TIDMKGF
RNS Number : 2467R
Kingfisher PLC
26 June 2020
26 June 2020
KINGFISHER PLC
(the "Company")
Annual Report and Accounts 2019/20 and Notice of 2020 Annual
General Meeting
The Company's Annual Report and Accounts for the year ended 31
January 2020 (the 'Annual Report') and Notice of Annual General
Meeting to be held on 24 July 2020 have been published on the
Company's website www.kingfisher.com (together 'the Documents').
The Documents have also been posted or otherwise made available to
shareholders, depending on their elected method of
communication.
In accordance with Listing Rule 9.6.1 a copy of the Documents,
together with the Form of Proxy have also been submitted to the
National Storage Mechanism and will shortly be available for
inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
The final results for the year ended 31 January 2020, released
by the Company on 17 June 2020, include the information required
pursuant to Rules 4.1 and 6.3.5R of the UK Disclosure Guidance and
Transparency Rules, excepting publication of the responsibility
statement of the Directors in respect of the 2020 Annual Report, a
description of the principal risks and uncertainties facing the
Company, and the related party transactions carried out by the
Company and its subsidiaries during the year, which are detailed
below:
1. Principal risks
The principal risks and uncertainties facing the Company are set
out below.
1. LEVEL AND IMPACT OF CHANGE
As we continue to evolve our business, there are significant
programmes of work underway targeting improvements in our offer,
market positions and cost base. These programmes may not achieve
their objectives and have the potential to disrupt our business
if we fail to properly prioritise activity and manage change
effectively. Failure to realise programme targets and/or business
disruption could result in weaker than anticipated sales growth
and a failure to maintain operating margins or generate sufficient
cash to meet our objectives.
Link to strategic priorities
* 'Focus and fix' in 2020
* Move to a balanced, simpler local-group operating
model with an agile culture
* Grow e-commerce sales
* Build a mobile-first, service orientated customer
experience
* Differentiate and grow through own exclusive brands
(OEB)
* Test new store concepts and adapt our store footprint
* Source and buy better, reduce our costs and our
inventory
How our risks have changed
No change. Change has been a constant feature of our business
for some time and we have established processes in place to
manage, monitor and report the delivery of strategic activities
arising from these programmes.
How we manage and monitor the risk
* Central Transformation & Results Delivery Office
established with Group Executive-level leadership.
* Clearly prioritised strategic change taskforces
established with Group Executive ownership and
measurable outcomes.
* Monthly tracking against key milestones and reporting
to the Group Executive and the Board.
* Regular strategic updates to the Board.
* Retail banner Transformation Directors in place to
design and deliver change into the business.
* Periodic reviews of governance and enabling
activities undertaken by Internal Audit.
2. CONTAGIOUS DISEASES
A prolonged global health threat could adversely affect our
business by disrupting our and our partners operations, causing
a significant reduction in footfall and consumer spending and
by negatively impacting our ability to receive products from
affected countries. Also, high levels of absence in our workforce
could impact our ability to operate stores or provide appropriate
functional support to our business.
Such restrictions and/or reductions in demand could adversely
affect our financial condition and results of operations.
Link to strategic priorities
* 'Focus and fix' in 2020
* Responsible business
How our risks have changed
New risk.
How we manage and monitor the risk
We monitor the development of such events closely, convening
a Group-led Crisis Committee to bring together functional leaders
to determine the additional actions necessary to manage the
consequences of a situation and its impact on our people and
operations.
We started to convene the Group Crisis Committee in late January
to consider the impact of the Covid-19 outbreak. Since then,
the Committee has met frequently to monitor events and response
strategies closely. The Board provides regular oversight to
evaluate the impact of Covid-19 on Kingfisher, including impact
on long term viability and going concern.
The health and safety of our colleagues and customers has remained
our top priority, alongside supporting governments to limit
the spread of the virus. We have mobilised business continuity
and crisis teams in each of our markets with response measures
including:
* Implementing changes to our stores (the majority
initially closed for browsing, with a move to
contactless click and collect or home delivery models
and a limit on ranges to essential items. Almost all
of our stores are now open with strict hygiene and
social distancing measures enforced).
* Redeploying or furloughing selected Group colleagues.
* Moving office-based staff to a work from home basis.
