ANNUAL REPORT
& ACCOUNTS 2015
STRATEGIC REPORT
CONTENTS.
HIGHLIGHTS
STRATEGIC REPORT
GOVERNANCE & REMUNERATION
02 05
06
Group at a glance
12
Chairman’s statement
14 How we create value
40
CEO’s statement
42 Performance review
56 Financial review
65
70
Statement of principal risks
& uncertainties
Capturing the way things are
done around here
78
Stay Safe report
84
Environmental report
93
94 The Board, Committees
and advisers
98
Corporate governance report
104 Audit Committee report
110 Directors’ remuneration report
126 Nominations Committee report
128 Directors’ report
132 Statement of Directors’
responsibilities
05
ANNUAL REPORTS & ACCOUNTS 2015
CONTENTS.
FINANCIAL STATEMENTS
SHAREHOLDER INFORMATION
135 207
137 Independent auditor’s report
208 Five-year summary
140 Financial statements
210 Other shareholder information
147 Notes to the financial
statements
Travis Perkins plc is a leading company in the builders’
merchanting and home improvement markets.
Born out of the merger in 1988 between Travis & Arnold and
Sandell Perkins, the Group can trace its roots back over 200
years and continues to grow today by following a successful
strategy of acquisition and organic growth.
ANNUAL REPORT & ACCOUNTS 2015
1
HIGHLIGHTS
For the year ended 31 December 2015
GOOD PROFIT GROWTH IN A YEAR OF SIGNIFICANT CHANGE AND INVESTMENT
£m
Revenue
Like-for-like revenue(1)
Adjusted operating profit(2)
Adjusted operating profit excluding property profits(2)
Adjusted profit before taxation(2)
Adjusted profit after taxation(2)
Adjusted earnings per share(3) (pence)
Dividend per share
Lease adjusted ROCE
Free cash flow
Operating profit(4)
Property profits
Operating profit excluding property profits
Profit before taxation
Profit after taxation
Basic earnings per share (pence)
Cash generated from operations
2015
5,942
3.8%
413
389
382
307
124.1
44.0p
10.5%
317
254
24
230
224
168
2014
5,581
7.3%
384
358
362
291
119.0
38.0p
10.4%
255
343
26
317
321
259
67.8p
105.9p
Change
6.5%
-
7.6%
8.7%
5.5%
5.5%
4.3%
15.8%
0.1ppt
24.3%
(25.9)%
(7.7)%
(27.4)%
(30.2)%
(35.1)%
(36.0)%
350
310
12.9%
(1)Details of non-GAAP measures can be found in notes 5, 11, 12, 35, 36 and 37. (2)The term “adjusted” is used to signify that the effects of exceptional items,
impairments of goodwill and other intangible assets, amortisation of intangible assets and the associated tax impacts have been excluded from the disclosure
being made. (3)Share count in 2015 was 247,302,865. (4)Including non-cash impairment charge of £141m recognised against goodwill and other intangible
assets in PTS and F & P.
Highlights
• Revenue increased by 6.5%, with like-for-like revenue up
3.7% (11.4% two-year like-for-like).
• Adjusted operating profit, excluding property profits,
increased by 8.7% to £389m.
• Adjusted EPS increased by 4.3% to 124.1p, lower than
the 7.6% growth in adjusted operating profit due to lower
property profits and non-cash charges relating to
foreign exchange contracts.
• Full-year dividend increased 15.8% to 44.0p per share,
reflecting confidence in future growth.
• Network expansion continued, with net 53 new branches
and stores opened, including implants.
• Significant progress on major strategic fronts, including
supply chain investments in General Merchanting and
completion of the re-segmentation in Plumbing & Heating.
• Free cash flow of £317m (note 35) generated at a cash
conversion rate of 77% (2014: 66%) used to fund £134m
of growth capital expenditure.
• Lease adjusted return on capital employed (note 37)
increased to 10.5% reflecting higher earnings offset by
the increase in capital employed including £104m
invested in freehold property.
• Non-cash impairment charge of £141m recognised
against goodwill and other intangible assets of PTS and
F & P given the challenging market conditions.
2
ANNUAL REPORT & ACCOUNTS 2015
LIKE-FOR-LIKE REVENUE
ADJUSTED OPERATING PROFIT
LAROCE
-1.4
2012
2013
2014
2015
5.0
3.8
7.3
2012
2013
2014
2015
326
348
384
413
2012
2013
2014
2015
9.8
10.0
10.4
10.5
Divisional Performance
Revenue Growth
Adjusted Operating Margin
LAROCE
Inc. Property Profits
Exc. Property Profits
Total
5.3%
1.3%
13.2%
8.0%
6.5%
Like-
for-like
3.9%
(1.4)%
8.5%
5.3%
3.8%
2015
10.1%
3.3%
6.9%
6.8%
6.9%
2014
9.8%
4.8%
6.7%
6.0%
6.9%
2015
9.2%
3.3%
6.4%
6.7%
6.5%
2014
9.0%
3.5%
6.6%
6.0%
6.4%
2015
2014
16%
6%
14%
7%
16%
9%
13%
7%
10.5%
10.4%
General Merchanting
Plumbing & Heating
Contracts
Consumer
Group
General Merchanting
• General Merchanting revenue increased by 5.3%, 3.9% on
a like-for-like basis, outperforming the market with strong
growth in heavyside categories and tool hire.
• Adjusted operating margins, excluding property profits,
improved by 20 basis points. Despite a weaker and more
competitive RMI market in the second half gross margins
over the year improved by 10 bps. Higher operating costs
from additional heavyside range centres through significant
efficiencies delivered in the second half of the year.
• Twelve new or relocated Travis Perkins branches were
opened in 2015 in addition to 38 new Benchmarx branches.
Plumbing & Heating
• Lease adjusted return on capital employed reduced by
3 ppts, driven by the benefits of property profits and the
Government back ECO scheme in 2014, not repeating
in 2015, and disruption from the re-segmentation
programme.
Contracts
• Strong sales growth of 13.2%, 8.5% on a like-for-like basis
was driven by Keyline and CCF, with both businesses
continuing to take market share.
• Adjusted operating margins, excluding property profits,
reduced by 10 bps. Gross margin reduction was driven by
the shift in sales mix towards the lower margin CCF and
Keyline businesses whilst operating efficiency improved
with the increased volumes.
• Plumbing & Heating revenue grew by 1.3%, a decline of
• Lease adjusted return on capital increased by 1 ppt
1.4% on a like-for-like basis.
• Adjusted operating margins, excluding property profits
and a number of one-off short term contracts and
associated sourcing benefits, reduced by 20 basis
points, primarily due to the sales disruption from the
re-segmentation programme.
• The re-segmentation programme was accelerated
through 2015 with the majority of branch conversions and
closures completed six-months ahead of plan.
owing to significant growth in profits more than offsetting
additional capital employed.
Consumer
• Revenue growth of 8.0% and like-for-like growth of 5.3%
demonstrates continued market share gains.
• Adjusted operating margin, excluding property profits and
the year-on-year improvement arising from the reversal
of impairments on loans to Toolstation Europe of £6m,
improved by 30 basis points.
• A further 40 Toolstation stores were opened in 2015, with
additional openings committed in 2016.
ANNUAL REPORT & ACCOUNTS 2015
3
SECTION HEAD
Travis Perkins plc - Warrington
4
ANNUAL REPORT & ACCOUNTS 2015
STRATEGIC
REPORT
The Directors of the Company have prepared a
Strategic Report for the year ended 31 December 2015,
which is set out on pages 5 to 91. It encompasses the
following information:
06 Group at a glance
12 Chairman’s statement
14 How we create value
40 CEO’s statement
42 Performance review
56 Financial review
65 Statement of principal risks and uncertainties
70 Capturing the way things are done around here
78 Stay Safe report
84 Environmental report
Strategic Report Approval
The Strategic Report on pages 5 to 91 was approved by the Board of Directors and signed on its behalf by:
John Carter
Chief Executive Officer
18 March 2016
Tony Buffin
Chief Financial Officer
ANNUAL REPORT & ACCOUNTS 2015
5
STRATEGIC REPORT
GROUP AT A GLANCE
Travis Perkins plc (the Group) is the UK’s largest product supplier to the
building, construction, and home improvement markets. Having grown
primarily through large acquisitions in the last decade, the Group is
now focussed on extracting value from those acquisitions by growing
organically though investing in more compelling customer propositions,
optimising its network and using its scale advantage to improve returns for
shareholders. These investments should enable the Group to outperform
the market on a sustainable basis, increasing market share and increasing
returns. This will ensure the Group continues with its mission to become
the first choice distributor of building materials in the UK.
THE CORNERSTONES OF HOW THE GROUP DOES BUSINESS
The Group has built an inclusive working environment
where everyone can contribute because everyone is listened
to, valued and respected. It is founded on five Cornerstones:
Keeping people safe – safety will always be at the top
of the agenda
Upholding family values – a way of working and
treating people
Making decent returns – creating value for
shareholders, employees, customers and suppliers
Supporting our customers – the Group’s business is based
on strong relationships
Being the best – setting the bar high and making
employees and customers feel special
6
ANNUAL REPORT & ACCOUNTS 2015
DIVISIONAL STRUCTURE
The Group’s 20 businesses, across over 2,000 sites, are organised
and managed through 4 divisions.
General Merchanting
£2.0bn sales, 813 branches
Consumer
£1.4bn sales, 571 stores
Contracts
£1.2bn sales, 181 branches
Market leading general merchant
to trade customers
Fastest growing
national DIY retailer
Fastest growing
specialist
distributor of
ceilings, insulation
and drywall
Leading specialist
distributor of
pipeline and
heating solutions
Kitchen distributor to trade
Tile retailer
Integrated multi-channel
trade counter
Leading specialist distributor of
civils, heavy building materials
and drainage
Plumbing & Heating
£1.4bn sales, 433 branches
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
Leading distributor to domestic installers
Leading wholeseller to trade distributors
Leading distributor to domestic installers
Leading distributor to domestic installers
More than 28,000 individual colleagues serving trade customers and
retail customers from over 2,000 trading outlets throughout the UK.
Performance target setting is managed at a Group level with each business responsible for developing strategic plans to meet
those ambitions. As the Group grows, operational decision making is increasingly being devolved to strengthened management
teams in each business, allowing every business to better respond to its customers’ needs, manage its costs and capital better
and meet the challenges of each market. The business management teams draw on a number of centrally based support
teams including property, supply chain, IT, HR, legal and finance.
ANNUAL REPORT & ACCOUNTS 2015
7
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
STRATEGIC REPORT
THE GROUP’S BUSINESSES
GENERAL MERCHANTING
The Group’s core business supplies products for all types
of repair, maintenance and improvement projects (“RMI”)
as well as new residential and commercial construction.
The customer base is largely made up of professional
tradesmen, ranging from sole traders to national
housebuilders whose key requirements are locally stocked
product ranges (immediately available for collection or
delivery), acccess to extended ranges (often delivered direct
to site), competitive pricing, credit services and expertise in
problem solving.
PLUMBING & HEATING
Plumbing Trade Supplies and City Plumbing Supplies are
the main brands in the Division. They supply a wide range
of customers including domestic plumbers, independent
plumbing merchants, large contractors and local authorities.
As well as selling branded products, the Division has
developed successful own brand products including a
comprehensive range of plumbing and bathroom products
under the iflo brand.
The Plumbing & Heating Division has four
principal business streams.
1. DOMESTIC INSTALLER BUSINESS
8
ANNUAL REPORT & ACCOUNTS 2015
Market leading merchant for trade customers - supplying
more than 100,000 product lines to trade professionals and
self-builders. Branches: 656 branches around the UK
Distributor of kitchens to specialist joiners, kitchen installers,
local authorities and national house builders. Branches: 157
branches around the UK
A nationwide merchant serving the locally based domestic
plumbing and heating trades and bathroom installers.
Branches: 344 branches around the UK
A leading distributor of domestic heating spares in the UK.
Branches: 1 trading unit which distributes around the UK
A leading ‘pure-play’ online supplier of plumbing and
heating products. Distribution centre: 1 distribution centre
which distributes around the UK
2. CONTRACT INSTALLER BUSINESS
3. INDEPENDENT WHOLESALERS
Supplies a wide range of heating, plumbing and bathroom
products serving private sector plumbing installation
contracts, national house builders and the public sector.
Branches: 102 branches around the UK and Ireland
A leading wholesaler of power tools, hand tools and site
equipment. BPT develops products and brands which are sold both
within the Group and through independent merchants and national
DIY chains. Location: 3 locations which distribute around the UK
The combined leading distributor of heating, plumbing and
bathroom products to the independent merchant sector
and retailers of fires and bathrooms. Distribution centres:
12 across the UK
4. RENEWABLE HEATING BUSINESSES
A distributor of solar renewable technology
An online ‘pure-play’ distributor of underfloor heating systems
Provider of integrated solutions for low carbon construction,
energy efficient building and renewable energy projects
ANNUAL REPORT & ACCOUNTS 2015
9
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
STRATEGIC REPORT
THE GROUP’S BUSINESSES (continued)
CONTRACTS
The customers of the three contracts businesses, Keyline,
BSS and CCF, are typically large developers, main
contractors and commercial sub-contractors. The products
supplied from the three businesses the Division operates
are generally used in large construction projects ranging
from new road and rail infrastructure, power generation
construction, public service infrastructure such as hospitals
and schools, through to commercial and high rise residential
construction and refurbishment
Market leader in the distribution of pipeline, heating and
mechanical services equipment in the UK.
Branches: 61 branches around the UK
Market leading supplier of civils, heavy building materials
and drainage solutions in the UK for trade professionals and
specialist contractors. Branches: 80 branches around the
UK (including Rudridge which was acquired in 2015)
A fast growing distributor of interior building products to
the construction industry in the UK. Branches: 40 branches
around the UK
CONSUMER
The consumer division supplies domestic building and
decorative materials through its store network to DIY and
trade customers. It differentiates itself by providing the best
value in each of its respective channels through operating
lean and efficient business models, superior online
propositions, high levels of availability of the brands and
products customers demand and fit-for-purpose customer
shopping environments
A rapidly growing retailer of lightside building materials
with a current network of 224 branches. Its fully integrated
multichannel operating model is class leading and enables
the business to offer the lowest prices and best availability
Fastest growing national DIY retailer, with 236 stores
throughout the UK and the market leading online
DIY proposition
One of the UK’s fastest growing suppliers of ceramic tiles
available to both retail and trade customers through 111
stores around the UK with a rapidly expanding
online presence
10
ANNUAL REPORT & ACCOUNTS 2015
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Paul Parker – Travis Perkins, Shrewsbury
ANNUAL REPORT & ACCOUNTS 2015
11
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT
STRATEGIC REPORT
CHAIRMAN’S
STATEMENT
Dear Fellow Shareholders,
I am pleased to introduce the
Company’s Annual Report for the year
ended December 2015, a year of good
progress on a number of fronts.
Group sales grew by 6.5% to just
under £6 billion. On a like-for-like
basis, sales grew 3.8%. As a result,
adjusted operating profit, excluding
property profits, increased by 8.7%
to £389m and adjusted earnings per
share increased by 4.3% to 124.1p.
Among the Group’s various businesses,
I would highlight particularly strong
performances from Wickes, Toolstation,
Keyline, CCF and Benchmarx.
Most of the Group’s businesses
continued to outperform their major
competitors. This continues the pattern
of recent years and attests to the
energy, commitment and hard work by
colleagues throughout the Group.
2015 was the second year of
implementing the Group’s corporate plan
that was announced in December 2013.
The plan focuses on innovating our
customer propositions, offering better
value, improved product ranges and
more convenience for our customers;
expanding and optimising our branch
networks; building scale advantage
across our supply chains, procurement
and technology; and finally, ensuring we
manage our portfolio carefully. We are
increasingly devolving management
responsibility to our businesses as we
grow whilst streamlining our central
functions and ensuring disciplined
deployment of capital.
In launching our corporate plan, we
also committed to keep the Group’s
investors apprised of progress. During
the year, we held two investor days to
present our supply chain and property
strategies in more detail. We will
continue to keep our investors informed,
with further events planned for 2016.
Of particular note was the rationalisation
and re-segmentation of the branch
networks of our City Plumbing and PTS
businesses; a complex transformation
of both businesses, designed to better
serve the needs of their different
customers. With this transformation now
substantially complete, our plumbing and
heating businesses are better positioned
to compete in what is a rapidly evolving,
yet challenging marketplace.
The Company continues to deploy
capital expenditure in line with its
clearly stated priorities and financial
return objectives. No sensible corporate
plan is carved in stone, and I am
pleased that management has been
flexible in executing the plan, taking
advantage of opportunities as they
have arisen during the year. Our
commitment is to grow shareholder
value consistently and for the long
term. Flexibility around execution is key
to achieving this aim.
Many of my
colleagues have
dedicated much
of their lives to our
business and this
year celebrated as
many as 30, 40
and even 45 years
of service. During
2015, the already
successful team was
joined by a number
of new colleagues
bringing skills to
support the growth
and development of
the business.
12
ANNUAL REPORT & ACCOUNTS 2015
Dividend
Outlook
The strong performance of the Group in 2015 combined
with the Board’s confidence that the Group’s growth strategy
and underlying market indicators will result in sustainable
earnings growth, has enabled the Board to propose a 15.8%
increase in the full year dividend.
A final dividend of 29.25p, payable on 27 May 2016 to
shareholders on the register on 29 April 2016, will give a full
year dividend of 44p (2014: 38p). This dividend is covered
2.8 times by adjusted earnings per share, with dividend
cover comfortably inside the Board’s target range
of 2.5x to 3.25x.
Employees
As mentioned in my introduction above, the successful
implementation of the Group’s strategy is wholly dependent
upon the quality of the entire Travis Perkins team. Many
of my colleagues have dedicated much of their lives to
our business and this year celebrated as many as 30, 40
and even 45 years of service. During 2015, the already
successful team was joined by a number of new colleagues
bringing skills to support the growth and development of
the business. The Board would like to welcome all of those
new colleagues to the Group and thank everyone who has
contributed to what has been yet another successful year
for the Group.
Board of Directors
The Group now has a settled board of directors, following
the executive changes in 2013 and the appointment of four
new non-executive directors since 2013. Coline McConville
joined the Board as a non-executive director on 1 February
2015, completing our line up for the near future.
Andrew Simon retired from the Board on 31 October 2015
following nine years of service with distinction. Among his
many contributions was his chairmanship of the Company’s
Stay Safe Committee, an initiative started by Andrew in
2007 and which he chaired until his retirement, overseeing
significant improvements in the Group’s health and safety
awareness. The Board would like to express its thanks to
Andrew and wish him well for the future. Andrew’s role
as Senior Independent Director was assumed by Chris
Rogers in November; Coline McConville succeeded Andrew
as Chairman of the Remuneration Committee and Pete
Redfern has taken over as Chairman of the Stay Safe
Committee (both in November). Ruth Anderson continues
to Chair our Audit Committee.
We are fortunate in having such a strong Board that
balances current and previous executive experience with
skills in retailing and merchanting, alongside marketing,
manufacturing and construction industry knowledge.
The market in 2015, particularly in the second half of the
year, was weaker than we expected, owing to a number
of short-term factors. However, the core foundations and
growth trajectory of the markets in which our businesses
compete in remain solid. Average annual demand for new
homes remains strong at around 225,000 per annum,
with current supply being just over 160,000 new homes
per annum. This shortage must be fulfilled by building new
homes to add to the existing housing stock of 28 million
homes. A large proportion of these homes are not in a
satisfactory condition and require significant repair and
maintenance as well as improvement works. Interest rates
and inflation remain low, real wage growth has improved
and the employment environment is largely positive
resulting in consumer confidence at levels we have not
seen for over a decade.
Given the investment our Group has been making I am
confident that we will continue to outperform the markets
we compete in, continue to grow operating profits, improve
the return on capital employed in our businesses and
ultimately further grow the return to our shareholders.
Robert Walker
Chairman
18 March 2016
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
ANNUAL REPORT & ACCOUNTS 2015
13
STRATEGIC REPORT
STRATEGIC REPORT
HOW WE CREATE VALUE
THE UK’s LARGEST DISTRIBUTOR OF BUILDING MATERIALS
WITH ROOM TO GROW
Whilst the Group is the largest distributor of building materials in the UK,
its businesses are not always the first choice for many of its customers,
presenting a compelling opportunity to improve and grow. The Group
will remain committed to its core expertise as a distributor of building
materials. Whilst there are other markets in Europe the Group could
enter, the Group has significant opportunity to grow in the UK and this will
remain its principal focus in the near term.
Be the first choice distributor of building
materials in the UK
First Choice
Distributor
The Group is the largest distributor of
building materials, but not the first choice
for the majority of customers
With the exception of some minority
investments the Group is a distribution
business with complementary
supply chains
Building Materials
UK
The products the Group sells are used in
the repair, maintenance or improvement of
existing buildings and the construction of
new buildings and infrastructure projects
The advantages the Group and its
businesses enjoy are generally not
scalable outside the UK
14
ANNUAL REPORT & ACCOUNTS 2015
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Brendan Cowlam - BSS, Leeds
ANNUAL REPORT & ACCOUNTS 2015
15
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT
STRATEGIC REPORT
BUSINESS MODEL
The core of all of the Group’s businesses is distribution, meaning they are
engaged in buying, moving and selling building materials.
buy
move
sell
Source products from over
50 countries and over
9,000 suppliers
Distribute 400,000 product
lines from over 4m ft2
distribution space using 4,000
delivery vehicles
Sell goods and services to over
280,000 account customers
and millions of cash customers
from more than 2,000 branches
However, the markets each of the Group’s businesses operate within
have distinct characteristics based on the type of customers they serve,
what products they sell, the basis of pricing and the fulfilment channel.
Therefore, the Group is organised into divisions and business units to
cater for this spectrum of needs.
Consumer
Merchants
Contracts
Wickes
Toolstation
Travis Perkins
PTS, CPS
F & P,
Connections,
Primaflow
Keyline,
BSS, CCF
Sales = £1.4bn
Sales = 2.0bn
Sales = 1.4bn
Sales = £1.2bn
Customers
Small tradesperson / Consumer
Pricing
Fixed
Ranging
Mandated
Delivery
35%
50%
16
ANNUAL REPORT & ACCOUNTS 2015
Medium - large trade
Variable by customer to
templates / guided
Tendered /
framework
agreements
Variable
85%
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
ANNUAL REPORT & ACCOUNTS 2015
17
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT
STRATEGIC REPORT
THE GROUP’S MARKETS
The total UK construction and home improvement materials market is
worth approximately £70bn. The Group’s addressable market is around
£37bn, which excludes certain trade and DIY categories and direct from
manufacturer to end-user supplies, which are not currently served by the
Group’s businesses.
Total Direct =
£17.1b
Direct trade
£17.1b
D
ir
e
c
t fr
o
m
m
a
n
u
f
a
c
t
u
r
e
r
Not addressable
Addressable £14.3b
S
p
e
£
cialist tr
1
6.8
b
a
d
e
b
.6
2
£
e
l
b
a
s
s
e
r
d
d
A
S
pecialist retail
£11.5
b
T
o
A
d
t
a
d
r
l
R
e
s
s
e
t
a
a
b
il
=
l
e
Not addressable
d r e
d
A
b
4 .9
b l e £
a
s
s
Not addressable
£
=
1
£
7.
8
.1
b
5
b
D
I
£
6
.
6
b
Y
r
e
t
a
i
l
Addressable £3.4b
Not addressable
d
e
x
e
d
e / fi
nlin
e / o
6.1b
er tra
£
pric
Oth
A
d
d
r
e
s
s
a
b
l
e
£
1
1
.
9
b
M e
s
t
b
h
n
a
2 . 1
r
c
£ 1
Total Trade = £35.1b
Addressable = £29.6b
Many of the Group’s businesses hold market leading
positions by value of sales, and those that do not are
generally the number two in their respective market.
Therefore the Group is well-positioned to benefit from the
UK’s continuing economic recovery and so further enhance
shareholder returns.
The Group’s largest nationwide competitors account for less
than half the turnover in the Group’s addressable markets.
Independent and regional, largely private companies
make up the remainder of the market. There are product
categories with an addressable market of approximately
£16bn, in which the Group does not currently operate.
These categories provide potential opportunities for the
Group to extend its reach.
The UK has a long history of significantly under-investing
in its housing stock. According to a survey by the Office
for National Statistics, there are approximately 28 million
homes in the UK and only 60% of these are maintained
to a satisfactory standard. A trend towards smaller family
units results in around 225,000 new households being
formed each year. The combination of under-investment in
existing dwellings and new household formation provides a
reasonable expectation of sustainable medium to long term
growth in both the new build housing market and the repair,
maintenance and improvement (“RMI”) of existing
homes market.
SMALLER FAMILIES DRIVING
225, 000 NEW HOUSEHOLDS
PER YEAR
18
ANNUAL REPORT & ACCOUNTS 2015
27.8M HOMES ACROSS
THE COUNTRY
ONLY 60% MAINTAINED
TO A SATISFACTORY LEVEL
RECENT MARKET TRENDS
The Group’s businesses supply greater volumes of product
to the more resilient RMI market, albeit with a small, but
important component of turnover coming from the supply
of material to the new build market.
The Group tracks several market indicators from the
housing, retail and construction sectors in order to
determine levels of investment and inform the Group’s
trading stance. Secondary housing transactions and
consumer confidence remain the key indicators that most
closely correlate to future performance. Traditionally there
has been a lag of around six to nine months between a
change in those key indicators and a corresponding uplift in
demand volumes.
There was a significant improvement in the key lead
indicators the Group monitors as the UK recovery took
hold in 2013, which moderated throughout 2014 and 2015.
Whilst it is still relatively early in the recovery of the UK
construction industry, these key indicators are now at levels
consistent with those needed to support sustained medium-
term growth in RMI spend, new housing construction and
new commercial and industrial development.
The following chart shows some of the key lead indicators
the Group tracks:
Site
visitors
+27 pt
Site
reservations
+14 pt
Consumer
confidence
+3 pt
Climate for
purchases
+9 pt
using
o
H
R
e
t
a
i
l
Equity
withdrawal
+10 pt
Retail sales
growth
+2.6%
Mortgage
approvals
+17%
Housing
transactions
+ 10%
Housing
prices
+4%
Constru c t i
n
o
Architect
workload
(16%)
New
construction
orders
0%
Construction
output
+ 3%
Expected
workload
(16) pt
Trade
confidence
10 pt
ANNUAL REPORT & ACCOUNTS 2015
19
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
STRATEGIC REPORT
RECENT MARKET TRENDS (continued)
The chart below demonstrates the correlation between these indicators. There is an approximate three month lag between
the approval of a mortgage and subsequent housing transaction. Following the completion of a housing transaction there is a
further lag of approximately six months to when expenditure on home improvement occurs.
50
40
30
20
10
0
e
g
a
t
n
e
c
r
e
P
(10)
(20)
Mortgage approvals (lagged by 9 months)
Housing transactions (lagged by 6 months)
ONS Repair & Maintenance expenditure
2014
Sep
2014
Oct
2014
Nov
2014
Dec
2015
Jan
2015
Feb
2015
Mar
2015
Apr
2015
May
2015
Jun
2015
Jul
2015
Aug
2015
Sep
2015
Oct
2015
Nov
2015
Dec
2016
Jan
2016
Feb
2016
Mar
2016
Apr
Source: HM Revenue & Customs / Bank of England / Office of National Statistics
CUSTOMER BEHAVIOUR TRENDS
Following the last three years of economic recovery and a relatively stable economic outlook which have been characterised by
lower inflation, rising employment, low and steady interest rates and rising real wages, consumer confidence became positive
on the GFK index for the first time in almost 20 years.
)
%
(
x
e
d
n
I
10
0
(10)
(20)
(30)
(40)
(50)
Index figure
Index annual moving average
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
Source: GFK
THE GROUP’S AMBITION
Whilst demand in markets the Group’s businesses operate in is a very important factor in the Group’s continued success, the
Group’s growth is not constrained by the market. The Group has a relatively low market share, which presents an excellent
opportunity for the majority of the Group’s businesses to gain market share. These businesses are well positioned to take
advantage of this opportunity to gain share because of the significant structural advantages the Group enjoys, which include
the scale of its purchases, its distribution infrastructure and the breadth of its property portfolio, enabling operating businesses
to access good quality sites quickly and cost effectively. In addition, each operating business is challenged to create superior
customer propositions through ranging, value for money, convenience and advantaged delivery and service expertise.
20
ANNUAL REPORT & ACCOUNTS 2015
1
2
3
Market
fragmentation
l Majority of the markets the Group competes in are highly fragmented
l Proliferation of small family-owned businesses
l The Group’s businesses are No. 1 or No. 2 in each of its markets, but with relatively low market shares
Structural
advantages
l Sourcing & supply chain: sourcing terms, range, stocking and distribution efficiency
l Branch network: 2,000 locations in UK with strong financial position underpinning tight yields & site access
l IT: selective sharing of software platforms and volume hardware purchasing
Superior
propositions
l Range & value: improved promotions & KVI pricing range extension, own label development, availability
l Space: new branch & store opening programme with implants intensifying space
l Channel, format & customer service: investment in online channels, new formats and better service
Fragmented markets + structural advantage + superior propostion = sustainable market share gains
As a result, the Group continues to strive to grow revenue ahead of the market on a sustainable basis.
)
%
(
.
.
a
p
h
t
w
o
r
g
s
e
l
a
S
8
6
4
2
0
1-2%
1-2%
0-2%
2-3%
Market
volume
Inflation
Out-
performance
New
space
Based on the Group’s ability to grow sales ahead of the market, its financial ambitions of the Group can be summarised as:
• Outperform the market sales growth in each of its markets
• Grow operating margins in Plumbing & Heating, Contracts and Consumer and sustain sector leading margins in
General Merchanting
• Deliver low double digit growth in EBITA per annum
• Increase LAROCE by 200-300 basis points over the medium term
• Deliver strong and consistent growth in shareholder returns
ANNUAL REPORT & ACCOUNTS 2015
21
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
STRATEGIC REPORT
LEVERS OF VALUE CREATION
In order to deliver its ambitions, the Group developed a strategy in
2013 which was subsequently refined in 2014 and 2015. The chart
below sets out the levers the Group is using to create value for
its shareholders.
Customer
Innovation
• Improved value
• Extended range
• Product development
• Format renewal
• Technology enabled
Optimising
Network
• TP expansion &
modernisation
• Wickes national footprint
• Plumbing & Heating
format clarity
• Implants intensify
returns
• Multi-channel
• Trade parks
Scale
Advantage
• Supply chain investment
• Leverage property
capability
• Group sourcing benefits
• Shared technology
investment
Portfolio
Management
• Streamlined central
functions
• Devolved management
responsibility
• Disciplined planning &
capital allocation
• Regular market updates
Enabled through people & evolution of unique culture
In addition to the levers of value creation noted above,
the Group has focused its efforts in three key
areas to improve performance:
1. Modernising the Travis Perkins builders merchant
2. Transforming Wickes
3. Re-segmenting Plumbing & Heating branches to
better meet customer needs
22
ANNUAL REPORT & ACCOUNTS 2015
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Ian Sharkey – Travis Perkins, Warrington
ANNUAL REPORT & ACCOUNTS 2015
23
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT
STRATEGIC REPORT
24
ANNUAL REPORT & ACCOUNTS 2015
John Fergson – Travis Perkins, Shrewsbury
INNOVATION IN CUSTOMER PROPOSITIONS AND OPTIMISING
THE BRANCH NETWORK
GENERAL MERCHANTING DIVISION
Travis Perkins is, and for the foreseeable future will continue
to be, the Group’s core business. It is the Group’s largest
business by sales, profitability and one of the highest
returning businesses operated within the Group.
The business benefits from national coverage with over 650
branches, an efficient lightside central distribution network,
an expanding heavyside network, access to a product range
few competitors can match, a modern vehicle delivery
fleet and branch managers who have built an unparalleled
relationship with customers. Branch manager incentives,
which are based on return on capital performance, set
the business apart from its competitors, and are a key
component of Travis Perkins’ market outperformance.
The following chart sets out the key components of the plan
to improve Travis Perkins, combining both sales and profit
drivers and investments in enabling infrastructure.
s
r
e
v
i
r
D
t
fi
o
r
P
d
n
a
s
e
l
a
S
s
r
e
l
b
a
n
E
Category
management
and pricing
Expand
the
network
Managed
services
development
Toolhire
expansion
Modernising
formats
Enhanced
CRM
Multi-channel
development
Enhanced
IT
capability
Regional
distribution
Invest
in safety
and develop
our people
There is significant scope for network expansion and
relocation. Travis Perkins is targeting 5-15 net new branches
per annum and plans to increase the number of tool-hire
equipment implants within existing branches. In addition
Benchmarx, is targeting to open a total of 30 new branches
per annum, which will be a mix of new standalone branches
and implants within existing Travis Perkins sites.
The modernisation programme for the Travis Perkins
business is underway with a focus on improving range,
better use of space and ensuring that the value proposition
remains competitive. This programme coupled with the
development of sales to local authorities through the
managed services business, expanding the tool-hire
category and improving Travis Perkins’ multi-channel
proposition, offers significant opportunities for growth.
The Group is confident that Travis Perkins can extend its
market leading position and further drive improvements
to the customer proposition, which over the long term
will improve returns for shareholders. The targets for
improvement are set out on the right:
Measure
Network expansion
Like-for-like sales
outperformance
Operating margin
improvement prospects
Current
Medium-term
ambition
656 TP
157 Bmx
5-15 TP p.a.
20-30 Bmx p.a.
3-5%
1-4% p.a.
Sector leading
Sustain
Capital expenditure
£50-60m
£40-60m p.a.
LAROCE
16% Add 200-300bps
ANNUAL REPORT & ACCOUNTS 2015
25
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT
STRATEGIC REPORT
Pete Groucott – City Plumbing Supplies, Shrewsbury
26
ANNUAL REPORT & ACCOUNTS 2015
PLUMBING & HEATING DIVISION
The strategy for the Plumbing & Heating division has three
key elements:
1. Providing local plumbers,
heating engineers and bathroom
installers with a dedicated
network of over 350 branches
through the City Plumbing
Suppliers business.
The majority of branches contain a bathroom
showroom showcasing the best branded and
own label ranges, operated by a design consultant,
helping local tradesmen deliver a complete offer to
their customers faster and more efficiently.
In addition, City Heating Spares concessions within
City Plumbing branches enable an extension to the
range of spares available to customers at short notice.
City Plumbing offers a range of renewable heating
products and intends to extend this range further in
the future.
3. Building scale in the P&H
division’s focused customer
proposition through:
Graphically
represented
overleaf
2. Providing large, value and
service focused contract
customers with a dedicated
nationwide network of over
90 branches through PTS.
With fewer larger branches, PTS is able to offer
broader ranges of products in quantities designed to
complete large contracts for same or next day delivery.
Further improvements are planned to PTS’ account
management capability to provide transparency of
products ordered, despatched and awaiting delivery
and improved billing services.
• F & P, Primaflow & Connections – expanding the range
of products offered through the reconfigured distribution
infrastructure to local independent merchants
• PlumbNation online – providing local heating engineers
with a fixed price, online ordered only boiler and spares
delivery service
• Solfex – providing solar, thermal, photo-voltaic and
under-floor heating packages to specialist installers
• Underfloor Heating Store – providing both trade and
retail customers with an extensive range of water and
electricity based under-floor heating systems
ANNUAL REPORT & ACCOUNTS 2015
27
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT
STRATEGIC REPORT
Leverage high
ROCE
F & P model
Roll-out
of bathroom
showroom
and spares
s
r
e
v
i
r
D
t
fi
o
r
P
d
n
a
s
e
l
a
S
s
r
e
l
b
a
n
E
Develop
contract
business
PTS /
City Plumbing
reconfiguration
More standalone
City Plumbing
branches
Supply
chain
efficiencies
Tailored
multi-channel
capability
Stay
safe
Excellent
IT
Talent to lead
UK’s No. 1
P&H business
28
ANNUAL REPORT & ACCOUNTS 2015
To achieve its ambitions the Plumbing & Heating Division
has undergone a significant change programme in 2014 and
2015 to ensure that business models, branches and customer
service teams are matched to customer needs. This change
programme, “Building the Best”, involved the conversion of
more than 160 PTS branches to the City Plumbing format,
the closure of more than 60 branches and training of
almost 1,000 colleagues. This programme commenced in
mid-2014 and completed in February 2016.
The Division intends to further extend the penetration of its
own label range and enhance its online routes to market to
ensure it meets its customers’ changing needs.
The targets for the Division are shown in the following table
alongside how the Plumbing & Heating Division intends to
outperform other operators in its markets.
Measure
Network expansion
Like-for-like sales
outperformance
Operating margin
improvement prospects
Current
Medium-term
ambition
463
branches
5-10 net new
branches p.a.
Flat
3.3%
0-3% p.a.
Good
Capital expenditure
£15-20m
£10-20m p.a.
LAROCE
6%
Add >250bps
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Simona Platekova - Travis Perkins plc, Warrington
ANNUAL REPORT & ACCOUNTS 2015
29
STRATEGIC REPORT
STRATEGIC REPORT
Mark Jackson and Grahame Williams – Keyline, Lincoln
30
ANNUAL REPORT & ACCOUNTS 2015
CONTRACTS DIVISION
The Contracts Division was formed on 1 January 2014, bringing
together the three businesses within the Group that supply
products to large construction companies, their contractors and
sub-contractors. These businesses all track major commercial
and infrastructure projects and by bringing them together into
one division, it is enabling the Group to offer a comprehensive
range of products to customers, and assist them with technical
issues in design, specification and installation.
The key components of the strategy for the division are set
out below.
s
r
e
v
i
r
D
t
fi
o
r
P
d
n
a
s
e
l
a
S
s
r
e
l
b
a
n
E
Deepen
sector and
category
specialism
Category
expansion
Develop BSS
industrial offer
Growth
in
insulation
Major
presence in
partitions
Contract pricing
and project
management
Branch
network
optimisation
Whole Contracts
Division
Excellent
IT
Market-leading
customer
service
Multi-channel
capability
BSS is further developing its industrial product offer and
improving its logistics efficiency in order to offer continuous
improvements in range, service and technical support to
its customers.
In CCF, the strategy is focused on providing national coverage
through its branch network, expanding the range of products
offered to customers not previously served by the Group
and developing a significant presence in commercial interior
partitions through its Sektor brand.
Keyline has a strong nationwide network supplying civils,
drainage and heavyside building materials. Keyline is
reconfiguring its estate to operate from lower cost sites,
with excellent access to the road network, given the high
proportion of its customers demanding delivery of products.
As with the other divisions, the Group has clear performance
targets for the division including increasing the level of capital
investment with the ambition of outperforming market peers.
Measure
Current
Network expansion
181 branches
Medium-term
ambition
1-2% net space
growth p.a.
Like-for-like sales
outperformance
Operating margin
improvement prospects
3-5%
1-3% p.a.
6.9%
Good
Capital expenditure
£30-40m
£20-30m p.a.
LAROCE
14% Add 200-300bps
Emma Walmsley – BSS, Leeds
ANNUAL REPORT & ACCOUNTS 2015
31
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT
STRATEGIC REPORT
The Consumer division’s three businesses, Wickes, Toolstation and
Tile Giant have distinct strategies. The strategies for Wickes and
Toolstation are set out on the right and page 35 respectively.
Darren Hawksworth - Wickes, Rugby
32
ANNUAL REPORT & ACCOUNTS 2015
CONSUMER DIVISION
The strategy is to transform Wickes into the UK’s strongest
serious DIY retailer with the ambition of having a Wickes
project in every home. This will be achieved by leveraging
Wickes’ advantaged position in the market and building on:
• Wickes’ small store footprint
• Modest range extensions to the focussed in-store range
• Reinforcing Wickes value price position
• Investing in further improvements in the online proposition
• Selectively opening new stores in underserved catchments
The Wickes plan is graphically represented below:
A WICKES PROJECT IN EVERY HOME!
VALUE FOR MONEY
VALUE FOR MONEY
WE ALWAYS DELIVER
WE ALWAYS DELIVER
QUICK, SIMPLE & EASY
QUICK, SIMPLE & EASY
• Refocus product offering based on
clear customer needs
• Maintain structural price
advantage with authority
• Extend to broader
customer base
• Leverage group scale in
buying & distribution
• Leaner service model
• Enable greater efficiency
through IT
• Build on multi-channel strengths
• National estate coverage
• Improve in-store infrastructure
& experience
• Become a great place to work,
always
• Develop a diverse workforce to
match our customer base
Wickes offers a focused range of high quality products at
great value combined with best in class availability. Range
reviews have been conducted throughout the year to provide
the right mix of products for customers. The business
continues to expand its appeal to a broader customer base,
whilst remaining a great value, reliable and convenient place
to shop for a loyal base of trade and expert DIY consumers.
The Wickes business is structurally advantaged over its
competitors. The majority of stores operate from 25,000 –
30,000 ft2 and there are no plans to significantly modify the
average store size. There are over 60 potential new locations
in the UK where the Wickes model has already proved that
the business would be able to gain a profitable share of the
market. The focused Wickes in-store range and excellent
availability enable customers to shop for a DIY project
confident that they will be able to find all the materials they
need to complete the project. Wickes investment in its multi-
channel capability means customers can access an extended
range of products which can be delivered to their home or
business and collected in-store.
With a focused range and access to buying scale through
the Travis Perkins Group, Wickes is able to offer DIY sector
leading prices and intends to maintain this advantage.
Wickes plans to continue to expand its network by between
10 and 15 new stores per year and continue to grow sales and
gain market share over the medium term.
ANNUAL REPORT & ACCOUNTS 2015
33
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
STRATEGIC REPORT
Ben Farler - Toolstation
34
ANNUAL REPORT & ACCOUNTS 2015
Toolstation operates from over 200 stores across the UK offering the
same range in-store, online and through its catalogue. It aims to provide
the lowest price lightside building materials to tradesmen and serious
DIY customers and to always be in stock in the project quantities its
customers require. If for any reason products are not available it offers
next day delivery of those products free of charge.
Toolstation plans to continue to open new shops across the
UK to meet growing demand from tradesmen for transparent,
fixed price products. Further investments are planned to
improve customers’ online experience, provide enhanced click
and collect services and modestly extend the range offered
to customers.
The performance targets for the Consumer Division are set
out on the right:
Measure
Network expansion
Like-for-like sales
outperformance
Operating margin
improvement prospects
Current
Medium-term
ambition
236 Wickes
111 TileGiant
224 Toolstation
10-15 Wickes p.a.
30+ Toolstation
p.a.
Above market
Above market
6.8%
Good
Capital expenditure
£40-50m
£40-50m p.a.
LAROCE
7.4% Add 150-250bps
Emma Thomas - Toolstation, Longwell Green branch
ANNUAL REPORT & ACCOUNTS 2015
35
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT STRATEGIC REPORT
EXPLOITING THE GROUP’S SCALE ADVANTAGE
One of the key value creation levers is using the Group’s
scale to move products more efficiently through its supply
chain, leverage its property portfolio, buy better and
selectively share technology.
The Group’s supply chain ambition is to provide branches
and customers with easy access to the broadest range of
products, reliably, efficiently, safely and delivered on time
through a number of programmes of work:
• Simplified ordering for branches with improved range
management tools and automated stock
replenishment systems
• Providing better availability through an increased range
of lightside and heavyside distribution centres, stocking a
broader range of products
• Vehicle route planning reducing the cost of, and enhancing,
the local delivery proposition
• Full multi-channel proposition
for transaction and fulfilment
• Deliver on-time in-full
every time
• Make profitable customer
promises
t
n
e
stomer fulfil m
u
C
Custom
er p
r
o
p
o
s
i
t
i
o
n
• Access to broader range
with faster availability
• Invest in centralised
distribution infrastructure
• Drive efficiency by exploiting
scale and improving systems
Staying safe, all
the time, at every
location
I
n
f
r
a
s
t
r
u
c
t
u
r
e & efficiency
A v
y
t
a ila bility & visibili
• Offer market-leading customer
propositions
• Hold an extended range of
products closer to the customer
• Optimise range architecture
including increased own-label
• Improve product availability,
in-branch and next-day
• Auto replenishment improves
in-branch availability and
reduces stockholding
• A single view of stock for
colleagues and customers
The Group’s scale enables improved efficiency and the
ability to offer a stronger proposition. Customers increasingly
want certainty of product availability and access to broader
product ranges.
The Group is also focused on using its buying scale to source
products directly from manufacturers at lower cost and to
create more commonality in product ranges such that it can
consolidate volumes so reducing unit costs still further.
For many years, the Group has benefited from efficient,
low-cost IT systems. These systems are approaching the end
of their useful lives and, therefore, a clear four point strategy
has been developed to ensure better IT systems capacity and
flexibility in the future:
• Delivering a common, shared trading platform across the
Group’s merchanting businesses
• Delivering an appropriate multi-channel presence for each
brand making it easier for customers to order, buy and
receive products
• Simplifying back office systems to enable decoupling of
businesses, enhancing efficiency and cost accountability
• Increasing system usability and the experience for
colleagues and customers so that it is easier to do business
with the Group
The Group’s strategy of Easy Supply of Product (ESP) offers
continuous access for customers to more products quickly,
reliably and efficiently. The strategy will deliver a sustainable
structural advantage in the form of:
• Next day availability on 24,000 lightside
products - nationwide
• Next day availability on 3,000 heavyside – to 90% of the UK
• Next week availability on a further 3,000 heavyside
products - to 90% of the UK
• Lower in-branch stock holding
• Reduced inter-branch transfers
• Fewer empty trucks, travelling fewer miles, more frequently
The strength of the Group’s balance sheet enables businesses
within the Group to occupy properties they would otherwise
find it difficult to access. Furthermore, by developing
multi-fascia sites, the Group is able to provide opportunities
for the Group’s smaller operating businesses to co-locate
with the Group’s larger businesses and benefit from greater
foot traffic.
36
ANNUAL REPORT & ACCOUNTS 2015
Sophie Haynes – Wickes, Rugby
ENHANCE THE MANAGEMENT OF THE PORTFOLIO
The Group has a robust planning approach enabling it to
allocate capital to the opportunities which are expected to
deliver the most material value for shareholders. Aligned with
this approach to managing capital allocation is a selection of
key metrics upon which the Group is managed. In particular
lease-adjusted return on capital employed is an important
measure of success as the Board believes it best aligns
investment decisions with the ultimate goal of shareholders;
their return on equity.
The Group is taking advantage of investment opportunities
through increasing its capital expenditure and, consistent with
its strategy to strengthen the balance sheet, by also investing
in freehold property. Capital expenditure is tiered based upon
the risk and return profiles of the investment opportunities
identified under four broad categories:
Extending the Group’s leadership: investment in proven
businesses and opportunities delivering attractive returns
1.
In order to improve lease adjusted return on capital,
management responsibility for both earnings and capital
employed is devolved down through the business. This
greater accountability and autonomy is managed and
monitored through strong governance processes. As
management in each of the businesses are taking more
control for managing returns, central functions are being
streamlined to ensure all teams are closer to the businesses
they support and ultimately customers. This approach to
capital allocation is creating more competition for capital with
management allocating capital to those investments with
demonstrably the highest returns.
2. Investing to grow: investment in customer propositions
to adapt to changing customer needs and strengthen the
Group’s market leading positions
3. Infrastructure investment: investment to enable future
outperformance including IT and supply chain infrastructure
4. Divest: where there are better uses for capital either to
grow the business or where it is sensible for it to be
returned to shareholders
In addition the Group is better utilising the property portfolio
through more active asset management as outlined below.
• Access strategic requirements for hold / sell
• Release capital through sale or
sale & leaseback
• Reinvest capital back into the business
s t
ecycle / rein v e
R
Successful
b
u
s
i
n
e
s
s
• Successful property process requires
strong underlying businesses
• Business requirements always
come first
• Enhance existing site usage through
implants / trade parks
• Develop freehold sites (planning,
DA, construction)
D
e
v
e
l
o
p
/ transform
t
c
ele
A c q uire / s
•
Identify optimal locations using
data / local expertise
• Assess Group site usage or acquisitions
needed
• Secure sites through freehold / leasehold
ANNUAL REPORT & ACCOUNTS 2015
37
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT STRATEGIC REPORT
GROWTH THROUGH ACQUISITION
The Group is committed to achieving growth through organic expansion, but that does not preclude taking advantage of
suitable opportunities that arise to support growth through small bolt on acquisitions. During 2014 and 2015 the Group
has completed a number of these smaller strategic acquisitions and investments including Rudridge, Primaflow, Staircraft,
Bathrooms.com and the Underfloor Heating Store.
Geography
• Targeting under-served catchments
with existing business models
• International only in exceptional
circumstances
On-line
• Accelerate expansion into new
channels for key product areas
• Buy or Build trade-off where
valuations prohibitive
• Strategic investments to protect supply chain
• Share in categories which bypass distribution
Manufacturing
anufacturin
Channel
Product
Product
nstallation
Installation
• Not a focus
New categories
• Access specialist markets &
adjacent categories
• Focus on product areas attractive
to existing customers
• Buy or Build trade-off where valuations
prohibitive or lack of targets
• Demonstrable IP / innovation key
target areas
COMPARING PERFORMANCE WITH STRATEGY
The Group’s ambition is to deliver long term, sustainable value to shareholders. There are a series of financial and non-financial
measures which the Group tracks to monitor performance. Operationally, success is measured through a comprehensive set of
key performance indicators. All of these indicators are aligned to achieving the Group’s strategic ambition. The Group’s actual
performance for 2015 is shown in the performance review section on pages 42 to 56. Executive Director remuneration is linked
to strategy and performance, which is explained further in the Director’s remuneration report on pages 110 to 135.
Risks
The Statement of Principal Risks and Uncertainties on pages 65 to 69 sets out the key risk factors that are considered by the
Directors to be material to the business and may impact upon the successful delivery of this strategy.
38
ANNUAL REPORT & ACCOUNTS 2015
STRATEGIC REPORT
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Kevin Johnston – Primaflow, Lancashire
ANNUAL REPORT & ACCOUNTS 2015
39
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder Information
STRATEGIC REPORT
CEO’S
STATEMENT
To this end we invested further capital
of £28 million in new technology and
initiatives, although much remains to be
done in the years ahead.
This scale of change and investment
undoubtedly required enhancements to
our business unit management teams
supported by improvements in our
planning and capital allocation approach.
Of our 20 colleagues in the most senior
management positions, 12 are new to
the Group or the position in the last 30
months. These changes have ensured
we continue to have, what I believe to be,
the strongest management team in
our industry.
Our Markets
The majority of our businesses
distribute building materials to repair,
maintain and improve existing homes
and commercial, industrial and public
buildings. Our markets are connected to
the level of secondary market housing
transactions, to consumer confidence
and to the property investment cycle
more generally.
Introduction
In December 2013 we set out a new
strategy, which included a wide-ranging
investment programme designed to
deliver better customer propositions in
each of our businesses building upon the
scale advantages we had developed over
the previous decade. This programme
commenced in 2014 and accelerated
throughout 2015. We invested close
to £300 million in capital expenditure
during the year, the highest amount we
have committed during my privileged
37 years with the Group, demonstrating
our ambition and confidence in driving
sustainable growth for our shareholders
over the long term.
Investments have been made in
extending our reach and increasing
convenience for our customers by
opening more than 120 new branches,
stores and implants throughout the UK.
We have continued both to improve
the branch and store experience for
customers in many of our businesses
with new formats and we have improved
and extended our online presence.
We further invested our sector leading
supply chain capabilities with the
completion of a heavyside range
centre in Tilbury and the full operation
of our Omega lightside distribution
centre in Warrington. Improving our IT
infrastructure to ensure we remain at the
forefront of meeting customer demands
remains a significant focus.
My colleagues
around the Group
are undoubtedly the
backbone of our
organisation and
do a tremendous
job every day by
serving thousands of
customers, moving
millions of tonnes
of products around
the country and
ensuring that the
right products are
available, at the
right time and at a
competitive price.
40
ANNUAL REPORT & ACCOUNTS 2015
In 2012 the Financial Conduct Authority completed a
comprehensive review of the mortgage market, the Mortgage
Market Review (MMR). Significant legislative changes were
implemented in April 2014 to strengthen the mortgage
market, principally relating to how lenders assess the credit
worthiness of borrowers. This had a short-term impact on
the level of mortgage approvals, which lead to a reduction in
the number of secondary market housing transactions in late
2014 and early 2015. As a result of this change, uncertainty at
the time of the election and what we believe were temporary
changes in the nature of consumer spending in the late
summer and end of 2015, there was significantly more
volatility in our markets in 2015, including weaker demand in
the second half of the year.
Despite predicting a more challenging year compared to
2014, the markets our businesses compete in were tougher
than we expected. That said, we performed well against this
more difficult backdrop and outperformed in the majority of
the markets our businesses compete in.
Our Performance
Against this more challenging market backdrop, I am very
pleased with the overall performance of our businesses.
There will inevitably be ups and downs for each of our
businesses as we continue with our active investment
programme to improve their customer propositions. Wickes,
Benchmarx, CCF, Keyline and Toolstation in particular have
performed well during the year with strong market share
gains and good growth in operating profits.
We continued with the significant undertaking to modernise
our core Travis Perkins business. This is a broad programme
that impacts all of the colleagues, customers and branches in
the business. This year we implemented electronic proof of
delivery to capture information in a more effective manner for
both our business and our customers. We have also extended
the trials of new format branches which provide an overall
better experience to our customers and commenced work to
provide our teams with better guidance to help our customers
derive better value from the products they buy from us.
Our Wickes transformation plan progressed at pace
throughout the year. The team refurbished seven stores into
our new format and opened nine new or relocated stores.
Our price investment programme continued and we made
substantial changes to our product ranges, including in our
‘to order’ kitchen offer. We substantially improved our online
experience for customers by introducing a one hour ‘click and
collect’ service. I am most pleased, however, in the quality of
the senior team we have assembled to develop and lead the
transformation programme and the loyalty our store teams
have afforded us through difficult times in recent years.
Together we look forward to further transforming
our business.
Our Plumbing & Heating Division substantially completed
the re-segmentation programme we began in 2014. This
programme has been the largest of its type in the sector and
I am delighted with the progress that has been made, coming
in ahead of time and within the budget set. This programme
was designed to ensure we had the right proposition available
to very different customers groups served by PTS and
City Plumbing. Over 18 months the team converted more
than 160 branches, closed 60 branches and trained almost
1,000 former PTS colleagues in the City Plumbing business
model. There remains much work still to do, but we are now
operating businesses which are much more closely aligned
to the needs of their respective customers, providing us with
stronger platforms for growth.
Our People
My colleagues around the Group are undoubtedly the
backbone of our organisation and do a tremendous job every
day by serving thousands of customers, moving millions of
tonnes of products around the country and ensuring that
the right products are available, at the right time and at a
competitive price. They manage to perform this service all in
keeping with the cornerstones of how we do business and I’d
like to thank each and every one of them. You will read in this
report about the continuous improvements we have made in
making our Group of businesses a more attractive place to
work for a more diverse pool of colleagues than we had in
the past.
During 2015 we extended the use of social media technology
throughout our businesses, allowing colleagues across the
country to collaborate on customer facing themes and solve
problems in a more productive and efficient manner. We also
made further progress in creating a more diverse colleague
group that is becoming more fit-for-purpose when serving
a modern and multi-cultural UK customer base. We now
have more women in senior positions in the Group than
ever before and saw our first graduates from the ‘Fast Track’
programme we developed in 2014. We still have much work
to do in this area, but I am pleased that the foundations we
have put in place over the last two years will continue to
deliver meaningful improvements for our colleagues and the
customers they serve.
The Years Ahead
We have made some significant progress over the last two
years, but much of the plan we initially set out remains to
be completed during the next three years. Despite recent
volatility in financial and energy markets, the UK continues to
present an attractive opportunity for further investment in the
building materials distribution sectors in which we compete.
John Carter
Chief Executive
18 March 2016
ANNUAL REPORT & ACCOUNTS 2015
41
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT
STRATEGIC REPORT
PERFORMANCE REVIEW
Key Performance Indicators (‘KPIs’)
The Group tracks its performance using two operating KPIs, three financial KPIs and four funding targets that the Board believes are
key indicators of its progress against its strategic and financial targets. In addition the Group has a number of guidance measures at
a group, divisional and business level, details of which are set out in this section and in the finance review on pages 56 to 63.
OPERATING
KEY PERFORMANCE INDICATORS
FINANCIAL
KEY PERFORMANCE INDICATORS
Like-for-like sales growth 3.8% (Note 4)
Lease adjusted return on capital employed* 10.5%
(Note 37)
Performance Trend
Performance Trend
7.3
5.0
2012
-1.4
2013
2014
3.8
2015
9.8
10.0
10.4
10.5
2012
2013
2014
2015
Definition
Revenue growth adjusted for new
branches, branch closures and
trading day differences. Revenue
included in like-for-like is for the
equivalent periods in both years
under comparison. Branches are
included in like-for-like sales once
they have traded for more than
12 months. When branches close,
revenue is excluded from the
prior year figures for the number
of months equivalent to the post
closure period in the current year.
Reason
Calculating like-for-like sales
enables management to monitor the
performance trend of the underlying
business year-on-year. It also gives
management a good indication of
the health of the business compared
to competitors.
Definition
Adjusted operating profit after
adding back 50% of annual
property lease rentals, divided by
the combined value of balance
sheet debt, equity and eight times
annual property rental expense.
Reason
This ratio allows management to
measure how effectively capital is
used in the business to generate
returns for shareholders. It takes
into account both balance sheet
debt and off-balance sheet long
term obligations, being principally
property leases.
Adjusted operating profit £413m (Note 5a)
Adjusted earnings per share* 124.1 (Note 11b)
Performance Trend
Performance Trend
326
348
384
413
90.6
103.6
119.0
124.1
2012
2013
2014
2015
2012
2013
2014
2015
Definition
Profit before tax, financing charges
and income, amortisation and
exceptional items.
