BUILDING BRANDS
FOR LIFE. TODAY
AND FOR FUTURE
GENERATIONS.
PZ Cussons plc / Annual Report and Accounts 2023
FOR EVERYONE,
FOR LIFE, FOR GOOD.
Performance Highlights
Revenue
£656.3m
LFL revenue growth
1
6.1%
2
11.2%
9.1%
1
£5.7m
6.40p
11.23p
8.70p
See Key Performance Indicators / Page 49
2023
2022
2021
2023
2022
2021
9.1%
2023
2022*
2021*
11.23p
2023
2022
2021
6.1%
2023
2022
2021
2023
2022*
2021*
8.70p
2023
2022*
2021*
11.2%
2023
2022
2021
6.40p
Overview
Contents
Our strategy in action
How we report
Build
Brands
19
Serve
Consumers
20
Reduce
Complexity
21
Develop
People
22
Grow
Sustainably
23
Governance
01
Strategic Report Governance Financial Statements
DEAR SHAREHOLDER,
A Word from our Chair
02
Overvi ew
PZ Cussons and what attracted you
to the role?
of the business?
Q: What do you want to achieve over
in your role?
A:
A:
A:
A:
A:
03
Strategic Report Governance Financial Statements
FY23 REVENUE SPLIT
WE ARE A BRANDED
CONSUMER GOODS BUSINESS.
PZ Cussons at a Glance
MUST WIN BRANDS (48% OF FY23 REVENUE)
1
•
•
•
•
•
PORTFOLIO BRANDS (52% OF FY23 REVENUE)
1
•
•
•
•
£656.3m
nearly 140 yrs
6.1%
3
2,600+
4
By Category
17%
1%
51%
31%
19%
29%
13%
39%
04
Overvi ew
PZ CUSSONS ALLOWS INVESTORS TO CAPITALISE ON
ATTRACTIVE MARKET TRENDS IN THE CONSUMER GOODS
SECTOR, PARTICULARLY IN THE EMERGING MARKETS
OF ASIA AND AFRICA.
Our Investment Story
the business
management team
400m
12m
annually
Sources:
12%
1
05
Strategic Report Governance Financial Statements
The Year in Review
New award-winning campaigns
for iconic brands
Entering new markets
Responding to cost-of-living
pressures
New product development
Executive Leadership Team
JUN 2022
APR–JUL 2023
JUN 2022
APR 2023
JUN 2023
page 19
page 22
page 19
page 53
page 20
06
Overvi ew
People transformation
Better for all
credit facility
Childs Farm SlumberTime
PZ Cussons Board
of the Board of Directors
Future ready
OCT 2022 NOV 2022
FEB 2023
FY23
NOV 2022
page 25
page 19
page 24
page 187
Serve Consumers
page 03
07
Strategic Report Governance Financial Statements
STRATEGIC
REPORT
08
OUR VALUES.
BOLD
STRIVING
ENERGETIC
TOGETHER
09
+12%
+47%
96%
Chief Executive’s Review
RETURNING
THE GROUP TO
SUSTAINABLE
GROWTH.
We are now approaching three years into our strategy
and we have continued to make good progress. We
have sought to regain our focus on the consumer while
re-investing in our brands and building capabilities.”
Jonathan Myers
10
Overvi ew
1
in
and loyalty
£300m
2
Longer term, we continue to build towards
a higher growth, higher margin, simpler
and more sustainable business.”
Jonathan Myers
11
Strategic Report Governance Financial Statements
•
•
•
•
3
Chief Executive’s Review continued
12
Overview
Jonathan Myers
On behalf of the Board, I would like to thank the PZ Cussons teams
worldwide for their continued energy and tenacity in these
challenging conditions and our suppliers and customers for
their valued partnership.”
Jonathan Myers
13
Strategic Report Governance Financial Statements
Business Model
WE BUILD BRANDS
WHICH ENABLES US TO
CREATE VALUE FOR ALL
OUR STAKEHOLDERS.
OUR COMPETITIVE ADVANTAGE
Our people
WHAT WE DO
Advertising and
marketing
distribution
14
Overview
THE VALUE WE CREATE
innovation
15
Strategic Report Governance Financial Statements
Our Markets
WE ARE WELL-POSITIONED
TO DRIVE GROWTH
THROUGH OUR MULTI-LOCAL
APPROACH, WITH OUR
LOCALLY-LOVED BRANDS.
LOCALLY-LOVED BRANDS OUR PRIORITY MARKETS ARE:
Indonesia
•
•
•
•
•
•
•
KEY SUB-CATEGORIESCATEGORIES MUST WIN BRANDS
Hygiene
Baby
Beauty
16
Overview
MACRO TRENDS AFFECTING OUR BUSINESS
DYNAMIC MARKET SIZE
FOCUS ON BABY PERSONAL CARE
DEVELOPING MARKETS DRIVEN BY VOLUME GROWTH
•
•
DEVELOPED MARKETS DRIVEN BY PREMIUMISATION
•
•
Macro-economic
environment
Our response
1
2
Channel
disruption
Technology
Sustainability
Developing
markets
GLOBAL CONSUMER TRENDS
‘PLAY AND EXPLORATION’ ‘PROTECT AND NURTURE’ ‘SUSTAINABLE’
£3.5bn
17m
17
Strategic Report Governance Financial Statements
Our Strategy
WE BUILD BRANDS TO
SERVE CONSUMERS BETTER,
WITH HYGIENE, BABY AND
BEAUTY AT OUR CORE.
