Lse GRG 2020
Lse GRG 2020
Lse GRG 2020
20
GREGGS PLC Annual Report & Accounts 2020
BRINGING OUT
THE BEST IN US
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
INTRODUCTION
demonstrated the
Key performance indicators 18
Non-financial key
performance indicators 20
2020 HIGHLIGHTS
Multi-channel development
-36.2%
2019: 9.2%
strategy accelerated.
Pre-tax loss
Delivery and wholesale channels providing
alternative routes to access Greggs
products, with delivery contributing
an increasing proportion of total sales.
£13.7m
2019: profit before tax £108.3m
Click + Collect rolled out across entire
estate and delivery made available in Diluted loss per share
12.9p
more than 600 shops.
READ MORE ON PAGES 24-27
2
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
With ownership of our supply chain, multiple service Great tasting, freshly prepared food
freshly prepared food relationships with our customers and reward their loyalty.
READ MORE ON PAGES 26-28
accessible to everyone.
Competitive supply chain
Our vision By owning our supply chain, we can make
the-go.
3
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
AT A GLANCE CONTINUED
4
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
AT A GLANCE CONTINUED
5
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
YEAR IN REVIEW
2020’s challenges
teams and
‘Next Generation Greggs’ – not knowing that it was about
to become even more important.
our business.
2020 saw, within a matter of weeks, the rapid development and launch
of our Click + Collect service, providing a safe, convenient and socially- breaking sales in 2020 as many more customers baked
distanced way to shop. Successful, early trials meant we were able to their Greggs favourites at home.
BUSINESS MODEL
What we do
We are a much-loved and trusted brand that has been making life taste better for our customers, in many ways, for over 80 years.
We pledge to play our part in improving the We pledge to become a carbon neutral, We pledge to increase the diversity of our
nation’s diet by helping to tackle obesity, providing zero waste business. workforce, and to use our purchasing power
free breakfasts to school children, and giving responsibly, with the aim of making things
surplus food to those who need it most. better in our supply chain.
8
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
CHAIRMAN’S STATEMENT
Greggs has
9
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Strategic plans have, if anything, Government support has been essential to mitigate the Our colleagues have proved, once again, what a wonderful
We continue to plan for succession for both Executive A year ago we anticipated the publication of ‘The Greggs
Looking ahead
Greggs is a business which has proved itself agile and
adaptable to operating in times of great uncertainty whilst
continuing to make strategic progress. Digital channels
are increasingly contributing to the recovery of sales levels
and opportunities for estate growth appear to be as good,
if not better, than they were a year ago.
11
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Greggs has
It has shown the resilience of our business in common with others in our sector, we should temporarily STRATEGIC HIGHLIGHTS
“We launched our Next takeaway food and drinks in all conditions from customers
unable to work from home.
been observing in customer behaviour during this crisis
are trends that had previously been identified and as a
strategic plan to increase reducing use of the CJRS only to situations where job Best customer experience
than ever.”
14
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Successful trials in 2019 allowed us to move quickly under this crisis has highlighted that the diversity of our estate Our ambition to be the nation’s favourite brand for food-
and online shopping have seen a material acceleration Having started 2020 with the launch of a new award-winning products for home baking leapt to record levels, introducing
during this crisis and longer term we expect to see a vegan steak bake alongside our first vegan doughnut our new customers to our brand for home consumption and
further shift away from office-dependent catchments product development plans came to an abrupt stop as shops providing a platform for further development including the
15 and weaker shopping locations. Our experience during were closed and our teams were put on furlough. introduction of vegan products to the range.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
16
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The Greggs Pledge We want to help build stronger, healthier communities. Current trading and outlook
We use eight key financial performance indicators to monitor the performance of the Group against our strategy. The definition of these
Total sales growth Like-for-like sales growth Profit before tax (PBT)
The percentage year-on-year change in total sales Compares year-on-year cash sales in our company- Reflects the performance of the Group before taxation
for the Group. managed shops, excluding any shops which opened, impacts and the underlying measure excludes any
relocated or closed in the current or prior year. Like-for- exceptional items arising in the year.
like sales growth includes selling price inflation and
excludes VAT. The impact of shop refurbishment is Following the adoption of IFRS 16 in 2019 the Group started
Underlying
Calculated by dividing profit attributable to shareholders by the Calculated by dividing profit before tax by the average total
average number of dilutive outstanding shares. The underlying assets less current liabilities for the year. The underlying
measure excludes any exceptional items arising in the year. measure excludes any exceptional items arising in the year.
The calculation of these figures can be found on page 168.
Capital expenditure (£m) Liquidity (£m)
£61.6m £106.8m
Underlying
The total amount incurred in the year on investment Is calculated as cash and cash equivalents plus undrawn
in fixed assets. committed facilities, taking into account required
19 minimum liquidity covenants.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Carbon footprint
*This was driven largely by the impacts of the Covid-19 pandemic such as shop
our operations and drive
20
closures, reduced and phased operations required in manufacturing sites and
reduced sales. action to reduce it.”
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Current reporting year 2020 Comparison year 2019 Base year (2015)
21
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
GENDER OF WORKFORCE
Gender of workforce
Board 3 4 7
Senior managers 51 62 115
Other managers 226 253 479
All employees 14,956 6,576 21,538
Notes:
Headcount figures at 31 December 2020. 69% of total workforce is female
(14,956 of 21,538).
For info: There are six employees whose gender is recorded as ‘Unknown’ or
‘Undeclared’, hence the total figure of 21,538 is not the sum of the Female and
Male totals.
21,538
Female 69%
Male 31%
23
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
24
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
603
the Year’ in 2019, we launched our Vegan Steak Bake Our partnership with Just Eat
in early 2020. It’s proving a welcome addition to our In 2020, our Just Eat partnership was rolled out
growing vegan range, and PETA declared it the at breakneck speed to over 600 shops nationwide, shops and counting
‘Best Vegan Pasty’, 2020. meaning more and more customers can enjoy
700K
slice and meal deal offers.
baked their Greggs favourites at home. We further extended
our range with Iceland, including the introduction of the We have big plans to further-expand delivery
eagerly anticipated Vegan Sausage Roll earlier this year. in the coming year, adding more locations customers
and choice across the menu to strengthen
Plans for 2021 our delivery proposition throughout the day, We’ve already fulfilled and delivered over
We have a strong pipeline of new product developments,
1.4 million
bringing our best customer offering to more
25
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
84
In 2020 we opened
Greggs plc
COMPETITIVE
29
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Flood at our bakery and logistics site in Treforest Project Triton A major milestone in our journey to fully centralised
project, designed to ensure capacity and support our investment in our new automated frozen storage and
operations and shop growth for the long-term, had not distribution capability at our Balliol logistics site.
long started. Through the team’s tenacity and dedication,
30 this project is now due for completion in April 2021.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
FIRST CLASS
31
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Responding to
£775K
funding for over 450 schools. They continued to work with
the schools and their families throughout the lockdown,
helping to support the most vulnerable children. In total over
£247,000 was awarded to the school network during those
first eight weeks and a further £250,000 later in the year to
help schools provide food parcels during the school holidays. Total amount the Greggs Foundation team helped to get to
people in need, in the form of hardship grants during 2020.
Emergency grants
During the spring lockdown the Greggs Foundation team
also awarded over 220 emergency grants in small awards
of £200-£1,000 to help local initiatives where people
were providing support for their communities – a total
of £114,000.
Hardship grants
The pandemic stretched many families to their limits.
The Greggs Foundation team did all they could to support
struggling families through their hardship grant
programme, extending access to it via the Breakfast Club
schools. These grants helped to provide families with
essential white goods, beds or bedding, supermarket
vouchers or clothing vouchers.
We pledge to play our part in improving the nation’s diet We pledge to become a carbon-neutral, We pledge to increase the diversity of our workforce,
by helping to tackle obesity, providing free breakfasts zero-waste business. and to use our purchasing power responsibly, with the
to schoolchildren, and giving surplus food to those aim of making things better in our supply chain.
most in need.
1. G
rowing Greggs Breakfast Clubs: By 2025, we will 5. Going carbon neutral: By 2025, we will be on our way 8. Embracing diversity: By 2025, our workforce will
support 1,000 school Breakfast Clubs providing some to achieving carbon neutrality by using 100 per cent reflect the communities we serve.
70,000 meals each school day. renewable energy across all of our operations. 9. Sourcing sustainably: By 2025, we will have a robust,
2. Putting an end to food waste: By 2025, we will create 6. Building the shops of the future: By 2025, 25 per cent responsible sourcing strategy in place and will report
25 per cent less food waste than in 2018 and will of our shops will feature elements from our Eco-Shop annually on progress towards our targets.
continue to work towards 100 per cent of surplus food ‘shop of the future’ design. 10. Protecting animal welfare: By 2025, we will secure and
going to those most in need. Using less packaging: By 2025, we will use 25 per cent
7. maintain Tier 1 in the BBFAW Animal Welfare standard.
3. Supporting our communities: By 2025, we will have less packaging, by weight, than in 2019 and any
50 Greggs Outlet shops providing affordable food in remaining packaging will be made from material
areas of social deprivation, with a share of profits that is widely recycled.
given to local community organisations.
Related Sustainable Development Goals Related Sustainable Development Goals Related Sustainable Development Goals
34
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Stronger, healthier
communities
waste than in 2018 and will continue to work
towards 100 per cent of surplus food going
to those most in need
10%
We directly fund 307 of these clubs through the
680
By the end of 2021, we will have…
Greggs Foundation, and have welcomed on board
Greggs plc
35 Breakfast Clubs
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
30
By the end of 2021, we will have… We have also developed vegan versions of our
best sellers, helping people to lower their meat
consumption.
Safer planet
37
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
38
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Better business
39
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
TIER 1
our roadmap to achieve
By the end of 2021, we will have…
ensured all direct purchases of soy are verified
as ‘Identity Preserved’ and have completed a
RATING
review of all other uses of soy in our ingredients.
40
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
FINANCIAL REVIEW
Financial Review
nationally across the second half of 2020. In the fourth possible but the total charge for write-offs and stock Overall wage cost inflation was 3.5 per cent in 2020. A
–– The three-month closure of the Company’s shop estate –– A business rates holiday for retail, hospitality and leisure foreign exchange gains and losses totalling £0.6 million.
in the first half of the year resulted in stocks of some businesses provided relief totalling £18.8 million over the
food and drink items being unusable within the period April to December 2020. The sector-wide support In the year ahead the interest expense on borrowings will
42 business. These were donated to good causes wherever is currently due to continue until June 2021. reflect the arrangement and commitment fees for the
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Company’s revolving credit facility. This is expected As trading conditions and profitability improve the Board rate of expansion of our shop estate. In this respect we will
cancelled payment of the previously-declared final Our plans for 2021 include capital expenditure of around receivables have increased as a result of increased growth
dividend for 2019. No interim dividend was declared or paid £70 million. This will include completion of the Balliol Park in the B2B (wholesale/franchise) channel and provisions
in 2020 and the Board is not recommending a final dividend automated cold store, increases to manufacturing for performance-related remuneration are much reduced.
43 in respect of the year. capacity for savoury products and a return to the previous
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
RISK MANAGEMENT
The Board has ultimate The various roles of those involved in the risk process are summarised in the diagram below:
The Board has ultimate responsibility for our risk management approach, and sets the parameters
within which risk can be accepted. Elements of this responsibility are delegated to the Audit
Committee, including reviewing the effectiveness of the overall risk and assurance approach.
Proactive risk management is the responsibility of the Risk Committee, a management committee
comprising representation from across the business which meets at least three times each year.
It ensures that mitigation plans are put in place to manage risks appropriately. Each functional
area within the business is responsible for the ongoing operational management of existing and
emerging risks.
45
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Viability statement solvency or liquidity. The impact of the pandemic has In each case the Directors reviewed the mitigating actions
sector that had experienced such issues. continue in operation and meet its liabilities as they fall due
The Directors have carried out a robust assessment of the 3. Temporary loss of production capacity for the over the three-year period of their detailed assessment.
principal risks facing the Company, including those that Company’s iconic pastry savoury products and the
46 would threaten its business model, future performance, consequences for liquidity as capacity is restored.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Emerging risks Principal risks and uncertainties have an adverse effect on the business. Further, the
Strategic pillars 2 3 4 1 2 3 4 1 2 3 4 2 3 4
Key developments Our current business change programme Our more centralised production As our reliance on third parties for Market forces may result in a shortage of
continues. and larger distribution centres of services, ingredients or business support available workforce, particularly within our
Expected timelines or savings may not be excellence create a greater reliance increases, we become more exposed to shops and specialist IT roles. The former
met, and there may be disruption to our on technology. As a result, the impact of their business interruption risks. This may be compounded by the relative
customers. any operational failure on our shops and could impact on our ability to produce, complexity of our shop operations,
customers increases. distribute or sell our products. There is compared with other retailers.
with some elements of the programme been tested during the ongoing pandemic. relationships are managed by our central application easier for potential
accelerated, and others postponed. Our capability to handle such situations procurement team. The impact of the UK colleagues. We offer attractive
We now have an agreed model which can has improved, and we have learned to cope leaving the EU has increased this risk due remuneration and benefit packages
readily be implemented at our remaining more effectively with disruption. The to variability in border controls. to reward our teams and encourage
47 supply sites. availability of frozen stock also aids our
response.
retention. The current economic
environment also reduces this risk.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Strategic pillars 1 3 2 3 4 2 3 4 1 2 3 4
Key As our profile increases, so does the Our data and systems are exposed Greater system integration and Increased focus on allergens and
developments impact of any reputational damage due to to external threats such as hackers or interconnectivity results in an increased associated legislation brings added
a loss of customer trust. This could result viruses, as are those of all businesses. impact in the event of any process failure complexity to our operations.
from the sale of unsafe food, or products These could result in data breaches, or or technology outage.
not meeting customer requirements, for disruption to our operation. The threat Network bandwidth could prove
example. landscape is constantly evolving. An inadequate as we move to a cloud-based IT
Engaging with a wider range of partners increase in homeworking due to the model.
could result in a loss of control over our pandemic increases this risk.
brand.
