Committee
reviewed the Board policy and the Board approved
updates to ensure due consideration is given to
diversity in its broadest sense, including to
sexuality, neurodiversity and social backgrounds,
as well as ensuring the application of the policy
to each Board Committee.

We recognise the key role our Senior
Management play in leading a diverse and
inclusive culture throughout the organisation and
so our Board Diversity Policy now applies to our
Senior Management¹ as well as the Board and
Board Committees and includes an increased
target of 40% female representation across our
Senior Management by the end of 2025 (in line
with our Board target).

Diversity, equity and inclusion is a pillar of our
people plan and this year we have continued to
propel this agenda forwards. In November 2022,
we updated our Group Diversity and Inclusion
Policy to make it more accessible as well as
expanding and updating our definitions of
diversity, equity and inclusion to reflect the
inclusive language we strive to use across
the business.

We also launched our Global Inclusion framework
which sets out the Board’s commitment to
diversity. This framework is tailored at a local level,
ensuring it appropriately reflects the diverse
opportunities and challenges we face in each
market in which we operate.

Our Global Inclusion Framework

Attract We build a strong foundation for

growth by attracting and retaining
diverse talent.

Belong We actively choose to embed a
culture with inclusion at its core.

Develop We know that an inclusive

culture is built on education
and understanding.

Our Global Inclusion Council provides further
support in steering and advising on our global
diversity and inclusion goals and is comprised of
19 global representatives from across our markets
who bring together a wealth of experiences and
perspectives from their respective countries,
functions and backgrounds. This sits alongside
an ever growing number of colleague-led
networks across our business, such as our
Menopause Network, LGBTQ+, Neurodiversity
and Disability Network, each with a 12-month
roadmap and a dedicated Chair/Co-Chair and
Executive Sponsor to ensure the work is aligned
to wider business priorities.

Diversity has also been a key theme in the sessions
held this year by Judy Vezmar, our designated
Non-Executive Director for Workforce
Engagement, who has held two sessions this
year in two different markets focused on bringing
together groups of female leaders across our
organisation. You can read more about Judy’s
activities on page 100-101 of this report.

More information on the diversity, equity and
inclusion activities across the Group can be found
on pages 22-23 of this report and pages 42-43
of our 2023 Sustainability Report.

Nomination Committee Report

We support the objectives of the FTSE Women
Leaders Review and the Parker Review, to
increase representation of women and people
from an ethnic minority on Boards and in senior
management. We are pleased to have met these
targets in relation to our Board membership, and
our progress against these is set out below.

We are now working to determine an appropriate
target for the percentage of senior management
group who self-identify as being in an ethnic
minority to achieve by December 2027 and are
mindful of the Parker Review’s recommendation
that this target should be in place by December
2023. We want to ensure that the target we set
appropriately reflects the diversity of the
different countries our senior management
work in and that we have robust and accurate data
with which to monitor our progress against these
targets, whilst respecting our colleagues right
to privacy and freedom of expression.

As part of this work, a core focus of the Committee
this year has been in ensuring a diverse pipeline of
talent within the organisation. We’ve continued to
develop our key performance data relating to
diversity, including as part of our annual talent
review, giving us better oversight in order to address
the challenges in achieving our diversity goals.

The Board is committed to achieving
and maintaining:

Progress

At least 40% women on the Board

50% of the Board are women

At least one woman in the role of either
Chair, Senior Independent Director, Chief
Executive or Chief Financial Officer
At least one Director from a minority
ethnic background
A diverse representation on each
standing Board Committee

At least 40% women in Senior
Management roles

The role of Senior Independent Director
is held by a woman

One Director is from a minority
ethnic background
Each committee comprises of independent
Directors with a diversity of skills,
experiences and gender
37% of our Senior Management are now
women (2022: 36%) and we are committed
to achieving the 40% target by 2025.

1 Members of the Group Executive Committee and their direct reports (other than PAs or admin colleagues).

Corporate governanceFinancial statementsStrategic reportOverview
105 SSP Group plc Annual Report 2023

Nomination Committee Report

How our Board Diversity Policy supports our strategy

Board and Executive Management – Gender representation as at 31 October 2023

Pivoting to high growth
markets

Our Board, with diverse backgrounds and experiences
operating in different markets, provides invaluable insights
into our identified high-growth geographies. Their different
perspectives enhance risk assessment, enabling a
comprehensive analysis of the risks tied to new geographies
and channels.

Enhancing business
capabilities; driving
competitive advantage

Diversity fosters a culture of innovation and creativity,
bringing fresh ideas and perspectives into the Boardroom and
senior management and enhancing our business capabilities.

Our diverse leadership equips us to navigate and thrive in
culturally diverse markets and enables a deeper understanding
of the needs and preferences of our customers and our
employees. In this way we can develop new capabilities tailored
to serve a broader range of customer segments, and better
meet the needs of our employees.

By having diversity in our Board and through our organisation,
we benefit from different backgrounds and experiences that
can lead to innovative approaches to operational challenges.

Delivering operational
efficiencies

We believe that fostering an inclusive environment,
at all levels of the business, reflective of the diversity
of the markets in which we operate, is incredibly
important, enabling us to harness the benefit that
differences of perspective, experience and culture
bring. Our talented and diverse colleagues are a key
asset and we remain committed to ensuring that
diversity is reflected throughout the organisation.
Mike Clasper,
Chair

Men
Women
Other
Prefer not to say

Number of
Board members
4
4
–
–

% of the Board
50%
50%
–
–

Number of
senior positions¹
on the Board
3
1
–
–

Number in
Executive
Management²
10
4
–
–

Percentage in
Executive
Management
71%
29%
–
–

Board and Executive Management – Ethnic representation as at 31 October 2023

Number of
Board members

% of the Board

Number of
senior positions¹
on the Board

Number in
Executive
Management²

Percentage in
Executive
Management

White British or
other White (including
minority white groups)
Mixed/Multiple
Ethnic Groups
Asian/Asian British
Black/African/
Caribbean/
Black British
Other ethnic group,
including Arab
Prefer not to say

–
1

–

–
–

87.5%

–
12.5%

–

–
–

–
0

–

–
–

93%

–
1

–

–
–

–
7%

–

–
–

1 Senior positions refers to the roles of Chair, CEO, CFO and Senior Independent Director.
2 Executive Management refers to the Group Executive Committee, including the Group CEO and Deputy Group CEO and CFO.

For the purposes of making the disclosures set out above, data was collected through self-reported
submissions from the Board and Group Executive Committee. Data is as at 31 October 2023 to align
with our data submission to the FTSE Women Leaders Review.

There have been no changes to the Board gender and ethnicity representation between the
reference date and the date of this report. There have been changes to the membership of the
Executive Committee with a change in our Chief People Officer, such that, as at the date of this report
the percentage of Executive Management is 69% men (9) and 31% women (4), and the percentage
of ethnic representative is 92% White British or other White (12) and 8% Asian/Asian British (1).
The incoming Chief People Officer will start in early 2024 and the gender representation will
change again (64% men (9), 36% women (5)).

Corporate governanceFinancial statementsStrategic reportOverviewNomination Committee Report

Board skills and experience

106 SSP Group plc Annual Report 2023

Board composition and succession planning
Composition and Independence
The Board comprises executive and independent
non-executive directors and, as at the date of this
report, includes the Chair, deemed independent
on appointment, five Independent Non-Executive
Directors and two Executive Directors.

The Chair and all other Non-Executive
Directors who shall put themselves forward for
reappointment at the 2024 AGM are considered
by the Board to be independent in accordance
with the criteria under provision 9 of the Code and
in line with our medium-term Board succession
planning, no independent director will ordinarily
serve more than nine years on the Board to ensure
continued independence. More information on
the Board’s composition is on page 83.

Details of individual Director backgrounds
and experiences, as well as external appointments
and tenure, are in the Board biographies on
pages 84-85.

The Committee regularly reviews the structure,
size and composition of the Board and Board
Committees. This review considers the knowledge,
skills and experience of the Directors, and the
diversity on the Board and each of its Committees,
to ensure they are effective in meeting current
and future challenges.

As part of this review, the Committee
recommended the reappointments of Judy Vezmar
and Tim Lodge for a second three-year term,
subject to annual re-election by shareholders.

Review of Board skills
As part of the review, the Committee considers
the skills necessary to deliver our strategy. The
skills and experience of the Board are mapped
against these desired skills using objective
criteria to create a skills matrix.

In addition, the Committee undertakes a review of
the regulatory requirements for the composition
of the Board and its Committees. As a result of
the review, we confirm that we remain compliant
with the specified diversity targets and the
Corporate Governance Code requirements
(see pages 105-106, for the Board diversity and
page 84-85 for more information on the Directors’
backgrounds, skills and committee membership).

The skills matrix, set out opposite, provides
a structured way of identifying the Board’s
composition needs and, together with
consideration of the diversity and tenure of the
directors (page 83), informs the Board’s succession
plan and development needs.

The framework of the matrix was established
in the previous financial year. This year, the
Committee reviewed the matrix, to ensure the
skills identified continue to support the delivery
of the refreshed articulation of our strategy and
to reflect any change in a directors’ skills.

Experience
Executive and
strategic leadership

Financial/accounting/
corporate finance

Consumer/retail

Food and beverage

Travel/airports/rail

International experience

HR/people

Governance

Risk and compliance
(including Health & safety)

As part of the skills review, t he Board
considered its succession plans on the agreed
three timeframes, as noted on the next page.

IT/digital

Sustainability (including
DE&I and climate)

M&A

Link to our strategy:

Pivoting to high-growth markets
Enhancing business capabilities;
driving competitive advantage
Delivering operational efficiencies

Number of
board members with
relevant experience
8/8

Link to our
strategy

4/8

7/8

5/8

4/8

8/8

4/8

3/8

4/8

6/8

Corporate governanceFinancial statementsStrategic reportOverview

107 SSP Group plc Annual Report 2023

The Board succession plan provides a framework for Board appointments across short, medium and long-term time horizons.
It is written down and reviewed regularly to ensure it remains robust and effective.

Short term/contingency

The Board has planned emergency cover for senior Board positions for sudden and unforeseen departures,
including the Chair, SID and Committee Chairs.

In considering the contingency succession plan, the Board considers the requisite skills and experience needed
to provide short-term cover and stability of leadership as well as any other requirements under the respective
Committee’s Terms of Reference and the Code.

Medium term

The Board’s medium-term succession plan considers succession planning for the orderly replacement of current
Board members to maintain independence.

As well as assessing the appropriate tenure, the Board also assesses the time needed to consider, recruit
and onboard a new Non-Executive Director in its medium-term succession plan.

Long term

The long-term succession plan for the Board considers how the size, skillset and diversity of the Board continues
to be effective in delivery of long-term strategy as the needs of the Group evolve.

3.1 years

average tenure of the
Non-Executive Directors

Non-Executive Directors renewed
for a further term

Nomination Committee Report

Senior management and Talent Pipeline
The Nomination Committee is also responsible
for considering plans and recommendations
for the appointment of senior leadership, and
overseeing the development of a diverse pipeline
for succession.

The regular review of the executive succession
plan is supported by our annual talent review
cycle, which assesses the readiness of internal
candidates for all key roles across the business,
as well as external candidates.

This year, the Board approved our new future
talent strategy, to help us identify, develop, and
unlock the potential of our internal talent across
the world. As well as supporting our talent pipeline
leadership succession plans, this strategy further
builds on our ambition to contribute to the
continued development of our people.

Time commitments and conflicts of interests
Our Non-Executive Directors can only take on
additional external appointments with the prior
approval of the Board. In making its decision,
the Board considers both the time commitment
required as well as any potential conflicts that may
arise. We recognise the benefit of our Executive
Directors holding external directorships and
business interests, however given the time
commitment necessary for their respective roles
at SSP, our Executive Directors are not ordinarily
allowed to take on more than one non-executive
role (both Executive Directors hold one external
non-executive role).

As set out on pages 108-109, the Board evaluation
process included an assessment of the time
commitments required from the Board members
to ensure that they have sufficient time to carry
out their roles. The Board remains confident that
each Director has sufficient time to dedicate
to their role.

Corporate governanceFinancial statementsStrategic reportOverview108 SSP Group plc Annual Report 2023

Board appointment process
The Committee is responsible for ensuring there
is a formal, rigorous and transparent procedure
for Board appointments with due regard to
diversity. An overview of the process is set out
below, whereby the Committee, with support
from the General Counsel and Company
Secretary and People team:
• Considers the balance of skills, knowledge,
independence, experience and diversity
of the existing Board.

• In light of the foregoing evaluation, prepares
a description of the role and capabilities
required, with a view to appointing the most
suitable individual for the role.

• Uses open advertising or the services of
external advisors to facilitate the search.
• Considers candidates from different genders

and a wide range of backgrounds and
geographical locations.

• Considers candidates on merit and against
objective criteria, ensuring that appointees
have the requisite skills to support the delivery
of our purpose and strategy.

• Reviews candidates’ other commitments

to ensure that they will have sufficient time
to devote to the position.

• Conducts a rigorous interview process, whereby
candidates meet the Chair, Senior Independent
Director, the Executive Directors and the other
Non-Executive Directors as appropriate.

Election by shareholders
Our Articles of Association provide that at every
Annual General Meeting each Director retires
and seeks re-election. New Directors may be
appointed by the Board but are subject to election
by shareholders at the first AGM after their
appointment. Our Non-Executive Directors are
appointed to the Board for an initial three-year
term, subject to election by shareholders at the
first AGM following their appointment and their
subsequent re-election each year. To ensure
independence, we ordinarily expect our Non-
Executive Directors to serve for two three-year
terms, with an option for a third term. We provide
letters of appointment for each Non-Executive
Director and shareholders can view these at the
Company’s registered office.

Board induction
We give all new Non-Executive Directors a formal,
comprehensive, and tailored induction following
their appointment, including visits to key Group
locations, and meetings with members of the
Group Executive Committee and other key senior
executives. We design each induction based on
discussions with the Chair and Group General
Counsel and Company Secretary, considering
feedback from other recent appointments.
Each induction is tailored to consider the existing
expertise of the Non-Executive Directors and
any prospective Board or Board Committee roles.
As well as receiving relevant documents including
previous Board and Committee minutes and
policies, inductions include formal briefings
with internal leadership and external advisors.
Our ongoing Board site visits demonstrate the
business in action and provide an opportunity for
the Non-Executive Directors to meet with a wider
cross section of colleagues.

Nomination Committee Report

Board evaluation
Each year, we undertake a formal, rigorous
review of the Board and its Committees to assess
how well the Directors work together, and with
management, to achieve their objectives and to
deliver our purpose. The performance of the Chair
and the individual Directors are also evaluated
to ensure each individual contributes effectively
and continues to meet the requisite skills
requirements. The review also considers whether
the Board, both individually and collectively, has
sufficient time to meet the commitment needed
to perform their roles effectively.

Review of Directors’ performance
As part of the evaluation process, the Chair
and Senior Independent Director met with each
individual Director following the submission of
the questionnaires and provided feedback on
their performance and discussed their
development needs.

The Chair found that each Director continued
to perform effectively and that each should be
recommended for re-election by shareholders
at the 2024 AGM.

Review of Chair’s performance
In addition to the Board and Committee
questionnaires, the Board also completed
questionnaires evaluating the Chair’s performance.
A draft report summarising the responses was
shared with the SID, who then led a discussion
of the responses at a meeting with the
Non-Executive Directors and Executive Directors,
excluding the Chair. The evaluation confirmed and
commended the Chair’s commitment, leadership,
and expert knowledge.

The Board evaluation process takes place ahead
of the Nomination Committee’s annual review of
Board and Committee composition. This allows
the Committee to identify development needs.
If required, additional training is arranged.

In line with the recommendations of the UK
Corporate Governance Code, we operate a
three-year Board evaluation cycle with the last
external evaluation in the 2021 financial year.
The next external evaluation will take place
in the 2024 financial year.

This year’s internally facilitated Board evaluation
was supported by Independent Audit, who assisted
in designing questionnaires and analysing the
results. This ensures appropriate objectivity in
the process and the confidential nature of the
questionnaires encourages full and open
disclosure of views.

Corporate governanceFinancial statementsStrategic reportOverview109 SSP Group plc Annual Report 2023

Nomination Committee Report

FY21 – External

FY22 – Internal

FY23 – Internal

Outcomes of 2023 Board evaluation
The evaluation found that the Board has a clear strategic vision, with a good focus on recovery
and growth. The overseas site visits were noted for the valuable contribution they bring to the
decision-making process, with the overall consideration given to stakeholders during decision-making
processes also commended. The relationship between non-executive directors and management was
found to be positive and collaborative. The significant contribution of Judy Vezmar in her role as
Non-Executive Director for workforce engagement was also noted.

2023 Board and Committee
evaluation process
1. Questionnaires developed taking into

Review of Committee’s performance
The evaluation found that the Committees were well chaired and focused in their approach and areas
identified for development have been built into the areas of focus set out below.

consideration the Code and associated
guidance and other best practice
recommendations. The questionnaires
sought to identify the strengths, weaknesses
and challenges facing both the Board and
its Committees, as well as building on the
findings of the 2022 evaluation.

2. Questionnaires issued to Board members as
well as other regular attendees of the Board
and Committee meetings, including senior
leaders and external advisors.

3. Responses collated and draft reports of the
findings and proposed recommendations
were circulated to the Chair and Committee
Chairs as relevant for review.

4. Final reports on the Board, Committee and
Chair’s effectiveness considered by the full
Board and necessary actions agreed.

The Board agreed the following areas of focus:

Managing the agenda

Risk and compliance

Diversity and inclusion

Notwithstanding the well-structured, balanced agendas, the Board would
benefit from further time for discussion, supported by more focused
papers. Good progress against this aim has already been made with the
introduction of standardised briefing notes for all Board and Committee
papers and a review of the forward agenda for 2024.
The Board highlighted increased oversight of health and safety and the
structure of internal audit as areas of focus for the coming year, including
upgrading the quality of self-reporting around the Group. A new Group
Safety Director and Director of Risk and Assurance have been appointed
to support progress in these areas.
The Board felt they needed to better understand how our DE&I strategy
was being embedded at all levels of the organisation. Regular updates on
the DE&I programme are provided to the Board so it can monitor progress,
with a detailed update being provided shortly before finalisation of this
Annual Report. Further, DE&I awareness and development programmes
are in place throughout the organisation with further activities planned
for the 2024 financial year.

Progress made on areas of focus from 2022 evaluation

Recommendations
Allocate more time
to understanding
the big trends
Strengthening
oversight of culture

Retain focus on
succession planning

Actions taken
This year, the Board held deep-dive sessions covering market trends
including digital and customer strategies. The Board Strategy Day further
considered the key trends affecting delivery of our strategy.
The Board considered and developed its methods to monitor culture and
behaviours throughout the organisation, including increasing engagement
with colleagues and senior management.
Despite the relatively short tenure, an annual review of the Board
succession plan has been built into the forward agenda, to ensure pro-active
management and continued independence. The Board renewed its focus
on succession planning for senior management including the approval
of our Future Talent strategy.

Corporate governanceFinancial statementsStrategic reportOverview110 SSP Group plc Annual Report 2023

Audit Committee Report

The Committee has worked with the Board
and management to ensure that the operational
controls and governance processes have been
kept under regular review
Tim Lodge
Chair, Audit Committee

Meeting attendance

Director
Tim Lodge

Carolyn Bradley

Kelly Kuhn

Date appointed
as member
1 October 2020

1 October 2018

1 January 2022

Number of
meetings
attended
5/5

5/5

The Audit Committee terms of reference can be found
at www.foodtravelexperts.com

Dear Shareholder
I am pleased to present the report of the Audit
Committee (the ‘Committee’) for the year ended
30 September 2023.

During the year, the Committee has continued to
play a key role in assisting the Board in discharging
its oversight responsibility. Our focus has been on
monitoring the integrity of the Group’s financial
reporting, internal control and risk management
systems, reviewing the effectiveness of internal
and external audit programmes, overseeing
business conduct and ethics and ensuring that the
Group’s processes and controls prevent fraud and
the facilitation of tax evasion.

During the year, the Group recruited a new
Director of Risk and Assurance and Group Head
of Compliance. Together with the Group Director
of Business Controls, these appointments will
significantly enhance the group’s focus on its
control environment.

The Committee seeks to balance independent
oversight of matters within its remit, with
providing support and guidance to management.
I am confident that the Committee, supported
by members of senior management as well as the
internal and external auditors, has carried out its
duties effectively and to a high standard during
the year.

During the last twelve months, our business has
continued to be challenged by the inflationary
environment, however, the general availability of
both labour and products for resale has improved
year-on-year. As the business continues to build
momentum into the new financial year additional
focus will be required on mergers and acquisition
activity, expansion into new markets and the
effectiveness of our pipeline mobilisation and
efficiency programmes. Further details of these
risks and their mitigating controls are set out on
pages 66-77 of this Annual Report.

The Committee has worked with the Board and
management to ensure that the operational
controls and governance processes have been
kept under regular review by our Risk Committee,
our Internal Audit function and by the Committee.

In addition, the Committee reviewed and approved
Group’s proposals to enhance its focus on risk,
compliance and controls in part responding to the
UK Corporate reform agenda. The review noted
a number of control improvement opportunities,
and that the new SAP system can strengthen,
standardise and automate our control environment.

Composition and meetings
The Committee held five meetings during the
year and, as at year end, comprises myself and
two other independent Non-Executive Directors,
Carolyn Bradley and Kelly Kuhn. Attendance at
these meetings is shown opposite. As Chair, I have
recent and relevant financial experience through
my past roles as a Chief Financial Officer of publicly
quoted and large private companies. The expertise
and experience of the members of the Committee
is summarised on pages 84-85. The Group
General Counsel and Company Secretary, Fiona
Scattergood, acts as Secretary to the Committee.

At the Committee’s invitation, the Chair of the
Board, non-member Non-Executive Directors,
the Group CEO, the Deputy Group CEO and CFO
and senior members of the SSP Group Finance
and Business Controls departments attend
meetings of the Committee, together with senior
representatives from the internal and external
auditors. The Committee holds private sessions
with the internal and external auditors without
management being present. Between meetings,
I keep in touch with the Chair of the Board,
the Group CEO, the Deputy Group CEO and CFO
and the Group General Counsel and Company
Secretary. I also meet privately with both the
internal and external auditors and provide regular
updates to the Board on the key issues discussed
at the Committee’s meetings.

Corporate governanceFinancial statementsStrategic reportOverview111

SSP Group plc Annual Report 2023

The Committee receives independent assurance
from the Group’s Internal Audit function, which
was outsourced to Deloitte during 2023, and
also receives updates from the external auditors
across a wide range of issues. The Committee is
further supported by the Risk Committee which
meets quarterly and is chaired by the Group
Deputy CEO and CFO.

The Audit Committee’s performance evaluation
was undertaken as part of the wider Board
Evaluation process set out on pages 108-109.
The evaluation concluded that the Committee
was effective in fulfilling its responsibilities.
It highlighted the Committee’s continuing interest
in undertaking periodic reviews to make sure that
there is appropriate assurance over all types of
risks across the business.

In my capacity as Audit Committee Chair, I visited
the US, Indian, Norwegian and Irish businesses
and held meetings with key commercial and
financial management teams. I also visited the
Group’s outsourced financial processing centre
in India. A fuller description of the operation of
the Committee during the year is set out in this
report. I will be available at the 2024 Annual
General Meeting and welcome the opportunity
to answer any questions from shareholders about
the work of the Committee.

Tim Lodge
Chair, Audit Committee
5 December 2023

Responsibilities of the Committee

Risk management
and internal controls

Our duties
Reviewing the Group’s internal financial
controls and its risk management systems
and monitoring the effectiveness of the
Group assurance function.

Internal audit

External audit

Reviewing and approving the role and
mandate of the Group’s Internal Audit
function, and monitoring and reviewing
the function’s effectiveness.

Overseeing the relationship with the
external auditor, monitoring the external
auditors’ independence and objectivity,
approving its fees and, if thought fit,
recommending their reappointment.

Group financial
statements

Monitoring the integrity of the Group’s
financial statements and reviewing and
reporting to the Board on material financial
reporting issues and judgements.

Audit Committee Report

Activities in the year

• Reviewed the Group’s risk assessment, with particular focus
on the risks which were deemed to have increased, either in
likelihood or impact, along with the supporting action plans
to mitigate the risks (see Risk section set out on pages 66-77).

• Approved the Group’s proposal to enhance its focus on risk,

compliance and controls in part responding to the UK
Corporate reform agenda, including the appointment
of a new Director of Risk and Assurance and a new
Group Head of Compliance.

• Reviewed the effectiveness of the risk management system

and internal controls.

• Reviewed and monitored any controls issues raised through

internal audit.

• Agreed the scope of the annual internal audit programmes
• Reviewed the outputs from the Internal Audit function
• Monitored the effectiveness of the internal audit process
• Evaluated the internal audit strategic risk assurance process

and its role.

• Reviewed and approved the external audit plan including

the scope of the Group audit.

• Agreed the scope of the external annual audit, reviewed

the outputs and monitored the effectiveness of the external
audit process

• Reviewed and monitored the external auditor’s independence
and objectivity including reviewing the policy on engagement
with the external auditor to supply non-audit services.

• Approved the external auditors’ remuneration.
• Recommended the reappointment of KPMG as auditor.
• Reviewed and recommended the approval of the Group’s
financial statements, challenging the assumptions and
judgements made by management in determining the financial
results of the Group, including ensuring that the disclosures
in the financial statements were appropriate, particularly
Alternative Performance Measures (APMs) and the continued
reference to pre-IFRS 16 numbers.

• Evaluated and recommended to the Board the going concern

assumption and longer-term viability statements.

• Reviewed the accounting treatment and judgments applied
to the Midfield Concession acquisition and debt refinancing.

Corporate governanceFinancial statementsStrategic reportOverview112 SSP Group plc Annual Report 2023

Audit Committee Report

Financial reporting
As part of our work to ensure the integrity of financial reporting, the Committee focused on the following areas during the year:

Area
Cash-generating
units
impairment
assessment

Background
Cash-generating units (CGUs) are required to be tested for impairment annually
if there is a trigger for impairment. Management has determined a CGU to be a site,
e.g. an airport or a rail station. Management have exercised significant judgement
during the process relating to discount rates, future growth rates and cash flows.

Committee’s activities and conclusions
The Committee challenged key judgements made by the management. The discount rates have
increased compared to the prior year, which is generally a result of the underlying risk free rates
increasing.

A group wide impairment trigger has not been recognised in FY23. Specific
impairment or reversal of impairment triggers have been recognised in certain
jurisdictions, primarily where sites are being exited.

Total impairments recognised related to fixed assets and ROU assets are £2.4m
and £3.6m respectively. Further details on impairments have been set out in note 11.

Acquisition
of the Midfield
Concessions
business

On 7June 2023, the Group acquired the concessions business of Midfield
Concession Enterprises at six airports for consideration of £37.5m and £23.3m of
future lease payments. The Group conducted a purchase price allocation exercise
and has recognised property, plant and equipment of £25.9m, right-of-use assets
of £34.5m and other assets of £0.4m

The non-current assets are being depreciated/amortised over the remaining life
of the lease contracts acquired.

Taxation

The Group operates, and is subject to income taxes, in a number of jurisdictions.
Management is required to make judgements and estimates in determining the
provisions for income taxes and the amount of deferred tax assets and liabilities
recognised in the consolidated financial statements.

The Committee recognises that management judgement is required in determining
the amount and timing of recognition of tax benefits and an assessment of the
requirement to make provisions against the recognition of such benefits.

We reviewed the methodology and checked to see if the rates were in a similar range with a
comparator group whilst adjusting for any Company specific factors. The updated discount rates
were deemed to be reasonable.

We also challenged the consistency of forecasting assumptions used in this exercise against those
used for the goodwill impairment exercise. Whilst the CGU impairment exercise was carried out at a
much more granular level and management have exercised judgement based on their knowledge of
specific cash flows for each site, we noted that overall, the forecasting assumptions were consistent
with forecasts used for the goodwill impairment and going concern exercises.
The Committee reviewed the purchase price allocation prepared by management, and reviewed
by KPMG, and challenged the key assumptions, on the forecasted sales and EBITDA and the
appropriateness of discount rates used.

The Committee challenged management and the auditors regarding the completeness of the assets
identified in respect of the transaction and were satisfied with the results.

As requested by the Committee, the Auditors reviewed the purchase price allocation prepared
by management and management’s advisors to the transaction and independently challenged
management on the accounting treatment and judgments applied. The Auditor reported to the
Committee that the purchase price allocation was appropriate.
The Committee reviewed the Group’s tax strategy and received reports and presentations from the
Group Head of Tax, setting out the tax strategy and highlighting the principal tax risks that the Group
faces and the judgements underpinning the provisions for potential tax liabilities. The Committee
also reviewed the results of the external auditor’s assessment of provisions for income taxes and
deferred tax assets and liabilities and having done so was satisfied with the key judgements made
by management.

Corporate governanceFinancial statementsStrategic reportOverview113 SSP Group plc Annual Report 2023

Area
Going concern
and viability
statement

Background
In order to support its going concern assessment, the Group carries out reviews
of its available resources and cash flows regularly with a more detailed viability
assessment carried out on an annual basis.

Alternative
performance
measures

With some uncertainty surrounding the economic and geo-political environment
over the next twelve months, a downside scenario has also been modelled, applying
severe but plausible assumptions to the base case. This downside scenario reflects
a very pessimistic view of the travel markets for the remainder of the current
financial year, assuming sales that are around 10% lower levels than in the base
case scenario.
In addition to IFRS based performance measures, the Directors also use alternative
performance measures (‘APMs’) to provide additional useful information on the
underlying trends, performance and position of the Group (see pages 63-65).
These measures are not defined nor specified under IFRS and therefore are
not intended to be a substitute for the same.

Furthermore, management have presented ‘pre-IFRS 16’ numbers and commentary
together with the statutory numbers in the Financial Review and other sections.
This is because the pre-IFRS 16 basis is consistent with the financial information
used to inform business decisions and investment appraisals. In management’s
view presenting the information on a pre-IFRS 16 basis provides useful and
necessary additional information to enhance the reader’s understanding
of the Group’s results.

Fair, balanced
and
understandable
financial
statements

An intrinsic requirement of a Group’s financial statements is for the Annual Report
and Accounts to be fair, balanced and understandable. The coordination and review
of the Group-wide input into the Annual Report is a sizeable exercise performed
within an exacting timeframe, which runs alongside the formal audit process
undertaken by the external auditor.

Audit Committee Report

Committee’s activities and conclusions
The Committee challenged management’s trading and liquidity forecasts for both the base case and
the downside scenario, focusing on the reasonableness of the pace of recovery of passenger numbers,
continued access to financing and the ability to meet its existing financial covenants. We noted that in
both the base case and the downside case the Group would continue to have sufficient liquidity
headroom based on the forecast cash and committed available facilities. Furthermore, in both its base
case and its severe but plausible downside scenarios, the Group would have headroom against all of
the applicable covenant tests at all testing dates during the period of assessment.

After careful review and taking into account observations made by the auditors following their review
of assumptions made by management, the Committee was satisfied and recommended to the Board
that the Directors should continue to adopt the going concern basis of preparation, and that based
on the current funding facilities available, the Directors could have a reasonable expectation that the
Group will be able to continue in operation and meet its liabilities as they fall due for a period of at least
12 months from the date of approval of the financial statements.

The Audit Committee noted the guidance issued by the FRC in relation to the use of APMs and
considered whether the performance measures used provided meaningful insights for shareholders
into the Group’s results. The Committee also reviewed the treatment of items considered for separate
disclosure in the Annual Report and Accounts, ahead of their approval by the Board. The Committee
also continued to support the judgements made by the management regarding those items
considered as exceptional and requiring separate disclosure.

The Committee reviewed the ‘Pre-IFRS 16’ disclosures added in the current year and concluded that
these were reasonable to include in the Annual Report and Accounts for the year, noting that the Group
continues to receive feedback from users of the financial statements that this information was useful
and that similar companies continue to provide equivalent disclosures.

The Committee concluded that clear and meaningful descriptions had been provided for the APMs
used and that the relationship between these measures and the statutory IFRS based measures was
clearly explained. It was also concluded that the Committee supported the considered understanding
of the financial statements, and that the APMs had been accorded equal prominence with measures
that are defined by, or specified under, IFRS. In reaching its conclusions on APMs, the Committee took
account of management’s responses to its challenge and of the reporting received from and
observations made by the Auditor.
The process to ensure that the Committee, and then the Board, are satisfied with the overall fairness,
balance and clarity of the document has been underpinned by:
• guidance issued to contributors at an operational level;
• a verification process dealing with the factual content of the reports; and
• a comprehensive review by the Directors and the senior management team; and
• the reporting received from the Auditors.

Corporate governanceFinancial statementsStrategic reportOverview114 SSP Group plc Annual Report 2023

Risk management and internal control
The Board has overall responsibility for risk
management and internal control systems, and
for reviewing their effectiveness. This process is
overseen by the Committee on the Board’s behalf.
It is increasingly important that this is carried out
in the context of the social, environmental and
ethical matters relating to the Group’s business.

The system of internal control is designed to
manage, rather than eliminate, the risk of failure
to achieve business objectives, and can only
provide reasonable, but not absolute assurance
against material misstatement, loss, fraud or
breaches of law and regulations. The Board has
established a clear organisational structure with
defined authority levels.

The day-to-day running of the Group’s business
is delegated to the Executive Directors of the
Group. The Executive Directors meet with both
operational and financial management on a
weekly and monthly basis. Key financial and
operational measures are reported on a weekly
and monthly basis and are measured against
both budget and reforecasts in these meetings.
A summary of the Group’s risk management
system is set out on pages 66-69.

The Group maintains Group and regional/country
level risk registers which outline the key risks faced
by the Group including their impacts and likelihood,
along with relevant mitigating controls and actions.
On an annual basis, regional and country
management teams are required to update their
local risk registers and risk maps to ensure that
the key strategic, operational, financial, as well as
emerging risks in each location are captured and
prioritised according to likelihood and impact,
and to identify the risk management activities for
each risk. The regional and country risk registers
are used in conjunction with input from the
Executive Committee, to update the Group risk
register. The Risk Committee and Executive
Committee review the assessment of risks, as
well as current and future mitigation activities
at both the Group and regional/country levels.
The Committee reviewed this process and a
summary of the risk registers during the year.

Following this process, a summary of the principal
risks and uncertainties which are currently judged
to have the most significant impact on the Group’s
long-term performance is set out on pages 66-77.

Internal Audit plays an important role in assessing
the effectiveness of internal controls through a
programme of reviews based on a continuing
assessment of business risks across the Group.

As noted in the section on TCFD reporting on
pages 50-56, climate risks were reviewed and
considered by the Committee in giving its sign off
on the accounts (see also page 167).

The Committee reviewed the effectiveness
of the Group’s financial and other internal control
systems through the Core Financial Controls
assessment exercise, as well as though the reports
of the internal and external auditors during the
year. It subsequently reported on these matters
to the Board to allow it to carry out its review.

The Director of Business Controls and latterly
the newly appointed Director of Risk and
Assurance provide management and assurance
of the controls framework. In particular, they
have considered proposed changes to the
controls environment as set under the Corporate
Governance Reform. While much of this has now
been withdrawn, the work to enhance the controls
environment remains on the agenda.

Internal audit
Deloitte LLP (‘Deloitte’) act as internal auditor to the
Group, and the partner responsible reports directly
to the Audit Committee, in addition to being a
permanent attendee of the Risk Committee.

During the year, the Company reviewed
its internal audit arrangements as well as the
approach to Board reporting on operational
risk and controls as recommended by the Board
evaluation. As a consequence, the Director of
Risk and Assurance took up his role at the end
of the year. He has been tasked with taking
previously identified control improvements,
incorporating them into a broader review and
bringing a plan to evolve the maturity of the
internal controls framework to the Committee.
Deloitte will continue to provide internal audit
on a co-sourced basis and will report into the
new Director of Risk and Assurance.

Internal Audit is in regular dialogue with the
regional Chief Financial Officers, the Deputy
Group CEO and CFO and the Group General
Counsel and Company Secretary, to discuss the
output from the assurance work and to inform
their understanding of the business risks across
the Group. Where control deficiencies are noted
through the assurance work performed, Deloitte
will perform follow-up reviews and visits.

The Committee meets regularly with Deloitte
to review and progress the Group’s internal audit
plan. The relevant audit plan and procedures are
aimed at addressing risk management objectives
and providing coverage of the risks identified in
the regional and country risk registers. The internal
audit plans are prepared in accordance with
standards promoted by the Chartered Institute
of Internal Auditors. The Committee monitors the
effectiveness of internal audit plans in accordance
with the Group’s ongoing requirements.

The Committee considered the output from
the 2023 annual internal audit programme
of assurance work, reviewed management’s
responses to the matters raised and ensured
that any action was timely and commensurate
with its level of risk, whether real or perceived.
The backlog of actions which grew during the
Covid-19 hibernation is being cleared. There were
no significant weaknesses identified in the year
that would materially impact the Group as a
whole, but a number of recommendations were
acted upon within the Group to strengthen
controls or develop action plans to mitigate risk.

The Committee remains satisfied that the
Group’s system of internal controls works well.
The Committee determined the adequacy of
the performance of the internal audit process
through the quality and depth of findings and
recommendations. During 2023, the Committee
also carried out a formal assessment of the
internal audit process, using questionnaires

Audit Committee Report

completed by senior finance personnel both at
Group and in country, along with key members of
the business controls, legal and tax departments.

The survey covered areas such as organisation,
purpose and remit, process management, quality
of the team, knowledge and expertise, and
communication of results and recommendations.

The survey indicated an overall satisfaction with
the internal audit process, including Deloitte’s
interactions with the local teams as well as their
understanding of the business and the issues it
faces. The Committee discussed the results of
the survey with Deloitte and was satisfied with
the internal audit process. The results and
feedback from the survey were incorporated
into the next year’s internal audit plan.

External audit
The effectiveness of the external audit process
and independence of KPMG LLP (KPMG), the
Group’s external auditor, is key to ensuring the
integrity of the Group’s published financial
information.

Prior to commencement of the audit, the
Committee reviewed and approved the audit plan
to gauge whether it was appropriately focused.
KPMG presented to the Committee its proposed
plan of work, which was designed to ensure there
are no material misstatements in the financial
statements. The Committee considered the
accounting, financial control and audit issues
reported by the external auditor that flowed
from their audit work. The Committee specifically
asked KPMG to examine the continued use of
APMs and whether this remained appropriate
in order to ensure the Company continued to
reflect market practice in this area. In addition,
the Committee asked KPMG to consider the
accounting treatment of the acquisition of
the Midfield Concessions business and debt
refinancing. In addition to the specific areas
mentioned above, the Committee challenged the
auditors on whether the Group’s TCFD reporting
was in line with market practice.

Corporate governanceFinancial statementsStrategic reportOverviewAudit Committee Report

FRC Correspondence
During the year, the UK regulator (FRC) reviewed
the SSP Annual Report and Accounts 2022 and
asked the business to consider a number of
technical disclosure matters. The Committee
has reviewed the letter from the FRC and SSP’s
response. As a result, SSP have clarified and
enhanced some disclosures in this Annual Report
and Accounts. The enquiry was closed.

The FRC’s letter noted that the scope of their
review was limited to the annual report and
accounts and did not benefit from detailed
knowledge of the Group’s business.

FRC Minimum Standard
The Committee considered the FRC’s External
Audit: Minimum Standard issued in May 2023
during the year and confirms that the
Committee’s activities in the year have been
performed in compliance with that standard.

More information on the application
of SSP’s accounting policies can be found
in Note 1 (page 161).

115 SSP Group plc Annual Report 2023

The Committee carried out an assessment of
the external audit process during the financial
year, including KPMG’s role in that process.
The Committee also considered the robustness
of the audit process including, the level of
challenge given by KPMG to critical management
judgements and assumptions and the extent to
which professional scepticism was shown by
KPMG. This took account of the Committee’s
own discussions with the external auditor on
the work performed around areas of higher audit
risk. It also took account of discussions of the
Auditor’s conclusions on those areas, and the
depth of the auditor’s understanding of the
Group’s businesses.

The review of audit effectiveness was supported
by the results of discussions with individual
Committee members and questionnaires
completed by senior finance personnel both
at Group and in country, along with key members
of the legal and tax departments.

The survey covered areas such as communication,
the audit approach and scope, the calibre of the
audit teams, technical expertise, and
independence. The survey indicated overall
satisfaction with the services provided by KPMG
and the Committee was satisfied with KPMG’s
responses to the points raised in the survey.
Further, the Committee considered that KPMG
provided good challenge to management to
ensure the integrity of the financial reporting.
Each year the committee considers the annual
review by the FRC’s Audit Quality Review Team
and challenges KPMG to ensure continuous
improvement. The results and feedback from
the survey were incorporated in the next year’s
external audit plan.

KPMG was originally appointed as external
auditor in 2006 while the Company was privately
owned, starting its role as auditor to a publicly
listed Company on the Group’s IPO in 2014.
Following a formal tender process in 2015, KPMG
was reappointed as external auditor at the 2016
AGM. The audit partner for the year ended
30 September 2023 was Lourens de Villiers.

This is his first year in the role following partner
rotation. Under the Statutory Audit Services
for Large Companies Market Investigation
(Mandatory Use of Competitive Tender Processes
and Audit Committee Responsibilities) Order 2014
(the ‘CMA Order’), the Group is required to put its
external audit process out to tender again by no
later than 2025 and intends to do so in line with
those regulations. The Committee confirms it
complies with the provisions of the CMA Order
and that there are no contractual obligations that
restrict the Company’s choice of external auditor.