Reason
This is the profit earned from the
Group’s trading activities.
Definition
Profit after tax, adjusted to exclude
the effects of amortisation and
exceptional items, divided by the
weighted average number of shares
in issue during the period.
Reason
Adjusted earnings per share is an
indicator of the Group’s underlying
profitability, which is important
in understanding the earnings
attributable to each shareholder and
determining the earnings available
for distribution via the dividend.
KPIs marked * are measurements used in determining elements of directors’ remuneration, details of which are set out on pages 110 to 125.
42
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL KEY PERFORMANCE INDICATORS (continued)
Free cash flow £317m (Note 35)
Performance Trend
242
240
255
317
2012
2013
2014
2015
Definition
Net cash flow before dividends,
growth capital expenditure, pension
deficit repair contributions and
financing cash flows.
Reason
The Group needs to generate
strong free cash flows to enable it
to invest and expand its operations,
settle financing charges from
debt providers, pay dividends to
shareholders and access the best
property locations.
FUNDING TARGETS
Dividend cover 2.8 times (Note 12)
Fixed charge cover 3.3 times (Note 36)
Performance Trend
Performance Trend
3.6x
3.3x
3.1x
2.8x
2.8x
2.9x
3.2x
3.3x
2012
2013
2014
2015
2012
2013
2014
2015
Definition
The ratio of adjusted earnings per
share to dividends per share.
Reason
Dividends are the primary
method for returning capital to
shareholders. The Board aims to
balance retaining profits in the
business for future investment with
giving shareholders an acceptable
return on their investment. The
Group’s target range for its dividend
cover ratio is 2.5x to 3.25x.
Definition
The ratio of earnings after adding
back property lease rentals, but
before interest, tax, depreciation,
amortisation and exceptional items,
to finance charges plus property
lease rentals.
Reason
Fixed charge cover is used by
management, lenders and debt
rating agencies when determining
the ability of the Group to pay fixed
financing charges. The Group is
targeting a ratio of 3.5x.
Leverage ratio 2.8 times (Note 36)
Net debt £447m (Note 33)
Performance Trend
Performance Trend
3.3x
3.0x
2.8x
2.8x
452
447
344
358
2012
2013
2014
2015
2012
2013
2014
2015
Definition
The ratio of lease adjusted net debt
to earnings before tax, interest,
depreciation, amortisation property
lease rentals and exceptional items.
Reason
The leverage ratio is an indicator
for management, and lenders, of
the Group’s ability to support its
debt. The Group has a target of
below 2.5x.
Definition
The amounts owed to lenders of
finance less cash held by the Group.
Reason
The value of debt in the balance
sheet is an indication of financial
efficiency. In general, the return
paid to lenders is below the return
demanded by equity investors.
The Group has not set a debt target.
ANNUAL REPORT & ACCOUNTS 2015
43
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
STRATEGIC REPORT
BUSINESS PERFORMANCE
During 2015 the Group made good progress in executing the plan set
out in December 2013. Improvements continue to be made in each of
the four areas of value creation: customer innovation; optimising the
network; building and maintaining structural advantage; and
portfolio management.
Innovation in Customer Propositions
• Wickes continued to offer better value to customers
through price investments and focused promotional offers.
• Improvements in pricing, and pricing guidance to
branches, were trialled in Travis Perkins during the year
and will be extended further in 2016.
• Significant range reviews were completed in Wickes in
2015 providing customers with more clearly defined
value, good quality and premium ranges.
• Further investment in the distribution network enabled
Travis Perkins to extended ranges of up to 16,000
products for delivery within 72 hours.
• The online propositions of both Wickes and Toolstation
were enhanced, with both now offering a one-hour click
and collect service.
• Investment continued in new formats for both Travis
Perkins and Wickes, with further roll out in the bathroom
showroom concessions in City Plumbing. Investments
in new store formats are demonstrating returns above
the Group’s internal threshold and customer feedback
continues to be positive.
Optimising the Group’s Network
• In line with the Group strategy, 53 net new branches,
stores and implants were added to the network in 2015,
with openings and acquisitions adding 2.8% to revenue
growth in the year (2014: 1.1%). Network expansion was
focused on businesses that have good long term growth
characteristics, are growing strongly and providing
improving returns; Toolstation (40), Benchmarx (38) and
CCF (8). New format branches were also opened in Travis
Perkins, Keyline and Wickes.
• The programme to co-locate businesses continued with
eleven trade parks now open across the UK, and further
Benchmarx implants, Tool Hire and Managed Services
concessions opened within Travis Perkins branches,
increasing sales densities from additional footfall.
44
ANNUAL REPORT & ACCOUNTS 2015
• The re-segmentation programme in the Plumbing &
Heating division was substantially completed in 2015,
six months ahead of schedule. 114 PTS branches were
converted to City Plumbing, with a further 46 branches
closed which do not meet the Group’s requirements.
The PTS and City Plumbing networks are now in position
to operate without further disruption in 2016.
• Five PTS distribution centres were consolidated
into the lightside distribution facilities in Warrington
and Northampton.
Leveraging the Group’s Structural Advantage
• Investments in the supply chain network have further
improved the Group’s competitive advantage resulting in a
broader range of products able to be supplied to
customers more quickly.
• The third heavyside range centre opened in Tilbury in July
to serve Travis Perkins branches in London and the South
East, providing customers with an extended range of
3,000 heavyside products available next-day, with a
further 3,000 available within two days.
• The three range centres in Warrington, Cardiff and Tilbury
now support around two thirds of Travis Perkins branches.
Heavyside product specialists in the range centres are
able to provide knowledge and advice to customers and
colleagues in all branches within their catchment.
• The Group continued to focus on sourcing improvements,
with further increases in direct purchasing through the
Group’s Asian sourcing team.
• Investment in technology improvement programmes
also continued, including better network connectivity,
supply chain systems improvements and
multichannel applications.
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
Richard Wallace – CCF, Leeds
MANAGING THE PORTFOLIO
• The Group continues to focus on return on capital as a
critical measure of performance, ensuring that capital is
employed across the business in the most effective and
efficient manner.
• Deployment of new capital was focused on those
businesses with significant opportunities to grow and
improve returns, such as Travis Perkins, Wickes, CCF,
Toolstation and Benchmarx.
• In businesses with fewer opportunities for growth,
capital continued to be re-allocated, for example the
re-segmentation of the Plumbing & Heating division.
• The property portfolio is managed to provide the best
operating locations for each business while maximising
the returns from each site. The Group invested £104m in
freehold property to benefit from flexibility of site use, ensure
control of strategically important sites and add value to the
property asset through development. A sale and lease back
deal was completed in November, recycling capital from 19
non-strategic sites, realising disposal proceeds of £33m and
releasing cash for investment elsewhere.
• During 2015 further decision making control was devolved
to the businesses. Travis Perkins and the Plumbing &
Heating division took additional responsibilities for supply
chain and commercial negotiations and property and
finance teams during the year. This is enabling businesses
to develop more robust plans and execute them at pace.
ANNUAL REPORT & ACCOUNTS 2015
45
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
STRATEGIC REPORT
MARKET DRIVERS
UK population growth trends, immigration and smaller family units
continue to create demand for housing, with the formation of around
225,000 new households per year. In 2015, around 160,000 new
homes were built. This shortfall in supply, combined with historic under-
investment in the existing 28 million dwellings in the UK means the
Group expects continued growth in both new house building and,
importantly, in the repair, maintenance and improvement (RMI) market.
Following a strong recovery in the first half of 2014, the
number of mortgage approvals dipped in the third quarter
of 2014 following the Mortgage Market Review (MMR)
leading to a reduction in the number of secondary housing
transactions in the first half of 2015. The RMI market
traditionally lags transactions by six to nine months which
translated to weaker building material supply volumes in the
second half.
Mortgage approval rates have since recovered to above the
pre-MMR level, in turn driving more housing transactions.
Although recovery of the RMI market has been slightly later
than expected these lead indicators give confidence that
there will be further growth in the RMI market during 2016,
evidenced by encouraging sales in January and February.
GUIDANCE
Guidance for 2016:
• There is expected to be no discernable inflation in the
Group’s markets in 2016.
• Market volume growth is expected to be around 2 to 3%.
The Group expects to outperform the markets by around
1 ppt and add around 2 ppts of new space, resulting in
headline sales growth for 2016 of 5 to 6%.
• The Group’s medium term EBITA growth ambition
remains consistent at around 10%.
• Property profits are expected to be around £20m.
• Capital expenditure, excluding investment in freehold
property, is expected to be £170m - £190m in 2016
(2015: £189m).
• Investment in freehold property will continue in 2016,
though at a reduced level, the timing and number of which
will be dependent on market opportunities.
• The Group expects an effective tax rate of around 20%.
• Dividend cover will continue in the targeted medium-term
cover range of 2.5x to 3.25x.
Jack Pickles- BSS, Leeds
46
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL PERFORMANCE
Income Statement
The key income statement metrics, stated after the exclusion of £141m (2014: £nil) of impairment charges, £18m (2014: £18m)
of amortisation, £9m (2014: £nil) of exceptional tax credits and for 2014 £23m of exceptional costs and £5m of tax credits are
included in the table below:
£m
Revenue
Like-for-like revenue
Operating profit
Property profits
Operating profit excluding property profits
Profit before tax
Profit after taxation
2015
5,942
3.8%
254
24
230
224
168
2014
5,581
7.3%
343
26
317
321
259
Basic earnings per share (pence)
67.8p
105.9p
Change
6.5%
(25.9)%
(7.7)%
(27.4)%
(30.2)%
(35.1)%
(36.0)%
Throughout this annual report, consistent with the approach in prior years, the term “adjusted” has been used to signify that the
effects of exceptional items and amortisation of intangible assets have been excluded from the disclosures being made.
£m
Adjusted operating profit
Adjusted operating profit excluding property profits
Adjusted profit before taxation
Adjusted profit after taxation
Adjusted earnings per share (pence)
Dividend per share
Lease adjusted ROCE
Free cash flow
2015
413
389
382
307
124.1
44.0p
10.5%
317
2014
384
358
362
291
119.0
38.0p
10.4%
255
Change
7.6%
8.7%
5.5%
5.5%
4.3%
15.8%
0.1ppts
24.3%
Group revenue increased by £361m, or 6.5%, to £5,942m. Like-for-like sales grew by 3.8% with additional growth through the
opening of new branches and the inclusion of Primaflow and Rudridge into the Group’s results. There was no change in the
number of trading days in 2015 when compared with the prior year.
Adjusted operating profits increased by 7.6% to £413m. Excluding property profits, adjusted operating profit increased by 8.7%.
At a divisional level, adjusted operating profits grew in General Merchanting, Contracts and Consumer, partially offset by a
decline in Plumbing & Heating.
Adjusted earnings per share (EPS) increased by 5.1 pence to 124.1 pence. This 4.3% improvement was driven by a 5.5%
increase in adjusted profit after tax, partly diluted by an increase in the weighted average number of shares in issue due to the
exercise of share options and other share related incentives.
The proposed dividend for the year is 44 pence (2014: 38 pence), a 16% increase, and reflects the Board’s confidence in the
future growth prospects and cash generating ability of the Group. Dividend cover reduces to 2.8 times (2014: 3.1 times),
and is just below the mid-point of the Group’s target cover range of between 2.5x and 3.25x.
ANNUAL REPORT & ACCOUNTS 2015
47
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT STRATEGIC REPORT
Revenue
Total group revenue increased by 6.5%, with growth of 3.8% on a like-for-like basis.
Like-for-Like Revenue Growth
General
Merchanting
Plumbing &
Heating
Contracts
Consumer
Group
Quarter one 2015
Quarter two 2015
Quarter three 2015
Quarter four 2015
First half
Second half
Full year
%
8.1
5.3
1.7
1.0
6.7
1.4
3.9
%
(6.1)
1.0
1.7
(1.9)
(2.9)
(0.3)
(1.4)
%
15.1
12.9
5.5
1.5
13.9
3.6
8.5
%
6.0
6.9
2.3
6.1
6.5
4.2
5.3
%
5.1
6.3
2.6
1.4
5.7
2.0
3.8
Group like-for-like sales growth slowed significantly in the second half of 2015, driven by weakness in the RMI market. As
previously mentioned, the link between the RMI market and the level of secondary housing transactions shows a strong correlation.
The impact of the Mortgage Market Review on the availability of mortgages, and therefore the number of secondary housing
transactions, along with uncertainty at the time of the election, had a negative impact on the RMI market in the second half of
2015. Whilst the summer months, especially August, were particularly weak, the significant recovery in RMI spend in October was
not sustained consistently through November and December.
Consequently, weaker fourth quarter trading was experienced across all of our trade businesses, with lower like-for-like sales
growth in General Merchanting, Contracts and Plumbing & Heating leading to more competitive market pricing. The Group’s
consumer businesses, however, performed well during the final quarter of the year, further extending their outperformance of
the market.
The start to 2016 has been encouraging.
The six to nine month lagged growth in housing transactions suggested RMI demand would improve in Q4 2015 or early in
Q1 2016. The Group has seen these improvements in demand take a firmer hold in January and February of 2016.
The following table sets out volume, like-for-like and expansionary sales growth by division through 2015.
Total revenue
Volume
Price and mix
Like-for-like revenue growth
Network expansion & acquisitions
Total revenue growth
General
Merchanting
Plumbing &
Heating
Contracts
Consumer
Group
%
2.8
1.1
3.9
1.4
5.3
%
(0.1)
(1.3)
(1.4)
2.7
1.3
%
7.4
1.1
8.5
4.7
13.2
%
8.5
(3.2)
5.3
2.7
8.0
%
4.3
(0.5)
3.8
2.7
6.5
General Merchanting volumes grew by 2.8%. There was continued inflation in heavyside products, although this slowed in the
second half of the year. Lightside products continued to experience price deflation as commodity prices weakened further through
the second half of 2015, and direct sourcing of products continued to drive lower costs passed through to customers in more
competitive pricing.
Plumbing & Heating sales were broadly flat, with the 2014 benefits from the Government incentive scheme being not repeated
in 2015, the disruption from the branch re-segmentation programme and continued market weakness. These factors were
compounded by deflation in copper and plastic prices.
48
ANNUAL REPORT & ACCOUNTS 2015
Price inflation in heavyside products in the Contracts division was partially offset by more competitive pricing in the industrial
plumbing market and copper and steel price deflation. Keyline and CCF volume growth was strong, and contributed significantly to
8.5% like-for-like revenue growth in the Contracts division as a whole.
Further investment in value and more focused promotions generated significant growth in sales in Wickes. Toolstation continued to
grow strongly as it invested in lower prices, opened new stores and delivered an enhanced 60 minute click and collect proposition.
New branch openings and acquisitions added 2.7% to Group sales in 2015. Acquisitions included Rudridge, which added
four branches to the Keyline heavy civils network and The Underfloor Heating Store and Bathrooms.com in the Plumbing &
Heating division. Expansion of the branch network continued through the development of new sites and additional implants into
existing locations.
Adjusted Operating Profit
In 2015 the Group was required to impair the goodwill and other intangible assets of the PTS and F & P businesses by £141m.
This impairment is a non-cash, exceptional charge, and is explained in the Plumbing & Heating business review section.
Reported adjusted operating margins were broadly stable in 2015 and improved by 10 bps excluding the effects of changes in
property profits. Improvement in gross margin across the Group was broadly offset by higher operating costs and the recognition
of slightly lower property profits, £24m in 2015 (2014: £26m).
2014 adjusted operating margin
Change in gross margin
Margin impact of change in
operating costs
Adjusted operating margin excluding
change in property profits
Margin impact of change in
property profits
2015 adjusted operating margin
General
Merchanting
Plumbing &
Heating
Contracts
Consumer
Group
%
9.8
0.1
0.1
10.0
0.1
10.1
%
4.8
0.1
(0.8)
4.1
(0.8)
3.3
%
6.7
(0.8)
0.6
6.5
0.4
6.9
%
6.0
1.0
(0.3)
6.7
0.1
6.8
%
6.9
0.2
(0.1)
7.0
(0.1)
6.9
Group gross margins improved by 20bps, with good gains in the Consumer division despite the significant range change
programme, offset by deterioration in the Contracts division of 80 bps largely because of a change in the mix of business.
Strong sales growth in Keyline and CCF combined with higher volumes of direct to customer sales were the principal drivers of
the lower gross margin. In General Merchanting, the strong gross margin performance in the first half of 2015 reversed in the
second half as price competition due to lower volumes in the market intensified.
Group operating costs increased by 10 bps in 2015, with lower operating costs in the Contracts division owing to good cost
control, more than offset by higher costs in the Plumbing & Heating and Consumer divisions. In Plumbing & Heating, operating
costs increased following the re-segmentation programme, with City Plumbing branches having a higher cost to serve than PTS
branches. Operating costs in the Consumer division as a function of sales increased owing to the relative immaturity of new
Toolstation branches, the labour costs associated with range changes in Wickes and additional marketing and online costs.
In 2014 Plumbing & Heating benefited from property profits realised from the sale and leaseback of the Warrington primary
distribution centre. The Contracts division included £5m of property profits (2014: nil), which added 40bps to the adjusted
operating margin.
ANNUAL REPORT & ACCOUNTS 2015
49
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT STRATEGIC REPORT
General Merchanting
Total revenue
Like-for-like growth
Adjusted operating profit
Adjusted operating profit excluding property and one-offs
Adjusted operating margin
LAROCE
Branch network
General Merchanting revenue increased by 5.3%, 3.9% on a
like-for-like basis, demonstrating continued outperformance
compared to the market. Growth was particularly strong in
heavyside materials, supported by the heavyside range centre
network, and Tool Hire. Growth in heavyside categories has
led to an increase in the proportion of sales delivered (53.4%
versus 51.8% in 2014). Sales growth slowed considerably in
the second half of the year as the RMI market slowed owing
to fewer secondary housing transactions in late 2014 and
early 2015.
Despite the strong start to the fourth quarter in October,
the expected pick-up in volumes occurred in January and
February 2016, rather than as anticipated in November and
December 2015. The growth in nine month lagged housing
transactions provides increased confidence that the market
growth is likely to be sustained through the first half of 2016.
Adjusted operating profits, excluding property profits, grew by
7.7% to £182m. Gross margins improved by 10 bps in 2015.
An improvement in gross margins in the first half, driven by
improved sourcing, and better management of cost price
inflation pass through was offset in the second half of the
year by increased competitive pricing in the weaker market.
The operating cost base of the business was controlled
carefully across the year, with additional cost invested in
the range centre network, new store formats and customer
service offset by improvements in efficiency.
Property profits were £3m higher in 2015 at £17m (2014:
£14m), with the majority of these profits recognised towards
the end of the year, from the sale and lease back of 12
Travis Perkins sites, as part of the group-wide sale and
leaseback transaction.
Lease adjusted return on capital employed was flat at 16%
compared with 2014, with growth in operating profits broadly
offset by the increase in capital employed following the
investments made in new branch openings, the distribution
network, store formats, and the growth in net working capital
as credit sales grew. These investments are expected to drive
improvements to shareholder returns in 2016 and beyond.
Twelve new Travis Perkins branches were opened or resited
in 2015, either entering under-served catchments, or moving
existing businesses to alternative sites that will locate them
more conveniently for customers and optimise their operations.
50
ANNUAL REPORT & ACCOUNTS 2015
2015
£1,972m
£199m
£182m
10.1%
16%
813
2014
£1,873m
£183m
£169m
9.8%
16%
772
Change
5.3%
3.9%
8.7%
7.7%
30bps
-
41
The benefits of supplying an extended heavyside product
range more quickly to customers through the heavyside
range centre network were evidenced by the growth in
heavyside categories. In July 2015 the Tilbury range centre
was opened to cover branches in London and the South
East, and combined with the range centres in Warrington and
Cardiff, over two thirds of Travis Perkins branches are now
serviced with next day and day-plus-one deliveries.
The heavyside range centres are also able to support the
growing Tool Hire proposition. Assets can be held centrally,
and supplied to branches next-day or as required by
customers. This extends the number of branches able to
offer tool hire, where previously only branches large enough
to stock a credible range of hire assets could provide this
additional service. Any branch now served by a range centre
can offer a broad tool hire solution to customers driving
superior profit density for existing branches and efficient
returns on highly utilised hire assets. The range centres
improve tool hire operational efficiency, as less equipment is
required to cover the network, asset utilisation is increased,
and maintenance activity is centralised requiring fewer
resources in-branch.
The programme to modernise Travis Perkins branch formats
continued, with twenty branches now operating with the new
shop and yard layouts. Initial signs from these branches
are encouraging with strong sales growth and positive
customer feedback.
Benchmarx continues to grow through a combination of
organic growth, and network expansion. New branches were
opened in 38 sites across the UK, including 26 standalone
showrooms and 12 implants within Travis Perkins branches.
Benchmarx continues to outperform the market, increasing
its market share in trade kitchens and building relationships
directly with end-users on behalf of the business’s trade
customers through the application of the kitchen selection
centre model. In 2015 the Benchmarx product range was
refreshed, reducing the number of SKUs and the complexity
of the range. This allowed greater operational efficiency
and improved the on-time in-full delivery to customers,
and provides the business with a strong platform for
further growth.
Plumbing & Heating
Total revenue
Like-for-like growth
Adjusted operating profit
Adjusted operating profit excluding property and one-offs
Adjusted operating margin
LAROCE
Network expansion (no. branches)
Plumbing & Heating revenue grew by 1.3% in 2015, although
this represented a decline of 1.4% on a like-for-like basis.
The heating market continued to be highly competitive,
leading to intense pricing pressure, particularly in the supply
of products to larger contractors and through the wholesale
channel. Combined with the continued weakness in commodity
prices such as copper and plastic, this impacted the sales of
both PTS and F & P. There were signs of recovery in the local
bathroom installer market which is more closely correlated with
consumer confidence and improvements in the RMI market.
The like-for-like revenue decrease in Plumbing & Heating
of 1.4% was due to two main factors. The positive impact on
boiler sales from the government backed ECO scheme in
2014 not repeated in 2015. The re-segmentation programme
to convert PTS branches to City Plumbing was accelerated in
the second half of the year, with the programme substantially
complete by the end of 2015, six months ahead of the original
schedule. This increase in activity caused higher levels
of disruption than previously anticipated, impacting sales
negatively, however, it leaves the Plumbing & Heating division
in a strong position to focus on the growth of the newly
structured businesses from the beginning of 2016.
Adjusted operating profit for the division reduced by £19m
to £46m (2014: £65m). In 2014 the Plumbing & Heating
division recognised £11m of property profits from its share of
the sale and leaseback of the Warrington primary distribution
centre. In 2014 Plumbing & Heating also benefited from the
Government backed ECO scheme, which created both a
boost in sales and sourcing benefits. Neither of these factors
repeated in 2015.
Adjusted operating profit excluding property profits and a
number of one-off short term contracts and associated
sourcing benefits reduced by £2m, to £46m from £48m
in 2014. This was primarily driven by the like-for-like sales
deterioration including the disruptive impact of the
resegmentation programme. Operating costs in City Plumbing
branches converted from PTS, were also higher, given the
higher cost-to-serve of the City Plumbing business, but as yet
have not benefitted fully from the additional sales expected
following conversion.
2015
£1,371m
£46m
£46m
3.3%
6%
463
2014
£1,353m
£65m
£48m
4.8%
9%
505
Change
1.3%
(1.4)%
(29.2)%
(4.2)%
(150)bps
3ppts
(42)
The re-segmentation programme accelerated in the second
half of the year, with 114 branches converted from PTS to City
Plumbing in 2015. In addition, 30 unsuitable PTS sites were
closed with a further three relocated, and seven City Plumbing
sites were relocated with a further six closed.
Following the annual impairment review a charge of £141m
has been recognised against the goodwill and other intangible
assets of PTS and F & P. The impairment is a non-cash,
exceptional charge, and is necessary due to changes in
the plumbing & heating market relating to contract and
wholesale customers which has been highlighted following
the completion of the re-segmentation programme.
The PTS network now comprises 95 branches with a
considerably lower capital base with work continuing
to improve the operating efficiency and working capital
management of the branches to enhance returns.
There is increasing confidence in the expanded City Plumbing
network, now totalling 344 branches, following strong
customer response to the improved bathroom proposition,
renewables and spares offers. City Plumbing branches that
have been unaffected by the resegmentation programme
and those converted early in 2014 have seen encouraging
like-for-like growth, and it is expected that those branches
converted in 2015 will mature through 2016 and 2017.
ANNUAL REPORT & ACCOUNTS 2015
51
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT STRATEGIC REPORT
In the wholesale distribution channel served by F & P there
has been increased competition in 2015. The F & P business
will continue to fully integrate Primaflow, which will improve
operational and capital efficiency across the combined F & P,
Primaflow and Connections business.
Lease adjusted returns reduced, as lower adjusted operating
profits more than offset the reduction in capital employed
through the closure of branches and strong debtor
management. After the impairment of goodwill and other
intangible assets LAROCE was 7%.
As part of the Group’s plan to leverage its scale in the UK,
and to simplify and consolidate distribution networks, the
PTS supply chain has been fully integrated into the Group’s
lightside facilities in Warrington and Northampton. The
remaining PTS distribution centres were closed in 2015.
Contracts
Total revenue
Like-for-like growth
Adjusted operating profit
Adjusted operating profit excluding property
Adjusted operating margin
LAROCE
Network expansion (no. branches)
Sales in the Contracts division grew strongly in 2015, with
total sales up 13.2%, 8.5% on a like-for-like basis. Throughout
the year growth was concentrated in the Keyline and
CCF businesses which are focused on the commercial
construction and new house building markets, although
growth in these markets slowed in the second half of the
year. BSS sales are more weighted to public sector RMI and
construction. This market has been more difficult in 2015,
resulting in BSS sales marginally lower on a like-for-like basis.
BSS maintained its market-leading position in this more
difficult market by focusing on providing the best customer
solutions, and investing to operate more cost-effectively.
Adjusted operating margins, excluding property profits,
reduced by 20 bps, with gross margins reducing by 80
bps, offset by a 60 bps improvement from operating costs.
The reduction in gross margin was driven by the shift in sales
mix towards the lower margin CCF and Keyline businesses.
Whilst the products sold in these businesses attract a lower
gross margin the businesses themselves generate strong
returns. At a business level, adjusted operating margins
2015
£1,214m
£83m
£78m
6.9%
14%
181
2014
£1,072m
£72m
£71m
6.7%
13%
171
Change
13.2%
8.5%
15.3%
9.9%
20bps
1ppt
10
improved in CCF and Keyline as higher volumes enabled
greater efficiencies and further sourcing improvements.
The Contracts division recognised £5m of property profits in
2015 (2014: nil) through the sale and leaseback of six sites as
capital was recycled for further investment.
Lease adjusted return on capital increased to 14% (2014:
13%), a function of increased sales, operating leverage and
only modest increases to the capital base.
The Keyline business continued to increase its focus on the
delivery of civil, drainage and heavyside materials to large,
commercial customers. In 2015 a new format Keyline branch
was opened in Lincoln, which was specifically designed to
operate at reduced cost, so improving operational efficiency,
whilst enhancing the range of specialist heavyside products
available to the customer. The acquisition of Rudridge added a
further four heavyside civils branches to the Keyline network
in the South East.
52
ANNUAL REPORT & ACCOUNTS 2015
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
In 2016 it is planned to convert 13 Keyline branches into
the Travis Perkins format. These conversions will occur
where it is felt the existing branch would better serve the
General Merchant market and fill a previously underserved
catchment.
The CCF network was expanded with the addition of eight
new branches, six of which were opened in December 2015.
This additional capacity should improve national coverage,
with faster delivery to both local customers and those on
framework agreements. CCF continues to build strong
customer relationships, deliver a superior customer service,
more extensive ranges with strong availability, all resulting in
significant share gains.
BSS is the largest operator in the industrial plumbing market.
Throughout 2015 difficult market conditions, with both lower
spending in the public sector and increasing competition
from new entrants to the market, led to reduced volumes
and margins. BSS maintained its advantaged market position
through investments in pricing, continued market-leading
customer service and product knowledge, and by improving
the efficiency of the business. Three BSS branches were
closed and two were relocated to reduce costs and improve
customer accessibility.
ANNUAL REPORT & ACCOUNTS 2015
53
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
2015
£1,386m
2014
£1,283m
£95m
£93m
6.8%
7%
571
£77m
£77m
6.0%
7%
527
Change
8.0%
5.3%
23.4%
20.8%
80bps
-
44
Wickes now has eight stores operating in the new format,
with four being refurbishments, and four new stores. The new
store formats allow both trade and retail customers to shop
the stores efficiently, whilst also increasing range breadth and
availability. Combined with the range review activity, the new
store layouts maximise product adjacencies, give more focus
to seasonal and promotional activities and segregate a more
inviting Kitchen and Bathroom design centre. Initial customer
feedback has been positive, returns are encouraging and
plans to continue the refurbishment of existing stores and the
opening of new stores continue.
The Wickes online offer was enhanced, with the launch of a
one-hour click and collect service. Online sales now make
up over 8% of Wickes sales, with half of the growth in online
transactions in 2015 coming through click and collect.
The growth of the Toolstation business continued with a
strong revenue performance throughout 2015, driven by both
the growth in like-for-like sales from existing stores, and the
addition of 40 new branches. Toolstation also benefitted from
the introduction of a new one-hour click and collect service.
Tile Giant performed well in 2015 with good like-for-like sales
growth. The performance exceeded the growth of the tile
market with Tile Giant gaining market share.
STRATEGIC REPORT
Consumer
Total revenue
Like-for-like growth
Adjusted operating profit
Adjusted operating profit excluding property and one-offs
Adjusted operating margin
LAROCE
Network expansion (no. branches)
The Consumer division made continued market share gains
in 2015, with revenue growth of 8.0% and like-for-like growth
of 5.3%, well ahead of the DIY market which was broadly
flat. This outperformance demonstrates the continued
improvement of the Wickes business as it progresses
through the transformation programme, the market-leading
customer proposition in Toolstation and the growth of the
Tile Giant business.
After a period of market weakness in the third quarter of
the year, the Consumer division returned to good growth in
the fourth quarter. This was predominantly driven by strong
kitchen and bathroom sales in Wickes and continued like-for-
like growth and network expansion in Toolstation.
In 2015 previous impairments to loans made to the
Toolstation Europe business were reversed, recognising
confidence in the future plans and viability of the business.
This reversal resulted in a year-on-year improvement of £6m
to operating profits.
Adjusted operating profit, excluding property profits and
a one-off credit for impairment reversals in Toolstation
Europe, increased by 11.7% to £87m, driven by the significant
improvements made to the customer propositions across the
division during the year.
Property profits of £2m were recognised in 2015 (2014: £nil),
relating to the disposal of the former Wickes support centre
in Harrow, resulting in adjusted operating profits of £95m in
2015 (2014: £77m), and growth of 23.4%.
The businesses in the Consumer division continue to invest in
their value propositions in order to maintain market-leading
prices and drive continued growth in market share. Wickes
undertook significant range review activity in 2015, incurring
costs of around £10m as old ranges were discounted for
clearance. The majority of range changes have now been
completed, with 36 ranges reviewed, including take-away
kitchens, adhesives and sealants, paint, tiles, flooring and
timber. Further reviews are planned across 32 smaller or
similar categories in 2016 including bricks and blocks, take-
away bathrooms and garden maintenance.
54
ANNUAL REPORT & ACCOUNTS 2015
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Christopher Cheetham – Tile Giant, Shrewsbury
ANNUAL REPORT & ACCOUNTS 2015
55
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT
STRATEGIC REPORT
FINANCIAL REVIEW
Finance Costs
Impairment and Amortisation
Net finance costs, shown in note 9, were £31m
(2014: £22m). Interest costs on borrowings increased
by £5m to £25m (2014; £20m) largely owing to higher
average borrowings during the year.
The impact of marking-to-market currency forward
contracts used to hedge commercial transactions, which
remained outstanding at the year-end lowered profits by
£5m when compared with 2014. In 2015 £1m of losses
were recorded (2014: £4m gain). Other financing type costs
were broadly similar to last year at £6m (2014: £6m).
The average interest rate on the Group’s borrowings during
the year was 3.6% (2014: 3.7%).
As a result of undertaking its annual review of the carrying
value of goodwill and other intangible assets the Group has
recognised an impairment charge of £141m in respect of PTS
and F & P. Trading conditions in the wholesale and contract-
led Plumbing and Heating market have been challenging, with
the current structure of the market, not expected to materially
change in the foreseeable future. This has caused the Board
to reduce its expectations of future performance by PTS and
F & P. As discussed in notes 13 and 14 and noted in the Audit
Committee report on page 106, after consideration by the
Audit Committee and the Board, the Directors concluded that
the expected future cash flows of all other businesses in the
Group will be sufficient to support the balance sheet carrying
value of goodwill and other intangible assets. The annual
amortisation charge was £18m (2014: £18m).
56
ANNUAL REPORT & ACCOUNTS 2015
??. SECTION continued Taxation
Earnings per Share
After reflecting a £9m (2014: £nil) credit arising from
a change in the statutory rate of corporation tax and an
exceptional £8m credit arising from the impairment of
goodwill and other intangible assets in respect of PTS and
F & P, the statutory tax charge for the year was £56m
(2014: £63m).
The underlying tax charge, excluding the benefit of the rate
change and the effect of exceptional items and in 2014 the
effect of exceptional items, was £72m (2014: £68m), which
represents an effective rate of 19.7% (2014: 19.7%). This is
slightly below the standard rate of corporation tax of 20.25%
(2014: 21.5%) applicable to profits in the United Kingdom. The
difference is mainly due to the value of non-taxable property
profits exceeding the value of expenses not deductible for tax
purposes. A full reconciliation of the actual to standard tax
rates is included in note 10 of the financial statements.
The Group’s balance sheet tax provision includes £71m
relating to uncertain tax positions currently under discussion
with H. M. Revenue and Customs (“HMRC”), which arose
in prior periods. Based on legal and tax technical advice
the Group claimed tax benefits in its tax returns for several
years and reduced its tax payments accordingly. HMRC have
disputed the Group’s interpretation of the tax legislation. The
Group has provided HMRC with all information requested and
discussions continue in order to reach a conclusion on the
differing interpretations. It cannot currently be estimated how
long it will take to reach an agreed interpretation and litigation
is a likely outcome if agreement cannot be reached.
The Group is determined to pursue the cases because of
the amounts involved, but given the lack of agreement with
HMRC at this stage in the interpretation of key areas, coupled
with the current tax litigation environment and HMRC’s
policy for pursuing such a route the Group has continued to
recognise a provision for the disputed amounts claimed by
HMRC. This is considered appropriate given the uncertainty
involved in this process and meets the requirements of IAS
12.46 for recognition of such a provision.
Following legislative changes that enable HMRC to demand
payment of amounts previously withheld in respect of
disputed items, the Group has received notices to pay £24m
in February 2016. The Group expects to receive notices to
pay a further £28m during the second quarter of 2016.
Should the Group’s filed tax positions be agreed by HMRC
or the Group prevail in the litigation process then the tax
charge in the group income statement in a future period
will be reduced by the repayment of the £52m referred to
above and the release of £19m of tax provisions for which
payment cannot be demanded under current legislation
unless HMRC are successful. If after concluding all possible
avenues available to the Group, it becomes necessary to
amend the Group’s filed tax position then there should
be no significant impact on the tax charge in the group
income statement.
Basic EPS decreased by 36.0% in 2015, principally due to the
effect of the non-cash impairment. Adjusted EPS increased by
4.3% with the reconciliation between Basic and Adjusted EPS
noted below.
2015
2014
Earnings
EPS Earnings
EPS
Basic earnings and EPS
£168m 67.8p £259m 105.9p
Exceptional items:
Wickes store closures
Plumbing & Heating
network configuration
Rinus roofing disposal
Impairment of
acquired intangibles
Amortisation of acquired
intangible assets
Tax on amortisation
of acquired
intangible assets
Tax on
exceptional items
Deferred tax
rate change (1)
Other
-
-
-
- £(10)m
(4.1)p
-
-
£29m
11.9p
£4m
1.6p
£141m 57.0p
-
-
£18m
7.3p
£18m
7.4p
£(3)m
(1.2)p
£(3)m
(1.2)p
£(8)m (3.2)p
£(5)m
(2.1)p
£(9)m (3.6)p
-
-
-
-
£(1)m (0.4)p
Adjusted earnings
£307m 124.1p £291m 119.0p
(1) At a statutory level a deferred tax benefit of £9m was recognised due to the
expected tax rate reductions between 2017 and 2020.
Profit after taxation decreased by 35.1% to £168m
(2014: £259m) resulting in basic earnings per share
decreasing by 35.9% to 67.8 pence (2014: 105.9 pence).
There is no significant difference between basic and diluted
basic earnings per share.
Adjusted profit after tax was 5.5% higher than 2014 at
£307m (2014: £291m) resulting in adjusted earnings per
share increasing by 4.3% to 124.1 pence (2014: 119.0 pence).
There is no significant difference between adjusted basic
and adjusted diluted earnings per share.
ANNUAL REPORT & ACCOUNTS 2015
57
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT STRATEGIC REPORT
Balance Sheet and Cash Flow
Free Cash Flow
The Group continued to make good progress towards the
targeted financial metrics laid out in 2013.
The Group continued to generate strong free cash flows.
Medium
Term
Guidance
2015
2014
Restated*
£447m
£358m
£1,443m
£1,423m
£1,891m
£1,781m
(£m)
EBITA
Depreciation of PPE and other
non-cash movements
Proceeds in excess of property
profits
Change in working capital
Maintenance capital expenditure
3.5x
2.5x
44.6%
3.3x
43.4%
3.2x
Interest
Tax paid
2.8x
2.8x
Free Cash Flow
Cash conversion rate
2015
413
98
25
(96)
(55)
(20)
(48)
317
77%
2014
384
89
4
(107)
(50)
(15)
(50)
255
66%
Net debt
Lease debt
Lease adjusted
net debt
Lease adjusted
gearing
Fixed charge cover
LA net debt :
EBITDAR
* 2014 lease related numbers were restated to reflect the refinement to the calculation
to include £5.7m of rental income receivable on leased property that is sublet
The increase in on-balance sheet debt of £89m relates
largely to the investments made in freehold property. Lease
debt increased modestly from the position at 31 December
2014. Whilst a number of PTS leases were exited as
branches were closed this was offset by a significant sale
and lease back transaction and additional new leases. The
gross lease charge for the year was broadly flat at £185m.
Overall lease adjusted net debt increased by £110m, largely
owing to additional on balance sheet debt funding freehold
property purchases. The increase in on-balance sheet
debt is consistent with the Group’s plans to increase the
proportion of freehold property in the estate.
Lease adjusted gearing increased by 120 basis points in
2015 to 44.6%. Fixed charge cover increased by 0.1x to 3.3x,
owing to improvements in profitability. The lease adjusted
net debt to EBITDAR ratio was flat, representing higher
earnings from the Group offset by increasing on-balance
sheet debt used to fund freehold property purchases.
58
ANNUAL REPORT & ACCOUNTS 2015
The Group generated £317m of free cash flow in 2015, with
a conversion rate of 77% to EBITA (2014: 66%). Net working
capital increased by £96m in 2015 (2014: £107m) net
working capital days were broadly flat. Inventories increased
by £14m as the stock levels held in the lightside distribution
centre in Warrington, and heavyside range centres in Cardiff
and Tilbury were increased. This was partially offset by
the use of better stock management systems and more
rigorous management of stock in the branch network.
Trade receivables grew by £43m, owing to the growth in trade
sales by the Group. Payables decreased by £39m as the
instances that suppliers were paid on time improved, due to
a focus on resolving disputes more promptly and efficiently.
Maintenance capex spend rose to £55m as the Group
continued to maintain the expanding branch network to a
standard that is safe and secure for colleagues, suppliers and
customers. Interest costs increased by £5m due to a full year
of interest payments on the public bond issued in September
2014, and the increase in on-balance sheet debt.
Net Debt, Funding and Liquidity
Net debt rose in 2015 and finished the year at £447m (2014:
£358m), an increase of £89m (2014: £14m increase).
At 31 December 2015 the Group’s committed funding
comprised:
• £250m guaranteed notes due 2021, listed on the London
Stock Exchange.
• A revolving credit facility of £550m, refinanced in
December 2015, which runs until December 2020,
advanced by a syndicate of 8 banks.
In addition:
• Five bilateral revolving credit facilities totalling £221m
with tenors of 18 to 24 months, signed in January and
February 2016.
• $200m of unsecured guaranteed $US senior notes, which
were fully repaid at their maturity on 26 January 2016
and not replaced.
The expansion of the Group’s branch network continued
with new branches opened in Travis Perkins, Benchmarx,
CCF, Wickes and Toolstation.
At 31 December 2015, the Group had undrawn committed
facilities of £440m (2014: £550m) and available cash
and short term borrowings of £84m (2014: £108m). The
Group’s rating was maintained at BB+ stable during 2015.
The next review is due in the spring of 2016.
Capital Investments
In 2015 the Group completed four small, bolt-on
acquisitions, totalling £26m. Rudridge, a four branch
network of heavy builders’ merchants in the South East,
was added to the Contracts Division in February. In July
the Group invested in Bathrooms.com to expand channel
capability in the bathrooms market. The Underfloor Heating
Store was acquired in August 2015. Garratt Timber Supplies
was acquired in July 2015.
Investments to provide best-in-class customer propositions
and drive continued outperformance continued throughout
2015, with £134m invested in growth capex, and a further
£104m invested in freehold property sites to sustain the
future pipeline of network expansion.
As noted earlier, significant capital investments were also
made through the completion of the Group’s second primary
lightside distribution centre, Omega, and in new heavyside
range centres in Cardiff and Tilbury. Under the Group’s
‘Investing to grow’ plans, further work was completed in
opening new formats in Wickes and Travis Perkins.
Improving the IT infrastructure of the Group remained a
key area of investment in 2015. Online investment in the
Consumer division continued, with the development of
Click & Collect services in Wickes and Toolstation now
offering a one hour service. Travis Perkins developed
a fully transactional website, with customers able to
purchase products from the current ‘trade offers’ range
online. Travis Perkins also adopted a new electronic proof
of delivery (EPOD) system, reducing the administrative
burden on colleagues and improving delivery traceability
for customers.
Extending leadership
Investing to grow
Re-engineering and
infrastructure build
Growth capital investment
Total capital investment
Property
New TP / Wickes / Toolstation /
CCF / Benchmarx branches
Benchmarx implants / showrooms / Tool hire implants
New Wickes / TP formats
Distribution centres
Plumbing & Heating branch conversions
Multi-channel development
IT infrastructure upgrades
Freehold property
Maintenance
£m
2015
49
2014
34
57
17
28
134
104
55
293
29
80
35
50
165
The Group acquired 25 (2014: 19) freehold properties for
£77m (2014: £35m) and undertook a further £27m of
building work to develop new branches and distribution
assets. The investment was partially financed through free
cash flow, with the majority through the £89m increase
in on-balance sheet debt. Increasing the level of freehold
property assets enables the Group to secure very attractive
operating sites that might otherwise not be available, gives
operating flexibility, and allows the Group to benefit from
capital appreciation and development gains. Many of these
assets are not yet in operation, but provide the Group with
the opportunity to grow earnings and returns when they are
brought into use.
The value of leasehold properties based on applying a
valuation of 8 times the annual lease charge was £1,443m
(2014: £1,423m).
The Group continues to realise value from its property
assets once developments have been completed, there is
limited strategic value in holding the site where returns on
capital can be improved by investing elsewhere. During the
year property disposal proceeds were £45m (2014 £27m)
realising gains on disposal of £24m (2014: £26m). The
primary contributor was the sale and leaseback of 19
properties which the Group did not consider to be strategic
sites or to have further development potential, which
realised proceeds of £33m and profits of £19m.
ANNUAL REPORT & ACCOUNTS 2015
59
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT STRATEGIC REPORT
Dividend
Dividend costs increased in line with the Group’s target to maintain a progressive dividend policy, with £100m paid out to
shareholders in 2015. The proposed dividend for the year of 44 pence (2014: 38 pence) results in a 16% increase compared to
2014 (2014: 23% increase). An interim dividend of 14.75 pence was paid to shareholders in November 2015 at a cost of £37m. If it
is approved, the proposed final dividend of 29.25 pence will be paid on 27 May 2016, the cash cost of which will be approximately
£73m.
A 44.0 pence full year dividend would reduce dividend cover to 2.8 times (2014: 3.1 times) adjusted earnings per share, just
below the mid-point of the Board’s target cover range of between 2.5x and 3.25x.
Return on Capital
The capital structure of the Group at 31 December 2015 comprised:
Cash and cash equivalents
UK listed bond
US private placement notes at fair value
Loan notes and revolving credit facility
Finance leases
Liability to pension scheme
Pension fund deficits
Goodwill and other intangibles written off
Mark-to-market adjustments on borrowings
Finance charges netted off debt
Equity attributable to shareholders
Total balance sheet capital employed
Property operating leases (8x rentals)
Total lease adjusted capital employed
2015*
£m
(84)
256
137
110
19
35
42
233
(20)
(6)
2,796
3,518
1,443
4,961
2014
£m
(108)
258
133
41
21
36
78
93
(17)
(6)
2,678
3,207
1,423
4,630
*Capital structure compiled on the same basis as 2014, not including the impact of the impairment of goodwill on PTS and F & P, or the exclusion of previous goodwill written off
Net assets at the end of 2015 were £2,796m (2014: £2,678m), which contributed to capital employed of
£3,518m (2014: £3,207m).
Increased adjusted pre-tax profits in 2015 have resulted in the Group’s adjusted return on capital employed (ROCE) for the year
being 0.1% lower than 2014 at 12.3%, (2014: 12.4%). After adjusting for property leases at a rate of 8 times the annual lease
charge, the lease adjusted return on lease adjusted capital employed was 10.5%, (2014: 10.4%). On both a reported and lease
adjusted basis returns are well above the Group’s post tax weighted average cost of capital of approximately 8%.
Including the impairment of goodwill and other intangible assets in the PTS and F & P businesses, the ROCE was 12.9% (2014:
12.7%) and LAROCE (note 37) was 10.8% (2014: 10.7%) after adjusting for property leases at rate of 8 times the annual charge.
Share Price Movements
During the year, the daily closing share price ranged between 1,767p (2014: 1,574p) and 2,260p (2014: 1,982p). The shares
closed the year at a price of 1,973p (2014: 1,857p), making the Group’s market capitalisation at the year-end £4.93bn (2014
£4.62bn). This represented 1.8 times shareholders’ funds (31 December 2014: 1.7 times).
60
ANNUAL REPORT & ACCOUNTS 2015
Pensions
The Group made £40m (2014: £35m) of contributions to
its defined benefit schemes and £14m (2014: £12m) to its
defined contribution pension scheme during the year. At
31 December 2015 the combined gross accounting deficit
for the Group’s two final salary pension schemes was £52m
(2014: £98m), which equated to a net deficit after tax of
£42m (2014: £78m). The gross deficit for the BSS scheme,
based upon the net present value of the agreed minimum
funding contributions was £52m (2014: £57m). The TP
scheme had a £34m surplus, which on the application of
IFRIC 14 was reduced to nil.
During the year the Trustees of both schemes finalised the
30 September 2014 actuarial valuations. These resulted in
the Group being obliged to pay recovery plan contributions
of £10m p.a (2014: £25m) until September 2021, and
voluntarily agreeing to pay additional contributions of
£2m (2014: £nil).
Supplier Income
Fixed price discounts, volume rebates, customer sales
support and similar promotional arrangements (“Supplier
Income”) are a common component of trading agreements
in the building product supply industry. As part of its
on-going business activities, the Travis Perkins group has
entered into such arrangements with a significant number of
its goods for resale suppliers.
Only two of the Group’s Supplier Income arrangements are
not co-terminus with the Group’s year end, which reduces
the level of judgement required when determining the value
of income to be recognised in any year.
The overwhelming majority of Supplier Income, in excess of
85% by value, is determined by reference to fixed supplier
price discounts on actual purchases, with approximately 3%
being volume rebates that are subject to stepped targets
for actual purchases, the net rebate percentage increasing
as values or volumes purchased reach pre-agreed targets.
However, by the year-end the Group knows whether those
targets were reached.
Fixed price discounts and rebates on purchases that remain
in stock are deducted from the cost of inventory, so reducing
cost of sales in the income statement in the period in which
the inventory is expensed. Due to the complexity of the
terms of some supplier arrangements and the number of
products affected, some judgement is required to determine
the amount of fixed price discount and rebate applicable
to each product that is due from the supplier at the year-
end and the value that should be deducted from the gross
value of inventory held at the balance sheet date. The
methodologies applied by the Group are well established
and consistently applied from year-to-year.
The Group also receives customer sales support which
equates to approximately 10% of total Supplier Income
(i.e. payments that are made entirely at the supplier’s
option, that are requested by the Group when a specific
product is about to be sold to a specific customer and for
which payment is only received after the sale has been
completed). These are recognised as a deduction from cost
of sales when the sale to the third party takes place and do
not require any judgement to be made.
Supplier income
Other receivables
Inventory
Trade payables
Net balance sheet position
2015
£m
244
(179)
51
116
2014
£m
201
(162)
64
103
Effective Financial Risk Management
The overall aim of the Group’s financial risk management
policies is to minimise potential adverse effects on financial
performance and net assets. The Group manages the
principal financial and treasury risks within a framework of
policies and operating parameters reviewed and approved
annually by the Board of Directors. The Group does not
enter into speculative transactions.
The Group’s policy is to enter into derivative contracts only
with members of its bank facility syndicate, provided such
counterparties meet the minimum rating set out in the
Board approved derivative policy.
The Group again reviewed its interest rate hedging policy
during the year and reaffirmed its preference for a 100%
variable rate borrowing profile, subject to an annual review
that this meets acceptable uncertainty levels for the Group’s
interest costs, covenants and credit ratios. Currently the
Board believes that a fully variable rate borrowing profile
provides acceptable uncertainty levels and so wherever it is
cost effective to do so the Group’s borrowings are to be held
at floating rates, with interest rate swaps being used to swap
fixed rate borrowings into floating rate borrowings.
At the year-end, the Group had £302m (2014: £312m)
notional value of interest rate derivatives resulting in
interest rates floating on approximately 77% (2014: 72%)
of the Group’s cleared gross debt (before cash and
cash equivalents).
The Group has previously entered into two cross currency
swaps and four forward currency contracts in respect of its
$200m of $US private placement notes. These contracts
expired in January 2016 when the Group’s loan notes fell
due for repayment.
ANNUAL REPORT & ACCOUNTS 2015
61
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT STRATEGIC REPORT
The Group settles its currency denominated purchases
using a combination of currency purchased at spot rates
and currency bought in advance on forward contracts. It
purchases forward contracts for approximately 90% of its
committed requirements six months forward based on the
firm placement of forward stock purchases. At 31 December
2015 the nominal value of currency forward contracts, all of
which were $US denominated, was $72m (2014: $75m).
The Group is a substantial provider of credit to a large
portfolio of small and medium size businesses throughout
the UK together with some of the country’s largest
construction companies. It manages its exposure to credit
risk through a strong credit control function that works
closely with the business and its customers to ensure
the Group offers credit sufficient for the needs of those
customers without exposing the Group to excessive risk.
The bad debt charge in 2015 was approximately 0.4%
(2014: 0.3%) of credit sales, which is at the lower end of
results previously achieved by the Group.
Tax Strategy and Tax Risk Management
The Group’s objectives in managing and controlling its tax
affairs and related tax risks are as follows:
• Ensuring compliance with all applicable rules, legislation
and regulations under which it operates
• Maintaining an open and co-operative relationship with the
UK Tax Authorities to reduce its risk profile
• Paying the correct amount of tax as it falls due
Tax policies and risks are assessed as part of the formal
governance process and are reviewed by the Chief Financial
Officer and reported to the Group’s Audit Committee on a
regular basis.
Significant tax risks, implications arising from these risks
and potential mitigating actions are considered by the Board
when strategic decisions are taken:
In summary, the key aspects of the Group’s financial risk
management strategy are to:
• The tax risks of proposed transactions or new areas of
business are fully considered before proceeding
The Group employs professional tax specialists to manage
tax risks and takes appropriate tax advice from reputable
professional firms where it is considered to be necessary.
• Run the business to investment grade credit parameters
• Reduce the Group’s reliance on the bank market for its
funding by having a diverse mix of funding sources with a
spread of maturities
• Seek to maintain a strong balance sheet
• Place a high priority on effective cash and working
capital management
• Maintain liquidity headroom of over £250m and build
and maintain good relationships with the Group’s banking
syndicate
• Manage counterparty risk by raising funds from a
syndicate of lenders, the members of which maintain
investment grade credit ratings
• Operate banking covenants attached to the Group’s
revolving credit facilities within comfortable margins:
• The ratio of net debt to adjusted EBITDA (earnings
before interest, tax depreciation and amortisation) has to
be lower than 3.0x; it was 0.8x (2014: 0.7x) at the year-
end (note 36)
• The number of times operating profit covers interest
charges has to be a least 3.5x and it was approximately
21x at 31 December 2015 (31 December 2014: 22x)
• Have a conservative hedging policy that reduces the
Group’s exposure to currency fluctuations, whilst allowing it
to benefit from low interest rates
62
ANNUAL REPORT & ACCOUNTS 2015
STRATEGIC REPORT
Whilst the Board has no reason to believe the Group not will
remain viable over a longer period, the inherent uncertainty
involved means three years is the appropriate period over
which to give users of the Annual Report a reasonable
degree of confidence.
The Corporate Plan which is prepared annually on a rolling
basis considers the Group’s future profitability, cash flows,
liquidity headroom, availability of funds and covenant
compliance. For the purposes of the viability review, the
Board has performed a robust sensitivity analysis to stress
test the downside scenario based upon the 2008/2009
financial crisis and the mitigating actions that were adopted
at that time to protect the Group’s viability, which it is
assumed would again be available to it. Those actions
include reducing costs, capital and revenue investment and
payments to shareholders.
Based upon the assessment undertaken, the Directors
confirm that 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 three year period of
their assessment.
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
Viability Assessment
In accordance with provision c2.2 of the UK Corporate
Governance Code, published by the Financial Reporting
Council in September 2014, the Board of Directors has
undertaken an assessment of the viability of the Group.
As part of its deliberations the Board undertook a robust
review of the Principal Risks and Uncertainties facing the
Group, how they are managed and the actions that could
be taken to mitigate their effect or avoid them altogether.
The resulting disclosures, which include those risks that
could threaten the Group’s business model, performance,
solvency and liquidity are shown on pages 65 to 69 of the
Annual report. The Board believes the Group is well placed
to manage those risks successfully
The Board has decided that it is appropriate to assess the
performance of the Group over a three year period from
28 February 2016, the month end date closest to the approval
of the 2015 annual results. Three years has been chosen
because the Board believes that is the period of the Group’s
approved Corporate Plan that it is reasonably possible to
forecast forward with a degree of accuracy and because the
Group is subject to the vagaries of the economic cycle and
property market which cannot reasonably be forecast with
certainty further than three years forward.
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
ANNUAL REPORT & ACCOUNTS 2015
63
STRATEGIC REPORT
64
ANNUAL REPORT & ACCOUNTS 2015
Simon Lister – Keyline, Lincoln
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STATEMENT OF PRINCIPAL
RISKS AND UNCERTAINTIES
The Group operates in markets and an industry which by their nature
are subject to a number of inherent gross risks. The Group is able to
mitigate those risks by adopting different strategies and by maintaining
a strong system of internal control. However, regardless of the approach
that is taken, the Group has to accept a certain level of risk in order to
generate suitable returns for shareholders and for that reason the risk
management process is closely aligned to the Group’s strategy.
The table on the following pages sets out, in no particular
order, the current principal risks that are considered by the
Board to be material, their potential impacts and the factors
that mitigate them. The inherent risk (before the operation
of control) is stated for each risk area together with an
indication of the current trend for that risk.
The Board has a risk reporting framework that ensures it
has visibility of the Group’s key risks, the potential impacts
on the Group and how and to what extent those risks
are mitigated. As part of its risk management process,
the principal risks stated in the Group’s risk register are
reviewed, challenged and updated by the Board and
monitored throughout the year. Each operating business
within the Group monitors a separate risk register. This
risk register is used to determine strategies adopted by the
Group’s various businesses to mitigate the identified risks
and are embedded in their operating plans.
Details of the Group’s risk management processes are given
in the Corporate Governance report on page 102. The risk
environment in which the Group operates does not remain
static. The nature of risk is that its scope and potential
impact will change over time. As such the list below
should not be regarded as a comprehensive statement
of all potential risks and uncertainties that may manifest
themselves in the future. Additional risks and uncertainties
that are not presently known to the Directors, or which they
currently deem immaterial, could also have an adverse
effect on the Group’s future operating results, financial
condition or prospects.
ANNUAL REPORT & ACCOUNTS 2015
65
STRATEGIC REPORT
STRATEGIC REPORT
Inherent Risk and Trend
Risk Description
Impact
Risk Mitigation
Market Conditions
Inherent Risk:
•••
Trend:
The Group’s products are sold to businesses, tradesmen and retail customers for a broad range of
end uses in the built environment. The Group’s markets are cyclical in nature and the performance
of those markets is affected by general economic conditions and a number of specific drivers of
construction, RMI and DIY activity, including mortgage availability and affordability, housing transactions
and the timing and nature of government activity to stimulate activity, net disposable income, house
price inflation, consumer confidence, interest rates and unemployment.
A significant downturn in economic conditions or alternatively major uncertainty about the future
outlook could affect the Group’s markets, levels of construction activity and the confidence levels of
the Group’s customers, which could reduce their propensity to purchase products and services from
the Group’s businesses.
