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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Polypipe Group Plc | LSE:PLP | London | Ordinary Share | GB00BKRC5K31 | ORD GBP0.001 |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 567.00 | 565.00 | 567.00 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMPLP
RNS Number : 2512W
Polypipe Group PLC
15 April 2019
15 April 2019
Polypipe Group plc
Annual Financial Report for the year ended 31 December 2018
and Notice of 2019 Annual General Meeting
Polypipe Group plc ("Polypipe", the "Company" or the "Group") today published its Annual Report and Accounts for the year ended 31 December 2018 (the "2018 Annual Report") and Notice of its 2019 Annual General Meeting. The Company will hold its Annual General Meeting at 10.30 am on Thursday 23 May 2019 at the Holiday Inn, High Road, Doncaster, DN4 9UX.
Copies of the 2018 Annual Report and the Notice of the 2019 Annual General Meeting are available to view on the Company's website at www.polypipe.com and, in accordance with Listing Rule 9.6.1 of the UK Financial Conduct Authority ("FCA"), will also shortly be submitted to the National Storage Mechanism and will be available for inspection at http://www.morningstar.co.uk/uk/NSM.
Copies of those documents are being posted or made available to the Company's shareholders today.
The information included in the final results announcement released on 19 March 2019 under RNS Number 2185T, together with the information in the Appendix to this announcement which is extracted from the 2018 Annual Report, constitute the materials required by the FCA's Disclosure Guidance and Transparency Rule 6.3.5 to be communicated to the media in full unedited text through a Regulatory Information Service. This announcement is not a substitute for reading the 2018 Annual Report in full.
APPIX A
1. PRINCIPAL RISKS & UNCERTAINTIES
Framework for managing risk
The Board is responsible for ensuring that the Group maintains an effective risk management system. It determines the Group's approach to risk, its policies and the procedures that are implemented to mitigate exposure to risk.
Process
The Board continually assesses and monitors the key risks in the business and Polypipe has developed a risk management framework to identify, report, and manage its principal risks and uncertainties. This includes the recording of all principal risks and uncertainties on
a Group Risk Register, which is updated at least every six months. Risks are fully analysed, allocated owners, scored for both impact and probability, prioritised, and assessed for what mitigation is required.
External risks include economic conditions, the weather, Government action, policies and regulations, raw material prices and information systems disruption. Internal risks include reliance on key customers, and recruitment and retention of key personnel.
The Board seeks to mitigate the businesses' exposure to strategic, financial and operational risk, both external and internal. The effectiveness of key mitigating controls is continually monitored and subjected to periodic testing by the Group's internal
audit function.
The heat map and table that follows highlight the principal risks and uncertainties that could have a material impact on the Group's performance and prospects and the mitigating activities which are aimed at reducing the impact or likelihood of a major risk materialising. These risks have all been considered by the Board when developing the Group's Viability Statement. The Board does recognise, however, that it will not always be possible to eliminate these risks entirely. In addition, the principal risks listed below do not comprise all of the risks that the Group may face and they are not listed in order of priority, probability or magnitude of potential impact.
Risk appetite
The Board determines the appropriate level of risk for operating the business and pursuing its strategic objectives. A key focus of the Board is minimising exposure to financial, operational, human, legislative and reputational risks.
Process
Top down:
Identifying, assessing and mitigating risk at Group level
Bottom up:
Identifying, assessing and mitigating risk at business operational level
The Board
The Board continually assesses and monitors the key risks in the business and Polypipe has developed a risk management framework to identify, report, and manage its principal risks and uncertainties.
This includes:
-- The recording of all principal risks and uncertainties on a Group Risk Register which is updated at least every six months.
-- Analysing risks and allocating owners. -- Scoring risks for impact and probability to determine the exposure to the business. -- Outlining which risks should be prioritised and what mitigation is required.
Internal audit
The effectiveness of key mitigating controls is continually monitored and subjected to periodic testing by the Group's internal audit function.
Operational level
The risk management processes are embedded into the different operational areas within the Group.