The Group’s intention to hold a tender in 2025
is in the best interests of shareholders and the
Company as KPMG has a detailed knowledge
of our business, an understanding of our industry
and continues to demonstrate that it has the
necessary expertise and capability to undertake
the audit pending the results of such tender.

The Audit Committee has directed management
to ensure that where relevant the independence
of the prospective audit firms is maintained
and that they are aware of the upcoming
tender timetable.

KPMG fees
The total fees paid to KPMG in the year ended
30 September 2023 were £2.8 million, of which:

Audit services
• £0.8 million – audit of these financial

statements

• £1.8 million – audit of financial statements

of subsidiaries

Non-audit services
• £0.1 million – audit-related services
• £0.1 million – assurance work for turnover

certificates within the business

Further disclosure of the remuneration paid
to KPMG can be found in note 5 on page 169.

Auditor independence and non-audit
services policy
The Committee reviews the formal policy
governing the engagement of the external
auditors to provide non-audit services on an
annual basis. It sets out the circumstances in
which the auditor maybe engaged to undertake
non-audit work for the Group. The Committee
also oversees compliance with the policy and
considers and approves requests to use the
auditor for non-audit work.

Recognising that the auditor is best placed
to undertake certain work of a non-audit nature,
e.g. audit-related services, engagements for
non-audit services that are not prohibited are
subject to formal review by the Committee based
on the level of fees involved, with reference to the
70% cap that applies. Non-audit services that are
pre-approved are either routine in nature with a
fee that is not significant in the context of the
audit or are audit-related services. The Group’s
non-audit services policy was reviewed in the
year with no material changes, and the Committee
are satisfied they remain in line with the latest
ethical guidance.

Details of fees payable to the external auditor
are set out in note 5 on page 169. In 2023,
non-audit fees represented approximately 7%
of the audit fee. KPMG has provided services to
certain Group companies and the non-audit fees
in 2023 included £0.1m of fees for assurance work
in relation to turnover certificates, which are
needed to comply with certain local regulations.

The external auditor reported to the
Committee on its independence from the
Group and confirmed it had complied with the
independence requirements as set out by the
APB Ethical Standards for Reporting
Accountants. The Committee is satisfied that
KPMG has adequate policies and safeguards
in place to ensure that auditor objectivity
and independence are maintained.

Corporate governanceFinancial statementsStrategic reportOverview116 SSP Group plc Annual Report 2023

Directors’ Remuneration Report

The growth and momentum across the
business is testament to the commitment
and dedication of all our colleagues.
Carolyn Bradley
Chair, Remuneration Committee

Meeting attendance

Director
Carolyn Bradley

Apurvi Sheth

Judy Vezmar

Date appointed
as member
1 October 2018

1 January 2022

1 August 2020

Number of
meetings
attended
6/6

6/6

The Remuneration Committee terms of reference can
be found at www.foodtravelexperts.com

Statement by the Chair of the
Remuneration Committee

Dear Shareholder

Introduction
On behalf of the Board and the Remuneration
Committee, I am pleased to present the Directors’
Remuneration Report for the year ended
30 September 2023, which contains:
• the annual remuneration report, describing
how the existing Directors’ Remuneration
Policy has been applied in the 2023 financial
year and how we intend to implement the policy
in the 2024 financial year

• the proposed updated Directors’ Remuneration
Policy, to be put to a shareholder vote at the 2024
AGM the annual remuneration report, describing.

Performance context
On behalf of the Remuneration Committee,
I would like to start by thanking our colleagues
for the significant role they have played in driving
growth and momentum across the business over
this financial year. The review of performance
over the last three years, as part of the
Committee’s assessment of the Restricted
Share Plan underpins, has also demonstrated
the significant amount of positive change the
business has delivered. Our progress is further
demonstrated by the announcement of the
reinstatement of dividends for FY2023.
The strong position we are in today is testament
to the commitment and dedication of all our
colleagues over the past few years.

As discussed in the Strategic Report, FY2023
was a year of excellent performance. We delivered
significant revenue growth while seeing a strong
recovery in EBITDA margin. Our EBITDA out-turn
was £287m, which represents an increase of 102%
compared to FY2022 levels on an pre-IFRS 16
constant currency basis. This performance was
achieved notwithstanding inflationary pressures
on costs. Overall revenues for the year were up
38%, underpinned by the continued recovery in
passenger travel volumes, particularly in the air
sector, as well as an improved customer offer and
digital proposition and further net contract gains.

A key driver of our performance has been our
focus on higher growth markets such as North
America and Asia Pacific. In North America
revenues for FY2023 were 25% above FY2019
levels (at actual exchange rates), and North
America accounted for approximately a quarter
of Group revenue. In the APAC and EEME region,
we saw a particularly strong performance in
Egypt and India.

We continued to make great progress on new
business, and the pipeline of secured net contract
gains (but not opened as at September 2023)
is now expected to add over £450m to overall
revenues, on an annualised basis. We have
continued to strengthen our business
capabilities to drive competitive advantage
including our customer proposition, our digital
technology platforms, and our people and
sustainability programmes.

With regards to the latter, we achieved two key
sustainability milestones. The Science-Based
Targets initiative (SBTi) verified our target to
reach net-zero greenhouse gas emissions across
our value chain (Scopes 1, 2 and 3) by FY2040,
from a FY2019 base year. Following our
significant progress in sustainability reporting
and the continued delivery against our strategy,
we achieved an MSCI ESG Rating of A.

More information on our Sustainability Strategy can
be found on page 25.

Corporate governanceFinancial statementsStrategic reportOverview
117

SSP Group plc Annual Report 2023

There is real momentum across the business
as we enter FY2024, and this is a testament to
the strength of our leadership team. Working in
partnership with our clients and brand partners,
together with the hard work and commitment
of colleagues across the business, management
have maintained strong momentum in terms of
financial performance for the year, as well as
continuing to strengthen the foundations for
future growth.

Wider workforce context
Our approach to ensuring continued focus on
colleague experience and wellbeing remains
centred on maintaining the right balance of global,
regional and local actions. As outlined earlier in
the report, we have also increased our focus on
colleague engagement to ensure investment is
aligned to feedback from our colleagues on what
matters most. We are pleased that there are
many initiatives underway across all our
operating counties as a direct result of this
feedback. Notwithstanding this progress, we
remain aware that ongoing high inflation means
that this continues to be a challenging time for
many of our colleagues across the world.

Over the year, we have continued to ensure
colleagues are aware of the support and benefits
available to them, whilst also implementing new
or enhanced offers. For example, within the UK
we have introduced a financial education initiative,
via Salary Finance, that also enables a salary
advance for colleagues. We are also in the process
of rolling out a wellbeing and digital doctor’s
appointment offer to all UK colleagues and their
families. Both of these initiatives are the direct
result of feedback from our colleagues.

The approach we took for the pay review this
year was primarily focused on our wider colleague
base. The percentage increase received by our
wider workforce was higher than that received
by our executive team. I outline more detail on
this later in my statement. Progress has also
been made on our digital transformation, which
we expect over time will allow us to broaden the
scope of practical benefits we offer to colleagues.

SSP remains committed to continuous progress
and development of the colleague experience and
to maintaining the focus and energy that we know
is required for us to further progress our people
and culture strategy.

Remuneration for FY23
FY23 annual bonus outcomes
The bonus framework for Executive Directors
was 80% based on EBITDA targets, with 20%
based on strategic objectives.

EBITDA performance on a constant currency
basis for the 2023 financial year was £287m,
outperforming the maximum target of £275m.
This reflects the very strong performance of
our business, particularly in the context of the
inflationary headwinds we faced. The EBITDA
target for the 2023 financial year was £256m,
representing an increase of 80% compared to the
actual out-turn for the 2022 financial year. In this
context we considered this target to be very
stretching on a year-on-year basis.

The Committee also assessed the Executive
Directors’ achievements against their strategic
objectives that were set at the start of the
financial year. Continuing the performance and
momentum of FY2022, they have once again
demonstrated their experience and stewardship
despite experiencing macroeconomic uncertainty
throughout the year. This was Patrick Coveney’s
first full performance year since stepping into the
Group CEO role in March 2022, and he has further
demonstrated his exceptional leadership, and
significant, positive impact on the business.
Jonathan Davies’s focus on the growth and
capital strategy, including business development,
this year has ensured the outperformance of the
Group targets and a strong pipeline for future
growth. Jonathan has also been key in providing
stability and support during Patrick’s first full
year in role. The resultant bonus outcomes were
96% of maximum for both Patrick Coveney and
Jonathan Davies, which we believe is a fair and
accurate reflection of their achievements in the
year. Full details of performance against these
objectives are provided on page 123.

FY21 Restricted Share Plan (RSP) awards
The RSP was put in place as part of our prior
Remuneration Policy review of 2020, with the aim
of ensuring decisions taken by senior leadership
focused on the long-term success of the Company
and were aligned with shareholders, but with
more modest outcomes to recognise moving
from performance measures to performance
underpins. We remain confident that this was the
right decision for SSP and that the plan has been
supportive in motivating and retaining colleagues.

As the three-year performance period for
first award under the RSP completed on
30 September 2023, the Committee undertook
a qualitative and quantitative assessment of
performance over the period, recognising the
continual improvements year-on-year, and taking a
holistic view on achievement with consideration of
multiple indicators to determine the achievement
of each underpin. Our overall assessment
considered the prudent reopening plan, the focus
on strengthening long-term client relationships and
the strategies that were implemented to accelerate
our progress and recovery, which also resulted in
increased M&A opportunities. The strong revenues
and conversion of sales to profitability mentioned
above, versus the budget and financial plans over
the performance period, were clear indicators
in determining the achievement of the second
underpin, while the significant progress and delivery
against SSP’s Corporate Responsibility Strategy
(which we now refer to as our Sustainability
Strategy) was key in our assessment of the third
underpin. As a result, the Committee determined
that the underpins had been met in full.

While the performance underpins were assessed
over a three-year period ending 30 September
2023, awards to Executive Directors were
postponed until June 2021 due to the timing of
the shareholder approval of the RSP at the 2021
AGM, the rights issue, and subsequent closed
period due to the half year results. Therefore, the
vesting of the awards will take place on the third
anniversary of the award date in June 2024 for
Jonathan Davies. Patrick Coveney was not in role
at the time of the award and therefore did not
participate in this award.

Directors’ Remuneration
Report

At the time the RSP awards were made, we
committed to consider the impact of share price
movements and potential windfall gains. These
awards were made in June 2021, a few months after
the first announcement of the Covid-19 vaccine,
which resulted in a positive impact on SSP’s share
price at the time. The Committee considers that
no windfall gain has arisen and does not anticipate
making a discretionary adjustment.

Buy-out awards vesting during the year
On appointment, Patrick Coveney was granted
share awards to replace deferred bonus shares,
and tranches of a performance share plan (PSP)
award granted to him by his former employer.
Full details of this can be found in the
FY22 Annual Report.

Tranche 2 of the PSP buy-out award (which
mirrored performance conditions from his
previous employer) did not meet the performance
conditions required and therefore lapsed in full.
The FY19 deferred bonus shares met requirements
for vesting and therefore vested in full. These
vested shares continue to be subject to our malus
and clawback policies.

Overall performance outcomes
The Committee reviewed the overall performance
outcomes for FY23 in the wider context of the
experience of the Group, its employees, its
shareholders and its wider stakeholders. Overall,
we considered that they fairly represented the
performance achieved by the Group and the
management team during the year, and that no
discretionary adjustments to these outcomes
were needed.

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118 SSP Group plc Annual Report 2023

Remuneration policy review
In line with the normal three-year policy timeline,
the Directors’ Remuneration Policy is due for
renewal at the 2024 AGM. During the year the
Committee has therefore conducted a thorough
review of our existing remuneration policy.
This exercise confirmed that our current policy
remains aligned with our strategy and that it is
effective in rewarding and retaining top talent
within our organisation. In particular, we consider
that the RSP continues to be the right approach
to support the business and the strategy as:
• it supports dynamic and responsive

management actions – we want management
to take the right actions to build the business
to deliver long-term sustainable growth

• the operation of the RSP is aligned across the
wider management team. The restricted share
model is simple and transparent and although
the upside is more modest, it better supports
retention and is motivating below board level.
It also aligns management to investors by
focusing on improvement in share price.

In addition to the review undertaken, we also
considered that financial year 2023 was the first
full year under Patrick Coveney’s leadership,
and the focus has been on determining the right
business strategy and getting on with doing the
job at hand. Therefore, we are not proposing any
significant changes to our remuneration policy at
this time. We have however continued to listen to
shareholders in the implementation of our policy,
the changes to which are outlined in the
remuneration for FY24 section.

Remuneration for FY24
Salary increases
The Committee normally reviews Executive
Director salaries at the same time as all other
salaried colleagues, with any increases effective
from 1 June. In determining the salary increases,
we have continued to consider external
environment pressures such as the wage growth
inflationary pressures and the increasing demand
for talent, alongside the internal recovery context
for SSP. In FY23, the Committee agreed to award
a salary increase of 3.5% to both Executive
Directors. This is below the average salary
increases for the UK based salaried wider
workforce, who had increases in the range of
4%-5.5%, with increases above this, on average,
for colleagues paid on an hourly basis. Salaries
will next be reviewed in June 2024.

Annual bonus
The Committee continues to evolve the
annual bonus framework to align with both
our business trajectory as well as responding
to our shareholders.

The FY24 annual bonus will continue to be based
on 80% profit performance. For FY24, we are
introducing Earnings Per Share (EPS) as a
measure to the bonus, with a weighting of 20%,
alongside the EBITDA measure with a weighting
of 60%. We consider that measuring profit
performance through both EBITDA and EPS will
provide a more rounded assessment of our profit
performance and strengthens the annual bonus’
alignment to our shareholders’ experience.
The introduction of EPS has also been applied to
SSP’s Group Executive Committee. The remaining
20% of the award will continue to be based on
strategic objectives. 5% of the 20% for Patrick
Coveney will comprise targets aligned to our
Sustainability Strategy.

Restricted Share Plan
Executive Directors will continue to receive
Restricted Share Plan awards of up to 100% of
salary, which are subject to the achievement of
performance underpins. The underpins remain
focused on delivering long-term sustainable
growth, achieving financial and strategic
objectives, and on delivering our Sustainability
Strategy objectives.

All-employee share plan renewal
The Share Incentive Plan (UK SIP) and the
International Share Incentive Plan (ISIP), are due
to reach their 10-year limit in July 2024. We will
therefore be seeking shareholder approval to
operate these plans for a further 10 years, with no
major changes to the plan rules, at the 2024 AGM
so that we can continue to provide awards under
these plans to our employees.

Looking forward
This year has been one of strong performance
and of considerable progress on our strategic
priorities, with clear momentum heading into
FY24. We are satisfied that the remuneration
outcomes for FY23 are appropriate in the
context of the strong performance achieved
in the year, which contributed to our decision
to reinstate a dividend for the 2023 financial year.
Therefore, we are confident that our remuneration
policy remains aligned with our strategy.

The Committee remains committed to an open
and transparent dialogue with shareholders on
executive remuneration at SSP. I hope you will
support us at the forthcoming AGM.

The Directors’ Remuneration Report has been
approved by the Board and signed on its behalf by:

Carolyn Bradley
Chair, Remuneration Committee
5 December 2023

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Remuneration at a glance

Performance outcomes for the year ended 30 September 2023

Annual revenue (£m)

Pre-IFRS 16 underlying Operating profit/(loss) (£m)

2023

2022

2021

2020

2019

3,010

2023

164

2,185

834

1,433

2022

2021

-209

2020

-212

2,795

2019

221

Equity exposure of our Executive Directors

Patrick Coveney

250%

270%

Jonathan Davies

200%

299%

569%

2023 Minimum Shareholding Requirement Actual Shareholding Interest in unvested/unexercised Shares

765%

267%

1,032%

Remuneration outcomes for
the year ended 30 September 2023

Executive Directors

The table below provides a high level overview of what our
Executive Directors earned in 2023.

All figures shown in £000
Patrick Coveney
Jonathan Davies

Fixed Pay (Salary,
Pension, and
Benefits)
941
573

Annual bonus
(total of cash and
deferred shares)
1,302
742

Vesting of Share
Awards (including
2021 RSP and
buy-out awards)
1051
378

Relates to a buy-out award for Patrick’s FY19 Deferred Bonus that was detailed
in the 2022 Annual Report. Further details on this award is provided in the Single
Figure Table.

Overview of implementation of Policy in FY2024

A summary and comparison of the proposed 2024 financial year and 2023 financial year Executive Director packages is set out below. There are no proposed changes to the application of remuneration
policy for 2024 financial year.

Element of remuneration
Base salary
Pension (% of base salary)
Annual bonus maximum (% of base salary)
Annual bonus measures
RSP annual award (% of base salary)
Shareholding requirement (% of base salary)

Patrick Coveney

Jonathan Davies

2024
£802,1001
3%
175%
Financial and Strategic
100%
250%

2023
£775,000
3%
175%
Financial and Strategic
100%
250%

2024
£533,0001
3%
150%
Financial and Strategic
100%
200%

2023
£515,000
3%²
150%
Financial and Strategic
100%
200%

1 Patrick Coveney and Jonathan Davies received a 3.5% salary increase effective June 2023, which is below the average salary increases received by the wider UK colleagues. The next salary review will take place for all colleagues in June 2024.
2 As set out on page 121, Jonathan Davies’ pension was aligned to the rate received by the wider workforce effective 31 December 2022.

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Corporate governance code provision 40 disclosure

Directors’ Remuneration
Report

When considering the implementation of the Remuneration Policy for FY2023, the Committee was mindful of the UK Corporate Governance Code and considers that the executive remuneration framework
appropriately addresses the following factors:

Clarity

Simplicity

Risk

Predictability

Proportionality

Alignment to culture

• The Committee is committed to providing open and transparent disclosures regarding our executive remuneration arrangements.
• We continue to have regular dialogue with our shareholders.
• We sought to explain our Remuneration Policy in a way that highlights its alignment to our strategic priorities as well as good governance practices under the UK Corporate

Governance Code and investor guidance (for details of our strategic priorities see pages 18-29 of this report).

• We continue to engage with the workforce, as appropriate, to explain the pay outcomes for the Executive Directors and their alignment with the broader Company pay outcomes.

See page 100 for details.

• Remuneration arrangements for our executives and our wider workforce are simple in nature and well understood by both participants and shareholders.
• Our restricted share plan, as approved by shareholders in 2021, is a simple model that aligns our senior management team to the experience of our shareholders as we exit our

recovery period.

• The Committee considers that the structure of incentive arrangements for Executive Directors and senior management does not encourage inappropriate risk-taking.
• Our annual bonus is based on a balance of strategic and financial metrics. Targets are set to ensure that maximum can only be earned for delivering truly exceptional performance

while not encouraging risk-taking.

• Our RSP has more modest award levels relative to the prior PSP and is subject to performance underpins which ensure that there is no payment for failure.
• Annual bonus deferral, the RSP post-vesting holding period and our in-employment and post-employment shareholding requirements provide a clear link to creating sustainable,

long-term value for shareholders.

• Malus and clawback provisions also apply to our incentive arrangements, and the Committee has overarching discretion to adjust formulaic outcomes to ensure that they are

appropriate after assessing performance in the round.

• The RSP, as approved by shareholders in 2021, increases the predictability of outcomes and minimises the potential of unintended outcomes.
• Our Policy contains details of opportunity levels under various scenarios for each component of pay.
• The Committee believes that the bonus and RSP incentivise management to take the right actions for sustainable value creation in the current environment.
• The Committee considers business and individual performance from a range of perspectives. Poor financial performance is not rewarded.
• Any financial and strategic targets set by the Committee are designed to drive the right behaviours across the business.
• The RSP, as approved by shareholders in 2021, encourages our executives to focus on making the right decisions, in line with our growth strategy, for the long-term sustainable

performance of the business.

• In 2022 we aligned Executive Director pensions with the wider workforce rate.
• As part of our review of the Remuneration Policy, the Committee considered our approach to remuneration throughout the organisation to ensure that arrangements remain

appropriate in the context of our strategy, values and approach to reward for the wider workforce.

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Annual report on remuneration

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Single total figure of remuneration – Executive Directors (audited)
The following table provides a summary single total figure of remuneration for the 2022 and 2023 financial years for the Executive Directors.

All figures shown in £000
Patrick Coveney⁵
Jonathan Davies

Salary and Fees¹

Benefits

Pension

Annual Bonus

2023
784
521

2022
390
505

2023
133
14

2022
96
41

2023
24
38

2022
12
106

2023
1,302
742

2022
643
720

Long-term Incentives²,³,⁴
2022
–
–

2023
–
378

Other

Total fixed remuneration Total variable remuneration

2023
105⁶
–

2022
–
–

2023
941
573

2022
498
652

2023
1,407
1,120

2022
643
720

2023
2,348
1,693

Total

2022
1,141
1,372

1 Salary and fees – this represents the base salary and fees paid in respect of the relevant financial year.
2
3
4 Share appreciation – for the value for Jonathan Davies in 2023, the value attributable to share price appreciation is -£90k over the period since the date of the award. The Committee did not exercise any discretion for the Executive Directors with regards to the vesting of the 2020 LTIP award.

Long-term incentives 2023 – the 2023 value presented for Jonathan Davies is calculated using the average mid-market closing share price for the fourth quarter to the year ended 30 September 2023 (£2.3809).
Long-term incentives 2022 – there was nil value reported for 2022 as no shares vested under the 2019 LTIP award. The Committee did not exercise any discretion with regards to the vesting of the 2019 LTIP Award.

The value will be updated in the 2024 annual report once the share price at vesting is known. For 2022, as there was nil vesting, there is no value attributable to share price appreciation over the performance period.

5 Patrick Coveney – amounts of 2022 pay shown for Patrick Coveney shows remuneration earned from his appointment to SSP as Group CEO on 31 March 2022.
6 Other – amounts relate to the vesting of a deferred bonus buy-out award for Patrick Coveney. The value has been calculated using the mid-market closing share price of £2.5370 on the date of vest.

Additional disclosures in respect of the single figure table
Base salary
Executive Director annual base salaries in the 2023 financial year (audited)

Patrick Coveney
Jonathan Davies

The amount of remuneration received by Non-Executive Directors is set out on page 127.

From 1 June 2023
£802,100
£533,000

From 1 October 2022
£775,000
£515,000

Change
3.5%
3.5%

Benefits
During the year, Patrick Coveney and Jonathan Davies received benefits totalling £133k and £14k respectively. These benefits included participation in the UK SIP, private medical insurance (for the executive
and their family), life assurance, car allowance, company fuel card and home to work travel (including associated tax paid). As disclosed last year, benefits for Patrick Coveney includes travel and
accommodation costs associated with his relocation, which were agreed for the first twelve months of his appointment. These benefits ceased in April 2023.

Details of shares held by Executive Directors under the UK SIP are set out below:

Jonathan Davies

Total SIP shares held at
1 October 2022
5,956

Shares acquired
during financial year
624

Matching shares awarded
during financial year
312

Matching shares forfeited
during financial year
–

Shares sold during
financial year
–

Total SIP shares held at
September 2023
6,892

Patrick Coveney does not currently participate in the UK SIP.

Pensions
The table below sets out the pension arrangements for our Executive Directors that were in force during the year.

Director
Patrick Coveney¹
Jonathan Davies²

1 The Company pension allowance for Patrick Coveney is in line with the rate applicable to the wider workforce.
2 The pension allowance for Jonathan Davies was brought in line with the applicable wider workforce rate effective 31 December 2022.

Pension type
Cash in lieu of pension
Cash in lieu of pension

Pension level (% base salary)
3%
3%

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Annual bonus
The bonus structure for Executive Directors for the year ended 30 September 2023 assessed
underlying EBITDA (on a pre-IFRS 16 basis at constant currency) as the financial target. Of the total
bonus opportunity, 80% was determined by the financial target, with the remaining 20% opportunity
determined by achievement of key strategic objectives.

For FY2023, we returned to setting a fixed absolute target range of EBITDA, agreed at the start of the
year. The target was aligned to the Group Strategy and our focus on sales and profit conversion, while
also incentivising investment in growth. The EBITDA target on a constant currency basis for FY2023
represented an increase of 85% compared to the actual out-turn for FY2022, which was considered
to be very stretching on a year-on-year basis.

Based on the framework as described above, Patrick Coveney and Jonathan Davies received bonuses
as set out in the table below. Further details of financial targets and strategic performance is also set
out below.

Annual bonus payout in the
2023 financial year (audited)
Patrick Coveney
Jonathan Davies

Maximum bonus
opportunity
175%
150%

Bonus formulaic
outcome
(% of maximum)
96%
96%

Actual bonus
received as cash (£)
872,340
496,872

Actual bonus
deferred into shares
(£)¹
429,660
244,728

1 Deferral policy: Executive Directors will be required to defer a minimum of 33% of any bonus received into the Group’s shares, where they meet

their minimum shareholding requirement, and 50% where they do not. Patrick Coveney reached his minimum shareholding requirement of 250%
of base salary during FY2023 and therefore, both he and Jonathan Davies will receive 67% of their total bonus as cash and the remaining 33% will
be deferred into the Group’s shares.

In determining the total level of bonus payable to the Executive Directors, the Committee considered
the wider performance of the Group. As detailed on page 116, FY2023 was a year of strong
performance across revenue growth and EBITDA margin achieved through productivity and pricing
initiatives, focus on higher growth markets, great progress on new markets, and laser-focused
attention on the finance related strategic deliverables, notwithstanding the inflationary pressure
on costs. These results are aligned to the upper end of shareholder and investor forecasts. Based
on these outcomes, the Committee concluded that the bonus outcomes were appropriate so did
not exercise its discretion in respect of the annual bonus. As both Patrick and Jonathan meet their
minimum shareholding requirement, 33% of their bonus will be deferred into shares according
to the bonus deferral policy in place.

A full breakdown of performance against the financial and non-financial targets is set out below and
on page 123. In line with our Policy, we have assessed our Executive Directors’ performance against
strategic objectives based on targets set at the start of the year.

Financial performance
The table below sets out a summary of performance against the EBITDA financial target. All figures
shown below are based on an underlying (pre-exceptional) pre-IFRS 16 basis at constant currency.

EBITDA targets set at start of FY2023 (£m)

Threshold (0% of maximum)
237

Target/budget (50% of maximum)
256

Maximum (100% of maximum)¹
275

2023 performance (£m)
287

1 The maximum target represented a 100% year-on-year increase on our FY22 EBITDA performance of £138m and we remain confident that this

was an appropriately stretching target when set at the beginning of the financial year.

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Strategic objectives
A summary of our Executive Directors’ performance against strategic objectives and how they link to our overall Group Strategy, is shown below. For further details on the output of delivering the strategic
objectives see the Strategic Report from page 8.

Patrick Coveney – Group CEO

Objective
(20% maximum)
Growth

Link to strategic
priorities
1

Organisation

Capability

2, 3

Targets

Performance assessment

• Deliver Year 1 of the new SSP Group

Strategy for Growth

• Group strategy as adopted by plc Board in July 2022 was recalibrated with Board and Group Exec in July 2023.

The strategy has been fully cascaded into regions and functions.

• Delivery of LFL sales uplift (31.5% YoY), underpinned by strong LFL regional growth (33% in NA and 68% in APAC

and EEME), digital, proposition and brand enhancement.

• Successful completion of strategic acquisition in North America.
• Visits to more than 20 countries and hundreds of SSP outlets to build stronger relationships with colleagues

as well as our clients, brand and joint venture partners.

• Group Executive Team, re-shaped and

aligned around Growth Strategy with the
right capabilities in place to deliver
• Prioritised resource and development

investment around the five key strategic
identified capabilities

• Shaped and aligned the Group Executive Committee around the business strategy, revising roles where appropriate

and creating unified operating team with excellent level of teamwork and mutual support.
• Strong progress on aligning wider organisation on revised Group strategy and future direction.
• Momentum in line, or ahead of, plan to strengthen capability in areas of: Customer, Business Development, Proposition,

Technology, Sustainability, Engagement.

• Further progress needed in Health and Safety and in Compliance/Controls.
• Delivery of Sustainability Strategy, Sustainability Report, Capital Markets Event, and SBTi target validation.
• Strong progress in reducing absolute Scope 1 and 2 emissions (42% improvement from 2019 base year); further

momentum on Scope 3 (menus, brands, formats, design/construction).

• Progress on DE&I across the Group – with female presence in senior leadership team currently at 37%.

Sustainability
& Inclusion

2, 3

• Culture: Progress against our Sustainability

(Net Zero) and Inclusion Action plan

Taking into account performance against strategic objectives, Patrick Coveney achieved 16% of bonus for this element.

Jonathan Davies – Deputy CEO and Group CFO

Objective (20% maximum)
Business
Performance

Link to strategic
priorities
3

• Delivery of value creation plan and

procurement target savings

Targets

Performance assessment

Business
Development

• Accelerate pace of business development
activity and lead and execute M&A activity

Capital Structure
& Financing
Sustainability

1, 3

2, 3

• Develop capital strategy and execute
on strengthening the balance sheet
• Achieve verification of our net-zero
roadmap by Science Based Targets
initiative and further group diversity
development

• EBITDA margin recovery on track and at the upper end of external guidance with margin at +9.3%.
• Gross Profit Margin increased 0.1% ahead of budget on a year-on-year basis, demonstrating pricing action
and margin optimisation initiatives successfully mitigating exceptionally high levels of cost inflation.
• Strong focus on business development activity with approximately 110 new contract wins in FY2023.
Completed the acquisition of the concessions business of Midfield Concessions Enterprises, Inc.

• Gross Contract Gains +11% for FY vs 2019 sales (vs target 5%).
• Contract Retention rate was in line with target.
• The capital strategy was agreed by the Board in Q1 and refinancing was completed in July 2023 in line with agreed timeline.

• Sustainability Strategy and targets updated and published in January 2023, with net-zero strategy and targets validated

by the SBTi.

• TCFD Strategy reviewed and agreed with the Audit Committee.
• Progress on DE&I across the Group – with female presence in senior leadership team currently at 37%.

Taking into account performance against strategic objectives, Jonathan Davies achieved 16% of bonus for this element.

Strategic Priorities: (1) Pivoting to high-growth channels and markets, (2) Enhanced business capabilities; driving competitive advantage, (3) Delivering operational efficiencies

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2021 RSP award – assessment of performance underpins
The three-year performance period for the first award under the RSP was completed
on 30 September 2023. The award had the following underpins:
• The Company has taken the right actions to strengthen its competitive advantages and position

the Group for long-term sustainable growth.

• The Company has achieved the principal strategic and financial annual objectives over the three-
year period, notably: revenue growth, given the available passengers numbers at SSP sites during
the period, and efficient conversion of revenue into profit and cash.
• The Company has made progress on SSP’s Sustainability Strategy.

The Committee undertook a qualitative and quantitative assessment of performance over this period.
This assessment considered multiple indicators in relation to each of the three underpins. The
framework for assessment, in relation to financial measures, included assessment of revenue growth
and profit and revenue conversion. For the Sustainability Strategy progress was assessed under each
of the four areas of our sustainability pillars: Products; People; Environment and Community.
Performance highlights from this assessment were as follows:
• The Group’s considered reopening strategy allowed the business to strengthen long-term client

relationships, accelerating recovery once Covid restrictions eased.

• Strong financial recovery – FY23 Revenue 8% ahead of 2019 despite passengers 11% below FY19
levels. Incremental underlying pre-IFRS 16 EBITDA improvement of £376m over the three year
period, from a loss in 2020 of £96.5m, with sales improving by £1.6bn.

• New business – he pipeline of secured net contract gains is now expected to add over £450m to
overall revenues, on an annualised basis. Identification of new opportunities to increase foothold
and market share. In North America revenues for FY2023 were 25% above FY2019 levels (at actual
exchange rates), and North America accounted for approximately a quarter of Group revenue.
• Becoming more cash generative and successfully delivered the balance sheet to 1.4x net debt/

EBITDA (on an underlying pre-IFRS 16 basis).

• Progress on SSP’s Sustainability Strategy – gained SBTi approval for net-zero targets (Scopes 1, 2
and 3) by FY2040 from a FY2019 base year. Achieved a 42% reduction in absolute Scope 1 and 2
GHG emissions from 2019 base year. Year-on-year results improvement over the last three years
from colleague engagement survey.

Based on the assessment, the Committee determined that the underpins had been met and that
the award held by Jonathan Davies will vest in June 2024, three years after the date of grant. Patrick
Coveney was not in role at the time of the award and therefore did not participate in this award.

Directors’ Remuneration
Report

Strategic alignment of remuneration
Each year, the remuneration offer for our Executive Directors is reviewed to ensure the continued
alignment to our strategic priorities and to ensure that it incentivises the right behaviours to deliver
our purpose and values. This includes a review of the financial measure and strategic priorities that
contribute to the payment of any bonus as well as confirmation that the RSP performance underpins
remain aligned to our long-term strategy. The external market situation, our business performance,
and the experience of our shareholders are also considered in any pay-related decisions. Part of this
review included consideration of how the Executive Directors’ reward linked to our Sustainability goals
as set out on page 25. Delivery of progress on the Sustainability Strategy is assessed under the annual
bonus and RSP awards made to Executive Directors.

We have always reviewed and been mindful of the importance of remuneration alignment between our
Executive Directors and our SSP colleagues. We have determined that the best approach to ensuring
this alignment is to utilise the same bonus and long-term incentive plan structure for all eligible
colleagues and therefore outcomes are applied on the same basis for the same performance outcome.
This approach also allows for the alignment of communication on bonus and long-term incentives
outcomes across all regions.

In addition to this, Judy Vezmar, our designated Non-Executive director for Workforce Engagement
(ENED), hosts meetings with a range of employees from across the business, to encourage open and
honest two way conversations across a wide range of topics. These meetings are entirely flexible and
can be used as a forum for employees to raise any topic they choose, including any views or questions
regarding Executive Remuneration and how it aligns with the wider pay policy. Feedback from these
sessions is then relayed to the Board for discussion.

Corporate governanceFinancial statementsStrategic reportOverview125 SSP Group plc Annual Report 2023

Directors’ Remuneration
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Scheme interests awarded during the financial year
The following awards were made to the Executive Directors in the 2023 financial year.

Patrick Coveney
Jonathan Davies
Patrick Coveney
Jonathan Davies

Plan
RSP
RSP
DSBP
DSBP

Type of award
Conditional Share Award
Nil Cost Option
Conditional Share Award
Conditional Share Award

Date of Award
07 December 2022
07 December 2022
28 December 2022
28 December 2022

Number of awards granted
348,236
231,408
140,875
104,164

Face value (£) at date of grant
774,999
514,999
321,336
237,598

Face value % of Salary
100%
100%
n/a
n/a

End of performance period
30 September 2025
30 September 2025
n/a
n/a

1 For Patrick Coveney, 50% of his 2022 financial year annual bonus was deferred into shares, for Jonathan Davies 33% of his 2022 financial year annual bonus was deferred into shares, in line with our deferral policy. These awards are subject to a three-year holding period from date of award.

The closing mid-market share price on the day before grant was used to calculate the number of RSP shares over which each award was granted (£2.2255 for the 7 December 2022 award). RSP awards will
vest subject to the confirmation of the performance underpins, set at the beginning of the performance period, and will be assessed at the time the Group publishes its 2025 full year financial results and
completion of a three-year vesting period from date of grant. Following vesting, awards will be subject to an additional two-year holding period. The performance underpins are summarised on page131.

Corporate governanceFinancial statementsStrategic reportOverview126 SSP Group plc Annual Report 2023

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Implementation of Remuneration Policy in the year ending 30 September 2024
This section provides an overview of the key components of our remuneration framework and how we intend to operate the policy in FY2024.

Base salary
Base salary

Benefits

Pensions

Annual bonus

Base salaries as at 1 October 2023:
Base salaries as at 1 October 2023:
Patrick Coveney: £802,100
Jonathan Davies: £533,000
Base salaries for Executive Directors will be reviewed in line with the Group’s usual timetable, usually with effect from 1 June.
Executive Director benefits will continue to include private healthcare (for the executive and their family), life assurance, car allowance or a company car, travel to and from work
(including associated tax paid) and participation in the UK SIP.
Patrick Coveney: 3% of base salary
Jonathan Davies: 3% of base salary
New appointments will also be aligned with the wider workforce.
Maximum opportunity:
Patrick Coveney: 175% of base salary
Jonathan Davies: 150% of base salary

Targets:
For the 2024 financial year, bonuses will continue to be based on 80% financial and 20% strategic objectives. The financial measure will be split between EBITDA, accounting for
60%, and Earnings Per Share (EPS), accounting for 20%. Specific financial targets and details of strategic objectives (linked to our Strategic Priorities and Sustainability Strategy)
will be disclosed in the 2023/24 Annual Report when they are no longer considered to be commercially sensitive.

Restricted Share Plan

Deferral:
Executive Directors will be required to defer a minimum of 33% of any bonus received into the Group’s shares, where they meet their minimum shareholding requirement,
and 50% where they do not.
The Committee intends to make the awards under the Restricted Share Plan in December 2023 as set out below.
Patrick Coveney: 100% of base salary
Jonathan Davies: 100% of base salary

These awards will vest on the third anniversary of the date of grant. Vested awards will be subject to a two-year holding period. If the Company does not meet one or more of
the performance underpins over the relevant vesting period then the Committee would consider whether it was appropriate to adjust (including to zero) the level of pay-out under
the award to reflect this. The performance underpins are:
1 The Company has continued to strengthen its competitive advantages and position the Group for long-term sustainable growth
2 The Company has achieved the principal strategic and financial objectives over the three-year period, which include:
– revenue growth
– efficient conversion of revenue into profit and cash
3 The Company has made progress on delivering its Sustainability Strategy objectives over the three-year period

Minimum Shareholding
Requirement

In assessing the extent to which the performance underpins have been satisfied, the Committee will consider a range of quantitative and qualitative benchmarks to inform
its decision. Should any of the underpins not be met, the Committee would consider whether a discretionary reduction in the number of shares vesting was required.
To align the interests of Executive Directors with those of shareholders, they are required to build and maintain significant holdings of shares in the Group over time.
The minimum shareholding requirement for Executive Directors is:
• Group CEO: 250% of base salary
• Deputy CEO and CFO: 200% of base salary

In addition to the above, Executive Directors will be required to maintain their full minimum shareholding requirement for one year post-cessation of employment,
and hold 50% of the requirement for a second year.

Corporate governanceFinancial statementsStrategic reportOverview127 SSP Group plc Annual Report 2023

Non-Executive Director Remuneration
Single total figure of remuneration – Non-Executive Directors (audited)

Directors’ Remuneration
Report

All figures shown in £000
Mike Clasper
Carolyn Bradley
Kelly Kuhn²
Tim Lodge
Apurvi Sheth²
Judy Vezmar

Salary and Fees

Benefits¹

Total fixed remuneration

Total variable remuneration

2023
285
75
54
65
54
62

2022
275
72
38
58
38
51

2023
–
–
1
–
2
6

2022
–
–
–
–
3
2

2023
285
75
55
65
56
68

2022
275
72
38
58
41
53

2023
–
–
–
–
–
–

2022
–
–
–
–
–
–

2023
285
75
55
65
56
68

Total

2022
275
72
38
58
41
53

1 Benefits – this comprises the reimbursement of expenses for travel to and from Board meetings.
2 Kelly Kuhn and Apurvi Sheth were appointed to the Board on 1 January 2022. Amounts shown in FY2022 reflect fees paid for the period of the year that they were Directors.

The Non-Executive Director fees for the year ended 30 September 2023 are set out below. In reviewing the Non-Executive Director fees, a number of factors were taken into consideration. In addition to
conducting a market assessment, the increasing scope and time commitment required by the NEDs as well as the Chair and NED fees having remained unchanged since Nov 2019 and July 2019 respectively.
Therefore, the Chair fee was increased by 3.6%, while the Basic NED fee was increased by 5.6% effective 1 October 2022.

An additional fee was introduced during the year to recognise the increased scope of the Engagement NED role. No increase was applied to the Senior Independent Director and Chair of Audit/Remuneration
Committee additional fee. The Company will review these fees in accordance with the terms of the Non-Executive Director appointment letters and will undertake a review each year. A review may not result
in an increase in fees.

Chair of the Board
Board member
Additional fee for Senior Independent Director
Additional fee for Chair of Audit/Remuneration Committee¹
Additional fee for Engagement Non-Executive Director

In addition to any additional fee for acting as the Senior Independent Director.

2023 fees
£285,000
£54,000
£10,000
£11,000
£8,000

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Report

Historical TSR performance
As the Company is a constituent of the FTSE 250, the FTSE 250 Index provides an appropriate indication of market movements against which to benchmark the Company’s performance. The chart below
summarises the Company’s TSR performance against the FTSE 250 Index over the period from Admission on 15 July 2014 to 30 September 2023.

TSR performance since admission
350

300

250

200

150

100

Admission
15.07.2014

SSP Group FTSE 250

30.09.2014

30.09.2015

30.09.2016

30.09.2017

30.09.2018

30.09.2019

30.09.2020

30.09.2021

30.09.2022

30.09.2023

Chief Executive Officer remuneration outcomes
The table below summarises the Chief Executive Officer single figure for total remuneration, and the annual bonus payable and long-term incentive plan vesting levels as percentages of maximum opportunity
for completed financial years following Admission.