Key Procedures are in place throughout our We actively monitor our networks and We work closely with partners to provide We continue to progress towards a full
mitigations supply sites and shops to ensure that food systems, including conducting regular additional capacity and technical allergen labelling solution as required by
safety is maintained. Compliance is penetration testing. Action is taken to expertise when required. Contingency legislation, developing new processes and
monitored both internally and by protect against emerging threats. plans continue to evolve in response controls to ensure compliance. Extensive
regulators. Our approach to information security to system and process changes. training is planned, to ensure that our
Routine checks are carried out to confirm is closely monitored by the Board. teams are familiar with the complex new
the integrity of our products and working methods.
ingredients. Allergen complaints are fully investigated
We have robust crisis management and appropriate action taken to address
procedures in place, and utilise third party the root cause.
support where appropriate.
All the processes described above are
equally applicable to our franchise
partners.
48
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Strategic pillars 1 2 3 4 1 2 1 2 3 4 1 2 3 4 1 2 3 4
Key New legislation may necessitate Large financial penalties could Following the UK’s exit from the The ongoing pandemic could Changes in climate could impact
developments additional processes, or changes be imposed on the business for EU, there remains uncertainty as have an adverse impact on our on our business, both from a
to our operations, such as breaches of legislation relating to the regulatory requirements, operations and the demand for physical perspective and as a
restricting our marketing to many aspects of our operation. with an associated future burden our products. It is likely that result of the transition to carbon
opportunities. This risk is higher in the current on the business. There is the working patterns and shopping neutrality.
Continued growing concern over situation, with broader regulatory potential for disruption at habits will have changed, and
the environment and health may requirements and an uncertain borders. there is the potential for a general
drive the introduction of political and legislative economic downturn. The
additional levies and taxes, or environment. availability of liquidity may be
new government requirements. The rate of change of legislation, restricted.
and the complexity of new
regulations further adds to the
risk.
Key We contribute to the development We have a system of due diligence Actions were taken to ensure that We continue to progress We have recently published our
mitigations of new regulations via controls and monitors in place all appropriate measures were in with the development of our “Greggs Pledge”, which sets out
engagement with industry across the business, to ensure place. Contingency plans will be business model, to provide our our commitment to sustainability.
bodies. that we continue to comply with implemented should there be any products to new customers via The ten objectives will underpin
When new requirements are requirements. Our audit disruption to our operations. new routes, including a rapid our decision making and link
introduced, we take timely action processes confirm correct rollout of our delivery closely to our strategy.
to ensure we are compliant. procedures are being followed. partnership with Just Eat. Our We are taking action across the
varied shop locations reduce our
49
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Covid-19
from home and have continued to do so throughout reduce resource levels across the business resulted
the pandemic; we have moved to virtual meetings
colleagues.”
in 820 redundancies;
as far as possible;
50
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
STAKEHOLDER ENGAGEMENT
Our stakeholders
51
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Strategic Pillars
1 2 4
5 1 2 3 4 5 1 3 5 1 2 3 4 5 2 4 5 1 5
Our customers are at the Our people are what makes By working collaboratively It is our regulatory obligation Following the arrangement The sheer ‘localness’ of
heart of everything we do. our business successful. We with suppliers who share to inform our shareholders of additional liquidity as a our operations and our
Understanding the role we want to provide them with a our values, we can produce of significant business precaution against further longstanding relationship
play in peoples’ lives is at the great place to work, where high-quality products, while developments. As a result of business interruptions, with The Greggs Foundation
forefront of how we plan and they feel valued. During the having a positive impact the pandemic, we have been lenders are now included in helps us to better
operate, so we’re constantly pandemic, we created a on people and the planet. required to consider the our major stakeholders list. understand the needs of
evolving our proposition to dedicated employee portal, Regular meetings, joint impact on our shareholders Greggs has always our communities and how
remain relevant. By speaking with regular Chief Executive projects, supplier visits and throughout. The Chief maintained good we are best placed to make
to customers in shops, updates. We hold regular our Annual Conference are Executive and the Finance relationships with banking a positive impact. Through
through our Customer Care local listening groups and just a few examples. We use Director lead on engagement partners and has now initiatives such as
and Insight teams and partnership forums across the Ariba platform to qualify with shareholders in relation agreed a syndicate-backed supporting Greggs Breakfast
across our digital channels the business, and have suppliers and a variety of to business performance via revolving credit facility. New Clubs, our food donation
– we’re constantly listening developed channels to tools to support our focus virtual roadshows following communication processes programme and working
and learning so we can provide feedback including on ethics and sustainability. major announcements. have been established to with people in the
understand how best to colleague suggestion The Chairman, Senior ensure that lenders receive community to help get them
serve the nation. scheme ‘Your Ideas Matter’. Independent Director and regular updates on business get back into employment
The health and safety of Perhaps the most significant We understand the We understand our The Board’s experience and Greggs’ support for
our colleagues and decisions taken by the Board significance of our custom shareholders and have up-to-date understanding communities is sponsored
customers is of utmost in the year related to to our suppliers, and the discussed their attitude of the commercial lending at a senior level and so the
importance. When we supporting our 20,000+ pressure they were also to capital allocation. market was very helpful in Board was kept aware of
reopened our shops we did colleagues through the under during the early In the second half of 2021, supporting the executive the pressures being seen in
so under strict Covid-secure pandemic, keeping them stages of the pandemic. as cash became available, team to establish the new the communities where we
conditions, and we utilised as safe as we could when With financial support we prioritised investment revolving credit facility, operate as the pandemic
the space in our shops, to they were at work, and behind us we were able to for growth, knowing that ensuring it provided took hold. In the face of
clearly communicate the maintaining a level of income meet all of our financial shareholders value the sufficient flexibility for our increased food poverty and
important safety messages if they were furloughed. obligations, including those returns made by the current and future needs. hardship in our communities
in line with government Feedback from colleagues to landlords. The Board took business and are prepared the Board felt it more
guidance. Although footfall has influenced the Board’s the view that the strong to prioritise this use of cash important than ever to
related to shopping and office decisions relating to the long-term relationships that in the short term. maintain its support for the
working was significantly working environment and we have with our suppliers work of Greggs Foundation
impacted, there was a clear access to government and landlords are an asset and to maintain partnerships
need for our services from support for job retention. In to the business and it was with organisations that
our customers, many of particular, the participation right to protect this. distribute food to those in
whom do not work in offices of our colleagues in the need, joining BITC’s National
and are classed as key consultation process to Business Response Network
workers. At the same time, re-size the workforce to to bolster our efforts in this
we wanted to offer a service match expected demand area. The Board supported
to customers who were able was successful in minimising policies to encourage
to stay at home and so the number of roles lost. colleagues on furlough to
decided to keep our supply volunteer their time and to
lines open to maintain our donate food and drink to our
supply of ‘bake at home’ lines NHS and key worker heroes.
to Iceland. Our development
53
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Teamwork
at its best.
Chief Executive Finance Director
Ian has a background in international Roger began his career at Marks and Richard qualified as a Chartered
finance and commercial management, Spencer where he spent 20 years, Accountant with KPMG and gained
with experience in the retail, property, ultimately becoming head of its food career experience with Procter and
hotels and transport sectors. His career business. He was then one of the Gamble before joining Greggs in 1998.
includes leadership roles with the retail founding team of Ocado, serving as
division of Hanson and Jardine Matheson, Joint Managing Director from 2000 to
Like so many we have adapted to communicating Hongkong Land, Dairy Farm International, 2004. From 2004 to 2007 Roger led a
Thistle Hotels and SeaContainers and successful turnaround as Chief
virtually. This has worked well, making it easier he was previously Finance Director Executive of the Thresher Group
to be in regular contact with management. of Liberty International. Ian is an off-licence chain before joining Punch
experienced non-executive director Taverns, ultimately becoming Chief
of several UK-listed companies, having Executive. Roger was awarded an OBE
Ian Durant served on the Boards of Westbury, Home for services to Women and Equality in
Chairman Retail Group and Greene King. He was the 2019 New Year Honours List.
Chairman of Capital and Counties
Properties plc between 2010 and 2018.
54
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Appointed since Appointed since Appointed since Appointed since Appointed since
2 January 2014 1 June 2019 10 March 2014 1 May 2014 12 May 2010
External appointments External appointments External appointments External appointments External appointments
Senior Independent Non-Executive Chief Financial Officer of TalkTalk Group Non-Executive Director Non-Executive Director Member of the British Retail
Director and Remuneration Committee (until March 2021). of Browns Food Group. of Huhtämaki OYJ. Consortium Policy Board.
Chair of Croda International Plc. Chief Financial Officer of McLaren Group Non-Executive Director Chair of the Trustees of the
Owner and manager of a consulting (from April 2021). of Jackson’s Bakery Limited. Percy Hedley Foundation.
business working at a global level with Non-Executive Director of Newcastle
multi-national food businesses. Hospitals NHS Foundation Trust.
55
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Ian Durant Kate Ferry Helena Ganczakowski Peter McPhillips Sandra Turner Roger Whiteside Richard Hutton
UK PLC Executive
Director experience
UK PLC Non-Executive
Director outside Greggs
Finance/Banking
International experience
Broader consumer
sector experience
Marketing expertise
Digital expertise
Gender diversity
Corporate governance
Greggs plc
56
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Dear shareholder,
As you will have seen from my general introduction to this Board composition and roles Culture
58
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Environmental, social and governance As for the AGM, to be held on 14 May 2021 at 9:00am,
59
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Colleague engagement Given the impact of the pandemic, management’s Before the pandemic struck, members of the Board were
60
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Investing in and rewarding the Greggs workforce The remuneration of furloughed colleagues was kept at analyst feedback is provided by Hudson Sandler, the
agreed to a voluntary reduction of 20 per cent of salaries formal meetings were required in order to review and
and fees, and salary-linked benefits e.g. pension Following key announcements, the anonymised views approve the accessing of the Covid Corporate Finance
contributions. This reduction remained in place from of shareholders are reported to the Board by UBS and Facility, and ahead of the launching of the redundancy
61 1 April until 1 September 2020. Investec, the Company’s retained brokers, and press and collective consultation exercise.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Board meetings are well-attended, as the table below shows: Last year it was reported that the Nominations Committee The Nominations Committee is currently supported by
62
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
As part of its succession planning, the Board participated The Board’s second key objective was agreed to be the
had met more frequently across the year, they had felt Further leadership interviews (after document
less engaged with the operational detail than had been 4 submission process and employee listening
through ‘scan’ assessment) to capture further
previously experienced, as the management team coped Colleague networks insight and progress before NES report and
assessment is finalised.
WDP progression, LGBT built on
with the constantly-changing requirements to address Pride, BAME, Listening Groups,
Disability Forum.
issues brought about by the pandemic. Nevertheless,
information flows were good throughout, and the Directors
concluded that the crisis had been well-handled. It was 3
L&D and Recruitment
generally agreed that 2021 should herald a ‘new normal’ Diversity awareness for Managers and
colleagues as well as specific training
bringing back as quickly as a possible the engagement for those who recruit. Engaging ‘middle
activities previously undertaken. management’.
at https://corporate.greggs.co.uk/responsibility/the- 1
Data & Measurement disabled colleagues includes improving the data we hold
greggs-pledge. It was agreed that the ten commitments Robust demographic data capture needs to be in place across
for our colleagues including whether they have a disability,
the employee lifecycle, starting with current colleague
forming the Greggs Pledge would be subject to regular population. This will enable us to assess our current position as and reviewing accessibility in our recruitment processes
63 scrutiny and progress reporting across the year. well as set targets and measure our performance at attraction,
recruitment, succession and retention. and the training we provide.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Women in management Under the authority granted to them in the Company’s Authority to purchase shares
other right in relation to meetings of the Company) –– Under the Company’s code on dealings in securities relevant statutes and the Company’s articles of
transfer. In respect of shares held in uncertificated done by the Company and are not by any relevant The Group does not have any contractual or other
form the Directors may only refuse to register transfers statutes or the Company’s articles of association relationships with any single party which are essential
in accordance with the Uncertificated Securities required to be exercised or done by the Company in to the business of the Group and, therefore, no such
65 Regulations 2001 (as amended from time to time); general meeting, subject to the provisions of any relationships have been disclosed.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Accountability, audit and going concern The Board’s viability statement made in accordance Political donations
Board engagement
Social distancing meant that, for most of the year, The table below sets out some of the key matters considered by the Board in 2020
Directors were not able to follow their usual method of
face-to-face engagement with colleagues, investors and
other stakeholders. It was particularly disappointing not
Business as ‘usual’ Strategic ESG
to be able to hold our Annual General Meeting in the North
East, usually so well-attended by local retail shareholders, Trading and financial performance Next Generation Greggs – The Greggs Pledge
including a greater focus on cash flow digital strategy
and former employees.