OUR STRATEGY CAN THEREFORE BE SUMMARISED ACROSS FIVE FOCUS AREAS:
STRATEGY OVERVIEW
Focus on Must Win Brands
WHERE TO PLAY
HOW TO WIN
BUILD
BRANDS
SERVE
CONSUMERS
REDUCE
COMPLEXITY
DEVELOP
PEOPLE
GROW
SUSTAINABLY
4 PRIORITY MARKETS
18
Overview
BUILD
BRANDS
INVESTING IN OUR BRANDS TO DRIVE
AWARENESS AND CONSUMER LOYALTY
19
Strategic Report Governance Financial Statements
Our Strategy continued
SERVE
CONSUMERS
Winning in traditional
trade in Nigeria and online
•
• Dachshund Through the Snow
WINNING WHERE THE SHOPPER SHOPS
20
Overview
to Manchester
REDUCE
COMPLEXITY
•
•
•
1,008
2
17
SIMPLIFYING OUR OPERATIONS
AND PORTFOLIO TO IMPROVE
RETURNS AND REDUCE RISK
£2–3million
21
Strategic Report Governance Financial Statements
Our Strategy continued
DEVELOP
PEOPLE
the Africa Consumer Business and is
How would you sum up your role?
NINGCY:
OGHALE:
100 days in the role?
NINGCY:
OGHALE:
What excites you most about your new role?
NINGCY:
OGHALE:
INVESTING IN OUR TEAMS TO
STRENGTHEN CAPABILITIES
businesses.
22
Overview
NEW BOTTLE
REFILLS LAUNCH
Format uses
PACK MIX
MORNING FRESH PLASTIC GRAMS PER KG
Auto Launch New Cap
1 2
GROW
SUSTAINABLY
Our Group Sustainability Goals.
33%
virgin plastic
reduction by 2030
100%
recyclable, reusable or
compostable packaging
by 2030
100%
paper by 2025
ACTING IN THE RIGHT WAY
FOR LONG-TERM GROWTH
23
Strategic Report Governance Financial Statements
People and Culture
PRIORITISING PEOPLE
AT PZ CUSSONS.
Early careers:
Leaders at all levels:
We have a powerful PZ Cussons purpose,
‘For everyone, for life, for good’, championing
the wellbeing of our consumers: people,
families and communities everywhere.”
24
Overvi ew
Events:
Global Engagement Survey 2023
PZ Cussons
88%
PZ Cussons as a great
85%
25
Strategic Report Governance Financial Statements
Sustainability
IT’S IN THE DNA OF PZ CUSSONS TO
BE A FORCE FOR POSITIVE CHANGE.
Board
(
Decision, collaboration
Delivery
page 28
page 30
page 40
26
Overview
OUR BETTER FOR ALL FRAMEWORK.
We continue to use our Environmental and Social
Impact framework Better For All to steer our progress.
Our governance system forms an important part of
Cussons to work collectively towards our ESG targets.”
27
Strategic Report Governance Financial Statements
Sustainability continued
FOR EVERYONE.
2022–23
0 0 0 0 0 0 0
1
13 3 2 1
2
0.02
3
1.15
28
Aligning to the SDGs
29
Sustainability continued
FOR LIFE.
88.4%
96%*
30
1
2
3
2
2
22% of our
emissions
Scope 3
calculated
NA
31
4
UK Total
Scope 1
4
2
642
Scope 2
4
2
676
2
0 0 0
Total Scopes 1 & 2
4
2
2
642
2
0.31 5.50 4.52
2
5
0 0 0
Scope 3
6
205
NA
NA
NA
2
Sustainability continued
For Life continued
32
UK Total
Scope 1
2
642
Scope 2
2
676
2
0 0 0
Total Scopes 1 & 2
2
2
642
2
0.31 8.61 5.96
2
0 0 0
Scope 3
205
NA
NA
NA
Cat 15 Investments
1
33
Sustainability continued
For Life continued
3
34
TASKFORCE ON CLIMATE-RELATED
FINANCIAL DISCLOSURES (TCFD).
35
Sustainability continued
For Life continued
Taskforce on Climate-related Financial Disclosures (TCFD) continued
Strategy
•
•
•
2
36
PHYSICAL RISKS
MT
LT
and decreased revenue as a
L
L
LT
L
L
L L L
ST MT LT
37
Sustainability continued
For Life continued
TRANSITION RISKS
ST
MT
L L M
L L L
ST
MT
See scope 1 above. See scope 1 above.
L
See scope 1 above.
L L M
ST
MT
L
L L L
Cost of energy
ST
MT
Net Zero
L L L
To minimise the risk of increased cost
L L L
38
OPPORTUNITY
ST
MT
LT
L L L
L L L
L
M
39
Sustainability continued
FOR GOOD
•
•
•
•
CODE OF ETHICAL CONDUCT
40
Animal testing
MODERN SLAVERY ACT AND SUPPLIER CODE OF CONDUCT
41
Non-Financial and Sustainability Information Statement
A1
Society
as appropriate.
42
Overview
Section 172(1) Statement
CREATING A DIALOGUE
WITH OUR STAKEHOLDERS.
OUR APPROACH TO DOING BUSINESS IS FOUNDED ON THE PRINCIPLE OF CREATING
SUSTAINABLE VALUE FOR ALL OUR STAKEHOLDERS.
