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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Keller Group Plc | LSE:KLR | London | Ordinary Share | GB0004866223 | ORD 10P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 1,150.00 | 1,146.00 | 1,148.00 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
Engineering Services | 2.97B | 89.4M | 1.2284 | 9.36 | 836.93M |
TIDMKLR 13 April 2021 Keller Group plc Annual Report and Accounts for the year ended 31 December 2020 and Notice of 2021 Annual General Meeting Keller Group plc ("Keller", the "Company") announces that its Annual General Meeting ("AGM") will be held at 9.00am on Wednesday 19 May 2021 at the offices of DLA Piper UK LLP, 160 Aldersgate Street, London EC1A 4HT. In connection with this, the following documents have been posted or otherwise made available to shareholders: · Annual Report and Accounts for the year ended 31 December 2020 ("Annual Report 2020") · Notice of AGM · Proxy Form (in the case of shareholders on the register of members) Copies of these documents have been submitted, where appropriate, to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. The Annual Report 2020 and the Notice of AGM are now available to view on the Company's website at www.keller.com. Keller is closely monitoring developments relating to COVID-19 and how this may affect the arrangements for the AGM. Shareholders should therefore continue to refer to the Company's website and announcements for any updates in relation to the AGM, including venue. In addition, should shareholders wish to ask any questions of the Board relating to the business of the AGM, they are encouraged to email their questions in advance to secretariat@keller.com or send them by post to the Company's registered office for the attention of the Group Company Secretary and Legal Advisor. In accordance with the DTR 6.3.5, this announcement contains information in the attached Appendix about the principal risks and uncertainties, the Directors' responsibility statement and note 28 to the accounts on related party transactions. This information has been extracted in full unedited text from the Annual Report 2020. This material should be read in conjunction with and is not a substitute for reading the full Annual Report 2020. References to page numbers and notes in the Appendix refer to those in the Annual Report 2020. A condensed set of financial statements was appended to the Keller's preliminary results announcement issued on 9 March 2021. For further information, please contact: Keller Group plc www.keller.com Kerry Porritt, Group Company Secretary and Legal Advisor 020 7616 7575 Silvana Glibota-Vigo, Group Head of Secretariat Notes to editors: Keller is the world's largest geotechnical specialist contractor providing a wide portfolio of advanced foundation and ground improvement techniques used across the entire construction sector. With around 9,000 staff and operations across five continents, Keller tackles an unrivalled 6,000 projects every year, generating annual revenue of more than £2bn. LEI number: 549300QO4MBL43UHSN10 Classification: 1.1 (Annual financial and audit reports) Appendix Unedited extract from Annual Report 2020 Principal risks and uncertainties The table on the following pages lists the principal risks and uncertainties as determined by the Board that may affect the Group and highlights the mitigating actions that are being taken. The content of the table, however, is not intended to be an exhaustive list of all the risks and uncertainties that may arise. The COVID-19 pandemic is having and will continue to have an impact across the entire organisation. We have incorporated commentary into affected principal risks, which we will continue to manage centrally as well as regionally. Key: Strategy lever Key: Risk movement 1 Balanced portfolio Increased risk Reduced risk 2 Engineered solutions 3 Operational excellence 4 Expertise and scale Constant risk Link to viability Financial risk Risk Potential impact Demonstrable mitigation Risk movement (since 2019) Inability to A lack of Mixture of long-term committed finance available funds debt with varying maturity Constant risk our business restricts dates which comprise a £375m Link to viability Insufficient investment in revolving credit facility with levels of growth a maturity extended to funding, whether opportunities, November 2025 and a US private from operating whether through placement debt of $125m ($50m cash flow or acquisition or note maturing in 2021 and $75m external innovation. note maturing in 2024). financing facilities, that In an extreme Active and open communication are necessary to circumstance, with the revolving credit support the the lack of facility banking group ensures business. available funds that it understands the could lead to a Group's financial performance Link to failure of the and is supportive of funding strategic lever: Group to requirements. 