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2021/22 annual report & accounts
A year of record revenue
and profits
Delivering against strategic
priorities ahead of schedule
Gaining market share in the
UK and France
Accelerating investments
for growth – digital, trade
proposition, Screwfix and
Poland expansion
Returning over £550m
to shareholders, including
dividends and ongoing £300m
share buyback programme
Ambitious new target set
for sales of sustainable
home products
Effective management of
product availability, supply
chain and inflation pressures
New trends in home
improvement and continued
strategy delivery supporting
long-term growth
Compact stores and rightsizing
Continuing to test new compact stores
and partnership models; announcing
10-year rightsizing target of up to 40
stores in UK and France
Trade proposition
Expansion of Screwfix in the UK & Ireland
and launch of Screwfix in France;
successful relaunch of TradePoint (in
B&Q) with 2-year LFL
1
sales growth of
33%, outperforming core B&Q; all banners
have launched actions to grow trade
customer penetration
Mobile-led and service innovations
New mobile apps for Castorama France
and Screwfix; self-checkout terminals
rolled out to one third of B&Q estate; new
3D kitchen and bathroom design tool;
roll-out of NeedHelp services
marketplace in key markets
Own exclusive brands (OEB)
Strong performance in outdoor, building,
tools and kitchens categories; innovating
through developing specific OEB for
different retail banners and extending
ranges to support choice; 32 new and
redeveloped OEB brands now being
implemented
Costs and inventory
Multi-year cost reduction programmes
mitigating against inflation pressures;
improved stock days and availability,
ready for peak trading periods
Powered
by Kingfisher:
strategic
progress
Responsible Business
On track to deliver new carbon reduction
targets to FY 25/26 (consistent with a
1.5°C trajectory); ambitious new target for
growth of Sustainable Home Product
sales
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E-commerce
Accelerated use of store assets for faster
click & collect (C&C) and last-mile
delivery, including launching one-hour
delivery with Screwfix Sprint; new scalable
e-commerce marketplace model
launched (at B&Q initially) to enhance
choice for customers
Highlights
Visit www.kingfisher.com
1. Alternative Performance Measure (APM). See the Glossary on pages 190-192 for definitions and
reconciliations of APMs.
Financial highlights
and key performance
indicators (KPIs)
Net debt
2
toEBITDA
2
Notes
1.0x
2020/21: 0.9x
1. Variance in constant currency
2. Alternative performance measure (APM). See
the Glossary on pages 190-192 for definitions
and reconciliations of APMs.
3. The Board has proposed a total dividend per
share of 12.40p in respect of FY 21/22,
comprising an interim dividend of 3.80p in
respect of the six months ended 31 July 2021 (FY
20/21 interim dividend: 2.75p) and a final dividend
of 8.60p (FY 20/21 final dividend: 5.50p).
Evaluation of KPIs against our strategy can be
found in the Financial review on pages 34-41
Adjusted pre-tax profit
2
/ margin
£949m
+20.9%
+7.2%
+80bps
Sales
£13,183m
+6.8%
+9.9%
1
LFL
2
Gross profit / margin
2
£4,935m
+7.9%
37.4%
+30bps
Total dividend
3
12.40p
+50.3%
2020/21: 8.25p
Net (decrease) /
increase in cash
£(237)m
2020/21: £881m
Free cash flow
3
£385m
2020/21: £938m
Net debt
2
£(1,572)m
2020/21:
£(1,394)m
Strategic report
1 Financial highlights
2 Kingfisher at a glance
3 Chair’s statement
4 Chief Executive Officer’s statement
6 Group update (including ‘Powered by
Kingfisher’ strategic plan)
18 Business model
20 Our markets
21 People and culture
23 Responsible Business
30 Trading review by division
34 Financial review
42 Risks
49 Viability statement
51 Non-financial Information statement
53 Anti-bribery and corruption
54 Companies Act section 172 statement
Governance
55 Board of Directors
58 Corporate Governance and
Section 172 disclosures
68 Nomination Committee report
70 Responsible Business Committee report
71 Audit Committee report
75 Directors’ remuneration report
105 Directors’ report
108 Statement of Directors’ responsibility
Accounts
109 Independent auditor’s report
to the members of Kingfisher plc
120 Consolidated income statement
121 Consolidated statement of
comprehensive income
122 Consolidated statement of
changes in equity
123 Consolidated balance sheet
124 Consolidated cash flow statement
125 Notes to the consolidated
financialstatements
172 Company balance sheet
173 Company statement of changes in equity
174 Notes to the company financial statements
187 Group five-year financial summary
188 Shareholder information
190 Glossary
195 Our own exclusive product brands
Basic earnings per share (EPS) –
adjusted and statutory
Adjusted
2
35.2p
+22.6%
Statutory
40.3p
2020/21: 28.1p
£1,148m
+14.5%
8.7%
+60bps
Retail profit
2
/ margin
2
Statutory profit –
pre-tax and post-tax
Pre-tax
£1,007m
+33.1%
Post-tax
£843m
2020/21: £592m
Contents
For the year ended 31 January 2022
1Kingfisher 2021/22 Annual Report and Accounts
Kingfisher at a glance
Kingfisher plc is an international home improvement company with over 1,470 stores in eight countries across Europe.
We operate under retail banners including B&Q, Castorama, Brico Dépôt, Screwfix, TradePoint and Koçtaş, supported by
a team of 82,000 colleagues.
We offer home improvement products and services to consumers and trade professionals who shop in our stores and via our
e-commerce channels.
At Kingfisher, we believe a better world starts with better homes. We help make better homes accessible for everyone.
All figures on this page relate to the year ended 31 January 2022.
1. Financial Key Performance Indicator (KPI). For prior year comparison, see
the Financial Review on pages 34-41.
2. Alternative Performance Measure (APM). See the Glossary on pages
190-192 for definitions and reconciliations of APMs.
3. Turkey joint venture not included.
4. Total, not full-time equivalent.
5. B&Q UK & Ireland 312. Screwfix UK & Ireland 790.
6. Castorama 93. Brico Dépôt 123.
82,000
colleagues
3, 4
Over 1,470
stores
3
Total sales
£13,183m
UK & Ireland
49%
£6,505m
France
34%
£4,498m
Other
International
17%
£2,180m
Retail profit
£1,148m
UK & Ireland
69%
£794m
France
19%
£221m
Other
International
12%
£133m
Total sales
1, 3
Retail profit
1, 2
Spain
28
France
216
6
Romania
35
UK &
Ireland
1,102
5
Poland
90
Turkey
228
Portugal
3
Map figures relate to total store numbers in each country.
2 Kingfisher 2021/22 Annual Report and Accounts
Chair’s statement
Our business performed extremely well during the year
despite a difficult backdrop and the many challenges
thrown at it by the continuing pandemic. Under the
excellent leadership of our Chief Executive, Thierry
Garnier, Kingfisher is developing into a much stronger
business and an encouraging pattern of financial and
strategic delivery is evident. Operational issues that were
holding back progress in our major markets have been
largely fixed, our digital capability has been transformed
and our management structures successfully realigned.
Externally we have seen new trends emerge in society
which we firmly believe will provide positive momentum
to the sector over both the near future and long term.
These trends include the number of people now working
from home, the arrival of a new cohort of younger
‘DIYers’ in the market who may have tried their hand at
home improvement during lockdown for the first time and
were immediately converted and the growing interest
from people, everywhere, in making their homes
‘greener’. Our purpose at Kingfisher is ‘to make better
homes accessible to everyone’ and this mission could not
be more relevant.
Two years ago, we launched our new strategy, ‘Powered
by Kingfisher’. This strategy seeks to make the most of
the Group’s considerable scale and the advantaged
market positions occupied by our various banners. I am
delighted to report a year of good progress across all our
major strategic priorities. New compact store formats
were tested in the UK, France and Poland, and the early
learnings are proving extremely valuable. In e-commerce,
Screwfix launched a one hour delivery service. More
recently, we launched our first online product
marketplace, via B&Q’s powerful digital platform. This
initiative significantly increases the range of products we
can offer our customers, including for the first time,
products from third party providers.
Our financial performance in FY 2021/22 was strong, with
the company delivering the best results in its 40-year
history. We saw growth across all our banners and across
all product categories. In a year of noteworthy
performances, B&Q was the standout with sales passing
£4bn in the year. Screwfix opened 70 new stores, a new
record, and the performance of our French business was
significantly better. Adjusted pre-tax profits for the
Group increased by 20.9% to £949m, with statutory
pre-tax profit up 33.1% to £1.01bn. Based on these results
the Board is proposing a total dividend of 12.40p per
share, up 50.3%. Taken together with the ongoing share
buyback programme, this will mean the Group returning
over £550m to shareholders.
Kingfisher has a proud record in responsible business
practices, and we remain committed to leading the
industry in this area, seeking to continually increase the
positive impact we can make on the lives of our
customers and colleagues, communities, and planet.
Given the nature of what we do and with an expanding
range of sustainable products on offer, we are well
placed to support government initiatives and help
households take action to increase energy efficiency in
the home. Our ESG commitments and progress are
discussed in detail on pages 23 to 29, including new
carbon reduction targets and our plans to be ‘forest
positive’ by 2025.
Good governance of the Group remains a major priority.
The Board values dialogue with our key stakeholders and
remains fully alive to our differing obligations to these
groups. We have respected relationships with our major
investors and will continue to be available to them and
work closely with them on any important new agendas.
The company’s section 172 statement is set out on page
54 and details of stakeholder engagement are to be
found on pages 62 to 67. Details regarding consultation
on our proposed new remuneration policy are set out on
pages 79 to 88.
Our Nomination Committee report is to be found on
pages 68 to 69 and in this, the process for selecting new
directors is discussed. This includes the Committee’s role
in succession planning and considerations around
diversity for the Board and senior management. Tony
Buffin resigned from the Board as a non-executive
director in October 2021, and we thank him for his
valuable contribution during his time with us.
The year ahead will be another exciting one for the Group
as we accelerate progress on the development of the
product range, improve fulfilment speed further and build
momentum behind the roll out of Screwfix in France. We
have plans to drive harder with our Pro/Trade business
and will look for more opportunities to test and launch
new compact stores and partnership models.
We are closely monitoring the situation in Ukraine, though
the direct risk to our operations and sourcing is low. Our
thoughts are with all those affected.
While the economic outlook remains uncertain, with rising
interest rates and other cost of living increases placing
new pressures on our customers, we are confident that
the changes we have made to the business over the last
two years will stand us in good stead. In addition, we have
an outstanding leadership group in place and a wider
team of colleagues who continue to consistently
demonstrate their commitment and resilience while
providing the very best service to our customers. With
them behind us, we can be very confident in our
prospects, and I would like to thank them for everything
they do for this company.
Andrew Cosslett
Chair of the Board
21 March 2022
3Kingfisher 2021/22 Annual Report and Accounts
Chief Executive Officer’s statement
It has been another extraordinary year in so many ways,
and I would like to start by thanking all Kingfisher
colleagues for the work the teams have done and what
they have helped the business achieve. We have faced
the continued challenge of the Covid pandemic and,
more recently, the crisis in Ukraine. We are all very proud
of our teams’ resilience in such difficult circumstances.
As we prepare this Annual Report and Accounts, our
thoughts are with all people impacted by the war in
Ukraine. Our teams across the Group are working to
provide support. We decided early on to stop selling the
limited number of products directly sourced from
Russian and Belarussian suppliers, and we will continue to
look for more ways to help - through our stores’ teams in
Poland and in Romania, as well as through direct
donations.
Kingfisher has delivered a record performance in FY
21/22. We saw growth in all banners and categories, with
resilient demand from both DIY and DIFM/trade segments
– each representing 50% of Group sales. Wecontinue to
leverage our stores’ assets and Group technology to
drive forward our e-commerce proposition, with faster
click & collect and home delivery, and broader product
choices for our customers. 18% of our sales are now
made online, which is 10 percentage points higher than
two years ago. B&Q had an outstanding year, with sales
passing £4bn. It was also a record year of expansion for
Screwfix, with 70 new stores opened in the UK and
Ireland, and Screwfix France showing very promising
early progress.
We are now over two years into our new ‘Powered by
Kingfisher’ strategy and execution is ahead of schedule.
In e-commerce, we accelerated the use of our store
assets for faster click & collect and last-mile delivery,
including launching one-hour delivery with Screwfix
Sprint and the launch of a new scalable e-commerce
marketplace model - at B&Q initially - to enhance choice
for customers.
Our own exclusive brands (OEB) saw a strong
performance in outdoor, building, tools and kitchen
categories. Our OEB sales were up 10% on the year
on an LFL basis, and up 19% over two years, slightly
outperforming non-OEB ranges. Total OEB sales were
£5.9bn and accounted for 45% of Group sales. We are
also innovating through the development of specific own
brands for different retail banners and are extending
ranges to support choice. In addition, 32 new and
redeveloped private label brands are now being
implemented
During the year we developed new mobile apps for
Castorama France and Screwfix, and rolled out self-
checkout terminals to a third of the B&Q estate. In
services, our new Group-designed 3D kitchen and
bathroom design tools were launched at B&Q and the
NeedHelp services marketplace was rolled out in the UK
and Poland.
We continued to test new compact stores and
partnership models, and have announced a 10-year
rightsizing target of up to 40 stores in the UK and France.
We have seen strong results from our rightsizing tests to
date.
In the trade market, we have continued the expansion of
Screwfix in the UK & Ireland, and are working towards the
launch of Screwfix stores in France. The relaunch of
TradePoint at B&Q has been successful, with 2-year LFL
sales growth of 33%, outperforming the core B&Q
business. All banners have also launched actions to grow
trade customer penetration.
Being a responsible business remains a central priority
for us. On the topic of climate change, we are on track to
deliver our improved carbon reduction targets to FY
25/26 (consistent with a 1.5°C trajectory and validated by
the Science Based Targets initiative) and have
announced ambitious new targets for growth of
Sustainable Home Product sales. In parallel, we
maintained our strong focus on talent recruitment &
retention, colleague engagement and inclusion.
Finally, as announced previously, multi-year cost
reduction programmes are in place to mitigate against
inflation pressures. We have also improved stock days
and availability, ready for peak trading periods.
In the first quarter of the current year, LFL sales (to 19
March 2022) are down by 8.1%, reflecting very strong
comparatives in the prior year. The corresponding
2-year LFL is up 16.0%. This performance indicates, in
these early weeks of the year, a very healthy retention of
the demand and revenue uplift from the prior two years.
Trading in all banners is encouraging, including in Poland
and Romania which have traded strongly in the most
recent weeks.
Total sales Adjusted pre-tax profit Total dividend
2019/20
2020/21
2021/22
£11,513m
£12,343m
£13,183m
2019/20
2020/21
2021/22
£544m
£786m
£949m
2019/20
2020/21
2021/22
3.33p
8.25p
12.40p
4 Kingfisher 2021/22 Annual Report and Accounts
We have built a good inventory position ahead of peak
trading periods over the upcoming warmer weather
months. Furthermore, our ‘big-ticket’ ranges are in strong
demand to date, with the current showroom order book
for B&Q and Castorama France 72% higher versus the
same point last year (up 79% on a 2-year basis).
We have had an encouraging start to the first quarter,
with resilient demand across all our markets. We are,
however, very mindful of the heightened macroeconomic
and geopolitical uncertainty that has emerged since the
start of the year. Looking ahead to this year, our priority
remains top line growth, and strong and consistent
execution. We are targeting further market share gains in
our markets, and are accelerating our investments for
growth through the launch of our scalable e-commerce
marketplace, the expansion of Screwfix in the UK and
France, new store openings in Poland, and our plans to
increase trade customer penetration.
We are committed to continue managing our gross
margin effectively in an inflationary environment, as we
did successfully last year. Furthermore, we will remain
active and responsive in our approach to managing our
operating cost base. In addition to benefiting from
ongoing cost reduction initiatives, our retail banners can
rapidly flex their cost base in the face of changing
demand, as evidenced during the Covid pandemic.
As a result of the above, we are comfortable with the
current consensus of sell-side analyst estimates for FY
22/23 adjusted pre-tax profit. Additional financial
guidance is provided on page 17.
The Covid crisis has established longer-term trends that
are clearly supportive for our industry – including the
renewed importance of the home, more working from
home, and the development of a new generation of
DIY’ers. We expect these broad trends to endure. With
our strategic progress and accelerated investments for
growth, we are well positioned to capitalise on these
positive, long-term market trends and are confident of
continued outperformance of our markets.
Once again I would like to thank all our 82,000 colleagues
for all their hard work and support during what has been a
challenging year, but one of significant progress for this
business.
Thierry Garnier
Chief Executive Officer
To hear more about our results from
Thierry Garnier, follow this link:
www.kingfisher.com/fullyearvideo
5Kingfisher 2021/22 Annual Report and Accounts
In June 2020, we announced our strategic plan –
‘Powered by Kingfisher’. This plan aims to maximise the
benefits of combining our distinct retail banners (which
serve a range of different customer needs) with the
scale, strength and expertise of the Kingfisher Group,
so we can address the significant growth opportunities
we see in the home improvement market. To serve our
customers effectively, we need to be more focused on
digital and on customer services, provide more choice
and make the most of our strong store assets, to give
customers a quick and convenientexperience.
Overview
This section explains how we are managing the industry-
wide challenges around product availability, supply chain
and cost inflation. It also provides an update on the
delivery of our ‘Powered by Kingfisher’ strategy, as well
as industry growth drivers and our financial and capital
allocation priorities. An update is also provided on our
response to the crisis in Ukraine.
The update is organised into the following key topics:
1. Update on the Ukraine crisis
2. Effective management of product availability, supply
chain and inflation pressures
3. France – final phase of ‘fixes’
4. Delivering against ‘Powered by Kingfisher’ strategic
priorities ahead of schedule
5. Industry trends offer us opportunities
6. Clear financial priorities and capital allocation framework
1. Update on the Ukraine crisis
Everyone at Kingfisher is shocked and deeply concerned
by the events that have unfolded in Ukraine over the last
month. Our thoughts are with the people in Ukraine and in
Eastern Europe impacted by the conflict. Since the start
of the crisis, we immediately offered our aid for Ukrainian
refugees, with all retail banners across the Group working
extensively with charities such as the International Red
Cross and UNHCR, the UN refugee agency, who are
supporting relief efforts. Brico Dépôt Romania is
fundraising and donating essential items, while Castorama
Poland has been fundraising and supporting colleagues
from local stores to volunteer in helping refugees at the
border. Kingfisher has also made donations on behalf of
the Group, and we are matching further donations from
colleagues. We are doing everything we can to support
the victims, as part of an international effort, and we stand
ready to help further.
With regards to business impact, we have no direct
exposure. In September 2020 Kingfisher completed the
sale of Castorama Russia to Maxidom, a Russian home
improvement company. We have no more operations in
the country, nor do we provide sourcing to Maxidom.
Wehave not seen disruption to our supply chain to date.
On 1 March, we took the decision to stop selling the
limited number of products directly sourced from
Russian and Belarusian suppliers across the Group, and
those products have been removed from our shelves.
With regards to indirect supply, we are engaging with our
suppliers to ensure materials or components are no
longer sourced from Russia or Belarus.
2. Effective management of product availability,
supply chain and inflation pressures
As highlighted since 2020, and in common with other
companies, we have been faced with pressures on
product supply and availability, shipping and logistics, and
increases in cost price inflation (‘CPI’). To date we have
managed these challenges effectively, with our agile
retail banners clearly benefitting from the Group’s scale
and expertise.
Supply, availability and logistics
We are pleased that, to date, we have been able to
manage our supply and logistics needs effectively, which
is testament to the strength and expertise of our supply,
sourcing and logistics teams. We have achieved this by
working closely with suppliers and logistics providers,
improving our forecasting, and placing orders significantly
ahead of peak trading periods and important global
events, such as the Chinese New Year (which was earlier
than usual this year, at the end of January 2022). We have
also benefited from our careful management of shipping
container costs and availability, and our successful
navigation through shortages of heavy goods vehicles
(HGV) drivers.
The key product availability risks have been driven
by polarised demand within some of our categories,
in particular building materials and outdoor ranges.
This has made it challenging for suppliers to keep up
with high order levels, while managing extended lead
times for their raw materials. More positively, the impact
of Covid-related closures and worker absences on
their production capacities has been relatively limited
in FY21/22.
We have focused with our suppliers on protecting our
‘best seller’ ranges. These have seen improved availability
during FY 21/22. Overall product availability is still below
‘normal’, but we have built up inventory levels in all key
categories to put us in a good position ahead of peak
trading periods in H1 22/23.
High demand, port congestion and network disruptions
have placed a considerable strain, industry-wide, on
global supply chains. In particular, the cost and availability
of shipping containers remains a constant challenge.
While we are no longer at peak levels, we expect these
pressures to continue throughout 2022.
For further details please refer to
‘Source and buy better,
reduce costs and same-store inventory’
on page 12.
Inflation
In line with the industry, we are seeing higher than normal
CPI, caused by rising prices for some raw materials,
energy, wage increases and higher freight costs
(asdiscussed above).
In H1 21/22, the net impact of these inflationary pressures
was limited, largely due to our timely engagement with
our suppliers and partners, and the time lag between
ordering products and their subsequent sale. As
expected, CPI had a greater impact on us in H2 21/22, as
we sold more higher-cost inventory. Our scale means we
benefit from relatively favourable supplier prices and
terms and better shipping container availability.
Customers also have access to lower-price products via
our own exclusive brand (OEB) ranges (representing 45%
of Group sales). We are committed to remaining
competitive on price across all our retail banners.
Group update
(including ‘Powered by Kingfisher’ strategic plan)
6 Kingfisher 2021/22 Annual Report and Accounts
While most raw material prices are below their recent
peaks, we expect inflationary pressures to persist in 2022
and we expect to continue to manage them effectively.
Favourable movements in our YoY foreign exchange
hedging positions will offset some of the increases.
Around 20% of our cost of goods sold (COGS) is directly
sourced in USD, and we maintain hedging contracts for
periods up to 18 months, with over 90% of our forecast
USD exposure in FY 22/23 already locked in.
Colleagues
We are thankful that, to date, we have not experienced any
significant recruitment or retention issues or colleague
absence, due to Covid. Our colleagues have been flexible
and, where needed, have temporarily assisted
neighbouring stores where they can. For more details on
the welfare of our colleagues, please refer to
‘Lead the
industry in Responsible Business practices’
on page 13.
3. France – final phase of ‘fixes’
The Group’s strategic progress over the last two years
has benefited from some of the capabilities that were
developed in the period before that. These include Group
sourcing and buying, developing our own exclusive
brands and our investment in a common SAP platform.
However, we were also faced with many unresolved
issues from previous years.
As part of our ‘Powered by Kingfisher’ plan, we set out
our ‘focus and fix’ priorities to address these issues. We
made rapid progress in FY 21/22, completing all the ‘fixes’
in the UK and Poland in the first half, and we are on track
to complete ‘fixes’ in France this year.
These actions have significantly improved our trading,
both in store and online. They also allowed us to respond
to the pandemic quickly and flexibly, while supporting the
roll-out of our new strategy.
In the H1 21/22 results announcement, we included a
detailed description of our progress and the ‘fixes’ we
have completed since we launched the ‘Powered by
Kingfisher’ strategy. This background has not been
repeated here and can be found on pages 9 to 11 of Part 1
of the H1 21/22 results announcement.
Set out below is our progress with the France ‘fixes’ since
the H1 21/22 results, and the further work required:
— We progressed the roll-out of Brico Dépôt’s updated
SAP platform without disruption, and expect to
complete it before the end of FY 22/23.