Adverse effect on financial results.
The Board conducts an annual review of strategy, which includes an assessment of likely competitor activity,
market forecasts and possible future trends in products, channels of distribution and customer behaviour.
Competitive pressures place pressure on
prices, margins and profitability
Market trends, particularly in respect of customers’ preferences for purchasing materials through
a range of supply channels and not just through the Group’s traditional competitors may affect the
Group’s performance so making traditional branch based operations less relevant or profitable.
Adverse effect on financial results.
Changes to market practice are tracked on an on-going basis and reported to the Board each month.
Inherent Risk:
•••
Trend:
Increased price transparency could cause customers to perceive that the Group is less competitive
than some other competitors.
Public sector buying groups could reduce sales if public bodies chose to buy direct from manufacturers.
Disintermediation may become more of a threat if manufacturers decide to deal directly with end users.
The Group faces the risk of new entrants to any of its markets, including from businesses currently
operating outside its industry or only in overseas markets.
Information technology capabilities impact
the Group’s ability to trade profitably
The Group depends on a wide range of complex IT systems, both in terms of the availability of
hardware and the efficient and effective operation of software.
Adverse effect on financial results.
The strategic demands of the business, the resources available to IT, the performance levels of key systems
and IT security are kept under review by the Executive Committee.
Inherent Risk:
••
Trend:
The rapid expansion of the Group together with an increasing demand for IT services, particularly as
the Group embraces modern platforms such as multi-channel, updates its point of sale systems and
develops its supply chain capabilities, could result in development programmes being delayed or new
IT systems and change management systems not being successfully implemented.
Should a system become unavailable for an extended period either through deliberate act or through
accidental failure it could impact the business’ ability to trade.
Incidents of sophisticated cyber-crime represent a significant and increasing threat to all businesses
including the Group. A major breach of system security could result in disruption to systems and /
or the theft and misuse of confidential data with consequential impacts on the Group’s reputation or
ability to trade.
Adverse effect on the Company’s
reputation.
The Group maintains a comprehensive tracking system for lead indicators that influence the market for the
consumption of building materials in the UK.
Significant events including those in the supply chain that may affect the Group are monitored by the
Executive Committee and reported to the Board monthly by the Group CEO.
Should market conditions deteriorate then the Board has a range of options dependent upon the severity
of the change. Historically these have included amending the Group’s trading stance, cost reduction, lowering
capital investment and cutting the dividend.
The Group is building multi-channel capabilities that complement its existing operations and provide its
customers with the opportunity to transact with the Group through channels that best suit their needs.
Pricing strategies across the Group are regularly reviewed and where necessary refined to ensure they
remain competitive.
customer proposition.
The development of new, innovative and competitive supply solutions is a key strength of the Group. It works
closely with customers and suppliers on a programme of continuous improvement designed to improve its
The Group’s strategy allows it to use sites flexibly. Alternative space utilisation models are possible,
including maintaining smaller stores and implanting additional services into existing branches.
Plans that require continual investment in the IT infrastructure have been approved and are being
implemented. Maintenance is undertaken on an on-going basis to ensure the resilience of group systems,
with escalation procedures operating to ensure any performance issues are resolved at an early stage.
The Group’s two data centres mirror each other with data processing capable of being switched from one site
to the other. An IT disaster recovery plan exists together with a business continuity plan. Arrangements are in
place for alternative data sites for both trade and consumer businesses. Off-site back-up routines are in place.
The Group has a data security committee responsible for monitoring and maintaining cyber security.
In addition a programme of risk oriented reviews is undertaken to ensure the level of control around IT
systems remains robust.
The Group has reacted to the increasing cyber threat by increasing the size of its team to deliver a
comprehensive security architecture. Investments in best of breed solutions have been made that continually
adapt to mitigate the risk associated with the most advanced threats. Furthermore, the Information Security
team has the full support of senior management acting as an important gateway to ensure the development
of new systems is performed according to industry standard security practices.
Colleague recruitment, retention and
succession plans do not deliver the required
skills and experience
Inherent Risk:
•
Trend:
The ability to recruit, retain and motivate suitably qualified staff is an important driver of the Group’s
overall performance.
The strength of the Group’s customer proposition is underpinned by the quality of people working
throughout the Group. Many of them have worked for Travis Perkins for some considerable time,
during which they have gained valuable knowledge and expertise.
The Group faces competition for the best people from other organisations. Ensuring the retention,
proper development of employees and the succession for key positions is important if the Group is not
to suffer an adverse effect on future prospects.
Inability to develop and execute
The Group’s employment policies and practices are kept under regular review.
development and succession plans.
Competitive disadvantage.
Staff engagement and turnover by job type is reported to the Executive Committee regularly and to the
Board. Succession plans are established for the most senior positions within the Group and these are
reviewed annually.
employee engagement.
The Group’s reward and recognition systems are actively managed to ensure high levels of
A wide-range of training programmes are in place to encourage staff development, whilst management
development programmes are available to those identified for more senior positions.
Salaries and other benefits are benchmarked regularly to ensure that the Group remains competitive and
the Group operates incentive structures to ensure that high performing colleagues are adequately rewarded
and retained.
Inherent risk: High ••• Medium •• Low •
Trend: Increasing
Static
Reducing
66
ANNUAL REPORT & ACCOUNTS 2015
Market Conditions
Inherent Risk:
•••
Trend:
Inherent Risk:
•••
Trend:
Inherent Risk:
••
Trend:
Inherent Risk and Trend
Risk Description
Impact
Risk Mitigation
The Group’s products are sold to businesses, tradesmen and retail customers for a broad range of
end uses in the built environment. The Group’s markets are cyclical in nature and the performance
of those markets is affected by general economic conditions and a number of specific drivers of
construction, RMI and DIY activity, including mortgage availability and affordability, housing transactions
and the timing and nature of government activity to stimulate activity, net disposable income, house
price inflation, consumer confidence, interest rates and unemployment.
A significant downturn in economic conditions or alternatively major uncertainty about the future
outlook could affect the Group’s markets, levels of construction activity and the confidence levels of
the Group’s customers, which could reduce their propensity to purchase products and services from
the Group’s businesses.
Adverse effect on financial results.
The Board conducts an annual review of strategy, which includes an assessment of likely competitor activity,
market forecasts and possible future trends in products, channels of distribution and customer behaviour.
The Group maintains a comprehensive tracking system for lead indicators that influence the market for the
consumption of building materials in the UK.
Significant events including those in the supply chain that may affect the Group are monitored by the
Executive Committee and reported to the Board monthly by the Group CEO.
Should market conditions deteriorate then the Board has a range of options dependent upon the severity
of the change. Historically these have included amending the Group’s trading stance, cost reduction, lowering
capital investment and cutting the dividend.
Competitive pressures place pressure on
Market trends, particularly in respect of customers’ preferences for purchasing materials through
Adverse effect on financial results.
Changes to market practice are tracked on an on-going basis and reported to the Board each month.
prices, margins and profitability
a range of supply channels and not just through the Group’s traditional competitors may affect the
Group’s performance so making traditional branch based operations less relevant or profitable.
Increased price transparency could cause customers to perceive that the Group is less competitive
than some other competitors.
Public sector buying groups could reduce sales if public bodies chose to buy direct from manufacturers.
Disintermediation may become more of a threat if manufacturers decide to deal directly with end users.
The Group faces the risk of new entrants to any of its markets, including from businesses currently
operating outside its industry or only in overseas markets.
Information technology capabilities impact
The Group depends on a wide range of complex IT systems, both in terms of the availability of
Adverse effect on financial results.
the Group’s ability to trade profitably
hardware and the efficient and effective operation of software.
Adverse effect on the Company’s
reputation.
The rapid expansion of the Group together with an increasing demand for IT services, particularly as
the Group embraces modern platforms such as multi-channel, updates its point of sale systems and
develops its supply chain capabilities, could result in development programmes being delayed or new
IT systems and change management systems not being successfully implemented.
Should a system become unavailable for an extended period either through deliberate act or through
accidental failure it could impact the business’ ability to trade.
Incidents of sophisticated cyber-crime represent a significant and increasing threat to all businesses
including the Group. A major breach of system security could result in disruption to systems and /
or the theft and misuse of confidential data with consequential impacts on the Group’s reputation or
ability to trade.
The Group is building multi-channel capabilities that complement its existing operations and provide its
customers with the opportunity to transact with the Group through channels that best suit their needs.
Pricing strategies across the Group are regularly reviewed and where necessary refined to ensure they
remain competitive.
The development of new, innovative and competitive supply solutions is a key strength of the Group. It works
closely with customers and suppliers on a programme of continuous improvement designed to improve its
customer proposition.
The Group’s strategy allows it to use sites flexibly. Alternative space utilisation models are possible,
including maintaining smaller stores and implanting additional services into existing branches.
The strategic demands of the business, the resources available to IT, the performance levels of key systems
and IT security are kept under review by the Executive Committee.
Plans that require continual investment in the IT infrastructure have been approved and are being
implemented. Maintenance is undertaken on an on-going basis to ensure the resilience of group systems,
with escalation procedures operating to ensure any performance issues are resolved at an early stage.
The Group’s two data centres mirror each other with data processing capable of being switched from one site
to the other. An IT disaster recovery plan exists together with a business continuity plan. Arrangements are in
place for alternative data sites for both trade and consumer businesses. Off-site back-up routines are in place.
The Group has a data security committee responsible for monitoring and maintaining cyber security.
In addition a programme of risk oriented reviews is undertaken to ensure the level of control around IT
systems remains robust.
The Group has reacted to the increasing cyber threat by increasing the size of its team to deliver a
comprehensive security architecture. Investments in best of breed solutions have been made that continually
adapt to mitigate the risk associated with the most advanced threats. Furthermore, the Information Security
team has the full support of senior management acting as an important gateway to ensure the development
of new systems is performed according to industry standard security practices.
Colleague recruitment, retention and
The ability to recruit, retain and motivate suitably qualified staff is an important driver of the Group’s
succession plans do not deliver the required
overall performance.
skills and experience
Inherent Risk:
•
Trend:
The strength of the Group’s customer proposition is underpinned by the quality of people working
throughout the Group. Many of them have worked for Travis Perkins for some considerable time,
during which they have gained valuable knowledge and expertise.
The Group faces competition for the best people from other organisations. Ensuring the retention,
proper development of employees and the succession for key positions is important if the Group is not
to suffer an adverse effect on future prospects.
Inability to develop and execute
development and succession plans.
Competitive disadvantage.
The Group’s employment policies and practices are kept under regular review.
Staff engagement and turnover by job type is reported to the Executive Committee regularly and to the
Board. Succession plans are established for the most senior positions within the Group and these are
reviewed annually.
The Group’s reward and recognition systems are actively managed to ensure high levels of
employee engagement.
A wide-range of training programmes are in place to encourage staff development, whilst management
development programmes are available to those identified for more senior positions.
Salaries and other benefits are benchmarked regularly to ensure that the Group remains competitive and
the Group operates incentive structures to ensure that high performing colleagues are adequately rewarded
and retained.
ANNUAL REPORT & ACCOUNTS 2015
67
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT STRATEGIC REPORT
Inherent Risk and Trend
Risk Description
Impact
Risk Mitigation
Supplier dependency could result in
shortages of product
Inherent Risk:
••
Trend:
Defined benefit pension scheme funding
could increase significantly
Inherent Risk:
••
Trend:
Future expansion plans are not
implemented or do not achieve the desired
sales and profit improvements and funding
liquidity is unavailable
Inherent Risk:
•
Trend:
The Group is the largest customer to many of its suppliers. In some cases, those suppliers are large
enough to cause significant supply difficulties to the Group if they are unable to meet their supply
obligations due to either economic or operational factors.
Alternative sourcing may be available, but the volumes required and the time it may take those
suppliers to increase production could result in significant stock-outs for some considerable time.
The Group has become more reliant on overseas factories producing products as the Group has
rapidly expanded its direct sourcing capabilities. This has increased the Group’s exposure to sourcing,
quality, trading, warranty and currency issues.
There is a potential for European anti-dumping legislation to be extended to encompass further Asian
countries which could increase the cost of some imported products.
The Group is required by law to maintain a minimum funding level in relation to its on-going
obligations to provide current and future pensions for members of its two defined benefit
pension schemes.
The level of contributions required from the Group to meet the benefits promised in the final salary
schemes will vary depending upon the funding position of those schemes.
The funding of pension obligations could increase due to a number of factors including poor
performance of the pension fund investments, falling corporate bond and gilt yields and increasing
longevity of pension scheme members.
The Group’s strategic plans are predicated on the continued expansion of its UK branch network and
the development of its supply chain capabilities.
Adverse effect on financial results.
Responsibility for identifying and implementing opportunities to expand the Group’s operations rests with
each of the divisional boards, with capital being deployed to those projects giving the best return on capital.
Large scale acquisitions in existing UK markets are unlikely due to the Group’s size and the resulting
concerns of the competition authorities to ensure competitive markets. Therefore the Group will rely
on developing smaller scale opportunities, in new catchment areas or in new formats within existing
sites or on expanding into adjacent markets in which it does not have a presence.
The Group also needs to ensure that funding is available to support its plans. The Group has been
reliant on the banking market for funding, a market that has contracted in recent years and which may
continue to contract in the future. It established a bond issuance capability in 2014, but the availability
of funds from that market at a sensible cost may depend upon the Group’s rating which can be
affected by its trading performance.
Adverse effect on financial results.
The commercial and financial teams have established strong relationships with the Group’s key suppliers
and work closely with them to ensure the continuity of quality materials.
Adverse effect on reputation.
To spread the risk where possible contracts exist with more than one supplier for key products.
The Group has made a significant investment in its Far East infrastructure to support its direct sourcing
operation which allows the development of own brand products, thereby reducing the reliance on
branded suppliers.
Comprehensive checks are undertaken on the factories producing products and the quality and the
suitability of that product before it is shipped to the UK.
Adverse effect on financial condition.
All of the Group’s final salary pension schemes are closed to new members.
For the Travis Perkins scheme, pensionable salary inflation has been capped at 3% per annum.
The schemes’ investment policies are kept under regular review by the trustees in conjunction with the
Group to ensure asset portfolios produce the desired level of return within an acceptable risk profile.
The Group has agreed deficit reduction payment plans for each of its defined benefit pension schemes
with the Trustees of the schemes. The repayment plans will remain in place until the next actuarial
valuation when, in conjunction with the Scheme Trustees, they will be reassessed to take into account the
circumstances at the time.
In 2015 the Group agreed with the Trustees to align future member contributions more closely to the cost of
the accrual and in so doing capping the current service contribution of the Group. Notwithstanding this the
Group remains exposed to movements in member longevity, the value of pension scheme investments and
falling corporate bond and gilt rates.
The Group has identified a significant number of opportunities for expansion throughout the United Kingdom
and continues to develop alternative trading formats that will open up additional opportunities in future.
The Group continues to invest in its leading supply chain infrastructure. Its capabilities in this area allow it
to source directly from manufacturers, offer superior availability to customers and operate cost efficient
mechanisms to deliver products to customers when they most need them.
It is the responsibility of the treasury function to manage the Group’s liquidity, funding availability and
treasury risk by reference to the policies and plans set out in the board approved funding strategy.
Regular reporting of a series of key metrics is designed to monitor treasury activities and maintain
opportunities to diversify sources and access suitable funding.
Adverse effect on financial results.
All potentially significant projects are subject to detailed investigation, assessment and approval prior
to commencement.
Dedicated teams are allocated to each project, with additional expertise being brought into the Group
to supplement existing resource when necessary.
All strategic projects are closely monitored by the Executive Committee with regular reporting to
the Board.
Adverse effect on financial results
The re-segmentation of the P&H business has been completed and has established CPS as a business
serving the needs of the jobbing plumber, with PTS business focussing on the contract customer.
Projects are underway to tailor branch processes in the PTS business to better meet the needs of
contracting customers and improve the customer offer which should drive an increase in sales.
The branch network of the F & P/Primaflow business is going through a major rationalisation programme
to better meet the needs of customers, whilst reducing costs.
Greater focus is being placed on cost control and the introduction of improved systems. In addition
further capital investment is being made in showrooms to boost sales in the more profitable
CPS business.
Business transformation projects fail to
deliver the expected benefits, cost more or
take longer to implement than expected
The Group is undertaking a large number of strategic projects throughout its business. These projects
are intended to transform the Group’s infrastructure and its information technology systems and to
develop its supply chain operations and its branch and store networks.
Inherent Risk:
••
Trend:
By their nature, strategic projects are often complicated, interlinked and require considerable resource
to deliver them. As a result the expected benefits and the costs of implementation of each project
may deviate from those anticipated at their outset.
Plumbing and Heating business performance
adversely affects Group returns
Inherent Risk:
•••
Trend:
The market supplying boilers to large contract customers, served by the PTS business, is
highly competitive, offers low margins and certain manufacturers exercise a degree of control
through disintermediation.
Competition in the plumbing and heating (“P&H”) markets remains intense, with margins being
adversely affected and is likely to continue to be so for the foreseeable future.
The provision of plumbing and heating product to the secondary P&H market, which is
undertaken by F & P, is becoming increasingly competitive.
Low margins, pressure on sales and a high fixed cost base mean the Plumbing & Heating
business profit could be more muted than some of the Group’s other businesses.
Inherent risk: High ••• Medium •• Low •
Trend: Increasing
Static
Reducing
68
ANNUAL REPORT & ACCOUNTS 2015
Inherent Risk:
••
Trend:
Inherent Risk:
••
Trend:
Inherent Risk:
•
Trend:
Inherent Risk:
••
Trend:
Inherent Risk:
•••
Trend:
Alternative sourcing may be available, but the volumes required and the time it may take those
suppliers to increase production could result in significant stock-outs for some considerable time.
The Group has become more reliant on overseas factories producing products as the Group has
rapidly expanded its direct sourcing capabilities. This has increased the Group’s exposure to sourcing,
quality, trading, warranty and currency issues.
There is a potential for European anti-dumping legislation to be extended to encompass further Asian
countries which could increase the cost of some imported products.
Defined benefit pension scheme funding
The Group is required by law to maintain a minimum funding level in relation to its on-going
could increase significantly
obligations to provide current and future pensions for members of its two defined benefit
pension schemes.
The level of contributions required from the Group to meet the benefits promised in the final salary
schemes will vary depending upon the funding position of those schemes.
The funding of pension obligations could increase due to a number of factors including poor
performance of the pension fund investments, falling corporate bond and gilt yields and increasing
longevity of pension scheme members.
Inherent Risk and Trend
Risk Description
Impact
Risk Mitigation
Supplier dependency could result in
The Group is the largest customer to many of its suppliers. In some cases, those suppliers are large
shortages of product
enough to cause significant supply difficulties to the Group if they are unable to meet their supply
obligations due to either economic or operational factors.
Adverse effect on financial results.
Adverse effect on reputation.
The commercial and financial teams have established strong relationships with the Group’s key suppliers
and work closely with them to ensure the continuity of quality materials.
To spread the risk where possible contracts exist with more than one supplier for key products.
The Group has made a significant investment in its Far East infrastructure to support its direct sourcing
operation which allows the development of own brand products, thereby reducing the reliance on
branded suppliers.
Comprehensive checks are undertaken on the factories producing products and the quality and the
suitability of that product before it is shipped to the UK.
Adverse effect on financial condition.
All of the Group’s final salary pension schemes are closed to new members.
Future expansion plans are not
The Group’s strategic plans are predicated on the continued expansion of its UK branch network and
Adverse effect on financial results.
implemented or do not achieve the desired
the development of its supply chain capabilities.
sales and profit improvements and funding
liquidity is unavailable
Large scale acquisitions in existing UK markets are unlikely due to the Group’s size and the resulting
concerns of the competition authorities to ensure competitive markets. Therefore the Group will rely
on developing smaller scale opportunities, in new catchment areas or in new formats within existing
sites or on expanding into adjacent markets in which it does not have a presence.
The Group also needs to ensure that funding is available to support its plans. The Group has been
reliant on the banking market for funding, a market that has contracted in recent years and which may
continue to contract in the future. It established a bond issuance capability in 2014, but the availability
of funds from that market at a sensible cost may depend upon the Group’s rating which can be
affected by its trading performance.
For the Travis Perkins scheme, pensionable salary inflation has been capped at 3% per annum.
The schemes’ investment policies are kept under regular review by the trustees in conjunction with the
Group to ensure asset portfolios produce the desired level of return within an acceptable risk profile.
The Group has agreed deficit reduction payment plans for each of its defined benefit pension schemes
with the Trustees of the schemes. The repayment plans will remain in place until the next actuarial
valuation when, in conjunction with the Scheme Trustees, they will be reassessed to take into account the
circumstances at the time.
In 2015 the Group agreed with the Trustees to align future member contributions more closely to the cost of
the accrual and in so doing capping the current service contribution of the Group. Notwithstanding this the
Group remains exposed to movements in member longevity, the value of pension scheme investments and
falling corporate bond and gilt rates.
Responsibility for identifying and implementing opportunities to expand the Group’s operations rests with
each of the divisional boards, with capital being deployed to those projects giving the best return on capital.
The Group has identified a significant number of opportunities for expansion throughout the United Kingdom
and continues to develop alternative trading formats that will open up additional opportunities in future.
The Group continues to invest in its leading supply chain infrastructure. Its capabilities in this area allow it
to source directly from manufacturers, offer superior availability to customers and operate cost efficient
mechanisms to deliver products to customers when they most need them.
It is the responsibility of the treasury function to manage the Group’s liquidity, funding availability and
treasury risk by reference to the policies and plans set out in the board approved funding strategy.
Regular reporting of a series of key metrics is designed to monitor treasury activities and maintain
opportunities to diversify sources and access suitable funding.
Business transformation projects fail to
The Group is undertaking a large number of strategic projects throughout its business. These projects
deliver the expected benefits, cost more or
are intended to transform the Group’s infrastructure and its information technology systems and to
take longer to implement than expected
develop its supply chain operations and its branch and store networks.
By their nature, strategic projects are often complicated, interlinked and require considerable resource
to deliver them. As a result the expected benefits and the costs of implementation of each project
may deviate from those anticipated at their outset.
Adverse effect on financial results.
All potentially significant projects are subject to detailed investigation, assessment and approval prior
to commencement.
Dedicated teams are allocated to each project, with additional expertise being brought into the Group
to supplement existing resource when necessary.
All strategic projects are closely monitored by the Executive Committee with regular reporting to
the Board.
Plumbing and Heating business performance
The market supplying boilers to large contract customers, served by the PTS business, is
adversely affects Group returns
highly competitive, offers low margins and certain manufacturers exercise a degree of control
Adverse effect on financial results
The re-segmentation of the P&H business has been completed and has established CPS as a business
serving the needs of the jobbing plumber, with PTS business focussing on the contract customer.
through disintermediation.
Competition in the plumbing and heating (“P&H”) markets remains intense, with margins being
adversely affected and is likely to continue to be so for the foreseeable future.
The provision of plumbing and heating product to the secondary P&H market, which is
undertaken by F & P, is becoming increasingly competitive.
Low margins, pressure on sales and a high fixed cost base mean the Plumbing & Heating
business profit could be more muted than some of the Group’s other businesses.
Projects are underway to tailor branch processes in the PTS business to better meet the needs of
contracting customers and improve the customer offer which should drive an increase in sales.
The branch network of the F & P/Primaflow business is going through a major rationalisation programme
to better meet the needs of customers, whilst reducing costs.
Greater focus is being placed on cost control and the introduction of improved systems. In addition
further capital investment is being made in showrooms to boost sales in the more profitable
CPS business.
ANNUAL REPORT & ACCOUNTS 2015
69
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationSTRATEGIC REPORT STRATEGIC REPORT
CAPTURING THE WAY
THINGS ARE DONE
AROUND HERE
The power of the Group delivers great benefits.
The multiple businesses within Travis Perkins plc
capitalise on the abundance of different skills, knowledge
and expertise and are the foundation for success.
70
ANNUAL REPORT & ACCOUNTS 2015
SECTION HEAD Collaboration and Innovation
Together, the Group’s companies make up the largest
distributor of building materials in the UK. Through greater
collaboration and innovation, significant benefits have
been achieved by creating new and better ways of serving
customers in 2015. This will continue into 2016.
With great people and great brands, the Group will continue
to look for ways to maximise these attributes to improve
what it offers to customers.
This year has seen some exciting customer innovations
across the Group. For example, the click and collect
programme offered by Wickes and the service from
Toolstation which now provides a sector-leading one hour
turn-around.
The General Merchanting business launched its trade
offers site and has extended the range available to
customers through supply chain investments and the
launch of the Benchmarx ‘selection’ centres has set it apart
from its competitors.
Technology - Connecting People
across the Group
Technology is increasingly influential within the businesses,
helping colleagues to achieve the Group’s strategic
objectives, as well as enabling the activities and successes
outlined in this report.
Since the launch of Google within the Group, collaborative
working has grown considerably through the different
digital communication channels. In particular, Google+
communities are a great tool to enable colleagues to engage
with each other, build their own content, have discussions,
share information and learnings. Communities exist across
many businesses and functions, as well as topic areas -
just a few of these communities include ‘Eye on the Ball’,
‘Fit for the Future’, ‘Women’s Community’, ‘Management
Apprenticeship’ and ‘Omega ESP’ (Easy Supply of Product).
The ‘Eye on the Ball’ community gives colleagues the
opportunity to connect with CEO, John Carter, sharing
knowledge and successes from across the Group.
Innovation is high on the Group’s strategic agenda and the
‘Fit for the Future’ community provides a perfect channel for
sharing new technologies from across the businesses that
have improved efficiency, profitability and competitiveness.
The ‘Omega ESP’ community provides branch colleagues
with instant answers on product availability within the
supply chain.
The ‘Management Apprenticeship’ community is open
to all existing apprentices in the Group and helps those
new to the business to integrate and settle in. There
is also an externally focused community which has
contributed to attracting double the number of applicants to
apprenticeship schemes compared to previous years.
STRATEGIC REPORT
Technology - Helping to Source the
Best People
The reach and influence of the Group’s in-house sourcing
function has grown considerably over the course of the
year. The multi-channel approach to sourcing and recruiting
new talent has expanded, shaping the resourcing strategy
and making the Group a market-leader. Social media
channels now work alongside traditional recruitment
advertising campaigns, recruitment fairs, school leaver
and graduate events.
LinkedIn followers have increased by 114% over the last
12 months and the number of times posts were viewed over
the same period was 5.9m.
Candidates are also engaged through Twitter and
Facebook, as these channels are used to source different
pools of talent.
WeRecruit is the new recruitment system that has been
developed in 2015, becoming live to the branch network in
February 2016. This makes talent recruitment more efficient
and easier to use for the management population and better
enables internal candidates to connect with opportunities
across the Group.
Investing in Early Career and
Talent Pipelines
Investing in early career talent is integral to the success
of the Group. Therefore the Group has focused its efforts
in 2015 on delivering diverse, talented, early-potential
colleagues into the recruitment pipeline, for all businesses
and functions. This increase in investment supports
the Group’s long standing passion for helping young
people into work. The programmes operated include
apprenticeships, traineeships, graduate and MBA
programmes, the Duke of Edinburgh scheme, ‘young
grafters’ and ‘fast track’ programmes.
A range of apprenticeship schemes is offered which leads
to NVQ level 2/3 equivalent qualifications. In 2015 the
first apprenticeships in HGV driving and in information
technology were introduced. This year has seen the
largest induction ever into a well-established management
apprenticeship scheme, with 140 starters signing up to
the latest programme and more than 50 graduating at a
ceremony at Silverstone motor-racing circuit. These young
people are the new, up-and-coming branch managers
and leaders of the future. In September, there was an
induction and graduation event for over 150 management
apprentices - an event that was filled with energy, pace and
determination to contribute to the success of the
Group’s businesses.
ANNUAL REPORT & ACCOUNTS 2015
71
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
All 15 entrants on to the 2014 FastTrack (high-calibre,
high-potential) scheme successfully graduated during the
year with all securing key roles in the Group’s businesses.
This was the first ever group management training
scheme of its type where the trainees work right across
the businesses and, in view of its success, new groups of
entrants were inducted onto the scheme in 2015.
The Group received a regional highly commended award in
the 2015 BT Awards for Macro Employer of the Year. The
2015 awards recognise excellence in businesses that grow
their own apprentice talent and apprentices who have made
a significant contribution to their workplace.
The 200 regional finalists fought off competition from
over 1,000 other entries made to the National
Apprenticeship Service.
The creative use of social media (Twitter) by the group
recruitment team to promote group apprenticeship
schemes during the year was picked up by the Prime
Minister’s Office Twitter feed and re-tweeted to its
3m followers.
Workforce with a Difference
What does difference mean to the Group? It means
sourcing and engaging people from different cultures,
countries and backgrounds, with different educations,
experiences, skills, genders, ethnicities, ages or religions.
The Company’s view is that the more diversity there is, the
better it is for business.
The drive to build a ‘Workforce with a Difference’
started in July 2014 and since then this vision has been
communicated widely to colleagues in internal magazines
and at business conferences, head office events, MD Forums
and the Group’s leadership conference in November.
Each group business is now driving their specific plans,
supported centrally with attraction campaigns, social media
communities and development initiatives.
In 2015, achieving a ‘Workforce with a Difference’ has
remained high on the Group’s diversity agenda. The
‘Women’s Community’ on Google+ was launched in 2014 as
a hub for knowledge sharing, challenging existing practices
and highlighting successful initiatives across the Group. It
engages both male and female colleagues, with over 1,200
members, and has instigated some very healthy debates
as well as being a key influencer in some big changes in
the Group. This has included changes to workwear for
female colleagues through to improvements to working
environment and employment policies. The ‘Women’s
Community’ has been embraced by all the Managing
Directors and over the course of the year they have shared
their achievements and what the community means to each
of their businesses.
72
ANNUAL REPORT & ACCOUNTS 2015
During the year the Group has forged links with agencies
focused on supporting the employment of ex-military
personnel and it is anticipated activity will increase in this
area in 2016.
During the year the Group is pleased to have appointed its
first three female Managing Directors and its first female
Operations Director, all of whom have contributed to the
incremental, positive shift in the number of women in the
Group’s senior management team.
Women in Senior Management
Women in Senior Management
25%
20%
15%
10%
5%
0%
20%
23.2%
2014
2015
Year
The Company’s first, all-female Duke of Edinburgh Award
scheme was sponsored by the Group during the year with
15 women successfully completing the programme.
After winning first place out of 70 commercial floats in
2014, Wickes continued its commitment to diversity in 2015
when colleagues in this business, again, organised a float for
the August Manchester Pride carnival.
While gender diversity has been a focus of attention in
the past two years, 2016 will see more focus on the wider
diversity agenda.
Helping People Develop Themselves
and Each Other
Over the past year there have been significant advances
in people development. The Group’s online learning and
development platform, iLearn, has been re-launched with
a fresh, new look that gives colleagues the best chance
to develop their own skills, at a time that suits them.
iLearn houses over 500 courses and more than 1,000
new development opportunities, and each of the Group’s
businesses has their own home page that is tailored to their
requirements.
From inductions to mandatory training and development
programmes, iLearn is a one-stop shop for colleagues’
development needs. The Group received two awards at
the e-Learning Awards 2015 in London - Best e-Learning
Project in the Private Sector and e-Learning Team of
the Year.
Rewarding Our People - Providing More
Choice and Driving Engagement
The introduction of the Group’s online benefits hubs,
myPerks Flex and myPerks Plus, in 2014 has enhanced
the approach to compensation and benefits by providing
more options and choice for colleagues. Throughout 2015,
the range of benefits continued to grow and now includes
discounted phones, childcare vouchers, healthcare plans,
flexible life assurance and a wide range of special offers.
In addition to the growth in benefits offered, colleague
engagement with myPerks has also increased with 18,000
now using the hubs. Not just a success internally, but
also achieving recognition externally, myPerks received
engagement excellence awards for Best Smarthub®
Relaunch and Most Innovative Company Benefits at the
Engagement Excellence Awards which aim to celebrate the
best in employee engagement.
Further affirmation of the people practices within the Group
was recognised at this year’s CRF Institute Top Employers
awards. For the sixth consecutive year the Group was
awarded the certification by the Institute, and this year
achieved a ‘Top Ten’ recognition by the award organisers for
the first time.
Individuals across the Group continue to be rewarded for a
variety of reasons such as embodying the cornerstones and
leadership framework, and continued loyalty through the
award of long service milestones.
Developing Our Leaders
Senior leadership effectiveness is assured through a
continuous review process that considers the long-term
vision and direction of the Group and businesses, whether
there are any new future requirements (eg product,
customer routes to market, technology) and the specific
business objectives that need to be delivered to achieve
the Corporate plan. The twice-yearly reviews with each
divisional CEO follows the framework outlined below;
Corporate Plan Destination
Business Growth and
Development Cycle Position
=
Leadership Demand
Summary
There is also a full range of well-established programmes
for developing branch managers and senior leaders that run
regularly throughout the year.
Leaders’ performance and business results are reviewed
formally by their line managers twice a year. The frameworks
used to measure the performance of leaders at all levels
and identify leadership potential, ensures a good balance
on the ‘what’ (lifecycle stage of their business) and the ‘how’
(behaviours) that are required. Alignment of all leaders to
the key leadership characteristics and group cornerstones is
also critical for the future success of the Group.
During the year a number of forums were run for senior
leaders, where guest speakers stimulated debate and
learning on key, current business issues.
ANNUAL REPORT & ACCOUNTS 2015
73
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
STRATEGIC REPORT
In addition to developing and growing existing leaders a
further 43 new leaders joined the Group from external
businesses during 2015, each one bringing a wealth of
different experiences to share and add value.
Each was selected because of what they can do to help
grow the Group’s businesses but, most importantly, because
they will go about their work in the right Travis Perkins
Group way because they fit with the Group’s leadership
model and cornerstones.
OUR CORNERSTONES
WHAT MAKES US GREAT
WHO
I AM
HOW
I LEAD
HOW
I THINK
HOW
I DELIVER
Have the courage to
lead as myself
Develop relationships
at all levels
Think broadly and make
timely decisions
Be passionate about
improving performance
• Down to earth – our people
value honesty
• I am comfortable in my own
skin – we appreciate genuine
people who can have fun
• I am confident in my own
knowledge – our customers
value our expertise
• I am humble – arrogance
doesn’t work in our business
• I am resilient – we overcome
obstacles and keep on going
• I am self-aware – we ask the
right questions of ourselves
and learn from our mistakes
• Visible and approachable
• Listen and show interest in
people
• Praise people and develop
them to be great
• Use a range of styles to
influence
• Keep the customer at the
centre of everything we do
• Seek out market trends and
use them to make decisions
that generate profit
• Take a longer term and group
wide view
• Think about my whole business
• Know when to use rigorous
analysis or gut feel
• Consider risk and the impact
for us
• Make reasoned decisions in
ambiguous situations
• Challenge the way we do things
• Passionately pursue
opportunities for growth
• Tackle poor performance
• Get the right things done with
pace and energy
• Know the competition and
keep on improving
74
ANNUAL REPORT & ACCOUNTS 2015
SECTION HEAD STRATEGIC REPORT
Charities and Communities
Colleagues continue to be known for their unparalleled
enthusiasm for engaging in a wide variety of charitable
causes and community activities with a range of
beneficiaries. Fundraising activities alone last year
raised £1.5 million.
During the year, Keyline broke the £1m barrier for its
fundraising activities in recent years in support of Prostate
Cancer UK. In addition, Wickes’ eight-year collaboration
with the blood cancer charity, Bloodwise (previously known
as Leukaemia & Lymphoma Research), broke the £5m
fundraising mark.
Another high spot during the year included the support of
the Andrew Simpson Sailing foundation and 1851 Trust
which enabled over 1,000 disadvantaged, nine to fourteen-
year-old children to realise their first experience of sailing.
The opportunity for the Group to support this worthy cause
arose as a result of its official partnership with the Americas
Cup World Series in Portsmouth during the summer of 2015.
Concluding Commentary
This section opened by acknowledging the power of the
Group and the way it uses collaboration and technology to
underpin its success and it is appropriate to conclude by
highlighting further the areas that glue the Group together.
At Group level today there is a shared focus in the
following areas:
• Cornerstones and leadership model –
i.e. ‘the way things are done around here’
• ‘Workforce with a Difference’ - achieving the
diversity agenda
• Attracting and retaining – ensuring the business
has high-calibre talented colleagues
• Developing and rewarding - to ensure colleagues
are engaged and motivated
The behaviours needed to underpin this shared focus are
reinforced through awards. At the annual conference, those
leaders and colleagues who, in the opinion of their peers,
have demonstrated the behaviours valued by the Group are
recognised and rewarded.
Because of the Group’s complexity, a balance is struck
between group-led people initiatives for the shared
challenges faced, versus business/brand specific activities
which are addressed locally. These are driven by growth
plans, the change and transformation agenda or customer-
specific challenges. Focus, flexibility and cost are weighted
highly in the choices the Group and its businesses make -
but always with a better end result for customers in mind.
OUR SHARED SUCCESSES - CHARITY PARTNERSHIPS
£1.5
MILLION
Why this matters
Giving something back and making decent returns
ANNUAL REPORT & ACCOUNTS 2015
75
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
Statutory Reporting Requirement for Gender Diversity
Director
Senior Manager
Colleague
Grand Total
Central Services
Consumer Division
Contracts
General Merchanting
Plumbing & Heating
Supply Chain
Grand Total
F
M
Total
Number
%
Number
%
Number
2
164
6,663
6,829
25.0%
23.2%
24.1%
24.0%
6
543
21,028
21,577
75.0%
76.8%
75.9%
76.0%
8
707
27,691
28,406
F
M
Total
Number
%
Number
%
Number
773
3,599
597
1,037
716
107
6,829
46.7%
34.7%
18.2%
12.4%
18.2%
13.2%
24.0%
881
6,772
2,686
7,310
3,223
705
21,577
53.3%
65.3%
81.8%
87.6%
81.8%
86.8%
76.0%
1,654
10,371
3,283
8,347
3,939
812
28,406
%
100%
100%
100%
100%
%
100%
100%
100%
100%
100%
100%
100%
Ashley Sawyer – Wickes, Rugby
76
ANNUAL REPORT & ACCOUNTS 2015
STRATEGIC REPORT
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Chris Bailey – Toolstation
ANNUAL REPORT & ACCOUNTS 2015
77
STRATEGIC REPORT
STAY SAFE
REPORT
THE GROUP’S APPROACH
Keeping people safe is a cornerstone of the business.
The Group’s underlying philosophy that ‘all those affected
by our business should return home safe and well at the
end of every day’, remains unchanged.
Since its inception in 2008, Stay Safe has resulted in real
improvements in safety performance particularly in the
early years, however improvement had slowed and what
was a recognised and characteristic plateau in the Group’s
performance needed to be addressed. So this year the
Group has evolved its Stay Safe programme and language.
The Group recognises that good safety and good business
leadership and behaviours are indistinguishable from each
other. Importantly, whilst safety is rated equally with other
management responsibilities and all decisions balance the
needs of employees, customers and other stakeholders, any
employee who is uncomfortable or unsure about their own
or other’s safety, is empowered to STOP work, seek help,
raise a concern or escalate issues.
The Group believes in the power of making things simple,
avoiding bureaucracy and safety for safety sake and by
applying a few simple principles relentlessly as a group it
can achieve extraordinary health and safety results.
The new Group Stay Safe principles are designed to
encourage engagement, underpin and guide everyone’s
thinking and action throughout the Group:
TALK POSITIVELY, about safety, health and wellbeing:
• Talk about the value safety adds at work and at home
and the immediate, positive and certain consequences for
doing the right thing
• Talk about health and wellbeing as much as safety
• Talk to the customer to make safety part of the
Group’s service
CHALLENGE RESPECTFULLY
• If in any doubt, stop, challenge others, colleagues,
customers and suppliers
• Ask questions rather than criticise
• Recognise that mistakes are part of being human
and most often these are unintentional, apply
‘Just / Fair Culture’
COLLABORATE OPENLY
• Share your story, report incidents, near misses or
good ideas
• Consult the end user and consider the impact of your
decisions on others
• Celebrate the Group’s safety success
78
ANNUAL REPORT & ACCOUNTS 2015
SECTION HEAD??. SECTION continued Stay Safe Governance
Throughout 2015 Stay Safe activity was reviewed by the
Stay Safe Committee, in addition to Stay Safe performance
being reviewed at board meetings, executive committee
meetings and also as part of the Group’s regular divisional
board meetings.
The Group Stay Safe Committee has reviewed the risk
profile of the business and established a number of leading
Stay Safe objectives relating to:
• Implementation of divisional Stay Safe strategy, aligned to
the group Stay Safe vision
• Further de-risking of the Group’s operations
November saw the retirement of the existing Chairman of
the Stay Safe Committee, Andrew Simons. The incoming
Chairman of the Committee, Pete Redfern commented:
• Manual handling
• Driver behaviour
“On behalf of the Executive Committee and the Board
I would like to thank Andrew Simon for his dedication and
hard work in instigating the Stay Safe programme and in
laying some strong foundations for Stay Safe in the Group.
I look forward to working with the executive and Stay
Safe function to build on his work in the coming years to
reporting continued improvement in the Group’s
safety performance.”
Progress against these objectives will form part of the
Remuneration Committee’s overall assessment of executive
performance next year.
Stay Safe Performance
In last year’s report the Group noted a plateau effect in
recent lost time frequency rates. For 2015 Travis Perkins
saw a 22.6% drop in the lost time frequency rate. This
positive trend is supported by a 40.7% reduction in the
severity frequency rate. This means that despite a significant
increase in workforce numbers the Group’s absolute
number of days lost overall is down from 6,527 (2013) to
5,640 (2014) to 3,918 in 2015, representing an estimated
reduction in the cost of lost days of £860,000 on 2014.
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
14
12
10
8
6
4
2
0
Group Lost Time Injury Frequency Rates
Month
Current Rolling Year
Previous Rolling Year
4
1
n
a
J
4
1
b
e
F
4
1
r
a
M
4
1
r
p
A
4
1
y
a
M
4
1
n
u
J
4
1
l
u
J
4
1
g
u
A
4
1
p
e
S
4
1
t
c
O
4
1
v
o
N
4
1
c
e
D
5
1
n
a
J
5
1
b
e
F
5
1
r
a
M
5
1
r
p
A
5
1
y
a
M
5
1
n
u
J
5
1
l
u
J
5
1
g
u
A
5
1
p
e
S
5
1
t
c
O
5
1
v
o
N
5
1
c
e
D
ANNUAL REPORT & ACCOUNTS 2015
79
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
STRATEGIC REPORT
In previous years the Group has reported on its Safe Branch
measure, branches where:
• No lost time injuries have been reported
• Near misses are being reported using our online
reporting system
• The Group’s internal audit team has not given the branch
a red or amber rating on its most recent Stay Safe audit
In 2015, 43% of the Group’s branches that were assessed
achieved this benchmark. The Group recognises that
whilst obtaining Safe Branch status is an achievement it
also needs to continually challenge the baseline for this
benchmark and ‘raise the bar’ in terms of expectation
for what makes a truly safe branch. With this in mind the
Group has reviewed its performance measures with a
view to focusing on a new suite of ‘leading’ or ‘input’ based
indicators for 2016 and beyond.
Following the implementation of a new incident reporting
system in March near misses for the Group have increased
by 142%. The new system is accessible online via a phone
app and has been well received by staff who now find it
much easier to report incidents and near misses.
In May the Group’s Tool Hire business was awarded
“SafeHire Company of the Year” (over 5 outlets) as part of
the industry’s Hire Awards of Excellence 2015. The award
is for the company which can best demonstrate how it
maintains compliance to the SafeHire Standard and has
improved the health, safety and well-being of its workforce
and / or users of hired or owned equipment. The judges
commented on the Group’s entry:
“The winner, who is a first time entrant, and in the words
of Chief Assessor, Jim Maccall, “truly deserve this honour,
because their enthusiasm and desire to achieve SafeHire
compliance was magnificent at all their depots”.
The Group also continues to lead in the transport arena,
maintaining gold accreditation as part of the Fleet
Operators Recognition Scheme (FoRS) for the fifth
consecutive year. As well as continuing to champion
the Construction Logistics and Cycle Safety (CLOCS)
programme which brings together developers, construction
companies, operators, vehicle manufacturers and regulatory
bodies to ensure a road safety culture is embedded across
the construction industry.
INNOVATION & COLLABORATION
The Group’s businesses continue to take the Stay Safe
philosophy and translate this into specific actions that are
tailored to their operations and the safety issues that they
face. Some of the activity completed in 2015 and planned
for 2016 includes:
Case studies from 2015
Just/Fair Culture
In 2015 the Group adopted and implemented the Just/
Fair Culture model as a management tool to encourage
reporting and to help investigation identify the root cause of
incidents. The model provides a simple framework, setting
clear expectations of how colleagues treat each other so
that the Group can better learn from incidents and near
misses. Further work will continue in 2016 to embed
this model.
START
Was the action
deliberate?
No
Informed about
procedures?
No
Yes
No
Yes
Was damage,
loss or injury
the intended
outcome?
Were the
procedures clear,
workable and
correct?
Would others
have done the
same in the same
circumstances?
No
Deficiency in
selection, training
or experience?
Yes
Yes
No
No
Yes
Yes
Does the person
have a history of
contravening the
procedure?
Yes
No
Negligence
or reckless
contravention for
personal benefit
Possible violation
or lapse in
attention
Violation caused
by the system
Error or poor
judgement
Error caused
by the system
Routine error
by individual
Routine error
by Group
Disciplinary
Action
Action required,
might be
disciplinary
Fix the system /
supervision
Retrain or
coach with
mentoring
Corrective
actions / fix
the system
Corrective
training /
coaching
Fix the system
Diminishing Culpability (in all case, document the outcome)
80
ANNUAL REPORT & ACCOUNTS 2015
Transport Safety
Plumbing & Heating
In 2015 Travis Perkins joined forces with 3D Driving
Awareness to support safety in the local community through
the ‘Wheels & Skills’ programme. A group sponsored safety
truck will be on hand to show young adults the hazards on
the road and educate on the effects of drink & drug driving.
The truck has all of the safety features Travis Perkins has
on its fleet, 4 way CCTV cameras, fresnel lens, white noise
reverse alarm & handbrake alarm.
Recently students from West Derby College near Liverpool
were invited to the Omega (Warrington) site, each student
had a ride in the truck which included wearing a pair of beer
goggles to show the effect of drink-driving. The students
really engaged with the day and took a lot away with them.
In 2016 the safety truck aims to visit over 130 schools,
colleges and universities.
General Merchanting
The ‘What Great Looks Like’ programme has focused on
designing risk out from new and refurbished Travis Perkins
branches, using a set of standard design requirements
that are tailored to each location that cover everything
from traffic management to material storage, staff welfare
to customer behaviour. A review of the first 19 branches
completed show a 75% reduction in accidents compared to
the traditional estate. As well as continuing the What Great
Looks Like Capital investment programme the business
is also seeking to implement some of the lower cost and
behavioural solutions across all branches in 2016.
Contract Merchanting
Following near miss reports and Branch visits, the
Commercial Team have been working with Celotex, CCF
Carlisle and Peterborough to change the way Celotex
product is supplied. Product over 100mm thick is now
completely shrink wrapped, meaning it is now easier and
safer to transport, store and handle. Celotex are working
on a solution for thinner products and anticipate having a
similar solution in 2016.
Celotex have also listened to concerns regarding pallet
heights and will be trialling a “split lift” in the coming
months. Changing the way a supplier packages their
products is not a fast process nor is it easy to do. Celotex
have had to invest heavily in changing the way the products
come off the production line but by working together
collaboratively the supply chain is made safer for the Group
and its customers.
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
The Building the Best programme resulting in over 230
branch changes was a key change programme for the
Division. 2015 saw a continued focus on front line Stay
Safe initiatives to support this change programme to
embed grass roots behavioural safety in the branches.
Initiatives include:
• Stay Safe calendar, designed to engage all the branch
team in stay safe activities
• Driver’s days, where all senior leaders spend time out with
our delivery drivers as part of our reality check
• Branch & Warehouse Day, for all senior leaders to spend
the whole day going back to the floor!
• Regular branch Stay Safe meetings and a full team
meeting on 26 June, when all branches closed at 3pm to
ensure quality time devoted to Stay Safe
• Design and specification of new delivery vehicles
• Use of EPOD for completing daily vehicle checks and to
take and share pictures of deliveries
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Darren Cassidy – Primaflow, Lancashire
ANNUAL REPORT & ACCOUNTS 2015
81
STRATEGIC REPORT
STRATEGIC REPORT
PLANNED ACTIVITY FOR 2016
De-risking the Group’s operations
Health & Wellbeing
The Group will partner with Public Health England as
they launch ‘One You’ a major ‘national behaviour change
programme encouraging, empowering and enabling people
to protect and improve their health.’ The programme will
focus on seven areas of health and wellbeing and link to
both internal and external resources to assess individual
health and support needs. The programme also links to
related colleague benefits available via MyPerks.
• Work will continue through the “What Great Looks Like”
programme to design risk out of Travis Perkins branches
complimented in the Group’s other divisions through
Building the Best and new format Wickes.
• The Group will be revisiting the foundations of its
safety programme with a new risk assessment process,
encouraging greater colleague engagement in local
improvement activity. Similarly its manual handling
programme will evolve to focus more on eliminating
lifting rather than simply training colleague to lift safely.
Both programmes are practically based in branch and use
front line colleagues to solve problems. The programme’s
effectiveness will be measured by the output in terms
of improvement activity rather than simply the volume
of attendees.
• The Group’s drivers spend much of their time working
alone and dealing with a variety of operational challenges
delivering to complex sites and demanding customers.
By using a revised suite of driving and driver behaviour
measures and utilising the newly created Driver Coaches
role, the Group aims to better target interventions with
this key group of colleagues.
Jordon Berry – CCF, Leeds
82
ANNUAL REPORT & ACCOUNTS 2015
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
All those affected by our
business should return
home safe and well at the
end of every day
ANNUAL REPORT & ACCOUNTS 2015
83
STRATEGIC REPORT
STRATEGIC REPORT
ENVIRONMENTAL
REPORT
Minimising environmental impacts and footprints makes the
Group more responsible, more profitable and more resilient.
The Group’s approach to environmental sustainability
is deliberately nuanced between doing the right thing,
leadership and maximising current opportunities for
commercial reward. Directionally, the Group looks to work
by investing in the right behaviours as much as the right
equipment and is instinctively collaborative. It gets a return,
right now, on its environmental investment as well as
making it more resilient in the future.
The Group is not energy intensive, nor does it have
a readymade end consumer audience from which to
understand better building requirements. Its main role is
that of a distributer: positioned between builder and product
manufacturer, with a large fleet of vehicles and a large
logistics capability as well as global sourcing programme
and lots of small community based branches.
Engagement and Materiality
The Group undertook a major check on its stakeholders in
2015 as well as continuing with its valuable Non Executive
Environmental Advisory Panel and work with industry
bodies and non-governmental organisations (‘NGO’).
The check-up was refreshing, revealing and at the same
time reassuring. Customers, colleagues, investors, suppliers,
academics, NGOs and regulators were polled and the Group
got some very clear messages.
The Group’s environmental performance matters to them,
they want it to tackle wastefulness and Greenhouse Gas
(GHG) emissions and absolutely see it involved in solutions
for reducing construction and product impact across
product life cycles. A desire to be clearer about water
impacts was also evident.
84
ANNUAL REPORT & ACCOUNTS 2015
A Word on Governance
The Group’s approach to sustainability works because
there is leadership from within the Divisions as well as
stewardship from the CEO. This model allows integrated
decisions to be made and for sustainability to be managed
in much the same way as any other business priority.
There are now better supply chain partnerships, resource
efficiency and customer service. The Group’s work is
based on a set of shared values and these have become
coded into its cornerstones. It is useful to consider the
material environmental issues within the context of these
cornerstones. The five cornerstones are Making Decent
Returns, Keeping People Safe, Upholding Family Values,
Working for our Customers and Being the Best.
Making Decent Returns
How can the Group grow in size and yet shrink its
carbon emissions?
Travis Perkins recognises that it must play its part in
reducing carbon emissions to avoid dangerous climate
change and its consequences. The Group has set itself the
target to reduce its carbon intensity (tonnes of CO2 per
million pounds of sales) by 28% by 2020 compared to
2013. To do this, it must achieve what is in many ways the
holy grail of carbon emissions from business – to continue
to grow the business while at the same time reducing the
Group’s carbon footprint.
Such a ‘decoupling’ is entirely feasible. Indeed, reducing
energy use makes sense economically as well as
environmentally, so is a major focus of attention for the
Group. By using less electricity, heating oil, gas and vehicle
fuel, it can reduce carbon emissions significantly. In addition
for every tonne of carbon, litre of diesel or kilowatt hour of
electricity it does not use, there is a corresponding financial
benefit that can work straight through to the bottom line.
The Group is making progress in several ways.
SECTION HEAD STRATEGIC REPORT
The Group is also working to increase its use of
renewable energy through solar panels. Efforts to reduce
carbon emissions in the Group’s head office began with
engagement and behavioural change programmes to
ensure everyone is using energy more efficiently and
contributing to saving carbon by switching lights and
computers off when not in use. After ensuring everything
possible was being done to reduce consumption, solar
panels, provided by one of the Group’s own businesses,
Solfex, were installed to Ryehill House in Northampton in
2015, making it the first Travis Perkins office able to produce
its own energy.
Travis Perkins is also making efforts to reduce energy use in
its many branches. Launched in 2014, the ‘Constant Energy
Conversation’ challenges Wickes store managers and their
colleagues to think more actively about conserving energy.
Each store manager, deputy and key holder undertakes an
energy management e-learning course, leading to an energy
management qualification from the Energy Managers
Association. During 2015, 57 members of staff completed
the course. Store managers who have completed course are
encouraged to join the Wickes online energy community,
to continue the ‘Constant Energy Conversation’ with their
colleagues throughout Wickes and the Travis Perkins Group.
Combined, these initiatives have helped to reduce the Group’s
overall tonnage of carbon emissions from 206,587 in 2014
to 204,490 in 2015 including one notable achievement of an
11% reduction in emissions from electricity use. The table on
page 86 outlines the performance in 2015 compared to the
Group’s 2014 performance.
l
s
e
a
s
d
e
t
a
fl
e
d
f
o
m
£
r
e
p
e
O
C
s
e
n
n
o
T
50
37.5
25
2
12.5
0
Travis Perkins PLC CO2e Emissions
Transport
Energy
Combined target
21.1
19.5
18.6
17.8
19.2
16.2
28.5
2013
2014
2015
2020
Year
2015 data is Office of National Statistics deflated figures. It uses best available
financial data at the time the report was produced.
Over half of the carbon emissions under the Group’s1
direct control are from its transport fleet. This is perhaps
not surprising given that it has the UK’s biggest owner-
operated fleet with around 4,000 vehicles on the road and
responsibility for up to 9,000 drivers. The Group has two
main areas of focus for reducing fuel use and emissions
from transport. Through education and behaviour change,
the Group has been able to reduce the emissions from
the existing fleet. The Group also trials and uses new
technology so that further improvements in efficiency and
economy can be achieved. Ensuring that delivery routes
are the most efficient possible helps reduce mileage and
emissions, and the Group is looking at alternative fuels and
has started trialling a new biogas powered tractor unit which
travels between Northampton and Wakefield.
An important aspect of the Travis Perkins energy strategy is
to improve the lighting of its offices and stores through the
installation of LED lamps. Over 90 new stores were opened
in 2015, all of which were fitted with LED lighting.
1 This report includes data for companies where Travis Perkins plc has operational control. It excludes activities and data relating to the Mosaic Tile Company Limited (49%),
Toolstation Europe Ltd (49%), Toriga Ltd (49%) and Staircraft (15%).
Ryehill House, Northampton
ANNUAL REPORT & ACCOUNTS 2015
85
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
The Group has considered direct GHG emissions
(Scope 1) and indirect GHG emissions (Scope 2) from all
activities and operations where it has operational control
over the business.
The Group has reported on all of the emissions sources
required under the Companies Act 2006 (Strategic Report
and Directors Reports) Regulations 2013. Scope 1 and
2 emissions are calculated using the UK Government
Conversion Factors for Company Reporting 20152. 95%
of Scope 1 and 2 data is from measured sources3 with the
remainder extrapolated from expenditure on fuel.
Carbon Dioxide Equivalent (CO2e) Tonnes
Comparison year 2014
Reporting year 2015
Scope 1
Direct emissions from burning gas and solid fuel for heating and
from road fuel use for distribution4
132,295
138,859
Scope 2
Indirect emissions from the Group’s use of electricity
74,292
65,631
Intensity5
Tonnes of Co2e from scope 1 and 2 sources per million pounds of
inflation adjusted sales
Can the Group Really Send Nothing to Landfill?
Supplying building materials on such a large scale means
that there are many opportunities to improve waste
management, increase recycling and recovery rates and
minimise waste to landfill. In 2015, the Group diverted
42,767 tonnes of waste, resulting in a diversion rate of 88%.
However, as depicted in the graph, 2015 proved to be a
challenging year with an overall increase of waste generated
as result of a number of factors including the addition of
approximately 48 new sites, including a new 700,000
square foot primary distribution centre, two new regional
distribution centres, closure of 3 distribution centres (which
involved disposing of unwanted/damaged product) and
improved data accuracy as a result of appointing a new
waste contractor.
As the Group approaches its goal of being a zero waste
to landfill business by the end of 2017, finding ways to
improve increasingly requires imagination and creativity.
While the Group is fully committed to reducing waste and
reuse and recycling wherever possible it is aware that its
overall recycling rate remains lower than many of the major
customers to which it supplies products. The Group intends
to start looking closely at how they are achieving higher
recycling rates (over 95% in some cases) to see what it can
learn and apply to its own operations.