3, 4 continue as a going concern. Strong free cash flow profile with the ability to turn off capital expenditure and reduce dividends. Embedded procedures to monitor the effective management of cash and debt, including weekly cash reports and regular cash flow forecasting to ensure compliance with borrowing limits and lender covenants. Culture focused on actively managing our working capital; the annual bonus plan is linked to executive remuneration through an operating cash flow metric. Please see the Directors' remuneration report for further information on metrics. Monitoring of and response to external factors that may affect funding availability; as a result of the strong cash management, even taking account of the impact of COVID-19, the Board announced in November 2020 reduced leverage guidance from 1.0x-1.5x to 0.5x-1.5x. Market risk Risk Potential impact Demonstrable mitigation Risk movement (since 2019) A rapid downturn Reduction in the The diverse markets in which Constant risk in our markets demand for our the Group operates, both in Link to viability Inability to products and terms of geography and market maintain a services may segment, provide protection to sustainable lead to a individual geographic or While we expect a level of significant segment slowdowns. slight shrinking financial deterioration in of the performance financial Since March 2020, COVID-19 has construction throughout the performance, caused a decrease in economic market in 2021 construction including cash activity in several of the and an adverse industry market flow generation. markets in which we operate. impact on our cycle, which Whilst the Group has shown order book, we grows more than In an extreme good resilience to this will mitigate many other circumstance, change, it is likely that through our industries reduced cash COVID-19 will continue to exposure across a during periods flow generation depress the economies in number of sectors of economic could lead to a affected markets over the next of the expansion and failure of the 12 months. This may cause a construction falls more Group to reduction in activity in the market and are harder than many continue as a construction sector which well placed to other industries going concern. adversely affects the Group's take advantage of when the economy order book. opportunities, contracts. especially in Having strong local businesses infrastructure. Link to with in-depth knowledge of the We will continue strategic lever: local markets enables early to monitor this 1, 2 detection and response to risk closely, market trends. paying close attention to any Leveraging the global scale of impact on the the Group, talent and size of our order resources can be redeployed to book and take other parts of the company appropriate during individual market mitigating slowdowns. actions.
The diverse customer base, with no single customer accounting for more than 3% of group revenue, reduces the potential impact of individual customer failure caused by an economic downturn. Strategic risk Risk Potential impact Demonstrable mitigation Risk movement (since 2019) Failure to Failure to A focus on understanding Increased risk procure new negotiate customers' requirements and contracts on satisfactory and competitors' capabilities. In addition to a satisfactory appropriate potential adverse terms contractual Structured bid review impact on our Increasing terms may result processes in operation order book as a competition, in delays and throughout the Group with result of a changing disputes during well-defined selection downturn in our customer project criteria that are designed to markets due to requirements or delivery, ensure we take on contracts COVID-19, it is a loss of negatively only where we understand and possible that technological impacting our can manage the risks involved. there is advantage relationships increased results in a with our The Project Lifecycle competition for a failure to customers and Management (PLM) Standard has reduced number of continue to win the Group's introduced more rigour into contracts within and retain reputation for how risks are considered those markets. contracts on delivering during the opportunity, This may increase satisfactory quality products contract approval and project pressure on bid terms and and solutions. execution phases. pricing and conditions in potentially erode our existing and Inability to Sales training, which includes contract margins. new target enter into a focus on contractual and We will continue markets. commercially commercial terms. to monitor any viable contracts increased Link to may have a pressure on strategic lever: negative effect contract margins 1, 2, 3, 4 on the and take profitability of appropriate our projects and mitigating prevent the actions. Group from achieving its targets. Strategic risk Risk Potential impact Demonstrable mitigation Risk movement (since 2019) Losing our market Delivering A clear business strategy with Constant risk share sustainable defined short, medium and Link to viability Inability to growth is a key long-term objectives, which is achieve component of our monitored at local, divisional sustainable strategy. and group level. growth, whether Failure to through deliver on our Continued analysis of existing acquisition, new key strategic and target markets to ensure products, new objective may opportunities that they offer geographies or result in the