Section 172(1) factor (a) to (f) Relevant disclosures Page number or website
(a) Consequence of any
decision in the long-term
•
•
•
•
•
•
•
•
(c) the need to foster the company’s
business relationships with suppliers,
customers and others
•
•
•
(d) the impact of the company’s operations
•
•
•
•
(e) the desirability of the company
maintaining a reputation for high
standards of business conduct
•
•
(f) the need to act fairly as between
members of the company
•
• AGM
•
•
43
Strategic Report Governance Financial Statements
Section 172(1) Statement continued
WHY WE ENGAGE
KEY PRIORITIES
HOW THE GROUP ENGAGES
BOARD ACTIVITY/
HOW THE BOARD ENGAGES
STRATEGIC OBJECTIVE
PRIORITIES FOR
THE YEAR AHEAD
•
•
•
•
•
• Customer service
•
•
•
• Market research
•
•
•
•
site visits
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Customers and Consumers Employees
44
Overvi ew
•
•
•
• Not to increase costs
•
•
•
•
•
•
•
•
society
•
•
•
•
•
•
•
•
•
Distributors and Suppliers Communities
• To understand their investment
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
• Ad hoc investor events
•
•
•
•
•
•
Investors
Serve Consumers
45
Strategic Report Governance Financial Statements
Section 172(1) Statement continued
Investors
46
Overvi ew
Investors
47
Strategic Report Governance Financial Statements
Investors
Section 172(1) Statement continued
48
Overvi ew
Key Performance Indicators
HOW WE MEASURE
OUR PERFORMANCE.
PERFORMANCE HIGHLIGHTS
Revenue
1
£656.3m
11.23p
2023
2022
2021
LFL revenue growth
2
9.1%
6.1%
2023
2022*
2021*
2023
2022*
2021*
2023
2022
2021
LFL revenue growth
6.1%
49
Key Performance Indicators continued
PERFORMANCE HIGHLIGHTS CONTINUED
1
2
Indicator of the return on
£5.7m
11.2%
8.70p
6.40p
2023
2022
2021
11.2%
2023
2022
2021
2023
2022*
2021*
2023
2022*
2021*
50
SUSTAINABILITY HIGHLIGHTS
81%
7.8%
£69.9m
>90%
code of conduct
page 24
page 30
page 41
51
Strategic Report
Financial and Operating Review
GROUP PERFORMANCE
OVERVIEW OF GROUP FINANCIAL PERFORMANCE
52
Overvi ew
PERFORMANCE
BY GEOGRAPHY
205.8
n/a
29.3
14.2%
0.4
0.2%
2
in
190.7
4.4% n/a
27.5
14.4%
29.6
15.5%
3
53
Strategic Report Governance Financial Statements
Financial and Operating Review continued
256.3
13.4% n/a
37.2
14.5%
48.3
18.8%
54
Overvi ew
Naira
5
Average FX rates
revenue
GBP 27% 1.00
NGN 35% 536
14% 1.78
11%
7% 1.20
Other 6% –
Total
6
100% – – 15.7
Africa revenue
•
•
55
Strategic Report Governance Financial Statements
Financial and Operating Review continued
2023
£m
Group
59.7
13.6
73.3
656.3
9.1%
11.2%
0.4
28.9
29.3
205.8
0.2%
14.2%
29.6
27.5
190.7
15.5%
14.4%
48.3
37.2
256.3
18.8%
14.5%
56
Overvi ew
2023
£m
61.8
12.3
74.1
2023
£m
61.8
12.1
7.0
12.3
91.1
1.3
92.4
2023
pence
8.70
2.53
11.23
8.67
2.52
11.19
8.70
2.53
11.23
8.67
2.52
11.19
As at
31 May 2023
£m
127.4
129.0
–
256.4
Current asset investments 0.5
5.7
2023
£m
76.6
69.9
57
Strategic Report Governance Financial Statements
Risk Management and Principal Risks
HOW WE
MANAGE RISK.
Board of Directors
Oversees the consistent
58
Overvi ew
•
•
•
•
•
reported
These risks are then assessed
then planned
59
Strategic Report Governance Financial Statements
Risk Management and Principal Risks continued
60
Overvi ew
61
Strategic Report Governance Financial Statements
Risk Management and Principal Risks continued
RISK 1: IT AND INFORMATION SECURITY
Trend:
•
•
•
•
•
•
•
•
•
•
TREND
LINK TO STRATEGY
62
Overvi ew
RISK 2: TALENT DEVELOPMENT AND RETENTION
Trend:
•
•
•
•
•
•
•
•
•
63
Strategic Report Governance Financial Statements
Risk Management and Principal Risks continued
RISK 3: FINANCIAL CONTROLS (FOREIGN EXCHANGE,
TREASURY AND TAX)
Trend:
•
•
•
•
•
•
TREND
LINK TO STRATEGY
64
Overvi ew
RISK 4: CONSUMER AND CUSTOMER TRENDS
Trend:
•
•
•
•
•
•
RISK 5: LEGAL AND REGULATORY COMPLIANCE
Trend:
•
•
•
•
•
•
•
65
Strategic Report Governance Financial Statements
Risk Management and Principal Risks continued
RISK 6: BUSINESS TRANSFORMATION
Trend:
•
•
focus on our Must Win Brands
•
the consumer
•
•
•
•
•
•
RISK 7: MARKET AND ECONOMIC DISRUPTION,
INCLUDING EMERGING MARKETS
Trend:
•
•
•
•
•
•
TREND
LINK TO STRATEGY
66
Overvi ew
RISK 8: HEALTH AND SAFETY
Trend:
•
•
•
•
•
RISK 9: SUSTAINABILITY AND THE ENVIRONMENT
Trend:
•
•
•
•
•
•
•
•
67
Strategic Report Governance Financial Statements
Risk Management and Principal Risks continued
RISK 10: SUPPLY CHAIN AND LOGISTICS
Trend:
•
•
•
•
•
TREND
LINK TO STRATEGY
68
Overvi ew
Viability and Going Concern
•
•
•
•
69
Strategic Report Governance Financial Statements
M&C spend –
trends
2. TALENT DEVELOPMENT
increase
security
the environment
Risk Management and Principal Risks continued
70
Overvi ew
71
Strategic Report Governance Financial Statements
GOVERNANCE
72
OUR ENERGETIC
VALUE IN ACTION.
OUR BOLD
VALUE IN ACTION.