37.24
35.42
One way the Group is making progress is through its
partnership with Recipro – a web-based exchange for
surplus materials – which allows surplus materials and
dead stock from branches to be matched with local
community groups, charities and local schools who require
building materials. The partnership delivers notable benefits
to everyone involved: the Group can reduce waste sent to
landfill while community groups and charities can access
quality materials at little cost.
Travis Perkins’ waste partnership with SUEZ has also yielded
some excellent results, with several technologies and
systems being used to move waste up the waste hierarchy
and away from traditional landfill disposal. The guiding
principle is a circular economy in which all materials used
to make products are recycled or recovered back into the
economic cycle.
Another example is the long term partnership SUEZ has
entered with CEMEX to supply solid recovered fuel (SRF),
as an alternative to coal, to its Rugby cement plant and to
others across Europe. A dedicated waste treatment (SRF)
processing plant has been built by SUEZ next to the CEMEX
Rugby cement plant to supply the fuel, which is made
from general waste. Travis Perkins’ offices and stores in
the Midlands region are now sending waste to the plant for
processing into SRF.
2 F ugitive emissions from domestic refrigeration, vehicles and building air conditioning have been excluded in 2013 as they were not material to the Groups overall emissions.
3 10% of the energy data is estimated due to supplier data provision constraints.
4 Scope 1 CO2e emissions include 27,907 tonnes from buildings and 110,951 tonnes from transport.
5 Carbon intensity is referenced to turnover, which is adjusted to allow for inflation, relative to baseline year. It uses best available financial data at the time the report was produced.
86
ANNUAL REPORT & ACCOUNTS 2015
Travis Perkins Waste Tonnage
l
s
e
a
s
d
r
a
y
f
o
m
£
r
e
p
e
t
s
a
w
f
o
s
e
n
n
o
T
l
s
e
a
s
e
r
o
c
d
n
a
10.0
7.0
5.0
2.0
0.0
6.1
7.5
1.5
2013
0.9
2014
Year
8.9
1.2
2015
Diverted
from landfill
Landfill
2015 data is Office of National Statistics deflated figures. It uses best available
financial data at the time the report was produced. A proportion of the Group’s waste
data is estimated.
Does Travis Perkins’ Water Footprint Really Matter?
Although the Group is not a water-intensive business, its
operations nonetheless have a significant demand for water,
ranging from water required for wash basins and toilets
in offices and stores, to water used for cleaning its hire
equipment after use.
Several of the Group’s businesses offer hire solutions for
customers, creating a need to clean returned tools and
equipment after use and before being re-hired. To help
reduce the water required, wash racks have been installed,
allowing equipment to be washed down in a secure unit,
which both recycles water and prevents run-off. Water
passes through a series of filters and absorbent pads
remove hazardous oils and sediments, before being stored
in hazardous waste containers. This results in the final water
being clean and safe and reducing any risk of polluted
run-off entering drains and local rivers and watercourses.
Initiatives such as this have helped reduce water
consumption across the estate from 373,482 cubic metres
in 2014 to 336,404 cubic metres in 2015.
Travis Perkins was one of the first, and remains one of
relatively few, companies in the UK to voluntarily disclose
information on water risks and use to CDP (formerly
Carbon Disclosure Project). One of the many benefits of
participating in CDP’s water program is that it improves
understanding of the Group’s vulnerability to water-related
risks. For example, over 99% of Travis Perkins’ total water
footprint comes from suppliers’ water use6, so the Group’s
main challenge in the years ahead is to ensure its global
supply chain is resilient to water shortages that could lead
to temporary or permanent restrictions of certain products.
Analysis of the water impacts associated with the goods
and services that the Group procures (see ‘How can the
Group positively influence its suppliers?’ section below)
has helped reveal product categories that might require
increased water resilience in the future. The Group is
also introducing an expectation that all suppliers in water
intensive sectors will need to provide an Environmental
Product Declaration (EPD) to quantify the water impact,
among other environmental data.
How Does Environmental Performance
Affect Travis Perkins’ Bottom Line?
Implementation of environmental improvement measures,
as described in the previous sections, is not just good for
the environment. It also has a direct financial impact on the
Group, which it quantifies each year to identify competitive
advantage and improved profitability. In 2015, environmental
improvement measures accounted for over £7 million
of savings.
Pete Clowsley - Travis Perkins, Shrewsbury
6 Vitalmetrics completed a supply chain screening exercise by product category, for further information please visit www.vitalmetricsgroup.com.
ANNUAL REPORT & ACCOUNTS 2015
87
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
STRATEGIC REPORT
STRATEGIC REPORT
UPHOLDING FAMILY VALUES
What does Travis Perkins do When Things go Wrong?
For a business as large and diverse as Travis Perkins, and
despite continual improvements to site management
policies and procedures, it is a huge challenge to eliminate
environmental incidents completely.
The Group recorded eleven incidents in 2015 that, although
minor, required a discussion with environmental regulators.
Regulators contacted the Group about abandoned shopping
trolleys and littering on two isolated occasions. It was also
contacted about elevated sediment limits in its effluent at one
site caused by its failure to empty the sites drain interceptor.
Travis Perkins Environmental Incidents and Complaints
The Group volunteered information about spillages that may
have impacted local water quality eight times. Of these, four
were due to non-Group vehicle leakages on or near its sites.
All spillages were contained quickly thanks to continued
good awareness and operating procedures. All were small in
nature involving hydraulic oil, diesel or paint. The Group was
not prosecuted in 2015 for any environmental offences and
there are no ongoing cases with any environmental regulator.
i
l
s
t
n
a
p
m
o
c
&
s
t
n
e
d
c
n
i
I
60
45
30
15
0
13
40
12
27
11
28
2013
2014
2015
Year
11
10
Target
Reportable incidents
& complaints
Non-reportable
incidents & complaints
How can Travis Perkins Positively Influence its Suppliers?
The Group utilises over 9,000 suppliers, giving it the
opportunity to positively influence the environmental
awareness and performance across a diversified supply
chain. The Travis Perkins Supplier Manual, updated in 2015,
describes what the Group expects of them, and what they
can expect of the Group.
A major initiative planned for 2016 is to better communicate
the Group’s values to its suppliers in the form of clear
policies and expectations. This will include asking for more
help with reducing resource and energy use, challenging
product design to lower lifetime impacts and asking for
increased disclosure in the Group’s most resource-intense
categories.
The Group relies on 1,235 own-brand factories, operating in
51 countries, to supply goods to its businesses. Assessing
these factories’ technical and environmental performance
is extremely important, and thorough auditing procedures
are in place. In 2015, 380 factories were visited and
assessed. Where issues were identified, either at the point
of manufacture or when goods were received at the Group’s
central warehouse in the UK, positive action was taken.
Travis Perkins believes in working with suppliers to solve
problems and to ensure that its environmental standards
are met. In a few cases, stronger measures are sometimes
needed, and the Group is not afraid to take those steps.
Over the last few years the Group has been working hard
to better understand the energy, greenhouse gas, water and
waste performance of its suppliers, and to openly share
and report that data. The objective is to encourage more
cooperation between suppliers and to lead the way for
the UK building materials industry. In 2014, Travis Perkins
commissioned VitalMetrics to undertake an extensive
analysis of the greenhouse gas, water, energy and waste
impacts associated with the goods and services that it
procures. In 2015, this research was recognised by the USA
Sustainable Purchasing Leadership Council (SPLC), which
presented VitalMetrics with its Supplier Leadership Award.
The results of this research, completed in 2015, give the
Group a comprehensive overview of the environmental
impacts of its supply chain. For example, scope 3 carbon
emissions represent by far the largest share of the total
carbon emissions of Group operations, accounting for 97%
of its carbon footprint.7
7 Vitalmetrics completed a supply chain screening exercise by product category, for further information please visit www.vitalmetricsgroup.com
88
ANNUAL REPORT & ACCOUNTS 2015
STRATEGIC REPORT
WORKING FOR OUR CUSTOMERS
Where does Travis Perkins’ Timber Come From?
Travis Perkins owns and manages one of the UK’s largest
networks of sites that operate with Chain of Custody
controls. These controls allow business to pass responsible
sourcing assurances on to its customers.
For over a decade the Group has been steadily increasing
the quantities of responsibly sourced material. The creation
and enhancement of habitats, biodiversity, landscapes, flood
protection and carbon sinks is possible through responsible
forest management.
The Group procures timber from over 45 countries
worldwide, and estimates that in 2015, 97% of the timber
purchased was Forest Stewardship Council (FSC) or
Programme for the Endorsement of Forest Certification
(PEFC) certified. When timber is imported, the Group
ensures country-level traceability, with forest-level
traceability for products for which the risk is deemed higher.
During 2015 Travis Perkins worked to increase the number
of incidental timber suppliers who have Chain of Custody
controls by offering them a discounted service, and by
declining to do business with suppliers who have not.
The Group is always open to working with organisations
able to provide intelligence that helps inform purchasing
decisions. It has been a member of WWF’s Global Forest
and Trade Network (GFTN) in the UK since 2003. All
GFTN members are committed to progressively sourcing
forest products from well managed sources. In 2015, Travis
Perkins was among the top performers of companies
assessed, achieving the maximum score of ‘three trees’.
)
£
(
d
e
s
a
h
c
r
u
p
r
e
b
m
T
i
100%
75%
50%
25%
0%
Travis Perkins Timber and Timber Product Purchases
18
75
13
84
16
81
96
0
Other certified
FSC
2013
2014
2015
2017 Target
Year
ANNUAL REPORT & ACCOUNTS 2015
89
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
currently being trialled. When the Group delivers building
materials to a client’s site, it takes back the resulting
packaging waste to one of its distribution centres’ recycling
centres. This allows it to make the most efficient use of
the return journeys of its fleet, making it easier for clients
to recycle; all they need to do is separate different types of
waste for collection.
Since 2012, Travis Perkins has also operated a kitchen
and bathroom waste collection service for customers
requiring an installation project. The scheme, introduced
in partnership with Hippo, aims to ensure that waste from
installations is appropriately disposed of and that a high
percentage of it is diverted from landfill. Depending on
the size and type of project, Wickes (via Hippo) will either
provide a van collection service or Hippo bags of the
appropriate size to be filled on site. As a result, an estimated
95% of the old kitchens are now being recycled rather than
landfilled, with over 23,000 Wickes’ installation projects are
expected to have benefitted from the service in 2015 alone.
In 2015 the Group launched a paint take-back scheme,
in partnership with construction and property services
firm Willmott Dixon and recycled paint supplier Paint 360,
to help reduce waste paint sent to landfill. Through the
scheme, waste paint is collected directly by Paint 360, to
be recycled into new high quality paint ready for resale
by Travis Perkins businesses. This scheme embodies the
principles of the circular economy, and shows how the
construction sector can shift to a model in which waste is
reduced and materials reused to save resources.
STRATEGIC REPORT
How can Travis Perkins Contribute to a
Low Carbon Built Environment?
As the need for new homes in the UK continues to increase,
one of the key challenges will be ensuring those that are
built are as energy efficient as possible.
As the biggest distributor of building materials in the UK, the
Group is ideally placed to help improve the environmental
performance of new and existing homes and buildings
across the UK. Because of this, it established Sustainable
Business Solutions (SBS) in 2010 to provide integrated
solutions for low carbon construction, energy efficient
buildings and renewable energy projects.
Since its inception, SBS has adopted a fabric-first approach
to developing and delivering products, recognising that
the first-and most important step in building low carbon
housing is to design in excellent heat retention, achieved by
good insulation. More recently, SBS has also begun to offer
renewable energy technologies to customers, including air
and ground source heat pumps as well as solar
panel solutions.
Knowledge-sharing and technical services have been
added to the SBS offer and in 2015 the business introduced
its Renewable Heat Incentive (RHI) e-learning modules.
This online training enables installers to meet their RHI
installation requirements.
Another important development during the year was the
Group’s acquisition of a majority stake in the Underfloor
Heating Store. The new business gives the Group access to
online and retail customers, complementing its trade-only
specialist supplier of solar heat, solar power, underfloor
heating and heat pumps, Solfex Energy Solutions.
There are major opportunities for the Group to ensure
that new, low carbon technologies are made more widely
available throughout the construction industry. SBS, Solfex
and the Underfloor Heating Store all played an important
role in 2015 in helping to deliver these solutions across a
broad range of customer groups, underpinning the Group’s
commitment to sustainable construction.
How is Travis Perkins Taking Back What
Customers Don’t Want?
The construction industry produces around 100 million
tonnes of waste annually, about a third of all waste produced
in the UK. As the biggest distributor of building materials in
the UK, it makes sense that a certain amount of this waste
relates to Travis Perkins’ packaging or surplus products. In
order to reduce construction waste, it is hence important
that the Group is not only limiting its own waste, but that it
uses its size and influence to help its customers improve
their recycling rates too.
One way in which this can be achieved is through the
waste take-back partnerships with major clients, which are
90
ANNUAL REPORT & ACCOUNTS 2015
BEING THE BEST
How is Travis Perkins Leading The Way?
The Group has a responsibility to operate and act in a way
that demonstrates leadership across all areas of business
including environmental performance.
For example, the Group supports the sharing of knowledge
and expertise on sustainability through the Leadership
Intelligence Club, a partnership between BRE and Sustain
Worldwide. Created to pool expertise and insights from
industry leaders, the partnership identifies sustainability-
related issues of industry importance and drives
improvement in best practice.
The current research focus of the Leadership Intelligence
Club is the sustainable and resilient procurement of
materials and products in the construction industry. By
being a member of this partnership Travis Perkins Group
demonstrates its commitment to sustainability and to
working towards a sustainable supply chain. By sharing
expertise and supporting a collaborative approach, the Group
also helps sustainable procurement solutions and practices
to spread more quickly across the industry.
8 The Buildings Research Establishments Environmental Assessment Methodology.
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
In 2015, the Group’s new Omega Warrington Distribution
Centre was opened, which demonstrates best practice in
many areas of environmental management and achieved a
BREEAM8 ‘Very Good’ score. Among the sustainable features
that allowed the building to attain this score are a series
of measures designed to reduce energy use and carbon
emissions, minimise water consumption and encourage
more sustainable travel habits.
The sustainable solutions implemented at Omega, such as a
rainwater harvesting system and solar panels not only help
the Group reduce its impacts on the environment, but also
lower the cost of running the building. Several measures
were also adopted to encourage more sustainable forms of
transport, including; charging points for electric cars, showers,
bike shelters and lockers for cyclists.
In 2015 Travis Perkins was a finalist for three Sustainability
Leadership Awards, one relating to its customer waste
partnership with Crest Nicholson, one for energy
management and another or carbon management.
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
ANNUAL REPORT & ACCOUNTS 2015
91
STRATEGIC REPORT
92
ANNUAL REPORT & ACCOUNTS 2015
Craig Sharples and Sharon Walrong - Travis Perkins plc, Warrington
GOVERNANCE & REMUNERATION GOVERNANCE
& REMUNERATION
94
The Board, Committees and advisers
98 Corporate governance report
104 Audit Committee report
110 Directors’ remuneration report
126 Nominations Committee report
128 Directors’ report
132 Statement of Directors’ responsibilities
ANNUAL REPORT & ACCOUNTS 2015
93
GOVERNANCE & REMUNERATION THE BOARD, COMMITTEES
& ADVISERS
BOARD
Chairman
Robert Walker
Robert Walker was appointed as a Non-executive Director of Travis Perkins plc in
2009 and became Chairman in 2010. He is also Chairman of Enterprise Inns plc
and Eagle TopCo. He was previously Chairman of WH Smith, Williams Lea, British
Car Auctions, and Americana International Holdings; and was Senior Independent
Director of Tate and Lyle plc. Robert has served on various FTSE 100/250 Boards,
including Wolseley, BAA, Signet, Thomson Travel Group and Severn Trent, where he
was Group Chief Executive. He has also served as adviser to Cinven. He started his
career at Procter and Gamble and Mckinsey & Co., then spent over 20 years with
PepsiCo, culminating as a Division President. He is Chairman of the Nominations
Committee and a member of the Remuneration Committee.
Chief Executive
John Carter
John Carter joined Sandell Perkins as a management trainee in 1978. He held
a number of regional management positions, before being appointed Managing
Director, Operations in 1996, and a director of Travis Perkins plc in July 2001. He
became Chief Operating Officer in February 2005 and Deputy Chief Executive
in December 2011. He was appointed Chief Executive on 1 January 2014. He is a
trustee of the Building Research Establishment. He is a member of the Stay Safe
Committee and chairman of the Executive Committee.
Chief Financial Officer
Tony Buffin
Tony Buffin was appointed as Chief Financial Officer on 8 April 2013. He is a
chartered accountant and was previously with the Wesfarmers Group in Australia
where he was Chief Financial Officer of the Coles Group from 2009. Prior to that,
he was Chief Executive Officer of the Loyalty Management Group. He is a member
of the Executive Committee. Tony is also non-executive director of the Dyson
family businesses.
94
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
NON-EXECUTIVE DIRECTORS
Non-Executive Director
Ruth Anderson
Ruth Anderson was appointed as a non-executive director in 2011. She is a
non-executive director of Ocado plc, Coats Group plc, The Royal Parks - an
executive agency of the Department of Culture, Media and Sport, and a trustee
of the charity, the Duke of Edinburgh’s Award. She is a chartered accountant, and
held a number of positions in KPMG (UK) from 1976 to 2009, being a member
of its board from 1998 to 2004 and Vice Chair from 2005 to 2009. She is
chairman of the Audit Committee and a member of the Stay Safe Committee
and the Nominations Committee.
Non-Executive Director
Coline McConville
Coline McConville was appointed as a non-executive director on 1 February 2015.
Coline is currently a non-executive director of TUI AG, Inchcape PLC, Fevertree Drinks
PLC, and UTV Media PLC and was formerly a non-executive director of Wembley
National Stadium Limited, Shed Media PLC and HBOS PLC, and a global advisor and
director of Grant Thornton International Limited. Previous to that Coline was Chief
Operating Officer and Chief Executive Officer Europe of Clear Channel International
Limited. She holds an MBA from Harvard Business School, where she was a Baker
Scholar. Coline is a member of the Remuneration Committee and took over as
chairman from 1 November 2015 following the retirement of Andrew Simon.
Coline is also a member of the Audit Committee and the Nominations Committee.
Non-Executive Director
Pete Redfern
Pete Redfern was appointed as a non-executive director on 1 November 2014. He is
currently Chief Executive of Taylor Wimpey plc and is also a chartered accountant.
Pete was previously Chief Executive of George Wimpey plc and prior to that, he held
the roles of Chief Executive and Finance Director of its UK housing division. Pete is
a member of the Stay Safe Committee and took over as chairman from
1 November 2015 following the retirement of Andrew Simon. He is also a member
of the Remuneration Committee and the Nominations Committee of the Board.
ANNUAL REPORT & ACCOUNTS 2015
95
GOVERNANCE & REMUNERATION
NON-EXECUTIVE DIRECTORS (Continued)
Non-Executive Director
Christopher Rogers
Christopher Rogers was appointed as a non-executive director on 1 September 2013.
He is a chartered accountant, Managing Director of Costa Coffee and a director of
Whitbread PLC, of which he was Group Finance Director from 2005 to 2012. He was
Group Finance Director of Woolworth Group PLC from 2001 to 2005 and previously
held senior roles in both finance and commercial functions in Comet Group PLC
and Kingfisher PLC. He was also a non-executive director of HMV Group PLC from
2006 to 2012. Chris is the Senior Independent Director and a member of the Audit
Committee and the Nominations Committee.
Non-Executive Director
John Rogers
John Rogers was appointed as a non-executive director on 1 November 2014 and
is currently Chief Financial Officer of J Sainsbury plc and a member of the board
of Sainsbury’s Bank plc. During his career at Sainsbury’s he has held the posts of
Property Director, Director of Group Finance and Director of Corporate Finance.
Prior to joining Sainsbury’s, John held a variety of financial, operational and strategy
roles. John is a member of the Audit Committee, Remuneration Committee and the
Nominations Committee.
COMMITTEES
Secretary
Audit Committee
Deborah Grimason
Ruth Anderson (Chair)
Coline McConville , Christopher Rogers, John Rogers
Remuneration Committee
Coline McConville (Chair)
Pete Redfern, John Rogers, Robert Walker
Nominations Committee
Robert Walker (Chair)
Ruth Anderson, Coline McConville, Pete Redfern , Christopher Rogers, John Rogers
Stay Safe Committee
Pete Redfern (Chair)
Ruth Anderson, John Carter, Robert Walker
96
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION EXECUTIVE COMMITTEE
John Carter Chief Executive and Committee Chairman
Carol Kavanagh Group HR Director
Tony Buffin Chief Financial Officer
Simon King Wickes Managing Director
Norman Bell Group Innovation & Strategy Director
Martin Meech Group Property Director
Frank Elkins CEO, Contracts Division
Neil Pearce Interim IT Director
Deborah Grimason Company Secretary & General Counsel
Robin Proctor Group Supply Chain Director
Andrew Harrison COO, General Merchanting Division
Paul Tallentire CEO, Plumbing & Heating Division
ADVISERS
Investment Bankers / Advisers HSBC Bank plc
Corporate Brokers
Solicitors
Citibank, JP Morgan Cazenove
Linklaters LLP, London
Herbert Smith LLP, London
KPMG LLP, London
Capita Registrars, Beckenham
Auditor
Registrar
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
ANNUAL REPORT & ACCOUNTS 2015
97
GOVERNANCE & REMUNERATION
GOVERNANCE & REMUNERATION
CORPORATE
GOVERNANCE
REPORT
UK CORPORATE GOVERNANCE CODE
The following pages explain how the Company has applied
the principles and provisions of the 2014 UK Corporate
Governance Code (“the Code”) during 2015. Since the
following pages might appear somewhat ‘boiler plate’,
despite our best efforts, I would like to make the following
points as introduction:
• An internal evaluation of the Board’s performance was
conducted this year in a fully open and transparent
process. The Board was judged to be performing well,
despite the fact that in many respects it is a relatively
‘new’ Board. Conclusions and recommended actions from
the review are summarised on page 101.
• We welcome extensive and regular engagement with our
shareholders on both business and governance matters.
We held two separate presentation days covering the
Group’s property and supply chain functions. These have
proved to be very helpful in giving closer insights into the
Group’s competitive strengths.
• On governance, the Group engages early and with as
wide a range of shareholders as possible. During 2015, we
contacted our top 20 investors. Meetings were held with
four. We remain disappointed that many holders chose
not to engage, on the basis that they had no governance
concerns. From our perspective, we always prefer to have
a regular annual discussion.
The following pages summarise the Company’s governance
practices by reference to the five main sections of the Code.
• Following the appointment of Coline McConville as a
non-executive director in February, the three-year process
of succession planning for both executive and non-
executive directors is now complete. Andrew Simon’s
tenure as a director completed in October and his
responsibilities as senior independent director and his role
as chairman of the Remuneration Committee and of the
Stay Safe Committee were taken by Chris Rogers, Coline
McConville and Peter Redfern respectively.
• In the first year of joining a board, some absences from
meetings are inevitable; particularly when the non-
executive director concerned has full time executive
responsibilities. This was indeed the case in 2015,
although all absences were notified by the individual
concerned well in advance of his or her joining the Board.
Going forward, this will be less of an issue.
• As I mentioned in last year’s report, our initiative of
having individual non-executive directors (including
myself) mentoring or adopting businesses and functions
within the Group was lapsed due to changes in Board
membership. This has now been reinvigorated and each
non-executive has been allocated responsibility for key
businesses or central functions. We plan to rotate these
assignments every year or so.
98
ANNUAL REPORT & ACCOUNTS 2015
1. Leadership
At 31 December 2015 the Board was made up of six
non-executive directors (including myself as Chairman)
and two executive directors. Chris Rogers is the Senior
Independent Director. The Board has a schedule of matters
reserved to it, which is reviewed annually. Revisions were
made in December 2015 to:
• Raise to £10m the level of disposal requiring
Board approval
• Require board approval for transactions involving related
parties and for class transactions under the Listing Rules
• Make clearer and to conform with updated guidance.
The Board’s key responsibilities are for overall Group
strategy, policy on corporate governance, approval
of expansion plans and major capital expenditure,
consideration of significant financial and operational matters
and the Group’s exposure to key risks. It also reviews the
strategy of the individual businesses, the annual budget and
progress towards the achievement of the budget and long
term objectives. Legislative, environmental, health and safety
and employment issues are also considered.
The Board has approved a written statement of the division
of key responsibilities between the Chairman, and the
Chief Executive and a statement of the role of the Senior
Independent Director. These are reviewed annually and no
changes were made in 2015.
The Company maintains directors & officers’ insurance
in respect of the risk of claims against directors. This is
reviewed annually and has not been changed in 2015.
All directors have direct access to the Company Secretary
/ General Counsel and may take independent professional
advice in the furtherance of their duties if necessary.
I agree the agenda for board meetings in conjunction with
the Chief Executive and the Company Secretary / General
Counsel. Agendas are based upon an annual plan, but also
include matters of particular interest or concern to the
Board at any particular time.
I monitor the information provided to the Board to ensure it
is sufficient, timely and clear.
I generally contact all the Non-executive Directors in
advance of Board meetings, to suggest the key issues for
discussion. In particular I discuss the meeting papers with
any director who is unable to attend, to obtain that director’s
views. At the meetings, as Chairman, I ensure that each
director is able to make an effective contribution within an
atmosphere of transparency and constructive debate.
Between Board meetings I maintain frequent direct contact
with the Executive Directors and keep the non-executive
Directors informed of material developments. I held a
number of meetings during the year with all the
Non-executive Directors, without the Executive Directors
being present.
Board Meetings
The Board held nine scheduled meetings in 2015. Three
meetings considered the Group’s long term strategy. Four
meetings included either visits to parts of the Group’s
operations or presentations by senior executives on their
areas of responsibility. One meeting included a visit to the
operational site of a major supplier. Non-executive directors
also made individual visits to operational sites. In addition
to the regular board meetings, key financial information is
circulated to the Directors outside of meetings.
The Company typically sets its meeting dates for any
year 15-18 months prior to the start of the year and liaises
closely with Non-Executive directors in setting meeting
dates for any year to ensure so far as possible that clashes
with external commitments are avoided.
Directors are always provided with the opportunity to attend
meetings by video or telephone conference if the issue
is one of location and travel. If, despite that, a Director is
unavoidably absent from a Board or Board Committee
meeting they still receive and review the papers and provide
verbal or written input to the Chairman so that their views
are made known and considered at the meeting.
Commitments at other organisations with a 31 December
year end (e.g. Taylor Wimpey) inevitably lead to diary
congestion during the full and half year results season,
particularly within the first year of appointment, since it
takes some time to get diaries in sync. The Company’s
practice is therefore to hold the related Audit Committee
a week prior to the Board and to invite non-members so
that Directors unable to attend the full Board meeting can
consider and discuss the papers in a group forum.
Pete Redfern was appointed on 1 November 2014 and was
unable to attend three meetings in 2015. Two meetings
clashed with his Taylor Wimpey board commitments, and
one with personal commitments.
The clashes were identified during the recruitment and on
boarding process and initially there were a greater number
of clashes for 2015. Wherever possible, either the clashing
Taylor Wimpey or Travis Perkins meeting was moved, but it
proved impossible to find a workable alternative date for the
three meetings he missed.
John Rogers was appointed also on 1 November 2014 and
was unable to attend two meetings in 2015, one due to a
clash with J Sainsbury Audit Committee & Board meetings
and one, whilst he attended the seven week Advanced
Management Programme at Harvard Business School.
ANNUAL REPORT & ACCOUNTS 2015
99
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
The number of Board and Committee meetings attended by each director (in whole or in part) during the year is detailed
in the table below.
Number of meetings
Attendances:
R. Anderson
A. Buffin3
J. Carter3
C. McConville1
P. Redfern
C. Rogers
J. Rogers
A. Simon2
R. Walker3
PLC Board
No.
9
9
9
9
9
6
9
7
6
9
Audit
No.
54
5
-
-
5
-
5
5
-
-
Remuneration
No.
Nomination
No.
Stay Safe
No.
3
-
-
-
3
2
-
2
1
3
1
1
-
-
1
0
1
0
1
1
3
3
-
3
-
2
-
-
2
3
1 Appointed 1 February 2015 2 Retired 31 October 2015 3 Although not a member of the Audit Committee has attended 5 meetings during the year
4 All Audit Committee members also attended a meeting at which audit tender presentations were made by participating firms
Board Committees
2. Effectiveness
The Group has five Board Committees: the Audit
Committee, the Remuneration Committee, the Nominations
Committee, the Stay Safe Committee and the Executive
Committee, which operate within defined terms of reference,
which are reviewed annually. Summaries of these are
available on the Company’s website or may be obtained
from the Company Secretary. The minutes of committee
meetings are circulated to all the Directors.
The Executive Committee is chaired by the Chief Executive
and its members are listed on pages 97. Other executives
are invited to attend from time to time in relation to specific
matters. The main purpose of this Committee is to assist
the Executive Directors in the performance of their duties in
relation in particular to:
• Strategy, operational plans, policies, procedures
and budgets
• The monitoring of operational and financial performance
• The assessment and control of risk
• The prioritisation and allocation of resources
100
None of the specific circumstances set out in Code
provision B.1.1 apply and the Board is satisfied that all the
Non-executive Directors are independent.
Given the significant changes to Board composition
which had taken place over the past three years and the
Company’s ambitions for growth presented to investors at
the 2013 Capital Markets day, the issue of orderly Board
succession is of critical importance. A period of transition
and handover of between nine and twelve months between
Andrew Simon and the recently appointed directors
who have assumed membership and chairmanship of
Committees in his place was considered to be necessary
and in the best interests of investors and accordingly the
Board decided to extend Andrew’s term of office until
31 October 2015.
Appointments of new directors are made by the Board on
the recommendation of the Nominations Committee. I chair
that Committee and all the other members are independent
non-executive directors. A report of the Committee’s work in
2015 is on pages 126 to 127.
Appointments of non-executive directors
The Company’s policy is to recruit people of the highest
calibre, with a breadth of skills and experience appropriate
for the Company’s business. The Group’s businesses both
trade and retail, are trading businesses. The Group supports
the principles of the Davies Review and the need for a
diverse board, although it does not intend to commit to
specific quotas. The Group uses search firms who abide by
the voluntary code of conduct which followed the Davies
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION Review. The Board diversity policy is summarised in the
Nominations Committee Report.
In 2007, 2011 and in 2014, the Board’s performance was
reviewed externally by Egon Zehnder.
Non-executive directors are appointed for a period until
the third AGM following election, at the end of which the
appointment may be renewed by mutual agreement. It
is the Board’s policy that non-executive directors should
generally serve for six years (two three-year terms) and that
any term beyond this should be subject to a rigorous review.
This review takes into account the need for progressive
refreshing of the Board, maintenance of a balance of skills
and experience and the particular requirements of the
Company at the time of the possible extension.
Non-executive directors do not have a service contract,
but each has received a letter of appointment. These
appointments expire on the following dates, and the length
of service at that date is also shown.
Ruth Anderson
May 2018 (6 years 7 months)
Coline McConville
May 2018 (3 years 4 months)
Pete Redfern
May 2018 (3 years 7 months)
Christopher Rogers
August 2016 (3 years)
John Rogers
May 2018 (3 years 7 months)
Robert Walker
May 2018 (8 years 8 months)
The letters of appointment will be available for inspection
at the Annual General Meeting (“AGM”). Coline McConville
joined the Board on 1 February 2015 Coline is a non-
executive director of Inchcape PLC, TUI AG, Fevertree Drinks
PLC and UTV Media PLC. Andrew Simon retired from the
Board on 31 October 2015.
Induction
The Group has an induction process for new directors, which
is facilitated by the Company Secretary / General Counsel.
In particular, this includes a programme of meetings
with senior management in both operations and central
functions, and visits to a range of branches and stores.
I ensure that all directors receive appropriate training on
appointment and then subsequently as required, taking into
account the need to update their skills and their knowledge
of the Company’s business. Non-executive directors are
also regularly provided with information on forthcoming
legal and regulatory changes and corporate governance
developments, and briefings on the key risks facing the
Company, including those identified in the Statement of
Principal Risks and Uncertainties on pages 65 to 69.
Evaluation of Board Performance
Each year, the Board undertakes an evaluation of its
performance and the performance of its Committees and
individual directors. The Board’s policy is to engage an
external facilitator to assist this process every three years.
Turning to 2015 the Board carried out an internal review
of its performance. This entailed each director completing
a questionnaire about the performance of the Board and
its Committees, followed by individual conversations with
me. I presented my report to the Board in December 2015.
Additionally, the Non-executive Directors led by the
Senior Independent Director conducted a review of my
own performance.
As a result, the Board determined that it had effectively
managed the achievement of the Company’s objectives
during the year, that the mix of knowledge and skills among
Board members was appropriate, and that the Board
worked cohesively.
For 2016, the following areas for focus, among others,
were identified:
• The balance of strategic vs. operational issues on
the agenda
• Develop a clear process and timeline for future Board
and senior executive succession
• Board ownership of the risk management process
• Driving quality improvements in Board information
In 2016, an internal review of the Board’s performance will
once again be conducted.
Re-election
At the AGM, all directors will submit themselves for
election or re-election as appropriate. As a result of the
Board evaluation exercise, as Chairman I am satisfied that
each director continues to show the necessary level of
commitment to the Group, and has sufficient time available
to fulfil his or her duties, to justify their election or re-
election. The other directors, in a process led by the Senior
Independent Director, have reached a similar view with
regard to my own re-election.
The Board believes that there is presently a blend of skills
and experience among the Non-executive Directors which
is appropriate for the Group. The skills required for the
Board include experience in the merchanting and retail
sectors, capital project and M&A evaluation, as well as the
essential understanding of financial controls and
accounting. An understanding of information technology
is increasingly important.
3. Accountability
A review of the performance of the Group’s businesses
and the financial position of the Group is included in the
Strategic Report on pages 5 to 91.
ANNUAL REPORT & ACCOUNTS 2015
101
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
The Board uses it to present a full assessment of the
Group’s position and prospects, its business model,
and its strategy for delivering that model. The directors’
responsibilities for the financial statements are described on
page 132.
Going Concern
After reviewing the Group’s forecasts and risk assessments
and making other enquiries, the Directors have formed a
judgement at the time of approving the financial statements,
that there is a reasonable expectation that the Group and
the Company have adequate resources to continue in
operational existence for 12 months from the date of signing
this Annual Report and Accounts. For this reason, they
continue to adopt the going concern basis in preparing the
financial statements.
In arriving at their opinion the Directors considered:
• The Group’s cash flow forecasts and revenue projections
• Reasonably possible changes in trading performance
• The committed facilities available to the Group and the
covenants thereon
• The Group’s robust policy towards liquidity and cash
flow management
• The Group management’s ability to successfully manage
the principal risks and uncertainties outlined on pages
65 to 69 during periods of uncertain economic outlook
and challenging macro-economic conditions
Internal Control
The Board is responsible for the Group’s system of internal
control and for reviewing its effectiveness. In the design
of the system of internal control, consideration has been
given to the significant risks to the business, the probability
of these risks manifesting themselves and the most cost
effective means of controlling them. The threat posed by
those risks, and any perceived change in that threat, is
reviewed half yearly by both the Executive Committee and
the Board. The system manages rather than eliminates risk
and therefore can only provide reasonable, and not absolute,
assurance against material misstatement or loss.
The day-to-day operation of the system of internal control
is delegated to Executive Directors and senior management,
but the Audit Committee discuss internal controls on a
regular basis. The system of internal controls is reviewed by
the Board in a process that accords with the FRC Guidance
“Risk Management, Internal Control and Related Financial &
Business Reporting”.
Risk Assessment
It is the responsibility of the Board to establish the risk
framework within which the Group operates. The Board and
the Executive Committee review the risk register twice and
the risk appetite once in each year. Members of the Audit
Committee also receive reports of Internal Audit reviews.
If appropriate, these reports include recommendations
for improvement in controls or for the management
of those risks. Measures to integrate risk management
processes into the Group’s operations, to extend awareness
of the importance of risk management and to ensure
that recommended improvements are implemented, are
regularly reviewed and refreshed.
As part of its viability review, the outcome of which is set out
on page 63, the Board considered the principal risks and
uncertainties and mitigating factors set out on pages 65 to
69.
Senior executives and managers are asked, each year, to
confirm the adequacy of internal controls in their areas
of responsibility, identify any control weaknesses, and to
confirm the accuracy and completeness of information
given to the directors and to the external auditors. .
In conjunction with the Audit Committee, the Board has
carried out an annual review of the overall effectiveness
of the system of internal control and risk management,
during the year and up until the date of approval of this
Annual Report.
Audit Committee and Auditors
The Board has established an Audit Committee consisting
of four independent non-executive directors. Its key
responsibilities and a description of its work in 2015 are
contained in its report, which is set out on pages 104 to 108.
4. Remuneration
The Board has established a Remuneration Committee
consisting of the Chairman and three independent non-
executive directors. Its responsibilities include remuneration
policy, a review of the performance of executive directors
prior to determining their remuneration and the approval of
incentive arrangements, including performance criteria. The
remuneration of the non-executive directors other than the
Chairman is determined by the Chairman and the executive
directors and Remuneration Committee determines the
Chairman’s fee. No director plays a part in the discussion
about his or her own remuneration.
The Committee’s key responsibilities and a description of its
work in 2015 are contained in its report, which is set out on
pages 110 to 131.
102
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION The Board’s Fair, Balanced and
Understandable Declaration
At the board meeting during which the Group’s results for
the year were presented by the Chief Executive and the
Chief Financial Officer, the Board also considered whether
the annual report and accounts, when taken as a whole,
present a fair, balanced and understandable overview of the
Group and its performance. After:
• Hearing from the Executive Directors
• Receiving a report from the Chairman of the Audit
Committee on that Committee’s meeting to discuss
the preparation and content of the year-end financial
statements and the audit conducted upon them
• Discussing the contents of the Annual Report
and Accounts
The Board concluded that the annual report and accounts
are fair, balanced and understandable and accordingly the
Directors’ declaration to that effect can be found in the
Statement of Directors Responsibilities on page 132..
Corporate Governance Compliance
Statement
I am pleased to report that the Board considers that the
Company has complied throughout the year ended
31 December 2015 with the provisions set out in the Code
save that for the reason described in section 5 on this page.
The Senior Independent Director has not proactively
met with Investors; but has made himself fully available
for meetings should investors request them.
Robert Walker
Chairman
18 March 2016
5. Relations with Shareholders
The Company encourages two-way communication with
both its institutional and private investors and responds
promptly to all enquiries received. Each year, the Company
reviews its strategy for engaging with shareholders. In 2015,
the Executive Directors and I, either separately or together,
attended a large number of meetings with analysts, and with
shareholders.
In 2015 the Group held two investor briefing events, both
of which were attended by more than 50 investors, equity
analysts and debt providers. These events provided an
overview of the Group’s approach to property and supply
chain. Copies of the presentations are available in the
investor relations section of the Group’s website at
www.travisperkinsplc.co.uk. The Board is provided regular
updates on discussion with shareholders and equity
analysts. In addition, reports about the Company published
by equity analysts or brokers are circulated to all directors.
The Group makes the Senior Independent Director
available as a direct contact for investors and shareholders,
if they wish. However, no meetings have in fact taken
place between the Company’s investors and the Senior
Independent Director due to lack of appetite for such
meetings among the investors, and accordingly the
Company has not complied with provision E.1.1 of the
Code in this respect. As regards governance issues, as
Chairman I aim to meet with major shareholders shortly
after the previous year’s Annual General Meeting. These
meetings are deliberately timed early in the year so that the
Board can consider and respond to shareholder concerns
well in advance of the following year’s annual report and
shareholder meeting. I normally contact the Group’s 20
largest shareholders to ensure the widest consultation
possible and particularly, given market volatility, to ensure
that the views of any shareholder which substantially
increases its stake during the year have been fully taken into
account. In 2015 few shareholders chose to engage, on the
basis that they had no governance concerns. The Board’s
view is that Group would always prefer to have a regular
annual discussion.
As well as sending the annual report to shareholders,
during the year, the Group published its interim results on
its website and issued two trading updates. Shareholders
receive at least twenty working days notice of the Annual
General Meeting at which all directors are available
for questions and a short business presentation takes
place. Each substantive issue is the subject of a separate
resolution. I announce the numbers of proxy votes for and
against each resolution at the meeting, after the voting has
taken place, and these numbers are subsequently published
on the Company’s website.
ANNUAL REPORT & ACCOUNTS 2015
103
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
GOVERNANCE & REMUNERATION
AUDIT
COMMITTEE
REPORT
Dear Shareholder
As chairman of the Audit Committee, I am pleased to report
below on the work of the Committee in 2015. This year saw
the appointment to the Committee of Coline McConville on
1 February increasing the number of members to four. It is
a committee with strong experience in finance matters and
corporate governance as can be seen from the biographies
on pages 94 to 96.
I said in my 2014 report that the Committee would tender
the contract for external audit services. The tender was
completed in the first quarter following a comprehensive
process, with the decision to recommend appointing KPMG
LLP in place of Deloitte LLP who had worked with the
Company for more than 30 years. I would like to record
the thanks of the Committee for their service over so
many years.
The Audit Committee reviewed the effectiveness of Internal
Audit during the year. This comprised gathering views of
stakeholders, reviewing the quality of the audit workplan and
of internal audit reviews as well as the recommendations
to management.
The Audit Committee also reviewed the effectiveness of the
internal control environment. The Group’s control framework
has developed over many years and there are a significant
number of systems replacements underway. Given the level
of change the Audit Committee has tasked Internal Audit to
take a more active role in reviewing these programmes.
104
ANNUAL REPORT & ACCOUNTS 2015
Furthermore, management have been undertaking work to
improve the current control environment and this work will
continue in 2016 with the Audit Committee appraised of
progress through the year.
I will be available at the Annual General Meeting to answer
any questions about the work of the Committee.
Ruth Anderson
Chairman, Audit Committee
18 March 2016
Role of the Audit Committee
Work of the Committee
At the board meeting following each committee meeting, I
report to the Board on the work of the Committee, outlining
key matters and making appropriate recommendations.
The Audit Committee adheres to an annual work plan in
order to fully discharge its obligations. This work plan is
reviewed by the Committee to ensure that it encompasses
all issues required to be considered by the Committee
including the effectiveness of the Committee itself, of
internal audit and the external auditors.
The Committee gives due consideration to the annual
report and financial statements and preliminary results
announcements prepared by management and associated
press releases issued at the half year and year end. The
Committee also review the Group’s systems of internal
control, the internal audit plan and tax strategy
and compliance.
In addition, there are a number of standing agenda items
where at each meeting the Committee reviews:
• Internal audit and risk reports
• Whistleblowing, fraud and bribery
• Progress on implementing recommendations arising
from internal and external audit work
In addition to attending the Audit Committee meetings,
during the year the Committee members met with
operational and finance team members.
The Audit Committee reviewed papers from the Group’s
management team and from the Group’s Auditors that
provided details of the significant financial reporting
estimates and judgements made during the preparation and
presentation of the Group’s interim and annual accounts.
I am satisfied that the Committee received sufficient,
reliable and timely information from management to enable
it to fulfil its responsibilities during the year.
The Committee’s full terms of reference, which are reviewed
annually and were updated in February 2016, are available
on the Group’s website (www.travisperkinsplc.co.uk), or on
request to the Company Secretary / General Counsel.
Membership and Attendance
I was chairman of the Committee throughout the year.
Christopher Rogers was a member of the Committee
throughout 2015 as was John Rogers. During the year, the
Committee was also joined by Coline McConville, effective
from her appointment to the Board on 1 February 2015.
All members of the Committee are considered to
be independent and have considerable financial and
commercial experience gained through a variety of
corporate and professional appointments. The Board
considers that John Rogers, Christopher Rogers and I have
the recent and relevant financial experience required by the
UK Corporate Governance Code (see also the board profiles
on pages 94 to 96). The Deputy Company Secretary was
secretary to the Committee throughout 2015.
The Committee held four formal meetings during 2015
and as noted below, one additional meeting to discuss
accounting judgements in respect of the 2015 year end
accounts. Attendance at the meetings is shown on page
100. The Group Chairman, the Chief Executive, the Chief
Financial Officer, the Group Financial Controller, the Head of
Internal Audit and the external auditor also attended most
meetings. At each meeting attended, the external auditor
and the Head of Internal Audit were given the opportunity to
discuss with the Committee any matters which they wished
to raise without the presence of management. In addition,
during the year, there were a number of meetings between
the Chairman of the Committee and the Head of Internal
Audit and between the Chairman of the Committee and the
external auditors, without management being present.
In addition to its formally scheduled meetings the
Committee also met in December specifically to give
preliminary consideration to accounting judgements in
relation to the 2015 financial statements. As noted above,
the Committee also completed a competitive tender for
the provision of external audit services involving three firms
including the incumbent auditor Deloitte LLP, which resulted
in the recommendation to the shareholders at the AGM that
KPMG LLP be appointed.
On behalf of shareholders I would like to thank Deloitte LLP
for the service they have provided to the Audit Committee
and the Board during their significant time as external
auditors to the Group.
ANNUAL REPORT & ACCOUNTS 2015
105
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
Significant Issues Related to the Financial Statements
The table below sets out the key judgement areas associated
with the Group’s financial statements for the year-ended
31 December 2015 that were considered by the Audit
Committee. In reaching its conclusions, set out in more
detail below, the Committee has considered papers and
explanations given by management, discussed each matter
in detail, challenged assumptions and judgements made and
sought clarification where necessary. It has reviewed and
discussed any internal audit reports in respect of the matters
under consideration and the Committee also received a
report from the external auditors on the work undertaken
to arrive at the conclusions set out in their audit report on
pages 137 to 139 and had the opportunity to discuss it with
them in depth.
Matter
Issue and Nature of Judgement
Factors Considered and Conclusion Reached
Carrying
value of
goodwill and
intangible
assets
The Group balance sheet contains a significant value of
goodwill and other intangible assets associated with historical
acquisitions. The Directors are required to determine annually
whether those assets have suffered any impairment. They
do so by comparing the present value of future cash flows
for each cash generating unit with the carrying value of its
goodwill and other intangible assets.
The calculations undertaken to help arrive at a conclusion
incorporate a consideration of the risks associated with each
cash generating unit and are based upon forecasts of their
long term future cash flows, which by their nature require
judgement to be exercised and are subject to considerable
uncertainty.
Accounting
for rebate
income and
fixed priced
discounts
The terms of supplier agreements result in a significant
value of Supplier Income being received by the Group. The
calculation of the value receivable and the value deferred into
stock is complicated due to the number, nature and structure
of the agreements in place.
However, only two agreements are not co-terminous with
the Group’s accounting year end. Furthermore approximately
80% of amounts due to the Group are received during the
course of the year. Therefore the key judgements relate to
the calculation of the total value of rebates and fixed price
discounts still to be received at the year-end and the value of
fixed price discounts and rebates to be set against the gross
value of inventory in the balance sheet.
The cash flow forecasts used for impairment considerations are
prepared from the strategic business plans presented to, and approved
by, the Board of Directors annually.
Management presented the Committee with papers setting out the
results of the work done, the assumptions made and the conclusions
reached. They explained to the Committee how the cash flow and
discount rate calculations were prepared, the key assumptions and
judgements that were made, how sensitive those cash flows were
to changes in the key assumptions and how a deterioration in the
performance of the contract plumbing & heating business, PTS, and
wholesale distribution business, F & P, and a weak outlook for these
businesses respective markets had resulted in an impairment of £141m
being made against the carrying value of goodwill in respect of PTS
and F & P.
After reviewing management’s papers, and obtaining further explanation
where necessary the Committee concluded that management had
taken a consistent, balanced and reasoned approach to preparing
its calculations and that the judgements made were acceptable.
Furthermore, the Committee concluded that it was appropriate to
impair the goodwill and other intangible assets associated with the
PTS and F & P businesses. The Committee considered there was no
indication of impairment in any other business.
During the year the Committee discussed reports presented by
management about the progress of improvements to systems, controls
and processes and enhancements to calculation methodologies applied.
It also received reports that enabled it to monitor supplier income
collection rates and compare them with the prior year and it discussed
the Group’s adherence to its accounting policies and procedures.
A summary update of the year-end position was given to the
Committee at the meeting held to consider the year-end results
The Committee concluded that the controls over recognising and
recovering Supplier Income were appropriate and that the values
included in the financial statements were appropriate.
Inventory
valuation
To meet customer expectations the Group carries a wide range
of stock in over 2,000 locations. Stock should be included in
the balance sheet at the lower of cost or net realisable value.
The determination of cost is complicated when rebate and
fixed priced discount agreements are in place (see above).
Furthermore, determining the net realisable value of the wide
range of products held in many locations requires judgement
to be applied.
Management presented a paper to the Committee that enabled
it to review, question and understand how stock is controlled and
accounted for throughout the Group. It incorporated both qualitative
and quantitative information such that the Committee could understand
how management determined that stock was in existence, owned by the
Group, valued appropriately and recorded in completeness. The paper
included how provisions were determined to ensure that stock was held
at the lower of cost and net realisable value. The Committee concluded
that stock was fairly stated.
106
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION Internal Audit
In 2015 internal audit continued to focus on reviewing
financial controls in areas which the Audit Committee
considered of higher risk alongside its cyclical plan to
review higher risk areas. More emphasis was also placed
on auditing change programmes to provide additional
programme assurance given the considerable changes
underway in the Group.
Resources continued to be strengthened through
recruitment to the internal audit team, and training of
high calibre individuals, and the use of co-source partners
to provide assurance in specialist areas such as IT, data
protection, tax and treasury operations.
Additionally the Committee agreed that a trial be
commenced in the Contracts division to evaluate the
effectiveness of moving branch and store compliance
teams under the control of the Division. No changes are
planned to the reporting line of the internal audit team.
Further enhancements to the work of internal audit were
delivered through the implementation of a new system
to record and monitor all active recommendations that
management agreed to implement which:
• Enables management to track the ageing of actions and
provide updates thereon
• The documentation of all audit findings
• Provides management with a single point of reference for
all reviews completed by branch compliance teams
At each Committee meeting reports issued by internal audit
were considered. The Committee continued to review the
speed at which recommendations agreed by management
were implemented during the year. All actions, which
were considered to be of high or significant importance
by internal audit were, for the first time, subject to further
review by the internal audit team prior to being validated as
complete by management.
The risk management framework was reviewed in the year
and risk register updated by the Board. The updated risk
register provided a key input into the internal audit plan
for 2016 which was agreed by the Committee in
November 2015.
The Committee was satisfied with the overall effectiveness
of the internal audit function.
Risk Management and Internal Controls
The Group’s control framework has developed over many
years and there are a significant number of systems
replacements underway. Given the level of change the
Audit Committee has tasked Internal Audit to take a more
active role in reviewing these programmes. Furthermore,
management have been undertaking work to improve the
current control environment and this work will continue
in 2016 with the Audit Committee appraised of progress
through the year.
During the year the Board reviewed the risk management
framework. The Committee reviewed the Group’s
internal financial controls and its internal control and risk
management systems in February 2016.
External Auditor
KPMG LLP is a leading international audit partnership,
and was first appointed at the 2015 AGM following a
competitive tender exercise conducted during late 2014
and early 2015. There are no contractual restrictions on the
Group with regard to their appointment. In accordance with
current professional standards, the partner responsible for
the audit will change every 5 years.
During the year the Committee reviewed the arrangements
for transitioning the audit to KPMG. It also undertook the
following in respect of the external auditor:
• Reviewed the policy on engagement of the external
auditor for non-audit work, as referred to below, and the
policy on the employment of anyone previously employed
by the external auditor
• Reviewed the plans presented by the external auditor
for conduct of the year-end audit and half-year review
including the related risk analyses, terms of engagement,
fees and letters of representation
• Confirmed the effectiveness, independence, and
objectivity of the external auditor, taking into account
information and written assurances provided by KPMG
LLP, on its quality and independence controls, and its
ethical standards
The Committee specifically discussed the effectiveness
of the external audit process at its meetings in February
and November 2015 and again at its meeting in February
2016. In each case the Committee obtained input from
the Company’s finance team. In particular the Committee
considered the audit plan for 2015 and the audit of the
2015 report and accounts, and their identification of risk
areas. The Committee was satisfied with the effectiveness
of the external audit process.
ANNUAL REPORT & ACCOUNTS 2015
107
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
GOVERNANCE & REMUNERATION
Independence and Objectivity
General Principle
One of the Committee’s responsibilities is to ensure
compliance with the Board’s policy in respect of services
provided by, and fees paid to, the external auditor. There
has been no change to this policy, which is summarised
below and is included on the Group’s website at
www.travisperkinsplc.co.uk.
The external auditors should only be chosen to carry out
non-audit work where its nature makes it more effective
for the work to be carried out by auditors who have existing
knowledge of the Group. The external auditors should not
provide non-audit services where it might impair their
independence or objectivity in carrying out the audit.
Areas of Work
Permitted Work
Prohibited Work
AUDIT RELATED
Activities required by law or legislation
to be undertaken by the Auditors
Reviews of interim financial information
Managed service reports to housing
associations and local authorities
NON-AUDIT RELATED
Tax advisory services
Public reporting on investment
circulars and similar documents
Private reporting to sponsors and
similar parties in connection with
investment circulars and similar
documents
Book-keeping and work related to the
preparation of accounting records
Financial information system design or
implementation
Appraisal and valuation services
Internal audit services
Actuarial services
Forensic work
Recruitment services
Secondment of staff to a supervisory
or management position
Provision of investment advice, broking
or legal services
Value of Work
Non-audit services require approval as follows:
• £5,000 to £25,000 – Chief Financial Officer
• £25,000 to £50,000 – Chief Financial Officer
and Committee Chairman
• >£50,000 – Chief Financial Officer and Committee
Chairman following a competitive tender
Formal approval by the Committee is also required if the
aggregated level of forecast fees for non-audit services
exceeds 50% of the statutory audit fee.
Reporting
The Chief Financial Officer reports twice annually to the
Committee on fees for non-audit services payable to
the auditors.
As shown in note 5 to the accounts, during the year the
Auditors were paid £520,000 (2014: £435,000 (previous
auditors)) for audit-related work, and £129,000 (2014:
£111,000 (previous auditors)) for non-audit work.
The principal items of non-audit fees relate to the interim
review and the provision and maintenance of the Group’s
employee benefits system, MyPerks. In view of KPMG’s
detailed understanding of the Group’s operations and
accounting policies, and being mindful of future Auditor
reporting obligations, the Audit Committee decided that
it was appropriate for KPMG to provide these services. In
addition, £0.8m (2014: £1.4m) of fees were paid to other
accounting firms for non-audit work, including advice to the
Remuneration Committee.
The Committee understands that the total fees paid by
the Group to KPMG in 2015 amount to less than 0.007%
of KPMG’s UK fee income and considers that the Auditor’s
independence and objectivity has not been impaired by the
non-audit fees paid to it in 2015.
Ruth Anderson
Chairman, Audit Committee
18 March 2016
108
ANNUAL REPORT & ACCOUNTS 2015
GOVERNANCE & REMUNERATION
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Stephen Bushby - F & P, Bedford
ANNUAL REPORT & ACCOUNTS 2015
109
GOVERNANCE & REMUNERATION
DIRECTORS’
REMUNERATION
REPORT
Dear Shareholders
I am very pleased to introduce the 2015 Directors’ Remuneration
Report, my first as Chairman of the Remuneration Committee.
The Group has a stated ambition to deliver long term sustainable
value to shareholders. A fundamental aspect of this is the link
between the Group’s strategy and its approach to remuneration as
outlined in the strategic report and shown again below.
Strategy
Financial
Ambition
Annual
Incentive
PSP
Co-investment
Plan
Customer
Innovation
Double digit
EBITA growth
EPS
EPS
Optimise Network
Scale Advantage
Portfolio
Management
Investment grade
credit metrics
150-250 bps
LAROCE
improvement over
medium term
(3-5 years)
Prospective
dividend growth
to within 2.5-3.25x
cover
Aggregate
cash flow
LAROCE
CROCE
TSR
Personal
objectives aligned
to operational
delivery
Each part of the remuneration package plays a role in driving performance beyond the short and medium terms to deliver
long term ambition and shareholder returns. Keeping this momentum and optimising the link between strategy and
remuneration is of course the role of the remuneration committee and will be the key focus during my tenure.
110
ANNUAL REPORT & ACCOUNTS 2015
2015 Remuneration Outcomes
2013 PSP Vesting
The Group has delivered good results in 2015, particularly in
the context of the challenges in the sector and in the wider
market. We have delivered:
• Adjusted EBITA growth of 7.7% – excellent performance
compared to our peers
• Increased LAROCE to 10.5%
• Increased adjusted EPS by 4.3%
• Improved total shareholder return by 8%.
The committee ensures that executive remuneration targets
are stretching, aligned to the business strategy in order that
they drive long term shareholder value. This is reflected in
the financial measures and targets selected for incentives
and also in the measures used in the strategic tracker
which forms part of the short term incentive. The tracker
measures are very closely aligned to the corporate plan and
the levers of value creation described earlier in the report
and provide an important bridge between short and long
term incentives.
2015 Bonus Payout
Bonuses for Executive Directors are based on EPS
(60%), LAROCE (20%) and performance against our
strategic tracker (20%). Adjusted EPS grew 4.3% during
the year resulting in 18% of maximum paying out for this
element. Our LAROCE performance increased to 10.5%
resulting in a payout of 15.3% of maximum for this element.
Performance against the strategic tracker during this period
was very strong. Customer satisfaction has improved
significantly, we are experiencing excellent sales growth
driven by our multi-channel investment and our key IT
deliverables are significantly ahead of plan. We have also
made good progress against our Stay Safe objectives.