— We continued the fundamental reorganisation of our
logistics operations in France, with the aim of creating
an optimised network for Castorama and Brico Dépôt.
Work is ongoing to optimise distribution centre space
and transform cross-dock sites, with significant
progress in H2 21/22. We have now reduced
distribution centre space by c.19% over the last
18months. We expect to complete this programme
inH2 22/23.
— Note: cross-docking is a practice in logistics of
moving product from a manufacturer through a
cross-dock facility to stores, with little or no storage
in between.
— This programme will significantly reduce the travel
distance required to service our stores, leading to
shorter lead-times, better customer service, lower
inventory, and a reduction of greenhouse gas
emissions. This has already started contributing to
inventory efficiencies in France, having achieved a
reduction in net stock days of 9% (13 days) in FY 21/22
vs FY 19/20.
— We are making good progress with extending and
improving Castorama’s ranges, by introducing more
local and international brands, in particular higher
price-point products, and by launching new OEBs. We
added more than 1,300 SKUs over the last six months,
bringing the total added over the last two years to
more than 7,300. We expect to complete our work on
Castorama’s store range in six months’ time.
— Brico Dépôt, one of our industry’s leading discounter
banners, is also moving forward with its range
optimisation to increase its differentiation from
Castorama and other general DIY peers. This is being
done by improving the banner’s already price-leading
proposition, reducing some non-core ranges and
introducing discount OEB brands (such as the Evalux
paint discount brand) and more local trade brands.
Optimising SKUs will give us more volume and pricing
power for key products, reinforcing Brico Dépôt’s
‘discounter DNA’.
— Our price positioning is very competitive, with both
banners in France improving their price index since
February 2021. While we do not anticipate requiring any
further significant investment in price in the year ahead,
the DNA of a discounter like Brico Dépôt is to
continuously reduce its cost to sales ratio, improve its
sales density, and reinvest part of this efficiency into
price positioning.
— We made key additional hires in France, including in
supply chain, digital and technology.
— Following his success in leading Brico Dépôt’s growth in
France, Pascal Gil will become the new CEO of
Castorama Poland from 4 April 2022. Laurent Vittoz
has moved from leading our Group Sourcing team to
replace Pascal as the Managing Director of Brico
Dépôt France from 15 March, reporting to the CEO of
France, Alain Rabec.
The actions described above have contributed
significantly to the improved performance in France, with
FY 21/22 LFL sales up 9.3%, and up 14.8% on a 2-year
basis. France’s retail profit margin improved 70 basis
points to 4.9% (FY 20/21: 4.2%), with its retail profit
increasing more than 20%.
Since we implemented the first ‘fixes’ in FY 20/21,
customers have reacted positively to our renewed focus
on customer propositions. As a result, the Net Promoter
Scores (NPS) have improved in both French banners.
Thestore NPS for both Castorama and Brico Dépôt
France has improved over the past two years, with a total
increase of +9 and +8 points respectively. Significant
progress has also been made online, with castorama.fr
showing a +6 point increase versus FY 19/20, and
bricodepot.fr showing a +5 point improvement.
We are also seeing improvements in our competitive
position, following years of underperformance. Based on
Banque de France data, France’s H2 21/22 LFL sales
grew one percentage point ahead of the market YoY.
Ourpriority is to continue taking market share.
7Kingfisher 2021/22 Annual Report and Accounts
4. Delivering against ‘Powered by Kingfisher’
strategic priorities ahead of schedule
Under our strategic plan, ‘Powered by Kingfisher’, we aim
to maximise the benefits of our distinct retail banners
with the combined scale, strength and expertise of the
Kingfisher Group, thereby addressing the significant
growth opportunities that exist within the home
improvement market.
Our retail banners occupy number one or two positions in
all our key home improvement markets. Some are
predominantly trade focused (Screwfix, TradePoint),
while others address more general DIY needs (B&Q,
Castorama France, Castorama Poland, Brico Dépôt
Romania, Koçtaş), and Brico Dépôt France and Brico
Dépôt Iberia are discounters. This differentiation is a
major strength for us, especially in a more volatile and
uncertain world.
Kingfisher’s scale and resources are an important source
of growth and competitive advantage for our banners.
They benefit from Group-wide OEB product
development, sourcing and buying scale, leading
technologies, customer and market data insight and
analysis, shared services and best practices, and cost
and inventory management support.
We are pleased with our strong financial performance this
year, which builds on our performance in the prior year
and demonstrates solid delivery since we launched the
new strategy. Our strategic progress to date has resulted
in strong new customer growth and retention, particularly
online, which is contributing to market share gains in our
key markets. Having made strong progress with our
strategic objectives this year, putting us ahead of
schedule, we can now accelerate our investments for
growth in many areas of the business.
The following sub-section covers the progress made this
year against our key strategic focus areas:
a. Grow e-commerce sales
b. Differentiate and grow through own exclusive
brands(OEB)
c. Build a mobile-first and service orientated
customerexperience
d. Test compact store concepts and adapt our
storefootprint
e. Expand engagement with trade customers
f. Source and buy better, reduce costs and
same-store inventory
g. Lead the industry in Responsible Business practices
a. Grow e-commerce sales
We are committed to growing our e-commerce sales by
offering speed, convenience and choice to our customers.
During the pandemic, we have seen rapid change
in consumers’ shopping habits and preferences.
We have been equally quick to adapt to these changes,
accelerating our planned e-commerce initiatives to
offer our customers more convenience, broader
product choice and faster fulfilment of orders,
powered by our store assets.
E-commerce sales in constant currency were up 5.3%, and
up 171% on a 2-year basis (excluding Screwfix: up 22.0%
YoY, and up 192% on a 2-year basis). Our e-commerce
sales grew to £2.4bn in FY 21/22, and we maintained a high
e-commerce sales penetration of 18% (FY 20/21: 18%; FY
19/20: 8%). Excluding Screwfix, e-commerce sales
penetration remained at 7% (FY 20/21: 7%; FY 19/20: 3%). A
newly published KPI of ours, digitally-enabled sales at
c.26%, highlights that more than a quarter of Group sales is
from e-commerce channels and online orders in store,
delivered through C&C or to customer homes. This is flat
YoY and up significantly from FY 19/20, and we expect the
penetration to grow over time.
Sales from our most popular online fulfilment channel,
click & collect (C&C), were down 2.4% YoY and grew by
217% on a 2-year basis. This was a strong performance
considering the sharp rise in e-commerce sales following
the onset of the pandemic in 2020. The preference for
C&C has held up even as trading restrictions have lifted,
accounting for 87% of Group e-commerce orders (FY
20/21: 90%) and 73% of Group e-commerce sales (FY
20/21: 78%). To offer customers more ways to collect
their orders, we commenced the roll-out of C&C lockers
to Castorama Poland stores in FY 21/22 and began
testing C&C lockers at some B&Q stores. In addition, we
have built car park collection capabilities in France, as well
as contactless ‘Drive-thru’ collections in both France and
Poland, for all our medium and large stores. Our step-up
in new store rollouts is also increasing C&C options for
customers, in particular through our compact store
formats, which allow us to expand into city centres.
Moving to store-based picking and fulfilment has been
critical to efficiently meeting significant online volumes.
InFY 21/22, 91% of the Group’s e-commerce orders were
picked in store (excluding Screwfix: 89%). We are also
leveraging our stores to improve the speed and cost of
home deliveries. At present, 54 B&Q stores are being used
as ‘digital hubs’ for fulfilling home deliveries, serving nearly
100% of UK postcodes. We have introduced a similar
model at Castorama France and Castorama Poland. We
are also currently reorganising our distribution and
fulfilment capacity in the UK, with one new site opened at
Screwfix in December 2021, and two new B&Q sites
opening in FY 22/23. This will enable us to restock stores
more quickly, offer a wider product range for home
deliveries, and make home deliveries more quickly.
Group update (including ‘Powered by Kingfisher’ strategic plan) continued
8 Kingfisher 2021/22 Annual Report and Accounts
We believe faster fulfilment is a key competitive
advantage for our banners, in particular over online
‘pure-play’ peers, so we have increased our focus on
next-day and same-day home delivery. In August 2021,
Screwfix launched Screwfix ‘Sprint’, offering delivery
direct to home or site within one hour. ‘Sprint’ currently
covers over one third of UK postcodes, with further
rollout planned in FY 22/23. So far, the average delivery
time is around 45 minutes, and our quickest delivery is
just eight minutes. Feedback from customers, especially
our most loyal trade customers, has been very positive,
and we believe this will help us to continue growing our
market share. ‘Sprint’ reinforces Screwfix’s focus on
speed and convenience for customers, alongside its
industry-leading one-minute C&C proposition. We are
sharing lessons from the roll-out with other retail banners
that are testing same-day delivery, including B&Q.
We have added significant talent in 2021 in the key areas
of digital, technology and data, further reinforcing our
e-commerce capability and development plans. This is
allowing us to better understand our customers and help
them all the way through their home improvement
journeys, from research and inspiration to installation and
after-care. We are accelerating investment in customer
data, as an integral part of our plan to identify and retain
our most loyal customers and sell more to them. Data
science and analytics also present many new
opportunities to maximise customer retention and spend,
including improving inventory availability and
personalisation. Over the last two years, we have seen a
significant increase in new and identifiable customers
across our banners. In addition, these new customers
continue to shop with us, with strong retention rates.
Finally, we believe we can add significant value for
customers by offering them more product choice. Using
scalable technology built by Kingfisher alongside Mirakl,
the leading marketplace platform provider, we launched
our first e-commerce marketplace on B&Q’s
www.diy.com on 10 March 2022. Initially, selected
third-party sellers are offering new products in four
home improvement categories – wallpaper, lighting,
power tools and small domestic appliances, the latter
being a new category for B&Q. For this first stage, an
additional 100,000 home improvement SKUs will be
available within the next six months on the marketplace,
expanding B&Q’s current offer of c.40,000 products.
Further rapid expansion of the number of SKUs is
anticipated after that.
Kingfisher is very well placed to benefit from the growing
trend of shopping on e-commerce marketplaces. Our
retail banners have top one or two market positions; they
already have significant online traffic; they are trusted by
millions of customers and have strong brands; they are
able to leverage their store assets to offer more delivery,
pick-up and return options for customers; and they have
long-standing and trusted relationships with a growing
global supplier base. For example, according to
Similarweb data, in 2021 B&Q saw over 300m visits to its
website, ranking it 13th out of all UK retail websites
including ‘pure-plays’ such as Amazon and eBay. The
strong positions of our banners will result in a relatively
low customer acquisition cost, which will help to make the
platform highly profitable over time. We will also benefit
from the platform’s scalable technology, allowing us to
deploy it into our other markets relatively quickly and at a
lower cost. We look forward to providing further detail on
our e-commerce marketplace progress and ambitions at
our ‘teach-in’ for analysts and investors on 5 July 2022.
b. Differentiate and grow through own exclusive
brands(OEB)
We believe that our OEB product development is a
significant source of value for our retail banners and their
customers. OEB provides a strong point of differentiation
for our retail banners in terms of design, functionality,
sustainability and value for money, as well as carrying a
higher gross margin (on average) than branded products.
We aim to grow our OEB sales further, as we bring even
more innovation to our ranges and differentiation to
ourbanners.
The performance of our OEB ranges in FY 21/22 was
strong, with LFL sales up 10.0%, and up 19.0% on a 2-year
basis, slightly outperforming non-OEB ranges. Total OEB
sales were £5.9bn, representing 45% of Group sales
(FY20/21: 45%). This is particularly impressive when
considering our retail banners’ renewed focus on offering
more choice to customers, including through a wider
range of local and international branded products.
Kingfisher’s top five OEB brands, based on their breadth
of differentiated ranges, innovation, and growth potential,
are
GoodHome, Verve, Erbauer, Magnusson
and
LAP
.
These five OEB brands contribute 18% of total Group
sales (FY 20/21: 16%; FY 19/20: 12%).
During the year we introduced several new OEB ranges
across our markets. We have a strong pipeline of
innovative products to launch over the next two years,
with a portfolio of 32 new and redeveloped OEB brands.
This new portfolio reflects our focus on leveraging our
OEB capabilities to provide differentiated and specialised
products for our general home improvement, trade and
discounter banners. During the year we launched 16 of
these new and redeveloped OEB brands, including Evalux,
a specialist paint range at discount prices sold only at
Brico Dépôt France. Some of our OEB ranges, such as
Magnusson and Titan, are significantly outperforming
sales volumes of major branded competitors, which is a
testament to the quality of the Group’s in-house product
design and engineering.
In H1 21/22, we completed the final roll-out of our new
OEB kitchen range, which is now available in all key
markets and is our largest Group-wide range launch to
date. The new kitchen range has received exceptionally
strong customer feedback on design, innovation and
value for money. In a short space of time, kitchens has
become one of our top-performing categories for the
Group and a large contributor to our banners’ growing
market share. The kitchens category achieved double-
digit LFL growth for the Group in FY 21/22, despite some
periods of Covid-related restrictions in-store. We expect
current strong demand to support H1 22/23 LFL sales,
with the current showroom order book for B&Q and
Castorama France 72% higher versus the same point last
year (up 79% on a 2-year basis).
We continue to simplify how we develop OEB, including
improved engineering and prioritising reviews of our
key ranges, which will enable us to bring new products
to market more quickly. In addition, we are exploring
ways to increase efficiencies and lower the cost of
product development even further. As our franchising
partnerships expand, we can generate further synergies
by supplying franchise stores with our OEB products
(see
‘Test compact store concepts and adapt our store
footprint’
on page 11).
9Kingfisher 2021/22 Annual Report and Accounts
OEB also gives us a platform to accelerate our Responsible
Business goals, with sustainability being a key part of new
product development and refreshes. In FY 21/22, 55% of
OEB product sales were from sustainable home products.
These are products that help our customers live more
sustainably (e.g. water-saving taps or loft insulation) and
products that are sustainable because of their input
materials or how they are manufactured (e.g., FSC timber,
peat-free compost, or recycled plastic). Please also refer
to
‘Lead the industry in Responsible Business practices’
on page 13 for more details on how we are using OEB to
drive further sustainable home product growth, including
more energy and water-efficient products. We are also
looking at ways for our OEB products to play a bigger role
in the ‘circular economy’. For example, in February 2022
Screwfix launched Refurb by Screwfix, offering
customers fully guaranteed and reconditioned OEB
products. Castorama France is piloting a similar
programme in partnership with Back Market, a leading
online marketplace for refurbished products.
Our OEB ranges are designed to sit alongside local and
international brands, offering customers differentiation
and value for money and catering to the full scope of
their home improvement needs. Having depth in our OEB
ranges has also contributed to our market share gains,
with OEB ranges having higher availability than non-OEB
ranges. Looking forward, our plan is to continue delivering
solutions for our customers to help simplify their home
improvement projects, extend our ranges to offer more
choice, and to continue designing OEB specifically to
cater for general home improvement, trade or discounter
banners. This is expected to support continued profitable
sales growth over the longer term.
c. Build a mobile-first and service orientated customer
experience
Our customers are using mobile more than ever, from
research and inspiration, all the way through to purchase,
delivery, building and installation. We believe that mobile
will remain the most important way for customers to
interact with us. We intend to make it easier for them to
shop with us, by being mobile-first, data-led and focused
on service. We also aim to provide customers with a
more compelling and complete range of services,
including visualisation tools and installation services.
Mobile is our largest and fastest growing channel, with
sales up by 11.2% in FY 21/22, and by 301% on a 2-year
basis, now accounting for 54% of our total e-commerce
sales (FY 20/21: 51%).
Across our banners, we are making good progress with
optimising the mobile user experience through Group-
driven technology and capabilities, which is resulting in
faster page loading, enhanced ‘search, shop and pay’
features, and new mobile tools and apps. In FY 21/22, we
launched a new Castorama France app, improved the
performance of our B&Q app and upgraded the Screwfix
app. The new Screwfix app has around 2m downloads
since its launch in February 2021, with strong feedback
from its trade customers. Alongside better search
capability, the new Screwfix app uses geolocation to
speed up in-store pickups, enables targeted customer
offers, and includes Screwfix’s one-hour delivery
proposition, Sprint.
Our app customers are visiting our brands more often,
converting better and are more loyal than our desktop
website customers. Our ambition for mobile apps is
to build app-first or app-only features, investigate
the opportunity for more trade-focused apps, and to
evolve our apps to effectively become ‘digital loyalty
cards’, enabling better data collection and high
customerretention.
Following successful trials, Brico Dépôt Iberia rolled out
mobile ‘Scan & Go’ technology for customers from late
2020, enabling a speedier self-service store checkout
process. B&Q is also trialling this service, with the next
step being to integrate it into the B&Q mobile app, which
will allow the technology to be used in all stores. Similar
trials will take place at Castorama France.
We are continuing to modernise the in-store experience
and rolled out self-checkout terminals to 110 B&Q stores
in FY 21/22. Up to half of in-store transactions in these
stores are going through self-checkout terminals,
resulting in meaningful efficiency gains. We are also in the
early stages of implementing self-checkout terminals in
France and Poland.
We aim to make home improvement easier from start to
finish. To help our customers pre-purchase, we have
made more in-store activities available virtually. For
example, in Iberia we have made the expertise of our
colleagues available online through 1-2-1 video calls,
enabling informed discussions and product
demonstrations. In H2 21/22, B&Q launched an online
paint mixing service, enabling customers to choose and
buy from over 2,000 colours. Following the successful
introduction of our Group-developed 3D design tool for
kitchens and bathrooms, we extended the technology to
enable customers to create 3D designs of storage
furniture online. This helps to inspire customers and make
it easier for them to choose the right combination from
hundreds of products in our Atomia range. In France,
weare the first home improvement retailer to offer
fully online key cutting via our Castocles service, in
partnership with Securkeys. These tools will contribute to
our growing penetration of digitally-enabled sales.
In Poland, in-store consumer finance sales are now led by
Castorama colleagues, for a more seamless experience.
In France, energy efficiency renovations have become
even easier and more popular, with Castorama launching
dedicated finance products linked to the French
government’s
MaPrimeRénov
grant programme.
Onlinepurchases have also been made more affordable
for customers by giving them the option to spread
payment over several months, via PayPal in the UK
and France. We have also made DIY projects easier to
complete through immediate tool and equipment
hire in 70 stores across B&Q (31) and Castorama
France (39), through partnerships with Speedy Hire
and LOXAM, respectively.
For customers looking for some extra help in completing
their projects, our kitchen and bathroom installation
service has been available throughout B&Q since
March 2021 in the UK, and August 2021 in Ireland. The
service is growing fast, with positive feedback from
customers. Brico Dépôt France also rolled out a kitchen
installation offer in partnership with NeedHelp, to provide
a seamless handover from in-store quotes to installation,
available within seven days. NeedHelp, which Kingfisher
acquired in November 2020, is one of Europe’s leading
home improvement services marketplaces and it is now
live throughout the UK, France and Poland, with a 60%
Group update (including ‘Powered by Kingfisher’ strategic plan) continued
10 Kingfisher 2021/22 Annual Report and Accounts
increase in completed jobs versus 2020. In 2022, we will
trial an energy-saving service at B&Q to diagnose and fit
energy efficiency solutions in customers’ homes. This is
an area of significant opportunity.
d. Test compact store concepts and adapt our
storefootprint
Stores are a critical part of the home improvement
market. Customers want to be inspired, to be able to
visualise what they buy, and to get advice and design
services from in-store experts. Stores also serve as a
‘one-stop shop’ for projects and allow us to provide
customised services. Our c.1,470 stores will also play an
integral role in meeting the increasing customer demand
for convenience and speed, whether through fast C&C or
home delivery.
We believe the demand for speed and convenience will
continue to drive the shift online in our industry, as well as
the need for a wider network of smaller and more
localised stores. In response, we continue to increase our
overall store count, while reducing the average size of
our stores. We are achieving this through a combination
of opening more ‘compact stores’ (less than 2,000 sqm),
rebalancing our larger size ‘new store’ opening
programme to mostly focus on ‘medium-box’ stores
(2,000 to 8,000 sqm), and ‘rightsizing’ a relatively small
proportion of our larger format ‘big-box’ stores (more
than 8,000 sqm).
Store rightsizings have attracted a lot of stakeholder
interest over the years. Following a rigorous review of
our property portfolio and future space requirements, we
have identified all ‘big-box’ stores across the Group
where we may have surplus space over the longer term.
This is based on our analysis of demand in the local area,
store economics, proximity to other stores, and the
number of ‘digital hub’ stores we need to achieve national
coverage for home deliveries, as part our e-commerce
strategy. We are confident that the UK and France are
the only two regions where some of our stores are too
large, specifically in B&Q and Castorama France. As a
result, we expect that up to 40 ‘big-box’ stores across
these two estates combined will require rightsizing over
the next 10 years, including the reallocation of space to
e-commerce operations and ‘dark stores’. This space
reduction equates to a relatively small proportion of
Kingfisher’s store estate, and approximately 3% to 4% of
the combined selling space of B&Q and Castorama
France. As a result, we expect to be able to carry these
out as part of our medium-term capital expenditure
guidance (c.3.0% to 3.5% of Group sales), and do not
expect it to cause disruption to the store, teams and
overall customer experience.
In FY 21/22, we completed three rightsizing trials at B&Q
(Canterbury, Watford and Colchester), with a further two
recently completed at Castorama France (Gonesse and
La Rochelle) in January. The results from the B&Q
rightsizings have been positive, with a range of c.15-30%
space reductions taken over by discounter retailers,
bringing incremental footfall to the vicinity of our stores.
Since reopening, the stores have exceeded our
performance expectations, with strong sales retention
and improved profitability. We plan to complete further
‘big-box’ rightsizings in the year ahead, including four
B&Qstores.
Compact stores are a key enabler for continued market
share growth in urban areas. We have made good
progress with testing different concepts to unlock this
opportunity. In FY 21/22 and to date in FY 22/23, we have
opened and trialled 19 new compact stores across the
UK, France and Poland, bringing the Group total to 27 now
in operation. These new compact stores are located in
urban retail parks, high streets and within supermarkets.
Our high street concepts (300-800 sqm) are delivering
positive early results, with five new stores opened at B&Q
(three) and Castorama France (two). Our trials of B&Q
‘grocery concessions’ (200-250 sqm) have now been
extended from two to eight ASDA stores in the UK, with
our latest tests extending into regions outside of London.
In Poland, we are expanding with our urban retail park
small-store concepts (800-2,000 sqm), under the
‘Castorama Smart’ banner. Poland opened two such
formats in FY 21/22. This is part of a larger Polish store
roll-out strategy, following seven overall new store
openings in FY 21/22, and even more stores to follow in
FY 22/23, which will reinforce Castorama’s number one
market position.
Screwfix has applied the key learnings from its
London Victoria ‘Collect’ format store, to open further
ultra-compact format stores called the ‘XSR format’.
The XSR format has been developed to take the core
Screwfix range into spaces unable to cater for the
full traditional trade offer. In H2 21/22 we opened five
XSR stores. In FY 22/23, we have plans to accelerate our
compact store tests across the UK, France and Poland.
‘Medium-box’ stores in our banners tend to be well-located,
have good sales densities and are highly profitable.
In FY 21/22 we completed the trial conversion of two
Castorama France stores into Brico Dépôt France
‘medium-box’ stores. Results are very encouraging
so far with sales densities up significantly, and lower
store operating costs. Poland also opened two new
‘medium-box’ stores this year. All four new stores are
performing well, and we have plans to open more over
the coming years.