Shop estate performance Click + Collect/delivery Responsible sourcing – palm oil
and chicken
The world adapted quickly to meeting virtually, and the Customer insight and our competitive Refinancing to survive Covid-19 Diversity & Inclusion strategy
Directors found new ways to gain an understanding of the environment
pressures faced by the business, and how it could maintain Food Safety and Health & Safety Restructuring to reflect lower Distributing food waste
as far as possible its strategic initiatives. trading levels
Employee Opinion Survey & actions Succession planning for Board
The previous year, 2019, was a record year, prompting special and Operating Board
dividends to shareholders, and a one-off cash bonus for every Our DB pension scheme investment
employee on top of the annual profit share, paid in January strategy and trustee succession
Against that background, this statement considers how the Reorganising the shop estate and closing
loss-makers
Directors have approached and met their responsibilities
under s172 Companies Act 2006, with a particular focus on
67 how the pandemic has shaped the Board’s decision-making.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
It soon became clear that although footfall from shopping supply lines open for Iceland. In addition, our development
and office working was significantly impacted there was teams worked quickly to rapidly roll out our Click + Collect
a clear need for our services from our customers, the and delivery services, exclusively with Just Eat.
68 majority of whom do not work in offices and many classed
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
shareholders ahead of the renewed remuneration policy closures lasted the remainder of the calendar year.
resolution being tabled at the AGM in May. This was done
69
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
In December 2020, the CCFF moneys were repaid in full, The company has also made significant contributions to the
70
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
71
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
72
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Financial reporting During the year, and up to the date of this report, the Committee considered key accounting
Impairment of assets
Property, plant and equipment and right-of-use assets are reviewed for impairment if events or The Committee reviewed management’s assessment of the impact of the Covid-19 crisis on the
changes in circumstances indicate that the carrying value may not be recoverable. When a review shop estate and concurred that it constitutes an impairment trigger and that all shops should be
for impairment is conducted the recoverable amount is estimated based on either value-in-use tested for impairment. It has reviewed the assumptions made and the resulting impairment
calculations or fair value less costs of disposal. Both value-in-use and fair value less costs of charges and provision for onerous costs and dilapidations and has concluded that the principles
disposal calculations require management to estimate future cash flows generated by the assets and judgements applied were appropriate.
and an appropriate discount rate. Consideration is also given to whether the impairment
assessments made in prior years remain appropriate based on the latest expectations in respect
of recoverable amount. Where it is concluded that the impairment has reduced, a reversal of the
impairment is recorded.
The Covid-19 crisis has meant that all shops have had periods of no, or reduced, sales during the
period and the rate of recovery of sales is inherently uncertain. This is considered to be an
impairment trigger and as a result all shops have been tested for impairment.
As a result of the crisis and following the shutdown period a decision was made not to reopen
38 shops. All shop fittings and right-of-use assets for these shops have been fully impaired at
a cost of £5.4 million. In addition, a provision of £2.5 million was made for onerous costs and
dilapidations directly related to these closures which is expected to be utilised over the remaining
term of these shop leases. The assumptions regarding the lease term in respect of these shops
were reviewed and where required the lease liability was remeasured.
For the remainder of the estate, an impairment review was carried out using the assumptions
set out in the basis of preparation on pages 123 and 124. As a result of this review an impairment
provision of £8.6 million has been recognised in respect of shop fittings and right-of-use assets
for a further 87 shops. The sensitivities of the assumptions on this amount are also set out on
page 124.
73
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
74
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
–– ensuring that all the statements are consistent with one another;
–– verifying that figures in the narrative sections are consistent with the relevant financial detail;
–– identifying any duplication of information;
–– ensuring that the disclosure of non-underlying items is balanced;
–– confirming that ‘bad news’ is included, as well as ‘good news’; and
–– highlighting any inappropriate use of technical language or jargon
The Audit Committee considered the feedback from this report alongside its own review of
the annual report and accounts when making its recommendation to the Board regarding fair,
balanced and understandable.
Going concern
The accounts continue to be prepared on a going concern basis. Information provided by the Finance Director regarding future financial plans, risks and liquidity
was presented to the Committee to enable it to determine whether the going concern basis of
accounting remained appropriate.
In light of the impact of social distancing and lockdown measures a particularly cautious view
of trading conditions was used, along with plausible downside scenarios.
The Committee reviewed and challenged the assumptions used and concluded that the Board
is able to make the going concern statement on page 66 of the Directors’ report.
75
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The Committee also considered other key accounting issues process with particular reference to audit planning, design practice, in particular ensuring the independence of
and related disclosures in the Group’s accounts as follows: and execution of a remotely-conducted audit. potential audit firms.
–– whether any changes in accounting policy were required The Committee also considered the effectiveness of the A range of firms were approached, including the ‘big four’
following changes in the business or in legislation; audit through the reporting from and communications with (other than KPMG) and mid-tier firms, and invited to express
–– whether the Company’s tax policy remains appropriate; the auditor and an assessment of the auditor’s approach to their interest. Interested firms were subsequently
–– the impact of changes in accounting standards and their key areas of judgement and any errors identified during the requested to complete a detailed Request For Proposal
relevance, if any, to the Company; and course of the audit. (‘RFP’) and the Committee shortlisted firms to be considered
–– reports from the Company Secretary and Finance in a full tender process. During the tender process, which of
Director which assess the Company’s compliance with The Committee concluded that the audit was effective necessity was conducted entirely remotely, each shortlisted
the Listing Rules. and that the relationship and effectiveness of the external firm was invited to meet with the Audit Committee Chair,
auditor be kept under review. Chief Executive, Finance Director and members of senior
External audit and operational management. Following these meetings,
Assessing external audit effectiveness Appointing the auditor and safeguards on non-audit formal tender documents were submitted and each firm
The Audit Committee discussed and agreed the scope of services presented their proposals. The firms were judged against
the audit with the external auditor and agreed their fees The Committee’s policy on auditor appointment is to objective criteria that had been determined in advance of
in respect of the audit. An increase in the audit fee was consider annually whether to conduct an audit tender for the process and shared with the firms at that point.
agreed in order to reflect the additional work required audit quality or independence reasons. KPMG has been
as a result of trading conditions in 2020. the Company’s auditor for more than 20 years. In order Whilst it appreciated the quality of all proposals submitted
to comply with the Statutory Audit Services for Large by the shortlisted firms, the Audit Committee considered
results of external quality inspections by the Audit Quality change audit firms no later than the conclusion of the 2020 appointed as auditor, subject to shareholder approval,
Inspection Team on other KPMG clients. It sought feedback audit. During 2020 the Audit Committee has conducted a for the 2021 financial year onwards. The Board was happy
from senior management, by way of a detailed full tender exercise for the appointment of a new auditor, to accept this recommendation and intends to propose
questionnaire, in respect of the effectiveness of the audit in compliance with legislation and FRC guidance on best RSM’s appointment at the AGM to be held in May 2021.
76
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
It is the responsibility of the Committee to monitor the In 2020, non-audit fees paid to KPMG LLP and related KPMG Risk Management Process
78
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Directors’ Remuneration
In what has been an unprecedented year for the business our focus has been to continue The annual remuneration report, together with this Chair’s Statement, will be subject to an
our transparent and open approach to remuneration at Greggs, taking into account the advisory shareholder vote at the 2021 AGM.
experience of our colleagues, shareholders and wider stakeholders during the year. We
have kept our report clear, simple and easy to read, providing explanations and rationale Remuneration policy
to our decision-making throughout the report and in particular in response to the impact Our remuneration policy consists of the following elements:
of Covid-19 on the business.
–– fixed pay – base salary, pension and benefits; and
The report is made up of three key sections: –– variable pay – annual bonus (paid in both cash and deferred shares) and performance
share plan (‘PSP’) measuring long-term performance and delivered in shares.
–– My annual Chair’s letter;
–– Our three-year remuneration policy report, which sets out a summary of the Directors’ The Committee believes that this structure has served us well and its flexibility means that
remuneration policy. This policy was formally agreed at our AGM held on 13 May 2020; and it will continue to work well, despite the Covid-19 related impact on the business and the
policy; and alignment with investors and incorporates other best practice features in line with the
D. How our remuneration policy was implemented in 2020. This is an audited section of UK Corporate Governance Code and investor guidelines.
the report outlining the remuneration of the Executive and Non-Executive Directors
79 during the 53 weeks ended 2 January 2021.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Actions taken in 2020 in response to Covid-19 Sadly, ongoing lockdown constraints resulted in 820 redundancies in September – these
the government cap on earnings was not applied. delayed for a year until 2021. The Chief Executive’s bonus opportunity for 2020 remained
at 125 per cent of salary (which represented no increase over prior year).
80
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
As a direct result of the impact of the pandemic, the financial targets in the 2019 bonus 2020-2022 award
out in the last Directors’ remuneration report (150 per cent and 110 per cent of salary
respectively) to 115 per cent and 95 per cent of salary, respectively. Effectively, this delayed
to 2021 the increases to PSP awards that had been agreed in the remuneration policy, as
81 approved by shareholders at the 2020 AGM.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
In March 2021, the Committee reviewed all the targets and following the significant Following full consideration of the current circumstances, the Remuneration Committee has
82
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
PSP The Committee is committed to continue consulting with key shareholders and we hope
83
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Remuneration policy report Element Purpose and strategy Operation Maximum opportunity
84
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Element Purpose and strategy Operation Maximum opportunity Element Purpose and strategy Operation Maximum opportunity
85
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Element Purpose and strategy Operation Maximum opportunity Element Purpose and strategy Operation Maximum opportunity
86
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Legacy arrangements
For the avoidance of doubt, in approving this policy report, authority is given to the Company
to honour any commitments entered into with current or former Directors (such as the
payment of a pension or the unwinding of legacy share schemes) that have been disclosed
to shareholders in previous remuneration reports. Details of any of these payments to
former Directors will be set out in the annual report on remuneration as they arise.
in considering the quantum for each element of that package, the Committee will take into
account the skills and experience of the candidate, the market rate for a candidate of that
experience as well as the importance of securing the best available candidate.
87
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Annual bonus and PSP awards will not exceed the policy maxima (not including any Service contracts and policy on cessation
Under their service contracts, if notice is served the Executive Directors are entitled to
salary, pension contributions and benefits for their notice period save where a payment in
lieu is to be made. The Company would seek to ensure that any payment is mitigated by use
88
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Areas where the Committee can exercise discretion with regards to termination payments Expected value of the proposed annual remuneration package for Executive
–– any right to annual bonus in the year of departure would lapse unless the individual is The following charts indicate the level of remuneration payable to Executive Directors
leaving in good leaver circumstances, in which case a bonus may be payable pro-rated in 2021 based on policy at ‘minimum’ remuneration, remuneration in line with ‘on target’
for that part of the year worked; company performance, and the maximum remuneration available.
–– deferred bonus shares must normally be retained in trust until the end of their two-year
holding period, but may be released early in exceptional circumstances, such as ill-health; Chief Executive – Roger Whiteside
–– any unvested awards held under the PSP will lapse at cessation, unless the individual is
leaving in good leaver circumstances (defined under the plan as death, injury, ill-health, £3,000,000 PSP
disability, redundancy, retirement, their office or employment being with either a £2,706,540
Bonus
company which ceases to be a Group member or relating to a business or part of a £2,500,000
48%
£2,275,133
Fixed Renumeration
business which is transferred to a person who is not a Group member, a change of control
37%
£2,000,000
or any other reason the Committee so decides). In these circumstances, unvested
awards will normally vest at the normal vesting date (other than on death or where the £1,484,221
£1,500,000
Committee decides they should vest at cessation) subject to performance conditions
29%
32%
26%
being met and scaling back in respect of actual service as a proportion of the total £1,000,000
47% 24%
vesting period (unless the Committee decides that scaling back is inappropriate). Vested £693,308
awards will normally be subject to the mandatory two-year holding period although the £500,000
100%
31%
26%
Committee will have discretion to waive this in exceptional circumstances; and
0
–– the Committee may agree to payment of disbursements such as legal costs and
Minimum On target Stretch 50%
outplacement services if appropriate and depending on the circumstances of cessation. share price
appreciation
The table below sets out the details of the Executive Directors’ service contracts:
50% share price
Minimum On target Stretch appreciation
Director Date of contract
Fixed remuneration:
Roger Whiteside 4 February 2013
–– Salary £575,209 £575,209 £575,209 £575,209
Richard Hutton 7 April 2006
–– Pension £108,139 £108,139 £108,139 £108,139
–– Benefits £9,960 £9,960 £9,960 £9,960
The service contracts are available for inspection during normal business hours at the Bonus – £359,506 £719,011 £719,011
89
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
47%
Fixed Renumeration
£1,200,000 £1,291,041 Thereafter, every Director will be subject to annual re-election by shareholders. The
Nominations Committee advises the Board as to whether Directors should be nominated
37%
£900,000
for re-election. Non-Executive Directors are not entitled to compensation for early
£863,541
termination of their appointments prior to the date on which they would next be due
to offer themselves for election or re-election, or if not re-appointed at such time.
27%
29%
25%
£600,000
51% 22%
£436,041
The following table shows the effective date of appointment for each Non-Executive
£300,000
100%
34%
28% Director:
0
Non-Executive Director Original date of appointment
Minimum On target Stretch 50%
share price Ian Durant 5 October 2011
appreciation
Bonus
Minimum remuneration – assumes no award is earned under the annual bonus plan.
PSP element is calculated as award percentage of base salary multiplied by the relevant vesting percentage.
Share price movement and dividend accrual have been excluded, other than in the 50% share price appreciation model.
Minimum remuneration – assumes no vesting is achieved under the PSP.
On target remuneration – assumes 50% vesting is achieved.