Overall, the Committee considered that excellent
performance had been delivered against our strategic
tracker, positioning the company well for future growth.
The Committee therefore concluded that 90% of the
bonus based on the strategic tracker should be paid.
The overall bonus for 2015 was therefore 31.9% of
maximum, resulting in a payment of 57.3% of salary for the
CEO and 47.8% of salary for the CFO. Half of this bonus will
be paid in cash following the year end. The remaining half
will be deferred into shares, which vest after two years. In a
mechanism which is unusually onerous in the FTSE, half of
the deferred shares (so 25% of the bonus earned) will only
vest if future share price performance conditions are met.
Deferred Share Bonus Awards in Respect of 2013 bonuses
The share price growth targets attached to the deferred
share award relating to bonus earned in 2013 were achieved
and accordingly these awards will vest in full in March 2016.
PSP awards granted in 2013 were subject to adjusted EPS
(40%), TSR (20%) and cash flow (40%) performance.
Adjusted EPS grew by 37% over the three year period
resulting in 95% of the EPS element vesting. The
Company’s TSR performance was ranked 27th against the
comparator group of FTSE 50-150 companies resulting
in 94.5% of the TSR element vesting. Aggregate cash flow
over the three year period was £740m resulting in full
vesting of the cash flow element.
Overall 96.8% of PSP awards granted in 2013 vested.
2013 Co-Investment Awards
The CEO invested the maximum amount possible under the
Co-Investment plan in 2013. The Committee determined
CROCE targets set for matching awards granted in 2013
have been partially met, taking into account the significantly
increased investment in freehold property and IT systems
during the period compared to plan when the targets were
originally set, resulting in 44.2% of matching awards vesting.
2016 Remuneration Structure
For 2016 we are not making any changes to our
remuneration structure and Directors will continue to be
paid in accordance with the Policy.
Executive Director salaries were increased by 1.5% with
effect from 1 January 2016. This increase reflects salary
increases received by managers throughout the Group.
Colleague salary increases were 2%. The CEO’s current
salary is therefore £683,298 and the CFO’s salary
is £528,003.
Non-executive Directors’ fees were also increased by 1.5%
from 1 January 2016.
2017 Remuneration Review
Our current Remuneration Policy and our share plans
(performance share plan, co-investment plan and deferred
share bonus plan) all expire in 2017.
During the second half of 2016 the Committee intends to
undertake a detailed review of the Policy to ensure that it
remains aligned with strategy and continues to support the
delivery of future business performance and shareholder
value. We intend to consult with shareholders later in the
year in relation to any changes we propose to make to our
policy and our share plans.
We will be submitting our remuneration report to the 2016
AGM where it will be subject to an advisory shareholder
vote and I look forward to receiving your support for
the report.
Coline McConville
Chairman, Remuneration Committee
18 March 2016
ANNUAL REPORT & ACCOUNTS 2015
111
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
Mark Jackson - Keyline, Lincoln
ANNUAL REMUNERATION REPORT
The following sets out our Annual Remuneration Report
for 2015 which includes details of how our policy was
implemented in 2015 and how we intend to implement our
policy in 2016. This report will be subject to an advisory
shareholder vote at the AGM on 25 May 2016.
There are no changes proposed to the remuneration policy
for 2016 from the Policy approved by shareholders at the
2014 AGM. Our remuneration policy is included on pages
103 – 110 of the 2014 Annual Report and Accounts which
can be accessed via the following link:
www.travisperkinsplc.co.uk/~/media/Files/T/Travis-Perkins/
reports-and-presentations/annual-report-2014.pdf
Remuneration Philosophy
The principles of the Group’s remuneration policy
remain unchanged:
• Remuneration should be competitive and contribute to
the delivery of short and long term superior financial
returns for shareholders
112
• Remuneration should contain significant performance
related incentive elements
• Reward mechanisms should ensure that a significant
proportion of variable pay is delivered in deferred shares
(with malus and claw-back provisions) ensuring that
executives retain a meaningful personal stake in the
Group’s success
• All colleagues should be able to share in the success of
the Group through participation in both annual bonus
schemes and longer term share plans
• The approach to basic salary increases should be
consistent across all colleagues including no pay
increases for mergers and acquisitions activity
These principles apply across the Group. In addition to
competitive base salary and bonus programmes, colleagues
also have access to an extensive range of benefits under our
MyPerks colleague benefit brand. This includes a wide range
of flexible and voluntary benefits, retirement benefits, our
ever popular all-colleague Sharesave Scheme and a range
of recognition programmes.
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION Statement of Implementation of the Remuneration Policy in 2016
The following provides a summary of our Remuneration Policy and sets out how the Committee intends to implement the
remuneration policy in 2016.
Measures and Weighting Operation
Plan
Base Salary
Individual Maximum
Opportunity in 2016
CEO - £683,298
(2015: £673,200)
CFO - £528,003
(2015: £520,200)
Benefits
n/a
n/a
n/a
Pension
25% of salary
allowance or
contribution
Annual Bonus CEO - 180% max
CFO - 150% max
The 2016 bonus will be
based on the following
measures:
• EPS 60%
• Lease Adjusted Return
on Capital Employed
(LAROCE) 20%
• Business strategy 20%
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Executive directors’ salaries were increased by 1.5% with effect
from 1 January 2016.
This increase is in-line with the increase received by other
managers (colleagues received a 2% increase).
There is no change to benefit entitlement for 2016.
Directors are entitled to:
Private medical insurance
Income protection
Annual leave – up to 30 days
Fully expensed company car (or cash alternative)
Life assurance of up to 5 times salary
Staff discount card
Directors participate in a defined contribution arrangement or
receive a cash allowance.
Targets are determined in line with the Annual Operating Plan
(AOP) for 2016.
Threshold for EPS is set at 95% of AOP. Threshold for
LAROCE is set at 96% of AOP.
Performance below threshold results in zero bonus.
Bonus earned rises from 0% to 100% of maximum bonus
opportunity for levels of performance between threshold and
maximum targets (105% of AOP for EPS and 104% of AOP
for LAROCE).
For achievement of AOP for these measures 50% of bonus
potential can be earned.
For the business strategy element of the bonus the
Committee has agreed a number of objectives which are
aligned with our short and medium term business strategy.
For 2016 the strategic tracker includes measures related to
our people, customers, network, multi-channel, cost of goods
for sale and IT systems objectives.
Half of bonus earned is paid in cash and the remainder is
deferred as shares for two years.
ANNUAL REPORT & ACCOUNTS 2015
113
GOVERNANCE & REMUNERATION
Statement of Implementation of the Remuneration Policy in 2016 (Continued)
Plan
Individual Maximum
Opportunity in 2016
Measures and Weighting Operation
DEFERRED SHARES
Half of the bonus deferred as shares is subject to forfeiture if
target share prices are not achieved. Target share prices are
based upon the average share price during the bonus year,
inclusive of a compounded long-term equity rate of return.
These performance tested shares are split into 2 equal
tranches. Tranche 1 vests in full if after one year, by
comparison to the highest 30 day average share price during
the period, the target share price is met. If the target share
price is not met, 50% of tranche 1 is forfeited.
Tranche 2 vests in full if after two years, by comparison to
the highest 30 day average share price during the period the
target share price is met. If the target share price is not met at
the end of two years, 50% of tranche 2 is forfeited.
Half the total vested award may be exercised on vesting. The
remainder does not become exercisable until twelve months
after vesting.
In determining achievement of target share prices dividends
paid during the period are included. Dividend equivalents on
vesting shares may be paid.
The compounded equity rate of return used to determine
targets for vesting of deferred bonus is set at December 2015
RPI (1.2%) plus 4%. Share price target for the first tranche is
2,131.3p and 2,231p for the second tranche.
Malus and claw-back provisions apply.
Awards are subject to performance over a three year
performance period.
Adjusted EPS - threshold target of 3% p.a. growth above RPI
over three years with full vesting at 10% growth above RPI.
The aggregate cash flow range is threshold £867m to
maximum £959m.
Relative TSR - relative position in FTSE 50-150.
Threshold is median relative position.
Maximum is upper quartile relative position.
For each measure performance below the threshold target
results in zero vesting. For achieving threshold performance
30% of the award vests. 100% vests for achieving the
maximum target. Vesting is on a pro rata basis between
threshold and maximum.
Malus & claw-back provisions apply.
Dividend equivalents may be paid on vesting.
Deferred
Share Bonus
Plan
Performance
Share Plan
CEO - 150%
CFO - 150%
The 2016 PSP award
will be based on the
following measures:
• Adjusted EPS growth -
40%
• Aggregate cash flow -
40%
• Relative TSR - 20%
114
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION Measures and Weighting Operation
The 2016 Co-investment
matching award will be
based on the following
measures:
• Cash Return on Capital
Employed (CROCE)
CROCE performance range is target 8.4% to 9.4%.
Performance below threshold levels results in zero vesting.
For achieving threshold performance 30% of the award
vests. 100% vests for achieving maximum levels of
performance. Vesting is on a pro-rata basis between
threshold and maximum.
Malus and claw-back provisions apply.
Dividend equivalents may be paid on vesting.
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
Plan
Co-
investment
Plan (SMS)
All employee
share plans
Shareholding
requirements
Individual Maximum
Opportunity in 2016
Participants are
invited to participate
annually.
Each participant
purchases company
shares from their
own resources.
Participants may
invest up to 50% of
their net salary.
Maximum matching
awards of twice
the gross salary
equivalent of the
amount invested
(i.e 100% of
gross salary).
Executives may
participate in HMRC
approved Sharesave
and BAYE plans on
the same basis as
other employees.
Executive directors
are required to hold
shares valued at two
times salary within
five years of being
appointed to the
board.
Formal requirement (not voluntary guidelines) apply to
directors and senior executives.
Participation in long term incentives may be scaled back or
withheld if the requirements are not met or maintained.
For the purposes of assessing compliance with the
shareholding requirement vested, but unexercised awards will
be included.
Bonus targets are considered to be commercially sensitive, and disclosure of such may provide an unfair advantage to
the Company’s competitors. However targets, and the corresponding level of vesting or bonus earned, will be disclosed
retrospectively, in the relevant reporting period.
ANNUAL REPORT & ACCOUNTS 2015
115
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
Malus and Claw-back
Malus and claw-back provisions are included in the executive
bonus plan (the Deferred Share Bonus Plan - which
applies to Executive Directors and the majority of Executive
Committee members), the Co-investment Plan (the
Share Matching Scheme - which applies to a wider group
typically including business unit managing directors) and
the Performance Share Plan (“PSP”). The circumstances in
which malus and claw-back could apply are as follows:
• Discovery of a material misstatement resulting in an
adjustment in the audited consolidated accounts of
the Company
• The assessment of any performance target or condition in
respect of an award was based on error, or inaccurate or
misleading information
Remuneration for Non-Executive Directors
• The discovery that any information used to determine the
number of shares subject to an award was based on error,
or inaccurate or misleading information
• Action or conduct of an award holder, which in the
reasonable opinion of the Board, amounts to employee
misbehaviour, fraud or gross misconduct
For bonus, malus will apply up to the date bonus is
determined and claw-back for three years thereafter. For the
Performance Share and Co-investment Plans, malus will
apply during the three year vesting period with claw-back
applying for two years thereafter.
Fees and
benefits
In line with our remuneration policy Non-Executive Directors’ fees were reviewed and, with exception of the
Chair of the Health & Safety Committee, increased by 1.5% in line with general increases across the Group with
effect from 1 January 2016. The fees for the Chair of the Stay Safe Committee were increased from £4,080 to
£8,000 to reflect the strategic importance and time commitment required to fulfil the role:
Chairman - £279,531 (2015: £275,400)
Non-executive Director basic fee - £56,942 (2015: £56,100)
Chairs of Audit and Remuneration Committees - £12,424 (2015: £12,240)
Senior Independent Director - £10,353 (2015: £10,200)
Chair of Stay Safe Committee - £8,000 (2015: £4,080)
25% of Non-executive Director fees are paid in shares.
Non-executive Directors do not receive any other benefits (other than a staff discount for purchasing products)
Remuneration Elsewhere in the Group
The Committee takes into account remuneration packages
available to all colleagues when considering executive pay.
As with many companies, senior management participate in
a wider range of incentives than the majority of colleagues.
The Group recognises that it has to operate on this basis to
attract and retain high-quality managers, but ensures that
a significantly higher proportion of reward for this group is
placed on variable incentive outcomes.
All colleagues are entitled to a competitive remuneration
package that includes basic pay, bonus, pension and our
comprehensive ‘MyPerks’ benefits offering. To provide our
colleagues easy access to their benefits we operate an online
benefits platform which can be accessed through work
or home computers, mobile phones or tablets. The hub is
open to all employees of the Group and it provides detailed
information about all the rewards and benefits that are
included in the MyPerks scheme as well as specific access
116
to colleague rewards, flexible benefits (where employees can
‘trade’ some of their benefits in favour of others or elect to
increase or decrease their benefits to suit their lifestyle or
circumstances), discounts, advice and guidance.
Over 22,000 colleagues are active members of a group
pension scheme. Contribution rates made by the Group
range from 1% to 20% of qualifying earnings under the
defined contribution scheme. The defined benefits schemes
are closed to new members.
The Group’s Sharesave scheme continues to be a great
success. In 2015 6,740 colleagues took up the invitation to
participate on either three or five year contracts committing
to savings contracts of £27m. Nearly 11,000 colleagues are
now active Sharesave plan participants. Plans maturing in
2015 delivered gains of approximately £17m shared across
the 4,223 participating colleagues.
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION AUDITED INFORMATION
Annual Report on Remuneration
Single Total Figure of Remuneration
Salary
2015
£000
Salary
2014
£000
Benefits
2015
£000
Benefits
2014
£000
Bonus
20156
£000
Bonus
2014
£000
LTI
2015
£000
LTI
20146
£000
Pension
2015
£000
Pension
2014
£000
Total
2015
£000
Total
2014
£000
EXECUTIVE DIRECTORS
John Carter
673
660
Geoff Cooper1
-
119
Tony Buffin
520
510
NON-EXECUTIVE DIRECTORS
Ruth Anderson
John Coleman2
Coline McConville3
Pete Redfern4
Chris Rogers
John Rogers4
Andrew Simon5
68
-
53
57
58
56
69
67
53
-
9
55
9
75
Robert Walker
275
270
44
-
24
-
-
-
-
-
-
-
-
41
1
21
-
-
-
-
-
-
-
-
289
793
1,389
975
168
165
2,563
2,634
-
-
-
862
-
30
-
1,012
186
511
1,696
527
128
128
2,554
1,697
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
68
-
53
57
58
56
69
67
53
-
9
55
9
75
275
270
Total
1,829
1,827
68
63
475
1,304
3,085
2,364
296
323
5,753
5,881
Notes:
1. Geoff Cooper stepped down as an Executive Director with effect from 6 March 2014
2. John Coleman retired 31 October 2014
3. Coline McConville was appointed a non-executive director on 1 February 2015
4. Peter Redfern and John Rogers were appointed as non-executive directors on 1 November 2014
5. Andrew Simon retired 31 October 2015
6. LTI reported for 2014 for Geoff Cooper and John Carter included PSP awards vesting in 2015. The value of the vesting PSP awards were reported on an estimated basis using the
average share price of the final quarter of 2014. They are restated here reflecting the actual share price on vesting. For John Carter shares prices for PSP vesting were 2 March 2025p,
10 April 2009p and 4 December 2024p. For Geoff Cooper for PSP vesting 2 March the share price was 2025p.
ANNUAL REPORT & ACCOUNTS 2015
117
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
Explaining the Single Figure Table
Benefits
Annual Bonus for 2015
Benefits for 2015 for John Carter and Tony Buffin include
private medical insurance and the provision of a company
car or car allowance.
The tables below provide a summary of the performance
achieved under the annual bonus for 2015:
Director
John Carter
Tony Buffin
Maximum bonus opportunity
(% of salary)
180%
150%
Actual bonus
(% of salary)
57.33%
47.78%
Actual bonus
(£’000)
£385,946
£248,552
75% of the bonus amount is included in the annual bonus column in the single figure table. This includes 50% paid as cash and
25% which is deferred but subject to no future performance conditions. The remaining 25% of the bonus is deferred subject to
future performance conditions and will be reported on vesting.
Bonus earned is based upon achievement of the following Group financial targets:
Performance
Measure
Weighting
Targets
Actual
Performance
Pay-out
(as a % of maximum)
EPS
LAROCE
60%
20%
Business Strategy
20%
Threshold
121.8p
10.4%
Plan
128.2p
10.8%
Maximum
134.6p
11.2%
124.1p
10.5%
The Committee assessed performance against a number
of strategic targets which were set at the start of the year.
A summary of performance is provided below.
18.0%
15.3%
90%
Measure
Customer
Summary of Performance
Committee’s Assessment
Customer satisfaction improved in 2015 compared to 2014 and target
performance of 8.2/10 was achieved
Met in Full
Multi-Channel
On-line sales growth (16.7%) was very strong in 2015 and significantly
exceeded target
Met in Full
Met in Full
Met in Full
Good Progress
COGS/GNFR* savings
Annualised cost savings from both COGS and GNFR programmes
significantly exceed budget
Over 180 initiatives successfully delivered in 2015, significantly
exceeding target
Stay Safe performance slightly below target due to delayed adopting of
new reporting system in some areas of the business. However significant
progress has been made in relation to days lost (down 30%), frequency
rate (down 22.6%) and severity rate (down 40.7%)
IT System
People
*Goods Not For Resale
118
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION Long Term Incentive Plans (‘LTIP’)
The long term incentive figure in the single figure table is made up of the following plans:
Performance Share Plan
Co-investment Plan (SMS)
Total
John Carter
Tony Buffin
£1,065,924
(54,381 shares at £19.60/share)
£323,136
(16,486 shares at £19.60/share)
£996,158
(50,822 shares at £19.60/share)
£699,826
(32,902 shares at £21.27/share)*
£1,389,060
£1,695,984
*Vested in 2015 under the terms of special share match award granted in 2013. Tony Buffin did not participate in the 2013 Co-investment Plan as his
employment commenced after the award.
Deferred share bonus vesting in March 2016 will be included in the 2016 single figure table.
Performance Share Plan
The following table sets out the performance targets, achievements and vesting levels for the Performance Share Award
granted in 2013 and vesting in 2016 in respect of the performance period ending in 2015:
Measure
EPS Growth
Relative TSR
Aggregate cash flow
Total vesting
Weighting
40%
20%
40%
Threshold
RPI +3%pa
Median
£664m
Maximum
RPI +10% pa
Actual
37.0%
Upper quartile
27th
£734m
£740m
Vesting
37.9%
18.9%
40.0%
96.8%
Relative total shareholder return performance was measured against companies ranked 50 -150 in the FTSE index on the date
of award.
Co-Investment Plan (SMS)
The following table sets out the performance targets, achievements and vesting levels for the matching awards granted in 2013
and vesting in 2016 in respect of the performance period ending in 2015:
Measure
Weighting
Threshold
Maximum
Cash Return on Capital Employed
100%
7.51%
8.51%
Actual
7.71%
Total vesting
Vesting
44.2%
44.2%
The Committee determined that CROCE targets set for matching awards granted in 2013 have been partially met, taking
into account the increased investment in freehold property and IT systems during the period, compared to the plan in
place when the targets were originally set.
ANNUAL REPORT & ACCOUNTS 2015
119
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
Directors’ Pension Entitlements
The Company’s DB scheme is closed to new members.
John Carter ceased DB accrual on 31 December 2010. The
value of the pension under the DB scheme is calculated
using the HMRC Method. A gross cash allowance of 25% of
salary was paid to John Carter and Geoff Cooper in lieu of
continued accrual. Tony Buffin received 25% of salary paid
as a mix of pension contributions to the DC scheme and a
cash allowance.
John Carter
£000
Tony Buffin
£000
Accrued DB pension at 31 December 2015 including revaluation if applicable
274
n/a
Normal Retirement Age
60 years
65 years
Additional value of pension on early retirement
Pension Value in the year from DB scheme (HMRC Method)
Pension Value in the year from company contributions to DC scheme
Pension value in year from cash allowance
(Salary Supplement in place of Employer pension contributions)
Total pension benefit accrued in 2015
0
n/a
n/a
168
168
n/a
n/a
40
88
128
Share Interests Awarded During the Financial Year
Performance Share Plan
Date of Award
Type of Award
Basis
Face Value
Performance Period
John Carter
Tony Buffin
26 March 2015
Performance
Shares
150%
of Salary
£1,004,642
(51,573 shares at
1,948p/share)
£776,297
(39,851 shares at
1,948p/share)
1 January 2015
to
31 December 2017
Performance Share Plan awards are subject to the following performance measures:
Measure
EPS Growth
Aggregate Cash Flow over three
years up to 2017
Company TSR Relative to FTSE
50-150 Index
Weighting
Target Range
Vesting Range
40%
40%
20%
Threshold target -
RPI + 3% per annum over
the vesting period
Maximum target -
RPI + 10% per annum over
the vesting period
No vesting below threshold target
Threshold target £901m
Threshold target - 30% Vests
Maximum target £996m
Maximum target - 100% Vests
Pro-rata vesting between these points
Threshold target -
median performance
(top 50%)
Maximum target -
upper quartile performance
(top 25%)
120
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION Co-Investment Plan (SMS)
Date of Award
Type of Award
Basis
Face Value
Performance Period
John Carter
Tony Buffin
23 March 2015
Matching Shares
up to 2:1 matching
of shares purchased
£665,261
(33,447 shares at
1,989p/share)
£514,097
(25,847 shares at
1,989p/share)
1 January 2015
to
31 December 2017
Co-Investment Plan matching awards are subject to the following performance measure:
Measure
Weighting
Target Detail
Matching Range
Cash Return on
Capital Employed (CROCE)
100%
Threshold target 9.08%
0.6:1 matching at threshold target
Maximum target 10.0%
2:1 matching at maximum target
Pro-rata matching between these points
Deferred Share Bonus Plan
Half of the bonuses earned in 2015 will be issued as deferred shares as follows:
Type of Award
Basis
John Carter
Tony Buffin
Shares
Shares
50% of 2015 bonus
50% of 2015 bonus
Face Value
£192,973
£124,276
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
Shares vest two years from grant, partly subject to the
performance conditions detailed in the remuneration policy
table. The long term equity rate of return which determines
the rate of vesting of the deferred bonus element will be
5.2% (RPI plus 4%, subject to a 6% cap) for this award.
No new grants were made to the Executive Directors under
the all employee Sharesave (SAYE) plan during 2015.
Payments to Past Directors
No payments were made to past directors
Payments for Leaving Directors
No payments for loss of office were made during 2015.
Directors’ Shareholding and
share interests
Formal shareholding requirements (not voluntary guidelines)
apply to executive directors and senior executives.
Participation in long term incentives may be scaled back
or withheld if the requirements are not met or maintained.
Executive directors are required to hold shares valued at
two times salary within 5 years. As at 31 December 2015
John Carter shareholding was in excess of six times salary
and Tony Buffin three times salary.
Directors’ shareholdings and share interests as at
31 December 2015 were as follows:
Executive
Director
Beneficial
Owner
Conditional
Shares granted
under LTI Plans1
Unconditional
Shares granted
under LTI Plans2
Vested but
unexercised
Options
Total
Interests
Interests qualifying
towards shareholder
requirement
John Carter
231,537
Tony Buffin
81,600
289,495
201,864
26,717
16,570
0
0
547,749
231,537
300,034
81,600
1. Includes awards made under Deferred Share Bonus Plan, Performance Share Plan and Co-investment plan (SMS)
2. Includes awards made under Deferred Share Bonus Plan (which are not subject to a performance condition) and Sharesave
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
ANNUAL REPORT & ACCOUNTS 2015
121
GOVERNANCE & REMUNERATION
There were no changes in share ownership between
31 December 2015 and 29 February 2016.
During 2015 John Carter exercised 40,155 shares vested
under the Performance share plan and 9,106 shares under
the Deferred Share Bonus plan (at £19.65/share) and
6,523 shares vested under the Performance Share Plan (at
£20.08/share). Tony Buffin exercised 32,902 shares vested
under his special share matching award (at £21.36/share).
Non-Executive Director
Beneficial Shareholding
(as at 31 December 2015)
Beneficial Shareholding
(as at 29 February 2016)
Ruth Anderson
Coline McConville
Pete Redfern
Chris Rogers
John Rogers
Robert Walker
2,268
334
434
1,964
433
72,593
2,355
421
514
2,051
504
73,086
UNAUDITED INFORMATION
Service Contracts
Outside Appointments
Travis Perkins recognises that its Executive Directors
may be invited to become Non-executive Directors
of other companies. Such Non-executive duties can
broaden a Director’s experience and knowledge which can
benefit Travis Perkins. Subject to approval by the Board,
Executive Directors are allowed to accept Non-executive
appointments, provided that these appointments will not
lead to conflicts of interest, and they may retain the fees
received. John Carter does not currently hold any
non-executive appointments. Tony Buffin has been a
non-executive director of the Dyson family businesses
since 2014. Tony earned and retained fees of £40,000
during 2015 (2014: £40,000).
Funding of Equity Awards
Executive incentive arrangements are funded by shares
purchased in the market. Entitlements under the HMRC
approved all colleague Sharesave scheme are satisfied by
newly issued shares. Where shares are newly issued, the
Company complies with Investment Association dilution
guidelines on their issue. The current dilution usage of
discretionary plans is given in the 2015 AGM notice. Where
shares are purchased in the market, these are held by a
trust in which case the voting rights relating to the shares
are exercisable by the Trustees in accordance with their
fiduciary duties. At 31 December 2015 the Trust held
1,318,532 shares.
Each of the executive directors has a service contract,
the date of which is shown below, which will be available
for inspection at the Annual General Meeting or at the
Company’s registered office. These contracts provide for
six months notice from the directors and 12 months notice
from the Company. They do not specify any particular level
of compensation in the event of termination or change
of control.
• John Carter - 1 January 2014
• Tony Buffin - 8 April 2013
Non-Executive Directors do not have a service contract,
but each has received a letter of appointment which will be
available for inspection at the Annual General Meeting or at
the Company’s registered office. These appointments expire
on the following dates:
Director
Expiry of appointment letter
Ruth Anderson
Coline McConville
Pete Redfern
Chris Rogers
John Rogers
Andrew Simon
Robert Walker
May 2018
May 2018
May 2018
August 2016
May 2018
Retired October 2015
May 2018
No compensation is payable on termination of the
employment of Non-Executive Directors, which may be
with or without notice.
122
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION Performance Graph & Table
For Comparative purposes the FTSE 100 index has been selected as this is the index of which the company is a member.
Total Shareholder Return
Total Shareholder Return
Travis Perkins plc
FTSE 100
900
800
700
600
500
400
300
200
100
0
2008
2009
2010
2011
2012
2013
2014
2015
Historical CEO Pay
Single Figure Remuneration (£000)
2009
1,412
2010
1,423
2011
1,938
2012
2013
2014
2015
3,506
2,044
2,634
2,563
Annual Bonus Payout (% of maximum)
100.0%
100.0%
75.9%
27.0%
62.9%
89.0%
31.9%
Vesting of Share Options (% of maximum)
Vesting of Performance Share Plan
(% of maximum)
Vesting of Co-investment Plan (SMS)
(% of maximum)
0%
-
0%
-
-
-
-
-
-
0%
0%
0%
80.0%
37.4%
44.8%
96.8%
51.0%
100.0%
0%
0%
44.2%
Data for 2014-15 relates to John Carter, earlier data relates to the prior CEO, Geoff Cooper
Change in Remuneration of Director undertaking the Role of CEO
Percentage Change in
Salary Earned
(2015 Full Year Compared to 2014 Full Year)
Percentage Change in Bonus
Opportunity Earned
(2015 Full Year Forecast Compared to 2014 Full Year)
Percentage Change in Taxable
Benefits Received
(2013/14 Tax Year Compared to 2014/15 Tax Year)
CEO
Comparative
Employee Group*
2.0%
2.1%
-57.1%
-40.0%
24.9%**
5.3%
*
Comparative group is all colleagues within the Travis Perkins Merchanting Division. This division is the largest division within the company, covers roles at all levels of the
organisation, and has wide geographic coverage within the UK and consequently provides a broad and diverse basis for comparison. Comparative group data is provided on
a per capita basis.
** Change in benefits relates to change in car following promotion to CEO combined with increased benefit in kind charges in relation to car and fuel benefit.
ANNUAL REPORT & ACCOUNTS 2015
123
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
Relative Importance of Spend on Pay
2015
2015
2014
2014
900
800
700
600
900
800
700
600
500
400
300
200
500
400
300
200
100
0
100
0
100
100
293
293
48
48
780
780
900
800
700
600
900
800
700
600
500
400
300
200
500
400
300
200
100
0
100
0
729
729
81
81
165
165
50
50
Distribution to
Shareholders
Distribution to
Shareholders
Capex
Capex
Corporation Tax
Corporation Tax
Employee
Remuneration
Employee
Remuneration
Distribution to
Shareholders
Distribution to
Shareholders
Capex
Capex
Corporation Tax
Corporation Tax
Employee
Remuneration
Employee
Remuneration
Capital expenditure is shown, for comparison, as an indicator of investment by the company in future growth. It includes
funds invested in the purchase of property, plant and equipment. Corporation Tax is included as indicator of wider societal
contribution facilitated by the Company’s operations and is the actual amount of corporation tax paid in the relevant
reporting periods.
Governance
Remuneration Committee and consideration by the
directors of matters relating to directors’ remuneration
During the year the committee comprised Andrew Simon
(Chair, part year), Coline McConville (Chair, part year), Peter
Redfern and John Rogers, all of whom are independent non-
executive directors, and Robert Walker.
Deloitte was appointed by the Committee in December to
provide independent advice on executive remuneration.
Deloitte replaced PwC who provided advice to the
committee up to this point. Deloitte was selected following
an interview process.
Deloitte and PwC are both founding members of the
Remuneration Consultants Code of Conduct and adhere
to this Code in its dealings with the Committee. The
Committee is satisfied that the advice provided by Deloitte
and PwC is objective and independent. The Committee
is comfortable that the Deloitte and PwC engagement
partner and team that provides remuneration advice to the
Committee do not have connections with the Company that
may impair their independence. The Committee reviewed
the potential for conflicts of interest and judged that there
were appropriate safeguards against such conflicts.
Fees are determined on a time and materials basis at
prevailing market rates. During the year PwC was paid
£22,000 for advice provided to the Committee and Deloitte
were paid £2,500.
PwC provided additional services to the Company in
relation to remuneration including support in developing
and implementing remuneration proposals, compensation
benchmarking and other tax and consulting services.
Deloitte were the Company’s auditors until the close of the
2014 accounts. Since this time, Deloitte have also provided
corporate tax advisory and internal audit services.
In addition John Carter (CEO), Tony Buffin (CFO), Deborah
Grimason (Company Secretary), Carol Kavanagh (Group
Human Resources Director), Sonia Fennell (Deputy
Company Secretary) and Paul Nelson (Group Head of
Reward) have assisted the committee in its work, but never
in respect of their own remuneration.
Responsibilities
The Remuneration Committee is responsible for developing
and implementing the remuneration policy within the
company. It determines all aspects of the remuneration of
executive directors and reviews with the Chief Executive the
remuneration of other senior executives. The committee
also oversees the administration of the Company’s share
plans. The committee’s terms of reference are available on
the company website or from the Company Secretary.
Key Items discussed in 2015 Meetings
In 2015 the remuneration committee met three times. The
committee discussed amongst others the following matters:
124
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION Month
March
Key Issues Considered
Bonuses
• Review of achievement against 2014 targets
• Bonus targets for 2015
LTIP Awards
• Review of performance conditions and grants for 2015
• Review of awards vesting in 2015
Review of executive shareholding requirement
Annual Directors’ Remuneration Report
November
Review of Remuneration Committee Terms of Reference
Salary Review 2016
Review of remuneration trends and issues
Review of bonus 2015 performance
Review of LTIP forecasts
December
Directors’ pay review
Review of bonus targets
Bonus measures for 2016
Review of LTIP targets
Shareholder Voting
At the last AGM the following resolutions in relation to remuneration were put by the Company:
Resolution
Votes For % For Votes Against % Against
Votes Withheld
To receive and approve the Directors’ Remuneration Report
166,086,786
98%
3,387,091
2%
2,224,376
The Directors’ Remuneration Report has been approved by
the Board of Directors and is signed on its behalf.
Coline McConville
Chairman, Remuneration Committee
18 March 2016
ANNUAL REPORT & ACCOUNTS 2015
125
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
GOVERNANCE & REMUNERATION
NOMINATIONS
COMMITTEE
REPORT
Dear Fellow Shareholder
A few words of introduction to summarise the work of the
Nominations Committee during the past year.
During 2015, the Nominations Committee held only one
meeting. This was considerably fewer than in past years,
when the Committee was heavily involved in planning and
executing Board executive and non-executive succession.
The final step in this process was the appointment to the
Board of Coline McConville in February as a non-executive
director and Chair of the Remuneration Committee; the
latter to succeed Andrew Simon who retired from the Board
in October 2015.
As a result, the Board is now fully fit for the future, with an
appropriate blend of skills in terms of age, gender, past
versus current experience and retail versus merchanting
experience. We now have a settled Board.
The purpose of the Committee’s meeting in 2015 was to
review the pipeline of executive talent below the Board,
future executive succession plans at that level, and the
Group’s provision of appropriate training and development
programmes.
The Committee plans to hold at least three meetings during
2016. We will continue to put priority time against executive
pipeline development, but also lay the groundwork and
process for more long-term board succession planning.
126
ANNUAL REPORT & ACCOUNTS 2015
Role
The Committee’s principal responsibility is to ensure that
the Board comprises individuals with the most appropriate
balance of experience, skills and knowledge to help develop
and support the Company strategy. In order to achieve
this, the Committee requires procedures to be in place that
enable the nomination, selection and succession of the
most capable directors and senior executives.
The Committee is also responsible for considering, and
making recommendations to the Board on succession
planning for directors and other senior executives; in
this sense the Nominations Committee undertakes a
broader role.
The Nominations Committee comprises all the Non-
executive Directors and is chaired by me other than when
it is dealing with matters in relation to me or the
chairmanship of the Company. The Chief Executive, Chief
Financial Officer and Group HR Director are invited to attend
when appropriate.
Election of Directors
The Nominations Committee recommended and the
Board agreed that Chris Rogers be appointed as Senior
Independent Director with effect from 1 November 2015.
Andrew was succeeded as Remuneration Committee
chairman by Coline McConville and as Stay Safe
Committee chairman by Pete Redfern.
The individuals involved did not participate in discussions
about their appointments.
2016 Objectives
To look further ahead to the future retirement of the current
Chief Executive, and the current Chairman and to lay out a
clear process for board and senior executive succession.
Board Diversity
It is the Group’s firm belief that having executives and
non-executives on the Board that are diverse in age,
experience, nationality or gender, provides us with different
perspectives. This does not just make good commercial and
business sense, but it is good for the Group’s colleagues and
its customers as well.
A rigorous selection process precedes the appointment of
all directors by the Board, and their recommendation by the
Nominations Committee.
In addition, the Group has a clear preference for non-
executives of whatever background, who have demonstrated
success as CFOs or CEOs.
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
The performance of each director, the Board and each
Committee is reviewed annually as part of the Board
evaluation process and I am pleased to confirm that the
Board recommends the election and re-election of all
directors who are standing for re-election at the Group’s
2016 AGM.
Activities in 2015
The Committee operates under formal terms of reference
and met once during the year. The principal matter
discussed at the meeting was a review of the senior talent
below the Board and the organisation and succession plans
for senior leadership roles.
Furthermore, a meeting of the Non-executive directors,
without me being present, led by the Senior Independent
Director Andrew Simon, was held to conduct a review of my
performance as Chairman in connection with the renewal of
my service contract at its sixth anniversary.
Board Succession
As mentioned in my introductory note (above), the
recruitment of new non-executive directors was completed
with the appointment of Coline McConville with effect
from 1 February 2015, and Andrew Simon retired from the
Board after over nine years service on 31 October 2015.
Andrew was chairman of the Remuneration and Stay Safe
Committees and (since August 2014) Senior
Independent Director.
As a result, job specifications, search processes and
selection criteria are focused on appointing candidates that
not only meet the criteria for the role, but who could also
offer different perspectives. Therefore, diversity, including
gender diversity, is actively considered, and will continue
to be so. The Board is committed to appointing the best
people and ensuring all employees are able to develop their
careers within the Group and therefore do not believe it is
appropriate to set targets in this area.
At the most senior director/manager level the Group has
two female board directors (25%). The Group currently also
has two women on its operating executive (16.66%). Further
details of the Group’s workforce diversity are set out in the
“Capturing the way things are done around here” section on
pages 70 to 77.
I will be available at the Annual General Meeting to answer
any questions about the work of the Committee.
Robert Walker
Chairman
18 March 2016
ANNUAL REPORT & ACCOUNTS 2015
127
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
GOVERNANCE & REMUNERATION
DIRECTORS’
REPORT
The Directors present their annual report
and audited accounts for the year ended
31 December 2015.
The Corporate Governance statement
on pages 98 to 103 forms part of the
Directors’ Report.
128
ANNUAL REPORT & ACCOUNTS 2015
Business Review
A review of the Group’s position, developments, activities
in the field of research and development and future
prospects can be found in the Strategic Report on pages
5 to 91. Whilst the Group operates predominately in the
UK it does have a few branches in the Isle of Man and the
Republic of Ireland.
Greenhouse Gas Emissions Reporting
Details of the Group’s Green House Gas Emissions can be
found in the Environmental Report on pages 84 to 91.
Results and Dividends
The Group results for the year ended 31 December 2015
and dividends for the year ending 31 December 2015 are
set out in the income statement and note 12 respectively
on pages 140 and 165. If approved at the Annual General
Meeting, the final dividend will be paid on 27 May 2016 to
those shareholders on the register at the close of business
on 29 April 2016.
Balance Sheet and Post Balance
Sheet Events
The balance sheet on pages 142 and 143 shows the Group’s
financial position. No important events have occurred since
the balance sheet date.
Principal Risks and Uncertainties
A review of the Group’s principal risks and uncertainties are
on pages 65 to 69.
Financial Risk Management
Details of the Group’s approach to capital management
and the alleviation of risk through the use of financial
instruments are given in the Financial Review on pages
56 to 63. Specific quantitative information on borrowings
and financial instruments is given in notes 23 and 24 on
pages 175 to 183 of the annual financial statements.
Directors and their Interests
The UK Corporate Governance Code (“the Code”) requires
that all directors of FTSE 350 companies are subject to
re-election at the Company’s Annual General Meeting each
year and therefore executive directors, John Carter and
Tony Buffin, and non-executive directors Ruth Anderson,
Coline McConville, Pete Redfern, Chris Rogers, John Rogers
and Robert Walker will all seek re-election at the Annual
General Meeting. Andrew Simon retired from the Board on
31 October 2015.
The names of the Directors at 31 December 2015, together
with their biographical details are set out on pages 94 to 96.
All of these Directors held office throughout the year, except
Coline McConville who was appointed with effect from
1 February 2015. The Executive Directors have rolling 12
month notice periods in their contracts. The Non-executive
Directors do not have service contracts. In the light of the
formal evaluation of their performances as a result of the
process described on page 101, Robert Walker, Chairman,
confirms on behalf of the Board that all directors continue
to be effective in, and committed to, their roles.
Directors and officers of the Company are entitled to be
indemnified out of the assets of the Company in respect
of any liability incurred in relation to the affairs of the
Company, or any associate company, to the extent the
law allows. In this regard, the Company is required to
disclose that under article 140 of the Company’s Articles of
Association, the Directors have the benefit of an indemnity,
to the extent permitted by the Companies Act 2006 against
liabilities incurred by them in the execution of their duties
and exercise of their powers. This indemnity is currently
in force. In addition, if proceedings against directors are
instituted subsequent to any person acquiring control of
the Company, the Company has agreed with each of the
Directors that pursuant to article 140(D) of the Company’s
Articles of Association, the Company shall provide a
Director with funds (subject to certain restrictions) to meet
expenditure incurred by that Director in defending any
criminal or civil proceedings.
A copy of the Company’s Articles of Association (which
contains this indemnity) is available for inspection at the
Company’s registered office during normal business hours
and will be available for inspection at (and during the period
of 30 minutes prior to) the Company’s forthcoming Annual
General Meeting.
None of the Directors had an interest in any contract to
which the Company or any of its subsidiaries was a party
during the year.
The Company has undertaken to comply with the best
practice on approval of directors’ conflicts of interests in
accordance with the Company’s Articles of Association.
These provisions have operated effectively. Under the
Companies Act 2006, a director must avoid a situation
where he has, or can have, a direct or indirect interest
that conflicts, or possibly may conflict, with the
Company’s interests.
The disclosable interests of Directors at 31 December 2015,
including holdings, if any, of spouses and of children aged
under 18, were as detailed in the Directors’ Remuneration
Report on pages 121 and 122.
ANNUAL REPORT & ACCOUNTS 2015
129
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
GOVERNANCE & REMUNERATION
Substantial Shareholdings
As at 31 December 2015, the Company had been notified
of the following interests amounting to 3% or more of the
voting rights in the issued ordinary share capital of the
Company (as at this date no other such notification from
any other shareholder had been received by the Company)
BlackRock Inc
OppenheimerFunds Inc
Sprucegrove Investment
Management Ltd
Majedie Asset
Management Ltd
Number
13,308,320
10,642,484
10,303,711
%
5.33%
4.26%
4.12%
8,054,007
3.22%
Any notifications received by the Company after
31 December 2015 and up to 1 April 2016 (being a date
within one month prior to the publication of the AGM notice)
are disclosed in the AGM notice.
Close Company Status
The close company provisions of the Income and
Corporation Taxes Act 1988 do not apply to the Company.
Employees
Statements on employee matters are contained in the
section of the annual report entitled “Capturing the way
things are done around here” on pages 70 to 77.
Details of the number of employees and related costs can
be found in note 7 to the financial statements.
The Company is committed to equality of opportunity and
recognises the benefit of diversity within its workforce. Its
approach to the matter of diversity on company boards is
set out in the Nominations Committee report on page 127
and in the section of the annual report entitled “Capturing
the way things are done around here” on pages 70 to 77.
The Company has an equal opportunities policy aimed at
ensuring that employment decisions are based on ability
and potential regardless of gender, race, colour, ethnic
origin or sexual orientation, age or disability. In particular,
applications for employment by disabled persons are always
fully and fairly considered, bearing in mind the aptitudes of
the person concerned. In the event of a member of staff
becoming disabled, 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 Company that the
training, career development and promotion of disabled
persons should, as far as possible, be identical to that of
other employees.
The Group’s policies and practices have been designed to
keep employees informed on matters relevant to them
as employees through regular meetings and newsletters.
Employee representatives are consulted regularly on a wide
range of matters affecting their interests. All employees with
more than three months’ service are eligible to participate
in the Company’s Sharesave and Buy-As-You Earn plans.
Details are provided in the Directors’ Remuneration Report.
Political Donations
The Group did not give any money for political purposes
nor did it make any donations to political organisations or
independent candidate or incur any political expenditure
during the year.
Auditor
KPMG LLP is the Company’s auditor at the date of this
report, having been appointed following the outcome of the
tender for the role of external auditor conducted during late
2014 and early 2015. Resolutions will be proposed at the
Annual General Meeting to re-appoint KPMG LLP as the
Company’s auditor, and to authorise the Audit Committee to
fix the auditor’s remuneration.
Statement on Disclosure of Information
to the Auditor
Each of the persons who is a director at the date of approval
of this report confirms that:
• So far as the director is aware, there is no relevant
audit information of which the Company’s auditor is
unaware; and
• The director has taken all reasonable steps that they
ought to have taken as a director in order to make
themselves aware of any relevant audit information
and to establish that the Company’s auditor is aware
of that information.
This confirmation is given and should be interpreted in
accordance with the provisions of s.418 of the Companies
Act 2006.
Share Capital and Change of Control
As at 31 December 2015 the Company had an allotted
and fully paid share capital of 249,814,722 ordinary shares
of 10 pence each, with an aggregate nominal value of
£24,981,472 (including shares owned by the employee
share ownership trust). The ordinary shares are listed on the
London Stock Exchange. All the shares rank pari passu. The
rights and obligations attaching to the shares are set out in
the Company’s Articles of Association. Fully paid shares in
the Company are freely transferable. There are no persons
130
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION that hold securities carrying special rights with regard to
the control of the Company. Details of the structure of the
Company’s share capital and changes in the share capital
during the year are also included in note 20 to the annual
financial statements.
As at 31 December 2015 the Travis Perkins Employee Share
Ownership Trust owned 1,318,532 shares in the Company
(0.528%) of issued share capital for use in connection with
the Company’s share schemes. Any voting or other similar
decisions relating to those shares would be taken by the
trustees, who may take account of any recommendation of
the Company.
There are no restrictions on voting rights attaching to the
Company’s ordinary shares. The Company is not aware of
any agreements between holders of securities that may
result in restrictions on the transfer of securities or on
voting rights.
The rules governing the appointment and replacement of
board members and changes to the Articles of Association
accord with usual English company law provisions. The
powers of the Company’s Directors are set out in the
Company’s Articles of Association. In particular, the
Board has the power to issue shares and to purchase the
Company’s own shares and is seeking renewal of these
powers at the forthcoming Annual General Meeting in
accordance with the restrictions and within the limits set out
in the notice of that meeting.
There are a number of agreements to which the Company
is a party that may take effect, alter or terminate upon a
change of control following a takeover bid. None of these
agreements is considered significant in the context of the
Company as a whole.
There are no agreements providing for compensation
for Directors or employees on change of control. As set
out in the Directors Remuneration Report on page 122,
service contracts for executive directors do not specify any
particular level of compensation in the event of termination
following change of control of the Company. As noted
above, the Company has agreed with each of the Directors
that it shall provide a director with funds (subject to certain
restrictions) to meet expenditure incurred in defending
any criminal or civil proceedings if such proceedings are
instituted subsequent to any person acquiring control of
the Company.
By order of the Board.
Deborah Grimason
Company Secretary and General Counsel
18 March 2016
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
ANNUAL REPORT & ACCOUNTS 2015
131
GOVERNANCE & REMUNERATION
STATEMENT OF
DIRECTORS’
RESPONSIBILITIES
The Directors are responsible for preparing the Annual
Report and the financial statements in accordance with
applicable law and regulations.
report, a directors’ remuneration report and a corporate
governance statement, which comply with that law and
those regulations.
Company law requires the Directors to prepare such financial
statements for each financial year. Under that law the Directors
are required to prepare the group financial statements in
accordance with International Financial Reporting Standards
(IFRSs) as adopted by the European Union and Article 4 of the
IAS Regulation and have also chosen to prepare the parent
company financial statements under IFRSs as adopted by the
European Union. Under company law the Directors must not
approve the accounts unless they are satisfied that they give a
true and fair view of the state of affairs of the Company and of
the profit or loss of the Company for that period. In preparing
these financial statements, International Accounting Standard 1
requires that directors:
• Select suitable accounting policies and apply them
consistently
• Make judgements and estimates that are reasonable
and prudent
• State whether the financial statements have been prepared
in accordance with IFRSs as adopted by the EU
• Prepare the financial statements on the going concern
basis unless it is inappropriate to presume the Group
and the Company will continue in business
• Make an assessment of the company’s ability to continue
as a going concern.
The Directors are responsible for keeping adequate
accounting records that are sufficient to show and explain
the Company’s transactions and disclose with reasonable
accuracy at any time the financial position of the Company
and enable them to ensure that the financial statements
comply with the Companies Act 2006. They are also
responsible for safeguarding the assets of the Company
and hence for taking reasonable steps for the prevention
and detection of fraud and other irregularities.
Under applicable law and regulations, the Directors are also
responsible for preparing a strategic report, a directors’
132
The Directors are responsible for the maintenance and
integrity of the corporate and financial information included on
the Company’s website. Legislation in the United Kingdom
governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.
Directors’ Responsibility Statement
We confirm that to the best of our knowledge:
• The financial statements, prepared in accordance with
International Financial Reporting Standards as adopted
by the EU, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company and the
undertakings included in the consolidation taken as a whole;
• The Strategic Report, which is incorporated into the
Directors’ Report, includes a fair review of the development
and performance of the business and the position of
the Company and the undertakings included in the
consolidation taken as a whole, together with a description
of the principal risks and uncertainties that they face.
• The annual report and financial statements taken as a
whole, are fair, balanced and understandable and provide
the information necessary for shareholders to assess the
Company’s performance, business model and strategy
Declaration
We consider that the Annual Report and Accounts, when
taken as a whole, is fair, balanced and understandable
and provides the information necessary for shareholders
to assess the Group’s performance, business model and
strategy.
By order of the Board
John Carter
Chief Executive Chief Financial Officer
18 March 2016
Tony Buffin
ANNUAL REPORT & ACCOUNTS 2015GOVERNANCE & REMUNERATION
GOVERNANCE & REMUNERATION
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Steve Fellows - Travis Perkins, Aylesbury
ANNUAL REPORT & ACCOUNTS 2015
133
Wickes, Rugby
134
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL
STATEMENTS
137
Independent auditors’ report
140 Financial statements
147
Notes to the financial statements
ANNUAL REPORT & ACCOUNTS 2015
135
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS FINANCIAL STATEMENTS
Paul Williams - Benchmarx, Shrewsbury
136
ANNUAL REPORT & ACCOUNTS 2015
INDEPENDENT
AUDITOR’S REPORT
TO THE MEMBERS OF TRAVIS PERKINS plc ONLY
OPINIONS AND CONCLUSIONS ARISING FROM OUR AUDIT
1. Our opinion on the financial statements
is unmodified
We have audited the financial statements of Travis Perkins
plc for the year ended 31 December 2015 set out on pages
140 to 205.
In our opinion:
• the financial statements give a true and fair view of the
state of the Group’s and of the Parent Company’s affairs
as at 31 December 2015 and of the Group’s and the
Parent Company’s profit for the year then ended;
• the financial statements have been properly prepared
in accordance with International Financial Reporting
Standards as adopted by the European Union (IFRSs
as adopted by the EU); and
• the financial statements have been prepared in
accordance with the requirements of the Companies Act
2006 and, as regards the group financial statements,
Article 4 of the IAS Regulation.
2. Our assessment of risks of material
misstatement
In arriving at our audit opinion above on the financial
statements the risks of material misstatement that had
the greatest effect on our audit were as follows:
Valuation of Goodwill and non-current assets
(£2,983 million)
Refer to page 106 (Audit Committee Report), page 151
(Critical judgements and key sources of estimation and
uncertainty) and pages 165 to 167, (note13) Financial
disclosures.
The Risk – Loss of significant customers or changing
consumer habits may lead to a risk that the business does
not meet the growth projections necessary to support the
carrying value of these assets.
A significant proportion of the market served by the PTS
and F & P businesses is highly competitive, offers low
margins and certain manufacturers exercise a degree of
control over customer pricing. The re-segmentation of
the P&H business has now been completed and the PTS
business is clearly focused on the larger contract customers
which operate in this competitive element of the market. In
addition changing consumer habits are most significant in
the consumer division and the Wickes business in particular.
During the year the Group has reassessed its cash flows in
relation to PTS and F & P as a result of completion of the
re-segmentation programme and risk adjusted these cash
flows to account for the observed changes in the market.
This has resulted in an impairment of £141 million being
recorded in the financial statements.
Our Response - Our procedures included critically assessing
the key assumptions applied by the Group in determining
the recoverable amount of the above CGUs. In particular,
we evaluated the appropriateness and consistency of
underlying assumptions in determining the cash flows,
specifically revenue growth, margin assumptions and
capital expenditure. We considered historical forecasting
accuracy, compared forecast cash flows to those currently
being achieved by the CGUs and assessed if future cash
flows reflect known or probable changes in the business
environment. We used our own valuation specialists to
challenge the key inputs used in the calculation of the
discount rates used by the group, including comparisons
with external data sources for comparable companies. We
performed our own sensitivity analysis on these CGUs,
including a reduction in assumed growth rates, increased
capital expenditure and an increased discount rate. We
assessed whether the Group’s disclosures regarding the
sensitivity of the impairment assessment, to changes in key
assumptions, appropriately reflected the risks inherent in the
valuation of goodwill and non-current assets.
Recognition of supplier rebate income
Refer to page 106 (Audit Committee Report), page 151
(Critical judgements and key sources of estimation and
uncertainty) and page 173 (Note 18) Financial disclosures.
The Risk – As a result of the wide range of products and
suppliers to the Group, there are a significant number of
complex and varying purchase agreements within the
business specifically involving fixed price discounts, volume
rebates and customer sales support. We consider the risk
to relate to the calculation and recoverability of the year end
ANNUAL REPORT & ACCOUNTS 2015
137
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS receivables from suppliers in respect of these agreements.
The risk is driven by the complexity of this calculation
across the range of products and divisions.
aggregated group level to re-examine our assessment that
there were no significant risks of material misstatement
within these.
The Group audit 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 audit team approved the component
materialities, which ranged from £1.7 million to £10 million,
having regard to the mix of size and risk profile of the Group
across the components.
The Group audit team visited all the significant component
locations (all UK based), to assess the audit risk and
strategy and, subsequently, to discuss the findings reported
to the Group audit team in more detail, and any further work
required by the Group audit team was then performed by
the component auditor.
4. Our opinion on other matters prescribed
by the Companies Act 2006 is unmodified
In our opinion:
• the part of the Directors’ Remuneration Report to be
audited has been properly prepared in accordance with
the Companies Act 2006;
• the information given in the Strategic Report and the
Directors’ Report for the financial year for which the
financial statements are prepared is consistent with the
financial statements.
5. We have nothing to report on the
disclosures of principal risks
Based on the knowledge we acquired during our audit, we have
nothing material to add or draw attention to in relation to:
• the directors’ statement of viability assessment on page
63, concerning the principal risks, their management, and,
based on that, the directors’ assessment and expectations
of the group’s continuing in operation over the 3 years
from 28 February 2016; or
• the disclosures in note 1 of the financial statements
concerning the use of the going concern basis of accounting.
Our Response - Our audit procedures in this area included
recalculating a sample of rebates receivable based on the
terms of the purchase agreements. We compared post year
end cash receipts and credit notes received to the year end
recoverable balance to assess the validity and accuracy of
the rebates receivable. For significant balances outstanding
at the date of signing the audit report we considered the
success of rebate collection in previous periods and agreed
the amount accrued to contractual agreements.
Inventory valuation (£762 million)
Refer to page 106 (Audit Committee Report), page 151
(Critical judgements and key sources of estimation
and uncertainty)
The Risk –The impact of rebate accounting and overheads
allocations makes the inventory valuation complex in
the various group businesses. In addition the competitive
market and changes in consumer tastes may impact the
saleability of the product. Both of these factors may lead to
a risk of items not being recorded at the lower of cost and
net realisable value.
Our Response - Our audit procedures in this area included
evaluation of the appropriateness of the methodologies
applied in determining product cost and critically assessing
the calculation (including the allocation of rebates). We
compared the amounts at which a sample of items is stated
with the invoiced cost, adjusted for any subsequent rebates
and compared that with sales prices achieved after the
year-end. We critically assessed the assumptions used in
deriving the required level of provisions by forming our own
expectations based on historical sales levels and compared
these to the Group’s calculations. We also considered the
adequacy of the Group’s disclosures about the degree of
estimation involved in arriving at the valuation.
3. Our application of materiality and an
overview of the scope of our audit
The materiality for the group financial statements as a
whole was set at £18 million, determined with reference
to a benchmark of Group profit before taxation. Materiality
represents 5% of Group profit before tax adjusted for
impairment of intangible assets as disclosed on the face
of the income statement.
We reported to the Audit Committee any corrected or
uncorrected identified misstatements exceeding £0.5
million in addition to other identified misstatements that
warranted reporting on qualitative grounds.
Of the Group’s 43 reporting components, 15 were subject to
audit for group reporting purposes. These group procedures
covered 93% of total group revenue; 95% of group profit
before taxation; and 91% of total group assets. For the
remaining components, we performed analysis at an
138
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS 6. We have nothing to report in respect of
the matters on which we are required to
report by exception
Under ISAs (UK and Ireland) we are required to report to
you if, based on the knowledge we acquired during our
audit, we have identified other information in the annual
report that contains a material inconsistency with either
that knowledge or the financial statements, a material
misstatement of fact, or that is otherwise misleading.
In particular, we are required to report to you if:
• we have identified material inconsistencies between the
knowledge we acquired during our audit and 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; or
• the Audit Committee Report does not appropriately
address matters communicated by us to the audit
committee.
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.
Under the Listing Rules we are required to review:
• the directors’ statements, set out on pages 102 and 63, in
relation to going concern and longer-term viability; and
• the part of the Corporate Governance Statement on
page 98 in The Corporate Governance Report relating to
the company’s compliance with the eleven provisions of
the 2014 UK Corporate Governance Code specified for
our review.
We have nothing to report in respect of the above
responsibilities.
Scope and responsibilities
As explained more fully in the Directors’ Responsibilities
Statement set out on page 132, the directors are responsible
for the preparation of the financial statements and for being
satisfied that they give a true and fair view.
A description of the scope of an audit of financial
statements is provided on the Financial Reporting Council’s
website at www.frc.org.uk/auditscopeukprivate. This report
is made solely to the company’s members as a body and is
subject to important explanations and disclaimers regarding
our responsibilities, published on our website at www.kpmg.
com/uk/auditscopeukco2014a, which are incorporated into
this report as if set out in full and should be read to provide
an understanding of the purpose of this report, the work we
have undertaken and the basis of our opinions.