Chief Executive Officer
CEO Name
Single figure of remuneration
Annual bonus payable
(as a % of maximum opportunity)
Long-term incentive vesting out-turn
(as a % of maximum opportunity)

2014
K. Swann
£4.5m

2015
K. Swann
£2.5m

2016
K. Swann
£2.6m

2017
K. Swann
£7.4m

2018
K. Swann
£6.0m

2019¹
K. Swann
£5.3m

2019²
S. Smith
£0.8m

2020
S. Smith
£0.7m

2021
S. Smith
£0.8m

2022³

2022⁴

2023
S. Smith P. Coveney P. Coveney
£2.3m

£0.2m

£1.1m

100%

98.6%

n/a

100%

n/a

94%

96%

n/a

1 Reflects period spent in role as Group CEO from 1 October 2018 to 31 May 2019.
2 Reflects period spent in role as Group CEO from 1 June 2019 to 30 September 2019.
3 Reflects period spent in role as Group CEO from 1 October 2021 to 24 December 2021.
4 Reflects period spent in role as Group CEO from joining on 31 March 2022 to 30 September 2022.

Total remuneration for 2014 includes additional awards of cash and shares made on IPO by the Company and the previous majority shareholder.

Corporate governanceFinancial statementsStrategic reportOverview129 SSP Group plc Annual Report 2023

Year-on-year change in pay for Directors compared to the average employee

Directors’ Remuneration
Report

Base salary/fees
Benefits
Annual Bonus
Base salary/fees
Benefits
Annual Bonus⁵
Base salary/fees
Benefits
Annual Bonus
Base salary/fees
Benefits
Annual Bonus

Executive Directors

Non-Executive Directors

Year
2023

2022

2021

2020

SSP Group plc
employees
5%
(22%)
33%
8%
(1%)
n/a
2%
2%
n/a
0%
(8%)
(100%)

Patrick Coveney¹
101%
38%
102%
–
–
–
–
–
–
–
–
–

Jonathan Davies²
3%
(66%)
3%
9%
128%
285%
15%
6%
n/a
(12%)
10%
(100%)

Mike Clasper³
4%
–
–
1%
–
–
90%
–
–
–
–
–

Carolyn Bradley
4%
–
–
1%
–
–
15%
–
–
(1%)
–
–

Kelly Kuhn¹
42%
–
–
–
–
–
–
–
–
–
–
–

Tim Lodge⁴
12%
–
–
14%
–
–
–
–
–
–
–
–

Apurvi Sheth¹
42%
(37%)
–
–
–
–
–
–
–
–
–
–

Judy Vezmar³
22%
221%
–
0%
–
–
629%
–
–
–
–
–

1 Director was appointed to the Board in the 2022 financial year and therefore the table is comparing a full years’ earnings in 2023 against pro-rata remuneration in 2022. Benefits in 2023 relate to reimbursement of expenses for travel to and from Board meetings.
2 Directors’ 2023 benefits are lower as the 2022 financial year included a one-off reimbursement which was detailed in full in the 2022 Annual Report and Accounts.
3 Director was appointed to the Board during the 2020 financial year and therefore the table is comparing a full years’ earnings in 2021 against pro-rata remuneration in 2020. Benefits in 2023 relate to reimbursement of expenses for travel to and from Board meetings.
4 Director was appointed as Audit Chair following the 2022 AGM and therefore the table is comparing a full years’ earnings with the associated fee against pro-rata fees in 2022.
5 No year-on-year percentage could be calculated for 2022 due to a return to bonus payment for the 2021 financial year after a nil bonus payment in 2020, therefore ‘n/a’ is shown.

Relative importance of the spend on pay
The table below shows the total spend on employee pay in the 2022 and 2023 financial years and the total expenditure on dividends.

Total staff costs
Dividends

Increase in spend on employee pay is largely due to further YoY increase in colleague numbers and a return to business as usual.

2023
£918.4m
£0m

2022
£686.7m
£0m

Percentage change
34%
n/a

Corporate governanceFinancial statementsStrategic reportOverview130 SSP Group plc Annual Report 2023

CEO Pay Ratio
In accordance with the Companies (Miscellaneous Reporting) Regulations 2018, the table below
sets out the Group’s CEO pay ratios for the year ended 30 September 2023. This compares the Chief
Executive Officer’s total remuneration with the equivalent remuneration for the employees paid at the
25th, 50th and 75th percentile of SSP Group’s workforce in the United Kingdom. The total remuneration
for each quartile employee, and the salary component within this, is also outlined in the table below.

Year
2023

2022
2021
2020

Method
Option B
Base Salary
Total Pay and Benefits
Option B
Option B
Option B

25th Percentile
pay ratio
99:1
£23,189
£23,613
50:1
37:1
48:1

50th Percentile
pay ratio
77:1
£30,119
£30,356
36:1
31:1
47:1

75th Percentile
pay ratio
74:1
£31,272
£31,868
36:1
22:1
33:1

The pay ratios above are calculated using the actual earnings for UK employees. The CEO’s Single Total
Figure of Remuneration is £2,348k as shown on page 121.

SSP has chosen Option B, using the most recently submitted Gender Pay Gap data to identify the
employees at the 25th, 50th, and 75th pay percentiles in our UK employee population. As SSP has
a large number of hourly paid operations colleagues in the UK, of which a large portion work seasonal
or part time hours, option B was selected as it is the most practical way to produce representative
percentile calculations.

Total remuneration for UK full-time equivalent employees for FY2023 has been calculated in line with
the single figure methodology and reflects actual earnings received in FY2023. No elements of pay
have been omitted. All payments have been calculated on a full-time equivalent basis.

Compared to the 2022 Annual Report, there has been a considerable change in the eligible population
for inclusion in the pay ratio. This is due to the substantial growth in operations activity and headcount
in the UK between the time periods used for the gender pay gap calculations. This population growth
contains a larger proportion of hourly paid operations colleagues than the prior year’s information
which has the effect of reducing the salary and total pay figures at each percentile. Additionally,
the single figure for CEO has increased year-on-year as 2022 information contained the three-month
period where there was no CEO in position (as detailed in 2022 Annual Report). These two factors are
the main influences on year-on-year changes in the pay ratio and not any changes to the structure of
pay and benefits for UK colleagues. Pay rates for all colleagues are set by reference to a range of
factors, such as market practice, experience, and performance in role.

Directors’ Remuneration
Report

Statement of Directors’ shareholding and share interests (audited)
Shareholding guidelines require Executive Directors to build up over time a personal shareholding
in the Company equivalent in value to 250% of base salary for the Group CEO and 200% of base
salary for the Deputy Group CEO and CFO. Executive Directors are encouraged to retain vested
shares earned under the Company’s incentive plans until the shareholding guidelines have been met.
The Chair and each Independent Non-Executive Director are expected to build and then maintain
a shareholding in the Company equivalent in value to 100% of their annual gross fee.

The period over which the minimum shareholding must be built up is a three-year period from the date of
appointment. The table below shows details of the Directors’ shareholdings as at 30 September 2023.

Following his appointment, Patrick Coveney had purchased a significant number of shares in order to
meet his shareholding guideline by 30 September 2023, ahead of the intended timeline of March 2025.

Director
Patrick Coveney
Jonathan Davies
Mike Clasper
Carolyn Bradley
Kelly Kuhn³
Tim Lodge
Apurvi Sheth³
Judy Vezmar³

Shareholding
guidelines as a
% of salary/fees
250%
200%
100%
100%
100%
100%
100%
100%

Shareholding as a
% of salary/fee
achieved¹
270%
765%
200%
99%
86%
110%
84%
75%

Shares owned
outright at
30 September
2023²
908,262
1,713,080
239,580
31,031
19,500
30,000
19,000
19,540

Interests in
unvested PSP/RSP
awards at
30 September
2023
1,008,350
597,081
–
–
–
–
–
–

1 For the purposes of determining Director’s shareholding requirements, the individual’s salary/fee and the three-month average share price

to 30 September 2023 (£2.3809) have been used. Further, the total shareholding used to calculate the shareholding percentage for Executive
Directors excludes Matching Shares issued under the UK SIP that remain subject to holding conditions (913 for Jonathan Davies as at
30 September 2023).
‘Shares owned outright at 30 September 2023’ includes shares held by persons connected with a Director. It also includes Partnership Shares
purchased, Matching Shares awarded under the UK SIP that are no longer subject to holding conditions, Dividend Shares purchased under the
UK SIP and awards granted under the DSBP on an estimated net of tax basis. For Patrick Coveney, it also includes a deferred bonus buy-out award
on an estimated net of tax basis.

3 The Director has until the third anniversary of their date of appointment to meet their Minimum Shareholding Requirement. On 13 October 2023,
Judy Vezmar purchased an additional 6,800 ordinary shares bringing her total shareholding to 101% of her fees for the year, and meeting the
required shareholding guidelines.

Simon Smith is in the second and final year of his post-employment shareholding requirements
which have been enforced through trading restrictions on his share account and subject to reporting
obligations to the Company. Once again, the Committee can confirm that Simon Smith is compliant
with the post-cessation shareholding requirement which is due to expire on 24 December 2023,
which would be the second anniversary of his departure from SSP.

Corporate governanceFinancial statementsStrategic reportOverviewDirectors’ Remuneration
Report

The Remuneration Committee in 2023
Consideration by the Directors of matters relating to Directors’ remuneration
The Board entrusts the Remuneration Committee with the responsibility for setting the Remuneration
Policy in respect of Executive Directors and senior executives and ensuring its ongoing appropriateness
and relevance. In setting the remuneration for these groups, the Committee considers the pay and
conditions of the wider workforce and roles in relevant geographies.

External advice
During the year ended 30 September 2023, the Committee received independent advice on executive
remuneration matters from Deloitte. Deloitte received £87,450 in fees for these services. Deloitte is
a member of the Remuneration Consultants Group and, as such, voluntarily operates under the code
of conduct in relation to executive remuneration consulting in the UK. During the year, Deloitte also
provided the Company with internal audit services, tax services and technology consulting services.

The Committee appointed Deloitte to the role of independent advisor to the Committee in 2014.
The Committee has reviewed the advice provided by Deloitte during the year and is comfortable that
it has been objective and independent. The Committee has reviewed the potential for conflicts of
interest and judged that there were appropriate safeguards against such conflict.

131 SSP Group plc Annual Report 2023

Interests in unvested RSP awards at 30 September 2023
Interests in unvested RSP awards refers to Restricted Share Plan awards granted in June 2021,
September 2021, December 2021, February 2022, April 2022 and December 2022. The performance
underpins for each award are as follows.

If the Company does not meet one or more of the performance underpins over the relevant vesting
period then the Committee would consider whether it was appropriate to adjust (including to zero)
the level of pay out under the award to reflect this. The performance underpins are:
1. The Company has taken the right actions to strengthen its competitive advantages and position

the Group for long term sustainable growth

2. The Company has achieved the principal strategic and financial annual objectives over the 3 year

period, notably:

– revenue growth, given the available passenger numbers at SSP sites during the period
– efficient conversion of revenue into profit and cash
3. The Company has made progress on SSP’s Sustainability Strategy

The RSP awards due to be made in December 2023 will reflect the revised performance underpins
as noted on page 126

Movement in Directors’ shareholdings from 30 September 2023
As at the date of this report, other than as set out below, there had been no movement in Directors’
shareholdings and share interests from 30 September 2023.

Director
Patrick Coveney
Jonathan Davies

Shares owned
outright at
5 December
2023
908,262
1,713,285

Shares owned
outright at
30 September
2023
908,262
1,713,080

Change
–
205

Note: ‘Shares owned outright’ includes shares held by persons connected with a Director. It also
includes Partnership Shares purchase, Matching Shares awarded under the UK SIP that are no longer
subject to holding conditions and Dividend Shares purchased under the UK Share Incentive Plan.
It excludes Matching Shares issued under the UK SIP but remain subject to holding conditions.

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Statement of shareholder voting
Votes cast at the AGM in February 2023 in respect of the approval of the Directors’ Remuneration Report and at the AGM in March 2021 in respect of the approval of the Directors’ Remuneration Policy
are given below:

Resolution
To approve the Directors’ Remuneration Report for the year ended
30 September 2022
To approve the Directors’ Remuneration Policy for the year ended
30 September 2020

Meeting

Votes for

% for

Votes against

% against

Total shares voted

% of issued share
capital voted

Votes withheld

February 2023 AGM 565,593,799

98.20%

10,350,491

1.80% 575,944,290

72.31%

17,981

March 2021 AGM 355,039,577

90.21% 38,517,522

9.79% 393,557,099

73.20%

24,313,211

At the 2023 AGM, shareholders responded positively to the resolution to approve the Directors’ Remuneration Report for the year ended 30 September 2022. The high percentage of votes in favour follows
continuous engagement with key shareholders on arrangements and decisions reached.

The Committee remains committed to open dialogue with shareholders and advisory bodies on executive remuneration and considers any input provided as it makes decisions going forward.

Corporate governanceFinancial statementsStrategic reportOverview133 SSP Group plc Annual Report 2023

Directors’ Remuneration Policy

Directors’ Remuneration
Report

This part of the Directors’ Remuneration Report sets out the proposed Directors’ Remuneration Policy that will be put to Shareholders for approval at the AGM to be held on 30 January 2024.

As discussed in the Committee Chair’s statement, during the year the Committee conducted a thorough review of our existing remuneration policy. This exercise confirmed that our current policy remains
aligned with our strategy and that it is effective in rewarding and retaining top talent within our organisation. Therefore, we are only proposing minor changes to facilitate the operation of the Policy.

Key principles of Remuneration Policy
The Remuneration Policy for the Directors of the Company is intended to help recruit and retain executives who can execute SSP’s strategy by rewarding them with appropriate compensation and benefit
packages. The policy seeks to align the interests of Executive Directors with the performance of the Company and the interests of its shareholders.

Our incentive arrangements are designed to reward performance against key financial and strategic performance objectives. Our aim is to reward management for delivering sustainable long-term
performance and support the retention of critical talent.

Policy table
The table below describes the policy in relation to the components of remuneration for Executive Directors and, at the bottom of the table, the policy for the Non-Executive Directors.

Executive Directors

Base salary A core element of the remuneration package used to recruit, reward and retain Executive Directors who can deliver our strategic objectives.
Operation
Normally reviewed annually. The Remuneration Committee may however award an out-of-cycle increase if it considers
it appropriate.

Base salaries are set by the Committee taking into account a number of internal and external factors including:
• the individual’s skills, experience and performance;
• the size and scope of the Executive Director’s role and responsibilities;
• market positioning and inflation; and
• pay and conditions elsewhere in the Group.

Maximum potential value
Salary increases in percentage terms will normally be proportionately lower
or in line with increases awarded to other head office employees in the relevant
geography but may be higher in certain circumstances.
The circumstances may include but are not limited to:
• Where a new Executive Director has been appointed at a lower salary, higher

increases may be awarded over an initial period as the Executive Director gains
experience in the role;

• Where there has been an increase in the scope or responsibility of an Executive

Director’s role; and

• Where a salary has fallen significantly below market positioning.
There is no maximum increase or opportunity.

Performance Metrics
None

Pension To provide an income following retirement and assist the Executive Director in building wealth for their future.
Operation
The Company operates an approved defined contribution pension arrangement, to which the Company may make
contributions. A cash allowance may be provided in lieu of pension contributions.

Maximum potential value
Company contributions or cash allowance provided for Executive Directors
will be in line with the rate applicable to the wider workforce. The definition of the
wider workforce will be as determined by the Committee. For example, colleagues
employed in the same country as the Director in question.

Currently our Executive Directors receive pension contributions/cash allowance
of 3% of base salary per annum.

Performance Metrics
None

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Benefits To provide appropriate benefits as part of a remuneration package that assists in recruiting, rewarding and retaining Executive Directors.
Operation
Each Executive Director receives a tailored benefits package including (but not limited to) private health insurance
for themselves, their spouse and dependent children, annual health screening, life assurance and business travel.

Maximum potential value
Car allowance of up to £13,000 per annum.

Travel benefits, including (but not limited to) car allowance, company car, driver, the cost of fuel for private mileage,
and travel to and from work (including any associated tax and social security charges) may also be provided.

In the event that an Executive Director is required by the Group to relocate, other benefits may include, but are not
limited to, the costs of relocation, housing, travel and education allowances, subsistence costs and tax equalisation
arrangements.

Expenses incurred in the performance of duties for the Group may be reimbursed or paid for directly by the Company,
as appropriate, including any tax or social security charges due on the expenses.

The Executive Directors are eligible to receive other benefits (such as a colleague discount card) on the same terms
as other eligible employees of the Group.

Executive Directors may participate in All-Employee Share Plans on the same basis as other employees.
Annual bonus To reward performance on an annual basis against key annual objectives.
Operation
Performance objectives will normally be determined by the Committee at the beginning of the financial year.

The Committee will assess performance against these objectives following the end of the relevant financial year.

Awards are paid once the results for the year have been audited. If an Executive Director has not met their Minimum
Shareholding Requirement, 50% of any bonus earned will normally be deferred for three years into the Group’s shares.
If the Minimum Shareholding Requirement has been met, 33% of any bonus earned will normally be deferred into
the Group’s Shares. The remaining amount will be paid in cash. Deferred awards may incorporate the right to receive
(in cash or shares) the value of dividends that would have been paid on the award shares between grant and release.

The Committee may exercise its discretion to adjust bonus outcomes (up or down) where it believes that this
is appropriate, including but not limited to where outcomes are not reflective of the underlying performance
of the business or the level of payout does not reflect the experience of the Group’s shareholders, employees
or other stakeholders. Any application of the Committee’s discretion would be within the limits of the overall
Remuneration Policy.

The Committee may reduce bonus outcomes or clawback vested awards up to three years from the date of vest
(in part or in full) in the event of:
• a material misstatement in the Company’s annual financial statements.
• a material failure of risk management.
• serious reputational damage to a member of the Group or relevant business unit.
• an error in the calculation of any performance conditions which results in overpayment.

The cost of insured benefits may vary from year to year depending on the
individual’s circumstances. The Committee has not imposed any overall maximum
value on benefits.

Executive Directors who participate in All-Employee Share Plans can contribute
up to the relevant limits set out in the country plan.

Performance Metrics
None

Maximum potential value
The maximum annual bonus opportunity is 200% of base salary per annum.

For the 2023 financial year maximum annual opportunities are:
• Group CEO, Patrick Coveney: 175% of salary per annum.
• Deputy CEO and CFO, Jonathan Davies: 150% of salary per annum.

Performance Metrics
Performance is measured relative to key financial and/or non-financial objectives
over the financial year.

The measures selected and their weightings may vary each year to ensure
they continue to support and drive performance and the successful delivery
of strategic priorities.

Annual bonus only starts to accrue at a minimum threshold level of performance.
To earn a maximum bonus there must be outperformance against stretching objectives.

Corporate governanceFinancial statementsStrategic reportOverview135 SSP Group plc Annual Report 2023

Directors’ Remuneration
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Restricted Share Plan (RSP) The RSP rewards our Executive Directors for driving the sustainable longer-term growth of the Company and shareholder value. Awards are share-based to align

the interests of Executive Directors with those of shareholders.

Operation
Awards may be made to Executive Directors in the form of conditional share awards, nil cost options, forfeitable
shares or equivalent rights.

Maximum potential value
The maximum award that may be made to Executive Directors is up to 100%
of salary per annum in respect of any financial year of the Company.

Awards will be subject to performance underpins, assessed over a period of three financial years.

Awards will normally be subject to a three-year vesting period and any vested shares will normally be subject
to a further post-vest holding period of two years.

Awards (other than forfeitable shares) may incorporate the right to receive (in cash or shares) the value of dividends
that would have been paid on the award shares that vest between the grant and vesting of awards.

The Committee may exercise its discretion to adjust vesting outcomes where it believes that this is appropriate,
including but not limited to: where vesting outcomes are not reflective of the underlying performance of the business,
the underpins selected on award are no longer suitable, or the level of vesting does not reflect the experience of the
Group’s shareholders, employees or other stakeholders. Any application of the Committee’s discretion would be within
the limits of the overall Remuneration Policy.

Performance Metrics
Performance underpins may be based around the Group’s key financial
and/or strategic measures.

The Committee may review and change the performance underpins for future
awards to ensure they continue to support and align with the successful delivery
of business strategy and objectives.

The Committee will normally disclose performance underpins in advance of each
annual grant.

The Committee would seek to consult with its major shareholders as appropriate
on any proposed material changes.

The Committee may lapse unvested awards or clawback vested awards up to three years from the date of vest
(in part or in full) in the event of:
• a material misstatement in the Company’s annual financial statements.
• a material failure of risk management
• serious reputational damage to a member of the Group or relevant business unit.
• an error in the calculation of any performance conditions which results in overpayment.
Minimum Shareholding Requirement Aligns the interests of Executive Directors with shareholders and encourages commitment to the Company.
Operation
Executive Directors are expected to build and maintain a holding in the Company’s shares as follows:
• Group CEO: 250% of base salary
• Deputy CEO and CFO: 200% of base salary

Maximum potential value
n/a

Performance Metrics
n/a

Executive Directors have three years from the date of their appointment to the Board to build and maintain this holding.

Executive Directors will normally be expected to maintain their shareholding for a period of time post-cessation of
employment. Normally this requirement will be for an Executive Director to maintain their full shareholding requirement
for one year post-employment, and 50% of their shareholding requirement for a second year.

The Committee may waive this requirement for certain exceptional personal circumstances.

Corporate governanceFinancial statementsStrategic reportOverview136 SSP Group plc Annual Report 2023

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Non-Executive Directors Fees To attract and retain Non-Executive Directors of the calibre required to oversee the development and execution of the Company’s strategy.
Operation
The Chair’s fees are determined by the Committee.

Maximum potential value
n/a

The Non-Executive Directors’ fees are determined by the Board.

Performance Metrics
n/a

The total fees for Non-Executive Directors, including the Chair, will not exceed the maximum stated in the Company’s
Articles of Association.

The level of fees are reviewed periodically and take into account the time commitment, responsibilities, market levels
and the skills and experience required.

Non-Executive Directors normally receive a basic fee and an additional fee for specific Board responsibilities, including
but not limited to chairship or membership of Board committees, acting as the Senior Independent Director, or acting
as the designated Non-Executive Director for workforce engagement.

Non-Executive Directors are expected to build and maintain a holding in the Company’s shares of 100% of their base fee.
Non-Executive Directors have three years from the date of their appointment to the Board to build and maintain this
holding. The Committee may waive this requirement for certain exceptional personal circumstances.

Additional fees may be paid to Non-Executive Directors on a per diem basis to reflect increased time commitment
in certain limited circumstances.

Expenses incurred in the performance of non-executive duties for the Company may be reimbursed or paid for directly
by the Company, as appropriate, including any tax and social security due on the expenses.

Non-Executive Directors may be provided with benefits if deemed appropriate

Notes to the tables on pages 133 to 136
The RSP and bonus deferral will be operated in accordance with the relevant plan rules including any discretions therein. In accordance with the rules of the RSP, any performance underpin may be substituted
or varied if the Committee considers it appropriate, provided that the amended performance underpin is in its opinion reasonable and not materially less difficult to satisfy. The plan rules also provide that the
Committee may adjust awards (as it reasonably considers appropriate) in the event of any variation of the Company’s share capital, capital distribution, demerger, special dividend or other event having a
material impact on the value of shares.

Malus and clawback applies where stated in the above table. Other elements of remuneration are not subject to recovery provisions.

The Committee reserves the right to make any remuneration payments and payments for loss of office (including exercising any discretions available to it in connection with such payments) that are not in line
with the policy set out above where the terms of the payment were agreed:
(i) before the AGM on 3 March 2015 (the date the Company’s first shareholder-approved Directors’ Remuneration Policy came into effect);
(ii) before the policy set out above came into effect, provided that the terms of the payment were consistent with the shareholder-approved Remuneration Policy in force at the time they were agreed; or
(iii) at a time when the relevant individual was not a Director of the Company and, in the opinion of the Committee, the payment was not in consideration for the individual becoming a Director of the Company.

For these purposes, ‘payments’ include the Committee satisfying awards of variable remuneration and an award over shares is ‘agreed’ at the time the award is granted.

Corporate governanceFinancial statementsStrategic reportOverview137 SSP Group plc Annual Report 2023

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Performance measures and targets
Annual bonus
Annual bonus metrics and targets are selected to incentivise Executive Directors to meet objectives for the year and are chosen in line with the following principles:
• The targets set for financial measures should be incentivising and appropriately stretching. Targets may be adjusted by the Committee to take into account significant capital transactions during the year.
• There should be flexibility to change the measures and weightings year-on-year in line with the needs of the business.
• The Committee retains the ability to adjust the targets and/or set different measures and alter weightings for the annual bonus if events occur (e.g. material divestment of a Group business,
capital transactions or changes to accounting standards) which cause it to determine that an adjustment or amendment is appropriate so that the conditions achieve their original purpose.

Restricted Share Plan
Restricted Share Plan awards are subject to performance underpins. Underpins are chosen to ensure that the financial health and reputation of the Company are strong and that the Company is making
progress on its strategic objectives.

For awards proposed in the 2024 financial year, the underpins will continue to be linked to the creation of sustainable growth and strategic objectives including progress made on the Company’s Sustainability
Strategy.

The Committee retains the ability to adjust any underpin measures if events occur (e.g., material divestment of a Group business, capital transactions or changes to accounting standards) which cause
it to determine that an adjustment or amendment is appropriate so that the underpin conditions achieve their original purpose.

Illustrative scenario analysis
The following charts show the potential split between the different elements of the Executive Directors’ remuneration under three different performance scenarios: ‘Minimum’, ‘Target’ and ‘Maximum’
(see table below).

Group CEO: Patrick Coveney

Minimum

Target

Maximum
Maximum + 50% share
price appreciation

100%

38%

30%

26%

Deputy Group CEO and CFO: Jonathan Davies

£959

29%

33%

£2,463

Minimum

Target

45%

40%

25%

£3,165

34%

£3,566

Maximum
Maximum + 50% share
price appreciation

100%

37%

30%

26%

£563

27%

36%

£1,496

42%

37%

28%

£1,895

37%

£2,162

Fixed pay Annual bonus Long-term incentives

Component
Fixed remuneration

Annual bonus

Restricted share plan

Base salary
Pension
Benefits
Maximum opportunity
Vesting
Maximum opportunity
Vesting

*based on contractual base salary as at 1 October 2023.

‘Minimum’

‘Target’

‘Maximum’
Annual base salary for the 2023 financial year*
3% of salary
Taxable value of annual benefits provided in the year ended 30 September 2023
Group CEO: 175% of salary; Deputy CEO and CFO: 150% of salary*

0% of maximum opportunity

50% of maximum opportunity

100% of maximum opportunity

0% vesting

100% vesting

100% of salary*

‘Maximum + 50% share price appreciation’

100% vesting +
50% share price appreciation

Corporate governanceFinancial statementsStrategic reportOverview138 SSP Group plc Annual Report 2023

Directors’ Remuneration
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Approach to recruitment remuneration
In the event that the Group appointed a new Executive Director, remuneration would be determined
in line with the following principles:
• The Committee will take into account all relevant factors, including the calibre and experience of

the individual and the market from which they are recruited, while being mindful of the best interests
of the Group and its shareholders and seeking not to pay more than is necessary.

• So far as practical the Committee will look to align the remuneration package for any new
appointment with the Remuneration Policy set out in the policy table on pages 133 to 136.

• Salaries may be higher or lower than the previous incumbent but will be set taking into account the
review principles set out in the policy table. Where appropriate the salaries may be set at an initially
lower level, with the intention of increasing salary at a higher than usual rate as the Executive Director
gains experience in the role. For interim positions a cash supplement may be paid rather than salary
(for example; a Non-Executive Director taking on an executive function on a short-term basis).
• To facilitate recruitment the Committee may need to buy out terms or remuneration arrangements

forfeited on joining the Company. Any buy-out would take into account the terms of the
arrangements, in particular, any performance conditions and the time over which they would vest.
The overriding principle would be that the value of any replacement buy-out awards should be no
more than the commercial value of awards that have been forfeited. The form of any award would be
determined at the time and the Committee may make buy-out awards utilising any of the Company’s
share plans under LR 9.4.2 of the Listing Rules (for buy-out awards only).

• The maximum variable pay opportunity in respect of recruitment (excluding buy-outs) comprises
a maximum annual bonus of 200% of annual salary and a maximum RSP grant of 100% of annual
salary, as stated in the policy table on pages 133 to 136. The Committee retains the flexibility to
determine that, for the first year of appointment, any annual incentive award within this maximum
will be subject to such terms as it may determine.

Where an Executive Director is appointed from within the Company or following corporate activity/
reorganisation (for example, merger with another company), the normal policy would be to honour
any legacy arrangements in line with the original terms and conditions.

Where the recruitment requires relocation of the individual, the Committee may provide for additional
costs and benefits.

In the event of the appointment of a new Chair or Non-Executive Director, the remuneration package
will be consistent with the policy set out above.

Details of Directors’ service contracts
Executive Directors
Executive Directors have rolling service contracts. None of the existing service contracts for Executive
Directors makes any provision for termination payments, other than for payment in lieu of notice.

Patrick Coveney’s and Jonathan Davies’s payment in lieu of notice would be calculated by reference to
the base salary in respect of any unexpired portion of the notice period. This payment can be made in
instalments over the notice period and the Committee may require that it is reduced where alternative
employment is commenced during the notice period.

The Executive Directors’ service contracts contain provisions relating to salary, car allowance, pension
arrangements, medical insurance, life insurance, business travel insurance, company car, holiday and
sick pay, and the reimbursement of reasonable out of pocket expenses incurred by the Executive
Directors while on company business.

The following service contracts in respect of Executive Directors who were in office during the year
are rolling service contracts and therefore have no end date:

Patrick Coveney
Jonathan Davies

Date of commencement of contract
31 March 2022
15 July 2014

Notice period for Director
9 months
9 months

Notice period for Company
12 months
12 months

Service contracts for new Executive Directors will be limited to nine months’ notice for the Director
and 12 months’ notice for the Company.

Chair
The terms of the Chair’s appointment broadly reflect the terms of the three-year appointments of the
Non-Executive Directors. The Chair’s appointment can be terminated at any time upon written notice,
resignation or in accordance with the Articles of Association of the Company. The Chair is subject to
annual re-election by shareholders.

The Chair receives fees and reimbursement of expenses incurred in performance of his duties,
including any tax due on the expenses. He is not eligible to participate in Group pension arrangements.

Non-Executive Directors
All Non-Executive Directors have been appointed on an initial term of three years, subject to renewal
thereafter. All are subject to annual re-election by shareholders.

Each Non-Executive Director has a letter of appointment which can be terminated at any time
upon written notice, resignation or in accordance with the Articles of Association of the Company.
Non-Executive Directors receive fees and reimbursement of expenses incurred in performance
of their duties, including any tax due on the expenses. They are not eligible to participate in Group
pension arrangements.

Mike Clasper
Carolyn Bradley
Kelly Kuhn
Tim Lodge
Apurvi Sheth
Judy Vezmar

Effective date of appointment
1 November 2019
1 October 2018
1 January 2022
1 October 2020
1 January 2022
1 August 2020

Current term expires
31 October 2025
30 September 2024
31 December 2024
30 September 2026
31 December 2024
31 July 2026

Directors’ service contracts are kept for inspection by shareholders at the Company’s registered office.

Corporate governanceFinancial statementsStrategic reportOverview139 SSP Group plc Annual Report 2023

Directors’ Remuneration
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Payments to departing Directors
In the event that the employment of an Executive Director is terminated, any compensation payable will be determined by reference to the terms of the service contract between the Company and the
employee, as well as the rules of any incentive plans. The Committee may structure any compensation payments in such a way as it deems appropriate, taking into account the circumstances of departure.
In the event of the Company terminating an Executive Director’s contract, the level of compensation would be subject to mitigation if considered appropriate.

Payment in lieu of notice

Annual bonus

In the event of termination of an Executive Director’s employment, a payment in lieu of notice may be paid. This payment would be equal to a maximum of annual
base salary and cash allowance in lieu of pension in respect of any unexpired portion of the notice period. This payment can be made in instalments over the notice
period and, if considered appropriate, can be reduced where alternative employment is commenced during the notice period.
Executive Directors may, at the determination of the Committee, remain eligible to receive an annual bonus for the financial year in which they ceased employment.

Any such bonus will be determined by the Committee, taking into account time in employment and performance.

Restricted Share Plan awards

On cessation of employment, any outstanding deferred bonus awards earned in respect of earlier performance years will normally continue in accordance
with their original terms for the duration of the holding period, except in the case of gross misconduct where awards would be forfeited. If the participant dies,
or in certain ‘good leaver’ circumstances as determined by the Committee, awards may be released on cessation of employment.
On cessation of employment, any outstanding unvested awards will lapse unless the participant dies or is deemed to be a ‘good leaver’ by the Committee in its discretion.

Where the participant is deemed to be a ‘good leaver’, any outstanding unvested awards will normally continue and will vest at the normal vesting date to the extent
the original performance underpins have been satisfied. Unless the Committee determines otherwise, vested awards will normally continue to be subject to the
two-year post-vesting holding period. Awards will normally, unless the Committee determines that an alternative proportion of the awards should vest, be
pro-rated for the portion of the vesting period completed in employment.

The Committee may, in exceptional circumstances, or if the participant dies, decide to allow awards to vest on cessation of employment subject to the Committee’s
assessment of performance against the original performance underpins at that time or the Committee’s assessment of the likely satisfaction of the performance
underpins over the original performance period. Awards will normally, unless the Committee determines that an alternative proportion of the awards should vest,
be pro-rated for the portion of the vesting period completed in employment.
The Company may pay an amount considered reasonable by the Remuneration Committee in respect of an Executive Director’s statutory rights.
The Company may pay damages, awards, fines or other compensation awarded to an Executive Director by any competent court or tribunal or other payments
required to be made on termination of employment under applicable law.
The Company may pay an amount considered reasonable by the Remuneration Committee in respect of fees for legal and tax advice, and outplacement support
for the departing Executive Director.

Payments in relation to statutory rights
Payments required by law

Professional fees

Award under LR 9.4.2
Were an award to be made under LR 9.4.2 then the leaver provisions would be determined at the time of award.

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Directors’ Remuneration
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Takeovers and other corporate events
Under the RSP (or legacy awards made under the Company’s Performance Share Plan), on a takeover or voluntary winding-up of the Company, awards will vest in accordance with the rules of the plan. Vesting
would be determined by the Committee based on the proportion of the vesting period that has elapsed and the extent to which any performance conditions or underpins have been satisfied, although the
Committee has the discretion to determine that such greater proportion as it considers appropriate of the awards should vest, including where it considers the level of shareholder returns is at a superior level.

In the event of a variation of share capital, demerger, capital distribution or any other event having a material impact on the value of the shares, the Committee may determine that outstanding awards shall
vest on the same basis as set out above for a takeover. Alternatively, the Committee may (with the consent of the acquiring company) decide that awards will not vest on a corporate event but will be replaced
by new awards over shares in the new acquiring company or another company determined by the acquiring company.

Bonuses may be paid in respect of the year in which the change of control or winding up of the Company occurs, if the Committee considers this appropriate. The Committee may determine the level of bonus
taking into account any factors it considers appropriate. For any outstanding deferred bonus awards, the Committee, may decide that awards may be released, or alternatively the Committee may decide that
awards will not be released on a corporate event but will be replaced by new awards over shares in the acquiring company or another relevant company.

Amendments
The Committee may make amendments to the terms of the Company’s incentive plans in accordance with the rules of those plans. The Committee may make minor amendments to the policy set out above
(for regulatory, exchange control, tax, administrative purposes or to take account of a change in legislation) without obtaining shareholder approval for that amendment.

Remuneration arrangements throughout the Group
Differences in the policies for Executive Directors and other employees in the Group generally reflect differences in market practice taking into account role and seniority. The remuneration policies for
Executive Directors and the senior executive team are generally consistent in terms of structure and the performance measures used. All eligible employees may participate in the Company’s all-employee
share plans in the relevant territory where they operate.

Consideration of conditions elsewhere in the Group
In making remuneration decisions, the Committee also considers the pay and employment conditions elsewhere in the Group. When reviewing and setting Executive Directors’ remuneration, the Committee
takes into account the pay and employment conditions of Group employees. The Group-wide pay review budget is one of the key factors when reviewing the salaries of the Executive Directors. The Group
complies with local regulations and practices regarding employee consultation more broadly.

Consideration of shareholder views
The Committee undertook a thorough shareholder consultation exercise on the introduction of the Restricted Share Plan in 2020, engaging with the Group’s largest shareholders. In reviewing and setting
remuneration, including that of Executive Directors, the Committee receives updates on investors’ views, and may from time to time engage directly with investors and/or investor representative
organisations on remuneration topics as appropriate. These lines of communication ensure that emerging best-practice principles are factored into the Committee’s decision-making.

Corporate governanceFinancial statementsStrategic reportOverview141 SSP Group plc Annual Report 2023

Directors’ Report

Statutory Disclosures
This section of the Annual Report includes
additional information required to be disclosed
under the Companies Act 2006 (the ‘Act’), the
2018 UK Corporate Governance Code (the ‘Code’),
the Disclosure Guidance and Transparency Rules
(the ‘DTRs’) and the Listing Rules of the Financial
Conduct Authority (the ‘LRs’). The Code can be
found on the Financial Reporting Council’s
website at www.frc.org.uk.

We‘ve chosen, in accordance with Section 414C
(11) of the Act, to include certain matters in our
Strategic Report that would otherwise be
required to be disclosed in this Directors’ Report.
Both the Strategic Report (pages 9-79) and
Corporate Governance Report (pages 80-140)
are incorporated into the Directors’ Report
by reference.

Taken together, the Strategic and Corporate
Governance Reports, along with this Directors’
Report, form the management report for the
purposes of DTR 4.1.8R and are intended to
provide a fair, balanced and understandable
assessment of the development and
performance of the Group’s business during the
year and its position at the end of the year; our
business model; strategy; likely developments;
and any principal risks and uncertainties
associated with our business.

The following specific information required in the
Directors’ Report is included in other sections of
this Annual Report and is incorporated by reference:

There are no disclosures to be made under Listing
Rule 9.8.4.

Other statutory disclosures

Directors of the Group
Dividends
Environmental, social
and governance risks
TCFD Reporting
Future Developments
Going Concern Statement
Greenhouse Gas
Emissions
Post balance sheet events
Reporting under Section
172 of Companies Act
2006 and engagement
with stakeholders
Treasury and Risk
Management

Pages 84-85
Page 61
Pages50-56,
66-77, 79
Pages 50-56
Pages 18-29, 40-49
Pages 78 and161
Pages 28-29, 54-55

Note 32, page 191
Pages 40-49, 96-97

Note 28,
pages 187-190

Directors
The Directors holding office during the year and
the interests in shares and awards over ordinary
shares in the Company held by Directors in office
as at 30 September 2023 are in the Directors’
Remuneration Report on page 130.

The appointment and replacement of Directors
is governed by the Company’s Articles of
Association (‘Articles’), the Code, the Act and
related legislation. Subject to the Articles, the
Act and related legislation, any directions given
by special resolution and any relevant statutes
and regulations, the business of the Company will
be managed by the Board who may exercise all
the powers of the Company.

In line with market practice, the Company has
made qualifying indemnity provisions against any
liabilities the Directors may incur in the execution
of their duties as directors of the Company or its
subsidiaries which the Directors had the benefit
of during the financial year ended 30 September
2023 and which remain in force at the date of this
report. In addition, the Directors and officers of
the Company and its subsidiaries are covered
by Directors’ and Officers’ liability insurance
maintained by the Company.

Shares
Share Capital
At 30 September 2023, there were 796,792,695
ordinary shares of 1 ¹⁷⁄2₀₀ pence each in issue
(comprised of 796,529,196 ordinary shares with
one vote each and 263,499 ordinary shares held
in treasury, which are non-voting). The shares in
issue are fully paid up and quoted on the London
Stock Exchange. Further information regarding the
Company’s issued share capital and movements
in the financial year are in note 24 to the financial
statements on page 183.

Rights and obligations attaching to shares
There are no restrictions on the transfer of
the Company’s ordinary shares (or on the voting
rights attaching to them) other than those under
the Articles (see below), restrictions imposed
from time to time by law (including insider dealing
laws) or pursuant to the Company’s securities
dealing code. The Company is not aware of any
agreements between shareholders that may
result in restrictions on the transfer of securities
and/or voting rights.

The rights attaching to the Company’s ordinary
shares are set out in the Articles, available on our
website at www.foodtravelexperts.com. The
Articles may be amended by a special resolution
of the shareholders.

Particular attention should be given to the
following sections within the Articles, covering
the rights and obligations attaching to shares:
• Transfers of ordinary shares: Articles 36-45
provide detail of how transfers of shares may
be undertaken. They also set out the Directors’
rights of refusal to effect a transfer and the
action that Directors must take following
such refusal.

• Votes of members: Articles 92-107 provide
details on voting procedures including on
a show of hands and on a poll.

Details of employee share schemes are set out
in note 24 to the financial statements on page 183.

Awards over shares held by relevant participants
under the Company’s various share plans carry no
rights until the shares are issued to participants
or their nominees.

The Trustees of the Company’s employee
benefit trusts (‘Trustees’) are entitled to vote
on unallocated shares held in the trust fund
from time to time but they may consider, in their
absolute discretion, any recommendations made
to them by the Company before doing so. The
general policy of the Trustees is to abstain from
exercising voting rights on unallocated shares
held in trust. In respect of allocated shares held
by the Trustees as nominee (including the
Trustees of the Company’s Share Incentive Plans),
they must seek instructions from participants on
how they should exercise their voting rights
before doing so on their behalf.

Corporate governanceFinancial statementsStrategic reportOverview142 SSP Group plc Annual Report 2023

Issuing shares
At the 2023 AGM, the Directors were granted
authority to allot shares in the Company and to
grant rights to subscribe for, or to convert any
security into, shares in the Company:
(a) up to a nominal amount of £2,880,780; and
comprising equity securities up to a nominal
(b)
amount of £5,761,561 (such amount to be
reduced by any allotments made under (a)
above), in connection with an offer by way
of a rights issue.