WE ARE UP FOR EVERY CHALLENGE
•
•
•
WE ENGAGE WITH COURAGE AND AUTHENTICITY
•
•
•
73
Governance
A DIVERSE AND
EXPERIENCED BOARD.
N
Other
R
D
E
N
Chair
E
A
N
A
N
R
A
N
E
N
R
Our Board
74
Overvi ew
2022
the
•
•
2019
•
2020*
2020
•
•
2021
•
2021*
2016
2021
Directors’ core areas of expertise
5
75
Governance Financial StatementsStrategic Report
Our Executive Leadership Team
A STRENGTHENED EXECUTIVE
LEADERSHIP TEAM.
76
Overvi ew
Secretary
77
Governance Financial StatementsStrategic Report
Chair’s Introduction to Governance
DEAR SHAREHOLDER
•
•
•
•
78
Overvi ew
2023 FOCUS AREAS.
Chair
succession
Board
evaluation
Strategy
delivery
Audit
tender
Remuneration
policy
Nigeria
Pages 96 to 101
Pages 104 to 109
Pages 102 to 103
Pages 90 to 95
79
Governance Financial StatementsStrategic Report
Board Activity at a Glance
Serve Consumers
2022 Strategy day
•
•
•
•
•
•
•
• Customers/Consumers
• Investors
•
•
• Investors
•
•
• Investors
•
• Investors
• Customers
•
• Investors
•
•
•
•
80
Overvi ew
• Investors
•
• Investors
•
• Investors
• Investors
•
• Community
Budget approval •
• Investors
• Investors
• Investors
•
• Investors
• Investors
•
• Community
• Customers/Consumers
• Investors
•
•
• Investors
Page 18
Page 43
81
Governance Financial StatementsStrategic Report
Annual Report and Accounts Reference
A •
B •
C
and Board resources
•
D •
E
•
•
Corporate Governance Statement 2023
82
Overvi ew
•
•
•
•
•
•
•
•
•
•
•
83
Governance Financial StatementsStrategic Report
Annual Report and Accounts Reference
F • Our Board
G
• Our Board
•
• Our Board
I •
Board roles
Role
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Corporate Governance Statement 2023 continued
84
Overvi ew
Role
•
•
•
•
•
•
•
•
85
Governance Financial StatementsStrategic Report
Corporate Governance Statement 2023 continued
and meet current and
THE BOARD
THE EXECUTIVE LEADERSHIP TEAM (ELT)
THE BOARD DELEGATES RESPONSIBILITY FOR CERTAIN MATTERS TO ITS PRINCIPAL COMMITTEES*
86
Overvi ew
1
2022
2
6/6
2020
2021
2016
Kirsty Bashforth 2019
3
2020
2021
2021
•
•
•
•
•
•
•
87
Governance Financial StatementsStrategic Report
Corporate Governance Statement 2023 continued
Annual Report and Accounts See page
J • Our Board •
K
•
•
• Our Board
•
•
•
L • •
Tenure
88
Overvi ew
Annual Report and Accounts See page
M
• •
N
•
•
•
•
O
•
•
•
•
Annual Report and Accounts See page
P
•
•
•
•
Q
• •
R •
•
89
Governance Financial StatementsStrategic Report
Nomination Committee Report
THIS YEAR THE COMMITTEE HAS
LED THE PROCESS FOR CHAIR
SUCCESSION AND REVIEWING THE
EFFECTIVENESS OF THE BOARD.
Committee membership and attendance
1
2022 1/1
2
3/3
2016 3/3
Kirsty Bashforth 2019 3/3
3
3/3
* 2023
* 2023
* 2023
•
•
•
•
DEAR SHAREHOLDERS,
90
Overview
Committee role
•
•
•
Board vacancies
•
•
•
Priorities for 2024
•
•
•
•
91
Governance Financial StatementsStrategic Report
Nomination Committee Report continued
*
92
Overview
•
•
•
•
•
•
93
Governance Financial StatementsStrategic Report
Nomination Committee Report continued
Process
•
•
•
•
•
succession
•
Performance Indicators for the Board
•
YEAR 1
YEAR 2
YEAR 3
94
Overview
Percentage
of the Board
Percentage
Men 5 62.5% 3 10 66.7%
Women 3 37. 5% 1 5 33.3%
0 – 0 0 –
0 – 0 0 –
Percentage
of the Board
Percentage
7 87.5% 4 12 80%
0 – 0 0 –
1 12.5% 0 2 13.3%
0 – 0 1 6.7%
0 – 0 –
0 – 0 0 –
95
Governance Financial StatementsStrategic Report
Audit and Risk Committee Report
THE COMMITTEE HAS CONTINUED
TO FOCUS ON EMBEDDING
PROCESSES AND CONTROLS.
DEAR SHAREHOLDERS,
•
•
Committee membership and attendance
2020
2016
1
2021
96
Overview
Committee role
•
•
•
•
•
•
Priorities for 2024
•
•
•
•
•
•
•
•
•
•
resource
•
•
97
Governance Financial StatementsStrategic Report
Audit and Risk Committee Report continued
CONTINUED
•
•
•
•
•
•
•
•
•
•
98
Overview
Controls
TCFD
Internal control structure
•
•
•
•
•
•
•
99
Governance Financial StatementsStrategic Report
Audit and Risk Committee Report continued
CONTINUED
100
Overview
•
statutory audit
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
101
Governance Financial StatementsStrategic Report
Environmental and Social Impact Committee Report
THE COMMITTEE MADE
SIGNIFICANT PROGRESS IN
STRENGTHENING THE COMPANY’S
ENVIRONMENTAL AND SOCIAL
IMPACT ACTIVITY.