Greg Watts (Senior Statutory Auditor)
for and on behalf of KPMG LLP, Statutory Auditor
Chartered Accountants
One Snowhill
Snowhill Queensway
Birmingham
B4 6GH
18 March 2016
ANNUAL REPORT & ACCOUNTS 2015
139
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS FINANCIAL STATEMENTS
Income Statements
FOR THE YEAR ENDED 31 DECEMBER 2015
Notes
4
5(a)
9
9
10(a)
Revenue
Operating profit before
amortisation and impairment
Amortisation of goodwill
and acquired intangible assets
Impairment of goodwill
and other intangible assets
Operating profit
Finance income
Finance costs
Profit before tax
Tax
Profit for the year
Attributable to:
Owners of the Company
Non-controlling interests
Earnings per ordinary share
Basic
Diluted
Total dividend declared per
ordinary share
11(a)
11(a)
12
Pre-
exceptional
items
£m
5,941.6
412.6
(18.0)
2015
Exceptional
items
Total
£m
£m
-
-
-
5,941.6
412.6
(18.0)
-
(140.6)
(140.6)
394.6
1.2
(31.7)
364.1
(71.8)
292.3
292.2
0.1
292.3
(140.6)
254.0
-
-
1.2
(31.7)
(140.6)
223.5
16.0
(55.8)
(124.6)
167.7
(124.6)
167.6
-
0.1
(124.6)
167.7
67.8p
66.2p
44.0p
All results relate to continuing operations. Details of exceptional items are given in notes 5 and 10.
Revenue
Operating profit before exceptional items
Exceptional items
Operating profit
Finance income
Finance costs
Profit before tax
Tax
Profit for the year
All results relate to continuing operations. Details of exceptional items are given in note 5.
140
ANNUAL REPORT & ACCOUNTS 2015
The Group
Pre-
exceptional
items
£m
5,580.7
2014
Exceptional
items
£m
-
Total
£m
5,580.7
384.0
(23.3)
360.7
(17.6)
-
366.4
5.6
(27.3)
344.7
(68.0)
276.7
276.5
0.2
276.7
Notes
4
5
9
9
10
-
-
(23.3)
-
-
(23.3)
5.3
(18.0)
(18.0)
-
(18.0)
(17.6)
-
343.1
5.6
(27.3)
321.4
(62.7)
258.7
258.5
0.2
258.7
105.9p
102.8p
38.0p
The Company
2015
£m
264.9
239.5
-
239.5
1.2
(47.5)
193.2
10.8
204.0
2014
£m
205.4
178.5
(6.4)
172.1
5.9
(41.4)
136.6
10.6
147.2
Statements of Comprehensive Income
FOR THE YEAR ENDED 31 DECEMBER 2015
Profit for the year
Items that will not be reclassified subsequently to profit and loss
Actuarial gains / (losses ) on defined benefit pension schemes
Deferred tax rate change on actuarial movement
Income tax relating to items not reclassified
Items that may be reclassified subsequently to profit and loss
Cash flow hedges
Other comprehensive income / (loss) for the year net of tax
Notes
28(g)
10(b)
10(b)
The Group
The Company
2015
£m
167.7
2014
£m
2015
£m
258.7
204.0
2014
£m
147.2
24.8
(48.4)
(1.4)
(4.7)
18.7
(0.3)
18.4
-
9.5
(38.9)
0.2
(38.7)
-
-
-
-
-
-
-
-
(0.3)
(0.3)
0.2
0.2
Total comprehensive income for the year
186.1
220.0
203.7
147.4
ANNUAL REPORT & ACCOUNTS 2015
141
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS The Group
The Company
Notes
2015
£m
2014
£m
2015
£m
2014
Restated*
£m
13
14
15
24
16
17
17
17
26
18
24
19
1,740.2
371.7
849.1
1,816.8
406.8
689.3
6.3
0.4
7.9
-
7.8
-
18.7
0.4
1.7
-
3.2
-
-
-
0.1
6.3
-
12.2
-
-
0.1
18.7
-
1.3
3,683.5
3,659.6
3.3
2.9
-
3.7
2,983.4
2,936.9
3,708.3
3,683.4
761.8
986.9
16.2
83.8
1,848.7
4,832.1
742.7
931.8
2.5
108.3
1,785.3
4,722.2
-
269.8
16.2
32.8
318.8
-
167.4
2.5
54.0
223.9
4,027.1
3,907.3
FINANCIAL STATEMENTS
Balance Sheets
AS AT 31 DECEMBER 2015
Assets
Non-current assets
Goodwill
Other intangible assets
Property, plant and equipment
Derivative financial instruments
Investment property
Interest in associates
Investment in subsidiaries
Investments
Deferred tax asset
Total non-current assets
Current assets
Inventories
Trade and other receivables
Derivative financial instruments
Cash and cash equivalents
Total current assets
Total assets
*Information about the restatement is given in note 5.
142
ANNUAL REPORT & ACCOUNTS 2015
Equity and Liabilities
Capital and reserves
Issued capital
Share premium account
Merger reserve
Revaluation reserve
Hedging reserve
Own shares
Other reserves
Accumulated profits
Equity attributable to owners of the Company
Non controlling interests
Total equity
Non-current liabilities
Interest bearing loans and borrowings
Derivative financial instruments
Retirement benefit obligations
Long-term provisions
Amounts due to subsidiaries
Deferred tax liabilities
Total non-current liabilities
Current liabilities
Interest bearing loans and borrowings
Trade and other payables
Tax liabilities
Short-term provisions
Total current liabilities
Total liabilities
Total equity and liabilities
20
22
22
22
22
22
22
22
23
24
28
25
26
23
27
25
The Group
The Company
Notes
2015
£m
2014
£m
2015
£m
2014
Restated
£m
24.9
509.4
326.5
-
0.2
(28.5)
-
315.1
1,147.6
-
385.4
0.5
-
-
25.0
518.9
326.5
18.4
(0.1)
(15.5)
(1.4)
1,918.1
2,789.9
5.9
24.9
510.5
326.5
18.1
0.2
(28.5)
(1.5)
1,827.5
2,677.7
-
25.0
517.8
326.5
-
(0.1)
(15.5)
-
421.5
1,275.2
-
2,795.8
2,677.7
1,275.2
1,147.6
440.0
360.2
-
-
-
411.4
-
52.2
7.4
-
61.3
532.3
139.8
1,235.5
90.2
38.5
1,504.0
2,036.3
4,832.1
0.5
97.5
7.8
-
66.7
612.5
43.5
1,255.2
71.6
61.7
1,432.0
2,044.5
4,722.2
2,231.6
2,303.9
-
-
2,591.8
2,689.8
137.0
23.1
-
-
160.1
2,751.9
4,027.1
45.6
24.3
-
-
69.9
2,759.7
3,907.3
The financial statements of Travis Perkins plc, registered number 824821, were approved by the Board of Directors on 18 March 2016 and
signed on its behalf by:
John Carter
Director
Tony Buffin
Director
ANNUAL REPORT & ACCOUNTS 2015
143
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS FINANCIAL STATEMENTS
Consolidated Statement of Changes in Equity
FOR THE YEAR ENDED 31 DECEMBER 2015
FOR THE YEAR ENDED 31 DECEMBER 2014
The Group
Issued
share
capital
£m
Share
premium
account
£m
Merger
reserve
£m
Revaluation
reserve
£m
Hedging
reserve
£m
At 1 January 2014
24.7
498.0
326.5
18.4
Profit for the year
Other comprehensive
income for the period
net of tax
Total comprehensive
income for the year
Dividends
-
-
-
-
-
-
-
-
Issue of share capital
0.2
12.5
Realisation of revaluation
reserve in respect of
property disposals
Difference between
depreciation of assets on
a historical basis and
on a revaluation basis
Tax on share based
payments (note 10c)
Foreign exchange
Credit for equity-settled
share based payments
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(0.2)
(0.1)
-
-
-
-
-
0.2
0.2
-
-
-
-
-
-
-
Own
shares
£m
(40.6)
-
-
-
-
12.1
-
-
-
-
-
Total equity
before non-
controlling
interest
£m
Non
controlling
interest
£m
Retained
earnings
£m
Total
equity
£m
1,689.9
2,515.2
- 2,515.2
258.5
258.7
Other
£m
(1.7)
0.2
-
(38.9)
(38.7)
0.2
219.6
220.0
-
-
-
-
-
-
-
(81.1)
(10.5)
(81.1)
14.3
0.2
0.1
-
-
(0.5)
(0.5)
(0.1)
9.9
(0.1)
9.9
-
-
-
-
-
-
-
-
-
-
258.7
(38.7)
220.0
(81.1)
14.3
-
-
(0.5)
(0.1)
9.9
At 31 December 2014
24.9
510.5
326.5
18.1
0.2
(28.5)
(1.5)
1,827.5
2,677.7
- 2,677.7
Profit for the year
Other comprehensive
income for the period
net of tax
Total comprehensive
income for the year
Dividends
-
-
-
-
-
-
-
-
Issue of share capital
0.1
8.4
Realisation of revaluation
reserve in respect of
property disposals
Difference between
depreciation of assets on a
historical basis and on
a revaluation basis
Deferred tax rate change
Tax on share based
payments (10c)
Arising on acquisition
Foreign exchange
Credit for equity-settled
share based payments
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(0.5)
(0.1)
0.9
-
-
-
-
-
(0.3)
(0.3)
-
-
-
-
-
-
-
-
-
-
-
-
-
13.0
-
-
-
-
-
-
-
0.1
167.6
167.7
-
18.7
18.4
0.1
186.3
186.1
-
-
-
-
-
-
-
-
-
(100.2)
(100.2)
(11.5)
10.0
0.5
0.1
-
1.9
-
(0.2)
13.7
-
-
0.9
1.9
-
(0.2)
13.7
-
-
-
-
-
-
-
-
-
5.9
-
-
167.7
18.4
186.1
(100.2)
10.0
-
-
0.9
1.9
5.9
(0.2)
13.7
At 31 December 2015
25.0
518.9
326.5
18.4
(0.1)
(15.5)
(1.4)
1,918.1
2,789.9
5.9 2,795.8
144
ANNUAL REPORT & ACCOUNTS 2015
Statement of Changes in Equity
FOR THE YEAR ENDED 31 DECEMBER 2015
FOR THE YEAR ENDED 31 DECEMBER 2014
Previously reported
at 1 January 2014
Prior period restatement (note 5e)
At 1 January 2014 (restated)
Profit for the year
Other comprehensive income
for the period net of tax
Total comprehensive
income for the year
Dividends
Issued
share
capital
£m
24.7
-
24.7
-
-
-
-
Share
premium
account
£m
496.9
-
496.9
-
-
-
-
Issue of share capital
0.2
12.5
Tax on share based payments
(note 10c)
Credit for equity-settled share
based payments
At 31 December 2014
Profit for the year
Other comprehensive income
for the period net of tax
Total comprehensive income
for the year
Dividends
Issue of share capital
Tax on share based payments
(note 10c)
Credit for equity-settled share
based payments
-
-
-
-
24.9
509.4
326.5
-
-
-
-
0.1
-
-
-
-
-
-
8.4
-
-
-
-
-
-
-
-
-
Merger
reserve
£m
326.5
-
326.5
-
-
-
-
-
-
-
The Company
Hedging
reserve
£m
-
-
-
-
0.2
0.2
-
-
-
-
0.2
-
(0.3)
(0.3)
-
-
-
-
Own
shares
£m
(40.6)
-
(40.6)
-
-
-
-
12.1
-
-
(28.5)
-
-
-
-
13.0
-
-
Retained
earnings
£m
214.3
45.4
259.7
147.2
-
147.2
(81.1)
(10.5)
(10.1)
9.9
315.1
204.0
Total
equity
£m
1,021.8
45.4
1,067.2
147.2
0.2
147.4
(81.1)
14.3
(10.1)
9.9
1,147.6
204.0
-
(0.3)
204.0
203.7
(100.2)
(11.5)
0.4
13.7
(100.2)
10.0
0.4
13.7
At 31 December 2015
25.0
517.8
326.5
(0.1)
(15.5)
421.5
1,275.2
ANNUAL REPORT & ACCOUNTS 2015
145
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS FINANCIAL STATEMENTS
Cash Flow Statements
FOR THE YEAR ENDED 31 DECEMBER 2015
Operating profit before amortisation and impairment of goodwill
and other intangibles and exceptional items
Adjustments for:
Depreciation of property, plant and equipment
Amortisation of internally generated intangibles
Other non cash movement – share based payments
Other
Losses of associates
Gain on disposal of property, plant and equipment
Operating cash flows before exceptional items
Increase in inventories
Increase in receivables
(Decrease) / increase in payables
Payments of exceptional items
Pension payments in excess of the charge to profits
Cash generated from operations
Interest paid
Income taxes paid
Net cash from operating activities
Cash flows from investing activities
Interest received
Proceeds on disposal of property, plant and equipment
Development of computer software
Purchases of property, plant and equipment
Interest in associates
Investments
Acquisition of businesses net of cash acquired (note 29)
Net cash used in investing activities
Financing activities
Net proceeds from the issue of share capital
Net movement in finance lease liabilities
Debt arrangement fees
Repayment of loan notes
Increase / (decrease) in loans and liabilities to pension scheme
Increase in sterling bond
Dividends paid
Net cash from financing activities
Net (decrease) / increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of year (note 19)
146
ANNUAL REPORT & ACCOUNTS 2015
The Group
The Company
2015
£m
2014
£m
2015
£m
2014
£m
412.6
384.0
239.5
178.5
83.0
3.1
13.7
0.7
(2.7)
(26.3)
484.1
(14.1)
(43.0)
(38.8)
(14.6)
(23.3)
350.3
(19.9)
(47.8)
282.6
0.2
50.8
(23.9)
(268.7)
(3.5)
(5.3)
(26.0)
(276.4)
10.0
(2.7)
(3.9)
(40.8)
106.9
-
(100.2)
(30.7)
(24.5)
108.3
83.8
74.9
0.7
9.9
-
3.3
(26.8)
446.0
(48.5)
(107.7)
48.9
(3.8)
(24.7)
310.2
(15.2)
(49.9)
245.1
0.2
30.8
(14.0)
(150.9)
(2.1)
-
(15.7)
(151.7)
14.3
(2.5)
(2.6)
-
(243.0)
250.0
(81.1)
(64.9)
28.5
79.8
108.3
0.1
-
3.4
-
(7.5)
-
235.5
-
(124.1)
(49.4)
-
-
62.0
(18.8)
-
43.2
0.2
-
-
(0.1)
(3.5)
(31.3)
-
(34.7)
10.0
-
(3.9)
(40.8)
110.0
-
(100.2)
(24.9)
(16.4)
49.2
32.8
0.1
-
1.2
-
-
-
179.8
-
(19.3)
(31.2)
(0.4)
-
128.9
(12.9)
-
116.0
0.5
-
-
(0.1)
1.6
(16.7)
-
(14.7)
14.3
-
(2.6)
-
(240.0)
250.0
(81.1)
(59.4)
41.9
7.3
49.2
Notes to the financial statements
FOR THE YEAR ENDED 31 DECEMBER 2015
1. GENERAL INFORMATION
Overview
Travis Perkins plc is a company incorporated in the United
Kingdom under the Companies Act 2006. The address of the
registered office is given on page 210. The nature of the Group’s
operations and its principal activities are set out in the Strategic
Report on pages 5 to 91.
These financial statements are presented in pounds sterling,
the currency of the primary economic environment in which the
Group operates.
Basis of accounting
The financial statements have been prepared in accordance with
International Financial Reporting Standards (“IFRS”) issued by the
International Accounting Standards Board (“IASB”). The financial
statements have also been prepared in accordance with IFRS
adopted by the European Union and therefore the Group financial
statements comply with Article 4 of the EU IAS Regulations.
Basis of preparation
The financial statements have been prepared on the historic cost
basis, except that derivative financial instruments, available for
sale investments, contingent consideration arising from business
combinations and certain borrowings are stated at their fair value.
The consolidated financial statements include the accounts of
the Company and all entities controlled by the Company (its
subsidiaries) (together referred to as “the Group”) from the date
control commences until the date that control ceases. Control is
achieved where the Company:
• Has the power over the investee
• Is exposed or has rights to a variable return from the
involvement with the investee
• Has the ability to use its power to affect its returns
As such, the results of subsidiaries acquired during the year are
included in the consolidated income statement from the effective
date of acquisition.
At the date of the approval of these financial statements, the
following Standards and Interpretations, which have not yet
been applied in these financial statements, were in issue, but not
yet effective:
• FRS 9 - Financial Instruments
• IFRS 14 - Regulatory Deferral Accounts
• Annual improvements to IFRS 2010-2012 cycle
• Annual improvements to IFRS 2011-2013 cycle
• Annual improvements to IFRS 2012-2014 cycle
• Amendments to IFRS 11 - Accounting for Acquisitions of
Interests in Joint Operations
• Amendments to IAS 16 and IAS 38 – Clarification of
Acceptable Methods of Depreciation and Amortisation
• IFRS 15 - Revenue Recognition
The Directors anticipate that adoption of these Standards and
Interpretations in future periods will not have a material impact on
the financial statements of the Group.
• IFRS 16 – In January 2016 the IASB issued IFRS 16 on
accounting for leases which is yet to be endorsed by the
European Union. This standard will have a material effect
on the Group because of the value of operating leases it has
entered into (see note 30). The Group is in the process of
determining what the effect may be which given the complexity
of the standard and volume of leases is expected to take a
considerable time.
The Directors are currently of the opinion that the Group’s forecasts
and projections, show that the Group should be able to operate
within its current facilities and comply with its banking covenants.
The Group is however, exposed to a number of significant risks
and uncertainties, which could affect the Group’s ability to meet
management’s projections and hence its ability to meet its banking
covenants. The Directors believe that the Group has the flexibility
to react to changing market conditions and is adequately placed to
manage its business risks successfully.
Detailed considerations of going concern, risks and uncertainties
are provided in the Annual Report on pages 102 and 65 to 69
respectively.
After making enquiries, the Directors have formed a judgement
at the time of approving the financial statements, that there is a
reasonable expectation that the Company and the Group have
adequate resources to continue in operational existence for the
twelve months from the date of signing these accounts. For this
reason, they continue to adopt the going concern basis in preparing
the financial statements.
2. SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in preparing the financial
statements are set out below.
Revenue recognition
Revenue is recognised when goods or services are received by the
customer and the risks and rewards of ownership have passed
to them. Revenue is measured at the fair value of consideration
received or receivable and represents amounts receivable for
goods and services provided in the normal course of business, net
of discounts and value added tax. For the Group, services comprise
tool hire and kitchen and bathroom installations. For the Parent
Company, revenue comprises management charges receivable
and dividend income received.
Exceptional items
Exceptional items are those items of income and expenditure
that by reference to the Group are material in size or unusual
in nature or incidence, that in the judgement of the Directors,
should be disclosed separately on the face of the financial
statements (or in the notes in the case of a segment) to ensure
both that the reader has a proper understanding of the Group’s
financial performance and that there is comparability of financial
performance between periods.
Items of income or expense that are considered by the Directors
for designation as exceptional items include, but are not limited
to, significant restructurings, onerous contracts, write-downs or
impairments of current and non-current assets, the costs of
acquiring and integrating businesses, gains or losses on disposals
of businesses and investments, re-measurement gains or losses
arising from changes in the fair value of derivative financial
instruments to the extent that hedge accounting is not achieved or
is not effective, material pension scheme curtailment gains and the
effect of changes in corporation tax rates on deferred tax balances.
Supplier income
Supplier Income comprises fixed price discounts, volume rebates
and customer sales support.
Fixed price discounts and volume rebates received and receivable
in respect of goods which have been sold are initially deducted
from the cost of inventory and therefore reduce cost of sales in the
income statement when the goods are sold. Where goods on which
the fixed price discount or volume rebate has been earned remain
in inventory at the year-end, the cost of that inventory reflects
those discounts and rebates (see inventory accounting policy).
ANNUAL REPORT & ACCOUNTS 2015
147
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS FINANCIAL STATEMENTS
2. SIGNIFICANT ACCOUNTING POLICIES continued
The Group receives customer sales support payments that are
made entirely at the supplier’s option, that are requested by the
Group when a specific product is about to be sold to a specific
customer and for which payment is only received after the sale
has been completed. All customer sales support receipts received
and receivable are deducted from cost of sales when the sale to
the third party has been completed, i.e. when the customer sales
support payment has been earned.
Supplier income receivable is netted off against trade payables
when there is a legally binding arrangement in place and it is
management’s intention to do so, otherwise amounts are included
in other receivables in the balance sheet.
Other promotional arrangements are not significant.
Customer rebates
Where the Group has rebate agreements with its customers,
the value of customer rebates paid or payable, calculated in
accordance with the agreements in place, is deducted from
turnover in the year in which the rebate is earned.
Business combinations and goodwill
All business combinations are accounted for using the acquisition
method. The cost of an acquisition represents the cash value of the
consideration and/or the fair value of the shares issued on the date
the offer became unconditional. The acquiree’s identifiable assets,
liabilities and contingent liabilities that meet the conditions for
recognition under IFRS 3 (2008) are recognised at their fair value
at the acquisition date except that:
• Deferred tax assets or liabilities and liabilities or assets
related to employee benefit arrangements are recognised and
measured in accordance with IAS 12 Income Taxes and IAS 19
Employee Benefits respectively
• Liabilities or equity instruments related to the replacement by
the Group of an acquiree’s share-based payment awards are
measured in accordance with IFRS 2 Share-based Payment
Where a business combination is achieved in stages, the Group’s
previously held interest in the acquired entity is remeasured to fair
value at the acquisition date and the resulting gain or loss, if any, is
recognised in the income statement.
Goodwill arising on acquisition represents the excess of the
cost of acquisition over the share of the aggregate fair value of
identifiable net assets (including intangible assets) of a business or
a subsidiary at the date of acquisition. All material intangible fixed
assets obtained on acquisition have been recognised separately
in the financial statements. Goodwill is initially recognised as
an asset and allocated to cash generating units or groups of
cash generating units that are expected to benefit from the
synergies of the combination, then at least annually, is reviewed
for impairment. Any impairment is recognised immediately in
the income statement and is not subsequently reversed, as such,
goodwill is stated in the balance sheet at cost less any provisions
for impairment in value.
Goodwill arising on acquisitions before the date of transition to
IFRS (1 January 2004) has been retained at the previous UK GAAP
carrying value subject to being tested for impairment at that date.
Goodwill written off to reserves prior to 1998 under UK GAAP has
not been reinstated and would not be included in determining any
subsequent profit or loss on disposal.
Liabilities for contingent consideration are classified as fair value
through profit and loss.
148
ANNUAL REPORT & ACCOUNTS 2015
Intangible assets
Intangible assets identified as part of the assets of an acquired
business are capitalised separately from goodwill if the fair value
can be measured reliably on initial recognition. Intangible assets
are amortised to the income statement on a straight-line basis
over a maximum of 20 years except where they are considered
to have an indefinite useful life. In the latter instance, they are
reviewed annually for impairment.
Property, plant and equipment
Property, plant and equipment is stated at cost or deemed cost
less accumulated depreciation and any impairment in value.
Assets are depreciated to their estimated residual value on a
straight-line basis over their estimated useful lives as follows:
• Buildings - 50 years or if lower, the estimated useful life of the
building or the life of the lease
• Plant and equipment - 4 to 10 years
• Computer Software - 3 to 10 years
• Freehold land is not depreciated
Assets held under finance leases are depreciated over their
expected useful lives on the same basis as owned assets, or where
shorter, the term of the relevant lease.
The gain or loss arising on the disposal or retirement of an asset
is determined as the difference between the sale proceeds
net of expenses and the carrying amount of the asset in the
balance sheet and is recognised in the income statement. Where
appropriate, the attributable revaluation reserve remaining in
respect of properties revalued prior to the adoption of IFRS is
transferred directly to reserves.
Leases
Finance leases, which transfer to the Group substantially all the
risks and benefits incidental to ownership of the leased item, are
capitalised at the inception of the lease at the fair value of the
leased asset or, if lower, at the present value of the minimum lease
payments. Lease payments are apportioned between the finance
charges and reduction of the lease liability to achieve a constant
rate of interest on the remaining balance of the liability. Finance
charges are charged directly against income. Capitalised leased
assets are depreciated over the shorter of the estimated useful
life of the asset or the lease term. Leases where the lessor retains
substantially all the risks and benefits of ownership of the asset are
classified as operating leases.
Operating lease rental payments are recognised as an expense in
the income statement on a straight-line basis over the lease term.
Reverse lease premia and other incentives receivable for entering
into a lease agreement are recognised in the income statement on
a straight-line basis over the life of the lease.
Impairment of tangible and intangible assets
The carrying amounts of the Group’s tangible and intangible assets
with a definite useful life are reviewed at each balance sheet date
to determine whether there is any indication of impairment. If such
an indication exists, the asset’s recoverable amount is estimated
and compared to its carrying value. Where the asset does not
generate cash flows that are independent from other assets, the
Group estimates the recoverable amount of the cash-generating
unit (“CGU”) to which the asset belongs. The recoverable amount
of an asset is the greater of its fair value less disposal cost and
its value in use (the present value of the future cash flows that
the asset is expected to generate). In determining value in use the
present value of future cash flows is discounted using a pre tax
discount rate that reflects current market assessments of the time
value of money in relation to the period of the investment and the
risks specific to the asset concerned.
Where the carrying value exceeds the recoverable amount a
provision for the impairment loss is established with a charge
being made to the income statement. When the reasons for
a write down no longer exist the write down is reversed in the
income statement up to the net book value that the relevant
asset would have had if it had not been written down and if it had
been depreciated.
For intangible assets that have an indefinite useful life the
recoverable amount is estimated at each annual balance sheet date.
Inventories
Inventories, which consist of goods for resale, are stated at the
lower of average weighted cost and net realisable value. Cost
comprises direct materials and, where applicable, direct labour
costs and those overheads that have been incurred in bringing
the inventories to their present location and condition. Net
realisable value is the estimated selling price less the estimated
costs of disposal.
Financial instruments
Financial assets and liabilities are recognised in the balance sheet
when the Group becomes a party to the contractual provisions of
the instrument.
Trade receivables
Trade receivables are measured at amortised cost, which is
carrying amount less provision for irrecoverable amounts.
Allowances for the estimated irrecoverable amounts are made
in the income statement when the receivable is considered to
be uncollectible.
Impairment of financial assets
Financial assets are treated as impaired when in the opinion of
the Directors, the likelihood of full recovery is diminished by either
events or change of circumstance.
Bank and other borrowings
Interest bearing bank loans and overdrafts, loan notes and other
loans are recognised in the balance sheet at amortised cost.
Finance charges associated with arranging non-equity funding
are recognised in the income statement over the life of the facility.
All other borrowing costs are recognised in the income statement
in accordance with the effective interest rate method.
Trade payables
Trade payables are measured at amortised cost.
Foreign currencies
Transactions denominated in foreign currencies are recorded at the
rates ruling on the date of the transaction.
At the balance sheet date, monetary assets and liabilities
denominated in foreign currencies are translated at the rate of
exchange ruling at that date. Foreign exchange differences arising
on translation are recognised in the income statement.
Derivative financial instruments and hedge accounting
The Group uses derivative financial instruments to hedge its
exposure to interest rate and foreign exchange risks arising from
financing activities. The Group does not enter into speculative
financial instruments. In accordance with its treasury policy, the
Group does not hold or issue derivative financial instruments for
trading purposes.
Derivative financial instruments are stated at fair value. The fair
value of derivative financial instruments is the estimated amount
the Group would receive or pay to transfer to a market participant
the derivative at the balance sheet date, taking into account current
interest and exchange rates and the current creditworthiness of
the counterparties.
Changes in the fair value of derivative financial instruments, that
are designated and effective as hedges of the future variability of
cash flows, are recognised in equity and the ineffective portion is
recognised immediately in the income statement.
For an effective hedge of an exposure to changes in the fair value
of a hedged item, the hedged item is adjusted for changes in fair
value attributable to the risk being hedged with the corresponding
entry in the income statement.
For derivatives that do not qualify for hedge accounting, any gains
or losses arising from changes in fair value are taken to the income
statement as they arise.
Derivatives embedded in commercial contracts are treated as
separate derivatives when their risks and characteristics are not
closely related to those of the underlying contracts, with unrealised
gains or losses being reported in the income statement.
The fair value of hedged derivatives is classified as a non-current
asset or non-current liability if the remaining maturity of the hedge
relationship is more than 12 months, otherwise they are classified
as current.
Foreign currency forward contracts not designated as effective
hedges are marked-to-market at the balance sheet date, with any
gains or losses being taken through the income statement.
Financial assets and financial liabilities
Financial assets are classified into the following specified
categories: financial assets at ‘fair value through profit or loss’
(“FVTPL”), ‘available-for-sale’ (“AFS”) financial assets and ‘loans
and receivables’. The classification depends on the nature and
purpose of the financial assets and is determined at the time of
initial recognition.
Financial liabilities are classified as either financial liabilities ‘at
FVTPL’ or ‘other financial liabilities’ and trade and other payables.
The Group has defined the classes of financial assets to be
other financial assets, cash and borrowings and derivative
financial instruments.
Financial assets and financial liabilities at FVTPL
Financial assets and financial liabilities are classified as at FVTPL
where the financial asset or the financial liability is either held for
trading or it is designated as FVTPL.
A financial asset or financial liability is classified as held for trading
if it:
• Has been acquired principally for the purpose of being sold or
disposed of in the near future; or
• Is a part of an identified portfolio of financial instruments that
the Group manages together and has a recent actual pattern of
short-term profit-taking; or
• Is a derivative that is not designated and effective as a
hedging instrument.
Financial assets and financial liabilities at FVTPL are stated at fair
value, with any resultant gain or loss recognised in the income
statement unless it is an effective cash flow relationship. The net
gain or loss recognised in the income statement incorporates
any interest earned or paid on the financial asset and financial
liability respectively.
ANNUAL REPORT & ACCOUNTS 2015
149
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 2. SIGNIFICANT ACCOUNTING POLICIES continued
Loans and receivables
Trade receivables and other receivables that have fixed or
determinable payments that are not quoted in an active market
are classified as loans and receivables. Loans and receivables are
measured at amortised cost using the effective interest method,
less any impairment. Interest income is recognised by applying
the effective interest rate, except for short-term receivables, which
applies to all amounts owed to the Group when the recognition of
interest would be immaterial.
Other financial liabilities
Other financial liabilities, including borrowings, are initially
measured at fair value, net of transaction costs. Other financial
liabilities are subsequently measured at amortised cost using the
effective interest method, with interest expense recognised on an
effective yield basis. The effective interest method is a method
of calculating the amortised cost of a financial liability and of
allocating interest expense over the relevant period. The effective
interest is the rate that exactly discounts estimated future cash
payments through the expected life of the financial liability, or,
where appropriate, a shorter period to the net carrying amount on
initial recognition.
Derecognition of financial assets and financial liabilities
The Group derecognises a financial asset only when the
contractual rights to the cash flows from the asset expire; or it
transfers the financial asset and substantially all the risks and
rewards of ownership of the asset to another entity. If the Group
neither transfers nor retains substantially all the risks and rewards
of ownership and continues to control the transferred asset,
the Group recognises its retained interest in the asset and an
associated liability for amounts it may have to pay. If the Group
retains substantially all the risks and rewards of ownership of a
transferred financial asset, the Group continues to recognise the
financial asset and also recognises a collateralised borrowing for
the proceeds received.
The Group derecognises financial liabilities when, and only when,
the Group’s obligations are discharged, cancelled or they expire.
Taxation
The tax expense represents the sum of the tax currently payable
and deferred tax.
The tax currently payable is based on taxable profit for the year.
Taxable profit differs from net profit as reported in the income
statement because it excludes items of income and expense that
are taxable or deductible in other years and it further excludes
items, which are never taxable or deductible. The Group’s liability
for current tax is calculated using tax rates that have been enacted
or substantially enacted by the balance sheet date.
Deferred tax is the tax expected to be payable or recoverable on
differences between the carrying amounts of assets and liabilities
in the financial statements and the corresponding tax bases used
in the computation of taxable profit. This is accounted for using the
balance sheet liability method. Deferred tax liabilities are generally
recognised for all taxable temporary differences and deferred
tax assets are recognised to the extent that it is probable that
taxable profits will be available against which deductible temporary
differences can be utilised. Such assets and liabilities are not
recognised if the temporary difference arises from goodwill or
from the initial recognition (other than in a business combination)
of other assets and liabilities in a transaction that affects neither
the taxable profit nor the accounting profit.
Deferred tax is calculated at the tax rates that are expected
to apply in the period when the liability is settled or the asset
realised based on tax laws and rates that have been enacted
or substantially enacted at the balance sheet date. Deferred tax
is charged or credited in the income statement, except when it
150
ANNUAL REPORT & ACCOUNTS 2015
relates to items charged or credited directly to equity, in which case
the deferred tax is also dealt within equity.
Retirement benefit costs
Payments to defined contribution retirement benefit schemes
are recognised as an expense when employees have rendered
services entitling them to the contributions.
For defined benefit schemes, the cost of providing benefits is
determined using the projected unit credit method with actuarial
valuations being carried out at the end of each reporting period.
Re-measurement comprising actuarial gains and losses, the effects
of asset ceilings and minimum funding payments and the return
on scheme assets (excluding interest) are recognised immediately
in the balance sheet with a charge or credit to the statement
of comprehensive income. Re-measurement recorded in the
statement of comprehensive income is not recycled. Net interest
is calculated by applying a discount rate to the net defined benefit
liability or asset. Net interest expense or income is recognised
within finance costs.
Where the Group is committed to pay additional contributions
under a minimum funding arrangement and it has no
unconditional right to receive any surplus in a winding up of
the scheme, the pension obligation recognised in the financial
statements is the higher of the IAS 19 (revised 2011) obligation
or the net present value of future minimum funding payments to
which the Group is unconditionally committed, discounted using
the IAS 19 (revised 2011) discount rate.
Employee share incentive plans
The Group issues equity-settled share-based payments to
employees (long-term incentives, executive share options and
Save As You Earn). These payments are measured at fair value at
the date of grant by the use of the Black Scholes option-pricing
model taking into account the terms and conditions upon which
the options were granted. The cost of equity-settled awards
is recognised on a straight-line basis over the vesting period,
based on the Group’s estimate of the number of shares that will
eventually vest.
Provisions
A provision is recognised in the balance sheet when the Group
has a present legal or constructive obligation because of a past
event, and it is probable that an outflow of economic benefits will
be required to settle the obligation. Provisions are measured at the
Directors’ best estimate of the expenditure required to settle the
obligation at the balance sheet date, and are discounted to present
value where the effect is material.
Equity instruments and own shares
Equity instruments represent the ordinary share capital of the
Group and are recorded at the proceeds received, net of directly
attributable incremental issue costs.
Consideration paid by the Group for its own shares is deducted
from total shareholders’ equity. Where such shares vest to
employees under the terms of the Group’s share incentive
schemes or the Group’s share save schemes or are sold, any
consideration received is included in shareholders’ equity.
Dividends
Dividends proposed by the Board of Directors and unpaid at the
period end are not recognised in the financial statements until
they have been approved by shareholders at the Annual General
Meeting.
FINANCIAL STATEMENTS 3. CRITICAL JUDGEMENTS AND KEY SOURCES
OF ESTIMATION AND UNCERTAINTY
These consolidated financial statements have been prepared in
accordance with IFRS as issued by the IASB. The preparation of
financial statements requires the Directors to make estimates and
assumptions about future events that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and
liabilities. Future events and their effects cannot be determined
with certainty. Therefore, the determination of estimates requires
the exercise of judgement based on various assumptions and
other factors such as historical experience, current and expected
economic conditions. The Directors frequently re-evaluate these
significant factors and make adjustments where facts and
circumstances dictate. The Directors believe that the following
judgements are critical due to the degree of estimation required
and / or the potential material impact they may have on the
Group’s financial position and performance.
Supplier income
The overwhelming majority of Supplier Income, in excess of 85%
by value is determined by reference to fixed price discounts on
actual purchases with approximately 3% being volume rebates
that are subject to stepped rebate targets, the rebate percentage
increasing as values or volumes purchased reach pre-agreed
targets. However, by the year-end the Group knows whether those
targets were reached.
Approximately 80% of amounts receivable for Supplier Income are
received during the year as they are earned and settled monthly,
although some agreements may also stipulate quarterly, bi-annual
or annual payments; with only two of the arrangements not being
co-terminous with the Group’s statutory year end. Therefore the
key judgements relate to the total value of rebates and fixed price
discounts still to be received at the year-end and the amount to
be set against the gross value of inventory. These are determined
using established methodologies and in the case of collectability
management’s knowledge of the parties involved and historical
collection trends.
Other Supplier Income relates to customer sales support received
in respect of sales of specific products to specific customers which
is included in the income statement when the relevant sale occurs,
i.e. when all conditions for it to be earned have been met.
Income taxes
The Group is subject to the income tax laws of the United
Kingdom. These laws are complex and subject to different
interpretations by taxpayers and tax authorities. When establishing
income tax liabilities, the Directors make a number of judgements
and interpretations about the application and interaction of these
laws to estimate the amount expected to be paid to (or recovered
from) the tax authorities. Changes in these tax laws or in their
interpretation could affect the Group’s effective tax rate and the
results of operations in a given period. Accordingly, future tax
expense may be affected as these uncertain matters are resolved.
Cash generating units
The Directors consider that individual assets do not generate cash
flows that are largely independent of those from other assets and
consequently that, for the purposes of impairment testing, each
branch in the Group is a cash generating unit (“CGU”). Impairment
testing of property, plant and equipment is carried out at individual
branch level and no write offs have been made. Goodwill and other
intangibles impairment testing is carried out at brand level as
described in note 13.
Goodwill and other intangible assets
In testing for impairment, the recoverable amount of goodwill and
intangible assets is determined by reference to the value in use
of the CGU grouping to which they are attributed. In addition the
Directors have made certain assumptions concerning discount
rates and the future development of the business that are
consistent with its corporate plan. Whilst the Directors consider
their assumptions to be realistic, should actual results, including
those for market volume changes, be different from expectations,
for instance due to a worsening of the UK economy, then it is
possible that the value of goodwill and other intangible assets
included in the balance sheet could become impaired.
The pre-tax discount rate is derived from the Group’s weighted
average cost of capital (“WACC”) calculated by the Group’s
advisors. The WACC is based upon the risk free rate for
twenty-year UK gilts, adjusted for the UK market risk premium,
which reflects the increased risk of investing in UK equities and
the relative volatilities of the equity of the Group compared to the
market as a whole. In arriving at the discount rate the Directors
have applied an adjustment to reflect their view of the relative
risk of the Group’s operations. Further details concerning the
judgements made by the Directors in respect of goodwill and other
intangible assets and the impairment testing thereof, are given in
note 13.
Pension assumptions
The Group has chosen to adopt assumptions that the Directors
believe are generally in line with comparable companies. If the
difference between actual inflation and the actual increase in
pensionable salaries is greater than that assumed, or if long
term interest rates were lower than assumed, or if the average
life expectancy of pensioners increases, then the pension deficit
could be greater than currently stated in the balance sheet. Where
the pension obligation is included in the balance sheet at the net
present value of the minimum funding payments then the impact
on the balance sheet of changes in these assumptions is reduced.
Inventories
In determining the cost of inventories the Directors have to make
judgements to arrive at cost and net realisable value.
The Group has entered into a large number of rebate and fixed
price discount agreements, the effects of which have to be offset
against the gross invoice price paid for goods. As explained
above in the section setting out the judgements made in respect
of Supplier Income, the calculation of the value deferred into
stock is complicated due to the number, nature and structure of
the agreements in place. However, the Group has a well tested
methodology that is consistently applied and which the Directors
believe recognises the appropriate deduction from the gross
invoice cost of stock.
Furthermore, determining the net realisable value of the wider
range of products held in many locations requires judgement
to be applied to determine the likely saleability of the product
and the potential price that can be achieved. In arriving at any
provisions for net realisable value the Directors take into account
the age, condition and quality of the product stocked and the
recent trend in sales.
ANNUAL REPORT & ACCOUNTS 2015
151
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS FINANCIAL STATEMENTS
4. REVENUE
Sale of goods
Sales of services
Management charges
Dividends from subsidiaries
Other operating income
Finance income
The Group
The Company
2015
£m
5,793.2
148.4
-
-
2014
£m
5,457.9
122.8
-
-
5,941.6
5,580.7
5.0
1.2
5.7
5.6
5,947.8
5,592.0
2015
£m
-
-
8.4
256.5
264.9
7.5
1.2
273.6
2014
£m
-
-
8.3
197.1
205.4
-
5.9
211.3
Like-for-like sales are a measure of underlying sales performance for two successive periods. Branches and stores contribute to like-for-like
sales once they have been trading for more than 12 months. Revenue included in like-for-like is for the equivalent times in both years being
compared. When branches close, revenue is excluded from the prior year figures for the months equivalent to the post closure period in the
current year.
5. PROFIT
a. Operating profit
Revenue
Cost of sales
Gross profit
Selling and distribution costs
Administrative expenses
Profit on disposal of properties
Other operating income
Share of results of associate
Operating profit
Add back exceptional items
Add back amortisation of acquired intangible assets
Adjusted operating profit
The Group
The Company
2015
£m
2014
£m
5,941.6
5,580.7
(4,172.6)
(3,930.2)
1,769.0
(1,066.2)
(480.4)
23.9
5.0
2.7
254.0
140.6
18.0
412.6
1,650.5
(1,015.5)
(320.6)
26.3
5.7
(3.3)
343.1
23.3
17.6
384.0
2015
£m
264.9
-
264.9
-
(32.9)
-
7.5
-
239.5
-
-
239.5
2014
£m
205.4
-
205.4
-
(33.3)
-
-
-
172.1
6.4
-
178.5
152
ANNUAL REPORT & ACCOUNTS 2015
During the year the Group incurred the following costs for services provided by the Company’s auditor:
The Group
Fees payable to the Company’s auditor for the audit of the Company’s annual accounts
Fees payable to the Company’s auditor for the audit of the Company’s subsidiaries
Fees paid to the Company’s auditor for other services:
Audit related assurance services
Other services
2015
£000
130
390
55
84
659
2014
£000
107
328
89
22
546
Audit related assurance services in 2014 include £12,000 which was paid to the auditor by the Travis Perkins Pension and Dependants’
Benefit Scheme.
A description of the work of the Audit Committee is set out in the Audit Committee report on pages 104 to 108, and includes an explanation
of how auditor objectivity and independence is safeguarded when the auditor provides non-audit services.
Operating profit has been arrived at after charging / (crediting):
The Group
The Company
Movement of provisions against inventories
2015
£m
(1.2)
2014
£m
(1.5)
Cost of inventories recognised as an expense
4,173.8
3,931.7
Pension costs in administration expenses
Pension costs in selling and distribution costs
Depreciation of property, plant and equipment
Impairment of goodwill and acquired intangible assets
Impairment of investments
Amortisation of internally generated intangible assets
Staff costs
Gain on disposal of property, plant and equipment
Rental income
Hire of vehicles, plant and machinery
Other leasing charges – property
Amortisation of acquired intangible assets
Auditor’s remuneration for audit services
9.4
21.5
83.0
140.6
-
3.1
748.8
(26.3)
(5.0)
47.3
185.4
18.0
0.5
7.5
15.1
74.9
-
-
0.7
706.4
(26.8)
(5.7)
44.3
183.6
17.6
0.4
2015
£m
-
-
0.4
-
-
-
14.3
-
11.8
-
-
-
-
-
2014
£m
-
-
0.5
-
-
-
-
-
9.8
-
-
-
-
-
0.1
0.1
ANNUAL REPORT & ACCOUNTS 2015
153
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 5. PROFIT continued
b. Adjusted Operating Margin
General
Merchanting
Contracts
Consumer
Plumbing &
Heating
Unallocated
Group
2015
£m
2014
£m
2015
£m
2014
£m
2015
£m
2014
£m
2015
£m
2014
£m
Revenue
1,971.5
1,872.7
1,213.6
1,071.3
1,385.8 1,283.4
1,370.7
1,353.3
Segment result
198.8
183.4
Amortisation of
intangible assets
Exceptional items
-
-
-
-
77.3
5.9
65.9
5.7
89.9
4.9
82.4
(102.1)
4.9
7.2
29.4
7.0
-
-
-
(10.0)
140.6
28.7
2015
£m
-
2014
£m
2015
£m
2014
£m
- 5,941.6 5,580.7
(9.9)
(18.0)
254.0
343.1
-
-
-
18.0
17.6
4.6
140.6
23.3
Adjusted segment
result
Adjusted operating
margin
198.8
183.4
83.2
71.6
94.8
77.3
45.7
65.1
(9.9)
(13.4)
412.6
384.0
10.1%
9.8%
6.9%
6.7%
6.8%
6.0%
3.3%
4.8%
-
-
6.9%
6.9%
Segmental information including the definition of segment result is shown in note 6.
c. Adjusted profit before and after tax
Profit before tax
Exceptional items
Amortisation of acquired intangible assets
Adjusted profit before tax
Profit after tax
Exceptional items
Amortisation of acquired intangible assets
Tax on amortisation of acquired intangible assets
Tax on exceptional items
Effect of reduction in corporation tax rate on deferred tax
Adjusted profit after tax
d. Exceptional items
Impairment of goodwill and other intangible assets
Reconfiguration of the Plumbing and Heating business
Onerous lease provision release
Write down of loans and investment in Rinus Roofing Limited
Fair value adjustments to contingent consideration
The Group
2015
£m
223.5
140.6
18.0
382.1
The Group
2015
£m
167.7
140.6
18.0
(3.4)
(7.5)
(8.5)
306.9
The Group
The Company
2015
£m
140.6
-
-
-
-
140.6
2014
£m
-
29.5
(10.0)
4.6
(0.8)
23.3
2015
£m
-
-
-
-
-
-
2014
£m
321.4
23.3
17.6
362.3
2014
£m
258.7
23.3
17.6
(3.5)
(5.3)
-
290.8
2014
£m
-
2.1
-
5.1
(0.8)
6.4
To enable readers of the financial statements to obtain a clear understanding of underlying trading, the Directors have shown the exceptional
items separately in the group income statement.
154
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS
2015
Trading conditions in the wholesale and contract led Plumbing and Heating market have been challenging and as a consequence, following
the annual impairment review of goodwill and other intangible assets, the Group has recognised an impairment charge in respect of PTS
(£109.9m) and F&P (£30.7m) totalling £140.6m. Details of the allocation of the impairment charge are given in note 13.
2014
The programme to reconfigure the Plumbing and Heating business resulted in the Group and the Company incurring £29.5m and £2.1m
respectively of exceptional operating charges. Details of the exceptional provision is given in note 25.
£10.0m of surplus exceptional onerous lease provision was credited back to operating profit following the surrender of the lease on a property.
The Group disposed of its investment in Rinus Roofing Limited for £2.8m and recorded a loss of £4.6m, £5.1m in the Company, as loans
previously advanced to that company and the Group’s equity investment were not fully recovered.
In accordance with IAS 39 the contingent consideration payable in respect of the acquisition of Solfex was reassessed with the discounted
amount previously recognised being reduced by £0.8m in the Group and in the Company.
e. Prior period restatement
The company operates Group wide equity settled share incentive schemes and in 2015 the directors reviewed the application of IFRS 2
share based payments. In prior periods, in the individual accounts of Travis Perkins plc, the credit to equity arising on equity settled share
based payments has been incorrectly restricted to the value attributable to employees of Travis Perkins plc only. This has been restated
to show the credit to equity as being the value of share based payments arising on all Group wide equity settled schemes. As subsidiaries
are not recharged for the share based payment charge the amount is debited to cost of investment. The impact on the balance sheet in
2014 and 2013 is shown below.
As previously
stated
£m
2014
Prior period
restatement
£m
As restated
£m
As previously
stated
£m
2013
Prior period
restatement
£m
As restated
£m
Property, plant and equipment
Derivative financial instruments
Interest in associates
Investments in subsidiaries
Deferred tax asset
Total non current assets
Trade and other receivables
Derivative financial instruments
Cash and cash equivalents
Total current assets
Total assets
Issued capital
Share premium account
Merger reserve
Hedging reserve
Own shares
Accumulated profits
Total equity
Interest bearing loans &borrowings
Derivative financial instruments
Long term other payables
Amounts due to subsidiaries
Total non current liabilities
Interest bearing loans &borrowings
Trade and other payables
Derivative financial instruments
Total current liabilities
Total liabilities
Total equity and liabilities
0.1
18.7
1.3
3,605.5
3.7
3,629.3
167.4
2.5
54.0
223.9
3,853.3
24.9
509.4
326.5
0.2
(28.5)
261.0
1,093.5
385.4
0.5
-
2,303.9
2,689.8
45.6
24.3
-
69.9
2,759.7
3,853.2
-
-
-
54.1
-
54.1
-
-
-
-
54.1
-
-
-
-
-
54.1
54.1
-
-
-
-
-
-
-
-
-
-
54.1
0.1
18.7
1.3
3,659.6
3.7
3,683.4
167.4
2.5
54.0
223.9
3,907.3
24.9
509.4
326.5
0.2
(28.5)
315.1
1,147.6
385.4
0.5
-
2,303.9
2,689.8
45.6
24.3
-
69.9
2,759.7
3,907.3
0.1
9.3
7.7
3,588.8
18.2
3,624.1
133.1
-
7.3
140.4
3,764.5
24.7
496.9
326.5
-
(40.6)
214.3
1,021.8
363.9
4.5
1.9
2,308.0
2,678.3
3.2
59.4
1.8
64.4
2.742.7
3,764.5
-
-
-
45.4
-
45.4
-
-
-
-
45.4
-
-
-
-
-
45.4
45.4
-
-
-
-
-
-
-
-
-
-
45.4
0.1
9.3
7.7
3,634.2
18.2
3,669.5
133.1
-
7.3
140.4
3,809.9
24.7
496.9
326.5
-
(40.6)
259.7
1,067.2
363.9
4.5
1.9
2,308.0
2,678.3
3.2
59.4
1.8
64.4
2.742.7
3,809.9
ANNUAL REPORT & ACCOUNTS 2015
155
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS
FINANCIAL STATEMENTS
6. BUSINESS AND GEOGRAPHICAL SEGMENTS
As required by IFRS 8 the operating segments are identified on the basis of internal reports about components of the Group that are regularly
reviewed by the Chief Executive to assess their performance. All four divisions sell building materials to a wide range of customers, none of
which are dominant, and operate almost exclusively in the United Kingdom and consequently no geographical information is presented.
Segment result represents the profit earned by each segment without allocation of certain central costs finance income and costs and
income tax expense. Unallocated segment assets and liabilities comprise financial instruments, current and deferred taxation, cash and
borrowings and pension scheme assets and liabilities.
Inter-segment trading is eliminated. During 2015 an impairment loss was recognised in the Plumbing and Heating segment on goodwill and
other intangible assets totalling £140.6m. In 2014 there were no impairment losses or reversals of impairment losses recognised in profit or
loss or in equity in any of the reportable segments.
Contracts
Consumer
2015
Plumbing &
Heating
£m
1,370.7
Unallocated
Consolidated
£m
-
£m
5,941.6
£m
1,385.8
Revenue
Result
Segment result
Finance income
Finance costs
Profit before taxation
Taxation
Profit for the year
Segment assets
Segment liabilities
Consolidated net assets
Capital expenditure
Amortisation of acquired
intangibles
Impairment of goodwill
and other intangibles
Depreciation
Revenue
Result
Segment result
Finance income
Finance costs
Profit before taxation
Taxation
Profit for the year
Segment assets
Segment liabilities
Consolidated net assets
Capital expenditure
Amortisation
Depreciation
General
Merchanting
£m
1,971.5
198.8
-
-
198.8
-
198.8
1,540.2
(437.8)
1,102.4
169.8
-
-
47.8
£m
1,213.6
77.3
-
-
77.3
-
77.3
833.7
(244.8)
588.9
31.6
5.9
-
9.2
89.9
(102.1)
-
-
89.9
-
89.9
1,479.1
(283.8)
1,195.3
44.3
4.9
-
17.6
2014
-
-
(102.1)
-
(102.1)
856.0
(293.4)
562.6
20.0
7.2
140.6
8.4
General
Merchanting
£m
1,872.7
Contracts
Consumer
£m
1,071.3
£m
1,283.4
Plumbing &
Heating
£m
1,353.3
183.4
-
-
183.4
-
183.4
1,453.4
(420.2)
1,033.2
110.1
-
44.6
65.9
-
-
65.9
-
65.9
735.5
(280.7)
454.8
13.9
5.7
8.8
82.4
-
-
82.4
-
82.4
1,436.2
(334.7)
1,101.5
20.1
4.9
15.6
29.4
-
-
29.4
-
29.4
961.5
(265.2)
696.3
13.6
7.0
5.9
156
ANNUAL REPORT & ACCOUNTS 2015
(9.9)
1.2
(31.7)
(40.4)
(55.8)
(96.2)
123.1
(776.5)
(653.4)
-
-
-
-
254.0
1.2
(31.7)
223.5
(55.8)
167.7
4,832.1
(2,036.3)
2,795.8
265.7
18.0
140.6
83.0
Unallocated
Consolidated
£m
-
(18.0)
5.6
(27.3)
(39.7)
(62.7)
(102.4)
135.6
(743.7)
(608.1)
-
-
-
£m
5,580.7
343.1
5.6
(27.3)
321.4
(62.7)
258.7
4,722.2
(2,044.5)
2,677.7
157.7
17.6
74.9
During 2014 14 branches were transferred from Keyline in the Contracts division to Travis Perkins in the General Merchanting division with 2
branches transferring in the opposite direction. As a result net assets with a net book value of £1m were transferred between the segments.
There were no inter segment transfers in 2015.
Unallocated segment assets and liabilities comprise the following:
Assets
Interest in associates
Financial instruments
Investment properties
Investments
Cash and cash equivalents
Unallocated corporate assets
Liabilities
Financial instruments
Tax liabilities
Deferred tax liabilities
Retirement benefit obligations
Interest bearing loans, borrowings and loan notes
Unallocated corporate liabilities
7. STAFF COSTS
a. The average monthly number of persons employed (including executive directors)
2015
£m
7.9
22.5
0.4
7.8
83.8
0.7
123.1
-
(90.2)
(61.3)
(52.2)
(551.2)
(21.6)
(776.5)
2014
£m
1.7
21.2
0.4
3.2
108.3
0.8
135.6
(0.5)
(71.6)
(66.7)
(97.5)
(483.5)
(23.9)
(743.7)
Sales and distribution
Administration
b. Aggregate remuneration
Wages and salaries
Share based payments (note 8)
Social security costs
Other pension costs (note 28i)
The Group
The Company
2015
No.
21,204
3,466
24,670
2014
No.
20,320
3,160
23,480
2015
No.
-
51
51
2014
No.
-
48
48
The Group
The Company
2015
£m
2014
£m
680.9
646.8
13.7
54.2
30.9
9.9
49.7
22.6
779.7
729.0
2015
£m
7.6
3.4
0.8
0.4
12.2
2014
£m
7.7
1.2
0.9
0.5
10.3
ANNUAL REPORT & ACCOUNTS 2015
157
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS FINANCIAL STATEMENTS
8. SHARE-BASED PAYMENTS
The Black-Scholes option-pricing model is used to calculate the fair value of the options and the amount to be expensed. The probability of
the performance conditions being achieved was included in the fair value calculations. The inputs into the model for options granted in the
year expressed as weighted averages are as follows:
Share price at grant date (pence)
Option exercise price (pence)
Volatility (%)
Option life (years)
Risk-free interest rate (%)
Expected dividends as a dividend yield (%)
Executive
Options
1,948
1,959
24.2%
3.0
0.7%
2.2%
2015
SAYE
2,022
1,616
23.4%
3.3
0.9%
2.1%
Nil price
options
Executive
Options
1,964
-
24.2%
2.9
0.7%
2.2%
1,787
1,796
29.0%
3.0
1.2%
1.9%
2014
SAYE
1,665
1,390
28.2%
3.4
1.4%
1.9%
Nil price
options
1,832
-
29.3%
3.0
1.1%
1.9%
Volatility is based on historic share prices over a period equal to the vesting period. Option life used in the model has been based on options
being exercised in accordance with historical patterns. For executive share options the vesting period is 3 years. If options remain unexercised
after a period of 10 years from the date of grant, these options expire. Options are forfeited if the employee leaves the Group before options
vest. SAYE options vest after 3 or 5 years and expire 3½ or 5½ years after the date of grant.
The risk-free interest rate of return is the yield on zero-coupon UK Government bonds on a term consistent with the vesting period. Dividends
used are based on actual dividends where data is known and future dividends estimated using a dividend cover of three times (within the
Board’s target range).
The expected life of options used in the model has been adjusted, based upon management’s best estimate, for the effect of non-transferability,
exercise restrictions and behavioural considerations.
A description of the share schemes operated by the Group is contained in the remuneration report on pages 110 to 125.
SAYE options were granted on 25 September 2015. The estimated fair value of the shares under option at that date was £9.6m for the Group
and £0.1m for the Company.
Shares were granted under the share-matching scheme on 18 March 2015. The estimated fair value of the shares under option at those
dates was £6.2m for the Group and £2.2m for the Company.
Shares were granted under the performance share plan on 26 March 2015 and 24 August 2015. The estimated fair value of the shares under
option at those dates was £9.4m for the Group and £3.1m for the Company.
Shares were granted under the deferred share bonus plan on 9 March 2015. The estimated fair value of the shares at that date was £2.7m
for the Group and £1.4m for the Company.
Shares were granted under the Toolstation long-term incentive plan on 10 April 2015. The estimated fair value of the shares at that date was
£0.1m for the Group and £nil for the Company.
The Group charged £13.7m (2014: £9.9m) and the Company charged £3.4m (2014: £1.2m) to the income statement in respect of equity-
settled share-based payment transactions.
The number and weighted average exercise price of share options is as follows:
2015
Number of
options
No.