90
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Annual remuneration report We share ten per cent of our profits annually with our colleagues across the business, and
91
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Summary of Committee activity during 2020 The Regulations also require our auditor to report to shareholders on the audited
–– Concluded consultation with shareholders on the new three-year remuneration policy; Remuneration advice
–– Agreed the new pension arrangements for incumbent and new Directors;
–– Approved the new remuneration policy for recommendation to shareholders at the The Chief Executive along with Jonathan Jowett (Company Secretary and General
AGM in May; Counsel), Roisin Currie (Retail & People Director) and Emma Walton (Head of People)
–– Reviewed all colleague remuneration in particular acknowledging the one off are normally invited to attend the Committee meetings in order to provide advice and
‘Thank You’ payment made to all colleagues in January 2020; support to the Committee. The Finance Director attends where required. During the year
–– Discussed and reviewed Directors’ salaries, in particular the Finance Director’s salary Korn Ferry supported the Committee.
and the increase previously discussed with shareholders;
–– Reviewed the impact of the Covid-19 pandemic on colleagues and engaged with Korn Ferry is a signatory to the Remuneration Consultants’ Code of Conduct in relation
shareholders on action taken in relation to Executive Directors as outlined in this report; to executive remuneration consulting in the UK.
–– Discussed the 2020 bonus outturn;
–– Reviewed the 2021 bonus metrics for the year ahead and agreed bonus potential for The Committee reviewed the operating processes in place at Korn Ferry and is satisfied that
Finance Director in line with remuneration policy; the advice it receives is objective and independent. Fees paid to Korn Ferry during the year
–– Discussed and reviewed PSP vesting conditions for the 2018 PSP grant and engaged in were £27,870. Korn Ferry did not provide any other services to the Company during 2020.
a full and comprehensive consultation exercise with shareholders to explore proposals;
–– Discussed and reviewed the targets and approval of grants for PSP for the year ahead Shareholder Dialogue
and engaged with shareholders on timing of award and metrics; The Committee actively engages with shareholder views and these are taken into account
–– Approved grants under the share option scheme (to senior managers below Operating in shaping both remuneration policy and practice. Extensive shareholder consultation was
Board level); conducted in 2020.
–– Approved the Company SAYE scheme;
–– Reviewed Executive Directors’ and senior management’s shareholdings in the Company, AGM Voting Outcomes
in the context of shareholding guidelines; and The voting outcome from the 2020 AGM reflected both strong individual and institutional
–– Held a listening group with colleagues to support understanding of the work of the shareholder support and the results are outlined below.
Remuneration Committee.
(Accounts and Reports) (Amendment) Regulations 2013 (the ‘Regulations’). It also meets Total votes cast (excluding votes withheld) 72,476,643 100.00%
the requirements of the UK Listing Authority’s Listing Rules. Votes withheld 2,072,997
Total votes cast (including votes withheld) 74,549,640
92
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Shareholders were asked to approve the remuneration policy at the 2020 AGM and the Pension contribution 2021
With effect from 1 January 2021 the Committee agreed a salary increase of 1.7 per cent Weighting 50% of total 20% of total 30% of total
for the Chief Executive, in line with the base increase for the workforce generally. Detail and link to Reflects the profit of Based on company- Outlined below.
strategy the Group at an managed shop
A consistent approach was taken by the Board in relation to both the Chair and
underlying level before like-for-like sales
Non-Executive Directors’ fees. tax. This will be based excluding any additional
on meeting and shops opened during
Following full consideration of the current circumstances, the Remuneration Committee exceeding budget for the bonus year.
has applied the proposed ‘second stage’ salary increase for the Finance Director to the year.
£380,000, effective from 1 January 2021. This increase is in line with the approach as set
93
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The strategic objectives for each bonus cycle are based on measures which will provide The Committee will review the prevailing share price at the time of grant and if it
–– ten per cent based on business efficiency/cost savings; Performance conditions will be based on an equal split of two different financial measures,
–– ten per cent based on sustainability targets; and EPS and ROCE. These measures provide a rounded assessment of our overall profitability
–– ten per cent based on food waste targets. against stretching targets set in line with the strategic plan and business outlook over the
performance period. For these awards both the EPS and ROCE range has been set to
The annual bonus is based on performance against a range of financial and strategic ensure that the targets remain appropriate in light of our business strategy over the
performance measures. This range of metrics measures achievement of the Company’s coming three-year period.
key operational objectives. The Committee reviews the key performance indicators (KPIs)
each year and varies them as appropriate to reflect the priorities for the business in the For the 2021 awards the target ranges will be as follows:
year ahead. Where appropriate a sliding scale of targets is set for each KPI to encourage
continuous improvement, or sustained high performance with a maximum of ten per cent –– The EPS performance condition will require EPS in 2023 to be between 77.2p and 105.3p;
bonus paid out for threshold performance for the profit and sales elements of the bonus and
–– The ROCE condition will require full year 2023 ROCE to be between 14.8 per cent to
Targets are normally set at the start of the year by the Committee using the outturn and 19.5 per cent.
performance in the previous year, as well as the business plan, to determine appropriately
stretching sliding scales. Due to the significant impact of Covid-19 on business In both cases 25 per cent of an award will vest on achieving threshold performance and
performance the Committee has postponed setting specific targets until later in the year thereafter straight-line sliding scales will apply until stretch performance is achieved.
and no later than the half year 2021. Bonus targets for the forthcoming year are considered
to be commercially sensitive and so will not be disclosed at that time. Retrospective The EPS and ROCE targets represent a significant increase compared to the targets for
disclosure of the targets and performance against them will be made in next year’s annual the 2020 PSP awards.
report on remuneration.
A holding period is attached to vested PSP awards, requiring the vested shares to be held
The Committee will review performance and any payment under the non-profit based (net of tax and other deductions) for a further two years.
element of the bonus may be scaled back (potentially to zero) at the discretion of the
Committee, in the event that the profit performance for the year is judged to be running How our remuneration policy will be implemented in 2021 – Non-Executive Directors
significantly below that required for the achievement of the long-term strategy. In order to ensure that no Director is involved in deciding his/her own remuneration, the
fees payable to Non-Executive Directors are set, after consultation with the Chairman,
Chief Executive 150% of base salary The Non-Executive Directors are paid an annual base fee and additional responsibility fees
Greggs plc
Finance Director 125% of base salary for the role of Senior Independent Director (SID) or for chairing a Board Committee.
These fees are usually reviewed and set annually. The fees were increased by 1.7 per cent D. How our remuneration policy was implemented in 2020 (audited)
(including salary in
Annual incentives
Taxable benefits4
Ian Durant Chair £198,315
(including profit
remuneration
remuneration
remuneration
Total variable
Performance
Share Plan 1,2
contribution
Kate Ferry Chair of the Audit Committee £50,850 £10,170 £61,020
Total fixed
Pension
Helena Chair of the Remuneration
Salary
share)
Total
lieu)
Ganczakowski Committee £50,850 £10,170 £61,020
£
Peter McPhillips Non-Executive Director £50,850 £50,850 Roger Whiteside
Sandra Turner Non-Executive Director & SID £50,850 £7,628 £58,478 2020 518,4613 116,654 9,960 645,075 - - - 645,075
2019 565,594 127,259 12,469 705,322 690,732 975,297 1,666,029 2,371,351
These fees may be subject to change during the year based on any change in responsibility or time commitment.
Richard Hutton
2020 312,586 3 42,549 10,441 365,576 - – – 365,576
2019 323,100 44,021 12,090 379,211 284,102 460,237 744,339 1,123,550
Notes:
1 The value of the PSP award for 2020, due to vest on 19 March 2021, is based on the forecast level of vesting (0%)
2 For the 2019 PSP award the value last year was based on the average share price over the three-months prior to the year
end. The value has now been updated for the actual price on vesting on 19 May 2020, together with the updated total
remuneration figure
3 For the period of 1 April 2020 to 31 August 2020 the salaries of the Executive Directors were voluntarily reduced by 20%
4 Taxable benefits relate to cash-in-lieu of a company car and private medical health care
For the period 1 April 2020 to 31 August 2020 the fees of the Chair and Non-Executive
95 Directors were voluntarily reduced by 20 per cent.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The table below outlines the bonus performance conditions in respect of 2020 scheme. Delivery (5%)
Metric Threshold 1% Maximum 5%
Measure Strategic objective Weighting Entry Target Stretch Actual %
Profit To deliver target 50% £114.7m £119.7m £123.7m (£13.7m) 0% Launch full delivery Launch delivery into sliding scale to… Launch delivery into
(£) profit before tax operating model and 50 shops 200 shops
(excluding roll out across estate
exceptional items
and property Sustainability (5%)
profits)
Sales To deliver target 20% 3.3% 4.4% 5.4% (36.2)% 0% Metric Threshold 1% Maximum 5%
(%) increase in Distribute an increased 10% increase in sliding scale to… 50% increase in amount
company– % of unsold food ahead amount of unsold of unsold food re-
managed of the 2019 end of year food re-distributed distributed year-on-year
like-for-like sales actual (19.5%) year-on-year
Strategic Cost savings 10% £6.0m £10.0m – Not possible 0%
(£) to measure Bonus achieved for 2020
reliably in
As % of maximum
current
Roger Whiteside 0%
year
Richard Hutton 0%
Strategic Process and 10% Achieved 10%
system change
delivery*
Details of the shares awarded in 2020 for the 2019 bonus year are outlined below.
Strategic Delivery* 5% Achieved 5%
These were awarded on 25 March 2020 and will be released on 25 March 2022:
96
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Performance Share Plan award for performance over 2018 – 2020 For the 2020 grant there will be four independent performance targets applying
Performance Share Plan awards granted in 2020 For each metric, 25 per cent of the award will vest on achieving threshold performance
Performance Share Plan Awards granted during 2020 are as follows: and thereafter straight-line sliding scales will apply until stretch performance is achieved.
Share price % of face
A holding period is attached to vested PSP awards requiring the vested shares to be held
at date of Number of value that Vesting (net of tax) for a further two years.
grant shares over would vest at performance
Type of Basis of award (9 October which award Face value of threshold measurement
Executive award granted 2020) was granted award performance period
97
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Market price of
Exercise price
pension pension Increase in entitlement increase in
Date of grant
exercisable
Expiry date
entitlement entitlement accrued for the year accrued
Exercised
Scheme
Granted
of grant
number
number
number
number
number
Lapsed
Date service 2019 2021 for the year 1.291% for the year
Executive Director Date of birth commenced £ £ £ £ £
57,303 – – – 57,3033 £nil May 17 £10.720 May 20 May 27 PSP
Richard Hutton 3/6/68 1/1/98 18,522 18,522 – – –
52,800 – – – 52,800 £nil Mar 18 £11.960 Mar 21 Mar 28 PSP
Roger Whiteside
- 23,024 - - 23,024 £nil Oct 20 £14.070 Oct 23 Oct 30 PSP is stated net of contributions made by the Director. The transfer values disclosed above do not represent a sum paid or
payable to the individual Director. Instead they represent a potential liability of the pension scheme.
169 1692 – – £8.07 Apr 17 Jun 20 Nov 20 SAYE
124 - – – 124 £9.54 Apr 18 Jun 21 Nov 21 SAYE The main features of the defined benefit pension scheme are:
84 - - - 84 £14.84 Apr 19 Jun 22 Nov 22 SAYE
- Pension at normal retirement age of 1/60 th of member’s final pensionable salary for each complete year and a
- 88 - - 88 £14.24 Apr 20 Jun 23 Nov 23 SAYE proportionate amount for each additional complete month of service from the date of joining the scheme until
69,106 23,112 169 - 92,049 5 April 2008 when the scheme was closed to future accrual;
- choice of giving up part of the pension in exchange for a tax-free cash sum subject to a limit of 25 per cent of the total
value of the member’s benefits under the scheme;
Notes: - pension payable in the event of ill health;
1 The market value on the date of exercise was £13.17 and the resultant gain on exercise was £862. - spouse’s pension on death; and
Options granted under the all-colleague SAYE scheme are not subject to performance conditions.
All PSP options are subject to performance conditions as detailed elsewhere in this report.
Greggs plc
The mid-market price of ordinary shares in the Company as at 2 January 2021 was £17.90.
The highest and lowest mid-market prices of ordinary shares during the financial year were
98 £24.42 and £11.19, respectively.
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Chief Executive pay compared to performance Directors’ shareholding and share interests (Audited)
200 There have been no changes since 2 January 2021 in the Directors’ interests noted above. Further details of outstanding
share awards are given on page 98.
100
28
29
29
03
02
30
31
01
31
No payments for compensation or loss of office were paid to, or receivable by, any
De
De
De
De
De
De
Ja
Ja
Ja
De
Ja
c1
n2
n1
n1
n1
c1
c1
c1
c1
c1
c1
6
2
8
1
6
1
9
3
former Director.
7
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020
99
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
100
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Chief Executive pay ratio reporting As required in the regulations, we confirm our belief that the median pay ratio for the year
The three ratios referenced below are calculated by reference to the colleagues at the Our pay reflects the key market in which we operate, although we also support our
25th, 50th and 75th percentile. We additionally disclose the total pay and benefits and base colleagues with additional benefits such as profit share and SAYE participation. As
salary of the colleagues used to calculate the ratios. previously outlined in both our Chair’s statement and this report, we worked hard to
support our colleagues in 2020. At the start of this unprecedented year we made a special
In time, the table below will build to represent ten years of data: payment to all colleagues below Board level in recognition of their contribution to business
25th percentile 75th percentile
success. All our colleagues shared in a one-off payment costing £7 million which was paid
Financial year Method pay ratio Median pay ratio pay ratio at the end of January 2020 and was in addition to the annual profit share payment all our
2020 Option B 30:1 30:1 28:1 eligible colleagues received in March 2020 and included in the figures above. As well as this,
2019 Option B 132:1 126:1 108:1 full contract hours were paid from the date at which our shops and supply sites closed due
to lockdown (week commencing 23 March) until 1 July, with furlough pay being topped up to
Full year pay data for the 2020 financial year has been used to calculate the ratios. 100 per cent. As of 1 July, all colleagues on furlough were paid 80 per cent of their contract
hours or 80 per cent of their average pay, whichever was higher. Across the whole period
Disclosure of colleague data used to calculate the ratios 25th percentile Median 75th percentile
of furlough the government cap on earnings was not applied.
