Crest Nicholson Holdings plc
LEI: 213800ROIFXRRRKVQD25
Crest Nicholson Holdings plc ("the Company")
2016 ANNUAL INTEGRATED REPORT & NOTICE OF ANNUAL GENERAL MEETING
The Company released its preliminary results announcement for the year ended 31 October 2016 on 24 January 2017 and has today published its 2016 Annual Integrated Report for the same period, and Notice of the 2017 Annual General Meeting which is to be held on 23 March 2017.
These documents will shortly be available for inspection at the National Storage Mechanism which is located at http://www.morningstar.co.uk/uk/NSM. Hard copy versions have been posted to shareholders who have elected to receive them in paper form.
The Notice of Annual General Meeting and Annual Integrated Report are also available to view or download in pdf format from the Company's website at www.crestnicholson.com/investor-relations.
The Company's financial statements and extracts of the Strategic Report were included in the Company's preliminary results announcement. That information together with the Appendix to this announcement, which contains additional information that has been extracted from the Annual Integrated Report for the year ended 31 October 2016, constitute the material required to be communicated in unedited full text for the purposes of compliance with Disclosure Guidance and Transparency Rule 6.3.5. Page numbers and cross references in the extracted information refer to page numbers and cross references in the Annual Integrated Report.
For further information, please contact:
Kevin Maguire
Company Secretary
Crest Nicholson Holdings plc
+44 (0) 1932 580 555
13 February 2017
Appendix
Risk area |
Impact |
Controls and mitigation |
Adverse macro-economic climate, caused by uncertainty following the UK vote to leave the EU
General economic slowdown with wider global growth issues (especially China and the Eurozone) |
Uncertainty arising from policy, law or tax changes after the EU vote and government changes could affect both consumer demand and regulations in the market
Higher unemployment or fear of unemployment could undermine consumer confidence and reduce enthusiasm for purchasing a new home or the ability to secure a mortgage
|
Maintain review of economic and political environment and consider potential responses to changes in trading conditions
Consider exposure to specific areas (e.g. London) and broaden portfolio in more affordable areas |
Loss of income at housing associations due to budget changes to rents |
Returns on our strategic land holdings could be undermined; site starts could be delayed
|
Cascade s106 mechanisms to restore viability and continue to develop a balanced portfolio |
Pressure on cash headroom and generation due to: potential for delayed receipts in short term due to uncertainty over the UK leaving the EU; commitments to land and build obligations made ahead of certainty in revenue; high work-in-progress costs for new sites
|
Cash resources may be over-committed, leading to business disruption, reputational issues, covenant breaches, dividend loss and stakeholder dissatisfaction |
Robust cash management and borrowing/spending controls
Access to funding and use of alternative payment mechanisms
PRS offering potential for early cash generation |
Build cost inflation |
Increased build costs absorb or exceed higher sales prices
Margin squeeze disappoints Investors
Delivery uncertainty, as suppliers seek to 'price in' sales price inflation |
Use alternative suppliers and production methods
Robust contract arrangements to control costs
Leverage volume through long-term partnerships with strategic suppliers
|
Rapid and extensive changes to planning system and changes in political priorities combined with under resourcing in planning departments produce uncertainty, delays and potential challenges to viable development |
Delays in obtaining planning consents and operational starts
Land becomes unviable due to increased planning cost burden |
Work closely with key regulators and national/local decision makers
Regularly review the Strategic Land Portfolio to accurately forecast operational starts
Seek prior planning approval on significant projects
Influence new CIL viability testing and appraise costs
|
Costs not adequately controlled and managed; unforeseen cost increases |
Unreliable forecasting and sudden cost changes can erode margins
Pressure to maintain margins and control costs can impact on product quality |
Regular cost forecast reviews and increased standardisation in cost reporting
Early budget uploads and greater adherence to Agresso procedures
Quality standards set, met and reviewed
|
Cyber security breach |
Theft of personal and/or business data
Subject to external financial crime
Disruption to IT services, affecting business operation |
Robust virus protection and internet security
Web checking of internet traffic
Robust server set-up and annual cyber security breach tests
Education of employees on cyber security vulnerabilities and encryption of data
|
The Government's new Starter Homes policy (as currently drafted) |
Planning delays are likely as local authorities balance affordable provision and viability
Distortions in sales activity as purchasers seek to secure windfalls resulting from policy
Cash flow and ROCE implications of reduced upfront affordable housing funding; increased macroeconomic risk
|
Identify and prioritise most complex aspects of current draft and seek further amendment or clarity
Seek to move back towards original provisions, i.e. use of previously unallocated brownfield and 100% starter home offers