5,979
(609)
(1,339)
1,751
5,782
222
Weighted
average
exercise
price
p
1,124
1,226
791
1,633
1,345
740
The Group
Number
of nil price
options
Weighted
average
exercise
price
2014
Number of
options
Number
of nil price
options
No.
3,872
(989)
(863)
926
2,946
253
p
856
1,018
684
1,407
1,124
700
No.
6,222
(552)
(2,111)
2,420
5,979
434
No.
4,771
(958)
(841)
900
3,872
743
In thousands of options
Outstanding at the beginning of the year
Forfeited during the year
Exercised during the year
Granted during the year
Outstanding at the end of the year
Exercisable at the end of the year
Share options were exercised on a regular basis throughout the year. The weighted average share price for options exercised during the year
was 2,000 pence (2014: 1,790 pence).
158
ANNUAL REPORT & ACCOUNTS 2015
Details of the options outstanding at 31 December 2015 is as follows:
Executive
options
2015
SAYE
Range of exercise prices (pence)
201-2,018 657-1,616
Weighted average exercise price (pence)
1,503
1,335
The Group
2014
Nil price
options
Executive
options
SAYE
Nil price
options
-
-
201-1,853 636-1,390
1,087
1,128
-
-
Number of shares (thousands)
339
5,444
2,946
590
5,389
3,872
Weighted average expected remaining life (years)
Weighted average contractual remaining life (years)
1.9
7.5
2.1
2.6
1.1
7.9
1.2
5.7
2.3
2.8
0.9
7.5
If all 0.3million outstanding executive options vest and then are exercised on the date of vesting, or in the case of SAYE all 5.5m shares are
acquired on the first possible day 5.8m of shares will be issued for a consideration of £77.8m in the years ending 31 December:
31 December
2016
2017
2018
2019
2020
Options
SAYE
No.
m
0.1
1.4
Value
£m
1.7
13.5
No.
m
0.1
1.8
Value
£m
1.7
24.0
No.
m
0.1
1.6
Value
£m
1.6
25.4
No.
m
-
0.4
Value
£m
-
5.2
No.
m
-
0.3
Value
£m
-
4.5
The table above shows theoretical amounts. For the Company to receive the cash indicated in the periods shown, the following must occur:
• All performance conditions on executive share options must be fully met
• Options must be exercised on the day they vest (option holders generally have a 7 year period post vesting to exercise the option)
• The share price at the exercise date for SAYE options must exceed the exercise price and every holder must exercise
• All option/SAYE holders must remain with the Company, or leave on good terms
If none of the requirements are met then the Company will receive no consideration.
The number and weighted average exercise price of share options is as follows:
The Company
2015
Number of
options
Number
of nil price
options
Weighted
average
exercise
price
2014
Number of
options
Number
of nil price
options
Weighted
average
exercise
price
p
892
1,168
462
-
1,722
1,481
913
No.
121
(7)
(67)
-
17
64
2
No.
1,631
(402)
(374)
-
340
1,195
169
p
873
1,064
1,065
1,507
1,513
892
429
No.
186
(9)
(81)
(6)
31
121
62
No.
2,331
(406)
(618)
(20)
344
1,631
332
In thousands of options
Outstanding at the beginning of the year
Forfeited during the year
Exercised during the year
Transferred to other group companies
Granted during the year
Outstanding at the end of the year
Exercisable at the end of the year
ANNUAL REPORT & ACCOUNTS 2015
159
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 8. SHARE-BASED PAYMENTS continued
Details of the options outstanding at 31 December 2015 is as follows:
The Company
2015
2014
Executive
options
SAYE
Nil price
options
Executive
options
SAYE
Nil price
options
Range of exercise prices (pence)
1,020-1,958
657-1,616
Weighted average exercise price (pence)
1,713
1,335
Number of shares (thousands)
Weighted average expected remaining life (years)
Weighted average contractual remaining life (years)
23
2.2
8.2
42
2.3
2.8
-
-
1,195
0.9
7.7
201-1,883 657-1,390
744
83
0.7
4.8
1,176
43
2.5
3.0
9. NET FINANCE COSTS
a. Finance costs and finance income
Interest on bank loans and overdrafts*
Interest on sterling bond
Interest on obligations under finance leases
Unwinding of discounts - property provisions
Unwinding of discounts - SPV loan
Other interest
Other finance costs – pension scheme
Net loss on re-measurement of derivatives at fair value
Finance costs
Amortisation of cancellation receipt for swap accounted for as fair value hedge
Net gain on re-measurement of derivatives at fair value
Interest receivable
Finance income
Net finance costs
*Includes £3.8m (2014: £1.7m) of amortised finance charges..
b. Interest cover covenant
Interest on bank loans and overdrafts*
Interest on sterling bond
Amortised bank finance charges
Other interest
Interest receivable
Interest for covenant purposes
Adjusted interest cover for covenant purposes
*Includes £3.8m (2014: £1.7m) of amortised finance charges.
160
ANNUAL REPORT & ACCOUNTS 2015
The Group
The Group
2015
£m
(14.0)
(7.4)
(0.7)
(0.3)
(2.5)
(2.7)
(2.9)
(1.2)
(31.7)
0.9
-
0.3
1.2
(30.5)
2015
£m
(14.0)
(7.4)
3.8
(2.7)
0.3
(20.0)
20.6x
-
-
1,651
0.8
7.4
2014
£m
(14.4)
(2.1)
(1.2)
(1.3)
(2.5)
(3.4)
(2.4)
-
(27.3)
1.0
4.1
0.5
5.6
(21.7)
2014
£m
(14.4)
(2.1)
1.7
(3.4)
0.5
(17.7)
21.6x
FINANCIAL STATEMENTS Adjusted interest cover is calculated by dividing adjusted operating profit of £412.6m (2014: £384.0m) less £nil (2014: £1.3m) of specifically
excluded IFRS adjustments, by the interest for covenant purposes. The calculation for 2015 is in accordance with the requirements of the
£550m credit facility signed on 14 December 2015.
c. Fixed charge cover interest
Interest on bank loans and overdrafts*
Interest on sterling bond
Interest on obligations under finance leases
Unwinding of discounts - SPV loan
Loan note interest (included in other interest)
Interest for fixed charge ratio purposes
The Group
2015
£m
(14.0)
(7.4)
(0.7)
(2.5)
(0.3)
(24.9)
2014
£m
(14.4)
(2.1)
(1.2)
(2.5)
(0.6)
(20.8)
*Includes £3.8m (2014: £1.7m) of amortised time charges.
The charge caused by the unwinding of the discounts relates principally to the property provisions created in 2008 and the liability to the
pension scheme associated with the SPV (note 28).
d. The Company
The Company
Interest on bank loans and overdrafts*
Interest on sterling bond
Interest payable to group companies
Other interest
Net loss on re-measurement of derivatives at fair value
Finance costs
Amortisation of cancellation receipt for swap accounted for as fair value hedge
Net gain on re-measurement of derivatives at fair value
Interest receivable from group companies
Interest receivable
Finance income
Net finance costs
* Includes £3.8m (2014: £1.7m) of amortised finance charges.
2015
£m
(14.0)
(7.4)
(22.5)
(2.4)
(1.2)
(47.5)
0.9
-
0.1
0.2
1.2
2014
£m
(14.4)
(2.1)
(22.5)
(2.4)
-
(41.4)
1.0
4.1
0.4
0.4
5.9
(46.3)
(35.5)
ANNUAL REPORT & ACCOUNTS 2015
161
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS ??. SECTION continued
10. TAX
a. Tax charge in income statement
The Group
Pre-
exceptional
items
£m
2015
Exceptional
items
Total
£m
£m
Pre-
exceptional
items
£m
The Company
2015
2014
2014
Exceptional
items
Total
£m
£m
£m
£m
Current tax
UK corporation tax
- current year
- prior year
Total current tax
Deferred tax
- current year
- prior year
Total deferred tax
71.8
(1.3)
70.5
(0.1)
1.4
1.3
-
-
-
(16.0)
-
(16.0)
71.8
(1.3)
70.5
(16.1)
1.4
(14.7)
70.2
(11.1)
59.1
1.9
7.0
8.9
(5.3)
-
(5.3)
-
-
-
64.9
(11.1)
53.8
1.9
7.0
8.9
(11.1)
(14.4)
0.2
(0.6)
(10.9)
(15.0)
(0.2)
0.3
0.1
0.4
4.0
4.4
Total tax charge
71.8
(16.0)
55.8
68.0
(5.3)
62.7
(10.8)
(10.6)
The differences between the total tax charge shown above and the amount calculated by applying the standard rate of UK corporation tax to
the profit before tax are as follows:
Profit before tax
Tax at the UK corporation tax rate
Tax effect of expenses / credits that are not deductible / taxable in
determining taxable profit
Depreciation of non-qualifying property
Exceptional fair value movement not taxable
Impairment of goodwill
Impairment of intangibles
Deferred tax rate change
Property sales
Prior period adjustment
Tax expense and effective tax rate for the year
The Group
2015
2014
£m
223.5
45.3
1.1
1.9
-
20.0
0.9
(8.5)
(5.0)
0.1
55.8
%
20.3
0.5
0.9
-
8.9
0.4
(3.8)
(2.2)
-
25.0
£m
321.4
69.1
1.7
1.9
(0.2)
-
-
-
(5.7)
(4.1)
62.7
%
21.5
0.6
0.6
(0.1)
-
-
-
(1.8)
(1.3)
19.5
The standard rate of corporation rate for the year of 20.25% is a blended rate of 21% up to 1 April 2015 and 20% thereafter. The tax charge
for 2015 includes an exceptional credit of £8.5m arising from the reduction in the rate of UK corporation tax from 20% to 19% on 1 April 2017
and a further reduction to 18% on 1 April 2020. In addition the tax charge includes an exceptional credit of £7.5m in respect of the exceptional
impairment of other intangible assets.
162
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS Profit before tax
Intercompany dividends
Loss before tax and dividends received
Tax at the UK corporation tax rate
Tax effect of expenses / credits that are not deductible / taxable in
determining taxable profit
Impairment of investments
Prior period adjustment
Deferred tax rate change
Exceptional fair value movement not taxable
Tax credit and effective tax rate for the year
The Company
2015
2014
£m
193.2
(256.5)
(63.3)
(12.8)
(1.5)
2.9
0.5
0.1
-
(10.8)
%
20.2
2.4
(4.6)
(0.8)
(0.1)
-
17.1
£m
136.6
(197.1)
(60.5)
(13.0)
(0.8)
-
3.4
-
(0.2)
(10.6)
%
21.5
1.3
-
(5.6)
-
0.3
17.5
b. Tax charge in statement of comprehensive income
In addition to the amounts charged to the income statement the following amounts relating to tax have been recognised in other
comprehensive income:
Deferred tax
Items that may not be reclassified
Deferred tax rate change on actuarial movement
Income tax relating to items not reclassified
The Group
2015
£m
2014
£m
(1.4)
(4.7)
(6.1)
-
9.5
9.5
The Company
2015
£m
2014
£m
-
-
-
-
-
-
c. Tax credited directly to equity
In addition to the amount charged to the income statement and other comprehensive income, the following amounts relating to tax have
been recognised in equity:
Current tax
Excess tax deductions related to share based payments on exercised options
Deferred tax
Share based payments
Tax rate change impact on revaluation reserve
The Group
The Company
2015
£m
4.8
(2.9)
0.9
2.8
2014
£m
5.6
(6.1)
-
(0.5)
2015
£m
1.1
2014
£m
-
(0.7)
(10.1)
-
0.4
-
(10.1)
ANNUAL REPORT & ACCOUNTS 2015
163
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS
11. EARNINGS PER SHARE
a. Basic and diluted earnings per share
Earnings
Earnings for the purposes of basic and diluted earnings per share being net profit attributable
to equity holders of the Parent Company
Weighted average number of shares for the purposes of basic earnings per share
Dilutive effect of share options on potential ordinary shares
2015
£m
167.6
247,302,865
5,681,972
Weighted average number of ordinary shares for the purposes of diluted earnings per share
252,984,837
Earnings per share
Diluted earnings per share
67.8p
66.2p
2014
£m
258.5
244,146,721
7,295,091
251,441,812
105.9p
102.8p
No share options (2014: 47,940) had an exercise price in excess of the average market value of the shares during the year. As a result, these
share options were excluded from the calculation of diluted earnings per share.
b. Adjusted earnings per share
Adjusted earnings per share is calculated by excluding the effect of the exceptional items and amortisation from earnings.
Earnings for the purposes of basic and diluted earnings per share being net profit attributable
to equity holders of the Parent Company
Exceptional items
Amortisation of acquired intangible assets
Tax on amortisation of acquired intangible assets
Tax on exceptional items
Effect of reduction in corporation tax rate on deferred tax
Adjusted earnings
Adjusted earnings per share
Adjusted diluted earnings per share
2015
£m
167.6
140.6
18.0
(3.4)
(7.5)
(8.5)
306.8
124.1p
121.3p
2014
£m
258.5
23.3
17.6
(3.5)
(5.3)
-
290.6
119.0p
115.6p
164
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS 12. DIVIDENDS
Amounts were recognised in the financial statements as distributions to equity shareholders as follows:
Final dividend for the year ended 31 December 2014 of 25.75p (2013: 21.0p) per ordinary share
Interim dividend for the year ended 31 December 2015 of 14.75p (2014: 12.25p) per ordinary
share
Total dividend recognised during the year
The Company is proposing a final dividend of 29.25p in respect of the year ended 31 December 2015.
2015
£m
63.7
36.5
100.2
2014
£m
51.2
29.9
81.1
Dividend cover of 2.8x (2014: 3.1x) is calculated by dividing adjusted earnings per share (note 11) of 124.1p (2014: 119.0p) by the total dividend
for the year of 44.0p (2014: 38.0p).
There are no income tax consequences in respect of the dividends declared, but not recognised in the financial statements. The dividends for
2015 and for 2014 were as follows:
Interim paid
Final proposed
Total dividend for the year
The anticipated cash payment in respect of the proposed final dividend is £72.7m (2014: £63.7m).
13. GOODWILL
2015
Pence
14.75
29.25
44.0
2014
Pence
12.25
25.75
38.0
General
Merchanting
£m
466.4
-
466.4
1.8
-
The Group
Contracts
Consumer
P&H
Total
£m
172.9
-
172.9
8.1
-
£m
829.5
-
829.5
2.1
-
£m
345.1
2.9
348.0
10.4
(99.0)
259.4
£m
1,813.9
2.9
1,816.8
22.4
(99.0)
1,740.2
468.2
181.0
831.6
At 1 January 2014
Recognised on acquisitions during the year
At 1 January 2015
Recognised on acquisitions during the year (note 29)
Impairment charged to the income statement as an
exceptional item
At 31 December 2015
The Company has no goodwill.
ANNUAL REPORT & ACCOUNTS 2015
165
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 13. GOODWILL continued
Cash generating units
The Directors consider that each branch in the Group is an individual Cash Generating Unit (“CGU”). Goodwill and intangible assets with
indefinite useful lives have been allocated and monitored for impairment testing purposes to groups of individual CGU’s within the same
brand. The following analyses goodwill and intangible assets with indefinite useful lives by CGU grouping.
CGU Grouping
Contracts
CCF
Keyline
BSS Industrial
General Merchanting
Travis Perkins
Consumer
Tile Giant
Bathrooms.com
Toolstation
Wickes
Plumbing & Heating
PTS
City Plumbing Supplies
Plumbnation
Primaflow
Solfex
Underfloor Heating
F&P
Other
2015
Intangibles
(note 14)
£m
Goodwill
£m
Total
£m
43.6
109.6
77.1
43.6
109.6
27.8
468.2
468.2
24.6
2.1
103.4
701.5
24.6
2.1
103.4
864.0
-
-
49.3
-
-
-
-
162.5
2.7
-
2.7
-
-
-
-
-
8.3
3.9
240.4
240.4
1.7
2.9
4.0
10.4
-
-
1.7
2.9
4.0
10.4
8.3
3.9
Intangibles
(note 14)
£m
-
-
49.3
-
-
-
-
162.5
40.9
-
-
-
-
-
8.5
3.9
2014
Goodwill
£m
43.6
101.5
27.8
Total
£m
43.6
101.5
77.1
466.4
466.4
24.6
-
103.4
701.5
68.7
240.4
1.7
2.9
4.0
-
30.3
-
24.6
-
103.4
864.0
109.6
240.4
1.7
2.9
4.0
-
38.8
3.9
226.7
1,740.2
1,966.9
265.1
1,816.8
2,081.9
In March 2014 the business announced plans to clarify the Plumbing and Heating format strategy, by aligning the PTS business to support
large contract customers with City Plumbing Supplies supporting the small to medium sized plumbing and heating engineers and bathroom
installers. As a consequence of this restructuring the Directors determined that the goodwill and other intangibles associated with the PTS
branches that are rebranded as City Plumbing Supplies should be reallocated to the City Plumbing Supplies CGU. Therefore £65m of
goodwill has been transferred from the PTS CGU to the City Plumbing Supplies CGU.
Measuring recoverable amounts
The Group tests goodwill and other non-monetary assets with indefinite useful lives for impairment annually or more frequently if there are indications
that impairment may have occurred. The recoverable amounts of the goodwill and other non-monetary assets with indefinite useful lives are determined
from value in use calculations. The key assumptions for the value in use calculations are those regarding the discount rates, growth rates and like-for-like
market volume changes which impact sales and therefore cash flow projections and maintenance capital expenditure. Management estimates pre-tax
discount rates that reflect current market assessments of the time value of money and the risks specific to the CGU groupings that are not reflected in
the cash flow projections.
At the beginning and end of the financial year the recoverable amount of goodwill and intangible assets with indefinite useful lives in all
segments was in excess of their book value after the adjustment for impairment at 31 December 2015 outlined below. In the absence of
a binding agreement to sell the assets and active reference market on which fair value can be determined the recoverable amount of the
goodwill and intangible assets with indefinite useful lives was determined according to value in use. The Directors’ calculations have shown
that no impairments have occurred other than detailed below. The key variables applied to the value in use calculations were:
• Cash flow forecasts, which were derived from the most recent board approved corporate plan
166
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS • The sales market volume assumptions underlying the cash flow forecasts are the Directors’ estimates of likely future changes based on
historic performance (excluding future investment and enhancements) and the current outlook for both the UK economy and the UK
building materials industry. This is viewed as the key operating assumption because the state of the building materials market determines
the Directors’ approach to margin and cost maintenance
• A risk adjusted pre tax discount rate is calculated by reference to the weighted average cost of capital (“WACC”) of the Group. For 2015, the pre
tax discount rate ranged between 9.0% and 9.8% (2014: 9.45% to 10.28%), which is not significantly different for any individual CGU or CGU
grouping. That is because each CGU operates in the same market, selling the same product types therefore the risk profiles are not dissimilar
• For 2015, cash flows beyond the corporate plan (2020 and beyond) have been determined using a growth rate of 2.1%, which is the
average long-term forecast GDP growth outlined in the Economic and Fiscal Outlook report produced by the Office for Budget Responsibility.
The Directors believe this is the most appropriate indicator of long-term growth rates that is available (2014 growth rate: 2.1%)
Impairment
Following the annual impairment review of goodwill and intangible assets, the Group has recognised an impairment charge totalling
£140.6m. Trading conditions in the wholesale and contract led Plumbing and Heating market have been challenging and as a consequence
expectations of future profitability were reduced in the value in use calculations. The impairment charge has been allocated as follows.
CGU
F & P
PTS
Goodwill
Acquired
Brands
£m
30.3
68.7
99.0
£m
0.3
38.2
38.5
Acquired
Customer
Relationships
£m
0.1
3.0
3.1
Total
£m
30.7
109.9
140.6
Sensitivity of results to changes in assumptions
Whilst management believe the assumptions are realistic, it is possible that an impairment would be identified if any of the above key
assumptions were changed significantly. For instance factors which could cause an impairment are:
• Significant underperformance relative to the forecast results
• Changes to the way the assets are used or changes to the strategy for the business
• A deterioration in the UK economy
The impairment review calculations are based upon anticipated discounted future cash flows. For most of the CGU groupings, given the
prudence already built into the Group’s corporate plan and the level of headroom they show, the Directors do not envisage reasonably
possible changes to the key operating assumptions that are sufficient to generate a different outcome to the impairment calculations
undertaken. However, for the CGU groupings listed in the table below this is not the case as the Directors consider that reasonably possible
changes in key assumptions could result in discounted future cash flows being insufficient to allow full recovery of the carrying value of the
CGU’s goodwill and other intangible assets.
The Directors have conducted a sensitivity analysis to determine the specific value for each assumption, all other assumptions remaining the same, that
would result in the carrying value of goodwill and other intangible assets equalling their recoverable amounts and these are shown in the tables below.
The sole market value adjustment is the average annual change incorporated in the corporate plan of each CGU grouping.
31 December 2015
CGU Grouping
Headroom
Like-for-like Market Volume
(Average per annum)
Discount Rate
Long-term Growth Rate
Assumption
Sensitivity
Assumption
Sensitivity
Assumption
Sensitivity
Wickes
£137m
0.9%
(2.8%)
9.1%
10.1%
2.1%
0.8%
An increase in maintenance capital expenditure of £1m per annum will reduce headroom by £15m.
31 December 2014
CGU Grouping
Headroom
Like-for-like market volume
(Average per annum)
Discount rate
Long-term growth rate
Assumption
Sensitivity
Assumption
Sensitivity
Assumption
Sensitivity
Tile Giant
Wickes
PTS
£10m
£100m
£44m
3.2%
-
1.9%
(3.5%)
(1.7%)
(3.0%)
9.6%
9.6%
9.8%
12.5%
10.3%
12.5%
2.1%
2.1%
2.1%
(2.2%)
1.1%
(2.2%)
ANNUAL REPORT & ACCOUNTS 2015
167
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS
14. OTHER INTANGIBLE ASSETS
Cost or valuation
At 1 January 2014
Recognised on acquisitions in the year
Additions
At 31 December 2014
Recognised on acquisitions in the year (note 29)
Additions
At 31 December 2015
Amortisation
At 1 January 2014
Charged to operating profit in the year on acquired intangibles
Charged to operating profit in the year on internally generated
intangibles
At 31 December 2014
Charged to operating profit in the year on acquired intangibles
Charged to operating profit in the year on internally generated
intangibles
Impairment charged to the income statement as an
exceptional item
At 31 December 2015
Net book value
At 31 December 2015
At 31 December 2014
Cost of brands with an indefinite useful life (note 13) (net of impairment losses)
Cost of brands being amortised (net of impairment losses)
Brand
£m
301.1
1.3
-
302.4
3.7
-
306.1
4.1
2.1
-
6.2
2.5
-
38.5
47.2
258.9
296.2
The Group
Computer
software
Customer
relationships
£m
17.1
-
14.0
31.1
-
23.9
55.0
9.0
0.9
0.7
11.5
0.9
3.1
-
15.5
39.5
19.6
£m
147.6
-
-
147.6
-
-
147.6
42.0
14.6
-
56.6
14.6
-
3.1
74.3
73.3
91.0
2015
£m
226.7
40.9
267.6
Total
£m
465.8
1.3
14.0
481.1
3.7
23.9
508.7
56.0
17.6
0.7
74.3
18.0
3.1
41.6
137.0
371.7
406.8
2014
£m
265.1
37.3
302.4
Where a brand, which is a leading brand in its sector and has significant growth prospects, but has not been established for a significant period
of time, the Directors do not have sufficient evidence to support a contention that it will have an indefinite useful life. Accordingly for Toolstation,
Plumbnation, Solfex, Primaflow, Underfloor Heating, Bathrooms.com and certain product related brands the Directors have decided it is appropriate
to amortise their cost over their estimated useful lives. The useful lives of those brands being amortised range from 10 to 20 years while the
remaining lives range from 4 to 14 years.
The Directors consider that the other brands excluding PTS and F & P (which have been impaired in 2015), which are also all leading brands in
their sectors with significant histories and significant growth prospects have an indefinite useful life. They are reviewed annually for impairment;
details of impairment testing are shown in note 13. Acquired customer relationships are amortised over their estimated useful lives, which range
from 5 to 15 years. The remaining lives of amortised customer relationships range from 1 to 10 years. The Company has no intangible assets.
168
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS 15. PROPERTY, PLANT AND EQUIPMENT
Freehold
£m
Long
leases
£m
The Group
Short
leases
£m
Plant and
equipment
£m
Cost or deemed cost
At 1 January 2014
Additions
Additions from acquired businesses
Reclassifications
Disposals
At 1 January 2015
Additions
Additions from acquired businesses
Disposals
At 31 December 2015
Accumulated depreciation
At 1 January 2014
Charged this year
Reclassifications
Disposals
At 1 January 2015
Charged this year
Disposals
At 31 December 2015
Net book value
At 31 December 2015
At 31 December 2014
334.7
42.9
0.4
-
(0.3)
377.7
101.8
1.9
(27.6)
453.8
47.4
4.3
-
(0.1)
51.6
4.6
(8.5)
47.7
406.1
326.1
28.2
0.1
-
8.9
(0.2)
37.0
0.4
-
-
37.4
6.5
0.4
6.1
(0.1)
12.9
0.8
-
13.7
23.7
24.1
147.2
13.5
-
(8.9)
(4.6)
147.2
23.4
-
(8.1)
162.5
64.0
10.7
(6.1)
(4.3)
64.3
11.1
(5.8)
69.6
92.9
82.9
Total
£m
1,058.9
157.7
0.5
-
548.8
101.2
0.1
-
(44.3)
(49.4)
605.8
140.1
0.6
1,167.7
265.7
2.5
(40.1)
(75.8)
706.4
1,360.1
331.1
59.5
-
(41.0)
349.6
66.5
(36.1)
380.0
326.4
256.2
449.0
74.9
-
(45.5)
478.4
83.0
(50.4)
511.0
849.1
689.3
The Company
Plant and
equipment
£m
0.7
0.1
-
-
(0.1)
0.7
0.1
-
(0.1)
0.7
0.6
0.1
-
(0.1)
0.6
0.1
(0.1)
0.6
0.1
0.1
The cost element of the fixed assets carrying value is analysed as follows:
At deemed cost
At cost
The Group
The Company
Freehold
£m
32.0
421.8
453.8
Long
leases
£m
6.1
31.3
37.4
Short
leases
£m
-
162.5
162.5
Plant and
equipment
£m
-
706.4
706.4
Total
£m
38.1
1,322.0
1,360.1
Total
£m
-
0.7
0.7
Included within freehold property is land with a value of £157.0m (2014: £149.5m) which is not depreciated. No assets are pledged as security
for the Group’s liabilities.
ANNUAL REPORT & ACCOUNTS 2015
169
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 15. PROPERTY, PLANT AND EQUIPMENT continued
The carrying amount of assets held under finance leases is analysed as follows:
The Group
The Company
2015
2014
16. INVESTMENT PROPERTY
Long
leases
£m
0.8
0.8
Short
leases
£m
Plant and
equipment
£m
6.0
7.2
4.3
5.2
Total
£m
11.1
13.2
Deemed cost
At 1 January 2014 and 1 January 2015 and 31 December 2015
Accumulated depreciation
At 1 January 2014 and 1 January 2015 and 31 December 2015
Net book value
At 31 December 2014 and 31 December 2015
Investment property rental income totalled £nil (2014: £nil).
Total
£m
-
-
The Group
£m
0.5
(0.1)
0.4
No external valuation has been performed and therefore, the Directors have estimated that the fair value of investment property equates to
its carrying value.
The Company has no investment property.
170
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS 17. INVESTMENTS
a. Interest in associates
Equity investment
Loan facility
Share of losses
The Group
The Company
2015
£m
1.2
11.0
(4.3)
7.9
2014
£m
1.2
6.1
(5.6)
1.7
2015
£m
1.2
11.0
-
12.2
2014
£m
1.2
0.1
-
1.3
Travis Perkins plc holds a 49% investment in The Mosaic Tile Company Limited, a 49% investment in Toriga Limited and a 49% investment
in Toolstation Europe Limited. In 2014 the Company disposed of its 25% investment in Rinus Roofing Limited. There is no impairment in
the carrying value of the investment in and loan to Toolstation Europe because the future profitability forecasts fully support the current
carrying value.
The Groups share of associates’ assets, liabilities, income and expenses are as follows:
The Group
Current assets
Current liabilities
Non current assets
Non-current liabilities
Net assets / (liabilities)
Group share of net assets (49%)
Goodwill
Carrying amount of investment in associates
Income
Expense
Net expense of equity accounted investments
Group share of revenue (49%)
Group share of net expense (49%)
The reconciliation of investments in associates is given below.
At 1 January
Additions of investments
Interest on loans
Disposals of Rinus sales proceeds
Exceptional loss on disposal of Rinus
Impairment of loans to Toolstation Europe
Reversal of impairment
Retained profit
At 31 December
2015
£m
7.8
(5.0)
1.1
(0.7)
3.2
1.6
6.3
7.9
18.1
(21.3)
(3.2)
8.9
(10.4)
2015
£m
1.7
3.5
-
-
-
-
4.2
(1.5)
7.9
The Group
2014
£m
7.3
(5.4)
1.0
(0.1)
2.8
1.4
0.3
1.7
18.5
(21.4)
(2.9)
9.1
(10.5)
2014
£m
7.3
4.9
0.2
(2.8)
(4.6)
(1.9)
-
(1.4)
1.7
ANNUAL REPORT & ACCOUNTS 2015
171
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS
17. INVESTMENTS continued
b. Investment in subsidiaries
Cost
At 1 January as previously reported
Prior period restatement
At 1 January restated
Additions
At 31 December
Provision for impairment
Net book value at 31 December
The Company
2015
£m
3,676.6
-
3,676.6
38.3
3,714.9
(31.4)
3,683.5
2014
Restated
£m
3,605.8
45.4
3,651.2
25.4
3,676.6
(17.0)
3,659.6
In 2015 the company placed some dormant subsidiaries in members voluntary liquidation and consequently an impairment has been
recognised on these investments. Investments in subsidiaries have been restated (Note 5e).
A full listing of all related undertakings is provided in note 38.
c. Investments
Available for sale investments at fair value
Investments in property entities
Shares held in invested entities
Loans receivable at amortised cost
Loans to property entities
Loans to invested entities
The Group
The Company
2015
2014
£m
3.5
1.0
1.0
2.3
7.8
£m
3.2
-
-
-
3.2
2015
£m
-
1.0
-
2.3
3.3
2014
£m
-
-
-
-
-
The investments in property entities represent minority holdings in property owning entities that acquired properties from the Group in
2006 and 2015. These investments present the Group with an opportunity to generate returns through both income and capital gains. The
Directors consider that the carrying amount of these investments approximates to their fair value. The Group provides loans to one of the
property entities totalling £1.0m and charges interest at rates of between 10% and 12%.
On 20 February 2015 the Group acquired a strategic non controlling interest of 15% in Staircraft Limited, a major supplier of timber
staircases to house builders for a consideration of £1.0m. These shares are not held for trading and accordingly are classified as available for
sale. The Group provides a loan facility and charges interest at 3.0%.
172
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS
18. TRADE AND OTHER RECEIVABLES
Trade receivables
Allowance for doubtful debts
Amounts owed by subsidiaries
Other receivables
Prepayments and accrued income
Trade and other receivables
The Group
2015
£m
690.4
(23.9)
666.5
-
246.1
74.3
986.9
2014
£m
669.8
(25.3)
644.5
-
208.3
79.0
931.8
The Company
2015
£m
2014
£m
-
-
-
-
-
-
269.8
167.4
-
-
-
-
269.8
167.4
The Group’s trade and other receivables at the balance sheet date comprise principally of amounts receivable from the sale of goods, together
with amounts due in respect of rebates and sundry prepayments. The Directors consider the only class of asset containing significant credit risk
is trade receivables. The average credit term taken for sales of goods is 55 days (2014: 55 days). The allowance for doubtful debts is estimated
by the Group’s management based on prior experience and their assessment of the current economic environment. The Directors consider the
carrying amount of trade and other receivables approximates to their fair values. The business has provided fully for all receivables outstanding
for more than 90 days beyond agreed terms. Trade receivables which have been outstanding for less than 90 days that are not considered
recoverable are specifically provided for. No interest is charged on the trade receivable from the date of the invoice until the date the invoice
is classified as overdue according to the trading terms agreed between the Group and the customer. Thereafter, the Group retains the right to
charge interest at between 2% to 4% per annum above the clearing bank base rate on the outstanding balance.
Movement in the allowance for doubtful debts
At 1 January
Amounts written off during the year
Increase in allowance recognised in the income statement
At 31 December
The Group
2015
£m
25.3
(13.7)
12.3
23.9
2014
£m
33.9
(21.7)
13.1
25.3
In determining the recoverability of trade receivables, the Group considers any change in the credit quality of the trade receivable that
may have occurred between the date credit was initially granted and the reporting date. The concentration of credit risk is limited due to
the customer base being large. Accordingly, the Directors believe that no further credit provision is required in excess of the allowance for
doubtful debts.
Included in the Group’s trade receivable balance are debtors unprovided against with a carrying amount of £66.8m (2014: £84.1m) which
are past due at the reporting date for which the Group has not identified a significant change in credit quality and as such, the Group
considers that the amounts are still recoverable and therefore there is no allowance for doubtful debts. Except for some instances of personal
guarantees the Group does not hold any collateral over these balances.
Ageing of past due but not impaired receivables
Days overdue
0 – 30 days
31 – 60 days
61 – 90 days
The Group
2015
£m
45.3
10.2
11.3
66.8
2014
£m
55.6
15.4
13.1
84.1
Included in the allowance for doubtful debts are specific trade receivables with a balance of £3.9m (2014: £2.7m) which have been placed
into liquidation. The impairment represents the difference between the carrying amount of the specific trade receivable and the amount it is
anticipated will be recovered.
None of the Company’s debts are overdue. The directors do not consider there to be any significant credit risk, as the majority of the debt is
due from subsidiaries.
ANNUAL REPORT & ACCOUNTS 2015
173
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 19. CASH AND CASH EQUIVALENTS
Cash and cash equivalents comprise cash balances and cash deposits with an original maturity of three months or less held by the Group
and Company, net of overdrafts. The carrying amount of these assets approximates to their fair value.
20. SHARE CAPITAL
Ordinary shares of 10p
At 1 January 2014
Allotted under share option schemes
At 1 January 2015
Allotted under share option schemes
At 31 December 2015
The Group and the Company
Issued and fully paid
No.
246,786,289
1,916,699
248,702,988
1,111,734
249,814,722
£m
24.7
0.2
24.9
0.1
25.0
The Company has one class of ordinary share that carries no right to fixed income. The holders of ordinary shares are entitled to receive
dividends as declared and are entitled to one vote per share at meetings of the Company. All shares rank equally with regard to the
Company’s residual assets.
21. OWN SHARES
At 1 January
Movement during the year
At 31 December
Allocated to grants of executive options
Not allocated to grants of executive options
The Group and the Company
2015
No.
2014
No.
2,428,176
3,459,161
(1,109,644)
(1,030,985)
1,318,532
2,428,176
-
1,318,532
1,318,532
77,878
2,350,298
2,428,176
The own shares are stated at cost and held by the Employee Share Ownership Trust to satisfy options under the Group’s share option
schemes. All rights attaching to own shares are suspended until the shares are re-issued.
22. RESERVES
Details of all movements in reserves for both the Group and Company are shown in their respective Statement of Changes in Equity.
A description of the nature and purpose of each reserve is given below:
• the merger reserve represents the premium on equity instruments issued as consideration for the acquisition of BSS
• the revaluation reserve represents the revaluation surplus that arose from property revaluations in 1999 and prior years
• the hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments (net of
tax) related to hedged transactions that have yet to occur
• the own shares reserve represents the cost of shares purchased in the market and held by the Employee Share Ownership Trust to satisfy
options under the Group’s share option schemes
• the other reserve represents anticipated gross outflow on potential exercise of the put option held over the non-controlled 24%
shareholding in Plumbnation
The cumulative total of goodwill written off directly to reserves for acquisitions from December 1989 to December 1998 is £40.1m.
The aggregate information for the accounting periods prior to this period is not available.
174
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS 23. BORROWINGS
A summary of the Group objectives, policies procedures and strategies with regard to financial instruments and capital management can be
found in the Strategic Report on pages 5 to 91. At 31 December 2015 all borrowings were denominated in Sterling except for the unsecured
senior notes which are denominated in US dollars.
a. Summary
The Group
The Company
Unsecured senior notes
Liability to pension scheme (note 28)
Bank loans (note 23c)*
Sterling bond
Bank overdraft*
Finance leases (note 23d)
Loan notes (note 23e)
Finance charges netted off bank debt*
Finance charges netted off sterling bond
Current liabilities
Non-current liabilities
*These balances together total the amounts shown as bank loans in note 23(b).
b. Analysis of borrowings
2015
£m
137.0
35.4
110.0
256.2
-
18.6
-
(3.8)
(2.2)
551.2
139.8
411.4
551.2
2014
£m
133.1
36.0
-
258.0
-
21.3
40.8
(3.2)
(2.5)
483.5
43.5
440.0
483.5
2015
£m
137.0
-
110.0
256.2
-
-
-
(3.8)
(2.2)
497.2
137.0
360.2
497.2
The Group
Other
borrowings
Bank loans and
overdrafts
2015
£m
2014
£m
Borrowings repayable
On demand or within one year
More than one year, but not more than two years
More than two years, but not more than five years
More than five years
Gross borrowings
Unamortised fees
Borrowings repayable
On demand or within one year
More than one year, but not more than two years
More than two years, but not more than five years
More than five years
Gross borrowings
Unamortised fees
-
-
110.0
-
110.0
(3.8)
106.2
-
-
-
-
-
(3.2)
(3.2)
The Company
Bank loans and
overdrafts
2015
£m
2014
£m
-
-
110.0
-
110.0
(3.8)
106.2
4.8
-
-
-
4.8
(3.2)
1.6
2015
£m
139.6
2.8
5.4
299.4
447.2
(2.2)
445.0
Other
borrowings
2015
£m
137.0
-
-
256.2
393.2
(2.2)
391.0
2014
£m
133.1
-
-
258.0
4.8
-
40.8
(3.2)
(2.5)
431.0
45.6
385.4
431.0
2014
£m
43.5
135.9
7.5
302.3
489.2
(2.5)
486.7
2014
£m
40.8
133.1
-
258.0
431.9
(2.5)
429.4
ANNUAL REPORT & ACCOUNTS 2015
175
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 23. BORROWINGS continued
c. Facilities
At 31 December 2015, the following facilities were available:
Drawn facilities
5 year committed revolving credit facility
Sterling bond
Unsecured senior notes
Bank overdrafts
Undrawn facilities
5 year committed revolving credit facility
Bank overdrafts
The Group
The Company
2015
£m
110.0
254.0
137.0
-
501.0
440.0
30.0
470.0
2014
£m
-
255.5
133.1
-
388.6
550.0
30.0
580.0
2015
£m
110.0
256.2
137.0
-
503.2
440.0
30.0
470.0
2014
£m
-
255.5
133.1
4.8
393.4
550.0
25.2
575.2
On 14 December 2015, the Group signed a £550m banking agreement with a syndicate of banks, which runs until December 2020.
The $200m of unsecured loan notes were repaid on 26 January 2016. On the 15 September 2014 the company issued a 7 year sterling
bond with a principal amount of £250m. The disclosures in note 23(c) do not include finance leases, loan notes, or the effect of finance
charges netted off bank debt.
d. Obligations under finance leases
Amounts payable under finance leases:
Within one year
In the second to fifth years inclusive
After five years
Less: future finance charges
Present value of lease obligations
Less: Amount due for settlement within one year
(shown under current liabilities)
Amount due for settlement after one year
The Group
Minimum
lease payments
2015
£m
2014
£m
3.6
10.6
14.0
28.2
(9.6)
18.6
3.6
12.8
15.4
31.8
(10.5)
21.3
Present value of
minimum
lease payments
2015
£m
2014
£m
2.8
8.5
7.3
18.6
-
18.6
(2.8)
15.8
2.7
10.2
8.4
21.3
-
21.3
(2.7)
18.6
Excluding 999-year leases, the average loan term for properties held under finance leases is 49 years and the average borrowing rate
has been determined at the inception of the lease to be 9.0%. Interest rates are fixed at the contract date. All lease obligations, which are
denominated in Sterling, are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
176
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS
e. Loan notes
Included in borrowings due within one year is £nil (2014: £3.2m) of loan notes issued as consideration for the acquisition of Broombys
Limited in 1999. They were redeemed on their final redemption date of 30 June 2015. On 24 March 2014 as consideration for the acquisition
of Toolstation the company issued loan notes totalling £37.6m. The loan notes were redeemed on 30 April 2015.
f. Interest
The weighted average interest rates paid were as follows:
Unsecured senior notes
Sterling bond
Bank loans and overdraft
Other borrowings
2015
%
5.9
4.4
2.0
2.1
2014
%
5.9
4.4
1.9
2.0
The $200m unsecured senior notes were issued at fixed rates of interest and swapped into variable rates. As detailed in note 24, to manage
risk the Group enters into fixed to floating swap contracts which swapped $90m of the private placement debt and all £250m principal of
the sterling bond into floating rates. For the year to December 2015 this had the effect of lowering the weighted average interest paid by 1.0%.
In respect of income earning financial assets and interest bearing financial liabilities, the following table indicates their effective interest rates
at the balance sheet date. All assets and liabilities except for loan notes reprice within six months.
Unsecured senior notes
Unsecured variable rate bank facilities
Sterling bond
Loan notes - Toolstation
Loan notes - Broombys
Unsecured senior notes
Unsecured variable rate bank facilities
Sterling bond
Loan notes - Toolstation
Loan notes - Broombys
Bank overdraft
2015
Effective
interest rate
5.9%
1.38%
4.375%
-
-
2015
Effective
interest rate
5.9%
1.38%
4.375%
-
-
-
The Group
£m
137.0
110.0
256.2
-
-
503.2
The Company
£m
137.0
110.0
256.2
-
-
-
503.2
2014
Effective
interest rate
5.9%
-
4.375%
1.5%
6.0%
2014
Effective
interest rate
5.9%
-
4.375%
1.5%
6.0%
2.25%
£m
133.1
-
255.5
37.6
3.2
429.4
£m
133.1
-
255.5
37.6
3.2
4.8
434.2
The US private placement carries fixed rate coupons of between 130 bps and 140 bps over US treasuries.
ANNUAL REPORT & ACCOUNTS 2015
177
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 23. BORROWINGS continued
g. Fair values
For both the Group and the Company the fair values of financial assets and liabilities have been calculated by discounting expected cash
flows at prevailing rates at 31 December. There were no significant differences between book and fair values on this basis and therefore no
further information is disclosed.
Details of the fair values of derivatives are given in note 24.
h. Guarantees and security
There are cross guarantees on the overdrafts between group companies.
Travis Perkins Trading Company Limited, Wickes Building Supplies Limited, Travis Perkins Properties Limited, Keyline Builders Merchants
Limited and Travis Perkins Plumbing and Heating LLP are guarantors of the following facilities advanced to Travis Perkins plc:
• £250m sterling bond;
• £550m revolving credit facility;
• $200m unsecured senior notes;
• Interest rate and currency derivatives (note 24).
The Group companies have entered into other guarantee and counter-indemnity arrangements in respect of guarantees issued in favour of
Group companies by the clearing banks amounting to approximately £22.4m (2014: £62m).
178
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS 24. FINANCIAL INSTRUMENTS
a. Significant accounting policies
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the
basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are
disclosed in note 2 to the financial statements.
b. The carrying value of categories of financial instruments
Financial assets
Derivative instruments in designated hedge accounting relationships
Designated as fair value through profit and loss (FVTPL)
Loans and receivables (including cash and cash equivalents)
Available-for-sale
Financial liabilities
Designated as fair value through profit and loss (FVTPL)
Derivative instruments in designated hedge accounting relationships
Borrowings (note 23a)
Trade and other payables at amortised cost (note 27)
The Group
The Company
2015
£m
21.2
1.3
999.7
4.5
2014
£m
18.7
2.5
961.1
3.2
2015
£m
21.2
1.3
2014
£m
18.7
2.5
304.9
221.4
-
-
1,026.7
985.5
327.4
242.6
1.2
-
1.4
0.5
551.2
483.5
1,061.9
1,033.8
1,614.3
1,519.2
1.2
-
497.2
21.9
1.4
0.5
431.0
22.9
520.3
455.8
Loans and receivables exclude prepayments of £74.3m (2014: £79.0m). Trade and other payables exclude taxation and social security and
accruals and deferred income totalling £172.4m (2014: £220.0m). Deferred consideration payable totalling £1.2m is included in financial
liabilities designated as fair value through profit and loss. The carrying amount of financial assets recorded in the financial statements, which
is net of impairment losses, represents the Group’s maximum exposure to credit risk. The Group has considered the impact of credit risk on
its financial instruments and because the counterparties are banks with high credit ratings considers its impact to be immaterial.
c. Fair value of financial instruments
The fair values of financial assets and financial liabilities are determined as follows:
• Foreign currency forward contracts are measured using quoted forward exchange rates
• Interest rate swaps are measured at the present value of future cash flows estimated and discounted based on the applicable yield curves
derived from quoted interest rates
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into
levels 1 to 3 based on the degree to which the fair value is observable:
• Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities
• Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the
asset or liability either directly (i.e. as prices) or indirectly (i.e. derived from prices)
• Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based
on observable market data (unobservable inputs)
ANNUAL REPORT & ACCOUNTS 2015
179
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 24. FINANCIAL INSTRUMENTS continued
There were no transfers between levels during the year.
Included in assets
Level 2
Interest rate swaps designated and effective as hedging instruments carried
at fair value
Cross currency interest rate swaps designated and effective as hedging
instruments carried at fair value
Foreign currency forward contracts designated and effective as hedging instruments
carried at fair value
Foreign currency forward contracts at fair value through profit and loss
Current assets
Non-current assets
Included in liabilities
Level 2
The Group
2015
£m
2014
£m
The Company
2015
£m
2014
£m
6.3
11.7
3.2
1.3
22.5
16.2
6.3
22.5
8.0
10.7
-
2.5
21.2
2.5
18.7
21.2
6.3
11.7
3.2
1.3
22.5
16.2
6.3
22.5
8.0
10.7
-
2.5
21.2
2.5
18.7
21.2
Foreign currency forward contracts designated and effective as hedging
instruments carried at fair value
-
0.5
-
0.5
Level 3
Deferred consideration at fair value through profit and loss
Current liabilities
Non-current liabilities
1.2
1.2
1.2
-
1.2
1.4
1.9
1.4
0.5
1.9
1.2
1.2
1.2
-
1.2
1.4
1.9
1.4
0.5
1.9
d. Interest risk management
The Group is exposed to interest rate risk as entities in the Group borrow funds at both fixed and floating interest rates. The risk is managed
by the Group by maintaining an appropriate mix between fixed and floating rate borrowings, by the use of interest rate swap contracts and
forward interest rate contracts. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite, ensuring
optimal hedging strategies are applied, by either positioning the balance sheet or protecting interest expense through different interest
rate cycles.
The Group adopts a policy of ensuring that its exposure to changes in interest rates on borrowings is on either a fixed rate basis or is subject to
movements within pre-defined limits. To achieve its desired interest rate profile the Group uses interest rate swap contracts where necessary.
Under interest rate swap contracts, the Group agrees to exchange the difference between fixed and floating interest rate amounts calculated
on agreed notional principal amounts. Such contracts enable the Group to mitigate the risk of changing interest rates on the fair value of
issued fixed rate debt held and the cash flow exposures on the issued variable rate debt held. The fair value of interest rate swaps at the
reporting date is determined by discounting the future cash flows using the curves at the reporting date and the credit risk inherent in the
contract, and is disclosed below. The average interest rate is based on the outstanding balances at the end of the financial year.
On 15 September 2014 the Group and Company entered into interest rate swap contracts with seven syndicate banks which swapped the
fixed rate payable on the listed sterling bond of 4.375% to floating rates based on 6 month libor. These interest rate swap contracts, totalling
a notional amount of £250m, are all designated and effective as fair value hedges. At 31 December 2015 the fair value of the interest rate
derivatives, all of which terminate more than five years from the balance sheet date, to which the Group and the Company were parties, was
estimated at £6.3m (2014: £8.0). This amount is based on market values of equivalent instruments at the balance sheet date. The fair value
thereof has been credited to the income statement where it is matched with the fair value movement of the associated sterling bond.
180
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS The following table details the notional principal amounts and remaining terms of interest rate swap contracts at the reporting date:
Interest rate swap contracts
Fair value hedges - receive fixed / pay floating contracts
Over five years
Average contract
floating interest
rate
2015
%
2.98
2014
%
2.95
Notional principal
amount
2015
£m
2014
£m
250.0
250.0
Fair value
2015
2014
£m
6.3
£m
8.0
The floating rate on the interest rate swaps outstanding at 31 December 2015 is six month LIBOR plus a basis point increment averaging
223.3. The floating leg is settled every six months whilst the receivable fixed leg is settled annually.
e. Cross currency swaps and currency forward contracts
In order to eliminate the currency risk associated with the $200m unsecured senior notes the Group and Company have two cross currency
swaps of £23m and £29m to fix the exchange rate at £1 equal to $1.73 for the entire lives of $90m of the unsecured senior notes. The hedging
risk on the remaining $110m is eliminated through the use of forward currency contracts.
The forward options fixed the notional amount receivable and payable in respect of the unsecured senior notes to £52m as well as fixing the
exchange rate applicable to future coupon payments. The two currency swaps convert the borrowing rates on US$50m and US$40m of debt
from 5.89% to a variable rate based on six month LIBOR plus basis point increment of 86.5 and 86.7 respectively. The currency swaps settle
on a half-yearly basis. The Group will settle the difference between the fixed and floating interest on a gross basis.
Currency swap contracts exchanging fixed rate interest for floating rate interest are designated and effective as fair value hedges in respect of
interest rates. During the period, the hedge was 100% effective in hedging the fair value exposure to interest movements and as a result, the
carrying amount of the loan was adjusted by £0.7m (2014: £1.3m), which was included in the income statement at the same time that the fair
value of the interest rate swap was also included in the income statement.
The following table details the notional principal amounts and remaining terms of currency swap contracts accounted for as fair value hedges
as at the reporting date:
Fair value hedges – outstanding receive fixed pay floating contracts
Less than 1 year
Average contract
floating interest
rate
2015
2014
%
1.6
%
1.6
Notional principal
amount
Fair value
2015
£m
52.0
52.0
2014
£m
52.0
52.0
2015
2014
£m
11.7
11.7
£m
10.7
10.7
The Group and the Company have three currency forward contracts with a notional value of $30m each and one with a notional value of
£20m to hedge $110m of unsecured senior notes. These contracts have a maturity date of January 2016. At 31 December 2015 the fair value
of these forward contracts was estimated at £3.2m (2014: £(0.5)m). These contracts are designated cash flow hedges.
The Group acquires goods for sale from overseas, which when not denominated in Sterling are paid for principally in US dollars. The Group
has entered into forward foreign exchange contracts (all of which are less than one year in duration) to buy US dollars to hedge the exchange
risk arising from these anticipated future purchases. At the balance sheet date the total notional value of contracts to which the Group was
committed was US$72.4m (2014: US$75.0m). The fair value of these derivatives is £1.3m (2014: £2.5m). These contracts are not designated
cash flow hedges and accordingly the fair value movement has been reflected in the income statement.
ANNUAL REPORT & ACCOUNTS 2015
181
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS
24. FINANCIAL INSTRUMENTS continued
f. Liquidity analysis
The following table details the Group’s liquidity analysis for its derivative financial instruments and other financial liabilities. The table has been
drawn up based on the undiscounted net cash flows on the derivative instrument that settle on a net basis and the undiscounted gross cash
flows on those derivatives that require gross settlement. When the amount payable or receivable is not fixed, the amount disclosed has been
determined by reference to the projected interest and foreign currency rates as illustrated by the yield curves existing at the reporting date.
0-1 year
£m
1-2 years
£m
2015
2-5 years
£m
5+ years
£m
Total
£m
62.8
(52.4)
10.4
(47.6)
(37.2)
11.1
(26.1)
(521.2)
(1.2)
(1,061.9)
(28.2)
-
-
-
-
-
4.5
4.5
-
-
-
-
-
0.5
0.5
(106.2)
(289.4)
-
-
(14.0)
-
-
(7.0)
(108.7)
2014
2-5 years
£m
-
-
-
-
-
6.5
6.5
-
-
-
(9.2)
(2.7)
(302.9)
(1,638.6)
5+ years
£m
-
-
-
-
-
3.5
3.5
(291.4)
-
-
(15.4)
(303.3)
Total
£m
62.8
(53.3)
9.5
(45.6)
(36.1)
16.6
(19.5)
(473.5)
(1.4)
(1,033.8)
(31.8)
(1,560.0)
62.8
(52.4)
10.4
(47.6)
(37.2)
3.5
(33.7)
(125.6)
(1.2)
(1,061.9)
(3.6)
(1,226.0)
-
-
-
-
-
2.6
2.6
-
-
-
(3.6)
(1.0)
0-1 year
£m
1-2 years
£m
3.4
(0.8)
2.6
(45.6)
(43.0)
3.6
(39.4)
(48.4)
(1.4)
(1,033.8)
(3.6)
(1,126.6)
59.4
(52.5)
6.9
-
6.9
3.0
9.9
(133.7)
-
-
(3.6)
(127.4)
Gross settled
Interest rate swaps – receipts
Interest rate swaps – payments
Foreign exchange forward contracts
Total gross settled
Net settled
Interest rate swaps
Total derivative financial instruments
Borrowings
Deferred consideration
Other financial liabilities (note 27)
Finance leases (note 23d)
Total financial instruments
Gross settled
Interest rate swaps – receipts
Interest rate swaps – payments
Foreign exchange forward contracts
Total gross settled
Net settled
Interest rate swaps
Total derivative financial instruments
Borrowings
Deferred consideration
Other financial liabilities (note 27)
Finance leases (note 23d)
Total financial instruments
182
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS g. Interest rate sensitivity analysis
The sensitivity analysis below have been determined based on the exposure to interest rates for both derivatives and non-derivative financial
instruments at the balance sheet date. For floating rate liabilities, the analysis is prepared assuming that the amount of liability outstanding at
the balance sheet date was outstanding for the whole year. A 1.0% increase or decrease is used when reporting interest rate risk internally to
key management personnel. If interest rates had been 1.0% higher / lower and all other variables were held constant, the Group’s:
• Profit before taxation for the year ended 31 December 2015 would have decreased / increased by £4.1m (2014: increased / decreased by
£3.1m)
• Net equity would have decreased / increased by £3.2m (2014: increased / decreased by £2.4m) mainly because of the changes in the fair
value of interest rate derivatives
25. PROVISIONS
The Group
Plumbing
and heating
reconfiguration
£m
Property
£m
Insurance
£m
At 1 January 2014
Additional provision charged to the income statement
Additional provision (released) / charged to income
statement as exceptional items
Utilisation of provision
Unwinding of discount
At 31 December 2014
Additional provision charged to income statement
Utilisation of provision
Unwinding of discount
At 31 December 2015
Included in current liabilities
Included in non-current liabilities
36.5
-
(10.0)
(5.8)
1.4
22.1
-
(9.3)
0.3
13.1
7.8
5.3
13.1
29.9
3.4
-
(3.2)
-
30.1
10.5
(12.2)
-
28.4
28.4
-
28.4
Other
£m
2.5
-
-
(1.3)
-
1.2
-
Total
£m
68.9
3.4
6.1
(10.3)
1.4
69.5
10.5
-
-
16.1
-
-
16.1
-
(11.9)
(1.0)
(34.4)
-
4.2
2.1
2.1
4.2
-
0.2
0.2
-
0.2
0.3
45.9
38.5
7.4
45.9
The Group has a number of vacant and partly sub-let leasehold properties. Where necessary provision has been made for the residual lease
commitments after taking into account existing and anticipated sub-tenant arrangements.
The Group recognised in 2014 an exceptional provision of £16.1m relating to the reconfiguration of the Plumbing and Heating division.
The provision covered expected property costs, legal costs and IT costs arising from the reconfiguration.
Should a provision ultimately prove to be unnecessary then it is credited back into the income statement. Where the provision was originally
established as an exceptional item, any release is shown as an exceptional credit.
It is Group policy to insure itself using policies with a high excess against claims arising in respect of damage to assets, or due to employers
or public liability claims. The nature of insurance claims means they may take some time to be settled. The insurance claims provision
represents management’s best estimate, based upon external advice of the value of outstanding claims against it where the final settlement
date is uncertain.
ANNUAL REPORT & ACCOUNTS 2015
183
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 25. PROVISIONS continued
The following table details the Group’s liquidity analysis of its provisions. The table has been drawn up based on the undiscounted net
cash outflows.
2015
Property
Plumbing and Heating reorganisation
Insurance
Other
2014
Property
Plumbing and Heating reorganisation
Insurance
Other
The Company has no provisions.
26. DEFERRED TAX
0-1 year
£m
1-2 years
£m
2-5 years
£m
5+ years
£m
8.0
2.1
28.4
0.2
38.7
18.8
14.0
30.1
1.2
64.1
1.6
2.1
-
-
3.7
1.3
2.1
-
-
3.4
2.8
2.4
-
-
-
-
-
-
2.8
2.4
2.5
-
-
-
2.8
-
-
-
2.5
2.8
Total
£m
14.8
4.2
28.4
0.2
47.6
25.4
16.1
30.1
1.2
72.8
The following are the major fully recognised deferred tax liabilities and assets recognised by the Group and movements thereon during the
current and prior reporting periods.