are understood. industry-specific loss of solutions, may confidence and An opportunities pipeline jeopardise our trust of our key covering all sectors of the position as the stakeholders construction market. preferred including international investors, A wide-ranging local branch geotechnical financial network which facilitates specialist institutions and customer relationships and contractor. customers. helps secure repeat work. Link to strategic Continually seeking to lever: 1, 2 differentiate our offering through service quality, value for money and innovation. North American businesses reorganisation delivering on cross-selling opportunities. However, due to COVID-19 there is an economic squeeze globally, increasing pressure on volume/market share. Minimising the risk of acquisitions, including getting to know a target company in advance, often working in joint venture, to understand the operational and cultural differences and potential synergies. As well as undertaking these through due diligence and structured and carefully managed integration plans. Ethical Non-compliance A Code of Business Conduct Constant risk misconduct and with relevant that sets out minimum Link to viability non-compliance laws and expectations for all with regulations regulations colleagues in respect of Strengthened Keller operates could lead to ethics, integrity and communication of in many different substantial regulatory requirements and is Keller's tone at jurisdictions and damage to backed by a training programme the top and a is subject to Keller's to ensure that it is fully renewed focus on various rules, reputation and/ embedded across the Group. risk management regulations and or large and internal other legal financial A clear and confidential control have requirements penalties. externally run maintained the including those 'whistleblowing' facility exposure of this related to Losing the trust encouraging employees risk. anti-bribery and of our to report any suspected anti-corruption. customers, misconduct. There is a risk suppliers and that the Group other An Ethics and Compliance fails to maintain stakeholders Officer at every business unit the required would have an who supports the ethics and level of adverse effect compliance culture and ensures compliance. on our ability best practice developed by the to deliver Group is communicated and Link to strategic against our embedded into local business lever: 3, 4 strategy and practices. business objectives. Regular workshops across the Group to ensure compliance risks are identified and addressed. Strategic risk Risk Potential impact Demonstrable mitigation Risk movement (since 2019) Inability to Without a The Keller Innovation Board Constant risk maintain our structured works closely with business technological innovation units, divisions and global product approach, product teams to ensure a advantage including structured approach to Keller has a sufficient innovation is in place across history of investment, the Group. innovation that Keller may lose has given us a its completive Keller's continued investment technological advantage. in both external and internal advantage which equipment manufacture. is recognised by our clients and Keller Data AcQuisition competitors. (KDAQ), a group-wide Inability to innovation project, will bring maintain this information together and make advantage it accessible in one simple through the and concise platform. It will continued include all technical technological information from Keller and advancements in third-party sources at each our equipment, stage of delivery, including products and data analysis and solutions may visualisations where possible, impact our and it will also be position in the BIM-compatible. market. Link to strategic lever: 1, 2 Changing Inability to Collaboration with the Constant risk environmental achieve Keller's University of Surrey's Centre factors commitment to for Environment and While the focus Changes in deliver Sustainability to apply around environmental solutions in an sustainability best practice environmental
legislation and environmentally to all business functions. legislation is relevant conscious manner increasing, we standards that may have a A Sustainability Steering believe this will impact our negative impact Group is responsible for present product and on our integrating sustainability opportunities to service reputation, targets and measures into the us that we are offerings and an affect employee group business plan to well placed to increasingly morale and lead successfully drive changes exploit. Our active public to loss of important to the company. increasing response to confidence from activity to environmental our customers, Scope 1 and 2 carbon emissions improve concerns in the suppliers and verified by accredited sustainability sectors in which investors. external third party (Carbon over and above we operate. Intelligence). our peers will Product ensure we are Link to offerings become Carbon Calculator tool used to ready to take strategic lever: obsolete because identify/improve carbon opportunities as 3 they are no efficiency. they arise. longer compliant with Project team created to