DEAR SHAREHOLDERS,
Committee membership and attendance
1
2022 3/3
2
2022 2/2
3
2022 3/3
2022 3/3
2022 3/3
2022 3/3
Kirsty Bashforth 2022 3/3
2022 3/3
2022 3/3
2022 3/3
102
Overview
ES strategy
Committee role
•
•
•
•
Priorities for 2024
•
•
•
•
103
Governance Financial StatementsStrategic Report
Remuneration Committee Report
IN LINE WITH ITS DELEGATION FROM THE BOARD, THE
COMMITTEE SETS THE COMPANY’S REMUNERATION POLICY
FOR APPROVAL BY SHAREHOLDERS AND IS RESPONSIBLE
FOR THE TERMS AND CONDITIONS OF THE REMUNERATION
OF MEMBERS OF THE BOARD AND THE EXECUTIVE
LEADERSHIP TEAM (ELT).
DEAR SHAREHOLDERS,
•
•
•
•
Committee membership and attendance
Kirsty Bashforth 2019 5/5
1
2020
2021
2021 5/5
104
Overview
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Committee role
•
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•
105
Governance Financial StatementsStrategic Report
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Remuneration Committee Report continued
106
Overview
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107
Governance Financial StatementsStrategic Report
Salary
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Directors receive market
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•
Remuneration Committee Report continued
108
Overview
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vested shares from current PSP
109
Governance Financial StatementsStrategic Report
Our
Base salary
•
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•
Remuneration Policy
110
Overview
Our
Base salary
•
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111
Governance Financial StatementsStrategic Report
Remuneration Policy continued
deferred annual
•
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Other aspects
112
Overview
deferred annual
•
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•
•
Other aspects
113
Governance Financial StatementsStrategic Report
Remuneration Policy continued
Legacy awards
•
•
Other aspects
Jonathan Myers
Minimum
114
Overview
Other aspects
Sarah Pollard
Minimum
115
Governance Financial StatementsStrategic Report
Remuneration Policy continued
0%
0% 100% of award
100% award
1 May 2020
•
•
•
•
•
116
Overview
Death
Any other reason
Death
Any other reason
Any other reason
117
Governance Financial StatementsStrategic Report
Remuneration Policy continued
1
2
31 March 2023
Kirsty Bashforth
3
31 March 2026
118
Overview
Report on the Directors’ Remuneration
1
2023
2022
2
2023
2022
Pension
3
2023
2022
2023
2022
Bonus
2023
2022
PSP
5
2023
2022
Other 2023
2022
2023
2022
Total 2023
2022
8
1
2023
2022
2
2023
2022
Other 2023
2022
Total 2023
2022
119
Governance Financial StatementsStrategic Report
Chair
1
2
Report on the Directors’ Remuneration continued
120
Overview
•
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•
•
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•
121
Governance Financial StatementsStrategic Report
1
DBSP 2021
DBSP 2021
•
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•
Report on the Directors’ Remuneration continued
122
Overview
plan
1
123
Governance Financial StatementsStrategic Report
Report on the Directors’ Remuneration continued
Threshold target
Threshold target
•
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•
124
Overview
•
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•
•
held at 31 May 2023
at 31 May 2023
at 31 May 2023
1
Value of shares held at
31 May 2023 as a
56.35%
28.28%
1
125
Governance Financial StatementsStrategic Report
Report on the Directors’ Remuneration continued
1
2013 2015 2016 20212019 20222020 2023
50
100
150
200
250
300
126
Overview
2022–23 80.1% 20%
n/a
n/a
1
660 n/a n/a
2023
£m
%
84.7
26.8
1
74.1
127
Governance Financial StatementsStrategic Report
Report on the Directors’ Remuneration continued
3.5% 3.4% 8.7% 9.1% 44.4%
0.0% 0.2% 0.3% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0% 0.0%
Bonus 41.6% 52.4% 62.7%
Bonus n/a n/a n/a n/a n/a n/a n/a
n/a
n/a n/a
Bonus n/a n/a n/a n/a n/a n/a n/a
2022–23 A 18 29 44
A 15 23 30
A 19 29
A 660 9 13 19
128
Overview
2023 Salary Total pay
•
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•
129
Governance Financial StatementsStrategic Report
Report on the Directors’ Remuneration continued
July 2022 •
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August 2022 •
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January 2023 •
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March 2023 •
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May 2023 •
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130
Overview
% %
% %
By order of the Board of Directors
131
Governance Financial StatementsStrategic Report
1
2
3
5
6
9
10
11
12
13
Kirsty Bashforth
1
Report of the Directors
132
Overview
2023
Kirsty Bashforth
3
–
5
Notes:
% %
14.70%
11.50%
7.27%
4.92%
4.94%
4.65%
4.36%
3.57%
133
Governance Financial StatementsStrategic Report
•
•
•
Research and
Greenhouse
Report of the Directors continued
134
Overview
2023
No. % % % % %
726 27
73
74 40 61 36 51 32 35
109 60 109 110 125 65 150 66
Board Directors 3 33 3 50 3
Board Directors 6 67 5 56 50 5 62
the Group
135
Governance Financial StatementsStrategic Report
Report of the Directors continued
Purchase of own shares
•
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•
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•
136
Overview
•
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•
137
Governance Financial StatementsStrategic Report
FINANCIAL
STATEMENTS
138
OUR TOGETHER
VALUE IN ACTION.
OUR STRIVING
VALUE IN ACTION.