* Significantly reducing discretionary spend, including
freezing of pay reviews and recruitment.
* Stopping all non-committed capital expenditure.
* Taking advantage of other working capital
optimisation measures, e.g. delays or holidays for
rates and taxes.
* Reprioritisation of sourcing requirements and
adjusting purchasing plans.
We will continue to adjust our response activities as publicly
available information evolves.
3. BUSINESS RESILIENCE
Technology is key to our business and the achievement of our
strategic objectives. We are increasingly reliant on resilient
and secure systems and networks to maintain our operations.
Similarly, we are dependent on complex supply chains and delivery
solutions to deliver our products to our customers. A significant
failure of our IT infrastructure or key systems could result
in the loss of data or an inability to operate efficiently,
with an adverse financial, regulatory or reputational impact.
A disruption to our supply chain could have a similar impact.
Link to strategic priorities
* Grow e-commerce sales
* Build a mobile-first, service orientated customer
experience
* Source and buy better, reduce our costs and our
inventory
How our risks have changed
No change. We recognise that complexity in our business and
supply chain inevitably results in a high level of risk. We
maintain a programme of continuous improvement to understand
and manage the evolving risk landscape.
How we manage and monitor the risk
IT infrastructure:
* A common IT infrastructure is in place across our
markets. We work closely with our suppliers to
maintain the stability of our environment.
* We operate from highly resilient data centres that
are tested regularly.
* We have tested and proven everything that is
essential/common to the 'infrastructure stack'. We
continue to learn and enhance both our solution and
our understanding.
* We have been operating core solutions with
volume/stress for some time and we continue to assess
the efficiency and capability of the
solution/infrastructure. Where appropriate we have
taken action to ensure we have an environment that is
fit for purpose.
* We deploy a robust suite of tools to identify and
manage internal and external threats to our
infrastructure, systems and platforms.
* Service continuity is embedded with our IT culture.
Supply chain:
* A new three-year Supply and Logistics roadmap will be
developed in 2020/21 which will consider our future
logistics capacity needs based upon the various
sourcing, inventory and sales generative strategies
identified in the Group's strategic planning
activities.
* A full review of our business continuity plans is
underway looking at our internal points of failure
and key partner disaster-recovery plans to ensure
that a response to supplier and logistics failures is
also built into the actions. Plans are being tested
live as part of our Covid-19 response activities.
* The Group Supply Chain function has established a
programme management office that governs all major
supply chain change programmes. This links into the
overall Group strategic governance framework.
* We identify key suppliers by category to establish
capacity and volumes and assess the impact of an
interruption in supply.
* See Principal Risk 7 for more detail about Brexit
planning.
4. COMPETITION
Intensifying competition, including online, may put downward
pressure on sales and margins and could have an adverse effect
on our revenues and profitability. We compete with many companies
in each of our markets. Targeted actions by competitors could
negatively impact our market share, the value of our assets
and our financial results.
Link to strategic priorities
* Build a mobile-first, service orientated customer
experience
* Differentiate and grow through own exclusive brands
(OEB)
* Source and buy better, reduce our costs and our
inventory
How our risks have changed
New risk.
How we manage and monitor the risk
We monitor our performance to react quickly to targeted actions
by competitors via:
* Enhanced rapid-insight key performance metrics.
* Reinforced performance reviews tracked by the Offer
and Sourcing board to respond to risks.
We are building a differentiated offer through:
* Customer trend monitoring in all our markets to
anticipate and develop an appropriate offer.
* A clearly defined set of range principles and
customer projects to create a compelling offer and to
reinforce differentiation of our offer to build sales
growth and margin improvement.
* Periodic review of the offer strategy and range
review roadmap to prioritise key programmes.
* Building strong programmes, deployed across the Group,
to benefit from volume and lower purchase price to be
able to compete on prices.
We are focusing on a strong customer journey, including:
* End-to-end project planning activities to ensure 'in
full, in time' delivery.
* Supplier management processes in place covering
selection, risk assessment, monitoring of supplier
responses and communication.
* Clear minimum standards for suppliers covering credit,
sustainability, quality and technical.
* Dual sourcing where needed to avoid disruption in the
event of supplier failure.