Change in potential impact and/or Risk Potential impact Mitigation probability ----------------------------- ---------------------------- ------------------------------- -------------- 1. Failure to manage the availability of raw materials supply and pricing - Brexit ------------------------------------------------------------------------------------------------------------ The Group is exposed Any increase in the The Group seeks to Increased to volatile raw material market price of crude pass on raw material prices, particularly oil or other petroleum price increases to polymers, due to feedstocks, foreign its customers wherever fluctuations in the currency exchange possible. There is market price of crude rate movements, or usually at least a oil and other petroleum changes to suppliers' three-month time lag feedstocks, foreign manufacturing capacity from notification currency exchange could have a direct of the raw material rate movements, and impact on the prices price increase before changes to suppliers' the Group pays for selling prices can manufacturing capacity. raw materials which be adjusted in the could adversely affect market. its financial results. Competitors of the This impact is potentially Group are likely to exacerbated experience the same by a no-deal Brexit. pressures of any sustained raw material price increases. Brexit - the Group is planning a temporary, proportionate increase in working capital in the first half of 2019 to secure supply of raw materials against short-term disruption at ports. ----------------------------- ---------------------------- ------------------------------- -------------- 2. Business disruption ----------------------------- ---------------------------- ------------------------------- -------------- The Group's manufacturing Such incidents could The Group has developed No change and distribution result in the temporary business continuity, operations could cessation in activity, crisis response, and be subjected to disruption or disruption, at disaster recovery due to incidents one of the Group's plans. including, but not production facilities The Group performs limited to, fire, impeding the ability regular maintenance failure of equipment, to deliver its products to minimise the risk power outages, workforce to its customers, of equipment failure. strikes, or unexpected thereby adversely Finished goods holdings or prolonged periods affecting the Group's across the operations of severe weather. financial results. act as a limited buffer In addition, prolonged in the event of operational periods of severe failure. weather could result The Group has the in a slowdown in ability to transfer site construction some of its production activity reducing to alternative sites the demand for the and could also subcontract Group's products, some of its tooling thereby adversely to reduce any potential affecting its loss in production financial results. capacity.
The Group maintains a significant amount of insurance to cover business interruption and damage to property from such incidents. Independent insurer inspections take place across all sites to identify and assess potential hazards and business interruption risks. ----------------------------- ---------------------------- ------------------------------- -------------- 3. Reliance on key customers ----------------------------- ---------------------------- ------------------------------- -------------- Some of the Group's Failure to manage The Group's strategic No change businesses are dependent relationships with objective is to broaden on key customers key customers, while its customer base in highly competitive continuing to provide wherever possible. markets. high-quality products The Group focuses delivered on time on delivering exceptional in full, and developing customer service and new innovative products, maintains strong relationships could lead to a loss with major customers of business, thereby through direct engagement adversely affecting at all levels. the Group's financial The Group maintains results. customer service matrices which are continually tracked and monitored with intervention made where required. The Group closely manages its pricing, rebates, and commercial terms with its customers to ensure that they remain competitive. The Group continually seeks to innovate and develop its product lines to ensure its products are to the standard our customers expect. ----------------------------- ---------------------------- ------------------------------- -------------- 4. Recruitment and retention of key personnel ------------------------------------------------------------------------------------------------------------ The Group is dependent Loss of any key personnel The Group has a formal Reduced on the continued without adequate succession plan in employment and performance and timely replacement place facilitating of our senior management could disrupt business staff retention and team and other key operations and the progression through skilled personnel. Group's ability to the Group. This succession implement and deliver plan has been augmented its growth strategy. through recent recruitment. The Group aims to provide competitive remuneration packages and incentive schemes to retain and motivate key personnel. ----------------------------- ---------------------------- ------------------------------- -------------- 5. Economic conditions - Brexit ----------------------------- ---------------------------- ------------------------------- -------------- The Group is dependent Lower levels of activity The Group closely Increased on the level of activity within the construction monitors trends in in the construction industry could reduce the industry, invests industry and is therefore sales and production in market research susceptible to any volumes, and is an active member changes in its cyclical thereby adversely of the Construction economic conditions. affecting the Products Association. Group's financial The Group uses Construction results. Products Association and Euroconstruct forecasts in its budgeting process. The Group closely manages its demand forecasts and costs through