The authorities conferred on the Directors to
allot securities under paragraphs (a) and (b) will
expire on the date of the 2024 AGM, or close of
business on 16 May 2024, whichever is sooner
(the ‘Expiry Date’). The Directors will be seeking a
new authority at the 2024 AGM for the Directors
to allot shares and to grant subscription and
conversion rights to ensure that the Directors
continue to have the flexibility to act in the best
interests of shareholders when opportunities
arise, by issuing new shares or granting such rights.

The Directors were also given authority to allot
equity securities for cash, or to sell ordinary
shares as treasury shares for cash subject to
certain limitations, such authority to apply until
the Expiry Date. The Directors will seek to renew
this authority at the 2024 AGM.

Buyback of shares
The Directors were granted authority to make
market purchases of the Company’s own shares
on behalf of the Company up to a maximum of
approximately 10% of the Company’s issued
share capital at the 2023 AGM. This authority
was not used during the financial year.

This standard authority is renewable annually
and the Directors will seek to renew this authority
at the 2024 AGM.

Profit forecast
In our preliminary full year results for the year
ending 30 September 2023, announced on
6 December 2022 (‘2022 FY Results’) we made
the following statement which is regarded as a
profit forecast for the purposes of the Financial
Conduct Authority’s Listing Rule 9.2.18:

“In total, we are planning for revenues to be in the
region of £2.9-3.0bn in 2023 and in the region of
£3.2-3.4bn in 2024, with a corresponding EBITDA
(pre-IFRS 16) in the region of £250-£280m in
2023 and £325-£375m in 2024.”

We restated this guidance in our First Quarter
Update announcement made on 16 February 2023
(‘Q1 Update’):

“Despite the impact of industrial action in the
UK rail network, strong trading across our other
regions means our performance remains on track
against the planning assumptions outlined for
2023 at our Preliminary Results on 6 December
2022, namely for revenues to be in the region
of £2.9-3.0bn with corresponding EBITDA
(pre-IFRS 16) in the region of £250-£280m”.

In our half-year results announcement on 22 May
2023 (‘HY Results’), we provided updated revenue
and EBITDA guidance along with earnings per
share (‘EPS’) guidance for the statement for the
year ending 30 September 2023, each of which is
regarded as a profit forecast for the purposes of the
Financial Conduct Authority’s Listing Rule 9.2.18:

“As we look ahead to the second half, driven by the
pace of recovery of passenger numbers, we are
now planning for revenue and EBITDA (underlying
pre-IFRS 16) to be at the upper end of our previous
expectation of £2.9-£3.0bn and £250-£280m
respectively for the 2023 financial year.
Performance in the year is expected to be
particularly strong in our North America and Rest
of the World regions, where we typically operate
with joint venture partners. The corresponding
earnings per share (underlying pre-IFRS 16) for
the 2023 financial year are expected to be in the
range of 7.0-7.5p.”

Directors’ Report

Pre-Close Update: “Our expectations for FY2023
remain for revenue and EBITDA (underlying
pre-IFRS 16) to be at the upper end of the planning
assumptions provided at our Preliminary results
in December 2022. This would represent full year
revenue of c.£3.0bn and EBITDA (underlying
pre-IFRS 16) of c.£280m with a corresponding
EPS (underlying pre-IFRS 16) towards the lower
end of the previously indicated range of 7.0-7.5p.
We expect to deliver these results despite the
significant strengthening of Sterling against most
of our major currencies during the year.”

“Our strong expected performance in FY2023
underpins our confidence in the delivery of our
FY2024 planning assumptions (set out in
December 2022 at the prevailing FX rates),
including for EBITDA (underlying pre-IFRS 16) to
be in the range of £325m-£375m. We note that,
reflecting the strengthening of Sterling against
most of our major currencies since December
2022, at current FX rates the translation impact
would be to reduce FY2024 EBITDA (underlying
pre-IFRS 16) by approximately 6% or c.£20m.”

For the purposes of compliance with LR 9.8.4R(2),
the actual figures for the 2023 Financial Year
were: £3009.7m revenue, £280m EBITDA
(on a pre-IFRS 16 basis) and 7.1p earnings per
share, in line with the guidance issued in the 2022
FY Results, Q1 Update, HY Results, Q3 Update
and Pre-Close Update.

In the HY Results, we also restated our revenue
and EBITDA guidance in respect of the year
ending 30 September 2024 (originally given in the
2022 FY Results), each of which is regarded as a
profit forecast for the purposes of the Financial
Conduct Authority’s Listing Rule 9.2.18:

“Furthermore, as a consequence of the strong
trading trajectory, we have an increased level
of confidence in the delivery of our planning
assumptions for FY2024, namely revenues in
the region of £3.2-3.4bn, with a corresponding
EBITDA (underlying pre-IFRS 16) in the region
of £325-£375m.”

We also provided updated revenue, EBITDA
and EPS guidance in our Third Quarter Update
announcement on 21 June 2023 (‘Q3 Update’) and
our pre-close trading update on 21 September 2023
(‘Pre-Close Update’), all of which are regarded as
profit forecasts for the purposes of the Financial
Conduct Authority’s Listing Rule 9.2.18:

Q3 update: “With the earlier than anticipated
completion of the acquisition of the Midfield
Concessions business and the continuation of
strong trading momentum, our expectation
remains for revenue and EBITDA (underlying
pre-IFRS 16) to be at the upper end of the range
of c.£2.9bn-£3.0bn and c.£250m-£280m
respectively for FY2023, and for a corresponding
EPS (underlying pre-IFRS 16) in the range of
7.0-7.5p. We are also increasingly confident in the
delivery of our planning assumptions for FY2024,
namely revenues in the region of £3.2-3.4bn, with
a corresponding EBITDA (underlying pre-IFRS 16)
in the region of £325-£375m.”

Corporate governanceFinancial statementsStrategic reportOverview143 SSP Group plc Annual Report 2023

Major Shareholdings
Information provided to the Company pursuant to
the DTRs is published on a Regulatory Information
Service and on our website. As at 30 September
2023, we had received the following notifications
of major shareholdings of 3% or more under
DTR 5 (the percentages shown are the percentages
at the time of the disclosure and have not been
re-calculated based on the issued share capital
at year-end).

Name
JP Morgan Asset
Management (UK)
Limited and JP Morgan
Investment
Management Inc
Schroders plc
GIC Private Limited
(Chase Nominees
Limited)
Old Mutual Global
Investors (UK) Limited
Artemis Investment
Management LLP
Marathon Asset MGMT
Limited
Parvus Asset
Management Europe
Limited
HSBC Holdings PLC
BlackRock, Inc.
APG Asset Management
Limited

Date of
notification
of interest

% of issued
ordinary share
capital

10.07.14
07.11.14

3.58%
4.99%

02.11.17

3.16%

02.07.18

9.71%

10.12.19

5.06%

23.08.21

8.24%

5.19%
08.12.21
08.02.22
9.21%
13.06.23 Below 5%

28.09.23

10.99%

On 28 November 2023, the Company was notified
that APG Asset Management Limited had
increased their holding from 10.99% to 11.04%.
No other notifications were received between
30 September 2023 and the date of this report.

So far as the Company is aware, no other person
held a notifiable interest in the ordinary share
capital of the Company. The holdings and voting
rights shown to the left were correct at the date
of notification. These holdings may have changed
since the Company was notified, including as a
result of share consolidations in 2018 and 2019,
and the Rights Issue in April 2021.

policy that provided a supplier is complying with
the relevant terms and conditions, including the
prompt and complete submission of all specified
documentation, payment will be made in
accordance with agreed terms. It is also Group
policy to ensure that suppliers know the terms
on which payment will take place when business
arrangements are agreed.

As at 30 September 2023, the Company had no
controlling shareholders. No shareholder holds
ordinary shares that carry special rights relating
to the control of the Company.

Employee engagement
and business relationships
Understanding the views and values of all of our
stakeholders, including employees, customers,
investors and other business relationships,
is critical to SSP’s success. Examples of how our
Board Directors have engaged with employees
and had regard to employee and other
stakeholder interests and the effect of that
regard, including on the principal decisions taken
by the Company, are detailed throughout this
report, and specific examples can be found
on pages 40-49 and 94-97.

Details of how information is communicated
to employees (including as to participation in
our employee share plans) and how we achieve
a common awareness with our employees of
the financial and economic factors affecting the
performance of the Company is on pages 22-23,
43, 94-95 and 98-101.

Supplier payment policy
The country business teams within the Group are
responsible for establishing appropriate policies
with regard to the payment of their suppliers.

The Group has a set of standard terms and
conditions which is used throughout the Group,
adapted for local law. It is Group policy that supplier
arrangements should take place on the Group’s
standard terms and conditions wherever possible.
In the event that they are not agreed, our operating
companies will agree terms and conditions under
which supply arrangements are made. It is Group

For the payment practices reporting period
ended 29 March 2023, the average time to pay
for our UK operating business was 38 days.

Change of control
Contracts
There are a number of contracts entered into by
members of the Group that allow the counterparties
to alter or terminate those arrangements in the
event of a change of control of the Company.
These arrangements are commercially sensitive
and confidential, and their disclosure could be
seriously prejudicial to the Group.

Other agreements
Other than a service contract between the
Executive Directors and a Group company, no
Director had a material interest at any time during
the year in any significant contract with the
Company or any of its subsidiaries. The Company
does not have agreements with any Director,
officer or employee that would provide
compensation for loss of office or employment
resulting from a takeover, except that provisions
of the Company’s employee share plans may
cause options and awards granted under such
plans to vest on a takeover.

The Group’s main credit facilities, being the
committed bank facilities agreement dated 12
July 2023 (the ‘Facilities Agreement’) entered into
by SSP Financing Limited (‘SSP Financing’), a
wholly-owned subsidiary of the Company, contain
a change of control provision which provides that
if any person or group of persons acting in concert
gain Control of the Company (i) SSP Financing
shall promptly notify the agent upon becoming
aware of that event and the agent shall promptly
notify the lenders, (ii) a lender shall not be obliged

Directors’ Report

to fund a Loan (except for a Rollover Loan),
(iii) the agent and SSP Financing shall enter
into negotiations for a period of not more
than 15 business days with a view to agreeing
alternative terms for continuing the Facilities and
any alternative basis agreed shall, with the prior
consent of all the lenders and SSP Financing, be
binding on all parties and (iv) if, after 15 business
days of negotiations between the agent and SSP
Financing, no alternative basis has been agreed
in accordance with (iii), then if a lender so requires
and notifies the agent within 5 business days
after the end of the negotiation period, the agent
shall (by not less than 15 business days’ notice to
SSP Financing) cancel the commitments of that
lender and declare the participation of that lender
in all outstanding Loans, together with accrued
interest, and all other amounts accrued under the
finance documents immediately due and payable,
whereupon the commitment of that lender will be
cancelled and all such outstanding amounts, will
become immediately due and payable. Capitalised
terms used in this paragraph and not otherwise
defined shall have the meanings given to them
in the Facilities Agreement.

SSP Financing also entered into: (i) a note purchase
agreement on 9 August 2018 (as amended from
time to time) (‘2018 NPA’) in respect of a US$175m
issue of US Private Placement notes (the ‘2018
Notes’); and (ii) a note purchase agreement on
11 April 2019 (as amended from time to time)
(‘2019 NPA’) in respect of a US$199.5m and
€58.5m issue of US Private Placement notes
(‘2019 Notes’). The 2018 NPA and 2019 NPA
(‘NPAs’) each contain a change of control
provision whereby if any one person or a group
of persons acting in concert gain Control of the
Company (as defined in the NPAs), then the
Company and SSP Financing must give written
notice of this to the holders of the 2018 Notes
and 2019 Notes (‘Notes’). The written notice shall
contain an offer by SSP Financing to prepay the
entire unpaid principal amount of the Notes held
by each holder together with interest thereon.

Corporate governanceFinancial statementsStrategic reportOverviewDirectors’ Report

144 SSP Group plc Annual Report 2023

Diversity reporting under Section 414C(8)(c)
of the Act
Details of the persons of each sex as at
30 September 2023 for the categories referred
to under Section 414C(8)(c) of the Act are set
out below.

Directors of
SSP Group plc
Senior Managers¹
Employees of
SSP Group²

Male

Female

4 (50%)
8 (67%)

4 (50%)
4 (33%)

20,575 (49%)

21,177 (51%)

Senior Managers comprise the Group Executive Committee
(excluding the Group CEO and the Deputy Group CEO and CFO).
For the all employee number we have included the numbers for
all employees across the Group, not just SSP Group plc.

Political donations
Our policy is to not make any political donations.
Neither the Company nor its subsidiaries, during
the financial year ended 30 September 2023,
made any political donation to a political party,
other political organisation or independent
election candidate, or incurred any political
expenditure or made any contribution to a
non-UK political party. However, in view of the
broad wording adopted in the Act, and the Board’s
wish to avoid any inadvertent infringement of it,
the Company will again propose to shareholders
at the 2024 AGM that a precautionary authority
be granted of up to £25,000 in aggregate.
Details are included in our Notice of AGM.

Branches
The Company does not have any branches outside
the UK.

AGM 2024
The AGM will be held on 30 January 2024. Further
details of the arrangements for the 2024 AGM
are set out in the Notice of AGM, which, along with
other relevant documentation, is enclosed with
this Annual Report or available on the Group’s
website at www.foodtravelexperts.com. The
Directors consider that each of the resolutions
is in the best interests of the Company and the
shareholders as a whole and recommend that
shareholders vote in favour of all the resolutions.

The Notice of AGM specifies deadlines for
exercising voting rights and appointing a proxy
or proxies to vote in relation to resolutions
to be put to the AGM.

Electronic tagging
In accordance with European Single Electronic
Format (‘ESEF’) requirement that UK-listed
companies provide their primary financial
statements in standardised machine-readable
format, SSP’s 2023 Annual Report and Accounts
is published as an XHTML tagged document which
can be found on www.foodtravelexperts.com.

Approved by the Board and signed on its behalf by:

Fiona Scattergood
Group General Counsel and Company Secretary
5 December 2023

Research and development
The Group does not undertake material levels
of research and development activity.

Disabled employees
The Company gives full and fair consideration to
applications for employment by disabled persons,
bearing in mind the aptitudes of the applicant
concerned. In the event of employees becoming
disabled while in the course of their employment,
every effort is made to ensure that their
employment with the Group continues, and that
appropriate training is arranged. It is the policy of
the Group that the training, career development
and promotion of disabled persons should,
so far as possible, be identical to that of other
employees. Our markets have progressed further
initiatives and activities to embrace diversity and
help drive an inclusive business for our colleagues
and customers. Further, during the year, we have
developed a Neurodiversity and Disability Network
for launch at the end of the 2023 calendar year.
See pages 42-43 of our Sustainability Report.

Auditor
The auditor, KPMG LLP, has indicated its
willingness to continue in office, and a resolution
that it will be reappointed will be proposed at the
2024 AGM.

Statement of disclosure of information to auditors
Insofar as each Director in office on the date
of approval of this report is aware, there is no
relevant audit information of which the Company’s
external auditor is unaware, and the Directors
have taken all the steps which they ought to have
taken as Directors, to make themselves aware of
any relevant audit information and to establish
that the Company’s external auditor is aware of
that information. This confirmation is given and
should be interpreted in accordance with the
provisions of Section 418 of the Act.

Corporate governanceFinancial statementsStrategic reportOverview145 SSP Group plc Annual Report 2023

Statement of Directors’
Responsibilities in respect
of the Annual Report and
Financial Statements

The directors are responsible for preparing the
Annual Report and Accounts the Group and parent
Company financial statements in accordance with
applicable law and regulations.

Company law requires the directors to prepare
Group and parent Company financial statements
for each financial year. Under that law they are
required to prepare the Group financial
statements in accordance with UK-adopted
international accounting standards and applicable
law and have elected to prepare the parent
Company financial statements accordance with
UK accounting standards, including FRS 101
Reduced Disclosure Framework.

Under company law the directors must not
approve the financial statements unless they are
satisfied that they give a true and fair view of the
state of affairs of the Group and parent Company
and of the Group’s profit or loss for that period.
In preparing each of the Group and parent
Company financial statements, the Directors
are required to:
• select suitable accounting policies and then

apply them consistently;

• make judgements and estimates that are

reasonable, relevant and reliable;

• for the Group financial statements state
whether they have been prepared in
accordance with UK-adopted international
accounting standards.

• for the parent Company financial statements,
state whether applicable UK accounting
standards have been followed, subject to any
material departures disclosed and explained
in the parent Company financial statements.
• assess the Group and parent Company’s ability
to continue as a going concern, disclosing, as
applicable, matters related to going concern; and

• use the going concern basis of accounting

unless they either intend to liquidate the Group
or the parent Company or to cease operations,
or have no realistic alternative but to do so.

The Directors are responsible for keeping
adequate accounting records that are sufficient
to show and explain the parent Company’s
transactions and disclose with reasonable
accuracy at any time the financial position of
the parent Company and enable them to ensure
that its financial statements comply with the

Companies Act 2006. They are responsible
for such internal control as they determine is
necessary to enable the preparation of financial
statements that are free from material
misstatement, whether due to fraud or error, and
have general responsibility for taking such steps
as are reasonably open to them to safeguard the
assets of the Group and to prevent and detect
fraud and other irregularities.

Under applicable law and regulations, the
directors are also responsible for preparing a
Strategic Report, Directors’ Report, Directors’
Remuneration Report and Corporate Governance
Statement that complies with that law and
those regulations.

The directors are responsible for the
maintenance and integrity of the corporate and
financial information included on the company’s
website. Legislation in the UK governing the
preparation and dissemination of financial
statements may differ from legislation in
other jurisdictions.

In accordance with Disclosure Guidance
and Transparency Rule 4.1.14R, the financial
statements will form part of the annual financial
report prepared using the single electronic
reporting format under the TD ESEF Regulation.
The auditor’s report on these financial statements
provides no assurance over the ESEF format.

Responsibility statement of the directors
in respect of the annual financial report
We confirm that to the best of our knowledge:
• the financial statements, prepared in
accordance with the applicable set of
accounting standards, 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; and

• the Strategic Report and Directors’ Report

includes a fair review of the development and
performance of the business and the position
of the issuer and the undertakings included in
the consolidation taken as a whole, together
with a description of the principal risks and
uncertainties that they face.

We consider the annual report and accounts, taken
as a whole, is fair, balanced and understandable
and provides the information necessary for
shareholders to assess the Group’s position and
performance, business model and strategy.

Patrick Coveney
Group CEO
5 December 2023

Jonathan Davies
Deputy Group CEO and CFO
5 December 2023

Corporate governanceFinancial statementsStrategic reportOverview146 SSP Group plc Annual Report 2023

Overview

Strategic report

Corporate governance

Financial statements

Financial statements
147 Independent auditor’s
report to the members
of SSP Group plc

156 Consolidated

income statement

157 Consolidated statement of

other comprehensive income

158 Consolidated balance sheet
159 Consolidated statement
of changes in equity

160 Consolidated

161

cash flow statement
Notes to consolidated
financial statements
193 Company balance sheet
194 Company statement
of changes in equity
195 Notes to Company

financial statements

207 Glossary
208 Company information

147 SSP Group plc Annual Report 2023

Independent auditor’s report to the members of SSP Group plc

1. Our opinion is unmodified
We have audited the financial statements of SSP Group plc (‘the Company’) for the year ended
30 September 2023 which comprise the consolidated income statement, the consolidated statement
of other comprehensive income, the consolidated balance sheet, the consolidated statement of changes
in equity, the consolidated cash flow statement, the company balance sheet and the company statement
of changes in equity, and the related notes, including the accounting policies in notes 1 and 33.

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 30 September 2023 and of the Group’s profit for the year then ended;
• the Group financial statements have been properly prepared in accordance with UK-adopted

international accounting standards;

• the parent Company financial statements have been properly prepared in accordance with

UK accounting standards, including FRS 101 Reduced Disclosure Framework; and

• the financial statements 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 are described below. We believe that the audit evidence we have
obtained is a sufficient and appropriate basis for our opinion. Our audit opinion is consistent with our
report to the audit committee.

We were first appointed as auditor by the directors on 20 September 2006. The period of total
uninterrupted engagement is for the 18 financial years ended 30 September 2023. We have fulfilled
our ethical responsibilities under, and we remain independent of the Group in accordance with, UK
ethical requirements including the FRC Ethical Standard as applied to listed public interest entities.
No non-audit services prohibited by that standard were provided.

2. Key audit matters: our assessment of risks of material misstatement
Key audit matters are those matters that, in our professional judgement, were of most significance
in the audit of the financial statements and include the most significant assessed risks of material
misstatement (whether or not due to fraud) identified by us, 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. We summarise below the key audit matters, in decreasing order of audit
significance, in arriving at our audit opinion above, together with our key audit procedures to address
those matters and, as required for public interest entities, our results from those procedures. These
matters were addressed, and our results are based on procedures undertaken, in the context of, and
solely for the purpose of, our audit of the financial statements as a whole, and in forming our opinion
thereon, and consequently are incidental to that opinion, and we do not provide a separate opinion
on these matters.

Corporate governanceFinancial statementsStrategic reportOverview148 SSP Group plc Annual Report 2023

Recoverability of site assets

Property, plant and equipment
(‘PPE’) – specific CGUs within
the overall balance of £586.9m
(FY22: £469.3m)

Right-of-use (‘ROU’)
assets – specific CGUs within
the overall balance of £931.5m
(FY22: £736.3m)

Our assessment of the risk is that
it has decreased since FY22.

Refer to Audit Committee Report
(page 112) ; Note 1.16, Accounting
policies (page 165) ; Note 11,
Property, and equipment
(page 172) ; and Note 13,
Right-of-use assets (page 175)

Independent auditor’s report to
the members of SSP Group plc

The risk
Forecast based assessment

Our response
Our procedures included:

There is a risk that site assets are overstated if future
cash generated from individual sites does not support
their carrying amounts.

Our sector experience – We used third-party industry reports and government sources, as well as our
experience and understanding of the retail and travel sectors, to challenge the key assumptions used
to develop the Group’s forecasts.

Covid-19 led to a material decline in passenger numbers in
previous years, which in turn adversely impacted the Group’s
performance. While revenue was anticipated to revert to
pre-Covid-19 levels in FY23, at the time of audit planning,
there was still higher uncertainty over this recovery as well as
the impact of broader inflationary pressures on performance.
As the year progressed, the Group has shown improved
performance, and full year revenue of £3,009.7m was above
pre-Covid-19 levels.

Our valuation expertise – We used our understanding of similar companies and our experience to
assist us in assessing the appropriateness of the impairment review methodology and assumptions,
including an assessment of the discount rate assumptions used by the Group.

Sensitivity analysis – We prepared multiple alternate scenarios sensitising key assumptions
individually and in combination to assess their impact on the recoverability of the site assets.

Historical comparison – We evaluated the historical accuracy of the Group’s forecasts by comparing
budgets to actual results.

Assessing the recoverability of site assets relies on a number
of assumptions around future trading performance, such as
future sales growth rates and discount rates, that involve
estimation uncertainty.

Testing application – We tested the completeness of site assets included in the Group’s CGU
impairment exercise, including the treatment of recognised right-of-use assets, and assets acquired
and disposed during the period. We also tested whether the Group’s forecasts had been appropriately
and consistently included in the impairment models.

Site level performance and forecasts are localised and therefore
the risk over recoverability of site assets varies across countries.
Our risk assessment this year, conducted at a country level,
identified that the risk was associated with PPE and ROU assets
in Spain, France and Germany.

The effect of these matters is that, as part of our risk assessment
for audit planning purposes, we determined that the carrying
value of site assets had a higher degree of estimation
uncertainty, with a potential range of reasonable outcomes
greater than our materiality as a whole.

In conducting our final audit work, we reassessed the degree
of estimation uncertainty to be less than materiality.

Assessing transparency – We assessed the appropriateness of the Group’s disclosures in respect
of the recoverability of site assets.

We performed the tests above rather than seeking to rely on any of the Group’s controls because
the nature of the balance is such that we would expect to obtain audit evidence primarily through
the detailed procedures described.

Our results
We found the site assets balances, and the related impairment charge, to be acceptable
(FY22: acceptable)

Corporate governanceFinancial statementsStrategic reportOverview149 SSP Group plc Annual Report 2023

Accounting for the acquisition of
the business and related assets
from Midfield Concession
Enterprises (‘MCE’)

Property, plant, and equipment
of £25.9m

Right-of-use assets of £34.5m

Other assets of £0.4m

The risk is new in FY23.

Refer to Audit Committee Report
(page 112) ; Note 1.12, Accounting
policies (page 164); and Note 31,
Business combinations and other
acquisitions (page 191)

Recoverability of parent’s
investment in subsidiary
undertaking

Investment in
subsidiary – £1,203.4m
(FY22: £1,202.0m)

Our assessment of the risk is that
it has decreased since FY22.

Refer to Note 33, Accounting
policies (page 195); and Note 35,
Investment in subsidiary
undertakings (page 196)

Independent auditor’s report to
the members of SSP Group plc

The risk
Significant unusual transaction

Our response
Our procedures included:

On 6 June 2023, the Group acquired the business and net assets
related to concessions at six airports in the United States from
MCE for a purchase consideration transferred of £37.5m and
£23.3m of lease liabilities assumed.

The Purchase Price Allocation (‘PPA’) accounting is material
in the context of the Group’s financial statements.

There is a risk that assets acquired are not completely identified
or not valued appropriately which would result in amortising or
depreciating assets being understated, and the resulting
Goodwill balance being overstated.

While the acquisition of assets is less complex than other
acquisition methods, the extent of audit effort undertaken
on the PPA accounting resulted in our determination that
the PPA accounting is a key audit matter in the current period.

Methodology choice – We assessed the results of management’s PPA accounting by considering
if it was in accordance with relevant accounting standards.

Tests of detail – We inspected a sample of acquired lease agreements and agreed them to the inputs
used to value the right-of-use assets and related lease liabilities. We physically inspected a sample
of acquired property, plant and equipment assets acquired to verify their existence.

Our valuation expertise – We used our own valuation expert to assist in assessing the valuation
techniques used in the PPA accounting and their application, and the appropriateness of the results.

Assessing application – We considered the results of management’s PPA accounting and compared
it to our expectations, taking account of our understanding of the underlying transaction.

Assessing transparency – We assessed the appropriateness of the Group’s disclosures in respect
of the results of the PPA accounting.

Our results
We found the balance of acquired assets to be acceptable (FY22: not applicable).

Low risk, high value

Our procedures included:

The carrying amount of the parent company’s investment in
subsidiary represents 82% (FY22: 81%) of the company’s total
assets. Its recoverability is not at a high risk of significant
misstatement or subject to significant judgement.

Due to the improved performance of the Group following the
recovery of revenue in FY23 to be higher than pre-Covid-19
levels, our assessment of the risk is that it has decreased
since FY22.

Tests of detail – We compared the carrying amount of the investment book value to the underlying
aggregate recoverable amount of the Group’s CGUs, after adjusting for net debt.

Comparing valuations – We compared the carrying amount of the investment to the market
capitalisation for the Group (after adjusting for net debt).

We performed the tests above rather than seeking to rely on any of the Company’s controls because
the nature of the balance is such that we would expect to obtain audit evidence primarily through
the detailed procedures described.

However, due to its materiality in the context of the parent
company financial statements, this is the area that had the
greatest effect on our overall parent company audit.

Our results
We found the Company’s conclusion that there is no impairment in its investment in subsidiary
to be acceptable (FY22: acceptable).

We continue to perform procedures over Recoverability of goodwill and indefinite life intangible assets, and Going concern. However, following the continued recovery of performance and the revenue of the
Group in FY23 being higher than pre-Covid-19, and the FY23 refinancing (as disclosed in Note 19), we have not assessed these as areas of the most significant risk in our FY23 audit and, therefore, they are not
separately identified in our report this year.

Corporate governanceFinancial statementsStrategic reportOverview150 SSP Group plc Annual Report 2023

Independent auditor’s report to
the members of SSP Group plc

3. Our application of materiality and an overview of the scope of our audit
Materiality for the Group financial statements as a whole was set at £15.0m (FY22: £11.5m),
determined with reference to a benchmark of Group total revenue as disclosed in Note 5 of which it
represents 0.5% (FY22: 0.7%). In FY22, the revenue materiality benchmark was normalised through
averaging of the last four years due to fluctuations in the business cycle.

Materiality for the parent Company financial statements as a whole was set at £6.0m (FY22: £4.6m),
determined with reference to a benchmark of Company total assets, of which it represents 0.4%
(FY22: 0.3%).

In line with our audit methodology, our procedures on individual account balances and disclosures
were performed to a lower threshold, performance materiality, so as to reduce to an acceptable level
the risk that individually immaterial misstatements in individual account balances add up to a material
amount across the financial statements as a whole.

Performance materiality was set at 75% (FY22: 65%) of materiality for the financial statements as
a whole, which equates to £11.2m (FY22: £7.5m) for the Group and £4.5m (FY22: £3.0m) for the parent
Company. We applied this percentage in our determination of performance materiality because we did
not identify any factors indicating an elevated level of risk.

We agreed to report to the Audit Committee any corrected or uncorrected identified misstatements
exceeding £0.75m (FY22: £0.58m), in addition to other identified misstatements that warranted
reporting on qualitative grounds.

Scope
We involved 11 component teams (FY22: 10 component teams) (including the Group team) in the audit.
Of the Group’s 210 (FY22: 189) reporting units, we subjected 93 (FY22: 79) reporting units to full scope
audits for group purposes and 1 (FY22: 1) to specified risk-focused audit procedures. The latter was not
individually financially significant enough to require a full scope audit for group purposes, but did
present specific individual risks that needed to be addressed.

The reporting units within the scope of our work accounted for the percentages illustrated below.

The remaining 22% (FY22: 22%) of total Group revenue, 20% (FY22: 23%) of Group profit before tax
and 19% (FY22: 18%) of total Group assets is represented by 116 (FY22: 108) reporting units, none of
which individually represented more than 2.5% (FY22: 4%) of any of total Group revenue, Group profit
before tax or total Group assets. For the residual reporting units, we performed analysis at an
aggregated group level to re-examine our assessment that there were no significant risks of material
misstatement within these.

The Group team instructed component auditors as to the significant areas to be covered, including the
relevant risks detailed above and the information to be reported back. The Group team approved the
component materialities, which ranged from £2.25m to £8.25m (FY22: £1.7m to £6.9m), having regard
to the mix of size and risk profile of the reporting units across the Group. The work on 90 of the 93
reporting units (FY22: 76 of the 79) reporting units) was performed by component auditors and the
rest, including the audit of the parent Company, was performed by the Group team. The scope of the
audit work performed was predominately substantive as we placed limited reliance upon the Group’s
internal control over financial reporting.

Group revenue
£3,010m (FY22: £2,185m)

Group materiality
£15.0m (FY22: £11.5m)

Group revenue

Group profit before tax

Group total assets

£15.0m
Group materiality for financial statements as a whole (FY22: £11.5)

£11.2m
Whole financial statements performance materiality (FY22: £7.5m)

£8.2m
Range of materiality at components (£2.25m-£8.25m)
(FY22: £1.7m-£6.9m)

£0.75m
Misstatements reported to the Audit Committee (FY22: £0.58m)

78%

(FY22: 78%)

80%

(FY22: 77%)

81%

(FY22: 82%)

Group revenue
Group materiality

FY23: Full scope for Group audit purposes
FY23: Specified risk-focused audit procedures
FY22: Full scope for Group audit purposes
FY22: Specified risk-focused audit procedures
Residual reporting units

Corporate governanceFinancial statementsStrategic reportOverview151 SSP Group plc Annual Report 2023

Testing over all key audit matters included in Section 2 was performed by the Group team, with the
exception of procedures ‘Sensitivity analysis’ and ‘Testing application’ for Recoverability of site
assets, and ‘Test of detail’ and ‘Our valuation expertise’ for the Accounting for the acquisition of the
business and related assets from Midfield Concession Enterprises. These procedures were performed
by our component auditor teams.

The Group team undertook visits to 3 (FY22: 3) in-scope locations, in the US, Spain and Germany
(FY22: the US, Spain and India) to assess the audit risk and strategy. Video and telephone conference
meetings were also held with all in-scope component auditors. At these visits and meetings, the
findings reported to the Group team were discussed in more detail, and any further work required
by the Group team was then performed by the component auditor.

4. The impact of climate change on our audit
Due to the nature of the Group’s operating sites and revenue streams, there is a possibility that climate
change risks, opportunities, and the Group’s own commitments and changing regulations could have
a significant impact on the Group’s business and operations. There is a possibility that climate change
risks, both physical and transitional, could affect financial statement balances, through estimates such
as the valuation of goodwill.

As part of our audit, we performed a risk assessment of the impact of climate change risk on the
financial statements and our audit approach. As a part of this, we held discussions with our own climate
change professionals to challenge our risk assessment. In doing this we performed the following:
• Understanding management’s processes: We made enquiries to understand management’s
assessment of the potential impact of climate change risk on the Group’s Annual Report and
Accounts and the Group’s preparedness for this. As a part of this we made enquiries to understand
management’s risk assessment process as it relates to possible effects of climate change on the
Annual Report and Accounts.

• Valuations: We considered how the Group considers the impact of climate change risk, both in terms

of impacts on input costs and changes in passenger footfall through transport hubs.

We did not identify the impact of climate risk as a separate key audit matter, given the nature of
the Group’s operations and knowledge gained of its impact on critical accounting estimates during
our risk assessment procedures and testing, including the relatively short-term nature of many of
the Group’s assets.

Audit procedures in relation to Key Audit Matters
In our key audit matter relating to the recoverability of site assets, as set out in section 2 of this report,
we determined that climate change could affect projections of footfall and input costs. We have
assessed the impacts of these risks within our assessment of forecast cash flows overall.

Other audit procedures
During the course of our audit, we considered the Group’s processes around climate change related
disclosures in the Annual Report and read the disclosures in the Strategic Report and Directors’
Report and considered its consistency with the financial statements and our audit knowledge.
We held discussions with our own climate change professionals to challenge our assessment.

Independent auditor’s report to
the members of SSP Group plc

5. Going concern
The Directors have prepared the financial statements on the going concern basis as they do not intend
to liquidate the Group or the Company or to cease their operations, and as they have concluded that
the Group’s and the Company’s financial position means that this is realistic. They have also concluded
that there are no material uncertainties that could have cast significant doubt over their ability to
continue as a going concern for at least a year from the date of approval of the financial statements
(‘the going concern period’).

We used our knowledge of the Group, its industry, and the general economic environment to identify
the inherent risks to its business model and analysed how those risks might affect the Group’s and
Company’s financial resources or ability to continue operations over the going concern period. The
risks that we considered most likely to adversely affect the Group’s and Company’s available financial
resources and/or metrics relevant to debt covenants over this period were:
• The recovery in traveller numbers and trends following Covid-19 and further recovery in the going

concern period;

• The impact of broader macro-economic factors such as inflation and interest rates, and geopolitical

factors on traveller numbers.

We considered whether these risks could plausibly affect the liquidity or covenant compliance in
the going concern period by comparing severe, but plausible downside scenarios that could arise from
these risks individually and collectively against the level of available financial resources and covenants
indicated by the Group’s financial forecasts.

Our conclusions based on this work:
• we consider that the Directors’ use of the going concern basis of accounting in the preparation

of the financial statements is appropriate;

• we have not identified, and concur with the Directors’ assessment that there is not, a material

uncertainty related to events or conditions that, individually or collectively, may cast significant
doubt on the Group’s or Company’s ability to continue as a going concern for the going concern period;

• we have nothing material to add or draw attention to in relation to the Directors’ statement in

Note 1.2 to the financial statements on the use of the going concern basis of accounting with no
material uncertainties that may cast significant doubt over the Group and Company’s use of that
basis for the going concern period, and we found the going concern disclosure in Note 1.2 to be
acceptable; and

• the related statement under the Listing Rules set out on page 78 is materially consistent with the

financial statements and our audit knowledge.

However, as we cannot predict all future events or conditions and as subsequent events may result
in outcomes that are inconsistent with judgements that were reasonable at the time they were made,
the above conclusions are not a guarantee that the Group or the Company will continue in operation.

Corporate governanceFinancial statementsStrategic reportOverview152 SSP Group plc Annual Report 2023

6. Fraud and breaches of laws and regulations – ability to detect
Identifying and responding to risks of material misstatement due to fraud
To identify risks of material misstatement due to fraud (‘fraud risks’), we assessed events or
conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity
to commit fraud.

Our risk assessment procedures included:
• enquiring of the Directors, management, legal counsel, and members of the Internal Audit function
as to whether they are aware of any instances of fraud, and as to the Group’s high-level policies and
procedures to prevent and detect fraud;
• reading Board and committee minutes;
• using analytical procedures to identify any unusual or unexpected relationships;
• inspection of internal audit reports issued during the year and whistle-blower logs; and
• considering the Group’s results against performance targets and the Group’s remuneration policies,

key drivers for remuneration, and bonus levels.

We communicated identified fraud risks throughout the audit team and remained alert to any
indications of fraud throughout the audit. This included communication to our global component
teams of all relevant fraud risks identified at the Group level, and requests to our component audit
teams to report to the Group audit team any instances of fraud which could give rise to a material
misstatement at the Group level.

As required by auditing standards, and having considered the impact of the Group’s results against
performance targets, we perform procedures designed to address the risk of management override
of controls, in particular the risk that Group and component management may be in a position to make
inappropriate accounting entries and the risk of bias in accounting estimates and judgements such as
the recoverability of site assets. Further detail in respect of this matter is set out in the key audit
matter disclosures within section 2 of this report.

Independent auditor’s report to
the members of SSP Group plc

On this audit, we do not believe that there is a fraud risk related to revenue recognition based
on the following assessment:
• The accounting for the majority of the Group’s sales is non-complex, with a strong correlation to

cash receipts and limited opportunities for manual intervention in the sales process to fraudulently
manipulate revenue.

• There is limited judgement in the accounting for sales which further limits management’s

opportunity to fraudulently manipulate revenue.

We did not identify any additional fraud risks.

We also performed procedures including:
• Identifying and testing journal entries and other adjustments for all full scope components

based on specific risk-based criteria and comparing identified entries to supporting documentation.
These included entries posted by unusual or unauthorised users, those posted to unexpected
account combinations and those with unusual posting descriptions.

• Assessing significant accounting estimates for bias.

Identifying and responding to risks and material misstatement due to non-compliance with laws
and regulations
We identified areas of laws and regulations that could reasonably be expected to have a material
effect on the Financial Statements from our general commercial and sector experience, through
discussions with the Directors and other management (as required by auditing standards), and from
inspection of the Group’s regulatory and legal correspondence and discussed with the Directors and
other management the policies and procedures regarding compliance with laws and regulations.

We communicated identified laws and regulations risks throughout our team and remained alert to
any indication of non-compliance throughout the audit. This included communication from the Group
to all component audit teams of relevant laws and regulations identified at the Group level, and a
request for component auditors to report to the Group audit team any instances of non-compliance
with laws and regulations that could give rise to a material misstatement at the Group level.

The potential effect of these laws and regulations on the financial statements varies considerably.
Firstly, the Group is subject to laws and regulations that directly affect the Financial Statements,
including financial reporting legislation (including related company legislation, distributable profits
legislation, and taxation legislation (direct and indirect). We assessed the extent of compliance with
these laws and regulations as part of our procedures on the related financial statement items.

Corporate governanceFinancial statementsStrategic reportOverview153 SSP Group plc Annual Report 2023

Secondly, the Group is also subject to many other laws and regulations, where the consequences
of non-compliance could have a material effect on amounts or disclosures in the financial statements,
for instance through the imposition of fines or litigation or the loss of the Group’s permission to
operate in geographic locations where non-adherence to laws could prevent trading in these locations.
We identified the following areas as being most likely to have such an effect:
• Consumer product laws such as product safety, quality standards and communication of allergens,

reflecting the nature of the Group’s operations;

• Employee health and safety, reflecting the nature of the group’s operating locations; and
• Data privacy laws, reflecting the customer data held by the group.

Auditing standards limit the required audit procedures to identify non-compliance with these laws and
regulations to enquiry of the Directors and other management and inspection of regulatory and legal
correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or
evident from relevant correspondence, an audit will not detect that breach.

Context of the ability of the audit to detect fraud or breaches of law or regulation
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have
detected some material misstatements in the Financial Statements, even though we have properly
planned and performed our audit in accordance with auditing standards. For example, the further
removed an instance of non-compliance with laws and regulations is from the events and transactions
reflected in the Financial Statements, the less likely it is that the inherently limited procedures
required by auditing standards would identify it.

In addition, as with any audit, there remains a higher risk of non-detection of fraud, as these may
involve collusion, forgery, intentional omission, misrepresentation, or override of internal controls.
Our audit procedures are designed to detect material misstatement. We are not responsible for
preventing non-compliance of fraud and cannot be expected to detect non-compliance with all
laws and regulations.

Independent auditor’s report to
the members of SSP Group plc

7. We have nothing to report on the other information in the Annual Report
The directors are responsible for the other information presented in the Annual Report together with
the financial statements. Our opinion on the financial statements does not cover the other information
and, accordingly, we do not express an audit opinion or, except as explicitly stated below, any form of
assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether, based on our
financial statements audit work, the information therein is materially misstated or inconsistent with
the financial statements or our audit knowledge. Based solely on that work we have not identified
material misstatements in the other information.

Strategic report and directors’ report
Based solely on our work on the other information:
• we have not identified material misstatements in the strategic report and the directors’ report;
• in our opinion the information given in those reports for the financial year is consistent with the

financial statements; and

• in our opinion those reports have been prepared in accordance with the Companies Act 2006.

Directors’ remuneration report
In our opinion the part of the Directors’ Remuneration Report to be audited has been properly
prepared in accordance with the Companies Act 2006.