We also believe partnerships can enable Kingfisher to
attract new customers and generate incremental revenues.
As discussed above, we are testing store-in-store B&Q
concessions within ASDA supermarkets, and we have
also extended our concession partnerships with Speedy
Hire (tool hire) and Crystal Direct (made-to-measure doors
and windows) inside B&Q stores. We are also excited to
have opened our first franchise store under the B&Q
banner in the Middle East in February 2022, with one
further store due to open in Q2 22/23. The stores and
support office functions are fully operated and staffed by
the Al-Futtaim Group (www.alfuttaim.com/).
We are pleased to update that our store programmes and
enhanced focus on the estate has resulted in customers
awarding us with a significant increase in store NPS in all
banners for the second consecutive year.
11Kingfisher 2021/22 Annual Report and Accounts
e. Expand engagement with trade customers
The trade customer is an integral part of the home
improvement ecosystem and a key priority for Kingfisher.
While we already have strong and growing participation,
there are significant opportunities to engage further with
the trade customer. This includes continuing to roll-out
trade counters, international expansion, digital enhancements,
range expansion, loyalty programme optimisation,
improved merchandising, more partnerships and
newservices.
Screwfix, the UK’s number one light-trade retailer,
continues to expand through its capital-light small format
outlets. We are pleased to have opened a record number
of stores in FY 21/22, with 70 new outlets (58 in the UK
and 12 in Ireland) bringing the total to 790 as of 31 January
2022. In FY 22/23, we are determined to set another new
record on store openings targeting over 80 new stores
and we remain confident of reaching more than 1,000
stores in the medium term in the UK & Ireland.
As part of our international expansion plans, Screwfix
launched as a pure-play online retailer in France in April
2021. Initial results are very encouraging, with very strong
web traffic and customer NPS scores for home delivery
already on a par with the UK business. We are making
good progress with building a new supply chain and
expect to open Screwfix’s first stores in France in the
second half of 2022, with a meaningful step-up in roll-out
targeted in 2023. This will position us to start taking share
from the large trade segment in France, which has an
estimated total market size of over £20bn.
B&Q’s trade-focused banner, TradePoint, has made
excellent progress with its relaunch strategy. Its LFL
sales outperformed the rest of B&Q and Screwfix,
growing 20% in FY 21/22, with 2-year LFL sales up 33%.
This brings the total size of the business to £834m of
sales, representing 20% of B&Q’s total sales (FY 20/21:
19%). The renewed focus on TradePoint’s loyalty
programme, trading approach, trade-specific ranges and
enhanced online experience is resulting in increased
engagement from existing customers and continued
strong momentum for new customer sign-ups. Work is
ongoing to further increase the penetration of
TradePoint within B&Q and launch the TradePoint
proposition in Ireland. Looking forward, we have built a
strong plan to drive TradePoint’s sales to over £1bn.
More broadly, we believe there is a significant
opportunity to increase trade customer penetration
across all our other retail banners, benefitting from
lessons from Screwfix as well as TradePoint’s successful
relaunch. During the year, each of our banners has begun
to execute on detailed plans to increase trade customer
engagement. These include trialling new store layouts and
concepts, creating more trade-focused OEB ranges,
offering a more user-friendly and integrated digital
experience (both app and web), increasing the speed and
convenience of order pick-ups, providing relevant
services to tradespeople, and developing our loyalty
programmes. Over time, we expect increased trade
customer penetration to contribute to higher sales and
profit growth.
f. Source and buy better, reduce costs and
same-store inventory
We have identified significant opportunities to reduce
costs across Kingfisher, with efficiency programmes in
areas including store productivity, supply and logistics,
goods not for resale (GNFR), property (including lease
renegotiations), IT and central costs, all of which will
benefit from a simpler organisation over time. In addition,
through the intelligent use of our scale, we expect to
extract further value from sourcing and buying.
Reducingsame-store inventory levels over the medium
and longer term is also a priority.
Costs
The pandemic has deepened our conviction about the
opportunity to operate more effectively and efficiently.
Early on in the pandemic, in 2020, we took a range of
actions to reduce costs, especially during times of store
closures and trading restrictions. This provided us with
many lessons on how to significantly adjust the cost base
during times of volatile sales. Following the progress
made in FY 20/21, we have set multiple cost-reduction
programmes in motion. While we are not disclosing the
expected net savings from our multi-year cost reduction
programmes, they are expected to partly offset the cost
of inflation, expansion and space changes, and the
investment requirements of our business over the next
few years.
As mentioned above, the lessons from the pandemic
were invaluable. In scenarios where trading is less
favourable than anticipated, we have plans in place to
react quickly and adjust the cost base accordingly.
Costself-help and efficiency remain a priority for our
retail banners and Group teams, with robust governance
at Group Executive and Board level. The following areas
have contributed to partially offsetting cost growth in
FY21/22:
— Realising benefits from reorganising our commercial
operating model (fully implemented at a Group level
and across all banners, with France completed in March
2021) and establishing a new banner-Group operating
model for our Digital and Technology teams
(completed in Q1 21/22).
— Rolling out self-checkout terminals to 110 B&Q stores,
with strong take-up from customers. We are also
trialling other store productivity initiatives, including
‘Scan & Go’ at B&Q. For further details please refer to
‘Build a mobile-first and service orientated customer
experience’
on page 10.
— Optimising stock losses and shrinkage through
implementation of targeted best practice measures
across all banners.
— Reducing logistics costs in France through reduction of
distribution centre space by c.19%, creating an
optimised network for Castorama and Brico Dépôt and
decreasing transport distances.
— Completing 34 additional B&Q lease renegotiations,
with a combined net rent reduction of over 20%,
alongside improved lease terms. One third of B&Q’s
leased store estate is coming up for renewal over the
next five years, with a weighted average remaining
lease term of seven years.
— Completing five ‘big-box’ rightsizings at B&Q and
Castorama France. Following the completion of our
first rightsizing trial in March 2021, B&Q Canterbury has
achieved a YoY cost reduction of c.33%, with strong
sales retention levels. Further rightsizings are planned
at B&Q and Castorama France in FY 22/23. For further
details, please refer to
‘Test compact store concepts
and adapt our store footprint’
on page 11.
Group update (including ‘Powered by Kingfisher’ strategic plan) continued
12 Kingfisher 2021/22 Annual Report and Accounts
— Optimising IT costs, including areas such as IT hosting,
telecoms, and other network costs, and preparing the
decommissioning of legacy systems; while recognising
that IT overall is an area of significant cost investment.
— Implementing ongoing GNFR procurement savings,
further supported by sharing knowledge and best
practices amongst all retail banners and facilitated by
Group ‘Centres of Excellence’.
— Expanding our shared services centre in Poland, adding
more roles and enhancing Group-wide processes. We
expect to be able to build on this capability over time.
— Lowering clearance and disruption levels by
significantly reducing the historical level of range
reviews, and prioritising critical ranges.
Covid-related costs (including costs of PPE, extra store
security and additional bonuses to frontline store
colleagues) were £18m in FY 21/22, in line with our
expectations, and considerably lower than the prior year
(FY 20/21: £45m). These are accounted for in retail profit
and not as adjusting items. We expect to continue
reducing these costs going forward.
Sourcing and inventory
In sourcing and buying, we continue to deliver cost
efficiencies by leveraging our Group scale. Through the
use of a value engineering approach, we continue to
deliver sourcing benefits on our large OEB product base
(45% of Group sales in FY 21/22), which helped to partly
mitigate the impact of cost price inflation during the year.
We accelerated our sourcing diversification plan by
increasing our ‘near-sourcing’ footprint using dual
sourcing. In addition, we are in the process of renewing
strategic partnerships with several of our top
international brands.
As described in the
‘Supply, availability and logistics’
section above, ‘best seller’ product availability has
gradually improved during the year and is currently above
where it was at the start of FY 21/22. In addition, we are
benefiting from an improvement in our inventory health
YoY, due to lower delisted and slow-moving stock. Our
initiatives to reduce same-store inventory include better
ranging and deployment (with a focus on removing
slow-moving inventory), better planning and forecasting,
and continued strong levels of product demand.
Completing our SAP roll-out and further implementing
and optimising our Group digital technology stack will
support these initiatives.
Net inventory at the end of FY 21/22 increased by £261m
to £2,749m (FY 20/21: £2,488m), driven by the rebuilding
of inventory levels (accelerated by an earlier Chinese
New Year at the end of January 2022), the impact of
inflation and store expansion. This was partially offset by
the impact of exchange rate movements. We also had
exceptionally low inventory in the prior year, caused by
Covid-related delays and strong sales.
Same-store net inventory (in constant currency)
increased by £321m (13%). On a 2-year basis the increase
in same-store inventory (in constant currency) was
£276m (11%), with net stock days 9% (12 days) lower than
FY 19/20 (excluding Russia), reflecting our improved
inventory management initiatives. Net stock days
increased by 1% YoY in FY 21/22, with store openings,
inflation and earlier seasonal purchases due to Chinese
New Year; partly offset by efficiencies achieved and
clearance activity.
Our priority over the last two years has been to secure
inventory and improve availability for our customers, amidst
unprecedented global supply chain and logistics challenges,
as well as to improve the quality of our inventory. As and
when a more ‘normalised’ environment emerges, we believe
there are opportunities to unlock further efficiencies in our
supply chain and inventory management.
g. Lead the industry in Responsible Business practices
We are committed to leading our industry in responsible
business practices. Building on our strong Environmental,
Social, and Governance (ESG) credentials, our ‘Powered
by Kingfisher’ strategy sets out four priority areas for
Responsible Business, where we can maximise our
positive impact on the lives of our customers, colleagues,
communities and the planet.
Colleagues
Investing in our people
At the heart of our business are our 82,000 colleagues.
Asa global business with colleagues in eight countries,
weare proud of our cultural diversity and believe this is
astrength.
We continue to invest in talent and capability to unlock
further growth. As part of our focus on creating new
customer propositions, we have recruited in key areas,
inparticular digital, technology and data. Our new Group
operating model is now fully embedded, empowering our
banners to address the diverse needs of their customers.
We have continued to focus on productivity and head
office efficiencies, ensuring we align our resources to our
strategic priorities.
We had over 3,800 apprentices across the Group last
year, giving opportunities to younger generations to build
their skills and careers with us. We also continue to invest
in learning and development across the Group, with
colleagues investing over 2.2m hours into learning in
FY21/22.
Colleague wellbeing a top priority
As the pandemic has continued, our colleagues have
inspired us with their dedication, flexibility, resilience and
commitment to our customers. We have continued to
ensure our stores, distribution centres and offices are
safe places to work and have enabled colleagues to
isolate, shield or take time off as necessary, by continuing
to pay salaries during Covid-related absences.
Colleague wellbeing is a top priority. We partner with
organisations such as The Retail Trust in the UK and
Alterhego in France, to provide colleagues and their
families with emotional, legal, and financial support.
Making progress on inclusion and diversity, with more to go
Inclusion and diversity play an important part in delivering
‘Powered by Kingfisher’, as it reinforces our commitment
to differentiate our offer to our diverse customer base
through our unique banners. Building an inclusive culture
is also a core pillar of our Responsible Business priorities
(see below).
We have set ourselves stretching targets to increase
diversity and this is part of our incentive plan for senior
managers. We are on track to meet our goal of 40%
women in all management roles by 2025 (currently at
38%), from a base of 35% in 2020. In 2021, we made
several diverse appointments into senior leadership
roles, although we have more to do. 16 Affinity Networks
were launched for colleagues Group-wide, to spearhead
our inclusion and diversity efforts, with plans for more
activity in 2022.
13Kingfisher 2021/22 Annual Report and Accounts
Launching a new all-colleague share plan
Later this year we will launch a new 1+1 all-colleague share
plan, building on the strong take-up of the 1+1 ‘Sharing In
Our Future’ plan that we launched in 2020. The plan will
give colleagues the opportunity to continue sharing in the
success of our growth strategy and promotes inclusivity
at all levels. In the FY 20/21 plan, 75% of the nearly 9,000
colleagues who took part were store-based colleagues.
Strong engagement to attract and retain colleagues
To help us build a culture which is agile, trust-based,
inclusive and responsive, we introduced a new
engagement tool to listen to our people and measure
their engagement across the Group. Over 63,500
colleagues (c.80%) took part in our annual colleague
engagement survey in June 2021, with a score that
positions us in the top quartile for retail.
We also now measure our Employee Net Promoter Score
(eNPS), which shows how willing colleagues are to
recommend their workplace to family or friends. Despite
the challenges of the pandemic, we were pleased that our
eNPS was significantly ahead of the benchmark, putting
us in the top 10% of global retailers. Furthermore, we ran
regular local surveys, which are an important tool to
continue listening to our colleagues.
We invested to strengthen our employer brands, to ensure
we can attract and retain colleagues in increasingly
competitive labour markets, especially at store level.
Torecognise the contribution of our frontline teams, we
invested in store colleague remuneration, including
through awarding additional pay increases orbonuses.
Responsible Business priorities
We continue to make strong progress against our four
Responsible Business priorities:
Colleagues: Becoming a more inclusive company
— Each of our banners and Group functions has an
‘Inclusivity Action Plan’, with targets that are linked to
incentive plans.
— We have established an Inclusion & Diversity Advisory
Forum, to bring together colleague representatives
and senior leaders.
— 37.7% of managers and 25.2% of senior leaders are
women, an increase on the previous year.
— As detailed above, later this year we will launch a new
all-colleague share plan, building on the strong take-up
of the 1+1 ‘Sharing In Our Future’ plan that we launched
in 2020.
Planet: Helping to tackle climate change and create more
forests than we use
— In June 2021 we announced new carbon reduction
targets to 2025, consistent with the reductions
required to keep global warming to 1.5°C. These have
been approved by the Science Based Targets initiative
(SBTi) and replace our previous targets.
— We became a founder member of the UN’s Race to
Zero Breakthroughs – Retail Campaign in July 2021, a
partnership aiming to inspire more of the world’s
retailers to take action on climate change.
— In FY 21/22 we reduced our carbon footprint for our
own operations (scope 1 and 2 emissions) by 24.5%,
against a FY 16/17 base year. This shows a strong
underlying improvement over the last two years (FY
19/20: 18.5%). The movement versus last year (FY
20/21: 27.5%) is largely due to the positive impact on
our carbon footprint of the temporary store closures in
FY 20/21 due to Covid. We remain on track to meet our
2025 target of a 37.8% reduction.
— Actions during the year included further roll-out of LED
lighting, converting a further 102 stores in the UK to air
source heat pumps, and installing PV panels and
biomass boilers at selected locations.
— We are using 100% low-carbon electricity across the
UK, France, Poland and Iberia.
— Our scope 3 target requires us to achieve a 40%
reduction (per £’million turnover) from purchased
goods and services and use of sold products by 2025,
against a FY 17/18 base year. We will report progress
against our scope 3 emissions reduction target in our
FY 21/22 Responsible Business Report (published in
Q222/23).
— Kingfisher has a strong heritage in sustainable forestry
and the responsible sourcing of wood. In line with our
commitment to be ‘forest positive’ by 2025:
— 87% of the wood and paper used in products is
responsibly sourced (FY 20/21: 81%), including 100%
of catalogue paper, putting us on track to achieve
our target of 100% by FY 25/26.
— As a founder member of the Rainforest Alliance’s
‘Forest Allies’ initiative, we are supporting forest
projects in Indonesia, Peru, Columbia, Guatemala and
Cameroon, which will have a positive impact on
tropical forests and their communities, including over
7,000 people and over 300,000 hectares of forest.
Customers: Helping to make greener, healthier homes
affordable
— In FY 21/22, £5.8bn of sales, representing 44% of Group
sales (FY 20/21: 42%), were from Sustainable Home
Products. This equates to a doubling of our penetration
since the programme was established in FY 11/12.
— These are products that help our customers live more
sustainably (e.g., water-saving taps or loft insulation)
and products that are sustainable because of their input
materials or how they are manufactured (e.g., FSC timber,
peat-free compost, or recycled plastic).
— We have now set up an ambitious new target for
Sustainable Home Product sales to reach 60% of
Group sales by FY 25/26 (previous target 50% by
FY20/21).
— We are also targeting 70% of OEB product sales to
be from Sustainable Home Products by FY 25/26
(FY21/22: 55%).
Group update (including ‘Powered by Kingfisher’ strategic plan) continued
14 Kingfisher 2021/22 Annual Report and Accounts
— Sustainability is one of the five core design principles
we use in developing our OEB ranges and we remain
focused on improving sustainability performance. For
example, we lead the market in moving towards 100%
peat-free compost, we have removed solvents from
further paint lines, integrated recycled plastic into
more furniture and tools, and increased the longevity
of some hand tool ranges.
— We also see considerable potential across all our
markets as the ‘green homes’ agenda accelerates, in
particular in the UK and France, where the
governments have made ‘net zero’ commitments.
Moreover, the ongoing energy crisis adds weight to the
urgent need for governments to increase their support
of greener homes and energy efficiency. We are
exploring opportunities to further increase
engagement with DIY and trade customers on this
agenda. For example:
— In FY 21/22, Kingfisher derived 10% of Group sales
from energy and water-saving products. We are very
well placed in energy efficiency categories such as
loft insulation, LED lighting, underfloor heating and
electric radiators, and are exploring other solutions.
— Screwfix is now selling photovoltaic (PV) panels and
air-source heat pumps to the trade and is exploring
further options in this market.
— This year, B&Q will test a new service to enable
customers to improve the energy efficiency of
theirhomes.
— Following its launch in early 2021, Castorama France
and Brico Dépôt France have supported the French
government’s MaPrimeRénov grant scheme for
energy-efficient projects in customers’ homes. The
programme has gained significant traction in France.
Communities: Fighting to fix bad housing
— In FY 21/22, we invested £4m in our communities, and
our colleagues and customers raised an additional
£2.8m. We reached over 800,000 people through our
charitable partnerships and banner Foundations.
— This brings our total to over 1.5m people helped since
FY 16/17, putting us on track to achieve our target to
help over 2m people by FY 25/26.
— We have now established charitable Foundations in all
our banners and extended our partnerships with the
national charities, Shelter and Macmillan in the UK,
LaFondation Abbé Pierre in France, and Habitat for
Humanity in Romania and Poland.
— Our banners supported a range of local projects during
FY 21/22, such as the Bricobus run by Compagnon
Bâtisseurs in France, which reached 2,000 people in
deprived rural regions with free DIY training and advice,
and Meta Pomoc in Poland, supporting young people
leaving the care system to improve their housing.
Our priorities are underpinned by our commitment to our
‘Responsible Business Fundamentals’. These are the
many issues and impacts we need to measure and
manage, to ensure we continue to operate responsibly
across our business. We have clear policies in each of
these areas, including health and safety, responsible
sourcing, cyber security and data protection, and ethical
conduct, to ensure we take a consistent best practice
approach across our banners.
From FY 22/23, we are integrating Responsible Business
measures into our long-term incentive plan (known as the
Kingfisher Performance Share Plan), which will be granted
to members of our senior leadership team. More
information on this will be provided in our 2021/22 Annual
Report and Accounts.
In May 2021, we entered into a new £550m sustainability-
linked revolving credit facility (RCF), which enables
Kingfisher to benefit from a lower interest rate when we
deliver on ambitious sustainability and community-based
targets under the Group’s Responsible Business plan.
Governance and Reporting
Our Responsible Business Committee (RBC) is a
sub-committee of Kingfisher’s Board. It supports the
governance of Responsible Business and monitors
performance against our priorities, and met three times
during 2021. The RBC is chaired by Sophie Gasperment, a
non-executive director (NED) of the Board, and includes
a further NED, our Group CEO, and other members of the
Group Executive.
We align our reporting with the Sustainability Accounting
Standards Board (SASB) standards for Multiline and
Speciality Retailers and Distributors, and the Global
Reporting Initiative (GRI). Furthermore, we have been
working to improve our understanding of the financial
impacts of climate-related risks and opportunities,
in line with the approach set out by the Task Force on
Climate-related Financial Disclosures (TCFD). Further
information can be found on pages 23 to 29.
We continue to rank highly in external benchmarks and
indices, including:
— MSCI: We rank as a ‘Leader’, having received the
highest-possible ‘AAA’ score, which was achieved by
only 3% of companies in the
Retail – Consumer
Discretionary
sector.
— CDP climate change: We continue to achieve a
leadership score of ‘A-’. We are amongst 25% of
companies in our sector globally that reached
‘Leadership’ level and we score higher than the
average discretionary retail performance of ‘B-’.
— Sustainalytics: We rank 1st out of 39 in home
improvement retail and 2nd out of 453 in the wider
retailing industry.
— Workforce Disclosure Initiative: We received a
disclosure score of 71%, which is ahead of the average
consumer discretionary sector and average disclosure
score (all companies) of 68%.
— ISS ESG Corporate Rating: We achieved a ‘C+’ rating.
This is supported by our ‘Prime’ status, which is given to
companies that are perceived to be sustainability
leaders in their industry.
— FTSE4Good: Listed in this index with a rating of 4.6 out
of 5 (‘Strong’ performance).
For more information on our Responsible Business
strategy, performance and governance, please visit the
Responsible Business section of our website at www.
kingfisher.com and our Responsible Business report to be
published in Q2 22/23.
15Kingfisher 2021/22 Annual Report and Accounts
5. Industry trends offer us opportunities
While the overall home improvement industry is growing,
there are also clear longer-term shifts within the market
which provide us with further opportunities. Our
‘Powered by Kingfisher’ strategy is closely aligned with
these trends, positioning our banners for growth.
Working from home – The Covid crisis has established
longer-term trends that clearly support our industry, in
particular the normalisation of flexible working. We expect
that for most, a return to the work office for five days a
week is unlikely. As a result, our customers are
encouraged to invest in their homes and gardens, with
more focus on improving their comfort and wellness.
More working from home also results in more wear and
tear, and the need to organise living space differently,
creating further demand for home improvement. Flexible
working has also allowed people to move further out of
city centres, usually into larger homes, meaning they
have more space to maintain and improve, and are
generally closer to our larger stores. This has also driven
up housing transaction volumes which, our data shows,
generates significant incremental demand for the 12-18
months following a move.
Digital – Over the last two years, the shift towards online
has rapidly accelerated for the whole industry. All our key
markets have experienced significant e-commerce
growth, with our e-commerce sales up 171% since FY
19/20. We are prioritising investment in digital, technology
and data as we scale up for the next phase of
e-commerce growth, led by our Group e-commerce
marketplace technology. Further detail included on page
8 within
‘Grow e-commerce sales’
.
Speed & convenience – Customers’ increased demand
for speed and convenience, along with demographic
trends, are driving a shift towards more localised
compact stores and faster fulfilment. Our stores are at
the centre of our e-commerce proposition, giving us an
advantage by enabling us to fulfil orders fast, especially
through C&C. We are also pushing boundaries in the
non-food retail space through Screwfix’s one-hour
delivery service. While Screwfix is already addressing the
compact store shift in the UK, the trend provides our
other retail banners with the opportunity to widen their
customer reach, especially in France and Poland where
we have less of a presence in small formats. Further
detail is included on page 11 within
‘Test compact store
concepts and adapt our store footprint’
.
Value – In more mature markets across Europe,
discounter format stores are growing their businesses
and expanding their home improvement ranges. This
growth has been supported by consumers’ rising focus
on value for money and pricing transparency, which we
can capture by offering competitively priced OEB
products, which make up almost half of Group sales.