5. CHANGING CUSTOMER PREFERENCES
As customer preferences change, we must ensure we have innovative
digital channels supported by a strong and agile infrastructure,
including supply chain and logistics capability and an optimised
property portfolio, to make our product sufficiently compelling
to customers and available when and where they want it. Failure
to optimise our channels could affect our ability to stimulate
spend and deliver the desired sales growth. It could also adversely
impact the value of our assets and our financial results.
Link to strategic priorities
* Focus and fix' in 2020
* Grow e-commerce sales
* Build a mobile-first, service orientated customer
experience
* Test new store concepts and adapt our store footprint
How our risks have changed
Increasing. Failure to keep pace with changing customer preferences
is a key risk for us and an area we recognise is evolving rapidly.
We continue to enhance our priorities and processes to manage
and monitor the risk.
How we manage and monitor the risk
* During the year, we made eight new appointments to
the Group Executive, two of which were the roles of
Chief Customer and Digital Officer and Chief Supply
Chain Officer. We have also brought together the
Digital and IT teams to better align their
activities.
* A Group digital strategy has been developed, with
various digital priority programmes underway.
* We have an established regular Digital Governance
Forum to monitor financial and project portfolio
performance and to prioritise upcoming digital
initiatives.
* We have launched a number of strategic programmes
which include store concepts and service platforms,
offer and range, and our digital journey.
6. POLITICAL AND MARKET VOLATILITY
Geopolitical uncertainty and local volatility, including strikes
and work stoppages, exist across all the markets in which we
operate, exposing us to potential risks which may impact consumer
confidence, availability of our workforce or negatively impacting
our ability to receive products from affected countries potentially
disrupting the day-to-day operations of our business.
Link to strategic priorities
* Move to a balanced, simpler local-group operating
model with an agile culture
How our risks have changed
Increasing. We have seen an increased level of uncertainty
relating to the economy across our key markets, heightened
geopolitical tensions, disruption in some of our markets and
continued currency volatility.
How we manage and monitor the risk
Treasury mitigations
* The provision of supply chain finance programmes to
support suppliers. Additional information on these
arrangements can be found in note 21 of the
consolidated financial statements.
* Portfolio of international banking partners that
provide flexibility and reliable local retail cash
and card payment processing services.
* Access to funding, both debt funding, including an
up-to-date Debt Capital Markets programme, and
significant committed liquidity facilities.
* Diversification of cash holdings across a number of
financial institutions with the strongest short-term
credit rating.
* An appropriate and prudent mix of hedging policies,
cash deposits and debt financing to minimise the
impact of foreign exchange currency volatility on the
company.
* Offer and pricing strategies designed to address
consumer confidence.
Monitoring and engagement activities
* The Corporate Affairs team actively monitors the
political and economic situations in the countries in
which we operate or which may impact our operations.
* Strategies in place to identify, monitor and aim to
influence changes to legislation which may impact the
business.
* The Corporate Affairs team oversees direct policy and
political engagement with dedicated resource in the
UK, France, Belgium, Poland and Romania. This is
supported by local representatives in our retail
banners and our membership of key business trade
associations in every market.
* Crisis management processes and teams in place to
monitor and manage situations as they arise.
* Group Offer and Sourcing teams manage supplier
relationships with the aim of managing cost and
quality and maintaining appropriate levels of product
availability through periods of disruption.
7. BREXIT
Following completion of the UK exit agreement, significant
risks remain from the ongoing negotiation of the future trade
agreement with the European Union and possible divergence of
the UK regulatory framework. Failure to reach an adequate agreement
within the currently agreed transition period may impact our
purchase costs, the continuity of our supply chain and our
ability to operate our European businesses as we do today.
These conditions also present economic uncertainty impacting
UK consumer confidence.
Link to strategic priorities
* Move to a balanced, simpler local-group operating
model with an agile culture
How our risks have changed
No change. This risk has reduced since the conclusion of the
UK exit agreement at the end of January 2020 and avoidance
of the previous no-deal Brexit scenario. However, the risks
surrounding the ongoing trade negotiations remain significant.
How we manage and monitor the risk
* A multi-functional Kingfisher Brexit Steering Group
has been in place since the 2016 referendum. This
group is responsible for monitoring the Brexit
process and agreeing actions.
* We continue to engage directly with Government and
alongside key trade bodies.
* We continue to consider different Brexit scenarios,
preparing mitigation plans across key operational
areas, including:
* Import duties and related import costs and
mitigations through alternative sourcing
arrangements.