Disclosures of emerging and principal risks and longer-term viability
We are required to perform procedures to identify whether there is a material inconsistency between
the directors’ disclosures in respect of emerging and principal risks and the Viability statement, and
the financial statements and our audit knowledge.

Based on those procedures, we have nothing material to add or draw attention to in relation to:
• the directors’ confirmation within the Viability statement on page 78 that they have carried out a

robust assessment of the emerging and principal risks facing the Group, including those that would
threaten its business model, future performance, solvency and liquidity;

• the Emerging and Principal Risks disclosures describing these risks and how emerging risks are

identified, and explaining how they are being managed and mitigated; and

• the directors’ explanation in the Viability statement of how they have assessed the prospects of the
Group, over what period they have done so and why they considered that period to be appropriate,
and their statement as to whether they have a reasonable expectation that the Group will be able
to continue in operation and meet its liabilities as they fall due over the period of their assessment,
including any related disclosures drawing attention to any necessary qualifications or assumptions.

Corporate governanceFinancial statementsStrategic reportOverview154 SSP Group plc Annual Report 2023

We are also required to review the Viability statement, set out on page 78 under the Listing Rules.
Based on the above procedures, we have concluded that the above disclosures are materially
consistent with the financial statements and our audit knowledge.

Our work is limited to assessing these matters in the context of only the knowledge acquired during
our financial statements audit. As we cannot predict all future events or conditions and as subsequent
events may result in outcomes that are inconsistent with judgements that were reasonable at the time
they were made, the absence of anything to report on these statements is not a guarantee as to the
Group’s and Company’s longer-term viability.

Corporate governance disclosures
We are required to perform procedures to identify whether there is a material inconsistency between
the directors’ corporate governance disclosures and the financial statements and our audit knowledge.

Based on those procedures, we have concluded that each of the following is materially consistent with
the financial statements and our audit knowledge:
• the Directors’ statement that they consider that the annual report and financial statements

taken as a whole is fair, balanced and understandable, and provides the information necessary
for shareholders to assess the Group’s position and performance, business model and strategy;

• the section of the annual report describing the work of the Audit Committee, including the

significant issues that the audit committee considered in relation to the financial statements,
and how these issues were addressed; and

• the section of the annual report that describes the review of the effectiveness of the Group’s risk

management and internal control systems.

We are required to review the part of the Corporate Governance Statement relating to the Group’s
compliance with the provisions of the UK Corporate Governance Code specified by the Listing Rules
for our review. We have nothing to report in this respect.

Independent auditor’s report to
the members of SSP Group plc

8. We have nothing to report on the other matters on which we are required to report by exception
Under the Companies Act 2006, we are required to report to you if, in our opinion:
• adequate accounting records have not been kept by the parent Company, or returns adequate

for our audit have not been received from branches not visited by us; or

• the parent Company financial statements and the part of the Directors’ Remuneration Report

to be audited are not in agreement with the accounting records and returns; or
• certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.

We have nothing to report in these respects.

9. Respective responsibilities
Directors’ responsibilities
• As explained more fully in their statement set out on page 145, the directors are responsible for:
the preparation of the financial statements including being satisfied that they give a true and fair
view; such internal control as they determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error; assessing the
Group and parent Company’s ability to continue as a going concern, disclosing, as applicable, matters
related to going concern; and using the going concern basis of accounting unless they 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
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 our opinion
in an auditor’s report. Reasonable assurance is a high level of assurance, but does not 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
aggregate, they could reasonably be expected to influence the economic decisions of users taken
on the basis of the financial statements.

A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/
auditorsresponsibilities.

The Company is required to include these financial statements in an annual financial report prepared
using the single electronic reporting format specified in the TD ESEF Regulation. This auditor’s report
provides no assurance over whether the annual financial report has been prepared in accordance with
that format.

Corporate governanceFinancial statementsStrategic reportOverview155 SSP Group plc Annual Report 2023

10. The purpose of our audit work and to whom we owe our responsibilities
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.

Lourens de Villiers
(Senior Statutory Auditor)
for and on behalf of KPMG LLP, Statutory Auditor
Chartered Accountants
15 Canada Square
London, E14 5GL
5 December 2023

Independent auditor’s report to
the members of SSP Group plc

Corporate governanceFinancial statementsStrategic reportOverview156 SSP Group plc Annual Report 2023

Consolidated income statement
for the year ended 30 September 2023

Revenue
Operating costs
Operating profit/(loss)
Share of profit of associates
Finance income
Finance expense
Profit/(loss) before tax
Taxation
Profit/(loss) for the year
Profit/(loss) attributable to:
Equity holders of the parent
Non-controlling interests
Profit/(loss) for the year
Earnings/(loss) per share (pence):
– Basic
– Diluted

1 Presented on an underlying basis, which excludes non-underlying items as further explained in note 6.

2023
Underlying¹

£m
3,009.7
(2,804.9)
204.8
7.2
17.0
(103.6)
125.4
(29.1)
96.3

49.6
46.7
96.3

6.2
6.2

2023
Adjustments
£m
–
(38.0)
(38.0)
(6.7)
–
7.4
(37.3)
(2.9)
(40.2)

(41.5)
1.3
(40.2)

–
–

2023
Total
£m
3,009.7
(2,842.9)
166.8
0.5
17.0
(96.2)
88.1
(32.0)
56.1

8.1
48.0
56.1

1.0
1.0

Notes
3
5

14
8
8

4
4

2022
Underlying¹
£m
2,185.4
(2,153.7)
31.7
6.6
4.9
(86.4)
(43.2)
0.9
(42.3)

(60.9)
18.6
(42.3)

(7.7)
(7.7)

2022
Adjustments
£m
–
59.8
59.8
–
–
8.6
68.4
(16.2)
52.2

50.7
1.5
52.2

–
–

2022
Total
£m
2,185.4
(2,093.9)
91.5
6.6
4.9
(77.8)
25.2
(15.3)
9.9

(10.2)
20.1
9.9

(1.3)
(1.3)

Corporate governanceFinancial statementsStrategic reportOverview157 SSP Group plc Annual Report 2023

Consolidated statement of other comprehensive income
for the year ended 30 September 2023

Other comprehensive income/(expense)
Items that will never be reclassified to the income statement:
Remeasurements on defined benefit pension schemes
Tax credit/(charge) relating to items that will not be reclassified

Items that are or may be reclassified subsequently to the income statement:
Net gain/(loss) on hedge of net investment in foreign operations
Other foreign exchange translation differences
Effective portion of changes in fair value of cash flow hedges
Cash flow hedges – reclassified to income statement
Tax (charge)/credit relating to items that are or may be reclassified
Other comprehensive income for the year
Profit for the year
Total comprehensive income for the year
Total comprehensive (expense)/income attributable to:
Equity holders of the parent
Non-controlling interests
Total comprehensive income for the year

Notes

2023
£m

(4.4)
1.0

33.9
(49.4)
–
–
(1.1)
(20.0)
56.1
36.1

(0.7)
36.8
36.1

2022
£m

8.5
(1.2)

(56.3)
45.6
(0.1)
1.4
3.6
1.5
9.9
11.4

(19.6)
31.0
11.4

Corporate governanceFinancial statementsStrategic reportOverview158 SSP Group plc Annual Report 2023

Consolidated balance sheet
as at 30 September 2023

Non-current assets
Property, plant and equipment
Goodwill and intangible assets
Right-of-use assets
Investments in associates
Deferred tax assets
Other receivables

Current assets
Inventories
Tax receivable
Trade and other receivables
Cash and cash equivalents

Total assets
Current liabilities
Short-term borrowings
Trade and other payables
Tax payable
Lease liabilities
Provisions

Non-current liabilities
Long-term borrowings
Post-employment benefit obligations
Lease liabilities
Other payables
Provisions
Deferred tax liabilities

Total liabilities

Net assets

Notes

2023
£m

2022
£m

11
12
13
14
15
17

17
18

19
20

21
23

19
22
21
20
23
15

586.9
681.1
931.5
16.2
91.0
81.2
2,387.9

42.4
6.0
158.6
303.3
510.3
2,898.2

(12.6)
(741.1)
(23.3)
(252.3)
(25.3)
(1,054.6)

(682.8)
(10.5)
(776.4)
(1.3)
(30.7)
(19.8)
(1,521.5)
(2,576.1)

322.1

469.3
701.7
736.3
17.0
89.0
85.5
2,098.8

37.0
1.5
142.0
543.6
724.1
2,822.9

(68.8)
(719.3)
(18.5)
(216.5)
(24.6)
(1,047.7)

(771.1)
(10.8)
(638.1)
(1.4)
(35.9)
(6.9)
(1,464.2)
(2,511.9)

311.0

Equity
Share capital
Share premium
Capital redemption reserve
Other reserves
Retained losses
Total equity shareholders‘ funds
Non-controlling interests

Total equity

Notes

24
24
24
24

2023
£m

8.6
472.7
1.2
(18.2)
(238.1)
226.2
95.9

322.1

2022
£m

8.6
472.7
1.2
(9.0)
(248.5)
225.0
86.0

311.0

These financial statements were approved by the Board of Directors on 5 December 2023 and were
signed on its behalf by:

Jonathan Davies
Deputy Group CEO and CFO

Corporate governanceFinancial statementsStrategic reportOverview159 SSP Group plc Annual Report 2023

Consolidated statement of changes in equity
for the year ended 30 September 2023

Balance at 30 September 2021
(Loss)/profit for the year
Other comprehensive income/(expense) for the year
Capital contributions from non-controlling interests (note 24)
Dividends paid to non-controlling interests (note 24)
Share-based payments
Tax on share-based payments
Other movements
At 30 September 2022
Profit for the year
Other comprehensive expense for the year
Capital contributions from non-controlling interests (note 24)
Dividends paid to non-controlling interests (note 24)
Purchase of additional stake in subsidiary (note 24)
Transactions with non-controlling interests (note 24)
Share-based payments
At 30 September 2023

Share
capital
£m
8.6
–
–
–
–
–
–
–
8.6
–
–
–
–
–
–
–
8.6

Share
premium
£m
472.7
–
–
–
–
–
–
–
472.7
–
–
–
–
–
–
–
472.7

Capital
redemption
reserve
£m
1.2
–
–
–
–
–
–
–
1.2
–
–
–
–
–
–
–
1.2

Other
reserves
£m
7.7
–
(16.7)
–
–
–
–
–
(9.0)
–
(5.4)
–
–
(1.1)
(2.7)
–
(18.2)

Retained
earnings/
(losses)
£m
(249.9)
(10.2)
7.3
–
–
4.0
0.1
0.2
(248.5)
8.1
(3.4)
–
–
–
–
5.7
(238.1)

Total
parent
equity
£m
240.3
(10.2)
(9.4)
–
–
4.0
0.1
0.2
225.0
8.1
(8.8)
–
–
(1.1)
(2.7)
5.7
226.2

Non-controlling
interests
£m
70.4
20.1
10.9
3.4
(18.8)
–
–
–
86.0
48.0
(11.2)
17.3
(45.3)
1.1
–
–
95.9

Total
equity
£m
310.7
9.9
1.5
3.4
(18.8)
4.0
0.1
0.2
311.0
56.1
(20.0)
17.3
(45.3)
–
(2.7)
5.7
322.1

Corporate governanceFinancial statementsStrategic reportOverview160 SSP Group plc Annual Report 2023

Consolidated cash flow statement
for the year ended 30 September 2023

Cash flows from operating activities
Cash flow from operations
Tax paid
Net cash flows from operating activities
Cash flows from investing activities
Dividends received from associates
Interest received
Purchase of property, plant and equipment
Purchase of other intangible assets
Acquisition in the year, net of cash and cash equivalents acquired
Net cash flows from investing activities
Cash flows from financing activities
Repayment of bank borrowings
Debt refinancing and modification fees paid
Receipt of bank loans
Loans (repaid to)/taken from non-controlling interests
Payment of lease liabilities – principal
Payment of lease liabilities – interest
Interest paid excluding interest on lease liabilities
Dividends paid to non-controlling interests
Refinancing of associates
Capital contributions from non-controlling interests
Net cash flows used in financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of the year
Effect of exchange rate fluctuations on cash and cash equivalents
Cash and cash equivalents at end of the year

Notes

11
12
31

27
21
21

2023
£m

498.3
(19.6)
478.7

7.3
11.5
(219.9)
(22.6)
(41.2)
(264.9)

(95.9)
(4.6)
–
(1.2)
(197.5)
(53.1)
(57.6)
(45.3)
(8.0)
22.5
(440.7)
(226.9)
543.6
(13.4)
303.3

2022
£m

434.5
(2.3)
432.2

4.3
2.2
(146.0)
(13.6)
(1.4)
(154.5)

(304.9)
(1.3)
1.0
8.6
(137.0)
(37.9)
(42.7)
(18.8)
–
10.7
(522.3)
(244.6)
773.6
14.6
543.6

Corporate governanceFinancial statementsStrategic reportOverview161 SSP Group plc Annual Report 2023

Notes to consolidated financial statements

1. Accounting policies
1.1 Basis of preparation
SSP Group plc (the ‘Company’) is a company incorporated in the United Kingdom under the Companies
Act 2006. The Group financial statements consolidate those of the Company and its subsidiaries
(together referred to as the Group) and equity-account the Group‘s interest in its associates. These
financial statements have been prepared in accordance with UK-adopted International Accounting
Standards(‘IAS’) and with the requirements of the Companies Act 2006 (the ‘Act’).

In both its base case and downside case scenarios, the Directors are confident that the Group will have
sufficient funds to continue to meet its liabilities as they fall due for a period of at least 12 months from
the date of approval of the financial statements, and that it will have headroom against all applicable
covenant tests throughout this period of assessment. The Directors have therefore deemed it
appropriate to prepare the financial statements for the year ended 30 September 2023 on a going
concern basis.

The financial statements are presented in Sterling, which is the Company‘s functional currency.
All information is given to the nearest £0.1 million.

The financial statements are prepared on the historical cost basis, except in respect of financial
instruments (including derivative instruments) and defined benefit pension schemes for which assets
are measured at fair value, as explained in the accounting policies below.

1.3 Changes in accounting policies and disclosures
During the year ended 30 September 2023, the Group adopted the following standards:
• Reference to the Conceptual Framework (Amendments to IFRS 3)
• Property, Plant and Equipment – Proceeds before Intended Use (Amendments to IAS 16)
• Onerous Contracts – Cost of fulfilling a Contract (Amendments to IAS 37)
• Annual Improvements to IFRS Standards 2018-2020
• Amendments to IAS 12 Income Taxes – International Tax Reform – Pillar Two Model Rules

The accounting policies set out below have, unless otherwise stated, been applied consistently
to all periods presented in these financial statements.

There were no adjustments to current year or prior year amounts as a result of adopting
these standards.

1.2 Going concern
These financial statements are prepared on a going concern basis.

The Board has reviewed the Group’s financial forecasts as part of the preparation of its financial
statements, including cash flow forecasts prepared for a period of twelve months from the date
of approval of these financial statements (‘the going concern period’) and taking into consideration
a number of different scenarios. Having carefully reviewed these forecasts, the Directors have
concluded that it is appropriate to adopt the going concern basis of accounting in preparing these
financial statements for the reasons set out below.

In making the going concern assessment, the Directors have considered forecast cash flows and
the liquidity available over the going concern period. In doing so they assessed a number of scenarios,
including a base case scenario and a severe but plausible downside scenario. The base case scenario
reflects an expectation of a continuing recovery in passenger numbers in most of our key markets
during the forecast period, augmented by the ongoing roll-out of our new business pipeline.

Amendments to IAS 12 Income Taxes – International Tax Reform – Pillar Two Model Rules: The Group
has adopted the amendments to IAS 12 for the first time in the current year. The IASB amends the
scope of IAS 12 to clarify that the Standard applies to income taxes arising from tax law enacted or
substantively enacted to implement the Pillar Two model rules published by the OECD, including tax
law that implements qualified domestic minimum top up taxes described in those rules. The
amendments introduce a temporary exception to the accounting requirements for deferred taxes in
IAS 12, so that an entity would neither recognise nor disclose information about deferred tax assets
and liabilities related to Pillar Two income taxes. Following the amendments, the Group is required to
disclose that it has applied the exception and to disclose separately its current tax expense (income)
related to Pillar Two income taxes.

1.4 New accounting standards not yet adopted by the Group
The following amended standards and interpretations are not expected to have a significant impact
on the Group’s consolidated financial statements:
• IFRS 17 ‘Insurance Contracts’
• Classification of liabilities as current or non-current (Amendments to IAS 1)
• Disclosure of Accounting Policy (Amendments to IAS 1 and IFRS Practice Statement 2)
• Definition of Accounting Estimate (Amendments to IAS 8)
• Amendments to IAS 12 – Deferred Tax related to Assets and Liabilities arising from

a Single transaction

• Amendment to IFRS 16 – Leases on sale and leaseback

Corporate governanceFinancial statementsStrategic reportOverview162 SSP Group plc Annual Report 2023

1. Accounting policies continued
1.5 Basis of consolidation
The financial statements of the Group consolidate the results of the Company and its subsidiary
entities, together with the Group‘s attributable share of the results of associates. All intercompany
balances and transactions, including unrealised profits and losses arising from intragroup
transactions, have been eliminated in full.

Subsidiaries
Subsidiaries are entities controlled by the Group. Control is the power to direct the relevant activities
of the subsidiary that significantly affect the subsidiary‘s return so as to have rights to the variable
return from its activities.

The financial statements of subsidiaries are included in the consolidated financial statements
from the date that control commences until the date that control ceases. Losses applicable to the
non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing
so causes the non-controlling interests to have a deficit balance.

Associates
An associate is an undertaking in which the Group has a long-term equity interest and over which
it has the power to exercise significant influence.

Associates are accounted for using the equity method and are initially recognised at cost (including
transaction costs). The Group‘s interest in the net assets of associates is reported as an investment on
the consolidated balance sheet and its interest in their results are included in the consolidated income
statement below the Group‘s operating profit. The Group‘s investment in associates includes goodwill
identified on acquisition, net of any accumulated impairment losses. The consolidated financial
statements include the Group‘s share of the total comprehensive income and equity movements of
equity-accounted investees, from the date that significant influence commences until the date that
significant influence ceases.

When the Group‘s share of losses exceeds its interest in an equity-accounted investee, the carrying
amount of the Group‘s investment is reduced to nil and recognition of further losses is discontinued
except to the extent that the Group has incurred legal or constructive obligations or made payments
on behalf of an investee.

Investments in associates are reviewed for impairment whenever events or circumstances indicate
that the carrying amount may not be recoverable. The impairment review compares the net carrying
value with the recoverable amount, where the recoverable amount is the higher of the value in use,
calculated as the present value of the Group‘s share of the investees‘ future cash flows and the fair
value less costs of disposal.

Notes to consolidated
financial statements

1.6 Foreign currency
Transactions in foreign currencies are translated to the respective functional currencies of Group
entities at the foreign exchange rate at the date of the transaction. Monetary assets and liabilities
denominated in foreign currencies at the balance sheet date are retranslated to the functional
currency at the foreign exchange rate ruling at that date. Foreign exchange differences arising on
translation are recognised in the income statement, except for differences arising on the retranslation
of a financial liability designated as a hedge of the net investment in a foreign operation that is
effective, or qualifying cash flow hedges, which are recognised directly in other comprehensive
income. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign
currency are translated using the exchange rate at the date of the transaction.

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on
consolidation, are translated to the Group‘s presentation currency, Sterling, at foreign exchange rates
ruling at the balance sheet date. The revenues and expenses of foreign operations are translated at an
average rate for the period where this rate approximates to the foreign exchange rates ruling at the
dates of the transactions.

Exchange differences arising from this translation of foreign operations are reported as an item of
other comprehensive income and accumulated in the translation reserve or non-controlling interest,
as appropriate. When a foreign operation is disposed of, such that control, joint control or significant
influence is lost, the entire accumulated amount in the foreign currency translation reserve, net of
amounts previously attributed to non-controlling interests, is recycled to the income statement as
part of the gain or loss on disposal. When the Group disposes of only part of its interest in a subsidiary
that includes a foreign operation while still retaining control, the relevant proportion of the
accumulated amount is reattributed to non-controlling interests. When the Group disposes of only
part of its investment in an associate or joint venture that includes a foreign operation while still
retaining significant influence or joint control, the relevant proportion of the cumulative amount
is recycled to the income statement.

Exchange differences arising from a monetary item receivable from or payable to a foreign operation,
the settlement of which is neither planned nor likely in the foreseeable future, are considered to form
part of a net investment in a foreign operation and are recognised directly in other comprehensive
income. Foreign currency differences arising on the retranslation of a hedge of a net investment in
a foreign operation are recognised directly in equity, in the translation reserve, to the extent that the
hedge is effective. When the hedged part of a net investment is disposed of, the associated cumulative
amount in equity is recycled to the income statement as an adjustment to the profit or loss on disposal.

Corporate governanceFinancial statementsStrategic reportOverview163 SSP Group plc Annual Report 2023

Notes to consolidated
financial statements

1. Accounting policies continued
1.7 Classification of financial instruments issued by the Group
Financial instruments issued by the Group are treated as equity only to the extent that they meet
the following two conditions:

Other financial assets
Other financial assets comprise money market funds that are not readily convertible to cash.
These are held on the balance sheet at amortised cost.

(a)

(b)

they include no contractual obligations upon the Group to deliver cash or other financial assets
or to exchange financial assets or financial liabilities with another party under conditions that
are potentially unfavourable to the Group; and

where the instrument will or may be settled in the Company‘s own equity instruments, it is either
a non-derivative that includes no obligation to deliver a variable number of the Company‘s own
equity instruments or is a derivative that will be settled by the Company exchanging a fixed
amount of cash or other financial assets for a fixed number of its own equity instruments.

To the extent that this definition is not met, the proceeds of issue are classified as a financial liability.

1.8 Non-derivative financial instruments
Non-derivative financial instruments comprise investments in equity and debt securities, trade and
other receivables, cash and cash equivalents, loans and borrowings, and trade and other payables.

Trade and other receivables
Trade and other receivables are recognised initially at fair value. Subsequent to initial recognition,
they are measured at amortised cost using the effective interest method, less any impairment losses
and doubtful debts. The allowance for doubtful debts is recognised based on an expected loss model
which is a probability weighted estimate of credit losses.

The Group applies the simplified approach and records lifetime expected credit losses for trade
and other receivables. The basis on which expected credit losses are measured uses historical cash
collection data for periods of at least 24 months wherever possible. The historical loss rates are
adjusted where macro-economic, industry specific factors or known issues to a specific debtor are
expected to have a significant impact when determining future expected credit losses. Trade and
other receivables are fully written off when each business unit determines there to be no reasonable
expectation of recovery.

Trade and other payables
Trade and other payables are recognised initially at fair value. Subsequent to initial recognition,
they are measured at amortised cost using the effective interest method.

Cash and cash equivalents
Cash and cash equivalents comprise cash balances and deposits and liquid investments, and
short-term deposits. Bank overdrafts that are repayable on demand and form an integral part
of the Group‘s cash management are included as a component of cash and cash equivalents.

Interest-bearing borrowings
Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs.
Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost using the
effective interest method. Where a modification to the terms of existing borrowings has taken place,
the difference between the current carrying amount of borrowings and the modified net present value
of future cash flows is taken to the income statement.

1.9 Derivative financial instruments and hedging
Derivative financial instruments
Derivative financial instruments are recognised at fair value. The gain or loss on remeasurement to fair
value is recognised immediately in the income statement. However, where derivatives qualify for hedge
accounting, recognition of any resultant gain or loss depends on the nature of the item being hedged.

Cash flow hedges
Where a derivative financial instrument is designated as a hedge of the variability in cash flows of
a recognised asset or liability, or a highly probable forecast transaction, the effective part of any gain
or loss on the derivative financial instrument is recognised directly in the cash flow hedging reserve.
Any ineffective portion of the hedge is recognised immediately in the income statement.

If a hedge of a forecast transaction subsequently results in the recognition of a financial asset or a
financial liability, the associated gains and losses that were recognised directly in other comprehensive
income are recycled into the income statement in the same period or periods during which the asset
acquired or liability assumed affects profit or loss, i.e. when interest income or expense is recognised.

For cash flow hedges, other than those specified above, the associated cumulative gain or loss is
removed from equity and recognised in the income statement in the same period or periods during
which the hedged forecast transaction affects profit or loss.

Fair value hedges
Where a derivative financial instrument is designated as a hedge of the variability in fair value
of a recognised asset or liability or an unrecognised firm commitment, all changes in the fair value
of the derivative are recognised immediately in the income statement.

The carrying value of the hedged item is adjusted by the change in fair value that is attributable to
the risk being hedged (even if it is normally carried at cost or amortised cost) and any gains or losses
on remeasurement are recognised immediately in the income statement (even if those gains would
normally be recognised directly in reserves).

Corporate governanceFinancial statementsStrategic reportOverview164 SSP Group plc Annual Report 2023

Notes to consolidated
financial statements

1. Accounting policies continued
1.10 Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and accumulated
impairment losses.

Where parts of an item of property, plant and equipment have different useful lives, they are
accounted for as separate items of property, plant and equipment.

1.13 Acquisitions and disposals of non-controlling interests
Acquisitions and disposals of non-controlling interests that do not result in a change of control are
accounted for as transactions with owners in their capacity as owners and, therefore, no goodwill is
recognised as a result of such transactions. The adjustments to non-controlling interests are based
on a proportionate amount of the net assets of the subsidiary. Any difference between the price paid
or received and the amount by which non-controlling interests are adjusted is recognised directly in
equity and attributed to the owners of the parent company.

Depreciation is charged to the income statement on a straight-line basis over the estimated useful
lives of each part of an item of property, plant and equipment. Land is not depreciated. The estimated
useful lives are as follows:
Freehold buildings
Leasehold buildings
Plant and machinery
Fixtures, fittings, tools and equipment

50 years
the life of the lease
3 to 13 years
3 to 13 years

1.14 Goodwill and intangible assets
Goodwill
Goodwill is allocated to groups of cash-generating units (CGUs) as this is the lowest level within
the Group at which the goodwill is monitored for internal management purposes. Goodwill is not
amortised but is tested annually for impairment, or when impairment triggers have been identified,
at the level at which it is allocated when accounting for business combinations. Goodwill is stated
at cost less any accumulated impairment losses.

1.11 IFRS 16 Leases
The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The
right-of-use asset is initially measured at cost, comprising the initial amount of the lease liability plus
any initial direct costs incurred and any lease payments made at or before the lease commencement
date, less any lease incentives received. The right-of-use asset is subsequently depreciated using the
straight-line method from the commencement date to the earlier of the end of the useful life of the
asset or the end of the lease term.

Indefinite life intangible assets
Indefinite life intangible assets relate to brands recognised on acquisition of the SSP business in 2006.
Indefinite life intangible assets are treated as having an indefinite life as there is no foreseeable limit
to the period over which they are expected to generate net cash inflows. In particular, they are
considered to have an indefinite life, given the strength and durability of the brands and the level of
marketing support provided. The nature of the food and beverage industry is such that obsolescence
is not a common issue, with the Group’s major brands being originally created over 20 years ago.

The lease liability is initially measured at the present value of the lease payments that are not paid
at the commencement date, discounted using the incremental borrowing rate being the rate that the
lessee would have to pay to borrow the funds necessary to obtain an asset in a similar economic
environment with similar terms and conditions. The lease liability is subsequently measured at
amortised cost using the effective interest method. It is remeasured when there is a change in future
lease payments arising from a change in an index or a rate or a change in the Group’s assessment of
whether it will exercise an extension or termination option. When the lease liability is remeasured, a
corresponding adjustment is made to the right-of-use asset. Variable lease payments are recognised
as an expense in the income statement in the period they are incurred. For short-term leases and low
value assets, the Group recognises the lease payments as an operating expense on a straight-line
basis over the term of the lease.

1.12 Business combinations
Business combinations are accounted for using the acquisition method as at the acquisition date,
which is the date at which control is transferred to the Group. The consideration transferred in the
acquisition is measured at fair value as are the identifiable assets and liabilities acquired. The excess
of the fair value of consideration transferred over the fair value of net assets acquired is accounted
for as goodwill. Any goodwill that arises is tested annually for impairment.

Non-controlling interests arising from acquisition are accounted for based on the proportionate
share of the fair value of identifiable net assets. Subsequent to acquisition, the carrying amount of
non-controlling interests is the amount of those interests at initial recognition plus the non-controlling
interests‘ share of subsequent changes in equity. Total comprehensive income is attributed to
non-controlling interests even if this results in the non-controlling interests having a deficit balance.

These assets are tested annually for impairment or when impairment triggers have been identified,
at the level at which they are allocated when accounting for business combinations.

Definite life and software intangible assets
Definite life intangible assets, consisting mainly of brands and franchise agreements and software,
that are acquired/purchased by the Group are stated at cost less accumulated amortisation and
accumulated impairment losses. Expenditure on internally generated brands is recognised in the
income statement as an expense is incurred.

Amortisation
Amortisation is charged to the income statement on a straight-line basis over the estimated useful
lives of intangible assets (between 3 and 15 years) unless such lives are indefinite. Other intangible
assets are amortised from the date they are available for use.

1.15 Inventories
Inventories comprise goods purchased for resale and consumable stores and are stated at the lower
of cost and net realisable value. Cost is calculated using the ‘first in first out’ method.

Corporate governanceFinancial statementsStrategic reportOverview165 SSP Group plc Annual Report 2023

1. Accounting policies continued
1.16 Impairment excluding inventories and deferred tax assets
Financial assets
A financial asset not carried at fair value through the income statement is assessed at each reporting
date to determine whether there is objective evidence that it is impaired. A financial asset is impaired
(with a charge to the income statement) if objective evidence indicates that a loss event has occurred
after the initial recognition of the asset, and that the loss event has had a negative effect on the
estimated future cash flows of that asset, which can be estimated reliably.

An impairment loss in respect of a financial asset measured at amortised cost is calculated as the
difference between its carrying amount and the present value of the estimated future cash flows
discounted at the asset‘s original effective interest rate. Interest on the impaired asset continues
to be recognised through the unwinding of the discount. When a subsequent event causes the
amount of impairment loss to decrease, the decrease in impairment loss is reversed through
the income statement.

Non-financial assets
The carrying amounts of the Group‘s non-financial assets, other than inventories and deferred tax
assets, are reviewed at each reporting date to determine whether there is any indication of impairment.
If any such indication exists, then the asset‘s recoverable amount is estimated. For goodwill and
intangible assets that have indefinite useful lives or that are not yet available for use, the recoverable
amount is estimated in each period at the same time.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs
to sell. For the purpose of impairment testing, assets that cannot be tested individually are grouped
together into the smallest group of assets that generates cash inflows from continuing use that are
largely independent of the cash inflows of other assets or groups of assets. Subject to an operating
segment ceiling test, for the purposes of goodwill impairment testing, CGUs to which goodwill has
been allocated are aggregated so that the level at which impairment is tested reflects the lowest
level at which goodwill is monitored for internal reporting purposes. Goodwill acquired in a business
combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies
of the combination.

An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated
recoverable amount. Impairment losses are recognised in the income statement. Impairment losses
recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill
allocated to the units, and then to reduce the carrying amounts of the other assets in the unit (or group
of units) on a pro rata basis. Any subsequent reduction in an impairment loss in respect of goodwill is
not reversed.

For other assets, any subsequent reduction in an impairment loss is reversed only to the extent
the asset‘s carrying amount does not exceed the carrying amount that would have been determined,
net of depreciation or amortisation, if no impairment loss had been recognised.

Notes to consolidated
financial statements

1.17 Employee benefits
Defined benefit plans
A defined benefit plan is a post-employment benefit plan other than a defined contribution plan.
The Group‘s net obligation in respect of defined benefit plans is calculated separately for each plan
by estimating the amount of future benefit that employees have earned in the current and prior
periods, discounting the amount and deducting the fair value of any plan assets.

The calculation of defined benefit obligations is performed annually by a qualified actuary using
the projected unit credit method. When the calculation results in a potential asset for the Group, the
recognised asset is limited to the present value of the economic benefits available in the form of any
future refunds from the plan or reductions in future contributions to the plan. To calculate the present
value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined liability, which comprise actuarial gains and losses, the return
on plan assets (excluding interest) and the effect of the asset ceiling (if any, excluding interest),
are recognised immediately in other comprehensive income. Net interest expense and other
expenses related to defined plans are recognised in the income statement.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit
that relates to past service or the gain or loss on curtailment is recognised immediately in the income
statement. The Group recognises gains and losses on the settlement of a defined benefit plan when
the settlement occurs.

Defined contribution plans
A defined contribution plan is a post-employment benefit plan under which the employing company
pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay
further amounts. Obligations for contributions to defined contribution pension plans are recognised as
an expense in the income statement in the periods during which services are rendered by employees.

Short-term benefits
Short-term employee benefit obligations are measured on an undiscounted basis and are expensed
as the related service is provided. A liability is recognised for the amount expected to be paid under
a short-term cash bonus if the employing company has a present legal or constructive obligation
to pay this amount as a result of past service provided by the employee and the obligation can
be estimated reliably.

Share-based payments
Equity-settled share-based payments to employees are measured at the fair value of the equity
instruments at the grant date. The fair value excludes the effect of service and non-market-based
vesting conditions.

The fair value determined at the grant date of the equity-settled share-based payments is expensed
on a straight-line basis over the vesting period, with a corresponding adjustment to equity reserves,
based on the Group‘s estimate of equity instruments that will eventually vest. At each balance sheet
date, the Group revises its estimate of the number of equity instruments expected to vest as a result
of service and non-market-based vesting conditions. The impact of changes to the original estimates,
if any, is recognised in the income statement such that the cumulative expense reflects the revised
estimate, with a corresponding adjustment to equity reserves.

Corporate governanceFinancial statementsStrategic reportOverview166 SSP Group plc Annual Report 2023

Notes to consolidated
financial statements

1. Accounting policies continued
1.18 Provisions
A provision is recognised in the balance sheet when the Group has a present legal or constructive
obligation as a result of a past event, that can be reliably measured and it is probable that an outflow
of economic benefits will be required to settle the obligation. Provisions are determined by
discounting the expected future cash flows at an appropriate rate.

1.22 Underlying items
Underlying items are those that, in management‘s judgement, need to be disclosed by virtue of their
size, nature or incidence, in order to draw the attention of the reader and to show the underlying
business performance of the Group more accurately. Such items are included within the income
statement caption to which they relate, and are separately disclosed either in the notes to the
consolidated financial statements or on the face of the consolidated income statement.

1.19 Segment information
Segment information is provided based on the geographical segments that are reviewed by the
chief operating decision-maker. In accordance with the provisions of IFRS 8 ‘Operational segments‘,
the Group‘s chief operating decision-maker is the Board of Directors. The operating segments are
aggregated if they meet certain criteria. Segment results include items directly attributable to a
segment, as well as those that can be allocated on a reasonable basis. Unallocated items comprise
mainly head office expenses, finance income, finance charges and income tax. No disclosure is made
for net assets/liabilities as these are not reported by segment to the chief operating decision-maker.

1.20 Revenue
Revenue represents amounts for retail goods and catering services supplied to third-party customers
(predominantly passengers) excluding discounts, value-added tax and similar sales taxes.

Sale of goods
Revenue is recognised at the point that control of the goods is passed to the customer. This is deemed
to be at the at the point of sale of food, beverage and retail goods.

Provision of catering services
Revenue is recognised over time, as the services are provided to the customer.

Non-underlying items
The Group makes reference to non-underlying items in presenting the Group’s statutory profitability
measures. Non-underlying items are non-recurring items of expense or income which are not incurred
in the ordinary course of business (for example arising as a result of the impact of Covid-19). Examples
of non-underlying items include restructuring expenses and impairment of goodwill, property, plant
and equipment and right-of-use assets.

1.23 Finance income and expense
Finance income comprises interest receivable on funds invested and net foreign exchange gains that
are recognised in the income statement. Finance expense comprises interest payable, finance charges
on shares classified as liabilities, unwinding of the discount on lease liabilities, the unwinding of the
discount on provisions and net foreign exchange losses that are recognised in the income statement.
Interest income and interest expense are recognised in the income statement as they accrue, using
the effective interest method. Foreign currency gains and losses are reported on a net basis.

1.24 Taxation
Tax on the profit or loss for the period comprises current and deferred tax. Tax is recognised in the
income statement except to the extent that it relates to items recognised directly in equity, in which
case it is recognised in equity.

1.21 Supplier income
The Group enters into agreements with suppliers to benefit from promotional activity and volume
growth. Supplier incentives, rebates and discounts are recognised within cost of sales as they are earned.

Current tax is the expected tax payable or receivable on the taxable income or loss for the period,
using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment
to tax payable in respect of previous periods.

Deferred tax is provided on temporary differences between the carrying amounts of assets and
liabilities for financial reporting purposes and the amounts used for taxation purposes. No provision is
made for the following temporary differences: the initial recognition of goodwill; the initial recognition
of assets or liabilities that affect neither accounting nor taxable profit other than in a business
combination; and differences relating to investments in subsidiaries to the extent that they will
probably not reverse in the foreseeable future. The amount of deferred tax provided is based on the
expected manner of realisation or settlement of the carrying amount of assets and liabilities, using
tax rates enacted or substantively enacted at the balance sheet date.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits
will be available, against which the temporary difference can be utilised.

Corporate governanceFinancial statementsStrategic reportOverview167 SSP Group plc Annual Report 2023

1. Accounting policies continued
1.25 Share capital
Where the Company purchases its own share capital (treasury shares), the consideration paid,
including any directly attributable incremental costs, is deducted from equity attributable to the
Company’s equity holders until the shares are cancelled or reissued.

Where such shares are subsequently sold or reissued, any consideration received net of any directly
attributable incremental transaction costs and the related income tax effects, is included in equity
attributable to the Company’s equity holders.

1.26 Government grants
Income received in the form of government grants is accounted for under IAS 20 ‘Government grants’
and recognised in the income statement in the period in which the associated costs for which the
grants are intended to compensate are incurred. The grant income is recognised as a reduction
in the corresponding expense in the income statement.

Where a government or a government guaranteed bank loan has been received with below-market
interest rates, the loan is accounted for initially at fair value discounted at market rates with the
difference between the cash received and the fair value at market rates being recognised as deferred
income. The unwind of the discount and the deferred income are released to and netted in finance
charges in the income statement, on a straight-line basis over the duration of loan.

Other than the changes discussed in 1.3, the accounting policies adopted are consistent with those
of the previous year.

2. Significant accounting estimates and judgements
The preparation of the consolidated financial statements requires management to make estimates,
judgements and assumptions concerning the future. The resulting accounting estimates will, by
definition, seldom equal the related actual results. These estimates and assumptions are based on
historical experience and other factors that are believed to be reasonable under the circumstances.
The estimates and assumptions that have a significant risk of causing a material adjustment to the
carrying value of assets and liabilities within the next financial year are discussed below.

Key sources of estimation uncertainty
Impairment of goodwill and indefinite life intangible assets
The Group recognises goodwill and indefinite life intangible assets that have arisen through
acquisitions. These assets are subject to impairment reviews to ensure that the assets are not carried
above their recoverable amounts. For goodwill and indefinite life intangible assets, reviews are
performed annually as well as when there is a specific trigger for impairment. There were no specific
impairment triggers in the year.

The recoverable amounts of CGUs or groups of CGUs have been determined based on value-in-use
calculations. These calculations require the use of estimates and assumptions consistent with the
most up-to-date budgets and plans that have been formally approved by the Board. The key assumptions
used for the value-in-use calculations and associated sensitivities are set out in note 12 to these
financial statements.

Notes to consolidated
financial statements

Critical accounting judgements
Current and deferred tax
The evaluation of recoverability of deferred tax assets requires judgements to be made regarding
the availability of future taxable income. Management therefore recognises deferred tax assets only
where it believes it is probable that such assets will be realised, taking account of historic evidence
of taxable profits, current levels of profitability and forecasts prepared for budgets and the Group‘s
Medium Term Plan (as referred to on page 78 in the viability statement in the risk management section
of the Strategic Report).

Other sources of estimation uncertainty
Current and deferred tax
The Group is required to determine the corporate tax provision in each of the many jurisdictions in
which it operates. During the ordinary course of business, there are transactions and calculations for
which the ultimate determination is uncertain. As a result, the Group recognises tax liabilities based on
estimates of whether additional taxes will be due. The recognition of tax benefits and assessment of
provisions against tax benefits requires management judgement. In particular, the Group is routinely
subject to tax audits in many jurisdictions, which by their nature are often complex and can take several
years to resolve. Provisions are based on management‘s interpretation of country-specific tax law and
the likelihood of settlement, and have been calculated using the single best estimate of likely outcome
approach. Management takes advice from in-house tax specialists and professional tax advisors, and
uses previous experience to inform its judgements. To the extent that the outcome differs from the
estimates made, tax adjustments may be required in future periods.

Climate change
In preparing these consolidated financial statements we have considered the impact of both physical
and transition climate change risks as well as our plans to mitigate against those risks on the current
valuation of our assets and liabilities. We do not believe that there is a material impact on the financial
reporting judgements and estimates arising from our considerations and as a result the valuations of
our assets or liabilities have not been significantly impacted by these risks as at 30 September 2023.

The Group has performed an assessment of the qualitative impact of climate-related risks on our
business. On the basis of this analysis we have not identified any significant impact from climate-
related risks on the Group’s going concern assessment nor the viability of the Group over the next
three years.

Useful estimated lives of property, plant and equipment exceeding IFRS 16 lease term
In the UK, there are a number of leases which are considered to fall outside the scope of IFRS 16 due to
contractual terms meaning notice can be given so the lease would end within 12 months and therefore
the lease being classified as short term. In a number of cases, the leasehold improvement associated
with these leases are being depreciated over a longer period, as we expect the lease term to be longer
than the contractually defined minimum period, which is used for the IFRS 16 assessment.