Further detail is included on page 9 within
‘Differentiate
and grow through own exclusive brands’
. In addition, we
are well placed in this area of the market with our
renowned Brico Dépôt discounter banners in France and
Iberia. We are also mindful of rising consumer prices and
the potential impact on customer demand. As a core
consumer spending area, home improvement has grown
steadily over time and proven to be robust even during
periods of economic weakness. We are well positioned
here too, thanks to our sharp focus on maintaining
attractive price positioning across the Group, with a price
index at 100 or below vs nearest competitors.
DIFM – Before the Covid crisis, we saw a very gradual
shift in customer preference from DIY towards Do-It-
For-Me (‘DIFM’). According to research by USP Marketing
Consultancy, DIFM share grew by less than one
percentage point between 2015 and 2019. Over the last
two years we have seen customers favour DIY, which is
linked to it being more ‘socially distanced’ than DIFM, as
well as being cheaper, a hobby, an activity that
contributes to wellbeing, and customers having more
flexibility, due to an increase in working from home. As a
result, we expect the balance between DIY and DIFM to
remain stable over the medium term. Kingfisher is well
positioned to capture growth opportunities in both
customer preferences, with DIFM and trade comprising
half of Group sales, and we have plans to further increase
engagement with trade customers. Further detail is
included above within
‘Build a mobile-first and service
orientated customer experience’
on page 10 and
‘Expand
engagement with trade customers’
. on page 12.
Younger ‘DIY’ers’ – During the Covid crisis, we saw the
emergence of a younger generation of ‘DIY’ers’, whose
interest, skills and enthusiasm for DIY have grown
considerably. While this trend is still emerging, it is
encouraging and enables us to capture a broader range of
customers. Our investments in technology and data are
positioning us to secure their interest earlier in their
journey, as the purchasing or inspiration phase often starts
online. We are also well placed to satisfy their demand for
choice, speed and convenience, as detailed above.
‘Greener’ products – Being a responsible business is
more important than ever. Customers are looking for
easy ways to buy more sustainable products that have
been responsibly sourced. As a sustainability leader with
access to significant in-house product design capability,
this provides us with significant growth opportunities.
Moreover, we are well positioned to cater to the growing
demand for energy-efficient products and solutions.
Further detail is included on page 13 within
‘Lead the
industry in Responsible Business practices’
.
In summary, structural market drivers together with the
establishment of new and longer-term trends following
the Covid crisis, clearly support our strategy.
6. Clear financial priorities and capital
allocation framework
Group financial priorities
Our ‘Powered by Kingfisher’ strategic plan is delivering
growth and creating shareholder value. We are also
making progress against our financial priorities over the
medium term. These are to:
— Prioritise top line growth and grow sales ahead of
market:
— Clear strategy, actions and investments to drive
market share growth
— Focused on store and online customer satisfaction
— Operating in an attractive market, with new longer-
term trends supporting the industry
— Grow adjusted pre-tax profit in line with sales;
gradually faster than sales over time:
— Focused on driving scale benefits and cost
improvements, enabling us to accelerate investment
in top line growth and achieve an improved adjusted
pre-tax profit margin % over time
Group update (including ‘Powered by Kingfisher’ strategic plan) continued
16 Kingfisher 2021/22 Annual Report and Accounts
— Generate strong free cash flow to underpin
investment and shareholder returns:
— Driving inventory self-help, which presents a
significant opportunity over the medium-term
— Disciplined approach to capital expenditure
allocation, with target gross capex of c.3.0-3.5% of
total sales per annum, on average
— Progressive, sustainable dividend policy, with target
dividend cover of 2.25-2.75x
— Committed to an efficient capital structure, while
maintaining a prudent position in times of uncertainty
— Scope for surplus capital returns via share buybacks
or special dividends
Capital allocation
In 2021 we updated our capital allocation policy to reflect
the investment requirements and ambition of ‘Powered
by Kingfisher’, while maintaining a strong balance sheet.
The Group’s objectives in managing capital are to:
— Invest in the business where economic returns
areattractive
— Maintain a solid investment grade credit rating
— Safeguard the Group’s ability to continue as a going
concern and retain financial flexibility
— Provide attractive returns to shareholders
We aim to allocate capital, subject to strict returns
criteria, to compelling organic or strategic/bolt-on
inorganic growth opportunities that strengthen and
accelerate our strategy. Over the next two financial
years, we expect to be at the upper end of the gross
capex target range set out above, as we accelerate
investments for growth.
To maintain a solid investment grade credit rating, our
target is a maximum of c.2.0 times net debt to EBITDA on
an IFRS 16 basis over the medium term. To retain financial
flexibility, we aim to maintain strong liquidity headroom
(including cash, cash equivalents and committed debt
facilities), which is currently set at a minimum of £1bn.
This£1bn buffer currently comprises an undrawn RCF of
£550m and cash of £450m.
In March 2021, the Board announced a target ordinary
dividend cover range of 2.25 to 2.75 times, based on
adjusted basic earnings per share. We aim to grow the
ordinary dividend progressively over time.
If surplus capital remains after having achieved all the
above objectives, the Board will periodically evaluate
returning surplus capital to shareholders via a share
buyback programme or special dividends.
Dividend for FY 21/22
Following the very strong performance in FY 21/22, the
Board has proposed a final dividend per share of 8.60p.
This results in a proposed total dividend per share of
12.40p in respect of FY 21/22, which is 50% higher than
the prior year (FY 20/21: 8.25p). The dividend cover of
c.2.8 times is a little over the top end of our target cover
range, in line with our previous guidance.
The final dividend is subject to shareholder approval at
the Annual General Meeting on 22 June 2022, and will be
paid on 27 June 2022 to shareholders on the register at
close of business on 20 May 2022. A dividend
reinvestment plan (DRIP) is available to shareholders who
would prefer to invest their dividends in the Company’s
shares. The shares will go ex-dividend on 19 May 2022.
For shareholders electing to participate in the DRIP, the
last date for receipt of elections is 6 June 2022.
£300m share buyback programme
In September 2021, the Board announced the return of
£300m of surplus capital via a share buyback programme.
Up to and including 21 March 2022, we have repurchased
£225m worth of shares (31 January 2022: £157m), with the
final £75m tranche expected to complete by May 2022.
Current trading in FY 22/23
Q1 22/23 LFL sales (to 19 March 2022) are down by 8.1%,
reflecting very strong comparatives in the prior year. The
corresponding 2-year LFL is up 16.0%. This performance
indicates, in these early weeks of FY 22/23, a very healthy
retention of the demand and revenue uplift from the prior
two years. Trading in all banners is encouraging, including in
Poland and Romania which have traded strongly in the
most recent weeks. In the UK and France, growth was
impacted by storms in February. However, the week
commencing 15 March 2020 was impacted by all stores in
France closing following the start of the national lockdown.
Taking all this together, we believe that underlying trading
is more in line with our Q4 21/22 2-year LFL.
We have built a good inventory position ahead of peak
trading periods over the upcoming warmer weather
months. Furthermore, our ‘big-ticket’ ranges are in strong
demand to date, with the current showroom order book
for B&Q and Castorama France 72% higher versus the
same point last year (up 79% on a 2-year basis).
Outlook for FY 22/23
As described above we have had an encouraging start to
the first quarter, with resilient demand across all our
markets. We are however very mindful of the heightened
macroeconomic and geopolitical uncertainty that has
emerged since the start of the year.
Looking ahead to this year, our priority remains top line
growth, and strong and consistent execution. We are
targeting further market share gains in our markets, and
are accelerating our investments for growth – through
the launch of our scalable e-commerce marketplace, the
expansion of Screwfix in the UK and France, new store
openings in Poland, and our plans to increase trade
customer penetration. We expect P&L investments of
c.£25m in relation to our new businesses in FY 22/23,
including Screwfix France and B&Q’s e-commerce
marketplace. New store openings, largely in Screwfix and
Poland, are expected to contribute c.+1.5% to total sales
growth.
We are committed to continue managing our gross
margin effectively in an inflationary environment, as we
did successfully in FY 21/22. Furthermore, we will remain
active and responsive in our approach to managing our
operating cost base. In addition to benefiting from
ongoing cost reduction initiatives, our retail banners can
rapidly flex their cost base in the face of changing
demand, as evidenced during the Covid pandemic.
As a result of the above, we are comfortable with the
current consensus of sell-side analyst estimates for FY
22/23 adjusted pre-tax profit.
17Kingfisher 2021/22 Annual Report and Accounts
Business model
We offer home improvement products
and services to consumers and trade
professionals across our over 1,470
stores, via our e-commerce channels
and through our franchise and joint
venture partners.
By delivering our strategy and
operating as a responsible business, we
create sustainable value for our
customers, colleagues, shareholders,
suppliers and wider society.
At Kingfisher, we believe a better
world starts with better homes.
We help make better homes
accessible for everyone.
Our key resources
Our people and culture
82,000 engaged colleagues, with the right
training to serve customers.
Our scale
Over £13 billion of sales in eight countries.
Our financial strength
Strong balance sheet and cash generation.
Our leading retail banners
Strong and distinct retail banners that address
diverse customer needs, operate different
models and have a clear positioning and plan.
Our channels
Network of over 1,470 stores, strong online
presence, as well as franchise and joint
venture partners.
Our product offer
Our own exclusive brands (OEB) allow our
banners to offer differentiated products in
terms of design, functionality, sustainability
and value for money.
Our suppliers
Close collaboration with our suppliers to bring
the best home improvement products to our
customers at great prices, while ensuring they
meet our ethical standards.
Natural resources
Working to reduce carbon emissions from our
business, products and supply chains and to
create more forests than we use.
Society
Partnerships with communities and non-
governmental organisations (NGOs) to
address the issues that matter most to us,
such as housing and climate change.
18 Kingfisher 2021/22 Annual Report and Accounts
Our leading retail banners target specific customer segments within
their markets. As trusted brands, they connect with customers and
drive loyalty. They are powered by Kingfisher, which provides key
benefits, such as Group sourcing and buying, differentiated own
exclusive brands, services, technology and partnerships (including joint
venture partners, franchisees and marketplaces) and ensures our
values and responsible business practices are upheld. These strengths
are underpinned by our experienced, skilled and committed colleagues
and the financial scale of the combined Kingfisher Group.
Customers
Making better homes accessible for
everyone and helping tradespeople to get
their jobs done quickly and affordably.
Colleagues
Inclusive, rewarding work and careers,
developing skills.
Communities and society
Operating as a responsible business, with
strong community involvement.
Environment
Protecting and restoring natural
resources and tackling climate change.
Shareholders
Growing the value of the company
sustainably.
Suppliers
Sharing value in our supply chain.
Partners
Growing our business together with joint
venture, franchise and marketplace
partners.
How do we create value? Who do we create value for?
* E-commerce, digital journey, data, store concepts, services and service platforms,
supply chain. and property.
Powered by
Differentiated
OEB
Sourcing
& buying
Shared
services
Culture &
Values
Centres of
Excellence*
Poland
France
France
Romania
Iberia
Technology &
Digital
and
Franchise &
Partnerships
19Kingfisher 2021/22 Annual Report and Accounts
The home improvement market for consumer and trade
sales in our key geographies is worth approximately
£130bn. Growth in customer expenditure on hardware
and DIY goods over the past decade has outperformed
total customer expenditure and has also remained robust
during periods of economic weakness.
In Europe, this market is significant and caters for a
variety of customer needs from maintenance to repair
or decoration tasks and heavy renovation projects.
These needs are met by a wide range of private label
and branded product categories and corresponding
installation, design, and consumer finance services.
Larger format home improvement stores and trade
channels are among the key distribution channels.
However, generalist and specialist online ‘pure-players’,
online marketplaces, home improvement specialist stores
and discounters also play a role.
Structural market drivers are healthy due to a variety of
factors. We expect to see a moderate increase in housing
construction over the next three years. Newsupply
ordinarily leads to a more dynamic housing market and
more house moves and increased home improvement.
Further, increased renovation is anticipated in response
to the growing heavy maintenance and improvement
burden associated with ageing housing stock in our
markets. We also expect to see increased demand for
energy efficiency in homes as governments intensify
efforts around ‘net zero’; in the UK and France where 75%
of housing stock is deemed energy inefficient.
Customers are increasingly passionate about improving
their homes and we have seen new positive longer-term
trends for the industry being established. Customers
across our markets are spending more time living and
working at home. They are placing a greater emphasis
on improving the practicality and comfort of their
surroundings and in turn are spending more in the home
improvement market. We expect further demand for
home improvement longer-term to address the resulting
‘wear and tear’ on the home through increased use and
the need to organise living space differently.
During the pandemic we have also seen the emergence
of a younger generation of ‘DIYers’ with interest, skills,
and enthusiasm. This allows us to capture a diverse range
of customers. The more home improvement projects
people undertake, the more DIY skills they learn – building
confidence and ultimately increasing their interest and
appetite for the activity.
While the overall home improvement market is
growing, other clear longer-term shifts in customer
behaviours and trends provide us with further
opportunities. Our‘Powered by Kingfisher’ strategy
is closely aligned with these trends and allows the
business to respond appropriately.
Over the last two years, the trend towards online has rapidly
accelerated and all our key banners have experienced
significant e-commerce growth. Pre-pandemic, Screwfix
had been the exception amongst our banners with 33%
e-commerce sales penetration. However, with our stores
at the centre of our e-commerce proposition online sales
now make up 18% of Group sales. Stores provide support
for the significant proportion of online orders fulfilled
through click & collect (C&C), in-person returns, and faster
home delivery. In addition, retailers with omnichannel
strategies such as Kingfisher provide customers with
the option to visualise and design projects, seek advice,
and choose from a wider range of fulfilment options.
Customers’ increased demand for speed and
convenience, along with demographic trends, are also
driving a shift towards smaller and more localised
compact stores. While Screwfix has addressed this shift,
B&Q, Screwfix, Castorama France and Castorama Poland
are currently trialling compact store formats to widen
their customer reach and the early signs are encouraging.
In more mature European markets, a rising focus on value
for money and pricing transparency has seen discounter
format stores grow and expand their home improvement
ranges. With our renowned Brico Dépôt discounter
banners in France and Iberia, as well as our competitive
own exclusive brand (OEB) products and overall
Group-wide focus on attractive price positioning,
we are well placed to respond in this area.
Kingfisher has balanced exposure to the DIY and
Do-it-For-Me (DIFM)/trade trends with an approximately
equal revenue split and healthy growth across both
segments. Alongside the well documented increase in
DIYduring the pandemic, which is increasingly seen as a
hobby and an activity that contributes to wellbeing, the
DIFM trade category has also continued to grow. This has
been supported by the development of service platforms
connecting offer and demand in an easier way. Kingfisher
acquired NeedHelp, one of Europe’s leading home
improvements online services marketplaces,
inNovember 2020.
Finally, being a responsible business is more relevant and
important than ever before. Customers are increasingly
looking to buy more sustainable products that have
been responsibly sourced. This provides us with
opportunities to build on our strong sustainability
credentials. Our approach to responsible business is
discussed from page 23.
Our markets
20 Kingfisher 2021/22 Annual Report and Accounts
Our 82,000 colleagues have always been key to our
success. We aim to be an inclusive employer where
every individual can fulfil their potential, be themselves
and is given the opportunity to speak up.
During the year, we have continued to focus on our
colleagues’ health and wellbeing by maintaining Covid
safety measures in our stores, distribution centres and
offices, and supporting those colleagues who need to
take Covid related absences. We are partnered with
organisations such as the Retail Trust in the UK and
Alterhego in France to provide colleagues and their
families with wellbeing and financial support when they
need it.
Delivering our People and Culture plan
to empower our people
Our People and Culture plan launched in 2020 as a key
enabler of our ‘Powered by Kingfisher’ strategy. Following
further refinement in 2021, the plan has four priorities:
1. Balanced operating model
The ‘Powered by Kingfisher’ strategy aims to maximise
the benefits of our distinct retail banners with the scale,
strength and expertise of the Kingfisher Group, to
address the significant growth opportunities that exist
within the home improvement market. Our Group
operating model has established clear roles and
accountabilities and empowers our banners to address
the diverse needs of their customers. while making use
of the benefits of being part of the Group. During 2021,
we further embedded the operating model and our
banner commercial teams strengthened their buying,
pricing and merchandising capabilities, while the global
Offer & Sourcing team increased its focus on managing
our Own Exclusive Brands (OEB) products. For example,
Screwfix established an international operating model
and leadership team to support the expansion into
France. In Technology, dedicated banner teams support
the development of banner technology plans and
solutions.
People and
culture
They are assisted by the Group Technology team, which
supports delivery, in addition to having responsibility for
the overarching technology strategy and key areas such
as infrastructure and cyber protection. Our Centres of
Excellence, which cover areas such as data, store
concepts and supply chain, were established in 2020/21.
They have been critical to our progress, for example in
supporting the trials of compact stores in B&Q,
Castorama France and Castorama Poland.
2. Capabilities to fuel growth
We have built our banner employer brands to help us
attract and retain colleagues in increasingly competitive
markets, especially at store level. To recognise the
contribution of our frontline teams, we have invested in
additional pay increases and bonuses for our store
teams. Almost 9,000 colleagues participated in our ‘1+1
Sharing In Our Future’ plan, of which nearly 75% are
store-based colleagues, giving them opportunity to
become Kingfisher shareholders. We were very pleased
with the take-up rate, with ‘purchased shares’ bought in
July 2021 using participants’ contributions and ‘matching
shares’ allocated by Kingfisher on a one-for-one basis up
to a value of £1,500 per participant.
We have invested in specialist expertise to deliver our
growth and support achievement of our strategic
ambitions. We have extended our capability in key areas
including digital marketing, CRM, e-commerce, design
services, engineering, data science, supply/logistics and
responsible business at a Group and banner level. As a
Group, we made progress in supporting colleagues to
develop their skills and fulfil their potential through almost
2,270,000 hours of learning across our banners and
Group functions.
Across the banners, initiatives included new product
training, strengthening commercial capabilities, and
leadership development; as well as modules on our
OEB products. We have continued to support youth
employment, social mobility and learning for life and last
year we had over 3,800 apprentices across Kingfisher.
1. 2020/21: Board – 4 Female (44%), 5 Male (56%); total senior leadership – 127 Female (23%), 425 Male (77%); total workforce – 33,890 Female
(43%), 45,739 Male (57%).
2. As disclosed on page 23, we have set a target to increase women in senior leadership to 35% by 2025. Senior leadership under this target is
defined as those who are eligible for our discretionary share plans, the Alignment Share Plan and the new proposed Performance Share Plan
(see pages 75 to 104 for more information). Therefore, we have calculated the numbers above using the same methodology to enable us to
report our progression against this target. This means that the 2020/21 data has also been re-based accordingly.
3. We previously reported two sets of senior leadership data/targets, one in our Directors Remuneration Report (DRR) and the other in the
People and Responsible Business sections of the AR. This year, we have aligned this data and are now reporting progress against the target
set out in the DRR (to increase women in senior leadership to 35% by 2025). The senior leadership population reflects those executive
leaders included in our Alignment Share plan (see pages 75 to 104 more detail). 2020/21 data reported here has been re-based to show
progress against our target.
At 31 January 2022, the gender breakdown of colleagues and directors was as follows
1
:
Total workforce (%)
43.1%
56.9%
35,227
Female
46,483
Male
Total senior leadership (%)
2
25.2%
74.8%
76
Female
225
Male
Total Board (%)
50%
50%
4
Female
4
Male
Group Executive and their direct reports (%)
31.1%
68.9%
28
Female
62
Male
21Kingfisher 2021/22 Annual Report and Accounts
3. An agile, inclusive culture led by trust
Ensuring our colleagues are engaged, motivated
and always supported by inspiring leaders is essential
to continuously improving our customer satisfaction,
our productivity and the delivery of our strategy.
Strong engagement and an inclusive culture are
important parts of our Responsible Business agenda
and our commitment to doing the right thing for our
colleagues, customers, communities and the planet.
We have therefore focused on enhancing organisational
agility, listening to our people, and building leadership
capabilities that support inclusivity and diversity.
We have prioritised achieving a more agile culture,
encouraging colleagues to adopt a ‘test and learn’
mindset, so we can act with pace and without constraint
to drive the ways we innovate and how we deliver.
We have listened to our people through several means
including a new dedicated tool and in 2021 our employee
Net Promoter Score (eNPS) for colleagues’ willingness
to recommend their workplace to others was 48, in the
top 10% of global retailers. Each part of the business
developed local action plans to address feedback,
endorsed by the Group Executive and Board. Colleagues
shaped key internal policies in 2021 including hybrid
working for those in corporate offices.
We are proud that colleagues of all backgrounds feel
valued at Kingfisher, but there is more we can do. As part
of our Inclusion and Diversity strategy, we are developing
more inclusive leaders, creating platforms for diverse
colleague voices, improving gender representation
across our business, and gaining a deeper insight into
minority and marginalised groups. We are on track to
meet our goal of 40% women in all management roles by
2025 and we made several key diverse appointments into
senior leadership roles in 2021. Achieving our senior
leadership target remains an ongoing area of focus.
We have introduced initiatives to help us achieve this
goal, such as 50/50 gender balanced shortlists. Read
more about our inclusion targets in the Responsible
Business section on pages 23 to 29.
4. Diverse and inspiring leaders
Inspiring, inclusive leaders have a huge role to play in
the delivery of our strategy and plans for growth. During
2021, we therefore brought our senior leaders together
virtually on a regular basis to maintain dialogue regarding
strategic progress and lessons learned from various
tests and trials. We also delivered targeted inclusive
leadership training to senior leaders across the Group
and banners, including members of the Group Executive.
We added additional rigour to the ways we assess senior
talent and defined the behaviours which will help us
embed an agile, inclusive culture. We are in the process
of building a new development strategy to grow our
current and future people.
Equal opportunities
Kingfisher is committed to creating a workplace where
everyone is treated with fairness, dignity and respect
irrespective of age, educational and professional
background, diverse abilities, gender, gender
re-assignment, marital status, race, ethnicity,
religion and beliefs, and sexual orientation.
It is our policy that all colleagues are treated fairly.
No colleague is to be treated less favourably or
experience discrimination (unlawful or otherwise)
on any grounds, especially those pertaining to diverse
characteristics. This policy applies to every part
of employment, including recruitment and selection
processes, opportunities for training, development and
promotion, and terms and conditions of employment.
Entry into and progression within the company is based
solely on personal ability and competence to meet set
job criteria. Our employment policies, practices and
procedures promote accessibility for disabled people,
providing reasonable adjustment where appropriate.
Kingfisher continues to be a proud partner of a number
of recognised forums across its geographies that
champion diversity in all its forms.
Further information about our people can be found
in the Risk section from page 42.
People and culture continued
22 Kingfisher 2021/22 Annual Report and Accounts
Colleagues: Becoming a more inclusive company
Our commitment: We will become an inclusive company,
by breaking down barriers to employment and progression
and building skills for life.
Our targets:
— Improve gender balance to 35% women in senior leadership
and 40% women in management by FY 25/26.
— Provide five million hours of skills for life learning by FY 25/26.
Our progress:
— 37.7% of manager and 25.2% of senior leadership positions are
now held by women, up from 36.1% and 23.2% respectively since
last year
1
.
— 31.1% of our Group Executive and their direct reports
are female.
— Colleagues completed over 2.2m hours of training during
FY 21/22.
— Almost 9,000 colleagues became shareholders through our
new “1+1 Sharing In Our Future” share plan.