weekly operational review meetings. ----------------------------- ---------------------------- ------------------------------- -------------- 6. Change in Government actions and policies relating to public and private investment ------------------------------------------------------------------------------------------------------------ The Group is in part Significant downward The Group's strategy No change dependent on Government trends in Government is to have its operations action and policies spending on public structured so that relating to public and private investment it has a balanced and private investment arising from economic exposure to the residential, and is therefore uncertainty and ongoing commercial and infrastructure susceptible to changes austerity policies construction sectors in Government spending could have an adverse so as to reduce the priorities. impact on the construction impact of any adverse industry which could Government action impact on sales and or policy on any one production volumes, of the construction thereby adversely sectors. affecting the Group's The Group closely financial results. monitors trends in the industry, invests in market research and is an active member of the Construction Products Association. The Group closely manages its demand forecasts and costs through weekly operational review meetings. ----------------------------- ---------------------------- ------------------------------- -------------- 7. Environmental regulations and other obligations relating to environmental matters ------------------------------------------------------------------------------------------------------------ The Group is subject Failure of the Group The Group has a formal No change to the requirements to comply with changes Health, Safety and of UK and European to environmental Environmental policy, environmental and regulations and other and procedures are
occupational safety obligations relating in place to monitor and health laws and to environmental compliance with the regulations, including matters could result policy. obligations to investigate in the Group being The Group performs and clean up environmental liable for fines, internal environmental contamination on require modification audits and is subjected or from properties. to operations, increase to external environmental manufacturing and audits on a periodic delivery costs, and basis. could result in the The Group performs suspension or termination weekly and monthly of necessary operational reporting on key health, permits, thereby safety and environmental adversely affecting matters which require the Group's financial the attention of the results. Board. ----------------------------- ---------------------------- ------------------------------- -------------- 8. Product failures in the marketplace could harm our reputation and our results of operation ------------------------------------------------------------------------------------------------------------ The Group manufactures A product failure The Group operates No change products that are or recall could result comprehensive potentially vital in a liability claim quality assurance to the safe operation for personal injury systems and procedures of its customers' or other damage leading at each site. products or processes. to substantial financial Wherever required, These products are settlements, damage the Group obtains often incorporated to the Group's brand certifications over into the fabric of reputation, costs its products to the a building or dwelling and expenses and relevant national or buried in the diversion of key and European standards ground as part of management's attention including Kitemarks, an infrastructure from the operation BBAs, WRCs and WRACs. system and in each of the Group, which The Group maintains case, could all adversely product liability it would be difficult affect the Group's insurance to cover to access, repair, financial results. third party claims recall or replace arising from potential such products. product failures or recalls. ----------------------------- ---------------------------- ------------------------------- -------------- 9. Failure of information systems ------------------------------------------------------------------------------------------------------------ The Group is dependent Disruption or failure The Group contracts No change on the continued of the information with several third-party efficient operation systems could affect providers to supply of its information the Group's ability off-site, business systems and is therefore to conduct its ongoing continuity arrangements vulnerable to potential operations which for wholesale or partial failures due to power could adversely affect recovery of the key losses, telecommunication the Group's financial servers and applications failures, or from results. which are used within an external security the various business breach due to the units of the Group. increasing levels These continuity of sophisticated arrangements are subject cybercrime now threatening to periodic validation businesses. and testing. Some business units of the Group also take advantage of their multi-site operations to provision server and applications recovery between those sites. There are a range of local, business unit-specific, back-up processes which are performed on a daily, weekly and monthly basis. Firewalls are in place to protect the perimeter of the Group's networks and any off-site access to the Group's servers and applications is through secure Virtual Private Network connections. In addition, email and Internet traffic filtering is in place to protect against potential viruses or malware entering the Group's networks. User and server computing devices have anti-virus software installed to protect from potential infection. The Group continually invests in the maintenance and upgrade of IT infrastructure and information systems. All upgrades are carefully planned and actively managed by senior personnel to minimise potential business disruption. ----------------------------- ---------------------------- ------------------------------- -------------- 10. Acquisitions do not perform as expected -------------------------------------------------------------------------------------------- -------------- The management of Ineffective management Full due diligence No change acquisitions' activity of acquisitions could is performed and their integration lead to management before any acquisition play a part in delivering distraction, is made. the Group's growth a drain on financial The Group seeks contractual strategy and there resources, and impact assurances from the is a risk that any on the Group's ability sellers to mitigate acquisitions may to successfully implement against any identified not perform as expected. and deliver issues or risks. its growth strategy. Formal Board level approvals are required in accordance with the Group's delegation of authority structure for any acquisition