environmental develop processes to meet Task standards. We Force on Climate-related may be required Financial Disclosures (TCFD) to remediate at requirements. our own cost to attain Further details can be found compliance. in the ESG and sustainability section on pages 40 to 53. Operational risk Risk Potential impact Demonstrable mitigation Risk movement (since 2019) Service or Failure to meet Continuing to enhance our Constant risk solutions failure quality technological and operational Link to viability In designing a standards could capabilities through product or a damage our investment in our product solution for reputation, teams, project managers and customers many result in our engineering capabilities. factors need to regulatory be considered action and legal Employing geotechnical including client liability, and engineers that are focused requirements, impact financial purely on design. site and loading performance. conditions and Disaster Recovery/Business local constraints The liability Continuity Plans in place (eg neighbouring limitation across the Group. buildings, other period of our underground products is The global product teams set structures). generally 12 standards, provide guidance Inadequate design years; and disseminate best practice of a customer consequently, a across the organisation for product and/or poorly designed our eight key products. solution may lead product/solution to an inability could have an We seek to agree liability to achieve the impact on our limits in our contracts with required long-term customers. standard. profitability. Insurance solutions are in Misinterpretation place to limit financial of client exposure of a potential requirements or customer claim. miscommunication of requirements by the client may lead to a poorly designed solution and consequently failure. Link to strategic lever: 2, 4 Operational risk Risk Potential impact Demonstrable mitigation Risk movement (since 2019) Ineffective Inability to Ensuring we understand all of Constant risk execution of our successfully our risks through the bid Link to viability projects deliver projects appraisal process and applying Failure to in line with the rigorous policies and manage our agreed customer processes to manage and projects to requirements may monitor contract performance. ensure that they result in cost are delivered on overruns, Ensuring we have high-quality time and to contractual people delivering projects. budget due to disputes and Keller's Project Management unforeseen reputational Academy and Field Leadership ground and site damage. Academy are designed to create conditions, project managers with a weather-related Ineffective consistent skill set across delays, project delivery the entire organisation. The unavailability may also expose academies cover a broad range of key the Group to of topics including contract materials, long-term management, planning, risk workforce obligations assessment, change management, shortages or including legal decision-making and finance. equipment action and breakdowns. additional costs KDAQ system enabling to remedy comparison of performance Link to solution across sites using similar strategic lever: failure. products, identification of 3, 4 areas of best practice and quickly raising awareness of where improvement is needed. Safety Standards for operations (eg platform, cage handling), Equipment Standards and fleet renewal. The PLM Standard drives a consistent approach to project delivery with robust controls at every project phase. A formal, structured approach to LEAN and 5S across the organisation is being embedded, which is improving processes and strengthening Keller's working culture. Operational risk Risk Potential impact Demonstrable mitigation Risk movement (since 2019) Causing a Inability to Board-led commitment to drive Constant risk serious maintain a health and safety programmes Link to viability injury or positive health and performance with a vision fatality to an and safety of zero harm. employee or a culture may lead member of the to damage to An emphasis on safety public morale, an leadership to ensure both HSEQ Failure to increase in professionals and operational maintain high employee leaders drive implementation standards of turnover rates and sustainment of our safety health and and a decrease standards through ongoing site safety, and an in productivity. presence, using safety tours, increase safety audits, safety action in serious Deterioration in groups and mandatory employee injuries or health and training. fatalities safety leading to an performance may Ongoing improvement of erosion of trust lead to loss of existing HSEQ systems to of employees and customer, identify and control known and potential supplier and emerging HSEQ risks, which clients. partner conform to internal standards. confidence and Link to damage to our Incident Management Standard strategic lever: reputation in an and incident management 3 area that we software driving a robust and regard as a top consistent management process priority. across the organisation that ensures the cause of the incident is identified and actions are put in place to prevent recurrence. Not having the Failure to Continuing to invest in our Constant risk right skills to maintain people and organisation in deliver satisfactory line with the four pillars of Inability to performance in the Keller People agenda as attract and respect of our noted below. develop current projects excellent people and failure to Ensuring that the 'Right to create a deliver our Organisation' is in place with high-quality, strategy and people having clear vibrant, diverse business targets accountabilities; each and flexible for growth. organisational unit is workforce. properly configured with a matrix of line management, Link to functional support and product strategic lever: expertise. 