— Engagement and inclusivity, as part of our People and Culture
plan, is discussed on page 22. Each banner and Group function
has an Inclusivity Action Plan with targets linked to performance
bonuses, and Inclusion and Diversity (I&D) Affinity Groups.
Our I&D Advisory Forum brings together colleague
representatives and senior leaders from across the business.
Planet: We will help tackle climate change and create more
forests than we use
Our commitment: We will help tackle climate change by reducing
carbon emissions from our business, products and supply chains;
and by creating more forests than we use. We will become Forest
Positive by investing in forest projects.
Our targets:
— 100% responsibly sourced wood and paper for our products
and catalogues by FY 25/26.
— Become Forest Positive by FY 25/26.
— Achieve our approved science-based carbon reduction target
by FY 25/26.
— Our progress:
— 87.2% of the wood and paper used in our products was
responsibly sourced (FY 20/21: 81%) and 100% of catalogue
paper in FY 21/22.
— As a founding member of the Rainforest Alliance Forest Allies,
we are investing in six forest projects. See case study/page 24
— In June 2021, we announced a new carbon reduction target for
FY 25/26, consistent with reductions required to keep global
warming to 1.5°C and approved by the Science Based Targets
initiative (SBTi). See page 27 onwards.
— We are also a founding member of the UN’s Race to Zero
Breakthroughs – Retail Campaign, with the aim to inspire more
retailers to act against climate change.
Customers: We help make greener, healthier homes affordable
Our commitment: We will help millions of customers have a
greener, healthier home – one that is resource-efficient, uses
planet-friendly materials and is free from harmful chemicals.
Our targets:
— 60% of Group sales to be from our Sustainable Home Products
(SHP) by FY 25/26, including 70% of sales for our own exclusive
brand products (OEB).
Our progress:
— 44.1% of total Group sales came from products that help create
greener, healthier homes, such as LED lighting, low-flow taps,
and low VOC paint.
— For OEB, the percentage of SHP was 54.7%.
— Improved sustainability performance for several ranges
including moving towards 100% peat-free compost, moving
away from a solvent-based paint formula in additional ranges,
integrating recycled plastic into more furniture and tools; and
increasing the longevity of some hand tool ranges.
— We updated our SHP guidelines and published a new online
guidebook to help all colleagues understand and apply our
commitments. We extended our target (50% SHP by FY 20/21)
to a new ambition of 60% of Group sales to be from SHP by FY
25/26. This includes 70% of sales for OEB products.
Community: We will fight to fix bad housing
Our commitment: We will donate our products, expertise and time
to help people whose housing needs are greatest in the
communities we serve.
Our targets:
— Help more than two million people whose housing needs
are greatest by FY 25/26.
Our progress:
— Our projects have reached over 800,000 people this year,
which brought our total to over 1.5 million people since FY 16/17.
— £4.0 million community investment in the year. In addition, our
colleagues and customers raised £2.8 million
— We have established charitable foundations in all banners and
partnerships with national charities, Shelter and MacMillan in the
UK, Fondation Abbé Pierre in France, and Habitat for Humanity
in Romania and Poland.
— Our banners also supported a range of local projects during
FY 21/22 including the Bricobus run by Compagnon Batisseurs
in France, which reached 2,000 people in deprived rural regions
with free DIY training and advice, and Meta Pomoc in Poland,
supporting young people leaving the care system to improve
their housing.
1. We previously reported two sets of senior management data/ targets, one in our Directors Remuneration Report (DRR) and the other in the People
andResponsible Business sections of the AR. This year, we have aligned this data and are now reporting progress against the target set out in the DRR
(toincrease women in senior leadership to 35% by FY 25/26). The senior management population reflects those executive leaders included in our
Alignment Share plan (see pages 75-104 for more detail). FY 20/21 data reported here has been rebased to show progress against our target.
Operating as a Responsible Business
We have been prioritising responsible business issues for over three decades – from pioneering approaches for the responsible
sourcing of wood and paper, to creating more sustainable products for our customers and establishing innovative charitable
partnerships. Today, we are working to integrate responsible business into every part of our operations, from our governance and
reward structures to how we run our stores. Responsible Business is one of the priorities of our ‘Powered by Kingfisher’ strategy.
Our Responsible Business priorities
Our Responsible Business strategy focuses on four priorities, set out in the table below, where our experience, scale and influence
can bring about positive change. These priorities are underpinned by our Responsible Business fundamentals – the issues and impacts
we measure and manage to ensure we continue to operate responsibly across our business. For details of these, see pages 28 to 29.
During this second year of our Responsible Business strategy, we made good progress across all four priorities. Further information
will be published in our Responsible Business Report in July 2022.
Responsible Business
23Kingfisher 2021/22 Annual Report and Accounts
Responsible Business continued
Climate change and energy use
Our response to the Task Force on Climate-related Financial Disclosures (TCFD)
Over the past year, we have been working to improve our understanding of the financial impacts of climate-related risks and
opportunities, in line with the approach set out by TCFD. We have summarised below our progress against the TCFD disclosure
framework and we will be undertaking further work to enhance our disclosure in 2022/23.
Key areas of progress in FY 21/22:
— Governance: We are submitting a new Remuneration Policy for Executive Directors for shareholder approval at the 2022
AGM, which links our scope 1 and 2 emissions reduction targets to a new long-term incentive plan. See pages 75-104.
— Strategy: We updated and strengthened our Sustainable Home Products (SHPs) sales target to maximise business
opportunities from the transition to a net zero future. We now aim for SHPs to account for 60% of Group sales by the end
of FY 25/26 (our previous target of 50% expired in FY 20/21) and 70% of sales of own exclusive brand (OEB) products and
services. See details of our progress on page 23.
— Risk management: We undertook an initial analysis of the physical climate risks facing our property portfolio up to 2050.
We will continue to develop our ability to test the resilience of our business strategy under differing climate scenarios.
— Metrics and targets: We updated our science-based targets to align with a 1.5°C trajectory, placing Kingfisher amongst
a handful of retailers worldwide to have a 1.5°C target validated by the Science Based Targets initiative.
Partnering with the Rainforest Alliance
Forests are vital for the health of our planet and communities, but are being lost or degraded at an alarming rate.
In 2021, we began a partnership with the Rainforest Alliance, as a founding member of its Forest Allies initiative. This supports forest
communities by assisting them as they build stronger local economies and protect the natural resources we all depend upon.
Through the partnership, we are investing in six projects covering over 300,000 hectares and the livelihoods of 7,400 people
around the world. This includes restoring Guatemala’s Mayan Forest; building enterprises with Indigenous Peoples in the
Peruvian and Colombian Amazon; protecting Cameroon’s Mintom landscape through community forestry; and improving
degraded landscapes through social forestry in Lampung and West Kalimantan, Indonesia.
Governance
The governance of climate-related risks and opportunities is integrated into our overall Responsible Business governance and risk
management structures. The Board receives regular updates about our climate-related performance (more detail on page 70). Our
CEO is accountable for energy and climate change, with climate-related responsibilities sitting within various sub-committees:
— Our Responsible Business Committee (RBC), which is a sub-committee of the plc Board and is chaired by a non-executive
director, leads and oversees delivery of our Responsible Business strategy, including the management of climate-related risks
and opportunities. The RBC met three times in 2021.
— The Audit Committee receives updates on our TCFD disclosures and their alignment with regulatory requirements.
— Our Group Investment Committee (GIC) is directly accountable for all capital and revenue expenditure above the threshold
reserved for approval at the banner or Group function level. Energy-saving measures are a standing agenda item at meetings.
In addition, our central Responsible Business team, led by our Director of Responsible Business, is accountable for developing
strategy and for reporting and communication on climate change. Our retail banner CEOs have responsibility for delivering progress
against our carbon reduction and climate change commitments. Within the central Offer & Sourcing function, the Sustainability team
is responsible for ensuring our product sustainability requirements are embedded into our own exclusive brand product ranges, and
for supporting vendors and their factories to reduce their own emissions.
We will be submitting a new Remuneration Policy applicable for the Executive Directors for shareholder approval at the 2022 AGM.
The new Policy includes a proposal for a new share plan known as the Kingfisher Performance Share Plan which will also be granted
to our senior leadership population. It is intended that Responsible Business measures will form part of the performance conditions
which determine the vesting of this plan. This includes scope 1 and scope 2 greenhouse gas emissions reduction targets, which are
aligned to our long-term science-based targets. More detail on page 101.
24 Kingfisher 2021/22 Annual Report and Accounts
Risks/opportunities and description Our response
Market changes
Opportunities to increase sales of
SHPs that enable customers to create
net zero homes; reputational risks from
failure to transition away from carbon
intensive products such as peat and
ceramics.
Timeframe: Short-term (1-3 years)
Area of business impacted: All retail
banners
The commercial opportunities and risks from the transition towards net zero will
continue to shape our product range and business strategy. It is estimated that
80% of all of the UK’s homes of 2050 have already been built, yet two-thirds
currently fail to meet the UK Government’s aspiration for as many homes as
possible to reach Energy Performance Certificate Band C by 2035
2
.
Our SHPs help to make greener, healthier homes affordable and can support the
delivery of national net zero targets, particularly through product categories such
as loft insulation and energy efficient appliances. We are also taking action to
reduce the embodied carbon in our product ranges, in line with our scope 3
carbon targets.
We measure progress in managing this opportunity through our headline target to
achieve 60% of Group sales from SHPs by the end of FY 25/26 (and 70% from our
OEB products and services) – see page 23.
Energy & fuel costs
Increased risk of rising energy and fuel
prices, and carbon taxes, due to
regulatory changes and an increase in
energy demand (e.g. more heating and
cooling requirements during extreme
weather)
Timeframe: Short-term (1-3 years)
Area of business impacted: Operations
and supply chain
We are working to reduce energy use and carbon emissions through our science-
based targets, which cover our own operations (scope 1 and 2 emissions) and
supply chain (scope 3 emissions).
We mitigate this risk through investments to improve the efficiency and reduce
carbon intensity of our energy and fuel consumption. For example, we continue to
roll-out LED lighting and building energy management systems across our estate,
whilst increasing the proportion of our power derived from renewable sources.
See the ‘Reducing energy use’ section on page 27.
Overall, in FY 21/22 we reduced our energy intensity by 6.4% and our scope 1and 2
carbon emissions by 24.5% from our 2016/17 baseline.
Physical damage to assets
Increased physical risk of damage to
assets from long-term changes in the
climate and increased frequency of
extreme weather events such as
floods.
Timeframe: Medium- to long-term
(3+ years)
Area of business impacted: Operations
In the short term, we undertake detailed modelling of our physical and
consequential loss exposures for all of our business target locations. This enables
us to maintain robust insurance programmes for our own assets (including
self-insured policies) to cover potential physical risks and trading disruption from
extreme weather events.
Additionally, we incorporate climate change factors into the planning and design of
new stores, refurbishment projects and preventative maintenance programmes.
We are reviewing the findings from our climate-related scenario analysis (see
below) to ensure that our mitigating activities are sufficient under a range of
long-term climate scenarios.
Supply chain disruption
Increased disruption to upstream and
downstream transportation links, and
changes in the availability of raw
materials, resulting from physical
climate hazards.
Timeframe: Medium- to long-term
(3+years)
Area of business impacted: All
A resilient supply chain is key to our business and the achievement of our strategic
objectives.
Business continuity plans are updated regularly, covering our internal points of
failure and key partner disaster-recovery plans. The actions include a response to
supplier and logistics failures, and plans were tested live as part of our Covid
response activities. We continually review key suppliers by category to establish
capacity and volumes and assess the impact of an interruption in supply. Our
supplier strategy includes guidance on when to use more than one factory or
supplier to increase resilience.
We will undertake further work to assess climate-related risks to our wider supply
chain (see the ‘Our pathway to full TCFD disclosure’ section) and to develop a
robust and proactive management response.
1. Our Sustainable Home Products (SHPs) can help to lower the environmental impacts of our products by including features that are
sustainable and/or deliver sustainable benefits to customers. SHPs support our ambition to address climate change through reducing carbon
emissions embodied in our products and emitted when our customers use and dispose of our products .
2. Energy Performance Certificates (EPCs) are a widely used measure of the energy performance of buildings in the residential, commercial
and public sectors. Buildings are given an overall rating of A to G (for domestic buildings).
Strategy
Based on our materiality assessments, we believe
the growing market for SHPs
1
and services is the most
material climate change opportunity for our business.
In the UK and France, for example, the accelerating
Green Homes agenda is being driven by national net zero
commitments. Climate risks include the potential impact
of rising energy costs on our business and supply chain,
the potential for operational and supply chain disruption
from physical hazards, and reputational damage from not
meeting our climate-related commitments.
We consider material climate-related risks and
opportunities through our strategy development and
financial planning. Our projections account for capital
investments in energy technologies (such as the
installation of air source heat pumps across our Screwfix
estate) and renewable electricity to support the delivery
of our emissions reduction targets, and anticipated sales
of our SHPs.
More information on our risks and opportunities and our
response is presented in the table below. There will be
further details in our FY 21/22 Responsible Business
report published in July.
25Kingfisher 2021/22 Annual Report and Accounts
Responsible Business continued
Climate-related scenario analysis
We undertake high-level scenario analysis to inform our risk management approach and business strategy. In FY 21/22,
we undertook an initial assessment of the physical risk to our property portfolio (stores, distribution centres, and data
centres) over different time frames (current risk, 2030, 2040, and 2050).
The Intergovernmental Panel on Climate Change (IPCC) identify four potential climate scenarios (known as
Representative Concentration Pathways, or RCPs), depending on the policies governments adopt to cut emissions.
We have used RCP4.5 and RCP8.5 as the basis for our own scenarios, in line with the recommendation by the
TCFDthat the choice of scenarios covers ‘a reasonable variety of future outcomes’ with ‘at least one ‘a 2°C
scenarioorlower’:
— A ‘2°C scenario’(RCP4.5) where the increase in global temperature is limited to2-3°C. This is based on national
climate change agreements currently in place and some further actions worldwide.
— A ‘Business As Usual scenario’ (RCP8.5) where global temperatures increase by over 3°C due to limited global
efforts to constrain emissions. We chose RCP8.5 to understand our risks under a ‘worst case’ scenario.
Risk management
The identification and management of climate-related risks is fully integrated into the Kingfisher risk management
framework. We regularly review our Responsible Business risk register, assessing all risks for their probability
and potential financial, legal and reputational impacts, along with their probability and our mitigation measures.
The climate-related risks above have been captured, assessed and are being monitored through this register.
As described in our Risk section, we currently treat the aggregated risk of climate change as an ‘emerging risk’, as the
operational impacts are not deemed to be significant within our three-year principal risk outlook period. Our increasing
use of climate scenario analysis will enable us to better assess the materiality of specific climate-related risks over the
medium to long-term (over three years) and we will continue to assess whether the operational impacts of climate
change warrant a re-designation as a principal risk. More detail on our risk management approach is on page 42.
Metrics and targets
We continually review our climate change metrics and targets (see page 27) to ensure that we are providing the
information the business and our stakeholders need to effectively monitor our performance and drive progress.
We align with international best practice frameworks and guidance, and our operational carbon emissions reduction
target has been validated by the Science Based Targets initiative, confirming that it aligns with a 1.5°C global warming
scenario. We met our previous SBTi approved operational targets ahead of schedule.
We have also developed new investment plans to support the delivery of our targets, helping us to manage the
transition risks associated with the decarbonisation of the global economy. In FY 22/23, we will be setting out our
approach to achieving net zero emissions.
In FY 21/22 we agreed a £550m three-year revolving credit facility with a group of our relationship banks. The facility
is linked to our responsible business targets, including the delivery of our 1.5ºC targets for scope 1 and 2 emissions.
This enables us to benefit from a lower interest rate if we deliver on our responsible business targets.
Physical risk to property portfolio
In FY 21/22 we commissioned external consultants to carry out an analysis of climate-related physical risks to
our property portfolio up to 2050, and some of the key ports we use to ship our products.
Our modelling highlighted where issues such as drought, water scarcity and flooding may impact our estate
under each scenario. Our next step is to establish an internal working group to interpret these findings in the
context of our business strategy, identify and oversee any additional modelling requirements, and (where
required) identify and implement additional actions to mitigate the identified risks.
Further scenario analysis is planned to review climate-risks associated with our wider supply chain
(see ‘Our Pathway to full TCFD disclosure’).
26 Kingfisher 2021/22 Annual Report and Accounts
Our science-based emissions targets
Our carbon emissions (scope 1 and 2 market-based)
thousand tonnes CO
2
e from property and transport
Scope 1 and 2
Reduce our absolute greenhouse gas emissions from our
direct operations by 38% by 2025 compared with a FY
16/17 baseline.
Performance: On track
We have reduced our emissions by 24.5% since FY 16/17.
During the last year we have seen a 4.1% increase in our
scope 1 and 2 (market-based) GHG emissions. There was
a 9.9% increase in scope 1 emissions (from fuels for
heating and transport), and a 8.0% decrease in scope 2
(emissions from electricity). The overall increase relative
to last year is a result of substantial Covid-related
disruptions to our trading in FY 20/21, followed by a
return to a relatively stable trading year in FY 21/22.
We have also seen a change in customer shopping
habits, with some of our bigger banners adding
click & collect service and an increase in home
deliveries. We are investigating opportunities to
decarbonise our home delivery fleet to ensure that
this trend does not lead to growth in our emissions
longer term.
We continue to exceed the requirements of our
scope 1 and 2 science-based emissions reduction
target, ensuring that we continue to play our part in
limiting global temperature increases to 1.5
o
C.
Scope 3
Our scope 3 target requires us to achieve a 40%
reduction (per million pounds (£) turnover) from
purchased goods and services and use of sold
products by FY 25/26 from a FY 17/18 baseline.
As of FY 20/21 we had reduced such emissions
by 18%. We will report the latest progress against
our scope 3 emissions reduction target in our
FY 21/22 Responsible Business Report (published
in July). For our most recently published scope 3
data, please see our FY 20/21 Data Appendix
(www.kingfisher.com/dataappendix).
We also monitor performance on climate change
in external benchmarks, including the CDP Climate
Change disclosure initiative. In FY 21/22 we
maintained our score of A-, exceeding our sector
average of B-.
Our pathway to full TCFD disclosure
We aim to develop and improve our disclosure against the TCFD recommendations each year and to further
strengthen our approach to identifying, assessing and managing climate-related financial risks.
In FY 22/23, a group of representatives from banners and key Group functions (i.e. risk, finance, insurance) will
work together to better understand the methodology, data, assumptions, and the financial implications of the
climate-related scenario analysis undertaken for our property portfolio, and work to mitigate risks.
We will also work across Kingfisher to prioritise and undertake further analysis to understand the financial implications
of climate change on our business, including the resilience of our strategy to different climate scenarios. This work
will be supported by a review of our current governance and management of climate-related risks and opportunities.
We will reflect the outputs of this work within both the non-financial and (where relevant) financial statements of
our FY 22/23 annual report.
Reducing our energy use
In the past year we have continued to reduce the energy
intensity of our operations. We have achieved this
through further roll outs of LED lighting and building
energy management systems across our estate, energy
efficient design blueprints for new stores, and improving
building insulation. As a result we have reduced energy
intensity by 6.4% since FY 16/17.
In addition we converted a further 102 sites in the
UK to electric heating using air source heat pumps,
andhave also installed PV panels and biomass boilers
at selectedlocations.
New target 2025/26
2016/17
2017/18
2018/19
2019/20
2020/21
2021/22
283.7
251.6
232.8
228.1
205.8
214.3
176.0
As per our scope 1 and 2 emissions performance, our
overall energy consumption in FY 21/22 has increased
relative to FY 20/21 as a result of Covid-related trading
disruptions in the previous year. However, our total
energy consumption was 4.2% lower than FY 16/17, our
base year, and we continue to decarbonise our electricity
supplies (as explained above).
27Kingfisher 2021/22 Annual Report and Accounts
Responsible Business continued
Our greenhouse gas emissions and energy use data
2021/22 2020/21
Unit Global UK only
Global (excl
UK) Global UK only
Global
(excl UK)
% change
(global)
Scope 1 tCO
2
e 153,133 98,541 54,592 139,326 94,375 44,951 9.9%
Scope 2 – location based tCO
2
e 105,056 37,570 67,486 110,604 40,560 70,044 -5.0%
Scope 2 – market based tCO
2
e 61,122 731 60,391 66,441 735 65,706 -8.0%
Total scope 1 and 2 – location based tCO
2
e 258,189 136,110 122,079 249,930 134,935 114,995 3.3%
Total scope 1 and 2 – market based tCO
2
e 214,255 99,271 114,984 205,767 95,110 110,657 4.1%
Carbon footprint (market based)
per m
2
of floor space kgCO
2
e/m
2
27.9 28.2 27.6 26.7 27.4 22.7 4.5%
Total energy consumption GWh 1,230 692 538 1,139 659 480 8.0%
Total energy intensity kWh/m
2
160 197 129 148 190 113 8.1%
Five year performance and baseline
Unit 2021/22 2020/21 2019/20 2018/19 2017/18 2016/17
% change
against
baseline
Total energy consumption GWh 1,230 1,139 1,193 1,274 1,264 1,284 -4.2%
Total scope 1 and 2 – market based tCO
2
e 214,255 205,767 228,146 232,842 251,634 283,696 -24.5%
Carbon footprint (market-based)
per m
2
of floor space kgCO
2
e/m
2
27.9 26.7 29.6 30.3 32.8 37.8 -26.2%
Notes to chart: Our GHG emissions have been calculated using the UK Government (Defra) and International Energy Agency (IEA) emissions
factors. Our data covers our material Scope 1 and 2 impacts: emissions from property energy use and dedicated delivery fleets. We use the
market-based method for calculating Scope 2 emissions to account for our efforts in generating and purchasing low-carbon energy. We also
publish our location-based emissions. We report on an ‘operational control’ basis, meaning that the data covers Kingfisher’s retail banners where
we have the full authority to introduce and implement operating policies. Emissions from our Koçtas
̧
̧
joint venture are reported under our Scope
3 emissions (category investments).
In line with the SECR (Streamlined Energy and Carbon Reporting) requirements, we now report our emissions and energy use split between the
UK and other countries. UK emissions account for 46.3% of global market-based emissions and UK energy use accounts for 56.3% of total
energy use. Our GHG and energy use data is subject to annual independent assurance (ISAE 3000 limited assurance). The assurance statement
with details on the scope and conclusion of the work will be published in the Responsible Business report in July. Carbon footprint and energy
intensity calculations are based on total floor area of occupied properties. (7,682,887 m2 in FY 21/22). This is because a significant component
of our direct environmental impact derives from our property portfolio.
Our data methodology document contains details on our greenhouse gas emissions and energy calculations and is available at www.kingfisher.com.
Our Responsible Business
fundamentals
Each of our Responsible Business fundamentals has a
clear Group policy that allows us to work effectively
across our functions and banners to continually
improve performance.
Responsible sourcing and human rights
We respect, protect and promote the human rights
of our colleagues, workers in our supply chain and people
impacted by our business activities. Our Human Rights
Policy aligns with international agreements and guidelines
including the United Nations Guiding Principles on
Business and Human Rights, the International Bill of
Human Rights (which includes the Universal Declaration
of Human Rights), the UN Global Compact, the
International Labour Organisation’s Declaration on
Fundamental Principles and Rights at Work, the Children’s
Rights and Business Principles and UN conventions on the
elimination of discrimination.