activity. Where appropriate, the Group will pay deferred consideration linked to the ongoing performance of the acquisition. The progress of any integration is closely monitored at Board and senior management team level. ----------------------------- ---------------------------- ------------------------------- -------------- 11. Foreign currency risk ----------------------------- ---------------------------- ------------------------------- -------------- The risk that the Foreign currency The Group enters into Reduced fair value of a financial exchange rate fluctuations forward foreign currency instrument or future could adversely affect exchange rate contracts cash flows will fluctuate the Group's financial for the purchase and because of changes results. sale of foreign currencies in foreign currency to manage its exposure exchange rates. The to fluctuations in Group's risk relates foreign currency exchange primarily to its rates primarily in operating activities respect of US Dollars where the revenue and Euros relative or expense is denominated to Pounds Sterling. in a currency other It is not possible than the functional for the Group to mitigate currency of the entity foreign currency exchange undertaking the transaction. rate movements which impact the translation of its overseas subsidiaries' results and net assets as all the Group's long-term borrowings are Pounds Sterling denominated. However, with the disposal of the French business, foreign currency risk has been reduced. ----------------------------- ---------------------------- ------------------------------- -------------- 12. Credit risk ----------------------------- ---------------------------- ------------------------------- -------------- The risk that a counterparty The failure of a Customer credit risk No change of the Group will counterparty to meet is managed by each not be able to meet their financial obligations business unit subject its obligations under could lead to to the Group's established a financial instrument a financial loss policy, procedures or customer contract. for the Group. and controls relating The Group is exposed to customer credit to credit risk from risk management. Credit its trading activities quality of the customer (primarily from trade is assessed based receivables) and on an extensive credit from its financing rating scorecard and activities, including individual credit deposits with banks. limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored and any shipments to major export customers are generally covered by letters of credit or credit insurance. Where the Group perceives there to be a significant credit exposure it will take out credit insurance or obtain an irrevocable letter of credit prior to any transaction. Credit risk arising from cash deposits with banks is managed in accordance with the Group's established treasury policy, procedures and controls. Investments of surplus funds are made only with banks that have as a minimum a single A-credit rating. ----------------------------- ---------------------------- ------------------------------- -------------- 13. Liquidity risk ----------------------------- ---------------------------- ------------------------------- -------------- The risk that the Insufficient funds The Group's approach Reduced Group will not be could result in the to managing liquidity able to meets its Group not being able is to ensure that financial obligations to fund its operations. it will always have as they fall due. sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group's reputation. The successful completion of the refinancing of the RCF has reduced this risk. ----------------------------- ---------------------------- ------------------------------- -------------- 14. Interest rate risk ----------------------------- ---------------------------- ------------------------------- -------------- The risk that interest Increases to interest To reduce the Group's No change rates could rise rates could result exposure to future impacting on the in significant additional increases in interest Group's borrowings. interest rate cash rates, the Group has payments being required entered into interest on any borrowings. rate swaps from variable to fixed interest rates. These will be progressively renewed
when necessary to ensure appropriate levels of cover for utilisation of Group lending. ----------------------------- ---------------------------- ------------------------------- -------------- 15. Failure to manage health and safety resulting in fatality or serious injury ------------------------------------------------------------------------------------------------------------ The risk that management Lack of management There is a Group Health No change fail to take the focus and and Safety Director correct measures a poor cultural (with a team throughout to prevent fatalities attitude towards the Group) with clear or serious injury. health and safety accountability for could result in increased health and safety incidences and serious ('H&S'). H&S performance or indeed fatal accidents. is tracked weekly by all levels of management and investigations performed to uncover cause and key learnings as quickly as possible. If employees have failed to adhere to H&S policies, then they may be subject to disciplinary action. Key