WE ARE TOGETHER AND IT GIVES US STRENGTH
•
•
•
WE WORK WITH RESILIENCE AND DETERMINATION
•
•
•
139
Independent Auditor’s Report
To the Members of PZ Cussons plc
•
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•
140
Overview
•
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141
Strategic Report Governance Financial Statements
continued
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•
Independent Auditor’s Report continued
To the Members of PZ Cussons plc
142
Overview
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143
Strategic Report Governance Financial Statements
Independent Auditor’s Report continued
To the Members of PZ Cussons plc
144
Overview
Full audit scope
Revenue Adjusted PBT Total assets
67%
72%
74%
6%
21%
11%
20%
12%
17%
•
•
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•
145
Strategic Report Governance Financial Statements
•
•
•
Independent Auditor’s Report continued
To the Members of PZ Cussons plc
146
Overview
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147
Strategic Report Governance Financial Statements
continued
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Independent Auditor’s Report continued
To the Members of PZ Cussons plc
148
Overview
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149
Strategic Report Governance Financial Statements
16. Use of our report
Statutory Auditor
Independent Auditor’s Report continued
To the Members of PZ Cussons plc
150
Overview
Notes
2023 2022 (restated)
Business
performance
excluding
adjusting
items
£m
Adjusting
items
(note 3)
£m
Statutory
results
£m
Business
performance
excluding
adjusting
items
£m
Adjusting
items
(note 3)
£m
Statutory
results
£m
Continuing operations
Revenue 2 656.3 – 656.3 592. 8 – 592. 8
Costofsales (39 9. 0 ) – (39 9. 0 ) (3 6 5. 3 ) – (3 6 5. 3 )
Gross profit 2 57. 3 – 2 5 7. 3 2 2 7. 5 – 2 2 7. 5
Sellinganddistributioncosts (10 5 . 3 ) – (1 0 5 . 3 ) (9 0 . 3 ) – (9 0 . 3 )
Administrativeexpenses (8 6 . 2 ) (13.6 ) (99. 8 ) (76. 7 ) (1 . 3 ) (78.0 )
Shareofresultsofjointventures 12 7. 5 – 7. 5 6.6 – 6.6
Operating profit 2 73.3 (13.6 ) 59.7 6 7. 1 (1 . 3 ) 65. 8
Finance income 14.1 1.3 15.4 2 .7 – 2 .7
Finance costs (13.3 ) – (13.3 ) (4.0 ) – (4. 0 )
Net finance income/(costs) 6 0.8 1.3 2.1 (1 . 3 ) – (1 . 3 )
Profit before taxation 74 . 1 (12.3 ) 61. 8 65. 8 (1. 3 ) 6 4.5
Taxation 7 (2 0. 1 ) 4.7 (1 5 . 4 ) (1 2 . 8 ) (0 . 3 ) (1 3 . 1 )
Profit for the year from continuing operations 4 54.0 (7. 6 ) 4 6.4 53.0 (1 . 6 ) 51 . 4
Discontinued operations
Lossfromdiscontinuedoperations – – – (1 . 8 ) – (1 . 8 )
Profit for the year 54.0 (7. 6 ) 4 6.4 51 . 2 (1 . 6 ) 49.6
Attributable to:
OwnersoftheParent 4 7. 0 (10.6 ) 36.4 50.8 (2.9 ) 4 7. 9
Non-controllinginterests 7. 0 3.0 10.0 0.4 1.3 1.7
pence pence pence pence pence pence
Earnings per share for continuing and
discontinued operations
Basicearningspershare 9 11. 2 3 (2 . 5 3 ) 8 .7 0 1 2. 14 (0 . 69 ) 11.45
Dilutedearningspershare 9 11. 19 (2 . 5 2 ) 8. 67 12.07 (0. 6 9 ) 11.38
Earnings per share for continuing operations
Basicearningspershare 9 11. 2 3 (2 . 5 3 ) 8 .7 0 12.57 (0. 69 ) 11. 8 8
Dilutedearningspershare 9 11. 19 (2 . 5 2 ) 8. 67 12. 50 (0 . 69 ) 11. 81
Refertonote1(c)fordetailsoftheprioryearrestatements.
Consolidated Income Statement
For the year ended 31 May 2023
151
Strategic Report Governance Financial Statements
Notes
2023
£m
2022
(restated)
£m
Profit for the year 46.4 49. 6
Other comprehensive (expense)/income
Items that will not be reclassified subsequently to profit or loss
Remeasurementofretirementandotherlong-termemployeebenefitobligations 21 (3 2 . 8 ) 3 7. 4
Deferredtaxchargeonremeasurementofretirementandotherlong-termbenefitobligations 19 7. 4 (8 . 4 )
Total items that will not be reclassified to profit or loss (25 . 4 ) 29.0
Items that may be reclassified subsequently to profit or loss
Exchangedifferencesontranslationofforeignoperations (21 .7 ) 21 .7
Cashflowhedges–fairvaluemovementsnetofamountsreclassified 17 0.4 0.2
Reclassificationofexchangedifferencesonrepaymentofpermanentasequityloans(netoftaxation) – (2 .7 )
Reclassificationofreservesondisposals – 0.1
Total items that may be reclassified subsequently to profit or loss (21 . 3 ) 19.3
Other comprehensive (expense)/income for the year net of taxation (4 6 .7 ) 48.3
Total comprehensive (expense)/income for the year (0 . 3 ) 9 7. 9
Attributable to:
OwnersoftheParent (6. 9 ) 9 4.3
Non-controllinginterests 6.6 3.6
(0 . 3 ) 9 7. 9
Refertonote1(c)fordetailsoftheprioryearrestatements.