* Improvements to importation and customs clearance
processes to avoid delays at borders.
* Supply chain disruption risks and use of alternative
ports and distribution arrangements.
* Working closely with our suppliers to ensure they
have similarly made adequate preparation.
* Updating our product standards and documentation to
ensure products remain compliant for sale in both EU
and UK markets.
* Monitoring and updating our regulatory procedures
generally.
8. ATTRACTING, RETAINING AND INVESTING IN OUR PEOPLE CAPABILITY
Our colleagues are critical to the successful delivery of our
strategy and business. Failure to achieve an effective organisational
design, appropriate ways of working and the right balance of
skills, capability and capacity as well as adequate succession
plans, could impact our ability to meet our business objectives.
Link to strategic priorities
* 'Focus and fix' in 2020
* Move to a balanced, simpler local-group operating
model with an agile culture
* Lead the industry in Responsible Business practices
How our risks have changed
No change. We continue to monitor and manage this risk closely.
While the risk exposure is significant we have a clear understanding
of the scale of the change and have plans in place to manage
these.
How we manage and monitor the risk
* We have announced the appointment of a new Chief
People Officer to the Group Executive.
* Work has continued through the year to ensure our HR
processes, policies and guidelines are fit for
purpose and in line with our ambition with a focus on
recruitment, reward, talent and engagement.
* The Nomination Committee oversees the Board
composition and succession planning, and the
Remuneration Committee oversees the reward policy.
* We have ensured time allocated at Group Executive and
Board meetings to work on succession planning,
holding leaders accountable for developing their own
successors.
* We have continued to invest in leadership and talent
programmes to strengthen succession pipelines and
drive change. These include development activities
for our store-based colleagues and how we support and
recognise the role of our customer advisors across
the organisation.
* Delivery of Home Improvement and Range Academies to
build capability and inform colleagues of new ways of
working and product ranges.
* Engagement processes are in place to enable us to
check across all our colleagues our ability to drive
the changes we need whilst being able to respond to
insights which may impact on our duty of care as an
employer.
9. LEGAL AND REGULATORY
The Group's operations are subject to an increasing range of
regulatory requirements in the markets in which it operates.
A major corporate issue or crisis, a significant fraud or material
non-compliance with legislative or regulatory requirements
would impact our brand and reputation, could expose us to significant
fines or penalties and would require significant management
attention.
Link to strategic priorities
* Source and buy better, reduce our costs and our
inventory
* Lead the industry in Responsible Business practices
How our risks have changed
Increasing. Regulatory requirements are increasing in many
areas and therefore we see this as an area of increasing risk.
How we manage and monitor the risk
* Employees and suppliers working for or with
Kingfisher must conduct themselves according to our
minimum standards of ethics and behaviours as defined
by our Code of Conduct.
* Group-wide mandatory training on Code of Conduct
(which includes a module on anti-bribery and
corruption) was rolled out in 2019 and will be
continued in 2020.
* Responsibility for compliance with our Code of
Conduct rests with each retail banner Chief Executive
Officer.
* Appropriate resources are available to our retail
banners to ensure that both colleagues and suppliers
are aware of, and comply with, the Code of Conduct.
* Legal teams at Group-level and in each of our retail
banners work and communicate together to form a legal
and compliance network.
* Communications teams at Kingfisher and each of our
retail banners work together to form a communications
network.
* A Crisis Communications team is in place to manage
major incidents.
* Policies and procedures are in place to support the
health and safety, environmental, ethical, fraud,
data protection, crisis management, legislative and
regulatory areas. Health & safety data is reported
quarterly to the Board.
* Modern Slavery Steering and Working Groups oversee an
action plan to address risks of modern slavery and
our annual transparency statement, which is published
in line with legal requirements.
* Data Protection training is in place for all
colleagues and a Fair Competition training module is
available to key individuals in high--risk areas.
* Anti-bribery training is in place and all key
individuals must complete this training.
* A whistleblowing hotline, facilitated by an
independent third party, is in place throughout the
Group. All calls are followed up and investigated
where necessary. Statistics and trends are monitored
at the local Audit Committee level and reported
regularly to the Board.