Work with HBF to establish a common understanding and set of proposals with other HBF members |
Help to Buy incentive scheme |
A reduction in size or eligibility criteria could reduce overall mortgage access impacting demand, sales values and rates of sale, which could undermine confidence in the market |
There are alternative incentives but these are less compelling
Maintain policy-maker awareness of construction sector economic contribution and need for first-time buyer incentives
High quality sales training to increase resilience and prepare for a tougher market
|
Rising complexity of projects |
Cost over-runs on complex projects can affect margins
Latent defects can generate extra costs and reputational damage, where new materials and systems have been deployed
Heightened expectations can result in rushed projects and subsequent problems |
Project Committee oversight and risk-based review by the Group Technical Director
Consultative and partnership approach at planning/ designing stage
Robust Crest Nicholson project management
New hurdle rate matrix addressing complexity and other risks
Increased focus on re-use of house types
|
Customer service falls significantly below targeted Crest Nicholson standard |
Cost of remediation in time and money
Loss of focus on more strategic activity and a lack of staff morale as pride in job is affected |
Robust inspection process and use of Priority 1 monitoring to ensure an efficient approach
Penalties for sub-contractors in cases of poor workmanship
Launch of Making Customers Feel Special and Valued learning programme
|
Employee retention and succession management
Experience gaps lead to poor outcomes |
Shortages of key staff in critical business areas can introduce cost, delays in bringing developments forward or quality issues, which can undermine shareholder confidence and erode customer satisfaction
Increased employee turnover can create instability and uncertainty
Skills and experience lost, including through retirement, are difficult to replace and loss of knowledge within the business can affect overall efficiency
|
Ensure competitive pay, benefits, incentives and bonuses
Improved succession planning in place, with formal succession plans drawn up
Maintaining strong apprentice and graduate programmes
Executive management and coaching creating more internal candidates |
Reputational damage from a major product failure or significant environmental, health or safety issue |
Injury or potential loss of life
Remediation costs
Loss of projects and associated revenues
Damage to Crest Nicholson brand
Potential civil or criminal prosecution |
Board leadership and scrutiny of health, safety and environment
Raising profile of health and safety across the Group and setting objectives annually
New approaches trialled prior to wider roll-out and product quality guidelines agreed and monitored
Training for all employees and awareness of industry product debates
|
Supply and quality of materials and/or labour fails to match desired production levels, affecting lead times, efficiency and cost |
Supply chain issues constrain output and impact on business performance
Adverse customer experience as build completion forecasting is difficult and subject to variation, which could mean mortgage offers expire and further delays to legal completions |
Dialogue with major suppliers to help with advance planning and call-off by divisions
Spread risk across suppliers, e.g. kitchen supply-and-fit contracts
Examine alternative production approaches, e.g. timber frame as opposed to blocks, and offsite manufacture
Maintain strong apprenticeship programme and encourage suppliers to do the same |
The Directors are responsible for preparing the Annual integrated report, the Directors' remuneration report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the Group financial statements in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union, and the parent Company financial statements in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework', in accordance with the Companies Act 2006. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period. In preparing these financial statements, the Directors are required to:
· select suitable accounting policies and then apply them consistently
· make judgements and accounting estimates that are reasonable and prudent
· state whether IFRSs as adopted by the European Union and applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the Group and parent Company financial statements respectively
· prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and enable them to ensure that the financial statements and the Directors' remuneration report comply with the Companies Act 2006 and, as regards the Group financial statements, Article 4 of the IAS Regulation. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
The Directors consider that the annual integrated report and accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's performance, business model and strategy.
Each of the Directors, whose names and functions are listed on page 52, confirm that, to the best of their knowledge:
· the Group financial statements, which have been prepared in accordance with IFRS as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit of the Group; and
· the Strategic report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal risks and uncertainties that it faces.
Having assessed the principal risks and the other matters discussed in connection with the Viability statement, the Directors considered it appropriate to adopt the going concern basis of accounting in preparing the financial statements.