Consolidated Statement of Comprehensive Income
For the year ended 31 May 2023
152
PZ Cussons plc / AnnualReportandAccounts2023
Overview
Notes
2023
£m
2022
(restated)
£m
2021
(restated)
£m
Assets
Non-current assets
Goodwillandotherintangibleassets 10 31 2 .7 333.9 293.6
Property,plantandequipment 11 74 . 3 82.9 91.5
Right-of-useassets 25 12.5 16 .9 11.7
Netinvestmentsinjointventures 12 52. 0 45.4 34.2
Deferredtaxassets 19 7. 5 4. 5 5.9
Currenttaxreceivable – 1.2 1 .7
Retirementbenefitsurplus 21 38.5 69. 3 33.6
Current assets
Inventories 14 11 2 .9 111. 8 91 .1
Tradeandotherreceivables 15 119. 1 105.0 11 0 .7
Derivativefinancialassets 17 1.0 0 .7 1.0
Currenttaxreceivable 1.0 2.6 1 5.3
Current asset investments 0.5 0.5 0.3
Cashandcashequivalents 16 256.4 163. 8 8 7. 0
Assetsheldforsale 13 – 3.4 7. 6
Total assets 988.4 941.9 78 5.2
Equity
Sharecapital 22 4.3 4. 3 4.3
Ownshares 22 (3 6 . 9 ) (4 0. 0 ) (4 0. 0 )
Capitalredemptionreserve 0.7 0 .7 0 .7
Hedgingreserve 0.2 (0 . 2 ) (0 .4 )
Currencytranslationreserve (89. 0 ) (69 . 2 ) (8 7. 4 )
Retainedearnings 511 .7 528 . 5 478.1
Other reserves 4.6 2.9 0.9
Attributable to owners of the Parent 395.6 4 2 7. 0 356.2
Non-controllinginterests 26.5 21.9 18 .8
Total equity 422.1 4 4 8 .9 375.0
Consolidated Balance Sheet
As at 31 May 2023
153
Strategic Report Governance Financial Statements
Notes
2023
£m
2022
(restated)
£m
2021
(restated)
£m
Liabilities
Non-current liabilities
Borrowings 16,17 2 51 . 2 174 . 0 118 .0
Otherpayables 18 4.1 4.5 0. 3
Leaseliabilities 25 11. 3 14. 0 8 .7
Deferredtaxliabilities 19 76. 9 91 .7 74 . 2
Retirementandotherlong-termemployeebenefitobligations 21 12.4 13 .1 12.9
Current liabilities
Borrowings 16 – 0 .1 –
Tradeandotherpayables 18 182.2 163.9 150.9
Leaseliabilities 25 1.7 2.9 3.1
Derivativefinancialliabilities 17 0. 5 1.6 0.8
Currenttaxationpayable 25.6 21.6 35.2
Provisions 20 0.4 5.6 5.6
Liabilitiesdirectlyassociatedwithassetsheldforsale – – 0.5
Total liabilities 566.3 493. 0 41 0 . 2
Total equity and liabilities 988.4 941.9 78 5.2
Refertonote1(c)fordetailsoftheprioryearrestatements.
Theconsolidatedfinancialstatementsfrompages151to219wereapprovedbytheBoardofDirectorsandauthorisedforissueon
26September2023.
Theyweresignedonitsbehalfby:
J Myers S Pollard
26September2023
PZCussonsplc
Registerednumber00019457
Consolidated Balance Sheet continued
As at 31 May 2023
154
PZ Cussons plc / AnnualReportandAccounts2023
Overview
Notes
Attributable to owners of the Parent
Non-
controlling
interests
£m
Total
£m
Share
capital
£m
Own
shares
£m
Capital
redemption
reserve
£m
Hedging
reserve
£m
Currency
translation
reserve
£m
Retained
earnings
£m
Other
reserves
£m
As at 1 June 2021 –
as previously reported 4.3 (4 0 .0 ) 0.7 (0 .4 ) (8 7. 4 ) 474 . 6 0.9 18. 8 371. 5
Effectofprioryearadjustments 1(c) – – – – – 3.5 – – 3.5
Asat1June2021–asrestated 4.3 (4 0 .0 ) 0.7 (0 .4 ) (8 7. 4 ) 478 .1 0.9 18. 8 375.0
Profitfortheyear–asrestated – – – – – 4 7. 9 – 1 .7 49.6
Othercomprehensiveincome – – – 0.2 18.2 28.0 – 1.9 48.3
Total comprehensive
income for the year – – – 0.2 18.2 7 5.9 – 3.6 9 7. 9
Transactions with owners:
Ordinary dividends 8 – – – – – (2 5 . 5 ) – – (2 5 . 5 )
Share-basedpaymentexpense – – – – – – 2.0 – 2.0
Dividendsrelatingto
non-controllinginterests – – – – – – – (0 . 5 ) (0. 5 )
Total transactions with owners
recognised directly in equity – – – – – (2 5. 5 ) 2.0 (0 . 5 ) (24.0 )
As at 31 May 2022 4.3 (4 0 .0 ) 0.7 (0. 2 ) (6 9. 2 ) 528 . 5 2.9 21.9 4 4 8.9
As at 1 June 2022 4.3 (4 0 .0 ) 0.7 (0 . 2 ) (69 . 2 ) 528 .5 2.9 21. 9 448.9
Profitfortheyear – – – – – 36.4 – 10. 0 46.4
Transferbetweenreserves 1(c) – – – – (1 . 5 ) 1.5 – – –
Othercomprehensive
(expense)/income – – – 0.4 (1 8 . 3 ) (25 . 4 ) – (3. 4 ) (46 .7 )
Total comprehensive (expense)/
income for the year – – – 0.4 (1 9 . 8 ) 12 .5 – 6.6 (0. 3 )
Transactions with owners:
Ordinary dividends 8 – – – – – (2 6. 8 ) – – (2 6. 8 )
Share-basedpaymentexpense – – – – – – 1 .7 – 1.7
SharesissuedfromESOT 22 – 3.1 – – – (2 . 5 ) – – 0.6
Dividendsrelatingto
non-controllinginterests,
net of forfeitures – – – – – – – (2. 0 ) (2. 0 )
Total transactions with owners
recognised directly in equity – 3.1 – – – (2 9. 3 ) 1.7 (2 . 0 ) (2 6 . 5 )
As at 31 May 2023 4.3 (36 . 9 ) 0.7 0.2 (89. 0 ) 511. 7 4.6 26. 5 422 .1
Refertonote1(c)fordetailsoftheprioryearrestatements.