(Asset) / Liability
Capital allowances
Revaluation of property
Share-based payments
Provisions
Property assets acquired
in business combinations
Brand
Pension scheme liability
Deferred tax
At
1 Jan 2015
£m
Arising on
acquisition
£m
The Group
Recognised
in income
£m
Recognised
in equity
£m
At
31 Dec 2015
£m
1.6
8.9
(11.1)
(0.6)
8.8
78.3
(19.2)
66.7
-
-
-
-
0.4
0.8
-
1.2
1.0
-
(0.3)
0.9
(1.7)
(17.9)
3.3
(14.7)
(0.9)
2.9
-
-
-
6.1
8.1
2.6
8.0
(8.5)
0.3
7.5
61.2
(9.8)
61.3
184
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS At
1 Jan 2014
£m
3.0
(1.8)
8.9
(17.6)
(8.7)
9.7
81.8
(14.0)
61.3
Arising on
acquisition
£m
(0.1)
-
-
-
-
-
-
-
(0.1)
The Group
Recognised
in income
£m
Recognised
in equity
£m
At
31 Dec 2014
£m
(1.3)
1.8
-
0.4
8.1
(0.9)
(3.5)
4.3
8.9
-
-
-
6.1
-
-
-
(9.5)
(3.4)
1.6
-
8.9
(11.1)
(0.6)
8.8
78.3
(19.2)
66.7
Capital allowances
Trading losses
Revaluation of property
Share based payments
Provisions
Property assets acquired
in business combinations
Brand
Pension scheme liability
Deferred tax
At the balance sheet date the Group had unused capital losses of £42.3m (2014: £45.8m) available for offset against future capital profits.
No deferred tax asset has been recognised because it is improbable that future taxable profits will be available against which the Group can
utilise the losses because they arose prior to the Group acquiring Wickes and that business owns no assets that may generate a future capital
gain against which the losses can be offset.
Other than disclosed above, no deferred tax assets and liabilities have been offset.
Share-based payments
Other timing differences
Share-based payments
Other timing differences
At
1 Jan 2015
£m
(3.3)
(0.4)
(3.7)
At
1 Jan 2014
£m
(17.7)
(0.5)
(18.2)
The Company
Recognised
in income
£m
Recognised
in equity
£m
At
31 Dec 2015
£m
0.7
-
0.7
(2.8)
(0.1)
(2.9)
(0.2)
0.3
0.1
The Company
Recognised
in income
£m
Recognised
in equity
£m
At
31 Dec 2014
£m
4.3
0.1
4.4
10.1
-
10.1
(3.3)
(0.4)
(3.7)
ANNUAL REPORT & ACCOUNTS 2015
185
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 27. OTHER FINANCIAL LIABILITIES
Trade payables
Other taxation and social security
Deferred consideration payable
Other payables
Accruals and deferred income
Trade and other payables
The Group
The Company
2015
£m
904.6
58.2
1.2
157.3
114.2
2014
£m
852.3
64.5
1.4
181.5
155.5
1,235.5
1,255.2
2015
£m
-
-
1.2
21.9
-
23.1
2014
£m
-
-
1.4
22.9
-
24.3
The Group
Trade and other payables principally comprise amounts outstanding for trade purchases and ongoing costs. The Directors consider that the
carrying amount of trade payables approximates to their fair value. The Group has financial risk management policies in place to ensure that
all payables are paid within the credit timeframe.
The Company
Trade and other payables principally comprise amounts outstanding for trade purchases and ongoing costs. The Directors consider that the
carrying amount of trade payables approximates to their fair value.
28. PENSION ARRANGEMENTS
Defined benefit schemes
The Group operates three final salary schemes being The Travis Perkins Pensions and Dependants’ Benefit Scheme (“the TP scheme”),
the “BSS schemes” being the BSS Defined Benefit Scheme and the immaterial BSS Ireland Defined Benefit Scheme. All defined benefit
schemes are closed to new members. The TP scheme is for the majority of members a 1/60th scheme. The assets of the TP schemes are
held separately from those of the Group under the control of the scheme’s trustees. Employees are entitled to start drawing a pension, based
on their membership of the scheme, on their normal retirement date. If employees choose to retire early and draw their pension, then the
amount they receive is scaled down accordingly.
The TP scheme is funded by contributions from Group companies and employees. Contributions are paid to the Trustees on the basis of
advice from an independent professionally qualified actuary who carries out a valuation of the scheme every three years.
A full actuarial valuation of the TP scheme was carried out on 30 September 2014. The IAS 19 valuation has been based upon the results
of the 30 September 2014 valuation, and then updated to 31 December 2015 by a qualified actuary. The present values of the defined
obligations, the related current service costs and the past service costs for the scheme were measured using the projected unit method.
The assets of the BSS schemes are held separately from those of the Group in funds under the control of the schemes’ trustees. The
most recent actuarial valuations of the BSS schemes’ assets and the present value of the defined benefit obligations were carried out at
30 September 2014. The present value of the defined benefit obligation, and the related current service cost and past service cost, were
measured using the projected unit method with a control period equal to the future working lifetime of the active members.
In June 2010, an agreement was reached with the trustees of the Travis Perkins final salary pension scheme to fund £34.7m of the deficit
using a group controlled special purpose vehicle (“SPV”). The pension scheme is entitled to receive the income of the SPV for a period
of up to 20 years, subject to funding levels. This income is backed by the security of 16 Travis Perkins freehold properties. As the SPV is
consolidated into the Travis Perkins plc group accounts advantage has been taken of Regulation 7 of The Partnership (Accounts) Regulations
2008 and accounts for the SPV will neither be audited or filed.
2014 Restatement
The 2014 pension numbers in respect of the TP Scheme have been restated to reduce the return on plan assets in the year by £14.8m to
exclude the contingent rentals from the value of the liability to the pension scheme with an equal and opposite reduction to the additional
liability recognised in respect of the minimum funding requirement. There was no overall effect on the total pension liability.
The TP scheme and the BSS schemes expose the Group to actuarial risks such as investment risk, interest rate risk, longevity risk and salary
risk. A summary of the risks and the management of those risks is given below.
186
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS Investment risk
Interest risk
Longevity risk
Salary risk
The present value of the defined benefit liabilities of the schemes is calculated using a discount rate
predetermined by reference to high quality corporate bond yields. If the return on scheme assets is below
this rate it may create a plan deficit. Currently the schemes have a relatively balanced investment in equity
securities, debt instruments and real estate. Due to the long term nature of the scheme liabilities the trustees
of the pension funds consider it appropriate that a reasonable portion of the scheme assets should be
invested in equities.
A decrease in corporate bond yields will increase the schemes’ liabilities, but the effect will be partially offset
by an increase in the return on the schemes debt assets..
The present value of the defined benefit plan liabilities of the schemes is calculated by reference to the best
estimate of mortality of plan participants both during and after their employment. An increase in the life
expectancy of the plan participants will increase the schemes liabilities.
The present value of the defined benefit plan liabilities is calculated by reference to the future salaries of scheme
participants. As such an increase in salaries of scheme participants will increase the schemes’ liabilities.
a. Major assumptions used by the schemes’ actuaries at the balance sheet date (in nominal terms)
Rate of increase in pensionable salaries
Rate of increase of pensions in payment post 2006
Rate of increase of pensions in payment 1997 -2006
Discount rate
Inflation assumption - RPI
Inflation assumption - CPI
At 31 December
2015
At 31 December
2014
2.45%
2.20%
3.10%
3.85%
3.20%
2.20%
2.35%
2.50%
3.40%
3.70%
3.10%
2.10%
In respect of longevity, the valuation adopts the S2PA year of birth tables with improvements in life expectancy to continue in the medium
term, with base year appropriate to the member’s date of birth. This results in the following life expectancies at illustrative ages:
Weighted average life expectancy for mortality tables used to determine pension liability at 31 December 2015:
Member age 65 (current life expectancy) - TP Scheme
Member age 45 (life expectancy on reaching age 65) - TP Scheme
Member age 65 (current life expectancy) - BSS Schemes
Member age 45 (life expectancy on reaching age 65) - BSS Schemes
b. Amounts recognised in income in respect of the defined benefit schemes
Current service costs charged to operating profit in the
income statement
Past service gains from settlements
Net interest income / (expense)
Total pension charge
TP
Scheme
£m
(15.9)
1.9
(1.1)
(15.1)
2015
BSS
Schemes
£m
(2.9)
0.3
(1.8)
(4.4)
Male
Years
22.1
23.8
22.1
23.8
Group
£m
(18.8)
2.2
(2.9)
(19.5)
Female
Years
24.7
26.6
24.7
26.6
2014
Group
£m
(10.7)
-
(2.4)
(13.1)
The Directors have agreed with the Schemes’ Actuaries and the Trustees to pay total contributions, including the amounts in excess of
ongoing contributions required to repay the deficit of £10.0m to the BSS schemes in 2016. In 2016, the excess of funding over the on-going
service contributions will be £10.0m in total for the Group.
Note 5 shows where pension costs have been charged in the income statement. Actuarial gains and losses have been included in the
Statement of Comprehensive Income.
ANNUAL REPORT & ACCOUNTS 2015
187
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 28. PENSION ARRANGEMENTS continued
c. The amount included in the balance sheet arising from the Group’s obligations in respect of all of its defined benefit schemes and the
movements during the year
Fair value of plan assets
2015
BSS
Schemes
£m
TP
Scheme
£m
913.8
247.5
Group
£m
1,161.3
2014
BSS
Schemes
£m
TP
Scheme
£m
908.9
230.9
Group
£m
1,139.8
Present value of defined benefit obligations
(879.4)
(283.0)
(1.162.4)
(947.8)
(287.6)
(1,235.4)
Actuarial surplus / (deficit)
Restriction an asset recognised
Additional liability recognised for minimum funding
requirements
Gross pension liability at 31 December
Deferred tax asset
Net pension liability at 31 December
34.4
(34.4)
(0.2)
(0.2)
(35.5)
-
(1.1)
(34.4)
(16.5)
(16.7)
(38.9)
(56.7)
(95.6)
-
(1.9)
-
-
(52.0)
(52.2)
(40.8)
(56.7)
9.8
(42.4)
In finalising the 30 September 2014 actuarial valuations the Trustees of both schemes reached agreement with the Company that in order
to eliminate the funding shortfalls at that date the Company would pay recovery plan contributions to each scheme. Amounts receivable by
each scheme from 1 Janaury 2016 are as follows:
• TP Scheme – nil
• BSS Scheme - £10.0m p.a payable in monthly instalments until 1 September 2021
The Company has agreed to make voluntary recovery plan contributions of £0.2m per month to the TP Scheme until September 2023.
These contributions are not contractual and can be stopped at any time with one months notice at the Company’s sole discretion.
2015
BSS
Schemes
£m
TP
Scheme
£m
Group
£m
TP
Scheme
£m
2014
BSS
Schemes
£m
At 1 January actuarial (deficit) / asset
(38.9)
(56.7)
(95.6)
41.1
(40.8)
Additional liability recognised for minimum funding
requirements
(1.9)
-
(1.9)
(46.7)
(25.0)
Current service costs and administration expenses
charged to the income statement
Past service gains from settlements credited to the
income statement
Net interest (expense) / income
Contributions from sponsoring companies
Foreign exchange
Return on plan assets (excluding amounts included
in net interest)
Actuarial gain arising from changes in
demographic assumptions
Actuarial gain / (loss) arising from changes in
financial assumptions
Actuarial gain / (loss) arising from experience
adjustments
(Increase) / reduction in minimum funding
requirement liability
(40.8)
(56.7)
(97.5)
(15.9)
(2.9)
(18.8)
0.3
(1.8)
12.5
0.1
3.0
8.2
8.0
2.2
(2.9)
39.9
0.1
(22.8)
47.8
35.2
1.9
(1.1)
27.4
-
(25.8)
39.6
27.2
19.4
(5.6)
(8.0)
-
0.4
22.8
-
46.5
-
(65.8)
(2.7)
-
(2.8)
12.6
-
8.9
-
(141.7)
(33.6)
(175.3)
(6.2)
13.2
-
1.7
1.7
(32.1)
(16.5)
(48.6)
44.8
25.0
69.8
At 31 December actuarial deficit
(0.2)
(52.0)
(52.2)
(40.8)
(56.7)
(97.5)
188
ANNUAL REPORT & ACCOUNTS 2015
-
(1.9)
(97.5)
19.2
(78.3)
Group
£m
0.3
(71.7)
(71.4)
(10.7)
-
(2.4)
35.4
-
55.4
-
FINANCIAL STATEMENTS d. Major categories and fair value of plan assets
The major categories and fair values of plan assets at the end of the reporting period for each category are as follows:
At 31 December 2015
At 31 December 2014
TP
Scheme
£m
BSS
Schemes
£m
TP
Scheme
£m
BSS
Schemes
£m
Level 1
Domestic equities
Overseas equities
Fixed interest government bonds
Corporate bonds
Diversified growth fund
Liability driven investment
Level 3
Property
SPV asset
Cash and other
218.8
247.8
-
116.6
125.4
75.5
44.8
21.7
63.2
16.6
133.2
-
20.7
71.2
-
0.4
-
5.4
913.8
247.5
210.0
253.9
-
117.2
127.9
131.8
41.6
22.7
3.8
908.9
Actual return on scheme assets
2015
2014
TP Scheme
BSS Schemes
e. Movements in the fair value of scheme assets in the current period
£m
8.2
11.5
0.9%
4.6%
At 1 January
Interest on scheme assets
Return on scheme assets not included above
Foreign exchange
Administration expenses
Contributions from sponsoring companies
Contributions from members
Benefits paid
At 31 December
2015
BSS
Schemes
£m
TP
Scheme
£m
Group
£m
TP
Scheme
£m
908.9
230.9
1,139.8
34.0
(25.8)
-
(0.6)
27.4
-
(30.1)
913.8
8.5
3.0
(0.3)
-
12.5
0.1
42.5
(22.8)
(0.3)
(0.6)
39.9
0.1
(7.2)
(37.3)
247.5
1,161.3
821.1
38.7
46.5
-
-
22.8
5.0
(25.2)
908.9
£m
85.2
18.4
2014
BSS
Schemes
£m
206.1
9.5
8.9
-
-
12.6
0.1
(6.3)
13.6
126.2
16.4
2.4
69.8
-
-
-
2.5
230.9
9.4%
8.0%
Group
£m
1,027.2
48.2
55.4
-
-
35.4
5.1
(31.5)
230.9
1,139.8
ANNUAL REPORT & ACCOUNTS 2015
189
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 28. PENSION ARRANGEMENTS continued
f. Movements in the present value of defined benefit obligations in the current period
At 1 January
Service cost
Interest cost
Foreign exchange
Contributions from members
Experience adjustments
Actuarial gain arising from changes
in demographic assumptions
Actuarial gains / (loss) arising from changes
in financial assumptions
Benefits paid
At 31 December
2015
BSS
Schemes
£m
TP
Scheme
£m
Group
£m
2014
BSS
Schemes
£m
TP
Scheme
£m
Group
£m
(947.8)
(287.6)
(1,235.4)
(780.0)
(246.9)
(1,026.9)
(13.4)
(34.5)
-
-
19.4
39.6
27.2
30.1
(2.6)
(10.3)
0.4
(0.1)
(6.2)
8.2
8.0
7.2
(16.0)
(44.8)
0.4
(0.1)
13.2
47.8
35.2
37.3
(8.0)
(38.3)
-
(5.0)
-
-
(2.7)
(12.3)
-
(0.1)
1.7
-
(10.7)
(50.6)
-
(5.1)
1.7
-
(141.7)
(33.6)
(175.3)
25.2
6.3
31.5
(879.4)
(283.0)
(1,162.4)
(947.8)
(287.6)
(1,235.4)
g. Amounts recognised in the statement of other comprehensive income are as follows
Return on plan assets (excluding amounts included
in net interest)
Actuarial gain arising from changes
in demographic assumptions
Actuarial (gain) / losses arising from changes
in financial assumptions
Actuarial gain arising from experience adjustments
(Increase) / decrease in minimum funding
requirement liability
2015
BSS
Schemes
£m
3.0
8.2
8.0
(6.2)
TP
Scheme
£m
(25.8)
39.6
27.2
19.4
Group
£m
(22.8)
47.8
35.2
13.2
(32.1)
(16.5)
(48.6)
2014
BSS
Schemes
£m
8.9
-
TP
Scheme
£m
46.5
-
Group
£m
55.4
-
(141.7)
(33.6)
(175.3)
-
44.8
1.7
25.0
2.0
1.7
69.8
(48.4)
Re-measurement of net defined pension liability
28.3
(3.5)
24.8
(50.4)
h. Reconciliation of asset ceiling / additional liability
At 1 January
Interest expense
Change in asset ceiling
At 31 December
2015
BSS
Schemes
£m
-
-
(16.5)
(16.5)
TP
Scheme
£m
(1.9)
(0.6)
(32.1)
(34.6)
Group
£m
(1.9)
(0.6)
(48.6)
(51.1)
2014
BSS
Schemes
£m
TP
Scheme
£m
(46.7)
(25.0)
-
44.8
(1.9)
-
25.0
-
Group
£m
(71.7)
-
69.8
(1.9)
190
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS i. Maturity profile of obligations
The weighted average duration of the scheme liabilities is:
TP Scheme – 18.3 years
BSS Scheme – 18.5 years
The maturity profile of the defined benefit obligations for the schemes are as follows:
2017 – 2026
2027 – 2036
2037 – 2046
2047 – 2056
2057 – 2066
2067 – 2076
2077 – 2086
2087 – 2096
TP Scheme
%
BSS Schemes
%
15.6
22.4
24.4
20.1
12.4
4.4
0.6
-
14.8
22.5
23.9
20.2
12.7
4.8
1.0
0.1
j. Sensitivities
The estimated effects of changing the key assumptions (discount rate, inflation and life expectancy) on the IAS19 (revised 2011) balance
sheet position as at 31 December 2015 is given below.
Assumption
Discount rate
Inflation
Longevity
Increase of 0.1%
Decrease of 0.1%
Increase of 0.1%
Decrease of 0.1%
Increase of 1 year
Decrease of 1 year
TP Scheme
BSS Schemes
15.9
(16.3)
(8.9)
7.9
(29.9)
31.7
4.8
(5.0)
(4.0)
3.0
(9.1)
9.6
Defined contribution schemes
The Group operates two defined contribution schemes for all qualifying employees. The pension cost, which represents contributions payable
by the Group, amounted to £14.3m (2014: £11.9m).
The total charge to the profit and loss account disclosed in note 7 of £30.9m (2014: £22.6m) comprises defined benefit scheme current and
past service costs of £16.6m (2014: £10.7m) and £14.3m (2014 £11.9m) of contributions made to the defined contribution schemes.
ANNUAL REPORT & ACCOUNTS 2015
191
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 29. ACQUISITION OF BUSINESSES
On 4 February 2015, the Group acquired 100% of the issued share capital of Rudridge Limited for a total consideration of £13.4m. Rudridge
Limited is a leading supplier of groundwork, civil engineering and drainage materials.
On 6 July 2015, the Group acquired 100% of the issued share capital of IJM Enterprises Limited trading as Bathrooms.com, an online retailer
of bathroom suites, for a total consideration of £3.1m.
On 24 July 2015, the Group acquired 100% of the issued share capital of Garratt Timber Supplies Limited, which trades as a timber merchant,
for a total consideration of £4.1m.
On 18 August 2015, the Group acquired 55% of the issued share capital of The Underfloor Heating Store Limited, an online supplier of
underfloor heating systems, for a total consideration of £7.3m.
For the period from acquisition the combined revenue and operating profit for all the above acquisitions total £54.4m and £2.3m respectively.
If the acquisitions had been completed on the first day of the year group revenues would have been £5,959.7m and group operating profit
before amortisation would have been £413.3m.
Goodwill recognised consists of the benefits from forecast growth and the assembled workforces. None of the goodwill recognised is
expected to be deductible for income tax purposes. Acquisition costs charged in administration expenses for the period to 31 December 2015
amounted to £0.5m. The fair value of the acquired trade receivables totalled £9.4m and all acquired receivables are expected to be collected
in full.
All acquisitions were accounted for using the purchase method of accounting. Provisional fair values ascribed to identifiable assets as at the
date of the acquisitions are shown in the table below:
Fair value
acquired
£m
2.5
3.7
5.0
11.3
2.1
(11.2)
(0.8)
(1.2)
11.4
22.4
33.8
27.9
5.9
33.8
Net assets acquired:
Property, plant and equipment
Identifiable intangible assets
Inventories
Trade and other receivables
Cash at bank
Trade and other payables
Corporation tax
Deferred tax
Goodwill – addition during the period
Satisfied by:
Cash paid
Non controlling interest
£0.2m of prior year contingent consideration was paid in respect of Solfex Limited.
192
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS 30. OPERATING LEASE ARRANGEMENTS
The Group has entered into a significant number of property operating leases for its trading sites, the commercial terms for which tend to
vary. The leases, at inception, are typically 25 years in duration, although some have lessee only break clauses of between 10 and 15 years.
No leases place any commercial restriction on the Group’s ability to conduct its business in the manner it sees fit (for instance restrictions on
dividends, debt levels or further leases). No lease has clauses that link rental payments to performance, for instance turnover leases and no
lease contains contingent rent clauses.
All leases include rent escalation clauses setting out the basis for future rent reviews. Typically these are based on open market conditions or
are linked to RPI or CPI. The Group has a small number of leases that are subject to fixed reviews, but these are not material.
There are no significant pre-emption rights in any of the Group’s leases.
The Group also leases certain items of plant and equipment. The Company has no operating lease arrangements.
a. The Group as lessee
Minimum lease payments under equipment operating leases recognised in income for the year
Minimum lease payments under property operating leases recognised in income for the year
2015
£m
38.8
185.4
2014
£m
36.0
183.6
At the balance sheet date, the Group had outstanding commitments for future minimum lease payments under non-cancellable operating
leases. The table below sets out the lease commitments of the Group as they fall due up until the end of the existing leases and do not
include the effect of possible lease renewals:
Within one year
In the second to fifth years inclusive
In the sixth to ten years inclusive
In the eleventh to fifteenth years inclusive
After fifteen years
2015
£m
191.4
662.2
524.8
377.8
42.1
2014
£m
174.8
624.3
513.4
407.7
44.3
1,798.3
1,764.5
b. The Group as lessor
The Group sublets a number of ex-trading properties to third parties. Property rental income earned during the year in respect of these
properties was £5.0m (2014: £5.7m).
At the balance sheet date, the Group had contracts with tenants for the following future minimum lease payments:
Within one year
In the second to fifth years inclusive
After five years
2015
£m
5.2
16.7
17.9
39.8
2014
£m
5.4
19.2
22.1
46.7
ANNUAL REPORT & ACCOUNTS 2015
193
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS
31. CAPITAL COMMITMENTS
Contracted for but not provided in the accounts
32. RELATED PARTY TRANSACTIONS
The Group
2015
£m
39.2
2014
£m
13.8
The Company
2015
£m
-
2014
£m
-
The Group has a related party relationship with its subsidiaries, its Directors and with its pension schemes (note 28). Transactions between
Group companies, which are related parties, have been eliminated on consolidation and are not disclosed in this note. Transactions between
the Company and its subsidiaries are disclosed below. In addition the remuneration of the Directors, and the details of their interests in the
share capital of the Company are provided in the audited part of the remuneration report on pages 117 to 122.
The remuneration of the key management personnel of the Group is set out below in aggregate for each of the categories specified in IAS 24
Related Party Disclosures.
Short-term employee benefits
Post employee benefits
Share-based payments
2015
£m
10.7
0.4
4.2
15.3
2014
£m
16.1
0.4
2.9
19.4
The Company undertakes the following transactions with its active subsidiaries:
• Providing day-to-day funding from its UK banking facilities
• Paying interest to members of the Group totalling £22.5m (2014: £22.5m)
• Levying an annual management charge to cover services provided to members of the Group of £8.4m (2014: £8.3m)
• Receiving annual dividends totalling £256.5m (2014: £197.1m)
Details of balances outstanding with subsidiary companies are shown in note 19 and in the Balance Sheet on pages 142 and 143.
Other than the payment of remuneration there have been no related party transactions with directors.
The Group advanced a total of £3.5m (2014: £4.9m) to all the Group’s associate companies in 2015. Operating transactions with the
associates during the year were not significant.
194
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS 33. ANALYSIS OF CHANGES IN NET DEBT
Cash
and cash
equivalents
Finance
leases
£m
(79.8)
(28.5)
£m
23.8
(2.5)
Term
loan and
revolving
credit
facility and
loan notes
£m
238.4
(240.0)
-
-
-
-
-
-
-
-
-
-
-
-
(108.3)
24.5
21.3
(2.7)
-
-
-
-
-
-
-
-
-
-
-
-
1.6
37.6
-
-
37.6
65.2
-
-
3.4
-
-
At 1 January 2014
Cash flow
Exchange movement
Fair value movement
Finance charges
amortised
Issue of Toolstation
loan notes
Amortisation of swap
cancellation receipt
Discount unwind on
liability to pension
scheme
At 1 January 2015
Cash flow
Exchange movement
Fair value movement
Finance charges
movement
Amortisation of swap
cancellation receipt
Discount unwind on
liability to pension
scheme
The Group
Unsecured
senior US$
Notes and
Sterling
Bond
Liability to
pension
scheme
Exchange
and fair value
adjustments
on derivatives
hedging net
debt items
£m
128.7
247.4
4.2
9.2
0.1
-
(1.0)
-
388.6
-
3.9
(1.0)
0.4
(0.9)
-
£m
36.5
(3.0)
-
-
-
-
-
2.5
36.0
(3.1)
-
-
-
-
2.5
35.4
£m
(3.7)
-
(4.2)
(9.2)
-
-
-
-
(17.1)
-
(3.9)
1.0
-
-
-
Total
£m
343.9
(26.6)
-
-
1.7
37.6
(1.0)
2.5
358.1
83.9
-
-
3.8
(0.9)
2.5
31 December 2015
(83.8)
18.6
106.2
391.0
Balances at 31 December comprise:
Cash and cash equivalents
Non-current interest bearing loans and borrowings
Current interest bearing loans and borrowings
Exchange and fair value adjustments on derivatives hedging net debt items
Net debt
(20.0)
447.4
The Group
2015
£m
83.8
(411.4)
(139.8)
20.0
(447.4)
2014
£m
108.3
(440.0)
(43.5)
17.1
(358.1)
ANNUAL REPORT & ACCOUNTS 2015
195
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 33. ANALYSIS OF CHANGES IN NET DEBT continued
Net debt before exchange and fair value adjustments
Finance leases arising from the implementation of IAS 17
Unamortised swap cancellation receipt
Liability to pension scheme
Fair value adjustment to debt
Finance charges netted off borrowings
Net debt under covenant calculations
34. LEASE ADJUSTED GEARING
Net debt before exchange and fair value adjustments
Exchange and fair value adjustments
Net debt
Property operating lease rentals x8
Lease adjusted net debt
Property operating lease rentals x8
Total equity
Lease adjusted equity
2015
£m
2014
£m
(467.4)
(375.2)
14.3
-
35.4
20.0
(6.0)
(403.7)
The Group
2015
£m
467.4
(20.0)
447.4
1,443.2
1,890.6
1.443.2
2,795.8
4,239.0
16.0
0.9
36.0
17.1
(5.7)
(310.9)
2014
Restated
(note 37)
£m
375.2
(17.1)
358.1
1,423.2
1,781.3
1,423.2
2,677.7
4,100.9
Gearing
44.6%
43.4%
196
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS
35. FREE CASH FLOW
Net debt before exchange and fair value adjustments at 1 January
Net debt before exchange and fair value adjustments at 31 December
Increase in net debt before exchange and fair value adjustments
Dividends paid
Net cash outflow for expansion capital expenditure
Net cash outflow for acquisitions
Net cash outflow for investments
Amortisation of swap cancellation receipt
Discount unwind on liability to pension scheme
Cash impact of exceptional items
Issue of Toolstation loan notes
Interest in associate
Shares issued and sale of own shares
Increase in fair value of debt and exchange
Movement in finance charges netted off bank debt
Special pension contributions
Free cash flow
36. LEVERAGE RATIOS
The adjusted ratio of net debt to earnings before interest, tax and
depreciation (“EBITDA”) is derived as follows:
Profit before tax
Net finance costs
Depreciation and amortisation
EBITDA
Exceptional operating items
Adjusted EBITDA
IFRS adjustments required for covenant calculations
Adjusted EBITDA under covenant calculations
Net debt under covenant calculations (note 33)
Adjusted net debt to EBITDA under covenant calculations
The Group
2015
£m
(375.2)
(467.4)
(92.2)
100.2
237.6
26.0
5.3
(0.9)
2.5
14.6
-
3.5
(10.0)
2.9
3.8
23.3
316.6
The Group
2015
£m
223.5
30.5
104.1
358.1
140.6
498.7
-
498.7
2014
£m
(347.6)
(375.2)
(27.6)
81.1
115.0
15.7
(1.0)
2.5
3.8
37.6
2.1
(14.3)
13.4
1.7
24.7
254.7
2014
£m
321.4
21.7
93.2
436.3
23.3
459.6
(2.4)
457.2
403.7
310.9
0.81x
0.68x
ANNUAL REPORT & ACCOUNTS 2015
197
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS 36. LEVERAGE RATIOS continued ntinued
Adjusted ratio of net debt to earnings before interest, tax, depreciation and operating lease rentals (“EBITDAR”) is derived as follows:
Adjusted EBITDA
Property operating lease rentals net of rent receivable
Adjusted EBITDAR
Net debt before exchange and fair value adjustments
Exchange and fair value adjustments
Net debt
Property operating lease rentals x8
Lease adjusted net debt
The Group
2015
£m
498.7
180.4
679.1
467.4
(20.0)
447.4
1,443.2
1,890.6
2014
Restated
(note 37)
£m
459.6
177.9
637.5
375.2
(17.1)
358.1
1,423.2
1,791.3
Lease adjusted net debt to adjusted EBITDAR
2.8x
2.8x
Fixed charge cover is derived as follows:
Adjusted EBITDAR
Property operating lease rentals net of rent receivable
Interest for fixed charge calculation (note 9)
Fixed charge cover net of rent receivable
The Group
2015
£m
679.1
180.4
24.9
205.3
3.3x
2014
Restated
(note 37)
£m
637.5
177.9
20.8
198.7
3.2x
198
ANNUAL REPORT & ACCOUNTS 2015
FINANCIAL STATEMENTS
37. RETURN ON CAPITAL RATIOS
Group return on capital employed is calculated as follows:
Operating profit
Amortisation of acquired intangible assets
Exceptional items
Adjusted operating profit
Opening net assets
Net pension deficit
Net debt before exchange and fair value adjustments
Exchange and fair value adjustment
Opening capital employed
Closing net assets
Net pension deficit
Net debt before exchange and fair value adjustments
Exchange and fair value adjustment
Closing capital employed
Average capital employed
2015
£m
254.0
18.0
140.6
412.6
2,677.7
78.3
375.2
(17.1)
3,114.1
2,795.8
42.4
467.4
(20.0)
3,285.6
3,199.9
2014
£m
343.1
17.6
23.3
384.0
2,515.2
57.4
347.6
(3.7)
2,916.5
2,677.7
78.3
375.2
(17.1)
3,114.1
3,015.3
Adjusted pre–tax return on capital
12.9%
12.7%
Group lease adjusted return on capital employed is calculated as follows:
Adjusted operating profit
50% of property operating lease rentals
Lease adjusted operating profit
Average capital employed
Property operating lease rentals x8
Lease adjusted capital employed
2015
£m
412.6
90.2
502.8
3,199.9
1,443.2
4,643.1
2014
Restated*
£m
384.0
89.0
473.0
3,015.3
1,423.2
4,438.5
Lease adjusted return on capital employed
10.8%
10.7%
Group lease adjusted return on capital employed adjusted for goodwill written off and the impairment of goodwill and acquired intangible
assets is shown below.
*The 2014 lease related numbers were restated to reflect a refinement to the calculations to include £5.7m of rental income receivable on
leased property that is sublet.
ANNUAL REPORT & ACCOUNTS 2015
199
Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS FINANCIAL STATEMENTS
37. RETURN ON CAPITAL RATIOS continued ntinued
Lease adjusted operating profit
Opening capital employed
Goodwill written off
Opening capital employed adjusted for goodwill written off
Closing capital employed
Goodwill and acquired intangibles written off
Closing capital employed adjusted for goodwill written off
Average capital employed
Property operating lease rentals x8
Lease adjusted capital employed
2015
£m
502.8
3,114.1
92.7
3,206.8
3,285.6
233.3
3,518.9
3,362.9
1,443.2
4,806.1
2014
Restated
£m
473.0
2,916.5
92.7
3,009.2
3,114.1
92.7
3,206.8
3,108.0
1,423.2
4,531.2
Lease adjusted return on capital employed
10.5%
10.4%
38. RELATED UNDERTAKINGS
Company Name
Active subsidiary companies
Benchmarx Kitchens and Joinery Limited
BSS (Ireland) Limited
CCF Limited
City Investments Limited
City Plumbing Supplies Holdings Limited
Connections (AML) Limited
Garratt Timber Supplies Limited
Hunter Estates Limited
IJM Enterprises Limited
IJM Holdings Limited
Keyline Builders Merchants Limited
Plumbnation Limited
Primaflow Limited
PTS Group Limited
Rudridge Limited
Solfex Limited
The BSS Group Limited
Tile Giant Limited
Toolstation Limited
TP General Partner (Scotland) Limited
Travis Perkins (Properties) Limited
Travis Perkins (PSL 2015) Limited
Travis Perkins Acquisitions Company Limited
Travis Perkins Bridge Properties LLP
Travis Perkins Finance Company Limited
200
ANNUAL REPORT & ACCOUNTS 2015
Registered
% Ownership
Status
UK
Ireland
UK
Jersey
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
100
100
100
100
100
100
100
100
100
75
100
75
100
100
100
100
100
100
100
100
100
100
100
100
100
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Company Name
Active subsidiary companies
Travis Perkins Financing Company No. 2 Limited
Travis Perkins Financing Company No. 3 Limited
Travis Perkins Hong Kong Limited
Travis Perkins Leasing Company Limited
Travis Perkins P&H Partner Limited
Travis Perkins Plumbing & Heating LLP
Travis Perkins Sourcing (Shanghai) Ltd
Travis Perkins Trading Company Limited
Underfloor Heating Store (The) Limited
Wickes Building Supplies Limited
Wickes Developments Limited
Wickes Limited
Wickes Properties Limited
Dormant & non-trading subsidiary companies
A. Warren & Sons Limited
A.M. Supplies (Pumps And Controls) Limited
Actionbridge Limited
Ahed Limited
Angelery Limited
B. & G. (Heating & Plumbing) Limited
Baird Lindsay Limited
Basic Partition Systems Limited
Basildon Heating Services Limited
Birchwood Group Holdings Limited
Birchwood Products Limited
Blyth & Taylor (Hants) Limited
BMSS Limited
Bondco 909 Limited
Bonham Lilley Timber Limited
Border Building Supplies Limited
Boston (2011) Limited
Boxbrook Holdings Limited
Brasscapri Limited
Brassware Sales Limited
British Steam Specialties (International) Limited (The)
British Steam Specialties Limited (The)
Broombys Limited
Bss (UK) Limited
Builders Mate Limited
Builders Traders Limited
Bulwell Timber Company Limited
Burt Boulton (Timber) Limited
Buywell Building Supplies Limited
C & C Building Supplies (Marple) Limited
FINANCIAL STATEMENTS
Registered
% Ownership
Status
UK
UK
Hong Kong
UK
UK
UK
China
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
100
100
100
100
100
100
100
100
55
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
ANNUAL REPORT & ACCOUNTS 2015
201
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
FINANCIAL STATEMENTS
38. RELATED UNDERTAKINGS continued
Company Name
Registered
% Ownership
Status
Dormant & non-trading subsidiary companies
C & G Building Supplies Limited
C.H. Crees and Son Limited
Carmichael Browne Associates Limited
Central England Supplies Ltd
Chandler Forest Products Limited
Chinnor Plumbing Supplies Limited
Christie & Vesey Limited
City Plumbing Supplies (Poole) Limited
City Plumbing Supplies (Salisbury) Limited
City Plumbing Supplies (Scotland) Limited
City Plumbing Supplies Limited
Cobtree Nominees Limited
Commercial Ceiling Factors (Midlands) Limited
Commercial Ceiling Factors Limited
Contract Supplies (North East) Limited
Coppas Controls (Uk) Limited
County Hire Services (Wollaton) Limited
County Landscape Products Limited
Curran Sawmills Limited (The)
D.W. Archer Limited
Direct Building Supplies Truro Limited
Direct Heating Spares Limited
Domestic Heating Supplies (Warrington) Limited
Downpatrick Timber Slate & Coal Company Limited
Dyfed Building and Plastic Supplies Limited
E Fletcher (Timber) Limited
E. Salisbury Limited
Edwards & Company (Longfield) Limited
Elecnation Limited formerly Malden Timber Limited
Elias Wild & Sons Limited
F W Darby & Co (Tunbridge Wells) Limited
Fishguard Building Supplies Limited
Floorsystems Limited
Flortek Limited
Four Oaks Timber and Joinery Supplies Limited
Fry & Pollard Limited
Gisowatt Uk Limited
Graylin Limited
Greenwell Building Supplies Limited
Grundy & Pilling Limited
Hardleys Timber & Building Supplies Limited
Harris of Stirchley Limited
Harrison Trenery Limited
Harvey Building Supplies (Scotland) Limited
202
ANNUAL REPORT & ACCOUNTS 2015
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
FINANCIAL STATEMENTS
Company Name
Registered
% Ownership
Status
Dormant & non-trading subsidiary companies
Heatek Labone Cadel Limited
Heatstall Limited
HT (1995) Limited
HTG (1996) Limited
Hunter Limited
Index Timber & Building Supplies Limited
Instox Limited
Ivco Process Valves Limited
J & B. Labone Limited
J T Stanton & Co., Limited
J.H. Walker & Co. (York) Limited
James Ladd & Sons Limited
Jayhard Holdings Limited
Jayhard Ltd
John Clements (Builders Merchants) Limited
John Dove & Co. Limited
John H. Turner & Lisney Limited
Joseph Spark & Son Limited
K X Company Limited
Kelmar (Plumbing & Heating Supplies) Limited
Keyline (CML) Limited
Kisling Limited
Lord Street Building Supplies (Leigh) Limited
M & H (North East) Limited
M G Bailey (Building Materials) Limited
Malden Timber (West) Limited
Manor Building & Plumbing Supplies Limited
Manor Copper Supplies Limited
May & Hassell (Cumbria) Limited
May & Hassell (Scotland) Limited
May & Hassell Limited
Mayalls Limited
MD (1995) Group Limited
MD (1995) Limited
MD (Park Street) Limited
MD-DOR3 Limited
MD-DOR4 Limited
Monteith Building Services Limited
NAGS Building Supplies Limited
Nailnole Limited
Neptronik Controls Ltd
Newcastle Tile Centre Limited
Norman Mackenzie (Building Supplies) Limited
O J Williams (Merchants) Limited
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
100
75
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Dormant
Dorman
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
ANNUAL REPORT & ACCOUNTS 2015
203
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
FINANCIAL STATEMENTS
38. RELATED UNDERTAKINGS continued
Company Name
Registered
% Ownership
Status
Dormant & non-trading subsidiary companies
P.C.P. Harris (Builders Merchants) Limited
P.C.P. Harris (Holdings) Limited
P.T.S. Plumbing Trade Supplies Limited
Passmore Drywall & Insulation Limited
Peck & Goodwin Limited
Peckham Timber and Builders Merchants Limited
Plasterers & Builders Merchants Limited
Plumbing Parts Limited
Plumbstall Limited
Price & Brown (Heating) Limited
Price Tool Sales Limited
Primaflow (Birmingham) Limited
Property Newco Two Limited
R A Thomas (Joinery) Limited
Renpye Limited
S & M Bathrooms Limited
S & M Builders Merchant (Batley) Limited
Sandell Perkins + Newmans Limited
Seales McLean Limited
Ses Southern Limited
Sharpe & Fisher (Properties) Limited
Sharpe & Fisher Limited
Shires Timber Co. Ltd
Simmons of Stoke-On-Trent Limited
SLBM Systems Limited
Smiths Building Supplies Limited
Spendlove C. Jebb
Spendlove C. Jebb Holdings Limited
Stearns (Shipton Green) Limited
T Butt & Son Limited
T J Willets (Timber) Limited
Tavistock Building Supplies Limited
Taylor Building Supplies Ltd
Terant Supplies Limited
The Cobtree Scottish Limited Partnership
The Yard Building Supplies Limited
Tile Beta Limited
Tile Delta Limited
Tile Giant Holdings Limited
Tile HQ Limited
Tile It All (UK) Limited
Tile Magic Holdings Limited
Tile Magic Limited
TP Directors Ltd
204
ANNUAL REPORT & ACCOUNTS 2015
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
100
100
100
100
100
100
100
100
75
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dorman
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
FINANCIAL STATEMENTS
Company Name
Registered
% Ownership
Status
Dormant & non-trading subsidiary companies
TPG Management Services Limited
Travis & Arnold Limited
Travis Perkins Capital Partner Limited
Travis Perkins Installation Services Limited
Travis Perkins Marketing Company Limited
Travis Perkins Quest Trustees Limited
Tricom Group Limited
Tricom Supplies Limited
UGS Limited
UGS South East Limited
Vaner Holdings Limited
W.A. Hawke & Son Limited
W.H. Newson & Sons Limited
W.H. Newson Holding Limited
W.S. Shuttleworth (Maidenhead) Limited
W.S. Shuttleworth (Slough) Limited
W.S. Shuttleworth (Timber) Limited
Water Street Home Improvements Limited
Whittaker & Co. (Builders Merchants) Limited
Wickes Group Trustees Limited
Wickes Holdings Limited
Wickes Retail Sourcing Limited
William Bird Holdings Limited
William Bloore & Son Limited
Zenith Plumbpoint Limited
Investments
The Mosaic Tile Company Limited
Toriga Energy Limited
Toolexpert Benelux BV
Toolstation Europe BV
Toolstation Europe Limited
Toriga Limited
Independent Construction Technologies Limited
P H Properties Limited
Staircraft (Midlands) Limited
Staircraft Integrated Solutions Limited
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
UK
Netherlands
Netherlands
UK
UK
UK
UK
UK
UK
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
49
49
49
49
49
49
15
15
15
15
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Active
Active
Active
Active
Active
Active
Active
Active
Active
Active
ANNUAL REPORT & ACCOUNTS 2015
205
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
Travis Perkins plc, Warrington
206
206
ANNUAL REPORT & ACCOUNTS 2015
ANNUAL REPORT & ACCOUNTS 2015
SHAREHOLDER
INFORMATION
208 Five-year summary
210 Other shareholder information
ANNUAL REPORT & ACCOUNTS 2015
ANNUAL REPORT & ACCOUNTS 2015
207
207
HeadingFOR THE YEAR ENDED 31 DECEMBER 2015Strategic ReportGovernance & RemunerationFinancial StatementsShareholder InformationFINANCIAL STATEMENTS SHAREHOLDER INFORMATION
Five-year summary
Consolidated income statement
Revenue
Operating profit before amortisation and exceptional items
Amortisation
Exceptional items
Operating profit
Exceptional investment income
Net finance costs
Profit before tax
Income tax expense
Net profit
Adjusted return on capital
Basic earnings per share
Adjusted earnings per share
Dividend declared per ordinary share (pence)
Number of branches at 31 December
(Includes branches of associates)
Average number of employees (FTE)
Consolidated cash flow statement
Cash generated from operations
Net interest paid
Income taxes paid
Net purchases of investments, property and plant
Interest in associates
Disposal of businesses
Acquisition of businesses net of cash acquired
Proceeds from issuance of share capital
Dividends paid
Bank facility finance charges
Movement in finance lease liabilities
Repayment of unsecured loan notes
Increase / (decrease) in loans
Net (decrease) / increase in cash and cash equivalents
Net debt at 1 January
Non cash adjustment
Cash flow from debt and debt acquired
Net debt before exchange and fair value adjustments
at 31 December
2015
£m
5,941.6
412.6
(18.0)
(140.6)
254.0
-
(30.5)
223.5
(55.8)
167.7
12.9%
67.8p
124.1p
44.0p
2,028
2014
£m
5,580.7
384.0
(17.6)
(23.3)
343.1
-
(21.7)
321.4
(62.7)
258.7
12.4%
105.9p
119.0p
38.0p
2013
£m
5,148.7
347.6
(17.9)
-
329.7
9.4
(26.5)
312.6
(47.9)
264.7
11.8%
109.9p
103.6p
31.0p
2012
£m
4,844.9
325.7
(17.4)
(8.7)
299.6
39.5
(39.9)
299.2
(50.5)
248.7
11.5%
104.3p
90.6p
25.0p
1,975
1,939
1,896
2011
£m
4,779.1
313.2
(12.9)
(9.8)
290.5
-
(20.9)
269.6
(57.2)
212.4
11.3%
90.3p
93.1p
20.0p
1,868
24,670
23,480
21,937
21,632
21,423
2015
£m
350.3
(19.7)
(47.8)
(247.1)
(3.5)
-
(26.0)
10.0
(100.2)
(3.9)
(2.7)
(40.8)
106.9
(24.5)
(375.2)
(8.3)
(59.4)
2014
£m
310.2
(15.0)
(49.9)
(134.1)
(2.1)
-
(15.7)
14.3
(81.1)
(2.6)
(2.5)
-
7.0
28.5
(347.6)
(54.2)
(1.9)
2013
£m
319.2
(20.5)
(59.2)
(90.3)
(2.9)
(9.3)
13.9
(65.1)
-
-
(2.1)
-
(143.0)
(59.3)
(452.2)
18.8
145.1
2012
£m
327.6
(27.3)
(64.5)
(49.7)
(2.9)
(24.5)
8.9
(51.2)
5.7
-
(61.6)
60.5
(583.2)
14.6
55.9
-
-
2011
£m
345.1
(23.5)
(26.3)
(94.2)
(2.3)
26.9
(9.9)
10.6
(38.8)
(6.1)
(1.6)
-
(152.2)
27.7
(773.6)
8.9
153.8
(467.4)
(375.2)
(347.6)
(452.2)
(583.2)
Free cash flow
316.6
254.7
239.6
241.8
293.5
208
ANNUAL REPORT & ACCOUNTS 2015
Consolidated balance sheet
Assets
Non-current assets
Property, plant and equipment
Goodwill and other intangible assets
Derivative financial instruments
Interest in associates
Investment property and other investments
Current assets
Inventories
Trade and other receivables
Cash and cash equivalents
Total assets
Capital and reserves
Issued capital
Share premium account
Merger reserve
Own shares
Other reserves
Accumulated profits
Equity attributable to owners of the Company
Non-controlling interests
Total equity
Non-current liabilities
Interest bearing loans and borrowings
Derivative financial instruments
Retirement benefit obligations
Long-term provisions and other payables
Deferred tax liabilities
Current liabilities
Interest bearing loans and borrowings
Derivative financial instruments
Trade and other payables
Tax liabilities
Short-term provisions
Total liabilities
Total equity and liabilities
SHAREHOLDER INFORMATION
2015
£m
2014
£m
2013
£m
2012
£m
2011
£m
849.1
2,111.9
22.5
7.9
8.2
761.8
986.9
83.8
689.3
2,223.6
609.9
2,223.7
578.4
2,232.3
21.2
1.7
3.6
742.7
931.8
108.3
9.3
7.3
3.1
687.7
822.9
79.8
12.8
6.7
2.8
637.1
746.4
139.1
4,832.1
4,722.2
4,443.7
4,355.6
25.0
518.9
326.5
(15.5)
16.9
1,918.1
2,789.9
5.9
24.9
510.5
326.5
(28.5)
16.8
1,827.5
2,677.7
-
24.7
498.0
326.5
(40.6)
16.7
1,689.9
2,515.2
-
24.5
487.2
326.5
(62.4)
18.5
1,461.3
2,255.6
-
562.6
2,095.1
40.3
51.3
1.9
596.0
746.1
78.6
4,171.9
24.4
480.8
326.5
(75.2)
15.7
1,277.2
2,049.4
-
2,795.8
2,677.7
2,515.2
2,255.6
2,049.4
411.4
-
52.2
7.4
61.3
139.8
-
440.0
0.5
97.5
7.8
66.7
43.5
-
1,235.5
1,255.2
90.2
38.5
2,036.3
4,832.1
71.6
61.7
2,044.5
4,722.2
421.6
4.5
71.4
22.6
61.3
5.8
1.8
1,218.1
73.2
48.2
1,928.5
4,443.7
195.2
4.9
125.9
67.0
69.1
396.1
2.6
1,107.6
74.8
56.8
2,100.0
4,355.6
598.2
5.9
123.7
28.9
77.8
63.6
-
1,088.3
75.9
60.2
2,122.5
4,171.9
ANNUAL REPORT & ACCOUNTS 2015
209
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
SHAREHOLDER INFORMATION
Other shareholder information
FINANCIAL DIARY
Ex-dividend date
Record date
Annual General Meeting
Payment of final dividend
Announcement of 2016 interim results
Interim Management Statement
Announcement of 2016 annual results
28 April 2016
29 April 2016
25 May 2016
27 May 2016
2 August 2016
19 October 2016
2 March 2017
ANNUAL GENERAL MEETING (“AGM”)
The AGM will be held on Wednesday 25 May at 12 noon at
Northampton Rugby Football Club, Franklins Gardens,
Weedon Road, Northampton NN5 5BG. The notice and proxy card
for the meeting is enclosed with this report.
It has always been the Company’s custom to provide a light
luncheon for shareholders following the AGM, and this year a hot
luncheon will be available.
REGISTRARS
For Information about shareholdings, dividends and to report
changes to personal details Shareholders should contact the
Company’s registrars:
Capita Asset Services,
The Registry,
34 Beckenham Road,
Beckenham,
Kent. BR3 4TU
email: shareholderenquiries@capita.co.uk
Telephone: 0371 664 0300
Calls are charged at the standard geographic rate and will vary by
provider. Calls outside the United Kingdom will be charged at the
applicable international rate; lines are open 9.00am to 5.30pm,
Monday – Friday.
Please do not forget to tell Capita if you move house or change
bank or if there is any other change to your account information.
You can view and manage your shareholder account online via the
shareholder portal at www.travisperkins-shares.com. Please note
that you will need to register to use this service for which purpose
you will require your unique investor code (IVC), which can be
found on your share certificate, proxy card or dividend tax voucher.
Having your dividends paid directly into your bank accounts is
a more secure method of payment than payment by cheque.
If you do not already have your dividends paid directly into your
account and would like to do so, please contact Capita at the
address above.
210
ANNUAL REPORT & ACCOUNTS 2015
SHAREHOLDER COMMUNICATIONS
Company Website
Travis Perkins plc Annual and Interim Reports, results
announcements and presentations are available in the Investor
Relations section of our website at www.travisperkinsplc.co.uk.
This website also carries a range of information about the Group
and its principal brands, products and services which can be
accessed via the “Our Businesses” section.
Annual Report
The Annual Report and Financial Statements 2015 is published
on our website at http://www.travisperkinsplc.co.uk/investor-
relations and a hard copy has been sent by post only to those
shareholders who have requested it in paper copy format. Other
shareholders have been notified of its availability on the website,
either in writing or by email.
A paper copy is available by writing to the Company Secretary at
the Company’s registered office Lodge Way House, Lodge Way,
Harlestone Road, Northampton NN5 7UG or you can email your
request to cosec@travisperkins.co.uk.
Electronic Shareholder Communications
The Company strongly prefers shareholders to receive their
shareholder communications electronically since this not only
results in cost savings to the Company but also reduces the
impact that the unnecessary printing and distribution of reports
has on the environment.
If you received a hard copy of this report, or received notification of
its availability in the post and would like to receive fully electronic
communication, you should register on the shareholder portal at
www.travisperkins-shares.com, and follow the instructions. Terms
and conditions apply. Please telephone Capita Asset Services on
the number given above if you have any queries.
SHAREHOLDER SERVICES
The Company’s registrars, Capita Asset Services (“Capita”), provide
a number of other services that, as a shareholder, might be useful
to you:
Duplicate Share Register Accounts
If you are receiving more than one copy of our report, it may be
that your shares are registered in two or more accounts on our
register of members. If that was not your intention you might
consider merging them into one single entry. Please contact Capita
who will be pleased to carry out your instructions.
Dividend Re-Investment Plan (“DRIP”)
This is a scheme which allows you to use your dividends to buy
further shares in Travis Perkins. For any shareholders who wish to
re-invest dividend payments in the Company, a facility is provided
by Capita IRG Trustees Ltd in conjunction with Capita Asset
Services. Full details are available from Capita on 0371 664 0381
(Calls are charged at the standard geographic rate and will vary
by provider. Calls outside the United Kingdom will be charged at
the applicable international rate); lines are open from 9.00 am to
5.30 pm Monday – Friday. If Non-UK +44 208 639 3402. E-mail
shares@capitaregistrars.com
Alternatively, you can sign up for this service on the Share Portal or
visit www.travisperkins-shares.com. (by clicking on ‘reinvest your
dividends’ and following the on screen instructions).
Please note that this facility is only available to shareholders with
an address in the UK or EEA. The value of shares and income from
them can fall as well as rise and you may not recover the amount
of money you invest.
Overseas Shareholders
Capita has partnered with Deutsche Bank to provide you with a
service that will convert your sterling dividends into your local
currency at a competitive rate. You can choose to receive payment
directly into your local bank account, or alternatively, you can be
sent a currency draft.
You can sign up for this service on the Share Portal (by clicking
on ‘manage your account’ and ‘Change your dividend details’
and following the on screen instructions) or by contacting the
Customer Support Centre. Further details are available from
Capita Asset Services: by telephone UK: 0371 664 0300 (Calls
are charged at the standard geographic rate and will vary by
provider. Calls outside the United Kingdom will be charged at the
applicable international rate). From overseas: +44 203 728 5000.
Lines are open 9.00am to 5.30pm, Monday to Friday, excluding
public holidays.
SHARE DEALING SERVICES
There are two share dealing services that you may wish to use
to buy or sell shares in Travis Perkins (but alternatively there are
many other options that you could use):
• Capita offers an on-line and telephone share dealing service
which is available by logging on to www.capitadeal.com or
telephoning 0371 664 0445 (Calls are charged at the standard
geographic rate and will vary by provider. Calls outside the
United Kingdom will be charged at the applicable international
rate; lines are open 8.00am to 4.30pm, Monday - Friday). For
the on-line service, Capita’s commission rates are 1.25% of the
value of the deal (minimum £34.50, maximum £161.50) and for
the telephone service, Capita’s commission rates are 1.50% of
the value of the deal (minimum £44.50 maximum £205.50);
all charges include a £5.00 Compliance charge. The maximum
online transaction value is £25,000 and a £1 (‘Panel for
Takeovers and Mergers’) PTM levy is applied to all transactions
over £10,000. Share purchases are also subject to SDRT. These
services are only available to private shareholders resient in the
EEA, the Channel Islands and the Isle of Man.
• Stocktrade offer a telephone share dealing service which
is available by telephoning +44 131 240 0414 and quoting
reference ‘Travis Perkins Dial and Deal’. Stocktrade’s commission
will be 1.0%, to deals subject to minimum of £25.00. Minimum
commission will apply to amounts up to £2,500. Please note
that UK share purchases will be subject to 0.5% stamp duty.
There will also be a PTM levy of £1 for single trades in excess of
£10,000. When buying shares you will be required to pay for your
transaction at the time of the deal by debit card, and you should
ensure that you have sufficient cleared funds available in your
debit card account to pay for the shares in full.
SHAREHOLDER INFORMATION
SHARE FRAUD - WARNING TO SHAREHOLDERS
In recent years, share fraud has been increasing, with shareholders
receiving unsolicited correspondence concerning investment
matters. Fraudsters use persuasive and high-pressure tactics to
lure investors into scams; offering to sell shares that turn out to
be worthless or non-existent, or to buy shares at an inflated price
in return for an upfront payment. Sometimes these individuals
imply that they represent Travis Perkins, but in fact they have no
connection with the Company and have no authority to claim or
imply that they are.
If you are approached by fraudsters, please tell the Financial
Conduct Authority using the share fraud reporting form at
www.fca.org.uk/scams, where you can also find out more about
investment scams.
S
i
t
r
a
t
e
g
c
R
e
p
o
r
t
G
o
v
e
r
n
a
n
c
e
&
R
e
m
u
n
e
r
a
t
i
o
n
i
F
n
a
n
c
a
i
l
S
t
a
t
e
m
e
n
t
s
S
h
a
r
e
h
o
d
e
r
l
I
n
f
o
r
m
a
t
i
o
n
ANNUAL REPORT & ACCOUNTS 2015
211
Travis Perkins plc, Warrington
212
ANNUAL REPORT & ACCOUNTS 2015
CONTENTS.
FINANCIAL STATEMENTS
OTHER INFORMATION
130 188
132 Income statements
133 Statements of comprehensive
190 Five year record
192 Other shareholder information
income
134 Balance sheets
136 Consolidated statement of
changes in equity
138 Cash flow statements
139 Notes to the financial
statements
Travis Perkins plc is a leading company in the builders’
merchanting and home improvement markets.
Born out of the merger in 1988 between Travis & Arnold and
Sandell Perkins, the group can trace its roots back over 200
years and continues to grow today by following a successful
strategy of acquisition and organic growth.
John Carter Chief Executive
Designed by Travis Perkins plc, Design Print & Distribution
07
ANNUAL REPORTS & ACCOUNTS 2015
Travis Perkins plc, Lodge Way House, Harlestone Road, Northampton. NN5 7UG Telephone 01604 752424
www.travisperkinsplc.com
The printing process used in the production of this publication was carbon neutral and used vegetable based inks.
The paper and board used in the production of this publication are all FSC accredited.