Corporate governanceFinancial statementsStrategic reportOverview168 SSP Group plc Annual Report 2023

Notes to consolidated
financial statements

3. Segmental reporting
SSP operates in the food and beverage travel sector, mainly at airports and railway stations.

Additional information
Although the Group‘s operations are managed on a geographical basis, we provide additional
information in relation to revenue, based on the type of travel locations as follows:

Management monitors the performance and strategic priorities of the business from a geographic
perspective, and in this regard has identified the following four key ‘reportable segments’: North
America, Continental Europe, UK and APAC & EEME. North America includes operations in the United
States, Canada and Bermuda; Continental Europe includes operations in the Nordic countries and in
Western and Southern Europe; The UK includes operations in the United Kingdom and the Republic
of Ireland; and APAC & EEME includes operations in Asia Pacific, India, Eastern Europe and the Middle
East and South America. These segments comprise of countries which are at similar stages of
development and demonstrate similar economic characteristics.

Turnover
Air
Rail
Other¹

2023
£m
2,101.6
751.8
156.3
3,009.7

2022
£m
1,433.7
615.2
136.5
2,185.4

The Group‘s management assesses the performance of operating segments based on revenue and
underlying operating profit. Interest income and expenditure are not allocated to segments, as they
are managed by a central treasury function, which oversees the debt and liquidity position of the
Group. The non-attributable segment comprises of costs associated with the Group‘s head office
function and the depreciation of central assets. Revenue is measured in a manner consistent with
that in the income statement.

2023
Revenue
Underlying operating
profit/(loss)
Non-underlying items
(note 6)
Operating profit/(loss)
2022
Revenue
Underlying operating
profit/(loss)
Non-underlying items
(note 6)
Operating profit/(loss)

North
America
£m

Continental
Europe
£m

UK
£m

APAC &
EEME
£m

Non-
attributable
£m

Total
£m

668.8

1,136.7

773.6

430.6

–

3,009.7

68.2

51.9

66.1

71.0

(52.4)

204.8

(1.2)
67.0

(19.3)
32.6

(11.5)
54.6

1.2
72.2

(7.2)
(59.6)

(38.0)
166.8

455.4

867.9

614.9

247.2

–

2,185.4

18.4

(1.1)
17.3

22.6

59.4
82.0

23.5

4.2
27.7

13.5

1.1
14.6

(46.3)

(3.8)
(50.1)

31.7

59.8
91.5

Disclosure in relation to net assets and liabilities for each reportable segment is not provided as these
are only reported on and reviewed by management in aggregate for the Group as a whole.

1 The majority of Other turnover relates to revenue from motorway units.

The following amounts are included in underlying operating profit or loss:

2023
Depreciation and
amortisation
2022
Depreciation and
amortisation

North
America
£m

Continental
Europe
£m

UK
£m

APAC &
EEME
£m

Non-
attributable
£m

Total
£m

(73.4)

(136.7)

(47.4)

(44.8)

(8.5)

(310.8)

(62.6)

(123.7)

(42.0)

(40.3)

(13.1)

(281.7)

A reconciliation of underlying operating profit/(loss) to loss before and after tax is provided as follows:

Underlying operating profit
Non-underlying operating (loss)/profit (note 6)
Share of profit from associates
Finance income
Finance expense
Non-underlying finance income (note 6)
Profit before tax
Taxation
Profit after tax

2023
£m
204.8
(38.0)
0.5
17.0
(103.6)
7.4
88.1
(32.0)
56.1

2022
£m
31.7
59.8
6.6
4.9
(86.4)
8.6
25.2
(15.3)
9.9

The Group‘s customer base primarily represents individuals or groups of individuals travelling through
airports and railway stations. It does not rely on a single major customer; therefore, additional
segmental information by customer is not provided.

Corporate governanceFinancial statementsStrategic reportOverview169 SSP Group plc Annual Report 2023

4. Earnings/(loss) per share
Basic earnings/(loss) per share is calculated by dividing the result for the year attributable to ordinary
shareholders by the weighted average number of ordinary shares outstanding during the year.

5. Operating costs

Diluted earnings/(loss) per share is calculated by dividing the result for the year attributable to ordinary
shareholders by the weighted average number of ordinary shares outstanding during the year adjusted
by potentially dilutive outstanding share options.

Underlying earnings per share is calculated the same way except that the result for the year
attributable to ordinary shareholders is adjusted for specific items as detailed in the below table.

Profit/(loss) attributable to ordinary shareholders
Adjustments:
Non-underlying operating loss/(profit) (note 6)
Non-underlying share of loss of associate
Non-underlying finance income (note 6)
Tax effect of adjustments
Non-underlying loss attributable to non-controlling interest
Underlying profit/(loss) attributable to ordinary shareholders
Basic weighted average number of shares
Dilutive potential ordinary shares
Diluted weighted average number of shares
Earnings per share (pence):
– Basic
– Diluted
Underlying earnings per share (pence):
– Basic
– Diluted

2023
£m
8.1

2022
£m
(10.2)

38.0
6.7
(7.4)
2.9
1.3
49.6

(59.8)
–
(8.6)
16.2
1.5
(60.9)
796,439,158 796,050,446
–
805,972,389 796,050,446

9,533,231

1.0
1.0

6.2
6.2

(1.3)
(1.3)

(7.7)
(7.7)

Cost of food and materials:
Cost of inventories consumed in the period

Labour cost:
Employee remuneration

Overheads:
Depreciation of property, plant and equipment¹
Depreciation of right-of-use assets
Amortisation of intangible assets
Non-underlying operating (loss)/profit
Derecognition of leases under IFRS 16
Rentals payable under leases
Other overheads

1 Capped to the life of the related unit lease where relevant.

The Group’s rentals payable consist of fixed and variable elements depending on the nature of
the contract and the levels of revenue earned from the respective sites. £386.0m (2022: £284.4m)
of the expense relates to variable elements, and the remaining £10.8m (2022: £14.9m) is rent from
short-term leases. These payments are not capitalised under IFRS 16.

Non-underlying items within operating costs are detailed in note 6.

Auditor‘s remuneration:

The number of ordinary shares in issue as at 30 September 2023 was 796,529,196 (2022: 796,113,196)
which excludes treasury shares. The Company also holds 263,499 treasury shares (2022: 263,499).

Potential ordinary shares can only be treated as dilutive when their conversion to ordinary shares
would decrease earnings per share or increase loss per share. As the Group has recognised a loss
for the prior period, none of the potential ordinary shares were considered to be dilutive.

Audit of these financial statements
Audit of financial statements of subsidiaries pursuant to legislation
Audit-related services
Other assurance services

Amounts paid to the Company‘s auditor and its associates in respect of services to the Company,
other than the audit of the Company‘s financial statements, have not been disclosed as the
information is required to be disclosed on a consolidated basis.

Notes to Consolidated
Financial Statements

2023
£m

2022
£m

(836.6)

(610.2)

(918.4)

(686.7)

(106.6)
(194.5)
(9.7)
(38.0)
5.2
(396.8)
(347.5)
(2,842.9)

(97.9)
(170.0)
(13.8)
59.8
16.6
(299.3)
(292.4)
(2,093.9)

2023
£m
0.8
1.8
0.1
0.1
2.8

2022
£m
0.6
1.6
0.1
0.1
2.4

Corporate governanceFinancial statementsStrategic reportOverview170 SSP Group plc Annual Report 2023

6. Non-underlying items

Operating costs
Impairment of goodwill
Impairment of property, plant and equipment
Impairment of right-of-use assets
Non-cash change in lease liabilities
Site exit costs
Debt amendment expenditure
Other non-underlying costs
Contractual settlements costs
Derecognition of leases under IFRS 16
Non-underlying operating (loss)/profit
Share of profit from associates
Impairment of associate
Finance expenses
Effective interest rate adjustments
Net gains/(losses) on refinancing
Non-underlying finance income
Taxation
Tax charge on non-underlying items
Total non-underlying items

Total
non-underlying
items
2023
£m

Total
non-underlying
items
2022
£m

(12.5)
(2.4)
(3.2)
–
(8.6)
–
(9.3)
(4.7)
2.7
(38.0)

(6.7)

5.1
2.3
7.4

(2.9)
(40.2)

–
(12.1)
(6.1)
23.0
(2.9)
(1.3)
(2.3)
–
61.5
59.8

–

11.7
(3.1)
8.6

(16.2)
52.2

Notes to consolidated
financial statements

Impairment of goodwill
The Group tests annually for impairment, or more frequently if there are indicators that goodwill
might be impaired. Following the test, the goodwill impairment of £12.5m (2022: £nil) was identified
in relation to Rail Gourmet UK. Further information is provided in note 12.

Impairment of property, plant and equipment and right-of-use assets
The Group has carried impairment reviews where indications of impairment have been identified.
These impairment reviews compared the value-in-use of individual sites, based on management’s
current assumptions regarding future trading performance to the carrying values of the associated
assets. Following this review, a charge of £5.6m has been recognised, which includes a net impairment
of right-of-use assets of £3.2m. Further detail is provided in note 11.

Site exit costs
The Group has recognised a charge of £8.6m relating to site exits and redundancies carried out
across the Group during the year, principally reflecting the planned exit from our motorway service
area business in Germany.

Other non-underlying costs
In the current year these items, primarily relating to transaction costs and other legal fees,
amounted to £9.3m (2022: £2.3m).

Contractual settlements
During the year the group negotiated contractual settlements in respect of the Covid-19 period
which resulted in a net charge of £4.7m.

Derecognition of lease under IFRS 16
Gain on de-recognition of leases: as a consequence of certain contract terminations
(FY22: modifications) the leases have been derecognised in the period, resulting in a gain
of £2.7m (2022: £61.5m).

Finance expenses
The Group’s debt refinancing was judged to be a substantial modifications under IFRS 9. As a result
a one-off gain of £2.3m was recognised in the income statement (2022: £3.1m loss resulting from a
non-substantial modification). The overall credit of £7.4m comprises of the £2.3m debt modification
credit plus the unwind of similar adjustments from prior years (£5.1m).

Further details are provided in note 19.

Corporate governanceFinancial statementsStrategic reportOverview171 SSP Group plc Annual Report 2023

7. Staff numbers and costs
The average number of persons employed by the Group (including Directors) during the year, analysed
by category, was as follows:

8. Finance income and expense

Operations
Sales and marketing
Administration

2023
Number of
employees
33,822
420
2,701
36,943

2022
Number of
employees
26,704
124
2,220
29,048

The increase in the average number of employees year-on-year reflects the combination of factors
such as continued rebuilding of the workforce in the reopened units since the Group’s restructuring
Covid-19 programme and the mobilisation of resources for new business wins.

The aggregate payroll costs of the Group were as follows:

Wages and salaries
Social security costs
Other pension costs
Share-based payments (note 25)

2023
£m
(789.9)
(105.4)
(17.0)
(6.1)
(918.4)

2022
£m
(591.4)
(78.2)
(12.6)
(4.5)
(686.7)

Finance income:
Interest income
Other net foreign exchange gains
Other
Total finance income
Finance expense:
Total interest expense on financial liabilities measured at amortised cost¹
Lease interest expense
Debt refinancing/modification gain/(loss)²
Effective interest rate adjustments ²
Net change in fair value of cash flow hedges utilised in the year
Unwind of discount on provisions
Net interest expense on defined benefit pension obligations
Other net foreign exchange losses
Total finance expense

Notes to consolidated
financial statements

2023
£m

11.5
5.0
0.5
17.0

(49.8)
(53.1)
2.3
5.1
–
(0.9)
0.2
–
(96.2)

2022
£m

3.9
–
1.0
4.9

(45.4)
(37.9)
(3.1)
13.7
(1.4)
(0.3)
(0.1)
(3.3)
(77.8)

1 Total interest expense on financial liabilities measured at amortised cost includes a one-off retrospective interest charge on the US Private

Placement notes of £1.2m, which has been included in non-underlying items.

2 The amounts comprise the total amount of debt refinancing and effective interest rate gain of £12.0m (non-cash movement) netted for the

refinancing fee of £4.6m paid.

Non-underlying items within finance income and expense are detailed in note 6.

9. Taxation

Current tax (expense)/credit:
Current year
Adjustments for prior years

Deferred tax (expense)/credit:
Origination and reversal of temporary differences
Recognition of deferred tax assets not previously recognised
Adjustments for prior years

Total tax expense
Effective tax rate

2023
£m

(22.0)
(1.1)
(23.1)

(16.3)
5.9
1.5
(8.9)
(32.0)
36.3%

2022
£m

(13.1)
1.5
(11.6)

(5.8)
2.7
(0.6)
(3.7)
(15.3)
60.7%

Corporate governanceFinancial statementsStrategic reportOverview172 SSP Group plc Annual Report 2023

9. Taxation continued
Reconciliation of effective tax rate
The tax expense for the year is different to the standard rate of corporation tax in the UK of 22%
(2022: 19.0%) applied to the profit before tax for the year. The differences are explained below:

11. Property, plant and equipment

Profit before tax
Tax charge using the UK corporation tax rate of 22% (2022: 19.0%)
Losses on which no deferred tax was recognised
Secondary irrecoverable taxes
Change in tax rates
Non-deductible goodwill impairment
Non-deductible expenses
Temporary differences on which no deferred tax was recognised
Adjustments for prior years
Effect of rates in foreign jurisdictions
Tax impact of share of profits of non-wholly owned subsidiaries1
Recognition of deferred tax assets not previously recognised
Total tax expense

2023
£m
88.1
(19.4)
(13.0)
(4.2)
(3.2)
(2.8)
(1.4)
(1.2)
0.4
1.6
5.3
5.9
(32.0)

2022
£m
25.2
(4.8)
(15.6)
(1.7)
–
–
(2.1)
0.3
0.9
0.2
4.8
2.7
(15.3)

This relates to the fact that certain subsidiaries in the US are not wholly-owned and whose profits or losses are taxed at the level of the
subsidiaries’ shareholders. Therefore the Group is not subject to tax on the profits or losses attributable to its non-controlling interests.

The Group‘s tax rate is sensitive to the geographic mix of profits and losses and reflects a combination
of higher rates in certain jurisdictions, as well as the impact of losses in some countries for which no
deferred tax asset is recognised.

Factors that may affect future tax charges
The Group expects the tax rate in the future to continue to be affected by the geographical mix
of profits and the different tax rates that will apply to those profits, as well as the Group’s ability
to recognise deferred tax assets on losses in certain jurisdictions.

Following legislation enacted during 2021, the main rate of corporation tax in the UK increased from
19% to 25% with effect from 1 April 2023.

In June 2023 Finance Act (No.2) 2023 was substantively enacted in the UK, introducing a global
minimum effective tax rate of 15% in line with the OECD Pillar Two model rules. The legislation
implements a domestic top-up tax and a multinational top-up tax, effective for periods starting on or
after 31 December 2023. The Group’s first accounting period to which these rules will apply is the year
ended 30 September 2025. The Group is currently evaluating the impact of the new rules but do not
expect them to have a material impact on the Group’s operations or results.

10. Dividends
In line with the Group’s stated priorities for the uses of cash and after careful review of its medium-term
investment requirements, the Board is proposing a final dividend of 2.5 pence per share (2022: nil).

Cost
At 1 October 2021
Additions
Disposals
Reclassifications¹
Effects of movements in foreign exchange
Other movements²
At 30 September 2022
Additions
Acquisitions
Disposals
Reclassifications¹
Effects of movements in foreign exchange
Other movements²
At 30 September 2023
Depreciation
At 1 October 2021
Charge for the year
Impairments
Disposals
Effects of movement in foreign exchange
At 30 September 2022
Charge for the year
Impairments
Disposals
Effects of movement in foreign exchange
At 30 September 2023
Net book value
At 30 September 2023
At 30 September 2022

Notes to consolidated
financial statements

Land, buildings
and leasehold
improvements
£m

Equipment,
fixtures and
fittings
£m

297.5
18.0
(4.4)
18.3
49.8
–
379.2
37.9
21.5
(7.8)
11.6
(28.6)
–
413.8

(188.6)
(31.7)
(1.3)
4.2
(30.2)
(247.6)
(32.9)
–
8.2
19.4
(252.9)

891.4
128.0
(48.9)
(18.3)
45.1
4.0
1,001.3
182.0
4.4
(111.8)
(11.6)
(40.6)
7.4
1,031.1

(611.6)
(66.2)
(10.8)
47.1
(22.1)
(663.6)
(73.7)
(2.4)
111.2
23.4
(605.1)

Total
£m

1,188.9
146.0
(53.3)
–
94.9
4.0
1,380.5
219.9
25.9
(119.6)
–
(69.2)
7.4
1,444.9

(800.2)
(97.9)
(12.1)
51.3
(52.3)
(911.2)
(106.6)
(2.4)
119.4
42.8
(858.0)

160.9
131.6

426.0
337.7

586.9
469.3

Reclassifications arise from costs capitalised as work in progress assets that are initially allocated to equipment, fixtures and fittings
and subsequently on completion of the assets are reallocated to the correct classification.
Included in other movements is £7.4m (2022: £4.0m) in respect of increases to the restoration costs provision (see note 23).

Corporate governanceFinancial statementsStrategic reportOverview173 SSP Group plc Annual Report 2023

11. Property, plant and equipment continued
Impairment of property, plant and equipment and right-of-use assets
The Group tests assets for impairment when an impairment trigger is identified. The assessments
triggered by specific factors in each country were undertaken at year end and as a result the
cumulative net impairment charges of £2.4m (2022: £12.1m) to property, plant and equipment and net
£3.2m (2022: £6.1m) to right-of-use assets were recorded during the year. The impairments primarily
relate to units which the Group has made the decision to exit.

The Group has identified each operating site, such as an airport or rail station, as a cash-generating
unit (CGU) for the purpose of the impairment review, on the basis that within one site the units are
interdependent because the market dynamics (and thus cash inflows and outflows) in one unit could
impact other units.

The recoverable amount of a CGU is determined from value-in-use calculations. The key assumptions
for these calculations are discount rates and cash flow forecasts. The cash flow forecast period is based
on length of the lease term of contracts held within a site. The values applied to the key assumptions
in the value-in-use calculations are derived from a combination of internal and external factors, based
on past experience together with management‘s future expectations about business performance.
The pre-tax discount rates used reflect the time value of money and are based on the Group‘s weighted
average cost of capital, adjusted for specific risks relating to the country in which the CGU operates.
Inputs into the discount rate calculation include a country risk-free rate and inflation differential to
the UK, country risk premium, market risk premium and company specific premium.

12. Goodwill and intangible assets

Cost
At 30 September 2021
Additions
Business acquisitions
Disposals
Reclassifications
Effects of movement in foreign exchange
At 30 September 2022
Additions
Business acquisitions¹
Disposals
Reclassifications
Effect of movements in foreign exchange
At 30 September 2023
Amortisation
At 30 September 2021
Charge for the year
Impairments
Disposals
Effect of movements in foreign exchange
At 30 September 2022
Charge for the year
Impairments
Disposals
Effect of movements in foreign exchange
At 30 September 2023
Net book value
At 30 September 2023
At 30 September 2022

Notes to consolidated
financial statements

Indefinite life
intangible
assets
£m

Definite life
intangible
assets
£m

Software
£m

Total
£m

Goodwill
£m

640.1
–
0.8
–
–
17.5
658.4
–
2.6
–
–
(26.5)
634.5

(57.6)
–
–
–
(2.8)
(60.4)
–
(12.5)
–
0.5
(72.4)

58.0
–
–
–
–
–
58.0
–
–
–
–
–
58.0

–
–
–
–
–
–
–
–
–
–
–

562.1
598.0

58.0
58.0

68.2
–
–
–
–
0.6
68.8
–
–
–
–
(0.4)
68.4

(63.3)
(1.0)
–
–
(0.3)
(64.6)
(0.9)
–
–
0.2
(65.3)

3.1
4.2

107.8
13.6
–
(0.7)
(0.5)
6.3
126.5
22.6
–
(12.2)
–
1.7
138.6

(69.1)
(12.8)
–
0.4
(3.5)
(85.0)
(8.8)
–
11.4
1.7
(80.7)

57.9
41.5

874.1
13.6
0.8
(0.7)
(0.5)
24.4
911.7
22.6
2.6
(12.2)
–
(25.2)
899.5

(190.0)
(13.8)
–
0.4
(6.6)
(210.0)
(9.7)
(12.5)
11.4
2.4
(218.4)

681.1
701.7

The amount of goodwill from business acquisitions during the year includes goodwill of £1.1m in relation to Midfield Concessions (note 31) and
£1.5m in relation to other acquisitions.

Corporate governanceFinancial statementsStrategic reportOverviewNotes to consolidated
financial statements

The recoverable amounts of a group of CGUs (i.e. a country) have been determined based on value-in-
use calculations. These calculations require the use of estimates and assumptions consistent with the
most up-to-date budgets (the Group‘s Medium Term Plan) and plans that have been formally approved
by the Board.

The key assumptions for these calculations are shown below:

North America
Continental Europe
UK & Ireland
Rest of the World

2023

2022

Terminal
growth rate
2.7%
2.1-2.3%
2.1%

Discount
rate
11.7%
11.3-15.6%
13.1%
2.0-6.0% 11.5-33.9%

Terminal
growth rate
2.0%
2.0-3.0%
2.0%
2.0-6.0%

Discount
rate
12.5%
9.8-16.1%
12.6%
9.1-20.1%

The values applied to the key assumptions in the value-in-use calculations are derived from a
combination of internal and external factors, based on past experience together with management‘s
future expectations about business performance. The terminal growth rates are based on published
economic statistical research for 2028. The discount rates (pre-tax) reflect the time value of money
and are based on the Group‘s weighted average cost of capital, adjusted for specific risks relating to
the country which represents a group of CGUs. Inputs into the discount rate calculation include a
country risk-free rate and inflation differential to the UK, country risk premium, market risk premium
and company specific premium.

Sensitivity analysis
Whilst management believes the assumptions are realistic, it is possible that additional impairments
would be identified if any of the above sensitivities were changed significantly. A sensitivity analysis
has been performed on each of these key assumptions with the other variables held constant. An
increase in the discount rate by 1% would result in additional impairments of £1.5m, a reduction in the
terminal growth rate by 1% would result in additional impairments of £0.5m. The reduction in EBITDA
on a pre-IFRS 16 basis of 10% in each forecast year would result in additional impairments of £2.8 m.

174 SSP Group plc Annual Report 2023

12. Goodwill and intangible assets continued
Indefinite life intangibles comprises of SSP’s brands, which are protected by trademarks and for which
there is no foreseeable limit to the period over which they are expected to generate net cash inflows.
These are considered to have an indefinite life, given the strength and durability of these brands and
the level of marketing support provided. The nature of the food and beverage industry is that
obsolescence is not a common issue, with our major brands being originally created over 20 years ago.

Goodwill and indefinite life intangible assets are allocated to groups of cash-generating units (CGUs).
Details of goodwill and indefinite life intangible assets allocated to groups of CGUs are provided in the
table below:

Goodwill

Indefinite life
intangible assets

UK & Ireland
Rail Gourmet UK
North America
France
Belgium
Spain
Germany
Switzerland
Finland
Norway
Sweden
Denmark
Greece
Egypt
Hungary
Australia
Hong Kong
China
Thailand
India

2023
£m
104.9
13.1
17.7
61.9
8.8
46.1
32.2
26.9
21.2
69.8
44.5
24.3
4.7
8.0
1.0
9.7
28.9
0.6
11.0
26.8
562.1

2022
£m
104.1
25.6
17.3
62.7
8.8
46.7
32.6
27.3
21.5
74.9
47.8
24.6
4.8
13.8
0.9
10.6
31.5
0.7
11.6
30.2
598.0

2023
£m
55.5
–
–
2.5
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
58.0

2022
£m
55.5
–
–
2.5
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
58.0

The Group tests annually for impairment, or more frequently if there are indicators that goodwill
might be impaired. Following the test, the goodwill impairment of £12.5m (2022: £nil) was identified
in relation to Rail Gourmet UK within the UK segment due to a contract loss. The recoverable amount
of £13.1m as at 30 September 2023 was based on value-in-use and was determined at the level of
the CGU. The pre-tax discount rate applied to cash flow projections is 13.1% (2022: 12.6%).

Corporate governanceFinancial statementsStrategic reportOverview175 SSP Group plc Annual Report 2023

13. Right-of-use assets

At 1 October 2021
Additions
Depreciation charge in the period
Remeasurement adjustments
Impairments
Currency translation
At 30 September 2022
Additions
Acquisition
Depreciation charge in the period
Remeasurement adjustments
Impairments
Currency translation
At 30 September 2023

Land,
buildings and
leasehold
improvements
£m
26.0
7.1
(6.3)
(2.3)
–
2.2
26.7
4.1
–
(7.7)
1.8
–
(1.4)
23.5

Concessions
contracts
£m
976.3
110.4
(163.3)
(254.2)
(6.1)
46.3
709.4
403.5
34.5
(185.2)
(19.3)
(3.2)
(33.1)
906.6

Equipment,
fixtures
and fittings
£m
0.6
–
(0.4)
–
–
–
0.2
2.8
–
(1.6)
–
–
–
1.4

Total
£m
1,002.9
117.5
(170.0)
(256.5)
(6.1)
48.5
736.3
410.4
34.5
(194.5)
(17.5)
(3.2)
(34.5)
931.5

Impairment of right-of-use assets and sensitivity analysis
Details of the impairment methodology and sensitivity analysis for right-of-use assets are provided
in note 11.

14. Investments in associates
The Group uses the equity accounting method to account for its associates, the carrying value of which
was £16.2m as at 30 September 2023 (2022: £17.0m). The following table summarises the movement
in investments in associates during the year:

Notes to consolidated
financial statements

At the beginning of the year
Additions
Share of profits for the year
Dividends received
Currency adjustment
Impairment
Other¹
At the end of the year

2023
£m
17.0
8.0
7.2
(7.3)
(1.7)
(6.7)
(0.3)
16.2

2022
£m
12.0
–
6.6
(4.3)
2.2
–
0.5
17.0

The carrying amount of Cyprus Airports (F&B) Limited (49.98%) as at 30 September 2023 is £nil (2022: £nil) due to historically unrecognised
accumulated losses. In 2023, Cyprus Airports (F&B) Limited generated profits exceeding the accumulated losses brought forward and the Group
recognised its share amounting to £2.7m. Cyprus Airports (F&B) Limited also paid out dividends in the amount of £2.4m.

In 2023, the Group invested £7.7m in its French associate undertaking, Epigo SAS. However, as at the
date of this investment there were unrecognised losses from Epigo SAS, and therefore the impairment
of £6.7m was recorded as at 30 September 2023. The Group also invested £0.3m in the newly
established GMR Hospitality Limited (India) during the year.

The financial information of the Group‘s associates included in their own financial statements required
by IFRS 12 ‘Disclosure of Interests in Other Entities‘ has not been presented as all the Group‘s associates
are immaterial individually. Details of the Group‘s interests in associates are shown in note 42.

Corporate governanceFinancial statementsStrategic reportOverview176 SSP Group plc Annual Report 2023

Notes to consolidated
financial statements

15. Deferred tax assets and liabilities
Recognised deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:

Unrecognised deferred tax assets and liabilities
Unrecognised deferred tax assets and liabilities in these financial statements are attributable
to the following:

Intangible assets
Property, plant and equipment
Provisions
Tax losses carried forward
Surplus interest expense carried forward
Pensions
ROU assets and lease liabilities
Other
Deferred tax assets/(liabilities)
Set-off
Deferred tax assets/(liabilities)

Assets

Liabilities

2023
£m
0.8
9.7
6.1
44.6
17.0
0.5
11.4
5.1
95.2
(4.2)
91.0

2022
£m
0.7
11.3
2.7
44.9
20.4
0.2
8.6
3.4
92.2
(3.2)
89.0

2023
£m
(12.8)
–
–
–

(1.2)
(1.5)
(8.5)
(24.0)
4.2
(19.8)

2022
£m
(9.4)
–
–
–
–
–
–
(0.7)
(10.1)
3.2
(6.9)

Deferred tax assets are reviewed at each reporting date, taking into account the future expected
profit profile and business model of each relevant company or country, evidence of historic taxable
profits and any potential legislative restrictions on use. In considering their recoverability, the Group
assesses the likelihood of their being recovered within a reasonably foreseeable timeframe, being
typically a minimum of five years, and using the Group’s Medium-Term Plan, consistent with the basis
used for the viability assessment and for impairment testing.

Movement in net deferred tax during the year:

Intangible assets
Property, plant and equipment
Provisions
Tax losses carried forward
Surplus interest expense carried
forward
Pensions
ROU assets and lease liabilities
Other

30 September
2022
£m
(8.7)
11.3
2.7
44.9

Recognised
in income
statement
£m
(3.5)
(1.3)
3.4
1.3

Recognised
in reserves
£m
–
–
–
(1.1)

Currency
adjustment
£m
0.2
(0.3)
–
(0.5)

30 September
2023
£m
(12.0)
9.7
6.1
44.6

20.4
0.2
8.6
2.7
82.1

(3.3)
(1.0)
1.3
(5.8)
(8.9)

–
1.0
–
–
(0.1)

(0.1)
(0.9)
–
(0.3)
(1.9)

17.0
(0.7)
9.9
(3.4)
71.2

Property, plant
and equipment
Tax losses
Provisions and other
temporary differences

Gross value of
temporary differences

2023
£m

8.6
696.1

91.0
795.7

2022
£m

7.5
726.8

98.0
832.3

Assets

2023
£m

1.9
182.2

28.8
212.9

2022
£m

1.5
177.5

29.2
208.2

Liabilities

2023
£m

2022
£m

–
–

The above deferred tax assets have not been recognised, either because of uncertainty over
the future ability of the relevant companies within the Group to which the deferred tax assets relate
to generate taxable profits against which to offset them, or because the deferred tax assets relate
to tax losses which are subject to restrictions on use or forfeiture due, for example, to time restrictions
or change in ownership rules. Of the total unprovided deferred tax on tax losses, £12.1m of this
(2022: £12.1m) will expire at various dates between 2024 and 2028.

The largest proportion of the unrecognised deferred tax assets relates to carried forward losses in
overseas territories, principally the US, France and Germany, where there is a history of losses for tax
purposes and where the use of those losses is not considered probable in the near future.

There are unremitted earnings in overseas subsidiaries of £35.0m (2022: £37.0m) which would be
subject to additional tax of £3.5m (2022: £3.6m) if the Group chooses to remit those profits back to
the UK. No deferred tax liability has been provided on these earnings because the Group is in a position
to control the reversal of the temporary differences and it is probable that such differences will not
reverse in the foreseeable future.

As stated at note 9, legislation introducing the OECD’s Pillar Two model rules into UK law was enacted
during the year with the effect that a global minimum tax rate of 15% will apply to accounting periods
beginning on or after 31 December 2023.

The Group is evaluating the impact of the new rules on its future financial performance and has
necessarily applied the mandatory temporary exception issued by the IASB in May 2023 from the
accounting requirements for deferred tax in IAS 12 Income Taxes. Accordingly, the Group neither
recognises nor discloses information about deferred tax assets and liabilities related to Pillar Two
income taxes.

Corporate governanceFinancial statementsStrategic reportOverview177 SSP Group plc Annual Report 2023

16. Inventories

Food and beverages
Other

17. Trade and other receivables

Trade receivables
Other receivables¹
Prepayments
Accrued income

Of which:
Non-current (other receivables)
Current

2023
£m
36.4
6.0
42.4

2023
£m
45.0
146.8
33.5
14.5
239.8

81.2
158.6

2022
£m
30.5
6.5
37.0

2022
£m
32.2
154.5
11.9
28.9
227.5

85.5
142.0

Other receivables include long-term security deposits of £48.0m (2022: £45.9m) relating to some of the Group’s concession agreements, sales tax
receivable of £16.4m (2022: £11.9m), purchasing income of £15.1m (2022: £18.9m) and £20.8m (2022: £28.5m) due from non-controlling interest
equity shareholders in certain of the Group’s US subsidiaries which relate to capital contributions owed in return for their equity stakes. These
contributions are used towards unit fixed asset buildouts and are received in accordance with the cash requirements of the subsidiary. Capital
contributions owed by the Group company which is the immediate parent of these subsidiaries are eliminated on consolidation.

The value of contract assets was not material at the reporting date.

18. Cash and cash equivalents

Cash at bank and in hand
Cash equivalents

2023
£m
247.6
55.7
303.3

2022
£m
401.9
141.7
543.6

19. Short-term and long-term borrowings

Current liabilities
Bank loans
US Private Placement notes

Non-current liabilities
Bank loans
US Private Placement notes

Notes to consolidated
financial statements

2023
£m

2022
£m

(12.6)
–
(12.6)

(334.4)
(348.4)
(682.8)

(46.2)
(22.6)
(68.8)

(409.0)
(362.1)
(771.1)

2023 Refinancing
In July 2023, the Group successfully refinanced its Senior Facilities, replacing the existing Senior Bank
Facilities maturing 15 January 2025 with new £600m Senior Facilities comprising £300m of drawn
Term Loans, split equally between GBP and EUR, and a £300m undrawn multi-currency Revolving
Credit Facility. The new facilities agreement has an initial term of 4 years, to 12 July 2027 plus a 1-year
optional extension subject to agreement by the parties.

As a result of the refinancing, the existing Senior Bank Facilities were derecognised and the
refinancing was treated as a substantial modification of the Group’s existing debt agreement as the
new Senior Bank Facilities are on substantially different terms. As a result, all remaining unamortised
arranged fees and debt modification adjustments from existing Senior Bank Facilities were
recognised in the statement of profit or loss as a one-off gain of £2.3m.

Bank loans held through the Group’s UK subsidiary SSP Financing Limited
As at 30 September 2023, the Group had Term Loan borrowings of £302.2m which currently mature
on 12 July 2027 and accrue cash-pay interest at the relevant benchmark rate plus a margin, which was
2.5% per annum as at 30 September 2023.

As at 30 September 2023, the Group’s £300m Revolving Credit Facility remained undrawn.
This £300m committed facility currently matures on 12 July 2027. When drawn, this facility accrues
cash-pay interest at the relevant benchmark rate plus a margin, which was 2.25% per annum as at
30 September 2023. A commitment and utilisation fee also applies to this facility.

Under its facilities agreements, the Group must comply with two key financial covenants on an
ongoing basis: Net Debt Cover, being the ratio of Net Debt to EBITDA; and Interest Cover, being the
ratio of EBITDA to Interest Expense, EBITDA being on an adjusted underlying pre-IFRS 16 basis.
These covenants are tested biannually.

Bank loans are shown net of unamortised arrangement fees totalling £nil as at 30 September 2023
(2022: £2.5m).

Corporate governanceFinancial statementsStrategic reportOverview178 SSP Group plc Annual Report 2023

19. Short-term and long-term borrowings continued
Bank loans – held through subsidiaries in France and India
A number of the Group’s subsidiaries, in France and India have local facilities. These are summarised
as follows:

France
As at 30 September 2023, a number of subsidiaries in France had total outstanding borrowings of
EUR 40.2m (£34.8m) (2022: EUR 51.9m or £45.6m). The part of this debt (£13.6m) with the interest
of 2.14% per annum is subject to monthly repayments maturing in March 2026. The remaining part
(£21.2m) with the interest at 2.18% per annum is repaid quarterly maturing in December 2027.

20. Trade and other payables

Trade payables
Other payables¹
Other taxation and social security
Accruals
Deferred income

Notes to consolidated
financial statements

2023
£m
(116.5)
(194.3)
(30.0)
(398.2)
(3.4)
(742.4)

2022
£m
(93.0)
(185.6)
(30.8)
(407.8)
(3.5)
(720.7)

Other borrowings
As at 30 September 2023, the Group’s Indian subsidiaries had borrowings of £1.6m and loans
previously held by SPP Spain had been repaid during the year.

US Private Placement (USPP) notes
As at 30 September 2023, the Group had US Private Placement (‘USPP’) notes totalling £346.1m.
USPP notes are shown net of unamortised arrangement fees, totalling £0.2m as at 30 September
2023 (2022: £2.4m).

In addition to the coupon detailed below, an additional credit rating fee continues to be applicable
until such time as the Group regains its investment grade rating. The separate variable fee (1% as
at 30 September 2022) is no longer being charged as a result of the Group exiting the waiver period
in May 2023.

The credit rating fee was 1% as at 30 September 2023 (1.5% as at 30 September 2022).

The following notes were drawn as at 30 September 2023:

Drawn
Oct 2018
Oct 2018
Jul 2019
Oct 2018
Oct 2018
Oct 2018
Jul 2019
Dec 2019
Dec 2019

Currency
USD
GBP
USD
USD
GBP
USD
EUR
USD
USD

Amount in
currency
39,106,000
21,000,000
64,652,400
38,986,800
20,404,000
39,165,600
56,741,800
65,129,200
64,652,400

Coupon
4.35%
2.85%
4.06%
4.50%
3.06%
4.60%
2.11%
4.25%
4.35%

Maturity
Oct 2025
Oct 2025
Jul 2026
Oct 2028
Oct 2028
Oct 2030
Jul 2031
Dec 2027
Dec 2029

Including non-current payables amounting to £ 1.3m (2022: £1.4m).

Other payables include capital creditors of £11.8m (2022: £12.8m), accrued holiday pay of £29.2m
(2022: £24.5m), employee related costs of £94.8m (2022: £89.4m) and sales tax of £28.6m
(2022: £21.8m).

The value of contract liabilities was not material at the reporting date.

21. Lease liabilities

Beginning of the period
Additions
Acquisitions
Interest charge in the period
Payment of lease liabilities
Remeasurement adjustments
Currency translation
At 30 September
Of which are:
Current lease liabilities
Non-current lease liabilities
At 30 September

2023
£m
(854.6)
(410.7)
(23.3)
(53.1)
250.6
26.4
36.0
(1,028.7)

(252.3)
(776.4)
(1,028.7)

2022
£m
(1,172.8)
(117.5)
–
(37.4)
174.9
353.4
(55.2)
(854.6)

(216.5)
(638.1)
(854.6)

Corporate governanceFinancial statementsStrategic reportOverview179 SSP Group plc Annual Report 2023

21. Lease liabilities continued
There have been no deferred fixed rent payments in the current year (2022: £nil).

Other information relating to leases
Note 28 presents a maturity analysis of the undiscounted payments due over the remaining lease
term for these liabilities.

The total cash outflow for leases in the year was £645.3m (2022: £463.9m), with £250.6m
(2022: £174.9m) being the payment of lease liabilities. The remaining rent payments are not
capitalised under IFRS 16, with £10.8m (2022: £14.9m) relating to short-term leases and £386.0m
(2022: £284.4m) to variable leases. There was an immaterial cash outflow for low-value leases.

Notes to consolidated
financial statements

22. Post-employment benefit obligations
Group
The Group operates a number of post-employment benefit schemes including both defined
contribution and defined benefit schemes. In respect of the defined contribution schemes, amounts
paid during the year were £16.6m (2022: £11.9m) across the Group. There are no contributions
outstanding at the balance sheet date. The principal defined contribution scheme is called the
‘SSP Group Pension Scheme’.

The Group operates a combination of funded and unfunded defined benefit schemes across Europe,
the respective net plan liabilities of which are presented below:

The Group received an immaterial amount of income from subleasing right-of-use assets during
the year.

Funded schemes (see (a) below)¹
Unfunded schemes (see (b) below)

The following table summarises the impact that a reasonable possible change in incremental
borrowing rate (‘IBR’) would have had on the lease liability additions and modifications recognised
during the year:

Increase in IBR of 1%
Decrease in IBR of 1%

Increase/(decrease) in
lease liability recognised
£m
(26.4)
28.7

These defined benefit plans expose the Group to actuarial risks, such as longevity risk, currency risk,
interest rate risk and market (investment) risk. The plans are administered by pension funds that are
legally separate from the Group and are required to act in the best interests of the plan participants.
The Group expects to pay £1.1m in contributions to its defined benefit plans in 2023. As at
30 September 2023, the weighted average duration of the defined benefit obligation was 14.4 years
(2022: 15.3 years).

Information disclosed below is aggregated by funded and unfunded schemes.

1 The presentation of the comparative balance (FY22) was updated to show the net asset balance rather than liability only (pensions liabilities: £1m;

pensions assets: £5m).

2023
£m
0.5
(9.7)
(9.2)

2022
£m
4.0
(9.8)
(5.8)

Corporate governanceFinancial statementsStrategic reportOverview180 SSP Group plc Annual Report 2023

22. Post-employment benefit obligations continued
(a) Funded schemes
The Group operates funded schemes in the UK and Norway. In the UK, the Group participates in the
Railways Pension Scheme (RPS) via the Rail Gourmet UK Limited Shared Cost Section (RG section),
which is a final salary scheme and provides benefits linked to salary at retirement or earlier date of
leaving service. The RG section covers permanent managerial, administrative and operational staff
of Rail Gourmet UK Limited and is closed to new entrants.

The RG scheme was subject to its last full actuarial valuation by a qualified actuary as at 31 December
2019. These results have been used by a qualified independent actuary in the valuation of the scheme
as at 30 September 2022 for the purposes of IAS 19 ‘Employee Benefits’.

The Rail Gourmet UK Limited Shared Cost Section of the Railways Pension Scheme (the RG scheme)
is part way through a full actuarial valuation by a qualified actuary as at 31 December 2022. The initial
results from the valuation have been used by a qualified independent actuary in the valuation of the
scheme as at 30 September 2023 for the purposes of IAS 19 ‘Employee Benefits’.