Total pay and benefits £21,340 £21,553 £22,647
Base salary £20,539 £20,738 £21,789
Due to the impact of Covid-19 the base pay award for our Chief Executive was cancelled
in 2020 and, as well as this, for the five-month period between April and August 2020 he
The following adjustments have been made in order to calculate the figures above: voluntarily took a 20 per cent reduction in his pay. Additionally the variable pay of the
Chief Executive has been impacted in 2020.
–– We have used the assumption of a 40 hour week in order to calculate the hourly rate
for the Chief Executive from the single total remuneration figure; and This report was approved by the Board on 16 March 2021.
–– As the hours our colleague work vary week to week we have converted their hourly rate
of pay into the equivalent 40 hour week in order that this is directly comparable with the Signed on behalf of the Board
hourly rate for the Chief Executive.
Of the three options set out in the legislation for calculating the Chief Executive pay ratio, Dr. Helena Ganczakowski
we are using Option B – which uses Gender Pay Gap (‘GPG’) data – to calculate the pay ratio. Chair of the Remuneration Committee
such that we have over 80 per cent of our colleagues working in our front-line shop
operations which is characteristic of our sector.
101
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The Directors are responsible for preparing the Annual Report and the Group and Parent Company accounts in accordance with applicable law
Company law requires the Directors to prepare Group and Parent Company accounts for each financial year. Under that law they are required
to prepare the Group accounts in accordance with international accounting standards in conformity with the requirements of the Companies
Act 2006 and applicable law and have elected to prepare the Parent Company accounts on the same basis. In addition, the Group accounts
are required under the UK Disclosure Guidance and Transparency Rules to be prepared in accordance with International Financial Reporting
Standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union (‘IFRSs as adopted by the EU’)
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 Group and Parent Company and of the Group’s profit or loss for that period. In preparing each of the Group and Parent Company accounts,
the Directors are required to:
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Parent Company’s
transactions and disclose with reasonable accuracy at any time the financial position of the Parent Company and enable them to ensure that
its accounts comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the
preparation of accounts that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such
steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.
Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report, Directors’ Report, Directors’
The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company’s website.
Legislation in the UK governing the preparation and dissemination of accounts may differ from legislation in other jurisdictions.
Greggs plc
102
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
STATEMENT OF DIRECTORS’ RESPONSIBILITIES IN RESPECT OF THE ANNUAL REPORT AND ACCOUNTS CONTINUED
Responsibility statement of the Directors in respect of the annual report and accounts
–– the accounts, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole; and
–– the Strategic report and Directors’ report includes a fair review of the development and performance of the business and the position of the
issuer and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties
that they face.
We consider the annual report and accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for
shareholders to assess the Group’s position and performance, business model and strategy.
103
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
104
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Going concern Disclosure quality We considered whether these risks could plausibly affect the liquidity or
covenant compliance in the going concern period by assessing the Directors’
(Group and Parent Company) The accounts explain how the Board has formed a judgement that it is
sensitivities over the level of available financial resources and covenant
appropriate to adopt the going concern basis of preparation for the Group
Refer to page 75 (Audit Committee Report), thresholds indicated by the Group’s financial forecasts taking account of
and Parent Company.
and page 122 (basis of preparation). severe, but plausible, adverse effects that could arise from these risks
That judgement is based on an evaluation of the inherent risks to the Group’s individually and collectively.
and Company’s business model and how those risks might affect the Group’s
Our procedures also included:
and Company’s financial resources or ability to continue operations over a
period of at least a year from the date of approval of the accounts. –– Funding assessment: Considering the availability and sufficiency of the
financing arrangements in place at the Group, including the headroom on
The risks most likely to adversely affect the Group’s and Company’s available
financial covenants in place on the Group’s new revolving credit facility;
financial resources and metrics relevant to debt covenants over this period
–– Our sector experience: The Directors performed an initial sensitivity
were:
analysis of the level of financial resources. We compared the Directors’
–– those associated with Covid-19 including the potential for assumptions of plausible (but not unrealistic) adverse effects that could
government-imposed shop closures (in addition to current lockdown arise from these risks individually and collectively to our knowledge of the
measures) or short-term changes to consumer behaviour as a result entity and the sector in which it operates. As a result of this comparison
of the pandemic; and we requested that the Directors applied the severe, but plausible, risk
–– the impact of a brand-damaging food scare on customer demand. sensitivities collectively;
There are also less predictable but realistic second-order impacts, such as the –– Historical comparisons: Assessing historical forecasting accuracy, by
impact of Brexit and potential changes to regulatory requirements or disruption comparing forecast results to those actually achieved by the Group and
at borders, which could result in the reduction of available financial resources. challenging the consistency of sales assumptions with the Group’s
performance during previous Covid-19 lockdowns;
The risk for our audit was whether or not those risks were such that they
–– Benchmarking assumptions: Assessing the key assumptions used in the
amounted to a material uncertainty that may have cast significant doubt about
cash flow forecast including comparing the estimated rate of recovery of
the ability to continue as a going concern. Had they been such, then that fact
sales to pre-Covid-19 levels to third-party analysis;
would have been required to have been disclosed.
–– Comparing assumptions: Considering whether the forecasts and
assumptions used by the Directors are consistent with other forecasts used
by the Group (including those used to assess Recoverability of Property,
Our results: We found the going concern disclosure without any material
The effect of these matters is that, as part of our risk assessment, we –– Historical comparisons: Comparing the assumed rate of recovery of trade
determined that the recoverable amount of company-managed Shop Property, with the performance at an individual shop level during the period and post
plant and equipment and right-of-use assets has a high degree of estimation year end, including trading during the second and third national lockdowns
uncertainty, with a potential range of reasonable outcomes greater than our in England and the additional measures applied in Scotland and Wales; and
materiality for the accounts as a whole. The accounts (page 124) disclose the
–– Assessing transparency: Assessing whether the Group’s disclosures about
sensitivity estimated by the Group.
the sensitivity of the outcome of the impairment assessment to changes in
key assumptions reflected the risks inherent in the valuation of Shop
Property, plant and equipment and right-of-use assets.
We performed the tests above rather than seeking to rely on any of the Group’s
controls because the nature of the balance is such that we would expect to
obtain audit evidence primarily through the detailed procedures described.
106
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
We continue to perform procedures over Valuation of lease liabilities however, following the year of transition to the new leasing accounting standard there is reduced estimation
uncertainty on an ongoing basis, we have not assessed this as amongst the most significant risks in our current year audit and, therefore, they are not separately identified in our report
this year. In the prior year we reported a key audit matter in respect of the impact of uncertainties due to the UK exiting the European Union. Following the trade agreement between the
UK and the EU, and the end of the EU-exit implementation period, the nature of these uncertainties has changed. We continue to perform procedures over material assumptions in
forward-looking assessments such as going concern and impairment tests however we no longer consider the effect of the UK’s departure from the EU to be a separate key audit matter.
107
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
3. Our application of materiality and an overview Performance materiality for the Group and Parent Our conclusions based on this work:
108
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
5. Fraud and breaches of laws and regulations – to revenue recognition because revenue recognition is Firstly, the Group is subject to laws and regulations that
may be in a position to make inappropriate accounting of non-compliance throughout the audit. The potential required by auditing standards would identify it.
entries and the risk of bias in accounting estimates and effect of these laws and regulations on the accounts
judgements such as impairment and pension assumptions. varies considerably.
109 On this audit we do not believe there is a fraud risk related
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
5. Fraud and breaches of laws and regulations – Directors’ remuneration report We are also required to review the Viability statement, set
–– in our opinion those reports have been prepared in disclosures drawing attention to any necessary –– the section of the annual report that describes the
accordance with the Companies Act 2006. qualifications or assumptions. review of the effectiveness of the Group’s risk
management and internal control systems.
110
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
We are required to review the part of the Governance 8. Respective responsibilities 9. The purpose of our audit work and to whom we
111
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
2020
2020 2019
Note £m £m
112
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
BALANCE SHEETS
AT 2 JANUARY 2021 (2019: 28 DECEMBER 2019)
Group Parent Company
2019 2019
2020 Restated 2020 Restated
ASSETS
Of the Group loss for the year
Non-current assets
£12.9 million (2019: £87.0 million
Intangible assets 10 15.6 16.8 15.6 16.8 profit) is dealt with in the books
Property, plant and equipment 12 345.3 353.7 345.9 354.3 of the Parent Company.
Right-of-use assets 11 270.1 272.7 270.1 272.7
Investments 13 – – 5.0 5.0 The accounts on pages 112 to 166
631.0 643.2 636.6 648.8 were approved by the Board of
Current assets Directors on 16 March 2021 and
Inventories 15 22.5 23.9 22.5 23.9 were signed on its behalf by:
Trade and other receivables 16 39.4 27.1 39.4 27.1
Cash and cash equivalents 17 36.8 91.3 36.8 91.3 Roger Whiteside
98.7 142.3 98.7 142.3 Richard Hutton
Total assets 729.7 785.5 735.3 791.1
LIABILITIES Company Registered Number 502851
Current liabilities
Trade and other payables 18 (91.1) (142.3) (98.8) (150.0)
Current tax liability 19 – (11.8) – (11.8)
Lease liabilities 11 (48.6) (48.8) (48.6) (48.8)
Provisions 22 (4.4) (5.8) (4.4) (5.8)
(144.1) (208.7) (151.8) (216.4)
Non-current liabilities
Other payables 20 (3.7) (4.2) (3.7) (4.2)
Defined benefit pension liability 21 (11.9) (0.6) (11.9) (0.6)
Lease liabilities 11 (243.1) (226.9) (243.1) (226.9)
Deferred tax liability 14 (2.3) (2.4) (1.8) (2.0)
Long-term provisions 22 (3.0) (1.6) (3.0) (1.6)
(264.0) (235.7) (263.5) (235.3)
Total liabilities (408.1) (444.4) (415.3) (451.7)
Net assets 321.6 341.1 320.0 339.4
Group
Balance at 30 December 2018 (as previously reported) 2.0 13.5 0.4 313.2 329.1
Impact of change in accounting policy * – – – (5.7) (5.7)
Restated balance at 30 December 2018 2.0 13.5 0.4 307.5 323.4
Total comprehensive income for the year
Profit for the financial year – – – 87.0 87.0
Other comprehensive income – – – 2.5 2.5
Total comprehensive income for the year – – – 89.5 89.5
Transactions with owners, recorded directly in equity
Sale of own shares – – – 4.9 4.9
Purchase of own shares – – – (11.8) (11.8)
Share–based payment transactions 21 – – – 4.4 4.4
Dividends to equity holders – – – (72.1) (72.1)
Tax items taken directly to reserves 8 – – – 2.8 2.8
Total transactions with owners – – – (71.8) (71.8)
Restated balance at 28 December 2019 2.0 13.5 0.4 325.2 341.1
* Details of the change in accounting policy and consequent restatement are given in the Basis of preparation on page 121.
114
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Group
115
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Parent Company
Balance at 30 December 2018 (as previously reported) 2.0 13.5 0.4 311.5 327.4
Impact of change in accounting policy * – – – (5.7) (5.7)
Restated balance at 30 December 2018 2.0 13.5 0.4 305.8 321.7
Total comprehensive income for the year
Profit for the financial year 7 _ _ _ 87.0 87.0
Other comprehensive income _ _ _ 2.5 2.5
Total comprehensive income for the year – – – 89.5 89.5
Transactions with owners, recorded directly in equity
Sale of own shares – – – 4.9 4.9
Purchase of own shares – – – (11.8) (11.8)
Share–based payment transactions 21 – – – 4.4 4.4
Dividends to equity holders – – – (72.1) (72.1)
Tax items taken directly to reserves 8 – – – 2.8 2.8
Total transactions with owners – – – (71.8) (71.8)
Restated balance at 28 December 2019 2.0 13.5 0.4 323.5 339.4
* Details of the change in accounting policy and consequent restatement are given in the Basis of preparation on page 121.
116
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Parent Company
117
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
STATEMENTS OF CASHFLOWS
FOR THE 53 WEEKS ENDED 2 JANUARY 2021 (2019: 52 WEEKS ENDED 28 DECEMBER 2019)
Operating activities
Cash generated from operations (see page 119) 61.6 246.0 61.6 246.0
Income tax paid (10.7) (20.3) (10.7) (20.3)
Interest paid on lease liabilities (6.5) (6.6) (6.5) (6.6)
Interest paid on borrowings (0.8) – (0.8) –
Net cash inflow from operating activities 43.6 219.1 43.6 219.1
Investing activities
Acquisition of property, plant and equipment (58.8) (85.4) (58.8) (85.4)
Acquisition of intangible assets (2.8) (3.7) (2.8) (3.7)
Proceeds from sale of property, plant and equipment 1.8 1.4 1.8 1.4
Interest received 6 0.6 0.3 0.6 0.3
Net cash outflow from investing activities (59.2) (87.4) (59.2) (87.4)
Financing activities
Proceeds from issue of share capital 2.2 – 2.2 –
Sale of own shares 1.5 4.9 1.5 4.9
Purchase of own shares (0.5) (11.8) (0.5) (11.8)
Proceeds from loans and borrowings 100.0 – 100.0 –
Dividends paid – (72.1) – (72.1)
Repayment of loans and borrowings (100.0) – (100.0) –
Repayment of principal on lease liabilities (42.1) (49.6) (42.1) (49.6)
Net cash outflow from financing activities (38.9) (128.6) (38.9) (128.6)
Net (decrease)/increase in cash and cash equivalents (54.5) 3.1 (54.5) 3.1
Cash and cash equivalents at the start of the year 17 91.3 88.2 91.3 88.2
Cash and cash equivalents at the end of the year 17 36.8 91.3 36.8 91.3
118
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
119
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The accounts were authorised for issue by the Directors on 16 March 2021.