2, 3, 4 As industry leader, that Keller is made up of 'Great People' that are well trained, motivated and have opportunities to develop to their full potential. Project managers and field employees
receive comprehensive training programmes which cover a broad range of topics including contract management, planning, risk assessment, change management, decision?making and finance. A strong focus on the 'Exceptional Performance' of employees in delivering commercial outcomes safely for Keller based upon project successes for our customers. Business leaders are incentivised to deliver their annual financial and safety commitments to the Group. The 'Keller Way' provides guidance to the company's employees and leaders to comply with local laws and work within Keller's values and Code of Business Conduct. Operational risk Risk Potential impact Demonstrable mitigation Risk movement (since 2019) Risk of Cyber security Building a cyber security and Constant risk potential breach could information assurance team and disruption in result in services. The threat the business leakage of landscape operations, proprietary Building a zero trust layered continues to reputational information, technology capability. evolve each year damage and/or operational and so we loss or disruptions, and Creation of an Information continue to adapt corruption of loss of employee Security Management System our monitoring, data through and customer framework, referencing detection, external or data. industry standards to ensure prevention and internal appropriate governance, education technical control and risk management processes to threats and and then onward management for maintain a malicious action compliance, maturity and balanced risk Information development of service. perspective. security and cyber Introduction of technical We assess cyber threats are capabilities and services to risks and a concern across further enable prevention, determine industries detection, prediction and appropriate worldwide. The response services. actions for our introduction of business. digital Multi-factor authentication Existing solutions such for all users prevents capabilities as InSite and unauthorised access to continue to be KDAQ increases Keller's networks and deployed and the Group's applications. enhanced if reliance on IT needed. and its inherent Advanced threat protection on cyber risk all IT equipment delivers As an example, exposure. comprehensive, ongoing and having seen in real-time protection against 2020 the rise in Link to viruses, malware and spyware. the number of strategic lever: ransomware 3, 4 Data protection framework to attacks and the ensure compliance with the increased number General Data Protection of reported Regulation (GDPR) and other attacks that standards of data protection. target backup as well as production environments across all industries, we shall implement in 2021 a backup solution for key services that is immutable and cannot be encrypted. Responsibility statement of the Directors in respect of the Annual Report and the financial statements We confirm that to the best of our knowledge: * the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the company and the undertakings included in the consolidation as a whole; and * the Strategic report and the Directors' report, including content contained by reference, includes a fair review of the development and performance of the business and the position and performance 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 Board confirms that the Annual Report and the financial statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Group's position and performance, business model and strategy. 28 Related party transactions Transactions between the parent, its subsidiaries and joint operations, which are related parties, have been eliminated on consolidation. Other related party transactions are disclosed below: Compensation of key management personnel The remuneration of the Board and Executive Committee, who are the key management personnel, comprised: 2020 2019 £m £m Short-term employee benefits 8.3 5.4 Post-employment benefits 0.4 0.4 Termination payments 0.4 0.2 9.1 6.0 Other related party transactions As at the year end there was a net balance of £0.1m owed by (2019: £0.2m owed to) the joint venture. These amounts are unsecured, have no fixed date of repayment and are repayable on demand. END
(END) Dow Jones Newswires
April 13, 2021 11:05 ET (15:05 GMT)
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