With our suppliers, we are working to raise standards on
the environment, labour practices, and human rights in
our supply chain. As part of our due diligence, we assess
performance through a wider programme that includes
ethical audits of production sites. Further details are
available in our Modern Slavery Act Transparency
Statement (www. kingfisher.com/Modern-Slavery).
We do not tolerate any form of modern slavery.
Our Modern Slavery Working Group oversees due
diligence and disclosure on human rights and modern
slavery. Its action plan includes internal training, supplier
training, supplier ethical risk assessment and audit. We
work with a range of partners to address human rights
and modern slavery risks including Slave Free Alliance,
a victim-focused social enterprise, as well as experts in
the field of responsible recruitment such as Elevate to
improve working conditions and protect the human rights
of migrant workers in the Far East.
Slave Free Alliance met with our Responsible Business
Committee in 2021 to discuss their work with us and to
share best practice from around the world.
For further details and performance data, see our
Modern Slavery Act Transparency Statement
(www.kingfisher.com/Modern-Slavery).
28 Kingfisher 2021/22 Annual Report and Accounts
Health and safety
Every colleague is entitled to a safe working environment.
Our Group Safety and Compliance Officer oversees our
approach and is supported by Senior Management Safety
Committees in each retail banner and a network of safety
professionals. Kingfisher Safety Network meetings and
training sessions are held twice a year. Sessions were
postponed during 2021 due to the pandemic, but have
restarted in 2022.
Our Group-wide accident management reporting system
tracks accidents and near misses, allowing us to identify
root causes and reduce safety risks. A Health & Safety
dashboard summarises performance at each retail
banner. This data is reviewed quarterly by the Group
Executive and the Board and is published annually in our
Responsible Business report.
We were deeply saddened by the death of a colleague at
one of our Brico Dépôt stores in France, following an
accident involving a fork lift truck. Internal procedures,
training and awareness surrounding forklift safety was
immediately reviewed across all our banners as a priority.
Waste and chemicals
We are committed to achieving zero waste to landfill and
increasing recycling. In the UK and France, these policy
commitments are integrated into the contracts with
waste management partners, and we regularly review
their progress. We are phasing out high-priority
chemicals from our products and supply chains and
focusing on the sustainable sourcing of materials such
as peat, plastic and cement.
A full update and performance data will be published in
the Responsible Business Report in July 2022.
Ethical conduct
Our Code of Conduct sets out personal and shared
responsibilities for meeting high ethical standards.
We actively promote a culture of transparency,
honesty and fairness.
The Code forms part of the contractual terms and
conditions for all new colleagues. Colleagues also
complete annual e-learning compliance training on our
Code, as well as tailored modules for store and office-
based colleagues covering the different compliance risks
they might encounter. We provide additional Fair
Competition and Market Abuse Regulation training for
colleagues in higher-risk roles.
Our Group Ethics and Compliance Committee is chaired
by our CFO and oversees compliance, identifies priorities
and reviews compliance reports and investigations during
its quarterly meetings. Local Ethics and Compliance
Committees in each of our banners provide ongoing
support and insight.
We use a third-party due diligence tool to support our
processes in areas such as anti-bribery and corruption,
data protection, sanctions and conflict of interest.
We operate a confidential whistleblowing hotline.
During 2021/22, we ran internal awareness campaigns
to ensure colleagues are aware of the hotline and to
encourage more people to report ethical concerns.
The Audit Committee of the Board receives regular
updates about whistleblowing reports as well as the
outcome of sensitive internal investigations. See page 71.
All suppliers must comply with our Code of Conduct
and we embed its requirements into our procurement
processes and supplier contracts. Potential new suppliers
must factor in our Code of Conduct and ethical
requirements when quoting to provide products
orservices.
Our anti-bribery and corruption policies and procedures,
and our approach to data protection and cyber security
are explained in the Risk section on pages 42 to 48.
Governance of a responsible business
Our Responsible Business Committee, a subcommittee
of the Board, leads and oversees delivery of our
responsible business strategy, setting our ambition
and monitoring progress. You can read the Committee’s
report on page 70.
The Board receives regular updates on our performance
and sustainability risks and reviews our responsible business
KPIs each quarter as part of its governance duties.
From FY 22/23, we are integrating responsible business
measures into the Kingfisher Performance Share Plan
which will be granted to members of our senior
leadership team. More detail on pages 75-104.
In 2021, we agreed a new sustainability-linked revolving
credit facility agreement. See page 15.
ESG disclosure
We align with several external disclosure initiatives
including CDP (formerly the Carbon Disclosure Project),
the Workforce Disclosure Initiative (WDI), the Global
Reporting Initiative (GRI), Task Force on Climate-Related
Financial Disclosure (TCFD) and the Sustainability
Accounting Standards Board (SASB) standards for
Multiline and Speciality Retailers and Distributors.
For more information, visit www.kingfisher.com/
responsiblebusiness
29Kingfisher 2021/22 Annual Report and Accounts
Trading review by division
Note: all commentary below is in constant currency.
UK & IRELAND
£m 2021/22 2020/21
% Reported
Change
% Constant
Currency
Change
% LFL
Change
% 2-year LFL
Change
B&Q 4,178 3,707 +12.7% +12.8% +12.3% +26.9%
Screwfix 2,327 2,036 +14.3% +14.3% +10.9% +18.2%
Total sales 6,505 5,743 +13.3% +13.4% +11.8% +23.8%
Retail profit 794 681 +16.6% +16.7%
Retail profit margin % 12.2% 11.9% +30bps +30bps
Kingfisher UK & Ireland sales increased by 13.4% (LFL +11.8%) to £6,505m, with 2-year LFL sales up 23.8%, reflecting
strong demand throughout the year from both retail and trade customers. Our banners significantly improved their
competitive position in the UK home improvement market, and engagement with new and existing customers was
strong, with both store and website NPS significantly improving YoY. Gross margin % decreased by 60 basis points,
largely reflecting changes in category and channel mix, and one-off spend on securing availability. This was partially
offset by our effective management of inflation.
Retail profit increased by 16.7% to £794m, with a strong performance from both B&Q and Screwfix. Operating costs
increased by 9.6% largely due to higher costs associated with strong trading (including headcount increases and
higher staff incentives), 79 net new store openings, operating cost inflation, digital investments, and the reversal of
some Covid-related temporary cost reduction measures implemented in FY 20/21 (e.g., advertising and marketing).
The increase in operating costs was partially offset by cost reductions achieved as part of our strategic cost
reduction programme. Retail profit margin % improved 30 basis points to 12.2%.
B&Q total sales increased by 12.8% to £4,178m (LFL +12.3%), with 2-year LFL sales up 26.9% driven by double-digit
growth across all categories. ‘Big-ticket’ items saw continued strong momentum, with showroom (kitchens and
bathrooms) in the top-performing categories. Our current showroom order book is very strong, up 93% versus the
equivalent point in the prior year, and up 98% on a 2-year basis. LFL sales of weather-related categories increased by
18% (increase of 43% on a 2-year LFL basis), while sales of non-weather-related categories, including showroom,
increased by 10% (increase of 22% on a 2-year LFL basis). B&Q’s e-commerce sales continued to grow strongly in FY
21/22, increasing by 13% YoY and 146% on a 2-year basis, and representing 11% of total sales (FY 20/21: 10%; FY 19/20: 5%).
B&Q’s trade-focused banner, TradePoint, continues to perform ahead of expectations. The business continues to be
a significant part of B&Q at 20% of its sales (FY 20/21: 19%). LFL sales for TradePoint outperformed the rest of B&Q,
growing by 20% in FY 21/22, with 2-year LFL sales up 33%. TradePoint’s higher weighting towards building materials
and overall strong availability helped drive outperformance. Engagement with trade customers continues to be high,
with the introduction of trade-only deals and campaigns in H2 21/22. Going forward, the loyalty scheme will be
integrated into our digital platforms, giving customers the ability to better monitor current spend levels, and additional
spend requirements to trigger higher discount bands (up to 10%).
B&Q opened 11 new stores in FY 21/22, including five compact stores and six further store-in-store concessions within
ASDA supermarkets.
Screwfix total sales increased by 14.3% (LFL +10.9%) to £2,327m, with 2-year LFL sales up 18.2%, reflecting continued
strong demand from trade customers. Space growth contributed c.3% to total sales. E-commerce sales decreased by
2% given exceptional ‘digital only’ trading periods in the prior year, with 2-year sales up 161%, representing 67% of total
sales (FY 20/21: 78%; FY 19/20: 33%). The business continued to strengthen its digital proposition, launching its
innovative new mobile app which has been very well received by customers, with mobile remaining the dominant
channel of ordering online. During the year we launched our Screwfix ‘Sprint’ service, with strong early results. ‘Sprint’
offers customers an industry-leading 60-minute home delivery service (average delivery time c.45 minutes), currently
covering over one third of UK postcodes. We also launched Screwfix in France as an online-only proposition with the
goal of opening stores in H2 22/23. Results so far have been very encouraging. The results for Screwfix International
are captured in ‘Other International’ – see below for further information.
In FY 21/22, Screwfix opened 68 net new stores (including 12 in Ireland). The total number of stores as of 31 January
2022 is 790, including 24 in Ireland. The business has a medium term target of over 1,000 stores in the UK & Ireland.
30 Kingfisher 2021/22 Annual Report and Accounts
FRANCE
£m 2021/22 2020/21
% Reported
Change
% Constant
Currency
Change
% LFL
Change
% 2-year LFL
Change
Castorama 2,296 2,265 +1.4% +5.9% +7.2% +13.9%
Brico Dépôt 2,202 2,044 +7.7% +12.5% +11.6% +15.9%
Total sales 4,498 4,309 +4.4% +9.0% +9.3% +14.8%
Retail profit 221 181 +22.5% +28.0%
Retail profit margin % 4.9% 4.2% +70bps +70bps
Kingfisher France sales increased by 9.0% (LFL +9.3%) to £4,498m, with 2-year LFL sales up 14.8%, reflecting strong
demand in outdoor, kitchens and building & joinery categories. Covid-related restrictions in France led to some
temporary store and non-essential range closures throughout the first quarter (and part of the second quarter),
impacting total FY 21/22 LFL sales by c.-1%. These trading restrictions mostly impacted Castorama’s larger stores, but
contributed to Brico Dépôt’s relative outperformance in H1 21/22 (Brico Dépôt’s store estate consists of mainly
medium-sized stores, which were not required to close). LFL sales growth also benefited from our decision to
gradually open more stores on Sundays since Q3 20/21, to satisfy higher demand.
Our banners continue to improve their competitive position in the French home improvement market. In FY 21/22,
Kingfisher France outperformed the market on a 2-year LFL sales basis (based on
Banque de France
data), excluding
the impacts on trading from Covid-related restrictions in H1 21/22.
Gross margin % increased by 60 basis points, largely reflecting reductions in logistics and inventory holding costs,
higher OEB weighting at Brico Dépôt, and our effective management of inflation. This was partially offset by an
upweighting of special promotions (arrivages), more trading events, and category mix.
Retail profit increased by 28.0% to £221m, reflecting strong growth in gross profit, partially offset by an increase in
operating costs of 8.5%. Operating costs increased due to strong trading and additional Sunday openings, leading to
higher staff costs (headcount and staff incentives) and store-related costs (increased security and marshalling).
Theprior year benefitted from Covid-related temporary cost reduction measures (e.g., advertising and marketing)
and furlough relief related to temporary store closures. The increase in operating costs was partially offset by cost
reductions achieved as part of our strategic cost reduction programme, as well as the annualisation of cost benefits
from the permanent closure of eight Castorama stores in FY 20/21. Retail profit margin % improved 70 basis points
to4.9%.
Castorama total sales increased by 5.9% (LFL +7.2%) to £2,296m, with 2-year LFL sales up 13.9% reflecting resilient
demand against the backdrop of strong comparatives. LFL sales of weather-related categories increased by 12%
(increase of 25% on a 2-year LFL basis), while LFL sales of non-weather-related categories, including showroom,
increased by 6% (increase of 12% on a 2-year LFL basis).
The annualisation of a reduction in space following the permanent closure of eight Castorama stores in FY 20/21
impacted total sales by c.-1%. LFL sales growth was also supported by our decision to open more stores on Sundays.
Covid-related restrictions in France led to some temporary store and non-essential range closures throughout the
first quarter (and part of the second quarter), impacting FY 21/22 LFL sales by c.-1%. Castorama’s e-commerce sales
increased by 46% in FY 21/22 (up 318% on a 2-year basis), representing c.6% of total sales (FY 20/21: 5%; FY 19/20: 2%).
Further commentary on the operational improvements made at Castorama France are detailed in ‘France – final
phase of ‘fixes’ within Section 2.
Brico Dépôt total sales increased by 12.5% (LFL +11.6%) to £2,202m, with 2-year LFL sales up 15.9%. This reflects a
continued focus on Brico Dépôt’s discounter credentials and differentiated ranges, with outdoor, building & joinery,
kitchen and EPHC (electricity, plumbing, heating and cooling) all achieving double-digit LFL growth, YoY. The upweighting
of special promotions (
arrivages
) contributed to increased customer engagement and improved price perception.
In H1 21/22 Brico Dépôt’s performance benefitted from being able to keep most of its stores open during the period
(except for four stores that were only open to trade customers and for C&C). LFL sales growth was also supported by
our decision to open more stores on Sundays. Brico Dépôt’s e-commerce sales increased by 8% in FY 21/22 (up 192%
on a 2-year basis), representing c.5% of total sales (FY 20/21: 5%; FY 19/20: 2%). Brico Dépôt successfully opened two
new ‘medium-box’ stores in FY 21/22 (both conversions of former Castorama stores).
31Kingfisher 2021/22 Annual Report and Accounts
OTHER INTERNATIONAL
2021/22 2020/21
% Reported
Change
% Constant
Currency
Change
% LFL
Change
% 2-year LFL
Change
Sales (£m)
Poland 1,525 1,550 (1.6)% +5.0% +0.3% +5.3%
Iberia 366 310 +18.0% +23.2% +23.2% +14.6%
Romania* 279 242 +15.6% +22.8% +15.0% +28.0%
Other** 10 – n/a n/a n/a n/a
Other International (ex-Russia) 2,180 2,102 +3.7% +10.3% +5.5% +9.2%
Russia – 189 (100.0)% (100.0)% n/a n/a
Other International 2,180 2,291 (4.8)% +1.5% +5.5% +9.2%
Retail profit (£m)
Poland 135 146 (7.7)% (1.5)%
Iberia 12 3 n/a n/a
Romania*
(11) (14) +21.3% +16.4%
Other** (10) – n/a n/a
Turkey (50% JV) 7 9 (22.3)% +8.8%
Other International (ex-Russia) 133 144 (6.8)% +1.0%
Russia – (3) (100.0)% (100.0)%
Other International 133 141 (5.8)% +2.1%
Retail profit margin %
Poland 8.8% 9.4% (60)bps (60)bps
Other International (ex-Russia) 6.1% 6.8% (70)bps (60)bps
Other International 6.1% 6.2% (10)bps –
* Kingfisher’s subsidiary in Romania has historically prepared its financial statements to 31 December. In FY 21/22, Romania migrated to
Kingfisher’s financial reporting calendar (year ended 31 January 2022). Its sales and retail loss presented therefore include one additional
month of results (January 2022) in order to facilitate the alignment to Kingfisher’s financial reporting calendar. Reported and constant
currency variances for Romania’s sales and retail loss are for January 2021 to January 2022 (compared against January to December 2020),
whilst LFL and 2-year LFL sales growth for Romania compares February 2021 to January 2022 to the equivalent periods in prior years.
Romania’s LFL sales growth in the month of January 2021 was 22.2%.
* * ‘Other’ consists of the consolidated results of NeedHelp (acquired in November 2020), Screwfix International (launched online in France in
April 2021), and results from franchise agreements.
Other International (ex-Russia) total sales increased by 10.3% (LFL +5.5%) to £2,180m, with 2-year LFL sales up 9.2%,
driven by growth in all key geographies. Retail profit increased by 1.0% to £133m, with improved performances in Iberia,
Romania and Turkey offset by a lower retail profit in Poland and losses incurred in ‘Other’ operations. Including Russia’s
retail loss in FY 20/21 (disposal completed on 30 September 2020), Other International retail profit increased by 2.1%
and the retail profit margin % was broadly flat at 6.1%.
Sales in Poland increased by 5.0% (LFL +0.3%) to £1,525m, with 2-year LFL sales up 5.3%. Space growth contributed
c.5% to total sales. Most categories traded well on a 2-year basis, in particular kitchens (up 41%) with the new OEB
kitchen range landing well. We saw a strong recovery in demand from Q2 21/22 onwards following the closure of all
Castorama stores between 27 March and 3May 2021. These temporary store closures had a net impact of c.-6% on
FY 21/22 LFL sales. LFL sales of weather-related categories increased by 1% (increase of 11% on a 2-year LFL basis)
while sales of non-weather-related categories, including showroom, were broadly flat (increase of 4% on a 2-year LFL
basis). Poland’s e-commerce sales continued to grow strongly in FY 21/22, increasing by 39% (up 276% on a 2-year
basis), representing c.5% of total sales (FY 20/21: 4%; FY 19/20: 2%). Gross margin % increased by 50 basis points,
largely reflecting our effective management of inflation. Retail profit decreased by 1.5% to £135m with growth in gross
profit (impacted by temporary store closures in H1) more than offset by an increase in operating costs of 10.0%.
Operating costs increased largely due to space growth and new store opening costs, staff costs (annualisation of
Covid-related employment support received in the prior year), costs associated with the new Polish retail sales tax
(effective from January 2021) and inflation. The increase in operating costs was partially offset by cost savings related
to the period of temporary store closures and cost reductions achieved as part of our strategic cost reduction
programme. A record of seven new stores were opened in the year, including three big-boxes, two medium-boxes
and two compact format stores.
In Iberia, sales increased by 23.2% (LFL +23.2%) to £366m, with 2-year LFL sales up 14.6%. This reflects strong
demand, with double-digit LFL sales growth in all categories. Retail profit increased to £12m from £3m, reflecting
strong growth in gross profit, partially offset by an increase in operating costs of 19.6%.
Trading review by division continued
32 Kingfisher 2021/22 Annual Report and Accounts
Romania’s total sales and retail loss include one additional month of results (January 2022) in order to facilitate the
alignment to Kingfisher’s financial reporting calendar. Sales increased by 22.8% (LFL +15.0%) to £279m, with 2-year
LFL sales up 28.0%, reflecting strong demand despite the impact of Covid-related trading restrictions, particularly in
H2. Growth in gross profit was partially offset by higher operating costs, mainly driven by inflation, staff costs and
higher costs associated with strong trading. As a result, the business reduced its retail loss by 16.4% to £11m (FY 20/21:
£14m reported retail loss; FY 19/20: £23m reported retail loss). On a comparable basis, excluding losses incurred in the
additional month of January 2022, the retail loss would have been £8m, a c.35% reduction from FY 20/21. Please refer
to the
‘Operational status summary’
within Section 1 for details of Covid-related restrictions imposed in Romania.
As previously announced, Kingfisher completed the sale of Castorama Russia on 30 September 2020. FY 21/22 Group
sales were impacted by c.-1.5% from the YoY reduction in space related to Russia.
In Turkey, Kingfisher’s 50% joint venture, Koçtaş, contributed £7m of retail profit (FY 20/21: £9m) despite a high inflation
environment and temporary closure of all stores on weekends in H1 21/22 due to Covid-related restrictions.
‘Other’ consists of the consolidated results of NeedHelp, Screwfix International, and franchise agreements. Due to
these businesses being in their early investment phase, a combined retail loss of £10m was incurred as they scale up
for growth. In November 2020, Kingfisher acquired NeedHelp, one of Europe’s leading home improvement services
marketplaces. As part of its broader international expansion plans, Screwfix launched in France as a pure-play online
retailer in April 2021, and expects to open its first stores in France in H2 22/23. Following the year-end, we opened our
first franchise store under the B&Q banner in the Middle East in February 2022, with one further store due to open in
Q2 22/23. The stores and support office functions are fully operated and staffed by the Al-Futtaim Group.
33Kingfisher 2021/22 Annual Report and Accounts
Financial review
A summary of the reported financial results for the year ended 31 January 2022 is set out below.
Financial summary
% Total Change % Total Change % LFL Change
2021/22 2020/21 Reported
Constant
currency
Constant
currency
Sales £13,183m £12,343m +6.8% +9.7% +9.9%
Gross profit £4,935m £4,573m +7.9% +10.6%
Gross margin % 37.4% 37.1% +30bps +30bps
Operating profit £1,144m £916m +24.7%
Statutory pre-tax profit £1,007m £756m +33.1%
Statutory post-tax profit £843m £592m +42.3%
Statutory basic EPS 40.3p 28.1p +43.4%
Net (decrease)/increase in cash
1
£(237)m £881m n/a
Total dividend 12.40p 8.25p +50.3%
Adjusted metrics
Retail profit £1,148m £1,003m +14.5% +16.7%
Retail profit margin % 8.7% 8.1% +60bps +50bps
Adjusted pre-tax profit £949m £786m +20.9%
Adjusted pre-tax profit margin % 7.2% 6.4% +80bps
Adjusted post-tax profit £737m £604m +22.0%
Adjusted basic EPS 35.2p 28.7p +22.6%
Free cash flow £385m £938m (59.0)%
Net debt
2
£(1,572)m £(1,394)m (12.7)%
1. Net (decrease)/increase in cash and cash equivalents and bank overdrafts.
2. Net debt includes c.£2.4bn lease liabilities under IFRS 16 in FY 21/22 (FY 20/21: c.£2.4bn).
Total sales increased by 9.7% on a constant currency basis, to £13,183m, largely driven by a strong sales performance
in the UK and France. On a reported basis, which includes the impact of exchange rates, total sales increased by 6.8%.
LFL sales increased by 9.9%, which excludes the sales impact from a net reduction in space of -0.2%, with space
growth in the UK and France offset by the space annualisation impact from the disposal of Russia in September 2020.
During FY 21/22, we opened 90 new stores (including 69 stores in the UK, 12 in Ireland, seven in Poland and two in
France) and closed two stores in the UK.
Gross margin % increased by 30 basis points on a constant currency basis, reflecting our effective management of
inflation, logistics and inventory holding cost savings, and the disposal of Russia. This was partially offset by
upweighting of promotions and trading events in France, and changes in category and channel mix. On a reported
basis, gross margin % also increased by 30 basis points.
Reported retail profit increased by 14.5% including £19m of unfavourable foreign exchange movement on translating
foreign currency results into sterling. £15m of this movement came in the second half of the year. In constant currency,
retail profit increased by 16.7%, driven by a strong performance in all key markets. The Group’s strong gross profit
performance (an increase of 10.6% in constant currency) was partly offset by higher operating costs. Operating costs
increased by 8.9% on a constant currency basis, largely reflecting higher costs associated with strong trading
(including headcount increases and higher staff incentives), inflationary increases, new store openings, higher digital
costs (including the impact of software accounting changes) and the reversal of some temporary cost measures
implemented in FY 20/21 (e.g. advertising and marketing); partially offset by the delivery of strategic cost reduction
initiatives, the annualisation of cost benefits from the disposal of Russia and the permanent closure of eight Castorama
France stores, both in FY 20/21.
Statutory pre-tax profit, which includes adjusting items, increased by 33.1% to £1,007m. This reflects higher operating
profit, lower net finance costs and more favourable adjusting items before tax.