The Group’s business activities, together with the factors likely to affect its future development, performance and position are set out in the
Directors’ report and strategic report on pages 2 to 53. The financial position of the Group, its cash flows and liquidity position are described in
the financial review on pages 41 to 44. In addition, Note 2 to the accounts includes: the Group’s objectives, policies and processes for managing
its capital; its financial risk management objectives; details of its financial instruments and hedging activities; and its exposures to credit risk
and liquidity risk.
The Group chose not to restate business combinations prior to the IFRS transition date (1 January 2004), as no significant acquisitions had taken
place during the previous ten years. The Group’s policy up to and including 1997 was to eliminate goodwill arising upon acquisitions against
reserves. Under IFRS 1 and IFRS 3, such goodwill remains eliminated against reserves.
The accounting policies set out below have been applied consistently throughout the Group and to all years presented in these consolidated
accounts except if mentioned otherwise. From 29 December 2019 the following amendments were adopted by the Group:
Their adoption did not have a material effect on the accounts. The Group chose not to use the practical expedient available in the amendment to
IFRS 16.
120
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
This restatement has resulted in the following balance sheet changes whereby deferred tax is adjusted by £5.7 million, resulting in derecognition
of the previous deferred tax asset and recognition of a deferred tax liability, and retained earnings reduced by £5.7 million. There is no impact on
profit and loss or earnings per share in either the current or the prior year.
Group Parent Company
At 28 December At 30 December At 28 December At 30 December
2019 2018 2019 2018
£m £m £m £m
The accounting policy for deferred tax has been updated to reflect that when the recovery of the carrying amount of an asset gives rise to
multiple tax consequences which are not subject to the same income tax laws, separate temporary differences are identified, and the deferred
tax on these is accounted for separately, including assessment of the recoverability of any deferred tax assets that arise.
121
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
In 2020 it was necessary to protect the cash position of the Group whilst the additional credit facilities were put in place. Dividends and capital
expenditure were temporarily stopped along with any non-essential expenditure. Government support for job retention was accessed and the
Company benefitted from business rate relief.
The Directors have reviewed cash flow forecasts – which include severe but plausible downsides – prepared for a period of 12 months from the
date of approval of these accounts as well as covenant compliance for that period.
–– the Covid-19 pandemic requires two months of further lockdown restrictions in November 2021 and February 2022, during which the
Company continues to trade as it has done during the most recent periods of lockdown restrictions (i.e. its shops remain open albeit trading
at reduced levels);
–– there is a gradual recovery in sales levels outside of the restricted periods, which the Group has modelled based on experience in the second
half of 2020;
–– no further government support is utilised (including for periods where continued availability of support has already been announced);
In this scenario the Group is able to operate without needing to draw on its existing committed lending facility and without taking mitigating
actions such as reducing capital expenditure and other discretionary spend.
The Directors further considered a more severe scenario where the Group suffers from a brand-damaging food scare resulting in a significant
sales reduction in addition to the downside assumptions described above. In this scenario the Group would take mitigating actions in respect
After reviewing these cash flow forecasts and considering the continued uncertainties and mitigating actions that can be taken, the Directors
Greggs plc
believe that it is appropriate to prepare the accounts on a going concern basis. After making enquiries, the Directors are confident that the
Company and the Group will have sufficient funds to continue to meet their liabilities as they fall due for at least 12 months from the date of
approval of the financial statements. Accordingly, they continue to adopt the going concern basis in preparing the annual report and accounts.
122
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Impairment
Property, plant and equipment and right-of-use assets are reviewed for impairment if events or changes in circumstances indicate that the
carrying value may not be recoverable. For example, shop fittings and right-of-use assets may be impaired if sales in that shop fall. When a review
for impairment is conducted the recoverable amount is estimated based on either value-in-use calculations or fair value less costs of disposal.
Both value-in-use and fair value less costs of disposal calculations require management to estimate future cash flows generated by the assets
and an appropriate discount rate. Consideration is also given to whether the impairment assessments made in prior years remain appropriate
based on the latest expectations in respect of recoverable amount. Where it is concluded that the impairment has reduced, a reversal of the
impairment is recorded.
The Covid-19 crisis has meant that all shops have had periods of no, or reduced, sales and the rate of recovery of sales is inherently uncertain.
This is considered to be an impairment trigger and as a result all assets in company-managed shops have been tested for impairment.
As a result of the crisis and following the shutdown period a decision was made not to reopen 38 shops. All shop fittings and right-of-use assets
in these shops have been fully impaired (with no significant degree of estimation required) at a cost of £5.3 million (of which £2.5 million relates
to fixtures and fittings and £2.8 million relates to right-of-use assets). In addition, a provision of £2.5 million was made for onerous costs and
dilapidations directly related to these closures which is expected to be utilised over the remaining term of these shop leases. The assumptions
regarding the lease term in respect of these shops were reviewed and where required the lease liability was remeasured before assessing the
shop for impairment.
For the remainder of the estate an impairment review was carried out using the following assumptions:
–– Shops have been categorised into different catchment areas (e.g. city centres, transport hubs) and assumptions made on the rate of like-for-
On the basis of these calculations an impairment provision of £8.7 million has been made in respect of 87 shops (of which £2.7 million relates
to fixtures and fittings and £6.0 million relates to right-of-use assets).
Given the uncertainties of the current trading environment, the sensitivities of these assumptions on the impairment calculation have been tested:
–– A one per cent increase in the discount rate would result in an additional provision of £0.7 million, covering a further ten properties. A one
percent decrease in the discount rate would result in a reduction in the provision of £0.6 million, with six fewer properties impaired;
–– A five per cent per annum increase in the sales recovery assumption would result in a reduction in the provision of £3.7 million with 26 fewer
shops impaired. A five per cent decrease in the sales recovery assumption would result in an additional provision of £6.4 million with a further
41 properties impaired; and
–– A more severe national lockdown that required our shops to close entirely for the month of January 2022 would result in an additional
impairment of £1.4 million covering a further ten shops.
Previously, the Group classified property leases as operating leases under IAS 17. The leases typically run for a period of 10 or 15 years. In England,
the majority of its property leases are protected by the Landlord and Tenant Act 1954 (LTA) which affords protection to the lessee at the end of an
existing lease term.
124
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Post-retirement benefits
The determination of the defined benefit obligation of the Group’s defined benefit pension scheme depends on the selection of certain
assumptions with significant estimation uncertainty including the discount rate, inflation rate, mortality rates and commutation. Differences
arising from actual experience or future changes in assumptions will be reflected in future years. The key assumptions, sensitivities and carrying
amounts for 2020 are given in Note 21.
(i) Subsidiaries
Subsidiaries are entities controlled by the Company. The Company controls an entity when it is exposed to, or has rights to, variable returns
from its involvement with the entity and has the ability to affect those returns through its power over the entity. The accounts of subsidiaries
are included in the consolidated accounts from the date on which control commences until the date on which control ceases.
demonstrated that this is not the case. At the year end the Group has one associate which has not been consolidated on the grounds of
materiality (see Note 13).
125
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Amortisation is recognised in the income statement on a straight-line basis over the estimated useful lives of intangible assets from the date
that they are available for use. The estimated useful lives are five to seven years.
Assets in the course of development are recategorised and amortisation commences when the assets are available for use.
(g) Leases
(i) Lease recognition
At inception of a contract the Group assesses whether a contract is or contains a lease. A contract is, or contains, a lease if the contract conveys
For leases of properties in which the Group is a lessee, it has applied the practical expedient permitted by IFRS 16 and will account for each lease
Greggs plc
126
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease commencement date if the
interest rate implicit in the lease is not readily determinable. Generally the Group uses its incremental borrowing rate as the discount rate. When
there are no external borrowings, judgement would be required to determine an approximation, calculated based on UK Government Gilt rates of
an appropriate duration and adjusted by an indicative credit premium.
After the commencement date, the lease liability is increased to reflect the accretion of interest and reduced for lease payments made. In
addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term or a change in the fixed lease
payments. Interest charges are included in finance costs in the consolidated income statement.
127
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
(iii) Depreciation
Depreciation is provided so as to write off the cost (less residual value) of each item of property, plant and equipment during its expected useful
life using the straight-line method over the following periods:
Depreciation methods, useful lives and residual values (if not insignificant) are reassessed annually.
(i) Investments
Non-current investments comprise investments in subsidiaries and associates which are carried at cost less impairment.
(j) Inventories
Inventories are stated at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of
Greggs plc
business, less the estimated costs of completion and selling expenses. The cost of inventories includes expenditure incurred in acquiring the
inventories and direct production labour costs.
128
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
(l) Impairment
The carrying amounts of the Group and Company’s assets, other than inventories and deferred tax assets, are reviewed at each balance sheet
date to determine whether there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated.
Impairment reviews are carried out on an individual shop basis.
An impairment loss is recognised whenever the carrying amount of an asset exceeds its recoverable amount. Impairment losses are recognised
in the income statement. Impairment losses recognised in prior years are assessed at each reporting date and reversed if there has been a
change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying
amount does not exceed the carrying amount that would have been determined, net of depreciation, if no impairment loss had been recognised.
When share capital recognised as equity is repurchased, the amount of the consideration paid, including directly attributable costs, is
recognised as a deduction from equity. Repurchased shares that are held in the employee share ownership plan are classified as treasury shares
and are presented as a deduction from total equity.
(ii) Dividends
The discount rate is the yield at the reporting date on bonds that have a credit rating of at least AA, that have maturity dates approximating to
the terms of the Company’s obligations and that are denominated in the currency in which the benefits are expected to be paid.
Remeasurements arising from defined benefit plans comprise actuarial gains and losses and the return on plan assets (excluding interest).
The Company recognises them immediately in other comprehensive income and all other expenses related to defined benefit plans in employee
benefit expenses in the income statement.
When the benefits of a plan are changed, or when a plan is curtailed, the portion of the changed benefit related to past service by employees,
or the gain or loss on curtailment, is recognised immediately in profit or loss when the plan amendment or curtailment occurs.
The calculation of the defined benefit obligation is performed by a qualified actuary using the projected unit credit method. When the calculation
results in a benefit to the Company, the recognised asset is limited to the present value of benefits available in the form of any future refunds
from the plan or reductions in future contributions and takes into account the adverse effect of any minimum funding requirements.
account the terms and conditions upon which the share options were granted, and is spread over the period during which the employees become
unconditionally entitled to the options. The amount recognised as an expense is adjusted to reflect the actual number of share options that vest
except where forfeiture is only due to share prices not achieving the threshold for vesting.
130
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
(q) Provisions
A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably,
and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the
expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the
liability.
(i) Restructuring
A provision for restructuring is recognised when the Group has approved a detailed and formal restructuring plan, and the restructuring either
has commenced or has been announced publicly. Future operating costs are not provided for.
(iii) Dilapidations
The Group provides for property dilapidations, where appropriate, based on the future expected repair costs required to restore the Group’s
leased buildings to their fair condition at the end of their respective lease terms, where it is considered a reliable estimate can be made.
(r) Revenue
(i) Retail sales
Revenue from the sale of goods is recognised as income on receipt of cash or card payment. Revenue is measured net of discounts, promotions
and value added taxation. Revenue from delivery services is included in retail sales and recognised on delivery.
Pre-opening capital fit-out costs are recharged to the franchisee and represent a key performance obligation of the overall franchise sales
agreement. These recharges are recognised as income on completion of the related fit-out. Sales are invoiced to customers in credit terms
of less than three months.
131
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The nature, timing and uncertainty of revenues arising from the above transaction types do not differ significantly from each other.
Current tax is the expected tax payable on the taxable profit for the year, using tax rates enacted or substantively enacted at the balance sheet
date, and any adjustment to tax payable in respect of previous years. The amount of current tax payable is the best estimate of the tax amount
132
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Deferred tax is not recognised for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not
a business combination and that affects neither accounting nor taxable profit, and differences relating to investments in subsidiaries to the
extent that it is probable that they will not reverse in the foreseeable future.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can
be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related
deferred tax benefit will be realised.
–– Amendments to IFRS 9, IAS 39, IFRS 7 and IFRS 16: Interest Rate Benchmark Reform – Phase 2 (effective date 1 January 2021).
133
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
1. Segmental analysis
Company-managed retail activities – the Group sells a consistent range of fresh bakery goods, sandwiches and drinks in its own shops or via
delivery channels. Sales are made to the general public on a cash basis. All results arise in the UK.
B2B channel – the Group sells products to franchise and wholesale partners for sale in their own outlets as well as charging a licence fee to
franchise partners. These sales and fees are invoiced to the partners on a credit basis. All results arise in the UK.
In the current year the Board has regularly reviewed the revenues of each segment separately. A review of trading profit for each segment was
not possible as there was no basis on which meaningfully to allocate costs during the period when the company-managed shops were closed.
The Board receives information on overheads, assets and liabilities on an aggregated basis consistent with the Group accounts.
2020 2019
Retail Retail
company- company-
managed 2020 2020 managed 2019 2019
shops B2B Total shops B2B Total
£m £m £m £m £m £m
* Trading profit is defined as gross profit less supply chain costs and retail costs (including property costs) and before central overheads.