From 1 July 2021, as agreed with the Trustees as part of the 2019 Valuation, the employing company
contributions decreased to 20.40% (with members paying 13.60%) of Section Pay. In 2021, it was
agreed with the Trustees of the Railways Pension Scheme that, from 1 December 2021 until 1 May
2022, the employing company contributions would be 23.8% of Section Pay (with members paying
10.80%). From 1 May 2022, the employing company contributions were set at 22.10% of Section Pay
(with members paying 12.2%).

The actuarial valuation as at 31 December 2022 is still in progress and once this is finalised a revised
Schedule of Contributions will be agreed between the Trustee and the Company. The statutory
deadline for the completion of the actuarial valuation is 31 March 2024.

The initial results of the triennial funding valuation of the RG scheme, as at 31 December 2022, showed
a funding level of 116.8% on a basis consistent with the results agreed for the 2019 valuation. Also, the
Trustees are currently consulting with Employers on the methodology and assumptions that will be
used for the valuation as required under the Rules and statutory scheme funding legislation.

Major assumptions used in the valuation of the funded schemes on a weighted average basis are set
out below:

Discount rate applied to scheme liabilities
Rate of increase in salaries
Rate of increase in pensions in payment
Inflation assumption

2023
5.2%
3.6%
2.7%
3.3%

2022
5.0%
3.6%
2.2%
3.3%

At the balance sheet date, scheme members were assumed to have the following life expectancies
at age 65:

Notes to consolidated
financial statements

Male pensioner now aged 65
Female pensioner now aged 65
Male pensioner now aged 45
Female pensioner now aged 45

2023
20.9
22.9
23.5
26.8

2022
20.9
23.0
23.5
26.8

Sensitivity analysis
Changes at the reporting date to one of the relevant actuarial assumptions by 1.0%, holding other
assumptions constant, would have affected the defined benefit obligation by the amounts shown below:

As at 30 September 2023
Discount rate applied to scheme liabilities
Rate of increase in salaries
Rate of increase in pensions in payment
Inflation assumption
Mortality rates (change of 1 year)

Defined benefit obligation

Increase
£m
3.3
(1.1)
(0.6)
(1.7)
(0.8)

Decrease
£m
(4.0)
1.0
0.5
1.9
0.8

Although the analysis does not take account of the full distribution of cash flows expected under
the plans, it does provide an approximation of the sensitivity.

The major categories of assets in the funded schemes and their percentage of the total scheme
assets were:

Equities, of which:
– actively traded
Property and infrastructure
Fixed interest investments
Cash
Total assets related to:
– RG scheme
– Norway

2023
25.9%
15.1%
23.7%
49.3%
1.1%

84.9%
15.1%

2022
43.8%
14.2%
26.0%
29.1%
1.1%

85.8%
14.2%

Property investments are held at fair value, which has been determined by an independent valuer.
Fixed interest investments are valued using observable market data.

Corporate governanceFinancial statementsStrategic reportOverview181 SSP Group plc Annual Report 2023

22. Post-employment benefit obligations continued
The fair value of the scheme assets and the present value of the scheme liabilities of the funded
schemes were:

Changes in the present value of the scheme liabilities are as follows:

Fair value of scheme assets
Present value of funded liabilities
Surplus
Withholding tax payable¹
Net pension asset

2023
£m
32.0
(30.8)
1.2
(0.7)
0.5

2022
£m
38.1
(31.4)
6.7
(2.7)
4.0

The Group has recognised a pension surplus for the RG scheme on an accounting basis. This surplus is presented net of a withholding tax
adjustment of £0.7m (2022: £2.7m) which represents the tax that would be withheld on the surplus amount.

The following amounts have been recognised in balance sheet for each scheme:

– RG scheme
Pension assets
Pension liabilities
Net defined benefit assets recognised in balance sheet¹
– Norway
Pension assets
Pension liabilities
Net defined benefit liabilities recognised in balance sheet
Total net defined benefit assets recognised in balance sheet

1 The balance is included within Other receivables as at 30 September 2023 and 30 September 2022.

Current service cost (reported in employee remuneration)
Net interest on pension scheme liabilities
(reported in finance income and (expense))
Total amount credited/(charged)

2023
£m

2022
£m

26.4
(25.1)
1.3

4.8
(5.6)
(0.8)
0.5

2023
£m
(0.2)

0.4
0.2

30.0
(25.0)
5.0

5.3
(6.3)
(1.0)
4.0

2022
£m
(0.3)

(0.1)
(0.4)

Scheme liabilities at the beginning of the period
Current service cost
Past service cost
Employee contributions
Interest on pension scheme liabilities
Remeasurements:
– arising from changes in demographic assumptions
– arising from changes in financial assumptions
– arising from changes in experience adjustments
Benefits paid
Curtailment
Currency adjustment
Scheme liabilities at the end of the period

Changes in the fair value of the scheme assets are as follows:

Scheme assets at the beginning of the period
Interest income
Employer contributions
Employee contributions
Remeasurement:
– arising from changes in financial assumptions
– arising from changes in experience adjustments
Benefits paid
Curtailment
Currency adjustment
Scheme assets at the end of the period

Notes to consolidated
financial statements

2023
£m
(31.4)
(0.2)
–
–
(1.5)

(0.7)
0.8
(0.1)
1.6
0.3
0.4
(30.8)

2023
£m
38.1
1.9
0.4
–

(5.9)
(0.2)
(1.6)
(0.3)
(0.4)
32.0

The following amounts have been recognised directly in other comprehensive income:

Remeasurements

2023
£m
(4.1)

2022
£m
(45.6)
(0.3)
–
–
(0.8)

–
14.1
(0.5)
1.5
–
0.2
(31.4)

2022
£m
41.9
0.7
0.5
–

(3.1)
(0.1)
(1.5)
(0.1)
(0.2)
38.1

2022
£m
5.0

Corporate governanceFinancial statementsStrategic reportOverview182 SSP Group plc Annual Report 2023

22. Post-employment benefit obligations continued
(b) Unfunded schemes
The principal unfunded scheme of the Group operates in Germany. To be eligible for the general plan,
employees must complete five years of service and the normal retirement age for this plan is 65.
Employees in Germany are also provided with a long service (Jubilee) award, which provides a month‘s
gross salary after the employee has worked a certain number of years of service. All unfunded
schemes are valued in accordance with IAS 19 and have been updated for the period ended
30 September 2023 by a qualified independent actuary.

There have been no changes to scheme contributions to preserve equity in the year.

The major assumptions (on a weighted average basis) used in these valuations were:

Rate of increase in salaries
Rate of increase in pensions in payment and deferred pensions
Discount rate applied to scheme liabilities
Inflation assumption

2023
2.3%
1.1%
4.2%
2.1%

2022
2.3%
1.2%
3.8%
2.1%

At the balance sheet date, scheme members were assumed to have the following life expectancies
at age 65:

Pensioner now aged 65
Pensioner now aged 40

2023
23.1
24.6

2022
22.9
24.5

The present value of the scheme liabilities of the unfunded schemes was:

Net pension liability

The movement in the liability during the period was as follows:

Deficit in the schemes at the beginning of the period
Current service cost
Contributions
Interest on pension scheme liabilities
Remeasurements:
– arising from changes in financial assumptions
– arising from changes in demographic assumptions
– arising from changes in experience adjustments
Currency adjustment
Deficit in the schemes at the end of the period

Notes to consolidated
financial statements

2023
£m
(9.7)

2023
£m
(9.8)
(0.2)
0.7
(0.2)

0.2
–
(0.5)
0.1
(9.7)

2022
£m
(9.8)

2022
£m
(11.2)
(1.0)
0.6
(0.1)

0.8
1.3
(0.4)
0.2
(9.8)

The following amounts have been charged in arriving at profit for the year in respect of these schemes:

Current service cost (reported in employee remuneration)
Interest on pension scheme liabilities (reported in finance income and
expense)
Total amount charged

As at 30 September 2023
Discount rate applied to scheme liabilities
Rate of increase in salaries
Rate of increase in pensions in payment
Inflation assumption
Mortality rates (change by 1 year)

Defined benefit obligation

Increase
£m
0.5
(0.3)
(0.3)
(0.2)
(0.2)

Decrease
£m
(0.6)
0.3
0.3
0.5
0.2

The following amounts have been recognised directly to other comprehensive income:

Remeasurements

2023
£m
(0.3)

Although the analysis does not take account of the full distribution of cash flows expected under
the plans, it does provide an approximation of the sensitivity.

2023
£m
(0.2)

(0.2)
(0.4)

2022
£m
(0.1)

(0.1)
(0.2)

2022
£m
0.8

Corporate governanceFinancial statementsStrategic reportOverview183 SSP Group plc Annual Report 2023

23. Provisions

At 1 October 2022
Created in the year
Exchange differences
Unwind of discount
Utilised in the year
At 30 September 2023
Represented by:
Current
Non-current

Restoration
costs
£m
(22.7)
(7.4)
–
(0.9)
5.0
(26.0)

Restructuring
and site exit
costs
£m
(4.6)
(2.9)
0.1
–
3.3
(4.1)

(3.5)
(22.5)
(26.0)

(4.1)
–
(4.1)

Other
£m
(33.2)
(0.1)
2.1
–
5.3
(25.9)

(17.7)
(8.2)
(25.9)

Total
£m
(60.5)
(10.4)
2.2
(0.9)
13.6
(56.0)

(25.3)
(30.7)
(56.0)

Provision for restoration costs represents estimates of expected costs to be incurred in restoring
a site to its original condition when it is vacated at the end of the lease term. These provisions will
be utilised at the end of the lease terms, which typically vary between one and ten years in length.
The discount rate used as at 30 September 2023 was 3.9% (2022: 1.9%).

Within Other provisions, litigation provisions amounted to £10.2m in aggregate at 30 September
2023 (2022: £13.3m). The remaining amount represents probable expected costs in legal and related
matters and are not material individually.

24. Capital and reserves
Share capital and share premium

Issued, called up and fully paid:
Ordinary shares of £0.01085 each
At 30 September 2022
Ordinary shares issued in relation to the Group’s share
incentive plans
At 30 September 2023

Notes to consolidated
financial statements

Number of
shares

Share
capital
£m

Share
premium
£m

796,113,196

416,000
796,529,196

8.6

–
8.6

472.7

–
472.7

Ordinary shares
The ordinary shareholders are entitled to receive notice of, attend, and speak at and vote at general
meetings of the Company. Ordinary shareholders have one vote for each ordinary share held by them.

Employee benefit trust
The SSP Group plc Share Incentive Plan was established in 2014, in connection with the Company‘s
UK Share Incentive Plan (UK Trust). The SSP Group plc Share Plans Trust was established in 2018,
in connection with the Company‘s share option plans (Share Plan Trust). Details of the Company‘s
share plans are set out in the Directors‘ Remuneration Report on page 138 as part of the Annual
Report on Remuneration.

As at 30 September 2023, the Trustees of the UK Trust and the Share Plan Trust respectively held
74,031 (2022: 36,114) and 875,495(2022: 515,806) ordinary shares of the Company with a combined
value of £1.7m (2022: £1.0m).

Corporate governanceFinancial statementsStrategic reportOverview184 SSP Group plc Annual Report 2023

24. Capital and reserves continued
Reserves
Details of reserves (other than retained earnings) are set out below:

At 30 September 2021
Net loss on hedge of net investments
in foreign operations
Other foreign exchange translation
differences
Deferred tax credit on losses arising
on exchange translation differences
Effective portion of changes in
fair value of cash flow hedges
Cash flow hedges – reclassified
to income statement
Tax credit on cash flow hedges
At 30 September 2022
Net gain on hedge of net investments
in foreign operations
Other foreign exchange translation
differences
Purchase of non-controlling interest
in subsidiary
Deferred tax charge on gains arising
on exchange translation differences
At 30 September 2023

Capital
redemption
reserve
£m
1.2

Translation
reserve
£m
9.6

Cash flow
hedging
reserve
£m
(1.9)

Other
reserve
£m
–

–

–
–
1.2

–

–
1.2

(56.3)

34.7

2.8

0.2

–
–
(9.0)

33.9

(38.2)

–

(1.1)
(14.4)

–

(0.3)

1.4
0.8
–

–

–
–

–

–
–
–

–

(3.8)

–
(3.8)

Capital redemption reserve
The capital redemption reserve relates to the cancellation of the deferred ordinary shares in 2015.

Translation reserve
The translation reserve comprises all foreign exchange differences arising since 1 October 2010, the
transition date to IFRS, from the translation of the financial statements of subsidiaries with non-Sterling
functional currencies, as well as from the translation of liabilities that hedge the Group‘s net
investment in foreign subsidiaries.

Cash flow hedging reserve
The hedging reserve in the comparative year comprised the cumulative net change in the fair value
of the Group‘s interest rate swaps.

Notes to consolidated
financial statements

Other reserve
The Other reserve relates to the acquisition of additional 25% stake in SSP America SFO LLC.
On 6 June 2023, the Group acquired 25% of SSP America SFO LLC changing its ownership from 65%
to 90% for the total consideration of £0.9m. As at the date of acquisition, the 25% of the accumulated
non-controlling interest amounted to £1.1m (loss) with the receivable balance due from non-controlling
interest shareholders of £1.7m being waived. Given the Group remained the ultimate controlling party,
the transaction does not meet the definition of a business combination in accordance with IFRS 3,
thus it qualifies for a transaction between parties under common control. Therefore, the loss from
this transaction of £3.8m was recorded in Other reserve.

Non-controlling interests

At 1 October
Share of profit for the year
Dividends paid to non-controlling interests
Capital contribution from non-controlling interests
Purchase of non-controlling interest in subsidiary
Currency adjustment
At 30 September

2023
£m
86.0
48.0
(45.3)
17.3
1.1
(11.2)
95.9

2022
£m
70.4
20.1
(18.8)
3.4
–
10.9
86.0

The Group has one subsidiary with a material non-controlling interest, Mumbai Airport Lounge Services
Private Ltd (‘MALS’). The principal place of business for this subsidiary is India. See note 42 on page 215
for further details of registered office and ownership percentages of each of these companies.

Total
£m
8.9

(56.3)

34.7

2.8

(0.1)

1.4
0.8
(7.8)

33.9

(38.2)

(3.8)

Summarised financial information, before inter-company eliminations, is as follows:

(1.1)
(17.0)

Income statement
Revenue
Profit after tax
NCI share of profit
Total comprehensive income
Balance sheet
Non-current assets
Current assets
Current liabilities
Non-current liabilities
NCI share of equity
Cash flow
Net increase in cash and cash equivalents

MALS
2023
£m

31.9
14.9
10.9
12.0

3.5
40.9
(8.8)
(0.7)
26.6

MALS
2022
£m

19.5
3.5
3.9
6.0

24.8
28.9
(13.0)
(17.7)
17.5

8.5

4.4

Corporate governanceFinancial statementsStrategic reportOverview185 SSP Group plc Annual Report 2023

Notes to consolidated
financial statements

25. Share-based payments
The Group has granted equity-settled share awards to its employees under the Performance Share
Plan (PSP), the Restricted Share Plan (RSP), the UK Share Incentive Plan (UK SIP) and the International
Share Incentive Plan (ISIP).

Details of awards granted in the year
The RSPs granted during the year have been valued with reference to the share price at the date
of the award. Equity-settled awards are measured at fair value at grant date. The fair value of awards
granted is expensed on a straight-line basis over the vesting period, based on the Company’s estimate
of the number of shares that will actually vest.

Details of the terms and conditions of each share-based payment plan and the Group’s TSR
comparator group are provided on page 138 and page 134 respectively, as part of the Annual Report
on Remuneration.

No PSPs were granted during the year, or during the prior year.

Restricted Share Plan
The RSP awards are subject to performance underpins. For Executive Directors and the GEC these
are outlined on page 138. Should any of the underpins not be met, the Remuneration Committee would
consider whether a discretionary reduction in the number of shares vesting was required.

UK Share Incentive Plan
The UK SIP is a share matching scheme which entitles participating employees to be given up to two
free ordinary shares (matching shares) for each SSP Group plc ordinary share purchased (partnership
shares). Both the partnership and matching shares are placed in trust for a three-year period. The UK
SIP has been in place since December 2014.

Expense in the year
The Group incurred a charge of £6.3m in 2023 (2022: £4.5m) in respect of the PSP and RSP.

Outstanding at 1 October
Granted during the year
Exercised during the year
Lapsed during the year
Outstanding at 30 September
Exercisable at 30 September
Weighted average remaining contracted life (years)
Weighted average fair value of awards granted (£)

The exercise price for the PSP and RSP awards is £nil.

2023
Number of
shares

2022
Number of
shares
7,114,454 5,247,974
4,023,285 3,360,575
(273,177)
(1,220,918)
7,114,454
359,753
6.9
2.36

(377,844)
(1,557,132)
9,202,763
243,223
7.6
2.27

For each 12-month plan period from January 2016 to December 2021, the actual entitlement to
matching shares was fixed at one matching share for every two partnership shares purchased. For the
period from January 2015 to December 2015, the actual entitlement was fixed at one matching share
for every one partnership share purchased. The Group incurred a charge of £0.1m in respect of the
matching element of the UK SIP in 2023 (2022: £0.1m).

International Share Incentive Plan
The ISIP is a share matching scheme which entitles participating employees to be given up to two
free ordinary shares (matching shares) for each SSP Group plc ordinary share purchased (partnership
shares). The partnership shares are placed in trust for a three-year period. The ISIP has been in place
since September 2015.

For each 12-month plan period from November 2016 to October 2022, the actual entitlement
to matching shares was fixed at one matching share for every two partnership shares purchased.
For the period from November 2015 to October 2016, the entitlement was fixed at one matching share
for every one partnership share purchased. The Group incurred a charge of £0.1m in respect of the
matching element of the ISIP in 2023 (2022: £0.1m).

Corporate governanceFinancial statementsStrategic reportOverview186 SSP Group plc Annual Report 2023

Notes to consolidated
financial statements

26. Cash flow from operations

27. Reconciliation of net cash flow to movement in net debt

Profit for the year
Adjustments for:
Depreciation of property, plant and equipment
Depreciation of right-of-use assets
Amortisation
Derecognition of leases under IFRS 16
Non-cash change in lease liabilities
Impairments
Share-based payments
Finance income
Finance expense
Share of profit of associates (net of impairment)
Taxation
Other

Increase in trade and other receivables
Increase in inventories
Increase in trade and other payables (including provisions)
Cash flow from operations

Note

11
13
12

25
8
8
14
9

2023
£m
56.1

106.6
194.5
9.7
(7.9)
–
18.1
5.7
(17.0)
96.2
(0.5)
32.0
(0.1)
493.4
(12.2)
(5.3)
22.4
498.3

2022
£m
9.9

97.9
170.0
13.8
(78.1)
(23.0)
18.2
4.5
(4.9)
77.8
(6.6)
15.3
0.6
295.4
(45.9)
(13.3)
198.3
434.5

Cash and cash
equivalents
£m
773.6

(244.6)

–

–
–

Gross debt

Bank and
other
borrowings
£m
(738.8)

US Private
Placement
notes
£m
(342.4)

Leases
£m
(1,172.8)

Total gross
debt
£m
(2,254.0)

Net debt
£m
(1,480.4)

–

(9.6)

300.0

4.9

–
–

–

–
–

–

(244.6)

(9.6)

300.0

4.9

174.9
198.5

14.6

(9.5)

(49.7)

(55.2)

(114.4)

(99.8)

–
543.6

(2.2)
(455.2)

7.4
(384.7)

–
(854.6)

5.2
(1,694.5)

5.2
(1,150.9)

(226.9)

–

–
–

31.5

36.8

20.9

(1.2)

–
–

–

9.1

–

–
–

–

(226.9)

40.6

36.8

20.9

40.6

36.8

20.9

(1.2)

250.6
(460.5)

(13.4)

11.2

24.1

35.8

71.1

57.7

–
303.3

8.9
(347.1)

3.1
(348.4)

–
(1,028.7)

12.0
(1,724.2)

12.0
(1,420.9)

At 30 September 2021
Net decrease in cash
and cash equivalents
Cash inflow from other
changes in debt
Cash outflow from
repayment of CCFF
Cash outflow from other
changes in debt
Cash outflow from
payment of lease liabilities
Lease amendments
Currency translation
(losses)/gains
Other non-cash
movements1
At 30 September 2022
Net decrease in cash
and cash equivalents
Cash outflow from
repayment of term loan¹
Cash outflow from term¹
loans refinancing
Cash outflow from other¹
changes in debt
Cash inflow from other
changes in debt
Cash outflow from
payment of lease liabilities
Lease amendments
Currency translation
(losses)/gains
Other non-cash
movements1
At 30 September 2023

Other non-cash movements relate to debt modification gain/(losses), revised estimated future cash flows and effective interest rate of £12.0m
(2022: £5.2m) (see note 8).
£95.9m of repayments in the cashflow statements are comprised of repayments of term loans, term loan refinancing and a partial amount of other
changes in debt

Corporate governanceFinancial statementsStrategic reportOverview187 SSP Group plc Annual Report 2023

28. Financial instruments
(a) Fair values of financial assets and liabilities
All financial assets and financial liabilities are carried at amortised cost, except for derivatives which
are held at fair value through the income statement.

The fair values of all financial assets and financial liabilities by class, together with their carrying
amounts shown in the balance sheet, are as follows:

Financial assets measured at amortised cost
Cash and cash equivalents
Trade and other receivables
Total financial assets measured at amortised cost
Non-derivative financial liabilities measured
at amortised cost
Bank loans
US Private Placement notes
Lease liabilities
Trade and other payables
Total financial liabilities measured
at amortised cost

Carrying
amount
2023
£m

303.3
191.8
495.1

Fair
value
2023
£m

303.3
191.8
495.1

Carrying
amount
2022
£m

543.6
186.7
730.3

Fair
value
2022
£m

543.6
186.7
730.3

(347.0)
(348.4)
(1,028.7)
(712.4)

(347.0)
(346.1)
(1,028.7)
(712.4)

(455.2)
(384.7)
(854.6)
(689.9)

(446.1)
(379.4)
(854.6)
(689.9)

(2,436.5)

(2,434.2)

(2,384.4)

(2,370.0)

Notes to consolidated
financial statements

Bank loans
Fair value is calculated based on the present value of future principal and interest cash flows,
discounted at the market rate of interest at the balance sheet date. Bank loans are categorised as
level 2 financial liabilities, whereby inputs which are used in the valuation of these financial liabilities
and have a significant effect on the fair value are observable, either directly or indirectly.

Lease liabilities
Fair value is based on the present value of the future lease payments, discounted at the rate implicit
in the lease or, where this is not known, the incremental borrowing rate.

Finance lease liabilities
Fair value is based on the present value of the future lease payments, discounted at the rate implicit
in the lease or, where this is not known, the incremental borrowing rate.

Other non-derivative financial instruments (excluding bank loans)
Due to the short-term nature of non-derivative financial instruments (excluding bank loans),
the fair value is approximate to the carrying value.

Corporate governanceFinancial statementsStrategic reportOverview188 SSP Group plc Annual Report 2023

28. Financial instruments continued
(b) Credit risk
Concentrations of credit risk with respect to trade receivables are limited, due to the Group’s customer
base being large and diverse, with two external debtors representing more than 10% of the total balance.
The Group has no other significant concentration of debtors with no other debtor representing more
than 10%. The ageing of trade receivables at the balance sheet date was as follows:

Total trade receivables
Less: loss allowance

Of which:
Not yet due
Overdue, between 0 and 6 months
Overdue, more than 6 months
Loss allowance

2023
£m
54.5
(9.5)
45.0

21.1
25.9
7.5
(9.5)
45.0

2022
£m
44.3
(12.1)
32.2

22.5
10.7
11.1
(12.1)
32.2

The movement in the loss allowance in respect of trade receivables during the year was as follows:

At 1 October
Charged in the year
Reversed in the year
Utilised in the year
Currency adjustment
At 30 September

2023
£m
(12.1)
(0.6)
2.2
0.5
0.5
(9.5)

2022
£m
(10.1)
(4.0)
2.2
0.6
(0.8)
(12.1)

Expected credit losses
The Group applies the simplified approach and records lifetime expected credit losses for trade
receivables. Loss allowances have been recognised for trade receivables that have been identified
as credit impaired. The Group has assessed customer balances in relation to their operating sector
(such as air or rail), receivable ageing and other indicators of risk to recoverability.

(c) Credit quality of cash at bank and short-term deposits
The credit quality of cash at bank and short-term deposits has been assessed by reference to Moody‘s
external ratings as follows:

Notes to consolidated
financial statements

High grade
Upper medium grade
Medium grade
Non-investment grade
Unrated

Cash in hand and in transit

2023
£m
141.4
41.1
15.6
31.6
53.0
282.7
20.6
303.3

2022
£m
220.7
211.5
35.4
12.9
51.2
531.7
11.9
543.6

(d) Financial risk management
The main financial risks of the Group relate to the availability of funds to meet business needs,
the risk of default by counterparties to financial transactions, and fluctuations in interest and foreign
exchange rates. In this regard, the treasury function is mandated by the Board to manage the financial
risks that arise in relation to underlying business needs. The function has clear policies and operating
parameters, and its activities are regularly reviewed by the Board to ensure compliance. The function
does not operate as a profit centre and speculative transactions are not permitted.

Financial instruments, including derivatives, are used on occasion to manage the main financial risks
arising during the course of business. These risks are liquidity risk and market risk and are discussed
further below.

Liquidity risk
The Group‘s objective in managing liquidity risk is to ensure that it can meet its financial obligations
as and when they fall due. In order to achieve this, the treasury department maintains an appropriate
level of funds and facilities to meet each year‘s planned funding requirement.

In July 2023, the Group refinanced its Senior Bank Facilities that were previously due to mature in
January 2025, and replaced them with new £600m Senior Facilities with current maturity in July 2027.
Further detail on this is provided within note 19.

Corporate governanceFinancial statementsStrategic reportOverview189 SSP Group plc Annual Report 2023

28. Financial instruments continued
The following are the remaining contractual maturities of financial liabilities at the reporting date.

Carrying
amount
£m

Contractual
cash flows
£m

2023

1 year
or less
£m

1 to
<2 years
£m

2 to
<5 years
£m

>5 years
£m

Notes to consolidated
financial statements

Currency risk
Although the functional currency of the Group is Sterling, the Group‘s operating cash flows
are transacted in a number of different currencies. The Group‘s policy in managing this financial
currency risk is to use foreign currency denominated borrowings to ensure that interest costs arise
in currencies that reflect the operating cash flows, thereby minimising net cash flows in foreign
currencies. As the mix of foreign currency cash flows generated by the business changes over time,
there may be a requirement to restructure borrowings (via financial instruments or other treasury
products) to maintain this hedge. The Board reviews financial currency risk at least once a year.

(347.0)

(407.5)

(33.5)

(30.9)

(343.1)

–

(348.4)
(1,028.7)
(712.4)
(2,436.5)

(412.6)
(1,253.2)
(712.4)
(2,785.7)

(15.5)
(271.4)
(711.1)
(1,031.5)

(13.7)
(236.8)
(0.5)
(281.9)

(188.3)
(482.9)
–
(1,014.3)

(195.1)
(262.1)
(0.8)
(458.0)

The Group uses currency denominated borrowings to hedge the exposure of a portion of its net
investment in overseas operations (with non-Sterling functional currency) against changes in value
due to changes in foreign exchange rates. An economic relationship has been identified as both the
net investment in overseas operations, and the currency denominated borrowings used as the related
hedging instrument, are subject to currency risk, and changes in foreign exchange rates would cause
their values to move in opposite directions.

Carrying
amount
£m

Contractual
cash flows
£m

2022

1 year
or less
£m

1 to
<2 years
£m

2 to
<5 years
£m

>5 years
£m

As at 30 September 2023, the fair value of bank loans and US Private Placement debt used as hedging
instruments was £456.9m (2022: £579.2m). Of this, £201.4m was in respect of Euro exposure and
£255.5m in respect of the US Dollar exposure.

(455.2)

(516.6)

(111.1)

(39.3)

(365.9)

(0.3)

(384.7)
(854.6)
(689.9)
(2,348.4)

(486.2)
(1,014.7)
(689.9)
(2,707.4)

(53.5)
(226.9)
(688.6)
(1,080.1)

(16.5)
(184.3)
(0.5)
(240.6)

(147.1)
(372.8)
–
(885.8)

(269.1)
(230.7)
(0.8)
(500.9)

Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates and interest rates,
will affect the Group‘s income or the value of its holdings of financial instruments. These are discussed
further below.

There were no reclassifications from foreign currency translation reserve and external borrowings
in foreign currencies did not exceed the investments in respective countries.

No sensitivity analysis is provided in respect of currency risk as the Group‘s currency exposure mainly
relates to translation risk as discussed above.

The currency profile of the cash balances of the Group at 30 September 2023 was as follows:

Cash at bank and in hand
Sterling
Other currencies

2023
£m
100.0
203.3
303.3

2022
£m
298.0
245.6
543.6

Non-derivative financial
liabilities
Bank loans
US Private Placement
notes
Lease liabilities
Trade and other payables

Corporate governanceFinancial statementsStrategic reportOverview190 SSP Group plc Annual Report 2023

28. Financial instruments continued
Interest rate risk
The interest rate and currency profile of the Group‘s bank loans at 30 September 2023 before
adjustments for unamortised bank fees of £0.2m (2022: £4.9m) was as follows:

29. Commitments
Capital commitments at the end of the financial year, for which no provision has been made,
are as follows:

Notes to consolidated
financial statements

Floating-rate liabilities

Fixed-rate liabilities

2023
£m

2022
£m

2023
£m

2022
£m

Total

2023
£m

2022
£m

Contracted for but not provided

2023
£m
134.5

2022
£m
124.9

Currency
Sterling
Euro
US Dollar
Swedish Krona
Norwegian Krone
Swiss Franc
Indian Rupee

(150.0)
(152.2)
–
–
–
–
(1.6)
(303.8)

(138.4)
(161.6)
(31.7)
(22.8)
(32.0)
–
(4.0)
(390.5)

(41.4)
(49.2)
(255.5)
–
–
–
–
(346.1)

(42.0)
(96.9)
(286.0)
–
–
–
–
(424.9)

(191.4)
(201.4)
(255.5)
–
–
–
(1.6)
(649.9)

(180.4)
(258.5)
(317.7)
(22.8)
(32.0)
–
(4.0)
(815.4)

Sensitivity analysis
The effect of a 1% increase in interest rates prevailing at the balance sheet date on the Group’s cash
and cash equivalents and debt subject to variable rates of interest at the balance sheet date would
be to decrease profit for the year (after tax) by an immaterial amount. A similar 1% decrease in interest
rates would result in an equal and opposite effect over the course of a year.

IBOR reform
As a result of the refinancing completed in July 2023, the Group no longer holds any Term Loans
denominated in USD. We have competed the transition from USD LIBOR to the Secured Overnight
Financing Rate (SOFR) in respect of any USD denominated drawings under our Revolving Credit Facility,
but have not to date made any USD drawing. The Group continues to monitor the market and the output
from various industry groups managing the transition to new benchmark interest rates and will look
to implement changes if appropriate in the future.

(e) Capital management
The Group‘s policy is to maintain a strong capital base so as to maintain investor, creditor and market
confidence and to sustain future development. The Group‘s capital is represented by the share capital
and reserves (as set out in note 24), retained earnings, and net debt. The funding requirements of the
Group are met by a mix of long-term borrowings, medium-term borrowings, short-term borrowings
(under its Revolving Credit Facility) and available cash.

As mentioned in the liquidity section, during the year the Group successfully refinanced its bank
facilities, with the new Senior Bank Facilities currently maturing in July 2027.

Capital commitments relate to where the Group has contractually committed to acquire and/or build
tangible assets that are not yet incurred as at 30 September 2023.

30. Related parties
Related party relationships exist with the Group‘s subsidiaries, associates (note 14), key management
personnel, pension schemes (note 22) and employee benefit trust (note 24).

Subsidiaries
Transactions between the Company and its subsidiaries, and transactions between subsidiaries,
have been eliminated on consolidation and are not disclosed in this note. Where the Group does not
own 100% of its subsidiary, significant transactions with the other investors in the non-wholly owned
subsidiary (‘investor’), other than those listed in note 24, are disclosed within this note (in the table
below). Sales and purchases with related parties are made at normal market prices.

Associates
Significant transactions with associated undertakings during the year, other than those included
in note 14, are included in the table below.

Related party transactions

Sales to related parties
Purchases from related parties
Management fee income
Other income
Other expenses1
Amounts owed by related parties at the end of the year
Amounts owed to related parties at the end of the year 2

2023
£m
0.9
(6.7)
2.3
2.0
15.9
6.9
(27.0)

2022
£m
(0.2)
(2.5)
1.9
1.9
(8.4)
6.4
(14.7)

1 The majority of other expenses relates to £12.1m rent from Midway Partnership LLC (2022: £6.50m).
2 The majority of amounts relates to £9.8m loans (and accumulated interest) received from non-controlling interest shareholders in Brazil and

Bahrain (2022: £10.1m).

Corporate governanceFinancial statementsStrategic reportOverview191 SSP Group plc Annual Report 2023

30. Related parties continued
Bank guarantees
The Group has provided a number of guarantees to third parties and has given guarantees to partners
of consolidated non-wholly owned subsidiaries in respect of obligations of its non-wholly owned
subsidiaries, relating to, for example, concession agreements, franchise agreements and financing
facilities. In addition, certain subsidiaries benefit from guarantees provided by the Group‘s
non-controlling interest partners to similar third parties (in respect of obligations of the subsidiaries).
These guarantees are consistent with those provided in the normal course of business in respect of
the Group‘s wholly owned subsidiaries. At 30 September 2023 the value of the guarantees given by
the various Group companies in respect of both wholly owned and other subsidiaries was £145.7m
(2022: £135.9m). The Group does not expect these guarantees to be called on and as such no liability
has been recognised in the financial statements.

Remuneration of key management personnel
The remuneration of key management personnel of the Group is set out below in aggregate for each
of the categories specified in IAS 24 ‘Related Party Disclosures‘. The Group considers key management
personnel to be the Group CEO, Deputy Group CEO and CFO, Non-Executive Directors and the Group
Executive Committee.

Short-term employee benefits
Post-employment benefits
Share-based payments

2023
£m
(10.1)
(0.5)
(3.2)
(13.8)

2022
£m
(9.1)
(0.5)
(2.5)
(12.1)

31. Business combinations and other acquisitions
(a) Acquisition of the Midfield Concessions business
On 4 May 2023, the Group announced its expansion in North America by adding 40 new units at seven
airports, including four new locations, through the acquisition of the concessions business of Midfield
Concession Enterprise Inc. (‘MCE’). This trade and assets deal has provided the Group with access to
Detroit Metropolitan Wayne County, Denver International, Philadelphia International, and Cleveland
Hopkins International, and it has also expanded SSP’s existing presence at Minneapolis St. Paul
International, San Francisco International, and Newark Liberty International.

The total consideration under the agreement is £54.1m ($67 million) paid in cash on the completion
date, with the deal structured in two parts: one covering the initially acquired six airports (£37.5m
($46m)) and one covering Denver airport (remaining £16.6m ($21m) consideration). The transaction
in relation to the six airports was completed on 6 June 2023. On 16 November 2023, the Group took
operational control of the Denver airport part of the acquisition (note 32).

Assets acquired and liabilities assumed (provisional)
The fair values of the identifiable assets and liabilities of the six airports (completed in the year)
as at the date of acquisition were provisionally determined as follows:

Notes to consolidated
financial statements

Assets
Property, plant and equipment (Note 11)
Right-of-use assets (Note 13)
Other receivables
Inventory
Cash
Liabilities
Lease liabilities (Note 21)
Total identifiable net assets at fair value

Non-controlling interest measured at fair value
Increase in Other receivables due from NCI
Goodwill arising on acquisition (Note 12)
Total net assets acquired

Satisfied by:
Purchase considerations transferred

Fair value
recognised on
acquisition
£m

25.9
34.5
0.0
0.3
0.1

(23.3)
37.5

(9.5)
8.4
1.1
37.5

37.5

The transaction costs of relating to the acquisition amounted to £1.2m.

The Group measured the acquired lease liabilities using the present value of the remaining lease
payments at the date of acquisition. The right-of-use assets were measured at an amount equal
to the lease liabilities and adjusted to reflect the favourable terms of the lease relative to market.
The right-of-use assets include concession rights amounting to £11.2m to be amortised over the
life of the contracts.

At the time when the financial statements were authorised for issue, the Group had not yet completed
the accounting for the acquisition of the six airports. In particular, the fair values of the assets and
liabilities disclosed above have only been determined provisionally, because the independent
valuations have not been finalised.

From the date of the completion of the first stage of acquisition, the six airports contributed £14.7m
of revenue and £0.5m of profit before tax from operations of the Group. It is not practically possible to
calculate revenue and profit before tax should the acquisition had taken place at the beginning of the year.

(b) Other
During the year the Group also made other acquisitions in the United Kingdom and USA with the total
considerations of £3.7 million.

Corporate governanceFinancial statementsStrategic reportOverview
192 SSP Group plc Annual Report 2023

32. Post balance sheet events
On 16 November 2023 the Group took operational control of the Denver airport part of the acquisition
of the concessions business of Midfield Concession Enterprises, Inc. The total consideration for the
Denver airport concession (£16.6m ($21m)) is yet to be paid, and will be paid on legal completion of the
transaction which is expected imminently.

Assets acquired and liabilities assumed (provisional)
The fair values of the identifiable assets and liabilities related to the post-balance sheet event,
and that have not been accounted for in the balance sheet at 30 September 2023 were provisionally
determined as follows:

Assets
Property, plant and equipment
Right-of-use assets
Liabilities
Lease liabilities
Total identifiable net assets at fair value

Non-controlling interest measured at fair value
Increase in Other receivables due from NCI
Goodwill arising on acquisition
Total net assets acquired

Satisfied by:
Purchase considerations to be transferred

Fair value
recognised on
acquisition
£m

9.8
9.9

(7.0)
12.7

(3.2)
4.2
2.9
16.6

16.6

None of the goodwill is expected to be deductible for tax purposes.

At the time when the financial statements were authorised for issue, the Group had not yet completed
the accounting for the acquisition of the Denver airport. In particular, the fair values of the assets and
liabilities disclosed above have only been determined provisionally, because the independent
valuations have not been finalised.

Corporate governanceFinancial statementsStrategic reportOverview
193 SSP Group plc Annual Report 2023

Company balance sheet
As at 30 September 2023

Fixed assets
Investments

Current assets
Debtors due within one year
Liabilities falling due within one year
Creditors
Net current assets
Net assets
Capital and reserves
Called up share capital
Share premium account
Treasury shares
Capital redemption reserve
Profit and loss account
Total equity shareholders‘ funds

The Company’s loss for the year was £4.7m (2022: £1.7m).

These financial statements were approved by the Board of Directors on 5 December 2023 and were signed on its behalf by

Jonathan Davies
Deputy Group CEO and CFO

Registered number: 5735966

Notes

2023
£m

2022
£m

37
37
37
37
37

1,203.4
1,203.4

1,202.0
1,202.0

313.2

288.4

(41.8)
271.4
1,474.8

8.6
472.7
–
1.2
992.3
1,474.8

(14.6)
273.8
1,475.8

8.6
472.7
–
1.2
993.3
1,475.8

Corporate governanceFinancial statementsStrategic reportOverview194 SSP Group plc Annual Report 2023

Company statement of changes in equity
As at 30 September 2023

At 30 September 2021
Loss for the year
Reclassification to retained earnings
Share-based payments
At 30 September 2022
Loss for the year
Share-based payments
At 30 September 2023

Share
capital
£m
8.6
–
–
–
8.6
–
–
8.6

Share
premium
£m
472.7
–
–
–
472.7
–
–
472.7

Capital
redemption
reserve
£m
1.2
–
–
–
1.2
–
–
1.2

Merger
relief
reserve
£m
–
–
–
–
–
–
–
–

Treasury
shares
£m
(1.7)
–
1.7
–
–
–
–
–

Profit and
loss account
£m
999.6
(8.7)
(1.7)
4.1
993.3
(4.7)
3.7
992.3

Total
equity
£m
1,480.4
(8.7)
–
4.1
1,475.8
(4.7)
3.7
1,474.8

Corporate governanceFinancial statementsStrategic reportOverview195 SSP Group plc Annual Report 2023

Notes to Company financial statements

33. Accounting policies
SSP Group plc (the Company) is a company incorporated in the UK.

These statements present information about the Company as an individual undertaking and not about
its Group. The separate financial statements are presented as required by the Companies Act 2006.

Basis of preparation
These financial statements have been prepared in accordance with Financial Reporting Standard 101
Reduced Disclosure Framework (FRS 101) under the historical cost accounting rules.

In preparing these financial statements, the Company applies the recognition, measurement and
disclosure requirements of UK-adopted international accounting standards and has set out below
where advantage of the FRS 101 disclosure exemptions has been taken:
• the cash flow statement and related notes;
• disclosures in respect of transactions with wholly owned subsidiaries;
• disclosures in respect of capital management;
• disclosures required in respect of financial instruments;
• disclosures in respect of share based payments; and
• the effects of new but not yet adopted standards.

Where relevant, equivalent disclosures have been given in the consolidated financial statements.
The principal accounting policies adopted are the same as those set out in note 1 to the consolidated
financial statements except as noted below. The following accounting policies have been applied
consistently in dealing with items which are considered material in relation to the Company‘s balance
sheet and related notes.

The Company uses Sterling as its presentational and functional currency and all values have been
rounded to the nearest £0.1m unless otherwise stated.

Under Section 408 of the Companies Act 2006, the Company is exempt from the requirement to
present its own income statement. The loss for the financial year (2022: loss) is disclosed in note 37
to these accounts. The Company has no other recognised gains or losses in the current or preceding
year and, therefore, no statement of comprehensive income is presented.