34 Kingfisher 2021/22 Annual Report and Accounts
A reconciliation from the adjusted basis to the statutory basis for pre-tax profit is set out below:
2021/22
£m
2020/21
£m
Increase/
(decrease)
Retail profit (constant currency) 1,148 984 16.7%
Impact of exchange rates – 19 n/a
Retail profit (reported) 1,148 1,003 14.5%
Central costs (60) (54) n/a
Share of interest and tax of joint ventures & associates (2) (3) n/a
Net finance costs (137) (160) n/a
Adjusted pre-tax profit 949 786 20.9%
Adjusting items before tax 58 (30) n/a
Statutory pre-tax profit 1,007 756 33.1%
Net finance costs of £137m (FY 20/21: £160m) consist principally of interest on IFRS 16 lease liabilities. Net finance
costs decreased due to lower interest on lease liabilities and debt repayments.
Adjusting items after tax were a gain of £106m (FY 20/21: charge of £12m), as detailed below:
2021/22
£m
Gain/(charge)
2020/21
£m
Gain/(charge)
Net store asset impairment reversals 33 42
Release of France and other restructuring provisions 9 –
Commercial operating model restructuring 4 (16)
Release of France uncertain operating tax position 9 –
Russia impairments & other exit costs – (27)
Property gains 3 13
Release of B&Q China disposal warranty liability – 10
IT asset write-downs and related costs – (3)
Loss on disposal of Castorama Russia – (49)
Adjusting items before tax 58 (30)
Prior year and other adjusting tax items 48 18
Adjusting items after tax 106 (12)
The Group no longer uses the term ‘exceptional adjusting items’ within its Alternative Performance Measure
definitions, with the term ‘adjusting items’ now judged to be more appropriate. This represents a change in terminology
and presentation only, with no impact on adjusted or statutory performance measures. Refer to note 2 of the
consolidated financial statements.
Revised future store performance projections, reflecting continued strong trading, have resulted in net store asset
impairment reversals of £33m. These are predominately reversals of impairment charges recorded in FY 19/20.
Current year adjusting items include a £9m credit principally arising due to savings on costs relating to legacy store
closure programmes in France, as compared with the original restructuring provisions recognised. In the prior year,
the Group commenced formal consultation with colleague representatives regarding its proposal to implement a new
commercial operating model.
A credit of £4m was recognised in the year due to cost savings as compared with the original restructuring provisions
recognised.
A £9m liability that was held in relation to an uncertain operating tax position in France was released in the year.
Thisformed part of a liability of £26m that had been recorded as an adjusting item in FY 19/20.
A profit of £3m has been recorded on the exit of two properties in the UK and one property in France.
Prior year and other adjusting tax items relate principally to the impact on deferred tax balances of the enacted future
increase in the UK tax rate and a release of prior year provisions for uncertain tax positions. Refer to note 10 of the
consolidated financial statements.
35Kingfisher 2021/22 Annual Report and Accounts
Financial review continued
Taxation
The Group’s adjusted effective tax rate is sensitive to the blend of tax rates and profits in the Group’s various
jurisdictions. It is higher than the UK statutory rate because of the amount of Group profit that is earned in higher tax
jurisdictions. The adjusted effective tax rate, calculated on profit before adjusting items, prior year tax adjustments
and the impact of future rate changes, is 22% (FY 20/21: 23%). The reduction from the prior year is a combination of
the sale of the loss-making Russian business and a reduction in the French tax rate.
The statutory effective tax rate includes the impact of adjusting items (including prior year tax items). The impact of
these lower the rate from 22% to 16%. This mainly reflects the revaluation of UK deferred tax balances due to the
enacted future UK tax rate increase, as well as the applicable tax treatment of adjusting items, and the release of prior
year provisions which reflect a reassessment of expected outcomes, agreed positions with tax authorities and items
that have time-expired.
Pre-tax profit
£m
Tax
£m
2021/22
%
Pre-tax profit
£m
Tax
£m
2020/21
%
Adjusted effective tax rate 949 (212) 22% 786 (182) 23%
Adjusting items 58 48 (30) 18
Statutory effective tax rate 1,007 (164) 16% 756 (164) 22%
The Group has been impacted by the European Commission’s state aid decision published in April 2019, concerning
the UK’s controlled foreign company rules. Along with the UK government and other UK-based international
companies, Kingfisher has appealed the decision to the European courts. In FY 21/22 Kingfisher paid £64m (including
interest) to HMRC in relation to the state aid decision. The full amount is being contested and is recorded as a
receivable. Refer to note 37 of the consolidated financial statements.
The statutory tax rates applicable to this financial year and the expected statutory tax rates for next year in our main
jurisdictions are as follows:
Statutory tax
rate 2022/23
Statutory tax
rate 2021/22
UK 19% 19%
France 26% 28%
Poland 19% 19%
Adjusted basic earnings per share increased by 22.6% to 35.2p (FY 20/21: 28.7p), which excludes the impact of
adjusting items. Basic earnings per share increased by 43.4% to 40.3p (FY 20/21: 28.1p) as set out below:
Earnings
1
£m
2021/22
EPS pence
Earnings
1
£m
2020/21
EPS pence
Adjusted basic earnings per share 737 35.2 604 28.7
Adjusting items before tax 58 2.8 (30) (1.4)
Prior year and other adjusting tax items 48 2.3 18 0.8
Basic earnings per share 843 40.3 592 28.1
1. Earnings figures presented reconcile adjusted post-tax profits to statutory post-tax profits.
36 Kingfisher 2021/22 Annual Report and Accounts
Tax contribution
Kingfisher makes a significant economic contribution to the countries in which it operates. In 2021/22 it contributed
£2.4 billion in taxes it both pays and collects for these Governments. The Group pays tax on its profits, its properties, in
employing 82, 000 people, in environmental levies, in customs duties and levies as well as other local taxes. The most
significant taxes it collects for governments are the sales taxes charged to its customers on their purchases (VAT)
and employee payroll-related taxes. Taxes paid and collected together represent Kingfisher’s total tax contribution
which is shown below:
Total taxes paid as a result of Group operations
2021/22
£bn
2020/21*
£bn
Taxes borne 0.8 0.7
Taxes collected 1.6 1.5
Total tax contribution 2.4 2.2
* 2020/21 comparatives are presented on a constant currency basis
Both current and prior year figures exclude the tax contribution of discontinued operations
Kingfisher participates in the Total Tax Contribution survey that PwC perform for the Hundred Group of Finance
Directors. The 2021 survey ranked Kingfisher 23rd (2020: 26th) for its Total Tax Contribution in the UK. In 2021, 95
(2020: 97) companies contributed to the survey.
Taxation governance and risk management
The Kingfisher Code of Conduct applies high standards of transparency, honesty and fairness to our employees and
suppliers. The Code requires that we carry out our work ethically and in compliance with the law. We have a zero-
tolerance approach to tax evasion and the facilitation of tax evasion. These principles underpin our approach to tax.
Our core tax objectives are to pay the right amount of tax at the right time and to comply with all relevant tax
legislation in all Group entities. Kingfisher undertakes its activities and pays tax in the countries in which it operates in
compliance with the local and worldwide tax rules. These tax objectives are met through the application of the Group
Tax Standards and the published Kingfisher Tax Strategy, which are Board approved, as well as other relevant Group
policies and standards, which document our approach to tax compliance, tax risk management and tax planning to
ensure that consistent minimum standards are observed throughout the Group.
The responsibility for tax policy and management of tax risks lies with the Chief Financial Officer and the Group Tax
Director who engage regularly with the Board and the Audit Committee on all tax matters.
Tax risks can arise from changes in law, differences in interpretation of law and the failure to comply with the
applicable rules and procedures. The Group seeks to take a balanced approach to tax risk having regard to the
interests of all stakeholders including investors, customers, staff and the governments and communities in the
countries in which it operates. As a multinational group, operating in an increasingly complex and changing international
corporate tax environment, some risk is unavoidable.
Kingfisher manage and control this risk through local management, the tax specialists that it employs and agile
monitoring of changes in law and interpretation of law. The Group may engage with reputable professional firms on
areas of significant complexity, uncertainty or materiality, to support it in complying with its tax strategy. Group
companies work within a tax controls framework, and compliance with this is monitored by the Internal Audit and
Riskteam.
The Group seeks to engage with tax authorities with professionalism, honesty and respect. It works with all tax
authorities in a timely and constructive manner to resolve disputes where they arise, although it is prepared to litigate
where this is not possible.
Dividends
The Board has proposed a final dividend per share of 8.60p (FY 20/21 final dividend: 5.50p). Taken alongside the interim
dividend already paid of 3.80p (FY 20/21 interim dividend: 2.75p), this results in a proposed total dividend per share of
12.40p in respect of FY 21/22, which is 50.3% higher than the prior year (FY 20/21: 8.25p). The final dividend is subject
to the approval of shareholders at the Annual General Meeting on 22 June 2022, and will be paid on 27 June 2022 to
shareholders on the register at close of business on 20 May 2022.
A dividend reinvestment plan (DRIP) is available to shareholders who would prefer to invest their dividends in the
shares of the Company. The shares will go ex-dividend on 19 May 2022. For those shareholders electing to receive
the DRIP the last date for receipt of election is 6 June 2022.
For further details on our dividend policy, please refer to
‘Capital allocation’
within Section 2.
37Kingfisher 2021/22 Annual Report and Accounts
Financial review continued
Management of balance sheet and liquidity risk and financing
Management of cash and debt facilities
Kingfisher regularly reviews the level of cash and debt facilities required to fund its activities. This involves preparing a
prudent cash flow forecast for the medium term, determining the level of debt facilities required to fund the business,
planning for repayments of debt at its maturity, and identifying an appropriate amount of headroom to provide a
reserve against unexpected outflows and/or unexpected impacts to cash inflows. To retain financial flexibility, we aim
to maintain strong liquidity headroom (including cash and cash equivalents, and committed debt facilities), which is
currently set at a minimum of £1bn.
Net debt to EBITDA
As of 31 January 2022, the Group had £1.6bn (FY 20/21: £1.4bn) of net debt on its balance sheet including £2.4bn (FY
20/21: £2.4bn) of total lease liabilities.
The ratio of the Group’s net debt to EBITDA was 1.0 times as of 31 January 2022 (0.9 times as of 31 January 2021). At
this level, the Group has the necessary financial flexibility during this current period of heightened uncertainty, whilst
retaining an efficient cost of capital.
Over the medium term, the Group’s objective is a target of a maximum of c.2.0 times net debt to EBITDA. For further
details, please refer to
‘Clear financial priorities and drivers’
within Section 2.
Net debt to EBITDA is set out below:
2021/22
£m
2020/21
£m
Retail profit 1,148 1,003
Central costs (60) (54)
Depreciation and amortisation 555 536
EBITDA 1,643 1,485
Net debt 1,572 1,394
Net debt to EBITDA 1.0 0.9
Credit ratings
Kingfisher holds a BBB credit rating with Fitch, (P) Baa2 rating with Moody’s, and a BBB rating with Standard and Poor’s.
The Outlook is Stable across all three agencies.
Revolving credit facility
In May 2021 the Group entered into a new £550m three-year revolving credit facility (RCF) agreement with a group of
its relationship banks, linked to sustainability and community-based targets. The credit facility expires in May 2024 and
replaced the two previous facilities (£225m that was due to expire in March 2022 and £550m, most of which was due
to expire in August 2023), which were cancelled in June 2021. As of 31 January 2022, this RCF was undrawn.
Other borrowings
The Group repaid its €50m and £50m fixed term loans at maturity in September 2021 and December 2021
respectively.
Covenants
The terms of the committed RCF require that the ratio of Group operating profit (excluding adjusting items) to net
interest payable (excluding interest on IFRS 16 lease liabilities) must be no less than 3:1 for the preceding 12 months as
at the half and full year-ends. As of 31 January 2022, Kingfisher’s ratio was higher than this requirement.
Total liquidity
As of 31 January 2022, the Group had access to over £1.3bn in total liquidity, including cash and cash equivalents
of over £800m and access to a £550m RCF. Further detail on Kingfisher’s debt and facilities can be found at
www.kingfisher.com.
38 Kingfisher 2021/22 Annual Report and Accounts
Free cash flow
A reconciliation of free cash flow is set out below:
2021/22
£m
2020/21
£m
Operating profit 1,144 916
Adjusting items (58) 30
Operating profit (before adjusting items) 1,086 946
Other non-cash items
1
595 570
Change in working capital (215) 376
Pensions and provisions (31) (29)
Net rent paid (480) (456)
Operating cash flow 955 1,407
Net interest paid (4) (22)
Tax paid (169) (166)
Gross capital expenditure (397) (281)
Free cash flow 385 938
Ordinary dividends paid (254) –
Share buybacks (157) –
Share purchase for employee incentive schemes (29) (14)
Disposal of Castorama Russia and acquisition of NeedHelp 7 19
Other tax authority payments
2
(64) –
Disposal of assets and other
3
(28) (1)
Net cash flow* (140) 942
Opening net debt (1,394) (2,526)
Movements in lease liabilities 7 163
Other movement including foreign exchange (45) 27
Closing net debt (1,572) (1,394)
1. Includes principally depreciation and amortisation, share-based compensation charge and pension operating cost.
2. Payments made in relation to the EC state aid challenge (refer to the Taxation section above for further details).
3. Includes adjusting cash flow items, principally comprising restructuring costs and settlement of interest relating to legacy tax positions;
offset by property disposals.
Operating profit (before adjusting items) was £140m higher than last year, largely reflecting higher profits in the UK &
Ireland and France.
The working capital outflow of £215m was driven by an increase in net stock of £359m. This reflects the impact of
inflation, store expansion, and the Group’s focus in FY 21/22 on rebuilding inventory levels and placing orders
significantly ahead of peak trading periods and important global events, such as the Chinese New Year (which was
earlier this year, at the end of January 2022). The Group had exceptionally low inventory in the prior year, caused by
Covid-related delays of orders, and strong sales. Partially offsetting this was a £144m increase in payables (net of
receivables), largely reflecting the timing of inventory and GNFR purchases.
Gross capital expenditure in FY 21/22 was £397m, increasing by 41% (FY 20/21: £281m). Following the onset of the
pandemic in FY 20/21, capital expenditure was largely limited to essential areas, and as a result approximately £70m
was deferred to FY 21/22. Of the expenditure in FY 21/22, 34% was invested on refreshing, maintaining and adapting
existing stores (including renewable energy initiatives), 16% on new stores, 26% on technology and digital
development, 9% on range reviews and 15% on other areas including supply chain investment.
Overall, free cash flow for FY 21/22 was £385m (FY 20/21: £938m).
39Kingfisher 2021/22 Annual Report and Accounts
Net debt (including IFRS 16 lease liabilities) as of 31 January 2022 was £1,572m (FY 20/21: £1,394m).
A reconciliation of free cash flow and net cashflow to the statutory net increase in cash and cash equivalents and bank
overdrafts is set out below:
2021/22
£m
2020/21
£m
Free cash flow 385 938
Ordinary dividends paid (254) –
Share buybacks (157)
Share purchase for employee incentive schemes (29) (14)
Disposal of Castorama Russia and acquisition of NeedHelp 7 19
Other tax authority payments
1
(64) –
Disposal of assets and other
2
(28) (1)
Net cash flow (140) 942
Repayment of bank loans (2) (1)
Issue of fixed term debt – 1,950
Repayment of fixed term debt (95) (2,011)
Receipt on financing derivatives – 1
Net (decrease)/increase in cash and cash equivalents and bank overdrafts (237) 881
1. Payments made in relation to the EC state aid challenge (refer to the Taxation section above for further details).
2. Includes adjusting cash flow items, principally comprising restructuring costs and settlement of interest relating to legacy tax positions;
offset by property disposals.
Return on capital employed (ROCE*)
In FY 21/22, Kingfisher’s post-tax ROCE was 14.6% (FY 20/21: 12.7%). The increase was mainly driven by higher profit in
the UK & Ireland and France, partially offset by the impact of higher working capital on capital employed. Kingfisher’s
weighted average cost of capital (WACC) is 7.6%.
ROCE by geographic division is analysed below (Russia is excluded from FY 20/21):
Sales
£bn
Proportion of
Group sales
Capital
employed
(CE) £bn
Proportion of
Group CE
ROCE
2021/22
ROCE
2020/21
UK & Ireland 6.5 49.3% 2.8 49.3% 22.6% 19.6%
France 4.5 34.1% 1.6 28.3% 9.7% 7.0%
Other International 2.2 16.6% 1.2 20.3% 9.3% 9.3%
Central 0.1 2.1%
Total 13.2 5.7 14.6% 12.7%
Financial review continued
40 Kingfisher 2021/22 Annual Report and Accounts
Capital Risk Management
The Group’s objectives when managing capital are:
— to invest in the business where economic returns are attractive
— to retain financial flexibility
— to provide attractive returns to shareholders
— to target a solid investment grade credit rating; and
— over the medium term, to maintain a target of c.2.0 times net debt to EBITDA on an IFRS 16 basis
The Group manages its capital through:
— a continued focus on free cash flow generation;
— setting the level of capital expenditure and dividend in the context of its current year trading outlook and forecast
free cash flow generation;
— rigorous review of capital investments and post investment reviews to drive better returns; and
— monitoring the level of the Group’s financial and leasehold debt in the context of Group performance and its
creditrating.
Kingfisher Insurance Designated Activity Company (Ireland), a wholly owned subsidiary, is subject to minimum capital
requirements as a consequence of its insurance activities. The Group complied with the externally imposed capital
requirements during the year.
Property
Kingfisher owns a significant property portfolio, almost all of which is used for trading purposes. A valuation was
performed for internal purposes in October 2021 with the portfolio valued by external professional valuers. Based on
this exercise, on a sale and leaseback basis with Kingfisher in occupancy, the value of property is £2.8bn as of
31January 2022 (FY 20/21: £2.7bn).
2021/22
£bn
2021/22
Yields
2020/21
£bn
2020/21
Yields
France 1.3 8.0% 1.4 8.3%
UK 0.6 6.2% 0.5 6.9%
Poland 0.7 7.6% 0.6 7.9%
Other 0.2 n/a 0.2 n/a
Total 2.8 2.7
This is compared to the net book value of £2.2bn (FY 20/21: £2.2bn) recorded in the financial statements (including
investment property and property included within assets held for sale). Balance sheet values were frozen at
1February2004 on the transition to IFRS.
Pensions
As of 31 January 2022, the Group had a net surplus of £410m (FY 20/21: £359m net surplus) in relation to defined
benefit pension arrangements, of which a £540m surplus (£504m surplus as of 31 January 2021) was in relation to the
UK scheme. The net surplus has increased, mainly due to a higher discount rate (net of inflation), reducing scheme
liabilities, and employer contributions. This accounting valuation is sensitive to a number of assumptions and market
rates which are likely to fluctuate in the future. Refer to note 28 of the consolidated financial statements.
In July 2021, the Kingfisher Pension Scheme purchased a pensioner buy-in policy with an insurer for £902m.
TheScheme has now insured around 35% of the pension scheme liabilities. The buy-in policy covers specific
pensioner liabilities and passes risk to an insurer in exchange for a fixed premium payment, thus reducing the Group’s
exposure to changes in longevity.
41Kingfisher 2021/22 Annual Report and Accounts
Risks
Risk management
Effective risk management is critical to our ability to
achieve our strategic and operational objectives. We
have a detailed risk framework in place that ensures the
Board has sufficient visibility of the principal risks and the
opportunity to regularly review our mitigating controls
and actions. The Group Executive is accountable for
identifying, assessing and managing the principal risks and
for reviewing and assessing the management of the retail
banner and Group function risks. The Governance
framework and the role of the Board, Audit Committee
and Group Executive are discussed from page 58.
To identify our risks, we consider our strategic
objectives and what might stop us achieving them over
the three-year period. We combine a top-down strategic
view with a bottom-up operational view of the risks. Our
retail banners and Group functions, help us to identify
changes to the risks within their operations. These are
consolidated and used as one of the inputs to identify and
validate our principal risks. Discussions are also held with
the Group Executive and non-executive directors.
To assess our risks, we consider the potential financial,
reputational, regulatory or operational impact, as well as
the probability of them materialising within our outlook
period. This helps us to create the right actions and
controls to manage our risks to an acceptable level. For
each of the principal risks, we also assess any change to
the risk level compared to last year.
To manage our risks, ownership is assigned at all levels.
Each retail banner and Group function is responsible for
putting appropriate actions, controls and procedures in
place to manage and monitor their identified risks and to
verify that the controls operate effectively.
To effectively monitor our risks, the Group Executive
and Board review the nature, likelihood and impact of the
Group’s principal risks twice a year together with any
changes since the previous review. This includes
mitigating actions to ensure that these risks are
proactively managed. The Board also considered risk
appetite statements during the year.
We extensively reviewed our internal control framework
this year, to strengthen our control environment, primarily
focussing on financial risks. Dedicated Risk & Control
Managers were introduced in the retail banners, Group
functions and shared services to implement the revised
framework and monitor ongoing effectiveness of
ourcontrols.
The Internal Audit team considered the risks at the
operational and Group level as part of its audit planning.
This provides a broad level of assurance across the
business. Improvements to the risk management process
this year have also supported Internal Audit to deliver a
more risk-focused assurance programme.
Risk appetite
This year, our risk appetite was comprehensively
reviewed and detailed appetite statements were
approved by the Board. We looked closely at all key
operational activities to understand where we actively
choose to pursue opportunities that give rise to risks,
where we balance risks with the cost of mitigation, and
where we are unwilling to accept risks. We have captured
examples to make the statements practical and by
focussing on activities, believe we have provided broader
coverage than if we had focused on principal risks.
Theactivities were rated on a five-point scale from
‘averse’ to ‘eager’.
There is clear alignment between the activities where we
have a greater appetite to pursue riskier activities, mostly
related to market opportunities, and our strategic
priorities. Those activities where we are ‘averse’ or have
‘minimal’ risk appetite offer little commercial advantage
or represent material legal, regulatory or reputational risk.
There are a small number of activities where risk
reduction actions are underway and being closely
monitored to ensure the level of risk is in line with
ourappetite.
We will use these statements as part of the ongoing risk
management process to identify where the level of
control is not aligned with the relevant risk appetite.
Thiswill be reviewed in close collaboration with the
banners and Group functions.
42 Kingfisher 2021/22 Annual Report and Accounts
Principal risks
Our extensive risk review identified no new principal risks
in the year. However, there have been some changes in
the risk profiles, primarily due to the progress made in
delivering our strategy and changes in the external
operating environment. These are reflected in the
descriptions of risks and mitigating actions.
We are closely monitoring the developing situation in
Ukraine. Following the sale of Castorama Russia in 2020,
we have no direct operational exposure to Russia.
Theremaining balance sheet or Russian Rouble positions
are immaterial.
All principal risks are given significant attention and focus.
However, we believe the highest severity risks are:
— Cyber and data security.
— Changing customer preferences.
— Level and impact of change.
The key changes this year are:
Cyber and data security: This risk has increased since
last year, due to the growing number of incidents being
reported and the wider availability of tools and
techniques capable of causing disruption to our systems
and operations.
Political and market volatility: This risk has increased
since last year, due to the economic and political volatility
we are seeing across all our markets, with higher material,
energy and labour costs, which potentially leads to
higher interest rates and decreased consumer spending.
A continued conflict in Eastern Europe would negatively
impact energy and commodity prices and could limit the
availability of certain raw materials.