Retail sales represent a large proportion of the Group’s sales and present no credit risk as they are made for cash or card payments. The Group
does offer credit terms on sales to its wholesale and franchise customers. In such cases the Group operates effective credit control procedures
Greggs plc
Counterparty risk is also considered low. All of the Group’s surplus cash is held with highly-rated banks, in line with Group policy.
134
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The Group operates with net current liabilities and is therefore reliant on the continued strong performance of the retail portfolio to meet its
short-term liabilities. Short and medium-term cash forecasting is used to manage liquidity risk. These forecasts are used to ensure the Group
has sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions.
During the year the Group accessed liquidity under the Covid Corporate Financing Facility (‘CCFF’) at a favourable rate of interest.
The borrowings were repaid in December 2020 and the related costs have been charged to finance costs.
The Group also arranged a £100 million syndicated revolving credit facility which matures in December 2023 with options to extend for up to two
years. This facility was undrawn at 2 January 2021. For the first up to twelve months of the facility the covenants in place comprise: monthly net
borrowings do not exceed £70 million; and liquidity is maintained above a minimum of £30 million. Thereafter the covenants comprise: leverage
(calculated as the ratio of net borrowings to EBITDA) does not exceed 3:1; and fixed charge cover (calculated as the ratio of EBITDA to net rent
and interest payable) cannot be below 1.75:1.
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s
income or the value of its holdings of financial instruments.
Market risk is not significant and therefore sensitivity analysis would not be meaningful.
Currency risk
The Group has no regular material transactions in foreign currency although there are occasional purchases, mainly of capital items,
denominated in foreign currency. Whilst certain costs such as electricity and wheat can be influenced by movements in the US dollar, actual
contracts are priced in sterling. In respect of those key costs which are volatile, such as electricity and flour, the price may be fixed for a period
of time in line with Group policy. All such contracts are for the Group’s own expected usage.
The Group has no significant equity investments other than its subsidiaries and associate. As disclosed in Note 21 the Group’s defined benefit
pension scheme has investments in equity-related funds.
135
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
–– To ensure the Group’s ability to continue as a going concern so that it can continue to provide returns for shareholders and benefits for other
stakeholders; and
–– To provide an adequate return to shareholders by pricing products and delivering services commensurate with the level of risk.
To meet these objectives the Group reviews the budgets and forecasts on a regular basis to ensure there is sufficient capital to meet the needs
of the Group through to profitability and positive cashflow.
The capital structure of the Group consists of shareholders’ equity as set out in the consolidated statement of changes in equity. All working
capital requirements are financed from existing cash resources and borrowings.
The Board reserves the option to purchase its own shares in the market dependent on market prices and surplus cash levels. The trustees of
the Greggs Employee Benefit Trust also purchase shares for future satisfaction of employee share options.
Financial instruments
Group and Parent Company
All of the Group’s surplus cash is invested as cash placed on deposit or fixed-term deposits.
The Group’s treasury policy has as its principal objective the achievement of the maximum rate of return on cash balances whilst maintaining
an acceptable level of risk. Other than mentioned below there are no financial instruments, derivatives or commodity contracts used.
–– it is held within a business model whose objective is to hold assets to collect contractual cash flows; and
–– its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount
outstanding.
Other than trade and other payables, the Group had no financial liabilities within the scope of IFRS 9 as at 2 January 2021 (2019: £nil).
136
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Auditor’s remuneration for the audit of these accounts amounted to £193,000 (2019: £165,000) and for other assurance services £15,000
(2019: £15,000). Amounts paid to the Company’s auditor in respect of services to the Company, other than the audit of the Company’s accounts,
have not been disclosed as the information is required instead to be presented on a consolidated basis.
In addition, the Group received £87 million under the Coronavirus Job Retention Scheme (‘CJRS’) to support employment. This has been credited
to the income statement to offset the related employment costs. A further income statement saving of £18.8 million was made following the
137
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
4. Exceptional items
Cost of sales
Supply chain restructuring
– redundancy 0.1 0.7
– depreciation and asset write-off – 0.1
– transfer of operations 0.7 5.0
– property-related – 0.1
Total exceptional items 0.8 5.9
5. Personnel expenses
The average number of persons employed by the Group (including Directors) during the year was as follows:
2020 2019
Number Number
138
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
For the purposes of IAS 24 ‘Related Party Disclosures’, key management personnel comprises the Directors and the members of the Operating
Board and their remuneration was as follows:
2020 2019
£m £m
The following amounts are disclosed in accordance with Schedule 5 of the Large and Medium-Sized Companies and Groups (Accounts and Reports)
Regulations 2008.
2020 2019
£m £m
139
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
6. Finance expense
Current tax
Current year (0.6) 22.2
Adjustment for prior years (0.6) (0.1)
(1.2) 22.1
Deferred tax
Origination and reversal of temporary differences 0.4 (0.2)
Adjustment for prior years 0.1 (0.6)
0.5 (0.8)
Total income tax expense in income statement (0.7) 21.3
140
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Legislation to maintain the rate of corporation tax at 19 per cent was substantively enacted on 17 March 2020, cancelling the previously enacted
reduction to 17 per cent. Any timing differences are therefore expected to reverse at 19 per cent.
Debit / (credit):
Relating to equity-settled transactions – 1.5 1.5 (2.8)
Relating to defined benefit pension plans – remeasurement gains – (2.1) (2.1) 0.5
– (0.6) (0.6) (2.3)
The deferred tax movements in both the current and prior years relating to equity-settled transactions are in respect of share-based payments
and arise as a result of fluctuations in share price in the year and the stage of maturity of existing schemes together with the revaluation impact
of the deferred tax previously recognised directly in equity.
141
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
(Loss)/profit for the financial year attributable to equity holders of the Parent (13.0) 87.0
Basic (loss)/earnings per share (12.9p) 86.2p
Diluted (loss)/earnings per share (12.9p) 85.0p
142
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Cost
Balance at 30 December 2018 23.8 2.9 26.7
Additions 2.5 1.2 3.7
Transfers 2.6 (2.6) –
Balance at 28 December 2019 28.9 1.5 30.4
Balance at 29 December 2019 28.9 1.5 30.4
Additions 2.7 0.1 2.8
Transfers 1.5 (1.5) –
Balance at 2 January 2021 33.1 0.1 33.2
Amortisation
Balance at 30 December 2018 9.8 – 9.8
Amortisation charge for the year 3.8 – 3.8
Balance at 28 December 2019 13.6 – 13.6
Balance at 29 December 2019 13.6 – 13.6
Amortisation charge for the year 4.0 – 4.0
Balance at 2 January 2021 17.6 – 17.6
Carrying amounts
At 29 December 2018 14.0 2.9 16.9
At 28 December 2019 15.3 1.5 16.8
At 29 December 2019 15.3 1.5 16.8
At 2 January 2021 15.5 0.1 15.6
Assets under development relate to software projects arising from the investment in new systems platforms.
143
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
11. Leases
Right-of-use assets
Land and buildings 267.8 269.4
Plant and equipment 2.3 3.3
270.1 272.7
2020 2019
£m £m
Lease liabilities
Current 48.6 48.8
Non-current 243.1 226.9
291.7 275.7
The remaining maturities of the lease liabilities, which are gross and undiscounted, are as follows:
2020 2019
£m £m
A further net increase of £31.9 million to right-of-use assets has been recognised during the 53 weeks ended 2 January 2021 as a result of lease
Greggs plc
modifications and assumptions relating to lease term once a lease has expired (2019: £12.6 million).
144
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The total cash outflow for leases in 2020 was £48.6 million (2019: £56.2 million).
The components of the movement in the total lease liability were as follows:
2020
£m
145
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Cost
Balance at 30 December 2018 153.1 154.9 321.1 2.0 631.1
Additions 12.2 28.1 36.0 6.0 82.3
Disposals (0.6) (14.9) (19.3) – (34.8)
Transfers 1.6 0.5 – (2.1) –
Balance at 28 December 2019 166.3 168.6 337.8 5.9 678.6
Balance at 29 December 2019 166.3 168.6 337.8 5.9 678.6
Additions 3.3 10.1 19.6 22.9 55.9
Disposals (0.7) (8.1) (8.7) – (17.5)
Transfers – 1.9 – (1.9) –
Balance at 2 January 2021 168.9 172.5 348.7 26.9 717.0
Depreciation
Balance at 30 December 2018 44.1 89.9 166.7 – 300.7
Depreciation charge for the year 4.6 13.3 38.2 – 56.1
Impairment charge for the year – 0.5 0.4 – 0.9
Impairment release for the year – – (0.6) – (0.6)
Disposals (0.5) (14.4) (17.3) – (32.2)
Balance at 28 December 2019 48.2 89.3 187.4 – 324.9
Balance at 29 December 2019 48.2 89.3 187.4 – 324.9
Depreciation charge for the year 4.9 14.3 37.6 – 56.8
Impairment charge for the year – – 5.9 – 5.9
Impairment release for the year – – (0.7) – (0.7)
Disposals (0.3) (7.4) (7.5) – (15.2)
Balance at 2 January 2021 52.8 96.2 222.7 – 371.7
Carrying amounts
Assets under construction relate to the building of an automated cold storage facility and the value of the assets will be recovered through the
normal course of trade.
146
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
During 2018, the Company exchanged contracts for the disposal of the vacant Twickenham site. The disposal is conditional on a number of
factors, including the applications for and successful grant of planning permission. As at the end of 2020 the timing of the resolution of these
factors remains uncertain and therefore this asset continues to be classified as non-current. At this stage the total proceeds arising from supply
chain site disposals are still expected to be in line with those anticipated in the investment plan.
147
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Cost
Balance at 30 December 2018 153.6 155.4 321.6 2.0 632.6
Additions 12.2 28.1 36.0 6.0 82.3
Disposals (0.6) (14.9) (19.3) – (34.8)
Transfers 1.6 0.5 – (2.1) –
Balance at 28 December 2019 166.8 169.1 338.3 5.9 680.1
Balance at 29 December 2019 166.8 169.1 338.3 5.9 680.1
Additions 3.3 10.1 19.6 22.9 55.9
Disposals (0.7) (8.1) (8.7) – (17.5)
Transfers – 1.9 – (1.9) –
Balance at 2 January 2021 169.4 173.0 349.2 26.9 718.5
Depreciation
Balance at 30 December 2018 44.4 90.1 167.1 – 301.6
Depreciation charge for the year 4.6 13.3 38.2 – 56.1
Impairment charge for the year – 0.5 0.4 – 0.9
Impairment release for the year – – (0.6) – (0.6)
Disposals (0.5) (14.4) (17.3) – (32.2)
Balance at 28 December 2019 48.5 89.5 187.8 – 325.8
Balance at 29 December 2019 48.5 89.5 187.8 – 325.8
Depreciation charge for the year 4.9 14.3 37.6 – 56.8
Impairment charge for the year – – 5.9 – 5.9
Impairment release for the year – – (0.7) – (0.7)
Disposals (0.3) (7.4) (7.5) – (15.2)
Balance at 2 January 2021 53.1 96.4 223.1 – 372.6
Carrying amounts
148
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
13. Investments
Non–current investments
Parent Company
Shares in subsidiary
undertakings
£m
Cost
Balance at 30 December 2018, 29 December 2019 and 2 January 2021 5.8
Impairment
Balance at 30 December 2018, 29 December 2019 and 2 January 2021 0.8
Carrying amount
Balance at 30 December 2018, 28 December 2019, 29 December 2019 and 2 January 2021 5.0
149
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
* held indirectly
Solstice Zone A Management Company Limited was not consolidated on the grounds of materiality.
The Company’s subsidiary undertakings listed above were all entitled to exemption, under subsections (1) and (2) of s480 of Companies Act 2006
relating to dormant companies, from the requirement to have their accounts audited.
150
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
* Due to a change in accounting policy, there has been a prior year restatement of deferred tax balances. Further details of this change and its impact are given in the Basis of preparation on page 121.
As a result of this change in accounting policy the Group has a deferred tax asset of £5.7 million that is unrecognised at 2 January 2021 (28 December 2019: £5.7 million).
The movements in temporary differences during the 52 weeks ended 28 December 2019 were as follows:
Balance at Balance at
30 December 2018 Recognised Recognised 28 December 2019
Restated in income in equity Restated
£m £m £m £m
The movements in temporary differences during the 53 weeks ended 2 January 2021 were as follows:
Balance at
29 December 2019 Recognised Recognised Balance at
Restated in income in equity 2 January 2021
£m £m £m £m
151
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The movements in temporary differences during the 52 weeks ended 28 December 2019 were as follows:
Balance at Balance at
30 December 2018 Recognised Recognised 28 December 2019
Restated in income in equity Restated
£m £m £m £m
The movements in temporary differences during the 53 weeks ended 2 January 2021 were as follows:
Balance at
29 December 2019 Recognised Recognised Balance at
Restated in income in equity 2 January 2021
£m £m £m £m
152
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
15. Inventories
The write-down of inventories that was recognised as an expense in the period was £34.9 million (2019: £33.9 million).
At 2 January 2021 the allowance for bad debts was immaterial. Expected credit losses (‘ECLs’) on financial assets are not material.
The ageing of trade receivables that were not impaired at the balance sheet date was:
the Group believes that no significant allowance for ECLs is necessary in respect of trade receivables not past due.
153
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
In 2019 accruals and other payables included accruals of £27.0 million for performance-related remuneration. There are no similar accruals
in 2020.
The Group has been awarded five government grants relating to the extension of existing facilities and construction of new facilities. The grants,
Greggs plc
which have all been recognised as deferred income, are being amortised over the weighted average of the useful lives of the assets they have
been used to acquire.