* A risk-based third-party due diligence process is in
place to assess and mitigate risks such as bribery
and corruption, personal data processing and modern
slavery.
* A Group policy and training is in place for
appropriate colleagues to make them aware of their
obligations under the Market Abuse Regulation.
10. CYBER AND DATA SECURITY
The risk of a sustained cyber-attack has increased in the retail
sector. Failure to meet our legal and regulatory obligations
in respect of data privacy and security could result in financial
penalties and adverse reputational damage, as well as impacting
our ability to maintain efficient operations.
Link to strategic priorities
* Grow e-commerce sales
* Build a mobile-first, service orientated customer
experience
* Lead the industry in Responsible Business practices
How our risks have changed
Increasing. In line with other organisations we continue to
see an increase in the frequency and sophistication of cyber-attacks
and security incidents which require us to remain vigilant
in this area. The risk is extending beyond traditional IT environments
into business processing and supply chain increasing the risk
landscape.
How we manage and monitor the risk
Cyber security
* Cyber security continues to receive Group
Executive-level sponsorship and Board focus.
* Dedicated IT Governance boards are established to
monitor this evolving risk and the associated
mitigating controls.
* As part of our IT planning processes, we have
established a roadmap which covers security,
governance and identity initiatives to continue to
mature the tools and capabilities we have available
to us.
* Independent reviews are performed of our cyber
security processes and initiatives on an annual
basis.
* We regularly review the cyber threats facing
Kingfisher and have been working with partners and
security specialists to implement tools and processes
to better identify and remediate vulnerabilities.
Data protection
* A data protection organisational structure has been
deployed within the Group.
* We have data protection and management policies in
place.
* Data protection has been enhanced in light of GDPR
including:
* Data privacy impact assessments.
* Assessments for new and existing suppliers.
* Annual e-learning awareness training for all
colleagues.
* Checkpoints within IT developments to ensure
compliant design and delivery.
11. REPUTATION AND TRUST
Our customers, colleagues, suppliers and the communities in
which we operate expect us to conduct our business in a way
that is responsible. Our Code of Conduct establishes the behaviours
we expect of ourselves and others and we have publicly communicated
ambitious Responsible Business targets. Failure to deliver
on our obligations and commitments could undermine trust in
Kingfisher, damage our reputation and impact our ability to
meet our strategic objectives.
Link to strategic priorities
* 'Focus and fix' in 2020
* Lead the industry in Responsible Business practices
How our risks have changed
New risk.
How we manage and monitor the risk
Governance
* Our Code of Conduct establishes the core behaviours
we expect of ourselves and others and we have
publicly communicated ambitious Responsible Business
principles and measures. See principal risk 9 for
more detail.
* A new Responsible Business Committee of the Board has
been established (see the Responsible Business
section on pages 22 to 25).
* Our annual reward measures help to ensure that
Environment, Social and Governance (ESG) issues and
stakeholder concerns are further prioritised.
* Issues Tracking and Stakeholder Dialogue
* Monitoring of external stakeholders' views of our
company through traditional and digital media for all
our companies.
* Regular stakeholder engagement and employee
engagement means that listening and responding to
stakeholder concerns is fully entrenched within the
corporate strategy.
* For colleagues, this ranges from established Employee
Forums and Works' Councils in all of our businesses
including a collective forum that meets with the CEO
and members of the Board, including the Chairman.
* Externally we have regular engagement with NGO
partners in our key markets, including Shelter, Forum
for the Future, Green Alliance, and the Centre for
European Reform, which helps to ensure that the
company remains close to social and environmental
concerns. (Read more about company stakeholder
engagement on pages 18 to 19 and Board stakeholder
engagement on pages 56 to 57).
Due Diligence and External Assurance
* Our Annual Report covers how we manage our business
in the interests of all stakeholders in line with
section 172 of the Companies Act while our annual
Responsible Business report covers our approach and
performance on ESG issues in greater depth.
* Our due diligence of suppliers covers a range of ESG
issues, from environment to modern slavery; and
includes our policy framework and supplier standards
which we expect suppliers to adhere to; supplier
training and capacity building; and auditing of
high-risk suppliers.
* Our due diligence extends to the data we disclose.
Selected ESG data in the annual Responsible Business
report and Modern Slavery Statement is independently
audited by DNV GL.