Consolidated Statement of Changes in Equity
For the year ended 31 May 2023
155
Strategic Report Governance Financial Statements
Notes
2023
£m
2022
£m
Cash flows from operating activities
Cashgeneratedfromoperations 24 76. 6 66.2
Interestpaid (11 . 8 ) (3. 5 )
Taxationpaid (15.6 ) (12 . 3 )
Net cash generated from operating activities 49. 2 5 0.4
Cash flows from investing activities
Interest received 11. 8 2.6
Investment income received – 0 .1
Purchaseofproperty,plantandequipmentandsoftware 10,11 (6.7 ) (8 . 2 )
Proceedsfromdisposalofplant,propertyandequipment 14.4 18 .6
Proceedsfromdisposalofbusinesses – 6.4
Acquisitionofsubsidiary 28 – (33. 6 )
Loansadvancedtojointventure (11 . 2 ) (1 2 . 6 )
Loanrepaymentsfromjointventure 11. 2 21. 0
Net cash generated from/(used in) investing activities 19. 5 (5.7 )
Cash flows from financing activities
DividendspaidtoCompanyshareholders 8 (26 . 8 ) (2 5. 5 )
Dividendspaidtonon-controllinginterests (2. 6 ) (0 . 5 )
Proceedsfromloansbyjointventure – 0.6
Repaymentofleaseliabilities 25 (2. 5 ) (4 . 0 )
Repaymentofloansandborrowingsfacility 16 (205.0 ) –
Proceedsfromloanandborrowingsfacility 16 28 3.0 56.0
Financingfeespaidoncommittedcreditfacility (2 . 8 ) –
Net cash generated from financing activities 43.3 26 .6
Net increase in cash and cash equivalents 112 .0 71. 3
Effectofforeignexchangerates 16 (1 9 . 3 ) 5.4
Cashandcashequivalentsatthebeginningoftheyear 16 16 3.7 8 7. 0
Cash and cash equivalents at the end of the year 16 256.4 16 3 .7
Consolidated Cash Flow Statement
For the year ended 31 May 2023
156
PZ Cussons plc / AnnualReportandAccounts2023
Overview
157
Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
CONTINUED
158
Overview
159
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
160
Overview
161
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
162
Overview
163
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
164
Overview
165
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
166
Overview
167
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
168
Overview
169
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
170
Overview
171
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
172
Overview
173
Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
174
Overview
175
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
176
Overview
177
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
178
Overview
179
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
180
Overview
181
Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
182
Overview
183
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
184
Overview
185
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
186
Overview
187
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
188
Overview
189
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
190
Overview
191
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
192
Overview
193
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
194
Overview
195
Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
196
Overview
197
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
198
Overview
199
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
200
Overview
201
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
202
Overview
203
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
204
Overview
205
Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
206
Overview
207
Strategic Report Governance Financial Statements
Notes to the Consolidated Financial Statements continued
208
Overview
209
Strategic Report Governance Financial Statements
CONTINUED
Notes to the Consolidated Financial Statements continued
210
Overview
Company Balance Sheet
As at 31 May 2023
2023
£m
63.2
5 –
63.2
Current assets
5 7.4
Investments 0.5
1.2
9.1
6
56.4
–
Net assets 56.4
4.3
0.7
–
Other reserve 3.7
84.6
56.4
J Myers S Pollard
211
Strategic Report Governance Financial Statements
£m
£m
£m
£m
£m
£m
£m
As at 1 June 2021 –
as reported
as restated
net movement
Shares issued from
Ordinary dividends 3
As at 31 May 2022 –
as restated 4.3 0.7 – 2.0 127.9 97.6
– – – – –
Ordinary dividends 3 – – – – –
– – – – 1.7 – 1.7
Shares issued from
– 0.4 – – – –
As at 31 May 2023 4.3 0.7 – 3.7 84.6 56.4
Company Statement of Changes in Equity
For the year ended 31 May 2023
212
Overview
•
•
•
•
•
•
•
•
•
•
•
•
•
Notes to the Company Financial Statements
213
Strategic Report Governance Financial Statements
CONTINUED
•
•
•
•
•
•
•
£m
£m
£m
£m
Investments
Net assets
Other reserve
Notes to the Company Financial Statements continued
214
Overview
215
Strategic Report Governance Financial Statements
CONTINUED
2023
£m
3.1
1.6
2023
£m
15.6
11.2
26.8
Notes to the Company Financial Statements continued
216
Overview
Cost
As at 31 May 2022 – as restated 90.7
1.7
As at 31 May 2023 92.4
–
As at 31 May 2023
As at 31 May 2023 63.2
As at 31 May 2022
Country of
England 100% 100%
England 100% 100%
217
Strategic Report Governance Financial Statements
2023
£m
–
Current
–
–
2.3
5.1
7.4
2023
£m
15.8
0.1
15.9
2023
000
£m
4.3
4.3
Notes to the Company Financial Statements continued
218
Overview
As at 1 June 2021
Transfers
As at 31 May 2022
–
Transfers
As at 31 May 2023
219
Strategic Report Governance Financial Statements
ADDITIONAL
INFORMATION
220
221
B Corp
BEST values
ELT
EPS
PZ Cussons Growth Wheel
SKUs
Glossary
222
Overview
Further Statutory and Other Information
M22 5TG
Kevin Massie
223
Notes
224
FSC LOGO WLT LOGO
PZ Cussons plc
Manchester Business Park
3500 Aviator Way
Manchester M22 5TG