messages are constantly reinforced throughout the organisation. ----------------------------- ---------------------------- ------------------------------- -------------- 16. Agreement of unfavourable commercial terms ------------------------------------------------------------------------------------------------------------ The risk that new Lack of experience The Group employs No change contracts in negotiating commercial experienced procurement (or renewed contracts) terms and insufficient specialists to ensure with oversight of such key supplies are secured suppliers and merchants negotiations may on the best possible may contain unfavourable result in unfavourable terms (e.g. polymers). commercial terms. commercial terms In other areas of being contracted. the business, larger contracts are only negotiated by more senior managers. Significant contracts are also reviewed by Group legal counsel. ----------------------------- ---------------------------- ------------------------------- -------------- 17. Fraud including misreporting of periodic financial information by business units to the Group ------------------------------------------------------------------------------------------------------------ The risk that actuals Lack of experience Results are subject No change reporting and forecasting or oversight as well to regular analytical may be misreported as possible excessive review by senior management to the Group by the pressure placed on at Group level and business units. managers may result appropriate enquiries in the misreporting are made if anomalous of results (both results are seen. actuals as well as Balance sheet reviews forecasts). will be introduced throughout the Group to help uphold the integrity of financial reporting. Financial results are also subject to one external review ('interims') as well as a full external audit by Ernst & Young LLP each year. Internal auditing also conducts reasonable procedures to help prevent material misstatements. ----------------------------- ---------------------------- ------------------------------- -------------- 18. Breach of Group policies regarding Competition Law, the Bribery Act and Sanctions Compliance ------------------------------------------------------------------------------------------------------------ Fines may be levied Alongside the financial Training is provided No change on the Group and/or impact of fines, to all new relevant individuals if legislation breaches could result employees on Competition is breached. This in damage to the Law including those legislation includes, Group's reputation changing roles. but is not limited and adversely impact Annual declarations to, Competition Law, potential current of compliance are the Bribery Act and and future business. undertaken in respect Sanctions Compliance. of Competition Law and the Bribery Act. A Sanctions Compliance Policy is in place and all business in higher risk countries requires approval by the Company Secretary. An external agency (Reuters) is used to check Sanctions against companies and/or individuals. ----------------------------- ---------------------------- ------------------------------- -------------- 19. Political unrest in the Middle East ------------------------------------------------------------------------------------------------------------ Political unrest A negative impact Financial performance, No change in the Middle East to the Group's Middle including future expectations, could adversely impact East operations could is discussed weekly the Group's Middle adversely impact while cash is remitted East operations and/or the Group's financial to the Group treasury create a threat results and its ability team frequently to to the safety of to deliver its growth minimise the impact Group employees. strategy. to the Group of any If the safety of changes in the Middle employees is compromised East situation. this could result The Group retains in serious injuries and encourages an or fatalities. open communication policy with all employees including discussions regarding their welfare and wellbeing. ----------------------------- ---------------------------- ------------------------------- --------------
20. Labour availability and wage inflation - Brexit ------------------------------------------------------------------------------------------------------------ Post-Brexit the UK With UK unemployment The Group continues New risk may focus on enabling at historically low to recruit and train higher-skilled migration levels, any reductions staff across all levels into the UK and potentially in labour availability of the business, being introducing a more may adversely impact an 'employer of choice' restrictive policy operations. aiding staff recruitment on lower-skilled Further, increased and retention. All migration. demand for a limited our competitors face labour pool may increase the same pressures salary inflation not putting the Group and adversely impact at a competitive disadvantage. the Group's financial results. ----------------------------- ---------------------------- ------------------------------- --------------
2. DIRECTORS' RESPONSIBILITY STATEMENT
The 2018 Annual Report contains the following statements regarding responsibility for the financial statements in compliance with DTR 4.1.12.
Each of the directors confirms that, to the best of their knowledge:
the Group's consolidated financial statements, prepared in accordance with IFRSs as adopted by the European Union, 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 and the Directors' Report include a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and
the Annual Report and Accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group's position and performance, business model and strategy.
The Directors of Polypipe Group plc are listed in the 2018 Annual Report, and on the Company's website: https://investors.polypipe.com/about-us/board-of-directors/
Enquiries:
Polypipe Martin Payne, Chief Executive Officer Paul James, Chief Financial Officer +44 (0) 1709 770 000
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
END
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