* Independent ratings agencies also monitor and rate
our ESG performance throughout the year - including
MSCI, CDP, Sustainalytics and ISS ESG.
* Communications and Issues Management
* Kingfisher and its companies have a network of
communications teams, who undertake comprehensive
communications planning for key developments and
issues. We work with a network of external reputation
advisers in all our key markets.
* Kingfisher plc maintains a Crisis Management
Framework and Business Continuity Plans for all the
Group. This includes a Crisis Communications Plan and
core central team made up of the Internal Audit and
Risk Director; Director of Enterprise Risk; Corporate
Affairs Director; and Head of Media Relations.
12. ACQUISITIONS AND DISPOALS
As part of the optimisation of our business activities we may
from time to time divest activities or acquire new businesses.
Divestments or acquisitions are based on detailed plans that
assess the value creation opportunity for the company. These
plans are inherently uncertain and provide execution and market
risks which might have been overlooked or incorrectly forecasted.
If an existing, or future, divestment or acquisition effort
is delayed or is not successful, we may incur additional costs
and the value of our asset may decrease significantly and have
an adverse effect on our revenues and profitability.
Link to strategic priorities
* Focus and fix' in 2020
* Move to a balanced, simpler local-group operating
model with an agile culture
How our risks have changed
New risk.
How we manage and monitor the risk
* We have created a Group Investment Committee (GIC)
and strengthened review and approval activities of
potential acquisition and disposal activity through
the Finance Committee.
* The Group delegation of authority requires Kingfisher
plc Board scrutiny and approval of all mergers and
acquisitions (M&A) activity exceeding GBP10 million
in value and CEO approval for all activity below
GBP10 million.
* Our long-term business plan process regularly
assesses the business strategy and performance of
each entity within the portfolio against strategic
KPIs.
* The Group Executive conducts periodic deep dives on
portfolio performance.
* The Audit Committee receives a rolling review of
business unit risks and operations throughout the
year.
* We have a dedicated M&A function with appropriately
skilled experts and use of approved external
advisors. Clear accountability for M&A process rests
with the Chief Transformation and Development
Officer.
* We have a structured M&A project management approach
including a transaction playbook and project
governance that ensures all relevant functional
experts are consulted in the M&A process.
2. Details of related party transactions
During the year, the Company and its subsidiaries carried out a
number of transactions with related parties in the normal course of
business and on an arm's length basis. The names of the related
parties, the nature of these transactions and their total value are
shown below:
2019/20 2018/19
GBPmillions Income Receivable Income Receivable
------- ----------- ------- -----------
Transactions with Koçtas
Yapi Marketleri Ticaret
A.S. in which the Group
holds a 50% interest
Commission and other income 0.3 - 0.4 -
------- ----------- ------- -----------
Transactions with Crealfi
S.A. in which the Group
holds a 49% interest
Provision of employee services
Commission and other income 0.1 - 0.6 -
4.9 0.2 5.7 0.3
------- ----------- ------- -----------
Transactions with Kingfisher
Pension Scheme
Provision of administrative
services 1.0 0.2 1.5 -
------- ----------- ------- -----------
Services are usually negotiated with related parties on a
cost-plus basis. Goods are sold or bought on the basis of the price
lists in force with non-related parties.
The remuneration of key management personnel is given in note
8.
Other transactions with the Kingfisher Pension Scheme are
detailed in note 27.
3. Directors' Statement of Responsibility
The Directors confirm that to the best of their knowledge:
-- the financial statements, prepared in accordance with the
relevant financial reporting framework, give a true and fair view
of the assets, liabilities, financial position and profit or loss
of the parent company and the undertakings included in the
consolidation taken as a whole;
-- the Strategic report includes a fair review of the
development and performance of the business and the position of the
company and the undertakings included in the consolidation taken as
a whole, together with a description of the principal risks and
uncertainties they face; and
-- the Annual Report and financial statements, taken as a whole,
are fair, balanced and understandable and provide the information
necessary for shareholders to assess the company's position and
performance, business model and strategy.
Paul Moore, Group Company Secretary
Tel: +44 (0)207 644 1041
Kingfisher plc
3 Sheldon Square, London W2 6PX
- Ends -
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END
ACSSEMFSMESSEDM
(END) Dow Jones Newswires
June 26, 2020 06:40 ET (10:40 GMT)
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