154
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The scheme is administered by a separate Board of Trustees which is legally separate from the Company. The Trustees are composed of
representatives of both the employer and employees. The Trustees are required by law to act in the interest of all relevant beneficiaries and
are responsible for the investment policy with regard to the assets plus the day-to-day administration of the benefits.
UK legislation requires that pension schemes are funded prudently. The last funding valuation of the Scheme was carried out by a qualified
actuary as at 6 April 2017 and showed a surplus. The Company is currently not required to pay contributions into the scheme.
The scheme duration is an indicator of the weighted average time until benefit payments are made. For the scheme as a whole, the duration
is approximately 18 years.
Investment strategy
The Company and Trustees have agreed a long-term strategy for reducing investment risk as and when appropriate. This includes a policy to hold
sufficient cash and bond assets to cover the anticipated benefit payments for at least the next five years so as to improve the cashflow matching
of the scheme’s assets and liabilities.
155
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
156
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Group
2020 2019
£m £m
Cumulative remeasurement gains and losses reported in the consolidated statement of comprehensive income since 28 December 2003,
the transition date to adopted IFRSs, for the Group and the Parent Company are net losses of £31.3 million (2019: net losses of £20.1 million).
In November 2020 the Government announced that RPI is to be aligned with CPIH (CPI with owner occupiers’ costs) from 2030. As a result the
RPI assumption has been updated along with the assumed future gap between RPI and CPI.
157
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The sensitivities regarding the principal assumptions used to measure the scheme liabilities are set out below:
Change in assumption Impact on scheme liabilities
If the commutation assumption were to be removed from the valuation the impact would be an increase in the scheme liabilities of £8.0 million.
The other demographic assumptions have been set having regard to latest trends in the scheme.
A triennial valuation of the scheme took place in April 2017. The outcome of that valuation was considered by the Trustees and the Company and
no requirement for future contributions was identified. The 2020 triennial valuation is ongoing.
During 2019 the Company made a special contribution of £5.0 million in support of the strategy adopted by the Trustees to achieve a buy-out of
liabilities within 10 years.
158
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The terms and conditions of the grants for these schemes are as follows, whereby all options are settled by physical delivery of shares:
Exercise Number of shares
Date of grant Employees entitled price granted Vesting conditions Contractual life
Performance Share March 2012 Senior £nil 248,922 Three years’ service, EPS annual 10 years
Plan 3 executives compound growth of 3-8% over RPI
over those three years and TSR
position relative to an appropriate
comparator group
Executive Share Option March 2013 Senior 480p 693,000 Three years’ service and EPS growth 10 years
Scheme 16 employees of 3-7% over RPI on average over those
three years
Performance Share March 2013 Senior £nil 305,592 Three years’ service, EPS annual 10 years
Plan 4 executives compound growth of 3-8% over RPI
over those three years and TSR
position relative to an appropriate
comparator group
Performance Share March 2014 Senior £nil 224,599 Three years’ service, EPS annual 10 years
Plan 5 executives compound growth of 1-4% over
RPI over those three years and
average annual ROCE of 15.5-17%
over those three years
159
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Executive Share Option May 2015 Senior 1056p 3,285 Three years’ service and EPS growth of 10 years
Scheme 18a employee 1-7% over RPI on average over those
three years
Performance Share March 2015 Senior £nil 146,174 Three years’ service, EPS annual 10 years
Plan 6 executives compound growth of 1-7% over RPI over
those three years and average annual
ROCE of 19-21.5% over those three years
Performance Share March 2016 Senior £nil 133,271 Three years’ service, EPS average 10 years
Plan 7 executives annual growth of 2-8% over RPI over
those three years and average annual
ROCE of 22-27% over those three years
Executive Share Option April 2016 Senior 1088p 235,857 Three years’ service and EPS growth of 10 years
Scheme 19 employees 2-8% over RPI on average over those
three years
Savings-Related Share April 2016 All employees 870p 361,853 Three years’ service 3.5 years
Option Scheme 17
Performance Share May 2017 Senior £nil 206,404 Three years’ service, EPS average 10 years
Plan 8 executives annual growth of 5-11% over those
three years and average annual
ROCE of 23-27% over those three years
Executive Share Option April 2017 Senior 1033p 246,219 Three years’ service and EPS growth 10 years
Scheme 20 employees of 5-11% on average over those
three years
Savings-Related Share April 2017 All employees 807p 403,560 Three years’ service 3.5 years
Option Scheme 18
Performance Share March 2018 Senior £nil 190,943 Three years’ service, EPS average 10 years
Performance Share April 2019 Senior £nil 128,534 Three years’ service, EPS average 10 years
Plan 10 executives annual growth of 5-11% over those
three years and average annual ROCE
of 24-28% over those three years
Executive Share Option April 2019 Senior 1830p 140,913 Three years’ service, EPS average 10 years
Scheme 22 employees annual growth of 5-11% over those
three years and average annual ROCE
of 24-28% over those three years
Savings-Related Share April 2019 All employees 1484p 230,604 Three years’ service 3.5 years
Option Scheme 20
Savings-Related Share April 2020 All employees 1424p 239,673 Three years’ service 3.5 years
Option Scheme 21
Performance Share October 2020 Senior £nil 166,366 Three years’ service, EPS performance 10 years
Plan 11 executives in 2022, ROCE performance in 2022 and
two strategic objectives
Executive Share Option November Senior 1720p 121,202 Three years’ service, EPS performance 10 years
Scheme 23 2020 employees in 2022, ROCE performance in 2022 and
two strategic objectives
The number and weighted average exercise price of share options is as follows: 2020 2019
Weighted average Weighted average
exercise price Number of options exercise price Number of options
The options outstanding at 2 January 2021 have an exercise price in the range of £nil to £18.30 and have a weighted average contractual life of
5.36 years. The options exercised during the year had a weighted average market value of £17.61 (2019: £20.13).
161
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
2020 2019
Savings-Related Savings-Related
Performance Executive Share Share Option Performance Executive Share Share Option
Share Plan 11 Option Scheme 23 Scheme 21 Share Plan 10 Option Scheme 22 Scheme 20
October 2020 November 2020 April 2020 April 2019 April 2019 April 2019
Fair value at grant date 1325p 493p 519p 1726p 307p 469p
Share price 1407p 1720p 1780p 1830p 1830p 1855p
Exercise price Nil 1720p 1424p Nil 1830p 1484p
Expected volatility 45.81% 48.43% 38.02% 28.06% 28.06% 28.07%
Option life 3 years 3 years 3 years 3 years 3 years 3 years
Expected dividend yield 2.00% 2.00% 2.52% 1.95% 1.95% 1.92%
Risk-free rate (0.05%) (0.04%) 0.12% 0.75% 0.75% 0.64%
The expected volatility is based on historical volatility, adjusted for any expected changes to future volatility due to publicly available information.
The historical volatility is calculated using a weekly rolling share price for the three-year period immediately prior to the option grant date.
The costs charged/(credited) to the income statement relating to share-based payments were as follows:
2020 2019
£m £m
162
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
22. Provisions
Balance at start of year 2.3 2.3 1.1 1.7 7.4 2.8 0.8 3.5 2.3 9.4
Additional provision in the year:
Ordinary 1.2 – 10.6 2.1 13.9 1.1 2.1 0.8 – 4.0
Exceptional – – 0.2 – 0.2 – – 0.7 – 0.7
Utilised in year:
Ordinary (0.1) (0.2) (9.4) (0.4) (10.1) (0.4) (0.6) (0.5) (0.1) (1.6)
Exceptional – – (0.8) – (0.8) – – (3.4) – (3.4)
Provisions reversed during the year:
Ordinary (0.7) (0.6) (0.7) (1.1) (3.1) (1.0) – – (0.5) (1.5)
Exceptional – – (0.1) – (0.1) (0.2) – – – (0.2)
Balance at end of year 2.7 1.5 0.9 2.3 7.4 2.3 2.3 1.1 1.7 7.4
Included in current liabilities 1.4 1.4 0.7 0.9 4.4 1.5 1.7 1.1 1.5 5.8
Included in non-current liabilities 1.3 0.1 0.2 1.4 3.0 0.8 0.6 – 0.2 1.6
2.7 1.5 0.9 2.3 7.4 2.3 2.3 1.1 1.7 7.4
The provisions at the end of the year relate to ordinary or exceptional activity as follows:
Ordinary 2.5 1.5 0.8 2.1 6.9 2.1 2.3 0.3 1.5 6.2
Exceptional 0.2 – 0.1 0.2 0.5 0.2 – 0.8 0.2 1.2
2.7 1.5 0.9 2.3 7.4 2.3 2.3 1.1 1.7 7.4
Dilapidation provisions have been made based on the future expected repair costs required to restore the Group’s leased buildings to their fair
condition at the end of their respective lease terms, where it is considered a reliable estimate can be made.
National insurance costs are provided in respect of future share options exercises.
The majority of all of the provisions are expected to be utilised within four years such that the impact of discounting would not be material.
163
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
In issue and fully paid at start of year – ordinary shares of 2p 101,155,901 101,155,901
Issued on exercise of share options 270,137 –
In issue and fully paid at the end of year – ordinary shares of 2p 101,426,038 101,155,901
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings
of the Company.
During the year 270,137 shares were issued as a result of the exercise of vested options granted to senior management under the Executive
Share Option Scheme and the exercise of options under the Savings-Related Share Option Scheme. Options were exercised at an average price
of £8.23.
The shares held by the Greggs Employee Benefit Trust can be purchased either by employees on the exercise of an option under the Greggs
Executive Share Option Schemes, Greggs Savings-Related Share Option Scheme and Greggs Performance Share Plan or by the trustees of the
Greggs Employee Share Scheme. The trustees have elected to waive the dividends payable on these shares.
164
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The final declared dividend of 33.0p in respect of 2019 was cancelled as a cash preservation measure in response to the Covid-19 crisis.
No dividends have been declared in respect of 2020.
2020 2019
£m £m
165
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
The Greggs Foundation is also a related party and during the year the Company made a donation to the Greggs Foundation of £1.1 million
(2019: £1.3 million), as well as passing on £0.3 million (2019: £0.4 million) raised from the sale of carrier bags and £0.2 million (2019: £0.3 million)
raised from the sale of products. The Greggs Foundation holds 300,000 shares in Greggs plc and Richard Hutton, a Director of Greggs plc, is a
trustee of the Greggs Foundation.
166
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Greggs plc
Turnover (£m) 701.1 734.5 762.4 806.1 835.7 894.2 960.0 1,029.3 1,167.9 811.3
Total sales growth/(decline) 5.8% 4.8% 3.8% 5.7% 3.7% 7.0% 7.4% 7.2% 13.5% (30.5%)
Company-managed shop like-for-like
sales growth/(decline) 1.4% (2.7%) (0.8%) 4.5% 4.7% 4.2% 3.7% 2.9% 9.2% (36.2%)
Profit/(loss) before tax (PBT)
excluding exceptional items (£m) 53.1 50.9 41.3 58.3 73.1 80.3 81.7 89.8 114.2 (12.9)
PBT margin excluding exceptional
items 7.6% 6.9% 5.4% 7.2% 8.7% 9.0% 8.5% 8.7% 9.8% (15.9%)
Pre-tax exceptional credit/(charge)
(£m) 7.4 1.4 (8.1) (8.5) – (5.2) (9.9) (7.2) (5.9) (0.8)
Profit/(loss) on ordinary activities
including exceptional items and
before tax (£m) 60.5 52.4 33.2 49.7 73.0 75.1 71.9 82.6 108.3 (13.7)
Diluted earnings per share excluding
exceptional items (pence) 38.8 38.3 30.6 43.4 55.8 60.8 63.5 70.3 89.7 (12.9)
Dividend per share (pence) 19.3 19.5 19.5 22.0 48.6 4 31.0 32.3 35.7 46.96 –
Total shareholder return 13.0% (6.1%) 0.6% 69.7% 87.1% (23.8%) 47.5% (7.4%) 87.5% (22.0%)
Capital expenditure (£m) 59.1 46.9 47.6 48.9 71.7 80.4 70.4 73.0 86.0 58.7
Return on capital employed (excluding
exceptional items) 24.4% 21.3% 16.4% 22.4% 26.8% 28.1% 26.9% 27.4% 20.0% (2.4%)
Number of shops in operation at
year end 1,571 1,671 1,671 1,650 1,698 1,764 1,854 1,953 2,050 2,078
1 2014 and 2020 were 53 week years, impacting on total sales growth for that year and the year immediately following
2 restated following the adoption of IAS 19 (Revised)
3 restated to include revenue in respect of franchise fit-out costs
4 includes a special dividend of 20.0p paid in 2015.
5 IFRS 16 leases was implemented at the start of the financial year using the modified retrospective approach. Prior year comparatives have not been restated.
6 Includes a special dividend of 35.0p. The final dividend declared in respect of 2019 was cancelled as a cash preservation measure during the Covid-19 crisis
167
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
Like-for-like (LFL) sales growth – compares year-on-year cash sales in our company-managed shops, with a calendar year’s trading history
and is calculated as follows:
2020 2019
£m £m
Return on capital employed – calculated by dividing profit before tax by the average total assets less current liabilities for the year.
2019
2019 Including
2020 Underlying exceptional items
£m £m £m
Net cash inflow from operating activities after lease payments – calculated by deducting the repayment of principle of lease liabilities from net
cash flow from operating activities
2020 2019
£m £m
168
STRATEGIC REPORT DIRECTORS’ REPORT ACCOUNTS
169
Greggs plc
Company Registered Number 502851
corporate.greggs.co.uk