Going concern
SSP Group plc is the ultimate parent company of the SSP Group. As part of the Group’s adoption of
the going concern basis, the Board has reviewed the Group’s trading forecasts, incorporating different
scenarios to reflect the uncertainty surrounding the economic and geo-political environment over the
next twelve months. Having carefully reviewed these forecasts, the Directors have concluded that it
is appropriate to adopt the going concern basis of accounting in preparing these financial statements
for the reasons set out on page 161 relating to the consideration of the Group‘s going concern basis.

Investments
Investments in subsidiaries are stated at cost less provision for impairment losses.

Impairment
The carrying values of the Company‘s assets are reviewed for impairment when events or changes
in circumstances indicate that the carrying amount of the fixed asset may not be recoverable. If any
such indication exists, the asset‘s recoverable amount is estimated. An impairment loss is recognised
whenever the carrying amount of an asset exceeds its recoverable amount. When a subsequent event
or change in circumstances causes the recoverable amount of an asset to increase, the previously
recognised impairment loss is reversed through the income statement.

Taxation
The charge for taxation is based on the results for the year and takes into account taxation deferred
because of temporary differences between the treatment of certain items for taxation and accounting
purposes. Tax is recognised in the profit and loss account except where it relates to items taken
directly to equity, in which case it is recognised in equity. Deferred tax is recognised in respect of all
temporary differences between the treatment of items for taxation and accounting purposes which
have arisen but not reversed by the balance sheet date, except as otherwise required by FRS 101.

Deferred tax assets are recognised to the extent that it is regarded as probable that they will
be recovered.

Share-based payment compensation
The Company has granted equity-settled share awards to Group employees. Equity-settled awards
are measured at fair value at grant date. The fair value of awards granted to employees of the Company
is expensed on a straight-line basis over the vesting period, based on the Company‘s estimate of the
number of shares that will actually vest. The cost of awards to employees of subsidiary undertakings
is accounted for as an additional investment.

Corporate governanceFinancial statementsStrategic reportOverview196 SSP Group plc Annual Report 2023

34. Investments in subsidiary undertakings

Cost
At 1 October 2022
Additions
At 30 September 2023
Net book value
At 30 September 2023
At 30 September 2022

37. Capital and reserves
Share capital and share premium

Issued, called up and fully paid:
Ordinary shares of £0.01085 each
At 30 September 2022
Ordinary shares issued in relation to the Group’s
share incentive plans
At 30 September 2023

Shares in Group
undertaking
£m

1,202.0
1.4
1,203.4

1,203.4
1,202.0

Impairment
The Directors performed the annual assessment whether there are any impairment indicators in relation
to the Company‘s fixed asset investments as at 30 September as required by the accounting principles
set out in FRS 101, including comparing the Company’s market capitalisation to investments value.

Reserves

The assessment did not result in any impairment trigger being identified (2022: No trigger identified.)

35. Debtors

Due within one year
Amount receivable from Group undertakings
Other debtors

2023
£m
311.3
1,9
313.2

2022
£m
287.8
0.6
288.4

At 30 September 2021
Loss for the year
Reclassification to retained earnings
Share-based payments
At 30 September 2022
Loss for the year
Share-based payments
At 30 September 2023

Notes to Company
financial statements

Number of
shares

Share
capital
£m

Share
premium
£m

796,113,196

416,000
796,529,196

8.6

–
8.6

472.7

–
472.7

Treasury
shares
£m
(1.7)
–
1.7
–
–
–
–
–

Capital
redemption
reserve
£m
1.2
–
–
–
1.2
–
–
1.2

Profit and
loss
account
£m
999.6
(8.7)
(1.7)
4.1
993.3
(4.7)
3.7
992.3

Total
£m
999.1
(8.7)
–
4.1
994.5
(4.7)
3.7
993.5

Amounts receivable from Group undertakings are repayable on demand. The Company has
undertaken a review of the liquidity position of the counterparty subsidiaries and noted that the
subsidiaries continue to have sufficient immediately available funds to settle the receivables at the
balance sheet date. As a result, expected credit losses are immaterial in respect of these receivables.

36. Creditors

Due within one year
Amounts payable to Group undertakings
Accruals and deferred income
Trade and other payables
Other taxation and social security

2023
£m
(30.6)
(0.1)
(7.6)
(3.5)
(41.8)

2022
£m
–
(6.6)
(4.8)
(3.2)
(14.6)

Capital redemption reserve
The capital redemption reserve relates to the cancellation of the deferred ordinary shares in 2015.

Profit and loss account
The Company‘s loss for the financial year was £4.7m (2022: loss of £8.7m).

Corporate governanceFinancial statementsStrategic reportOverview197 SSP Group plc Annual Report 2023

Notes to Company
financial statements

38. Directors‘ remuneration
The remuneration of the Directors of the Company is disclosed in note 30 to the Group accounts and
in the Annual Report on Remuneration on page 121. Details of RSP and DSPB awards made to Executive
Directors are given on page 125.

42. Group companies
In accordance with Section 409 of the Companies Act 2006, a full list of subsidiaries, associates and
other investments (held directly and indirectly by the Company) at the year end are as disclosed below.

39. Related parties
The Company has identified the Directors of the Company and the Group Executive Committee as
related parties for the purpose of FRS 101. Details of the relevant relationships with these related
parties are disclosed in note 30 to the Group accounts.

The Company has no transactions with or amounts owed to or from partly owned subsidiary
undertakings. All holdings in partly owned undertakings are held through indirectly held wholly
owned subsidiaries of the Company.

Group companies included in the consolidation are those companies controlled by the Group. Control
exists when the Group has the power to direct the activities of an entity so as to affect the return on
investment. In certain cases an entity may be consolidated when the percentage of shares held may
be less than 50% as the Group has the power to control such activities.

Part A – Subsidiaries

40. Contingent liabilities
The Company is a member of a VAT group and consequently is jointly liable for the VAT group‘s liability.
The Company‘s contingent liability at 30 September 2023 was approximately £4.2m (2022: £7.2m).

Name

Subsidiaries (all of which are included in the Group consolidation):

In addition, the Company is a guarantor for the Group’s main bank facilities and US Private Placement
borrowings. The borrowings under the facilities at 30 September 2023 were £648.3m (2022: £759.6m).

The Company has also provided guarantees in relation to certain operating liabilities of operating
subsidiaries. All such liabilities are expected to be paid by the relevant subsidiary in the normal course
of business.

41. Other information
The fee for the audit of the Company‘s annual financial statements was £0.8m (2022: £0.6m).

The average number of persons employed by the Company (including Directors) during the year
was 87 (2022: 69).

Australia

SSP Australia Airport Concessions Pty Ltd
206/83 York Street, Sydney, NSW 2000, Australia

SSP Australia Airport F&B Pty Ltd
206/83 York Street, Sydney, NSW 2000, Australia

SSP Australia Catering Pty Limited3
206/83 York Street, Sydney, NSW 2000, Australia

WA Airport Hospitality Pty Limited
206/83 York Street, Sydney, NSW 2000, Australia

Austria

SSP Österreich GmbH
Office Park 3/Top 144, 1300 Wien-Flughafen, Austria

Total staff costs (excluding charges for share-based payments) were £17.5m (2022: £12.1m).

Bahrain

SSP Bahrain W.L.L
Falcon Tower, Office 614. Building No 60, Road 1701, Block 317,
Diplomatic Area, Manama, Kingdom of Bahrain

Belgium

SSP Aérobel SPRL
Rue des Frères Wright, 8 Boite 12, 6041 Charleroi, Belgium

SSP Belgium SPRL
Korte Ambachtstraat 4, 9860, Oosterzele, Belgium

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Holding
company

51%

Corporate governanceFinancial statementsStrategic reportOverview198 SSP Group plc Annual Report 2023

42. Group companies continued

Name

Bermuda

Bermuda Travel Concessions, LLC
4 Burnaby Street, Hamilton, Bermuda HM 11

Brazil

SSP DFA Restaurantes Brasil Ltda
Rua Goethe, 54 – Botafogo Rio de Janeiro - RJ, 22281-020, Brazil

Cambodia

Select Service Partner (Cambodia) Limited
No 4B, Street Vat Ang Taming, Sangkat Kakab,
Khan Poh Sen Chey, Phnom Penh, Cambodia

Canada

Notes to Company
financial statements

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Name

Denmark

51%

50%1

SSP Denmark ApS
Lufthavnsboulevarden 14, 1. sal, 2770, Kastrup, Denmark

Egypt

SSP Egypt for Restaurants JSC
Cairo International Airport, Airmall Building, 1st Floor, Cairo, Egypt

Estonia

Inactive
company

49% 1,7

Select Service Partner Eesti A/S
Veerenni 38, Tallinn 10 138, Estonia

SSP Canada Airport Services Inc.
30th Floor, 360 Main Street, Winnipeg MB R3C 4G1, Canada

Services
company

SSP Canada Food Services Inc.
McLachlan Brown Anderson Solicitors, 938 Howe Street,10th Floor,
Vancouver BC V6Z 1N9, Canada

SSP Québec Food Services Inc.
1010 Rue Sherbrooke O, Montréal, Québec H3A Canada

Services
company

China

Select Service Partner Hainan Co. Limited6
2/F, Departure Halls, Passenger Terminal Building,
Haikou Meilan International Airport, Hainan, Haikou 571126, China

SSP Shanghai Co. Limited6
Room 528, 5th Floor, East Traffic Center, Hongqiao International Airport,
Minghang District Shanghai, China

Cyprus

SSP Catering Cyprus Limited
67 Limassol Avenue, Lamda Vision, Vision Tower 1st Floor, 2121 Aglantzia,
Nicosia, Cyprus, P.O. Box 14144, CY-2154 Aglantzia, Nicosia, Cyprus

SSP Louis Airport Restaurants Limited
67 Limassol Avenue, Lamda Vision, Vision Tower 1st Floor, 2121 Aglantzia,
Nicosia, Cyprus, P.O. Box 14144, CY-2154 Aglantzia, Nicosia, Cyprus

Holding and
Management
Services
company

Holding
company

60%

Finland

Select Service Partner Finland Oy
Helsinki Airport, Vantaa, FI-01530, Finland

France

Bars et Restaurants Aéroport Lyon Saint Exupéry SAS
Immeuble l‘Arc, BP 197, Lyon Saint Exupéry Aéroport,
69125, Colombier-Saugnieu, France

Les Buffets Boutiques et Services des Autoroutes de France SNC
5, rue Charles de Gaulle, 94140, Alfortville, France

Select Service Partner SAS
5, rue Charles de Gaulle, 94140, Alfortville, France

SSP Aéroports Parisiens SASU
5, rue Charles de Gaulle, 94140, Alfortville, France

SSP Caraibes SASU
5, rue Charles de Gaulle, 94140, Alfortville, France

SSP France Financing SAS
Immeuble le Virage, 5, Allée Marcel Leclerc,
CS60017 13417 Marseille Cedex 08, France

SSP Museum SAS
5, rue Charles de Gaulle, 94140, Alfortville, France

SSP Paris SASU
5, rue Charles de Gaulle, 94140, Alfortville, France

SSP Province SAS
5, rue Charles de Gaulle, 94140, Alfortville, France

Inactive
company

Holding and
Management
Services
company

Holding
company

Corporate governanceFinancial statementsStrategic reportOverview199 SSP Group plc Annual Report 2023

42. Group companies continued

Name

Germany

SSP Deutschland GmbH
The Squaire 24, 60549 Frankfurt am Main, Germany

SSP Financing Germany GmbH
The Squaire 24, 60549 Frankfurt am Main, Germany

Station Food GmbH
The Squaire 24, 60549 Frankfurt am Main, Germany

Greece

Select Service Partner Restaurants Hellas SA
Athens International Airport, Administration Building 17
Office 2/06-01, 190 19 Spata, Athens Greece

Hong Kong

Select Service Partner Asia Pacific Limited
Suites 1201-2 & 12-14, 12/F, North Tower, World Finance Centre,
Harbour City, Tsim Sha Tsui, Kowloon, Hong Kong,

Select Service Partner Hong Kong Limited
Suites 1201-2 & 12-14, 12/F, North Tower, World Finance Centre,
Harbour City, Tsim Sha Tsui, Kowloon, Hong Kong

SSP AD Lounges HK Limited
Suites 1201-2 & 12-14, 12/F, North Tower, World Finance Centre,
Harbour City, Tsim Sha Tsui, Kowloon, Hong Kong

SSP China Development Limited6
Suite 1106-8, 11/F, Tau Yau Building, No. 181 Johnston Road,
Wanchai, Hong Kong

Hungary

SSP Hungary Catering Kft
Budapest Ferenc Liszt International Airport, Terminal 2B,
1185 Budapest, Hungary

Iceland

SSP Iceland ehf.
Smaratorgi 3, 201 Kopavogur, Iceland

Notes to Company
financial statements

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

49%1,10

21.8%1,15

49%1,10

29.4%1,11

49%1,10

49%1

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Name

India

Holding
company

Holding and
Management
Services
company

Inactive

Holding
company

BLR Lounge Services Private Limited
Block A, South Wing,1st floor, Shiv Sagar Estate, Dr. Annie Besant Road,
Worli, Mumbai, 400018 India

Mumbai Airport Lounge Services Private Limited
Block A, South Wing,1st floor, Shiv Sagar Estate, Dr. Annie Besant Road,
Worli, Mumbai, 400018 India

Semolina Kitchens Private Limited
504, Regus, Level-5, Caddie Commercial Tower,
Hospitality District Aerocity Delhi, New Delhi 110037 India

TFS (R&R Works) Private Limited
Block A, South Wing, 1st floor, Shiv Sagar Estate, Dr. Annie Besant Road,
Worli, Mumbai, 400018 India

Travel Food Services Chennai Private Limited
Block A, South Wing,1st floor, Shiv Sagar Estate, Dr. Annie Besant Road,
Worli, Mumbai, 400018 India

Travel Food Services (Delhi Terminal 3) Private Limited
New Udaan Bhawan, Opposite Terminal 3, IGI Airport, New Delhi, 110 037, India

Travel Food Services Kolkata Private Limited
Block A, South Wing,1st floor, Shiv Sagar Estate, Dr. Annie Besant Road,
Worli, Mumbai, 400018 India

Travel Food Services Private Limited
Block A, South Wing,1st floor, Shiv Sagar Estate, Dr. Annie Besant Road,
Worli, Mumbai, 400018 India

Ireland

Select Service Partner Ireland Limited
6th Floor, 2 Grand Canal Square, Dublin 2, Ireland

Israel

Select Service Partner Israel Ltd
Derech Menachem Begin 132, Azrieli One Center, Round Building,
6701101, Tel Aviv, Israel

Corporate governanceFinancial statementsStrategic reportOverview200 SSP Group plc Annual Report 2023

42. Group companies continued

Name

Italy

SSP Italia S.R.L.
Genova (GE), Piazza Della, Vittoria 15/34, CAP 16121 Italy

Luxembourg

SSP Luxembourg SA
Aeroport de Luxembourg, L-1110 Luxembourg

Malaysia

Select Service Partner Malaysia Sdn Bhd
Unit A-3-6, TTDI Plaza, Jalan Wan Kadir 3, Taman Tun Dr Ismail,
60000 Kuala Lumpur, W.P. Kuala Lumpur

SSPMY Serai Sdn Bhd
Unit A-3-6, TTDI Plaza, Jalan Wan Kadir 3, Taman Tun Dr Ismail,
60000 Kuala Lumpur, W.P. Kuala Lumpur

SSP Services (Malaysia) Sdn Bhd
Unit A-3-6, TTDI Plaza, Jalan Wan Kadir 3, Taman Tun Dr Ismail,
60000 Kuala Lumpur, W.P. Kuala Lumpur

Mauritius

Travel Food Services Global Private Ltd
Intercontinental Trust Limited, Level 3, Alexander House, 35 Cybercity,
Ebene, Mauritius

Mexico

SSP Mexico Aeropuertos, S. DE R.L. DE C.V.
Oso 127 Int. Oficina 104 A1, Colonia Del Valle Sur, Benito Juarez C.P. 03104,
Mexico

Netherlands

SSP Nederland BV
Leidseveer 2, 3511 SB, Utrecht, Netherlands

Norway

Select Service Partner AS
Henrik Ibsens veg 7, 2060 Gardermoen, Norway

SSP Norway Financing AS
Henrik Ibsens veg 7, 2060 Gardermoen, Norway

Oman

Gourmet Foods LLC
PO Box 3340 PC – 112 Muscat Sultanate of Oman

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Name

Philippines

Notes to Company
financial statements

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Select Service Partner Philippines Corporation
JME Building No. 35, Calbayog Street, Barangay, Highway Hills,
City of Mandaluyong, NCR, Second District, Philippines

Holding
company

SSP-Mactan Cebu Corporation6
Terminal 1 Mactan Cebu International Airport, Pusok, Lapu-Lapu City,
Cebu 6015, Philippines

Russia

Select Service Partner Russia LLC6
Russian Federation, Moscow region, Khimki, Melnikov Ave., 13, floor 1, premises
011, Room. 4, Russia

Inactive
company

52%

26%1,8

74.6%23

Singapore

Select Service Partner (Singapore) Pte Limited
112 Robinson Road, #05-01, 068902, Singapore

Spain

Foodlasa, SLU
Camino de la Zarzuela, 19-21, 2ª plta., 28023, Madrid, Spain

Inactive
company

49%1,10

Select Service Partner S.A.U
Camino de la Zarzuela, 19-21, 2ª plta., 28023, Madrid, Spain

Select Service Partner Spain Financing SLU
Camino de la Zarzuela, 19-21, 2ª plta., 28023, Madrid, Spain

SSP Airport Restaurants SLU
Camino de la Zarzuela, 19-21, 2ª plta., 28023, Madrid, Spain

Sweden

Scandinavian Service Partner AB
Arlanda Airport, P.O Box 67, S-19045, Stockholm Arlanda, Sweden

SSP Newco AB
Arlanda Airport, P.O Box 67, S-19045, Stockholm Arlanda, Sweden

SSP Sweden Financing AB
Arlanda Airport, P.O Box 67, S-19045, Stockholm Arlanda, Sweden

Switzerland

Rail Gourmet Holding AG
Bahnhofstrasse 10, CH-6300, Zug, Switzerland

Holding
company

Inactive
company

Holding
company

49.9%1,12

Select Service Partner (Schweiz) AG
Shopping center/Bahnhofterminal, 8058 Zurich-Flughafen, Switzerland,
PO Box: Postfach 2472

Holding
company

Corporate governanceFinancial statementsStrategic reportOverview201 SSP Group plc Annual Report 2023

42. Group companies continued

Name

Taiwan

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

SSP Taiwan Limited
1F, No.13, Ln. 84, He 1st Rd, Keelung City, Jhongjheng District, 202,
Taiwan, Republic of China

Inactive
company

Thailand

Select Service Partner Co. Limited6
88 The Parq Building, 11th Fl. Ratchadaphisek Road, Klongtoey Subdistrict,
Klongtoey District, Bangkok Metropolis Thailand

United Arab Emirates

SSP Emirates LLC
Mussafah, SH MBX Area ME11, Building 85, Mezzanine floor,
Hamed Al-Kurby Building, P.O. Box 133357 Abu Dhabi, United Arab Emirates

United Kingdom

Belleview Holdings Limited
Jamestown Wharf, 32 Jamestown Road, London, United Kingdom, NW1 7HW
(‘SSP Group Head Office’)

Belleview Limited
SSP Group Head Office

Millie‘s Cookies (Franchise) Limited
SSP Group Head Office

Millie‘s Cookies Limited
SSP Group Head Office

Millies Limited
SSP Group Head Office

Millie‘s Cookies (Retail) Limited
SSP Group Head Office

Procurement 2U Limited
SSP Group Head Office

Rail Gourmet Group Limited
SSP Group Head Office

Rail Gourmet UK Holdings Limited
SSP Group Head Office

Rail Gourmet UK Limited
SSP Group Head Office

49%1

51%21

Inactive
company

Agency
company

Inactive
company

Agency
company

Procurement
company

Holding
company

Holding and
Management
Services
company

Name

Select Service Partner Limited
SSP Group Head Office

Select Service Partner Retail Catering Limited
SSP Group Head Office

Select Service Partner UK Limited
SSP Group Head Office

SSP Air Limited
SSP Group Head Office

SSP Asia Pacific Holdings Limited
SSP Group Head Office

SSP Bermuda Holdings Limited
SSP Group Head Office

SSP Euro Holdings Limited
SSP Group Head Office

SSP Financing Limited
SSP Group Head Office

SSP Financing No. 2 Limited
SSP Group Head Office

SSP Financing UK Limited
SSP Group Head Office

SSP Group Holdings Limited
SSP Group Head Office

SSP Lounge Holdings Global Limited
SSP Group Head Office

SSP South America Holdings Limited
SSP Group Head Office

SSP TFS HK Lounge Limited
SSP Group Head Office

Whistlestop Airports Limited
SSP Group Head Office

Whistlestop Foods Limited
SSP Group Head Office

Whistlestop Operators Limited
SSP Group Head Office

Notes to Company
financial statements

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Agency
company

Inactive
company

Agency
company

Holding
company

Holding and
Treasury
company

Financing
company

Holding and
Management
Services
company

Holding
company

Inactive
company

Corporate governanceFinancial statementsStrategic reportOverviewNotes to Company
financial statements

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Inactive
company

202 SSP Group plc Annual Report 2023

42. Group companies continued

Name

United States of America

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Name

49%1

62.8%17

70%

51%

70%

ATL Dine and Fly, LLC
334 North Senate Avenue, Indianapolis, IN 46204-1708, United States

Inactive
company

CBC SSP America DAL, LLC
CT Corporation System, 1999 Bryan Street, Suite 900, Dallas County,
Dallas TX 75201-3136, United States

CBC SSP America DFW, LLC
CT Corporation System, 1999 Bryan Street, Suite 900, Dallas County,
Dallas TX 75201-3136, United States

Creative PTI, LLC
CT Corporation System, 160 Mine Lake Court, Suite 200,
Raleigh NC 27615-6417, United States

Flavor of ATL, LLC
CT Corporation System, 289 S Culver Street, Lawrenceville GA 30046,
United States

Inactive
company

Good Coffee PDX, LLC
780 Commercial ST SE Ste 100 Salem, OR 97218, United States

Harry‘s Airport20
334 North Senate Avenue, Indianapolis, IN 46204-1708, United States

Jackson Airport Concessions, LLC
CT Corporation System, 1200 S. Pine Island Road,
Plantation FL 33324, United States

LBC PDX, LLC
780 Commercial Street, SE, Suite 100, Salem, Oregon, 97301, United States

Mack II SSP ATL, LLC
289 S.Culver Street, Lawrenceville, GA 30046, United States

Select Service Partner LLC
Corporation Trust Center, 1209 Orange Street, Wilmington,
New Castle DE 19801, United States

SSP America ABQ, LLC
206 S Coronado Ave, Espanola, NM 87532-2792, United States

SSP America ATL, LLC
289 S.Culver Street, Lawrenceville, GA 30046, United States

SSP America AZA, LLC
CT Corporation System, 3800 N Central Avenue, Suite 460,
Phoenix AZ 85012, United States

Inactive
company

SSP America BNA, LLC
300 Montvue Road, Knoxville, Tennessee 37919, United States

SSP America BOS, LLC
CT Corporation System, 155 Federal Street, Ste 700, Boston MA 02110,
United States

SSP America CID, LLC
CT Corporation System, 400 E Court Ave, Des Moines IA 50309,
United States

SSP America CLE, LLC
4400 Easton Commons Way, Suite 125, Columbus, Ohio 43219, United States

SSP America COS, LLC
7700 E Arapahoe Rd, STE 220, Centennial, CO 80112-1268, United States

SSP America CVG, LLC
306 W Main Street, Suite 512, Frankfort KY 40601, United States

SSP America DAL, LLC
1999 Bryan St., Suite 900, Dallas, TX 75201-3136, United States

Inactive
company

SSP America Denver, LLC
7700 E Arapahoe Rd, STE 220, Centennial, CO 80112-1268, United States

SSP America Denver C Core, LLC
7700 E Arapahoe Rd, STE 220, Centennial, CO 80112-1268, United States

SSP America DFW, LLC
CT Corporation System, 1999 Bryan Street, Suite 900, Dallas County,
Dallas TX 75201-3136, United States

SSP America DFWI, LLC
CT Corporation System, 1999 Bryan Street, Suite 900, Dallas County,
Dallas TX 75201-3136, United States

Inactive
company

SSP America DTW, LLC
40600 Ann Arbor Rd, E STE 201, Plymouth, MI 48170-4675, United States

SSP America EWR, LLC
820 Bear Tavern Road, West Trenton, NJ 08628, United States

SSP America EWR PB, LLC
820 Bear Tavern Road, West Trenton, NJ 08628, United States

SSP America FAT, LLC
330 N Brand Blvd, STE 700, Glendale, CA 91203, United States

SSP America GEG, LLC
711 Capitol Way S, Suite 204, Olympia, WA 98501, United States

60%

90%

70%

51%

90%

60%

Corporate governanceFinancial statementsStrategic reportOverviewNotes to Company
financial statements

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

65%

Inactive
company

203 SSP Group plc Annual Report 2023

42. Group companies continued

Name

SSP America Gladco, Inc
CT Corporation System, 600 N 2nd Street, Suite 401, Harrisburg,
PA 17101-1071, United States

SSP America GSP, LLC
2 Office Park Court, Suite 103, Columbia SC 29223, United States

SSP America HOU, LLC
1999 Bryan Street, Suite 900, Dallas County, Dallas TX 75201-3136,
United States

SSP America Houston, LLC
CT Corporation System, 1999 Bryan Street, Suite 900, Dallas County,
Dallas TX 75201-3136, United States

SSP America IAD, LLC
4701 Cox Road, Suite 285, Glen Allen, Virginia 23060, United States

SSP America IAH20
CT Corporation System, 1999 Bryan Street, Suite 900, Dallas County,
Dallas TX 75201-3136, United States

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Name

Inactive
company

SSP America MCO, LLC
1200 South Pine Island Road, Plantation, Florida 33324, United States

SSP America MCO II, LLC
CT Corporation System, 1200 South Pine Island Road, Plantation,
FL 33324, United States

SSP America MDW, LLC
CT Corporation System, 208 SO Lasalle Street, Suite 814, Chicago,
IL 60604, United States

SSP America Milwaukee, LLC
CT Corporation System 301 S. Bedford Street, Suite 1, Madison WI 53703,
United States

SSP America MSN, LLC
CT Corporation System 301 S. Bedford Street, Suite 1, Madison WI 53703,
United States

SSP America MSP, LLC
1010 Dale Street N, St Paul, MN 55117-5603, United States

SSP America IAH ITRP, LLC
1999 Bryan St, Suite 900, Dallas, Texas 75201, United States

Inactive
company

SSP America MSY, LLC
3867 Plaza Tower Dr, Baton Rouge, LA 70816-4378, United States

Inactive
company

SSP America, Inc.
330 N Brand Blvd., Glendale, California, United States

SSP America IND, LLC
334 North Senate Avenue, Indianapolis, IN 46204-1708, United States

SSP America IND HC, LLC
334 North Senate Avenue, Indianapolis, IN 46204, United States

Inactive
company

SSP America JFK, LLC
28 Liberty Street, New York, NY 10005, United States

SSP America JFK T5, LLC
28 Liberty Street, New York, NY 10005, United States

SSP America KCGI JFK T7, LLC
28 Liberty Street, New York, NY 10005, United States

SSP America KCI, LLC
120 South Central Avenue, Clayton, MO 63105, United States

Inactive
company

SSP America LBB, LLC
1999 Bryan St., Suite 900, Dallas, TX 75201-3136, United States

SSP America LGA, LLC
28 Liberty Street, New York, NY 10005, United States

70%

82%

55%

70%

SSP America OAK, LLC
330 N Brand Blvd, STE 700, Glendale, CA 91203, United States

SSP America OKC, LLC
1833 South Morgan Road, Oklahoma City, OK 73128, United States

Inactive
company

SSP America ONT, LLC
330 N Brand Blvd, STE 700, Glendale, CA 91203

SSP America PDX, LLC
780 Commercial Street SE, STE 100, Salem, OR 97301

SSP America PHL, LLC
600 N. 2nd Street, Suite 401, Harrisburg, Pennsylvania 17101-1071

SSP America PHX, LLC
3800 N. Central Avenue, Suite 460, Phoenix, AZ 85012, United States

SSP America PHX T3, LLC
3800 N. Central Avenue, Suite 460, Phoenix, AZ 85012, United States

SSP America PIE, LLC
CT Corporation System, 1200 South Pine Island Road, Plantation,
FL 33324, United States

51%

61.5%

90%

80%

65%

80%

70%

77.7%

57.7%

80%

Corporate governanceFinancial statementsStrategic reportOverview204 SSP Group plc Annual Report 2023

42. Group companies continued

Name

SSP America RDU, LLC
CT Corporation System, 160 Mine Lake Court, Suite 200,
Raleigh NC 27615-6417, United States

SSP America RSW, LLC
1200, South Pine Island Road, Plantation FL 33324 United States

SSP America SAN, LLC
330 N Brand Blvd., STE 700 Glendale, CA 91203, United States

SSP America SAN T1, LLC
330 N Brand Blvd., STE 700 Glendale, CA 91203, United States

SSP America SAT, LLC
1999 Bryan Street, Suite 900, Dallas County, Dallas TX 75201,
United States

SSP America SEA, LLC
CT Corporation System, 711 Capitol Way S, Ste 204, Olympia,
WA 98501-1267, United States

SSP America SEA II, LLC
CT Corporation System, 711 Capitol Way S, Ste 204, Olympia,
WA 98501-1267, United States

SSP America SFB, LLC
1200 South Pine Island Road, Plantation FL 33324, United States

SSP America SFO, LLC
330 N Brand Blvd, STE 700, Glendale, CA 91203, United States

SSP America SJC, LLC
330 N Brand Blvd, STE 700, Glendale, CA 91203, United States

SSP America Sky Gamerz ATL, LLC
289 S.Culver Street, Lawrenceville, GA 30046, United States

SSP America Sky Gamerz SEA, LLC
711 Capitol Way S, Suite 204, Olympia WA 98501, United States

SSP America SLC, LLC
1108 East South Union Avenue, Midvale, UT 84047, United States

SSP America SMF, LLC
330 N Brand Blvd, STE 700, Glendale, CA 91203, United States

SSP America SMF II, LLC
330 N Brand Blvd, STE 700, Glendale, CA 91203, United States

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

62.8%

Name

SSP America SNA, LLC
Corporation Trust Center, 1209 Orange Street, Wilmington,
New Castle DE 19801, United States

SSP America SRQ. LLC
1200 South Pine Island Road, Plantation, Florida 33324, United States

Notes to Company
financial statements

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Inactive
company

70%

SSP America STS LLC
330 N Brand Blvd, STE 700, Glendale, CA 91203, United States

Inactive
company

SSP America Tampa, LLC
CT Corporation System,1200 S Pine Island Road, #250,
Plantation FL 33324, United States

SSP America Texas, LLC
1999 Bryan St., Suite 900, Dallas, TX 75201-3136, United States

SSP America Texas, Inc.
CT Corporation System, 1999 Bryan Street, Suite 900, Dallas County,
Dallas TX 75201-3136, United States

SSP America (USA), LLC
Corporation Trust Center, 1209 Orange Street, Wilmington,
New Castle DE 19801, United States

SSP D&B DFW, LLC
1999 Bryan Street, Suite 900, Dallas County, Dallas TX 75201,
United States

SSP Four Peaks PHX, LLC
CT Corporation System, 3800 N Central Avenue, Suite 460,
Phoenix AZ 85012, United States

SSP Hudson BNA Concessions, LLC
300 Montvue Road, Knoxville, Tennessee 37919, United States

SSP America Hudson SAT, LLC
1999 Bryan Street, Suite 900, Dallas County, Dallas TX 75201,
United States

Holding
company

Inactive
company

52%

60%

69.9%19

Inactive
company

51%

55%

90%

55%

51%

80%

60%

Corporate governanceFinancial statementsStrategic reportOverviewPrincipal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

Name

Epigo Présidence Sarl
Continental Square I, Batiment Uranus, 3 place de Londres,
Aeroport Paris-Charles de Gaulle, 93290, Tremblay-en-France, France

Management
Services
company

205 SSP Group plc Annual Report 2023

42. Group companies continued
Part B – Associates

Name

Belgium

Railrest SA6
Rue De France 95, Be-1070 Brussels, Belgium

Cyprus

Cyprus Airports (F&B) Limited
Larnaca International Airport, P.O. Box 43024 6650, Larnaca, Cyprus

France

Epigo SAS
Continental Square I, Batiment Uranus, 3 place de Londres,
Aeroport Paris-Charles de Gaulle, 93290, Tremblay-en-France, France

India

FLFL Travel Retail Bhubaneswar Private Limited5
Knowledge House, Shyam Nagar, Off. JVLR. Jogeshwari (East),
Mumbai, 400 060, India

FLFL Travel Retail Guwahati Private Limited5
Knowledge House, Shyam Nagar, Off. JVLR. Jogeshwari (East),
Mumbai, 400 060, India

FLFL Travel Retail Lucknow Private Limited5
Knowledge House, Shyam Nagar, Off. JVLR. Jogeshwari (East),
Mumbai, 400 060, India

FLFL Travel Retail West Private Limited5
Knowledge House, Shyam Nagar, Off. JVLR. Jogeshwari (East),
Mumbai, 400 060, India

GMR Hospitality Limited
BCCL, Times Internet Building, Second Floor, Plot No. 391,
Udyog Vihar Phase - III Gurugram Gurgaon 122016 India

Muffin Design Solutions Private Limited5
No F-7 NVT Arcot Vaksanna Sarjapur, Attibelle Road,
Sariapur, Bangalore, KA 562125, India

Tabemono True Aromas Private Limited
Adani Corporate House, Shantigram, S G Highway, Khodiyar, Gandhinagar,
Gandhi, Nagar, GJ 382421, India

Inactive
company

14.7%2,24

Design and
architectural
services

25%2

Inactive

12.2%2,25

49%2

30.0%2,9

50%2

24.01%2,14

24.01% 2,14

Travel Food Works Private Limited
Block A, South Wing,1st floor, Shiv Sagar Estate, Dr. Annie Besant Road,
Worli, Mumbai, 400018 India

Travel Retail Services Private Limited
Block A, South Wing,1st floor, Shiv Sagar Estate, Dr. Annie Besant Road,
Worli, Mumbai, 400018 India

Qatar

Qatar Airways SSP LLC6
Second Floor, Building No: 272, Street No. 310, Al-Matar St., Area No. 45,
P.O Box: 47644, Doha, Qatar

United Arab Emirates

Muffin Group LLC5
Sharjah Media City, Sharjah, United Arab Emirates

United States of America

Midway Partnership, LLC6
CT Corporation System, 208 SO Lasalle Street, Suite 814, Chicago,
IL 60604, United States

PLTR-SSP @ KCI, LLC
CSC-Lawyers Incorporating Service Company, 221 Bolivar Street,
Jefferson City, MO 65101, United States

SSP America BTR, LLC
3867 Plaza Tower Dr.
Baton Rouge, LA 70816, United States

SSP Hudson Pie Concessions, LLC
Corporation Service Company, 1201 Hays Street, Tallahassee, FL 32301,
United States

Notes to Company
financial statements

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and
percentage of
shares held (100%
ordinary shares*
unless otherwise
stated)

49%2

49%2,13

49%2

25%2

50%2,18

51%2

50%2

Corporate governanceFinancial statementsStrategic reportOverviewNotes to Company
financial statements

Subsidiary undertakings exempt from audit
The following subsidiaries, all of which are incorporated in England and Wales, are exempt from the
requirements of the Companies Act 2006 relating to the audit of individual accounts by virtue of
section 479A of that Act.

Company
SSP Asia Pacific Holdings Limited
SSP Bermuda Holdings Limited
SSP Euro Holdings Limited
SSP Financing No. 2 Limited
SSP Group Holdings Limited
SSP South America Holdings Limited

Company Registration Number
06180177
11815274
08654008
09113371
05736092
11508434

206 SSP Group plc Annual Report 2023

42. Group companies continued
Part C – Other Investments

Name
KCorp Charitable Foundation22
Shop 1, Floor G, Rashid Mansion, Dr Annie Besant Road, Lotus Junction,
Worli, MUMBAI Maharashtra 400018 India

Principal activity
(catering and/or
retail concessions
unless otherwise
stated)

Class and percentage
of shares held (100%
ordinary shares*
unless otherwise
stated)
N/A2

Notes
*
1

Ordinary shares includes references to equivalent in other jurisdictions.
SSP has control over the relevant activities of these entities including establishing budgets and operating plans, appointment of key management
personnel and ongoing review of performance and reporting procedures, and as such meets the consolidation requirements of IFRS 10
‘Consolidated Financial Statements’.
SSP does not have control as defined by IFRS 10 ‘Consolidated Financial Statements‘.
Includes 100% of preference shares.
Holding held directly by the Company.
This undertaking has a 31 March year end.
These undertakings have a 31 December year end.
100% of the shares are held by Select Service Partner Co. Limited (Thailand).
50% of the shares are held by Select Service Partner Philippines Corporation.
49.98% of the shares are held by SSP Louis Airports Restaurants Limited.
100% of the shares are held by Travel Food Services Private Ltd.
60% of the shares are held by Travel Food Services Private Ltd.
49% of the shares are held by Travel Food Services Global Private Ltd (Mauritius).
99.9% of the shares are held by Travel Food Works Private Ltd.
49% of the shares are held by Travel Retail Services Private Ltd.
44.4% of the shares are held by Travel Food Services Private Ltd.
91% of the shares are held by the other shareholder as bare nominee.
100% of the shares are held by SSP America RDU, LLC.
50% of the Class A shares are held by SSP America, Inc.
90% of the shares are held by SSP America PHX, LLC.

2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20 The principal place of business of the unincorporated entities in the USA is 20408 Bashan Drive, Suite 300, Ashburn, VA 20147, USA.
21
22 This company has no share capital but it has corporate members which include Travel Food Services Private Ltd, Travel Food Services Chennai

2% of the shares are held by the other shareholder as bare nominee.

Private Ltd, Travel Food Services Kolkata Private Ltd, Travel Food Services (Delhi) Private Ltd and Travel Retail Services Private Ltd.

23 50.1% of the ordinary shares and 100% of the preference shares are held by SSP Asia Pacific Holdings Limited and 49.9% of the ordinary shares

are held by Travel Food Services Private Ltd.

24 29.99% of the ordinary shares are held by Travel Food Services Private Ltd.
25 24.99% of the ordinary shares are held by Travel Food Services Private Ltd.

Corporate governanceFinancial statementsStrategic reportOverview207 SSP Group plc Annual Report 2023

Glossary

ABC
AGM
APAC
APM
AI
Articles
BEIS
BK
c.
CO2e
CGU
CSA
DACH
DE&I
DSBP
DTRs
EBITDA
EEME
ENED
ESEF
ESG
F2F
F&B
FAWC
FDA
FLSA
Franchise Brands
FRC
FTE
FY22
FY23
GAP
GDPR
GHG
GRI

Anti-bribery and corruption
Annual General Meeting
Asia Pacific
Alternative performance measure
Artificial Intelligence
the Company’s Articles of Association
The Government Department for Business, Energy and Industrial Strategy
Burger King
circa
Carbon dioxide equivalent
Cash generating unit
Control Self-Assessment
Germany, Austria and Switzerland
Diversity, Equity & Inclusion
Deferred Share Bonus Plan
Disclosure Guidance and Transparency Rules of the FCA
Earnings before interest, tax, depreciation and amortisation
Eastern Europe and Middle East
Non-Executive Director for Workforce Engagement
European Single Electronic Format
Environmental, Social, and Governance
Farm to Fork
Food and Beverage
Farm Animal Welfare Council
Food and Drug Administration
Fair Labour Standards Act
Brands franchised from other brand owners
Financial Reporting Council
Full time equivalents
Financial year 2022
Financial year 2023
Group Authorisation Policies
General Data Protection Regulation
Greenhouse Gas
Global Reporting Initiative

H&S
HY
IEA
IFRS
ISA (UK)
JV partners
KPIs
LFL
LGBT+
M&A
M&S
MSAs
MTP
NED
NGO
NGFS
NPA
OAT
Own brands
Pre-IFRS 16 underlying
EBITDA
PSP
PY
RSP
SASB
SBTi
SDGs
SEDEX
TCFD
TFS
UAE
UK&I
UNHCR
USPP
WiHTL

Health and Safety
Half Year
International Energy Agency
International Financial Reporting Standards
International Standards on Auditing (UK)
Non-controlling owners in non-wholly owned subsidiaries
Key performance indicators
Like-for-like
Lesbian, Gay, Bisexual, Transgender plus
Mergers and acquisitions
Marks and Spencer
Motorway Service Areas
Medium term plan
Non-executive director
Non-government organisation
Network of Central Banks and Supervisors for Greening the Financial System
Note Purchase Agreement
Order at Table
SSP’s proprietary brands and bespoke concepts that SSP operates
EBITDA adjusted for the impact of IFRS 16 and any non-underlying items

Performance Share Plan
Prior year
Restricted Share Plan
Sustainability Accounting Standards Board
Science Based Targets Initiative
UN’s Sustainable Development Goal
Supplier Ethical Data Exchange
Task Force on Climate-related Financial Disclosures
Travel Food Services Private Limited
United Arab Emirates
United Kingdom and Ireland
UN Refugee Agency
US Private Placement
Welcoming Everyone in Hospitality, Travel and Leisure

Corporate governanceFinancial statementsStrategic reportOverview208 SSP Group plc Annual Report 2023