Level and impact of change: This risk has decreased
since last year. Organisational structure changes have
been successfully implemented and the strategic priorities
are ahead of schedule. However, we have accelerated
our investment programme, which requires significant
levels of technology development andimplementation.
The contagious diseases risk has been retained as a
separate risk, due to the continued uncertainty around
new variants of Covid and the potential for further
government-imposed restrictions, supply chain
disruption and colleague absence.
Principal risks are shown on pages 44 to 48.
Emerging risks
As part of our risk management process, we identify and
monitor emerging risks. These risks are currently difficult
to fully assess and quantify, or are expected to
materialise outside our defined outlook period.
This year, a more formalised process across our retail
banners considered what they were doing to better
understand or mitigate emerging risks. This has improved
our knowledge and will be regularly reviewed.
We have renamed the environment emerging risk to
climate change, to reflect the broader nature of this risk
and recognise it was a recurring theme across the
discussions. It is retained as an emerging risk because,
although it already affects us, the operational impacts are
not deemed significant within our defined outlook period.
The reputation and trust principal risk addresses the
more immediate reputational risk of failing to deliver on
our climate change commitments.
Climate change: This has the potential to impact the
availability and cost of our raw materials, our operations
(including our logistics network and stores), our suppliers
and our customers, as well as presenting regulatory and
societal risks.
The work of the Responsible Business team to better
understand the current and potential impacts of climate
change on our businesses and to develop our monitoring
and mitigation plans is discussed on pages 23 to 29.
43Kingfisher 2021/22 Annual Report and Accounts
Principal Risks
Key: Increasing No change Decreasing
1
Our People
Our colleagues are critical to the successful delivery
of our ‘Powered by Kingfisher’ strategy. We have
rebalanced responsibilities between Group and
banners to set the right conditions for our individual
banners to grow while leveraging the Group’s scale
and expertise to meet customer needs.
Our accelerated investment programme requires an
expansion of our technical capabilities. More generally,
the failure to attract, retain and develop colleagues
with the appropriate skills, capabilities and diverse
backgrounds, or to have adequate succession plans,
could impact our ability to meet our business
objectives.
How our risks have changed
No change
Although recruitment has become increasingly
competitive as economies recover, we have
successfully implemented our organisational
structure changes and have plans in place to
address our future resourcerequirements.
Link to strategic priorities
— Grow e-commerce sales
— Build a mobile-first and service orientated
customerexperience
— Differentiate and grow through own exclusive
brands (OEB)
— Lead the industry in Responsible Business practices
How we manage and monitor the risk
— The Board has approved our Group strategy for people and culture,
with individual priorities agreed for each banner and function.
— The Group Executive and Board hold regular talent reviews focused
on ensuring the senior leadership group has the required
capabilities to deliver the strategy and on activities to strengthen
our leadership succession pipeline.
— We have a formal Technology Capability programme in place to
ensure continued focus and progress on acquiring and retaining
critical skills. A new Technology careers webpage has been
launched, which has increased the level of traffic to our site.
— We have refreshed the Employer Brand in the UK retail banners and
are in the process of extending and aligning this across the
widerGroup.
— We invest in tools and infrastructure to support our colleagues’
learning, including a leadership development portal for bite-size
instant learning and e-learning for our store teams on new products.
— We have identified and agreed the key leadership requirements and
behaviours to accelerate delivery of our strategy and target culture
which we define as agile, inclusive and led by trust. These
behaviours will become the cornerstone of our work on leadership
hiring, talent management and leadership development.
— Each banner has a tailored diversity and inclusion plan. Areas of
focus are our senior leadership, creating a culture of inclusion,
our customer proposition and learning for life. Relevant targets
are linked to the remuneration of senior leaders.
— The physical and mental wellness of our colleagues has remained
a priority during the year through communications and the provision
of external support (e.g. mental health awareness training for line
managers). We continue to check in on how colleagues are feeling
through our annual colleague survey.
2
Level and Impact of Change
Under our strategic plan ‘Powered by Kingfisher’, the
business is utilising its core strengths and commercial
assets, and ‘powering’ its distinct retail banners to
address the significant growth opportunities that exist
within the home improvement market. We have high
ambitions and we are continuously improving our offer,
market positions, cost base and technology. In
particular, we are rolling out a Group-wide IT systems
development programme.
Where relevant we may also consider complementary
acquisitions, partnerships and joint ventures to
optimise our business activities and support
ourstrategy.
Failure to properly prioritise activity and manage
change effectively could result in weaker than
anticipated sales growth, reduced operating margins
or insufficient cash being generated to meet
ourobjectives.
How our risks have changed
Decreased
The planned organisational structure changes
have been implemented and we have made
significant progress on our strategic priorities.
Link to strategic priorities
— Grow e-commerce sales
— Build a mobile-first and service orientated
customerexperience
— Differentiate and grow through own exclusive
brands (OEB)
— Test compact store concepts and adapt our store
footprint
— Source and buy better, reduce costs and same-
store inventory
— Lead the industry in Responsible Business practices
— Expand engagement with trade customers
How we manage and monitor the risk
— Our ‘Powered by Kingfisher’ strategy has been clearly articulated
to all colleagues and externally validated by a global consultancy
business.
— A new balanced and simpler local-group operating model has been
implemented.
— The Board has approved three-year plans for each banner
and Group Function to deliver the strategy.
— A central Results Delivery Office provides monthly reporting to
the Group Executive and quarterly to the Board, based on a set
of c.50 KPIs, measuring the implementation and effectiveness of
strategic initiatives.
— Each of our key strategic pillars is led and monitored by one of our
banners or Global Functions, with monthly review points with the
Group Executive sponsor.
— Annual in-depth strategic review and six-monthly strategic
performance updates performed with the Board, addressing
the agreed priorities and making changes where appropriate.
— Technology directors have been appointed in our retail banners
to provide more local flexibility while leveraging the scale of our
wider Group Technology organisation.
— Regular communication with all colleagues on the delivery
of the strategy, key changes being made and forthcoming
businessdevelopments.
— Periodic reviews of governance and enabling activities undertaken
by Internal Audit.
— We have a dedicated M&A function, with accountability resting
with the CFO. M&A activity exceeding £10 million in value requires
Kingfisher plc Board scrutiny and approval.
44
Kingfisher 2021/22 Annual Report and Accounts
3
Contagious Diseases
Over the past two years, Kingfisher has demonstrated
its ability to navigate the challenging operational
impacts of the pandemic, retaining good product
availability and operating safely. With the emergence
of new more transmissible variants, the risk of a
prolonged global health threat and associated
government restrictions remains, which could
adversely affect our operations and those of our
partners and suppliers. This could cause a significant
reduction in footfall and consumer spending and could
negatively impact our ability to receive products from
affected suppliers. High levels of absence in either our
workforce or our suppliers could impact our ability to
operate stores and warehouses, deliver products or
provide appropriate functional support to our business.
Such restrictions and/or reductions in demand could
adversely affect our financial results and the financial
condition of the Group.
How our risks have changed
No change
There has been significant progress in the rollout
of vaccines and in medical treatments over the
past year. We also have procedures in place
to protect our colleagues and customers while
continuing to trade. However, uncertainty still
remains over new variants, and the possible
reimposition of Covid-related restrictions.
Link to strategic priorities
— Lead the industry in Responsible Business practices
How we manage and monitor the risk
— The health and safety of our colleagues and customers remains
our top priority, alongside supporting governments to limit
the spread of the virus. We have maintained strict hygiene
and appropriate social distancing measures in our stores.
We significantly invested in PPE to ensure availability for
our staff, deep cleaned stores where required and allowed
staff to self-isolate while continuing to be paid.
— We have communicated regularly to colleagues and customers,
providing reassurance and responding to common concerns.
— Our Group Crisis Committee has met at least fortnightly
throughout the year in response to the pandemic, with
representation from banners and functions. The Committee
monitors events, changes in governments’ approaches and
response strategies. The Board provides regular oversight
to evaluate the impact of Covid on Kingfisher.
— We have liaised closely with governments to ensure we can
continue to provide home improvement while playing our role to
limit transmission of the disease.
— We have ensured that our office-based colleagues are able
to work from home, in line with local governmental guidance,
with access to appropriate equipment. Ongoing line manager
training and mental health ‘wellness’ awareness has been
provided for working in this way.
— We have business continuity and crisis teams in each of our
markets, who we would mobilise in the event of any future
significant operational impact.
— If required, we are able to significantly reduce discretionary spend
(including freezing pay reviews, delaying bonus payments and/or
recruitment), stop all non-committed capital expenditure,
reprioritise sourcing requirements and adjust purchasing plans.
— We regularly monitor customer, colleague and stakeholder
sentiment through social media and colleague feedback.
This output influences the operational decisions we take.
4
Supply Chain Resilience
A resilient supply chain is key to our business
and the achievement of our strategic objectives.
We are dependent on complex global supply chains
and fulfilment solutions to deliver our products to
our customers. There has been significant disruption
caused by the pandemic with congestion at ports and
an increased demand for containers. The pandemic
has also caused operational difficulties for our
suppliers, testing their ability to respond quickly to
changes in demand. Major disruption to our supply
chain could result in reduced levels of product
available for sale, with an adverse financial and
reputational impact.
How our risks have changed
No change
There have been continued challenges to our
supply chain as a result of the pandemic.
However, capacity has increased and would be
able to meet demand were it not for disruption at
key points in the network.
Link to strategic priorities
— Grow e-commerce sales
— Source and buy better, reduce costs and
same-store inventory
— Expand engagement with trade customers
How we manage and monitor the risk
— Our Supply and Logistics three-year roadmap was updated in
2021/22. It considers our future logistics capacity needs based
upon the various sourcing, inventory and sales generative
strategies identified in the Group’s strategic planning activities.
— Business continuity plans are updated regularly, covering our
internal points of failure and key partner service-continuity plans.
The actions include a response to supplier and logistics failures,
and plans were tested live as part of our Covid responseactivities.
— We have established partnerships with key transportation and
logistics suppliers to align planning and secure capacity.
— Since the start of the pandemic, a weekly meeting of Supply Chain
Directors from across the Group has been held to identify and
agree key actions to respond to the changing supply needs.
— We have extended our demand forecasting to better anticipate
future sales requirements and worked with suppliers to ensure
product availability.
— We have continued the implementation of store-based fulfilment
for customer orders to support the business operation and the
increased demand since the pandemic started.
— We have an agreed supplier strategy which includes guidance on
choosing which regions to source from and when to use more
than one factory or supplier to increase resilience.
— There is a robust process for selecting individual suppliers.
This includes checks on financial strength, ethical and
environmental risks and their ability to manufacture the
products to the agreedspecification.
— We continually review key suppliers by category to establish
capacity and volumes and assess the impact of an interruption
insupply.
45
Kingfisher 2021/22 Annual Report and Accounts
Key: Increasing No change Decreasing
5
Competition
Our competitors include both traditional store-based
and pureplay online retailers. The pandemic has
accelerated changes in the market, with a sharp rise in
the use of online marketplaces and an increase in the
number of competitors in the home improvement
market. Competitors are also developing their offers,
including both direct-to-customer operations and the
services offered.
Targeted actions or disruptive behaviour by
competitors could negatively impact our market share,
the value of our assets and our financial results.
How our risks have changed
No change
Our strategy has enabled us to continue to grow
our Group sales and profit and gain market share
in the UK and France.
Link to strategic priorities
— Grow e-commerce sales
— Build a mobile-first and service orientated customer
experience
— Differentiate and grow through own exclusive
brands (OEB)
— Test compact store concepts and adapt our store
footprint
— Source and buy better, reduce costs and same-
store inventory
— Expand engagement with trade customers
How we manage and monitor the risk
We are building a differentiated offer through:
— Clear positioning for each of our banners, with different operating
models to address diverse customer needs, such as general DIY
needs, trade-focussed and discounters.
— Centrally developing our OEB brands, with clearly defined range
principles and customer projects to create a differentiated and
compelling offer.
— Giving greater autonomy to local banners and allowing local
ranges, services and store formats that are tailored to
customers’needs.
— Competing on price by using the scale of our Group to benefit
from volume and lower purchase prices.
— Tailoring trading actions to local markets, through distinct
customer communications (adverts, brochures), promotions and
loyalty schemes to increase sales and brand loyalty.
We regularly monitor our market share, our performance and that
of our competitors, to react quickly to targeted actions via:
— Comparison of price indices vs competition in our key categories
and measure customer price perception on a regular basis.
— Customer trend monitoring in all our markets to anticipate and
develop an appropriate offer.
— Monitoring Net Promotor Scores (NPS) scores, with targets to
improve the customer experience and satisfaction.
6
Changing Customer Preferences
The pace of change remains high, with a greater use
of e-commerce solutions for click & collect and home
delivery. To make our products available to customers
where and when they want it, we have accelerated our
investment programme. This ensures we have
innovative digital channels supported by an agile and
reliable infrastructure, including technology and
logistics capability, and an optimised property portfolio
with in-store services.
Failure to identify new trends and optimise our
channels quickly enough could affect our ability
to stimulate spend and adversely impact the value
of our assets and our financial results.
How our risks have changed
No change
The increased autonomy of the banners in our
new commercial operating model allows them to
more quickly identify and react to changes in
customer trends. However, a significant risk
remains that we are not able to deliver the
required changes quickly enough or that the
changes are not sufficiently compelling for our
customers.
Link to strategic priorities
— Grow e-commerce sales
— Build a mobile-first and service orientated customer
experience
— Test compact store concepts and adapt our store
footprint
— Lead the industry in Responsible Business practices
— Expand engagement with trade customers
How we manage and monitor the risk
— A Group digital strategy has been developed and approved by the
Board, with various priority programmes underway.
— Our Customer & Market Intelligence team continuously monitors
and gathers insights, which is regularly shared with the Group
Executive, the Board and the wider business. We also have teams
focused on customer data and digital experience, so that we can
better understand the behaviour of our customers and provide
them with personalised omnichannel experiences.
— We have an established Technology Product Council, meeting on
a quarterly basis, to monitor financial and project portfolio
performance and to prioritise upcoming digital initiatives.
— We have launched strategic programmes to grow e-commerce,
focusing on putting stores at the centre of our fulfilment model.
We have implemented a digital hub model to improve speed of
delivery. Drive through pick-ups are now in all medium and big
stores in France and Poland and lockers have been rolled out to all
Castorama Poland stores.
— We are continuing to invest in developing our mobile consumer
apps so that they can be used in our stores for self-service
ordering and payment.
— We have also improved the customer proposition by broadening
the services we provide. This includes technology driven services
to improve the experience of buying online and making DIY
projects more affordable.
— We have expanded the range of do-it-for-me services available to
customers to help them complete projects, including rolling out
our NeedHelp proposition in the UK and Poland. NeedHelp is the
leading European home improvement services marketplace.
— We have continued to test and develop our understanding of
compact store formats and concessions, with additional openings
in the UK, France and Poland. We now have 25 stores across four
banners, providing us with strong learnings for our future blueprint.
— We continue to review the best options to further expand product
choice, including our recently launched e-commerce marketplace
proposition.
— To our focus on speed and convenience for customers, Screwfix
has launched ‘Sprint’, offering deliveries direct to site within one
hour for a third of UK postcodes.
Principal Risks continued
46 Kingfisher 2021/22 Annual Report and Accounts
7
Political and Market Volatility
Kingfisher operates in eight countries across Europe
and relies on a global supply base, exposing us to both
geopolitical uncertainty and local volatility. Disruption
could include government restrictions on mobility,
strikes, work stoppages and/or our ability to receive
products from affected countries. Market volatility
has increased since the pandemic began, resulting in
changing customer behaviours and reduced consumer
confidence. If governments try to reduce their budget
deficits through taxation, this will create additional
burdens on businesses. These impacts could
potentially disrupt the day-to-day operations of our
business and our ability to meet our
strategicobjectives.
How our risks have changed
Increased
We have seen increased economic volatility
across all our markets, with higher material,
energy and labour costs driving higher inflation. A
continued conflict in Eastern Europe would
negatively impact energy and commodity prices
and could limit the availability of certain raw
materials.
Link to strategic priorities
— Source and buy better, reduce costs and same-
store inventory
How we manage and monitor the risk
Monitoring and engagement activities
— Our Corporate Affairs team actively monitors the political and
economic situations in the countries in which we operate or which
may impact our operations. This is supported by membership
of key business trade associations in every market.
— Strategies are in place to identify, monitor and influence changes
to legislation that may impact our business.
— Crisis management processes and teams are in place to monitor
and manage situations as they arise.
— Our global buying offices and supply chain teams are focussed
on ensuring we maintain appropriate levels of product availability
through periods of disruption.
Mitigation activities
— We have strong and distinct banners, with each able to set the
right product offer and pricing to meet our customers’ appetite
for spending.
— We have banner and Group sourcing offices focused on securing
competitively priced supplies.
— The Group has access to significant committed liquidity facilities
and debt funding, through drawn term loans and the ability to issue
debt into the capital markets through its European Medium-Term
Note (EMTN) programme.
— Cash holdings are diversified across a number of financial
institutions (for which credit risk is closely monitored).
— We have an appropriate and prudent mix of hedging policies,
cash deposits and debt financing to minimise the impact
of foreign exchange currency volatility on the company.
— We are continually investing to reduce our energy usage and
increase our efficiency. Our Group Hedging policy reduces
our exposure to energy price fluctuations and provides regular
reporting for oversight.
8
Legal and Regulatory
The Group’s operations are subject to a broad range
of regulatory requirements in the markets in which
it operates. A major corporate issue or crisis,
a significant fraud or material non-compliance
with legislative or regulatory requirements would
impact our brands and reputation, could expose
us to significant fines or penalties and would require
significant management attention.
How our risks have changed
No change
Link to strategic priorities
— Source and buy better, reduce costs and
same-store inventory
— Lead the industry in Responsible Business practices
How we manage and monitor the risk
Policies and procedures
— Policies and procedures are in place, clearly stating our
expectation to carry out our business fairly and with
completeintegrity.
— Our Goods Not For Resale Vendor Engagement Assessment tool
increases the level of supplier due diligence covering business
integrity, data protection and information security.
— A new whistleblowing policy and hotline, facilitated by an
independent third party, were put in place throughout the Group
in FY 21/22, with a communications campaign to raise awareness.
Champions in all banners received training to ensure that all calls
are followed up and investigated appropriately.
Training and communication
— Revised Group-wide mandatory compliance training was rolled
out and delivered in 2021, with two modules for all colleagues
(Code of Conduct, including anti-bribery and corruption, and
GDPR) and two for head-office staff (Fair Competition & Market
Abuse Regulation). Refresher training modules were launched in
January 2022 to be completed by all colleagues.
Oversight and reporting
— Our Legal & Compliance network is well established, for teams at
Group and banners to work and communicate together.
— The Group Ethics and Compliance Committee (GECC) ensures
that the Group approach to ethics and compliance is adequate
and effective. This includes approving compliance training and
reviewing the outcomes of investigations. Local Ethics and
Compliance Committees have been implemented in all banners
to ensure a consistent approach across the Group.
— We have a Disclosure Committee in place to address our Market
Abuse Regulation requirements.
— Whistleblowing statistics and trends are monitored in the local
Ethics and Compliance Committees and reported to the GECC,
Audit Committee and Board annually.
47
Kingfisher 2021/22 Annual Report and Accounts
Key: Increasing No change Decreasing
9
Cyber and Data Security
Cyber-attacks and security incidents continue to
increase and the retail sector has joined a number of
industry sectors as a target due to it becoming more
data driven. As we increase our digital presence and
develop smart products and services our risk profile
will continue to change.
Failure to protect data, detect breaches, and respond
accordingly would negatively impact our operations,
profitability and reputation.
How our risks have changed
Increased
Alongside a continued acceleration in digital
growth, there has been a growing number of
organisations affected over the past year,
with a wider availability of tools and techniques
available to cause serious disruption.
Link to strategic priorities
— Grow e-commerce sales
— Build a mobile-first and service orientated
customerexperience
How we manage and monitor the risk
— Cyber security continues to receive Group Executive-level
sponsorship and Board focus.
— Cyber security is an integral part of the IT strategy with a clear
three-year plan supporting the strategic priorities and will
continue to develop and evolve our capabilities to manage
newthreats.
— An independent maturity assessment has been completed
and results incorporated into the 3-year plan. There will be a
continuous independent assurance schedule to ensure we meet
target maturity.
— We regularly review the cyber threats facing Kingfisher and work
with security partners to evaluate and implement
appropriatecontrols.
— All technology development goes through a ‘Secure by Design’
process to ensure solutions and data are secure and adhere to
compliance and regulation requirements.
— We perform security assurance of third parties that process our
data across all functions and banners.
— We have a continuous programme to enhance our protective and
defensive capabilities.
— There is a robust major incident management process and we
maintain a third-party retainer for incident response, breach and
forensic expertise.
10
Reputation and Trust
Our customers, colleagues, suppliers, investors and
the communities we source from and operate expect
us to conduct our business in a way that is responsible.
One of the many ways we strive to ensure this is
through our publicly communicated Responsible
Business strategy and targets, covering topics such
as climate change, responsible sourcing and diversity
(for further details please refer to Responsible
Business on pages 23 to 29).
Failure to deliver on our obligations and commitments
could undermine trust in Kingfisher, damage our
reputation and impact our ability to meet our
strategicobjectives.
How our risks have changed
No change
The level of scrutiny and expectations from
our stakeholders remains high, particularly around
our response to Covid and the environment.
Link to strategic priorities
— Lead the industry in Responsible Business practices
How we manage and monitor the risk
Governance
— Our Code of Conduct establishes the core behaviours we expect
of ourselves and others, including our suppliers.
— The Responsible Business Committee leads and oversees the
delivery of the responsible business strategy. It is chaired by a
non-executive director and includes the Chief Executive Officer.
— Our approved science-based carbon reduction targets ensure we
have a short-term plan to 2025 decarbonise our full supply chain
including moving our property portfolio to renewable energy,
lower carbon transport solutions and editing our product ranges
to offer customers the most energy and water efficient products.
— Our annual reward measures help to ensure that environment,
social and governance (ESG) issues and stakeholder concerns are
further prioritised.
Stakeholder dialogue
— Monitoring of external stakeholders’ views of our company
through traditional and digital media for all our companies.
— For colleagues, we have forums and works’ councils
in all of our businesses, including a collective forum that meets
with the CEO and members of the Board.
— Externally, we have regular engagement with a range of NGO
partners in our key markets, which helps to ensure that the
company remains close to social and environmental concerns.
Due diligence and external assurance
— Our due diligence of suppliers covers a range of ESG issues,
from environment to modern slavery; and includes our policy
framework and supplier standards, which we expect suppliers
to adhere to; supplier training and capacity building; and auditing
of high-risk suppliers.
— Our due diligence extends to the data we disclose. Selected ESG
data in the annual Responsible Business Report and Modern
Slavery Statement is independently audited by DNV.
— Independent ratings agencies also monitor and rate our ESG
performance throughout the year, including MSCI, CDP,
Sustainalytics and ISS ESG.
Principal Risks continued
48 Kingfisher 2021/22 Annual Report and Accounts
Viability statement
Assessment period
The directors consider three years to be appropriate
given the fast pace of change in both consumer and retail
markets. This is consistent with the Group’s strategic
planning period and the period over which the principal
risks are considered. The period to maturity or full
implementation and impact for new ranges, stores and
technology investments is up to three years. In addition,
there are no major renewal or investment commitments
expected that go above the current investment level (3.0
to 3.5% of revenues) beyond the three-year period. The
Group’s debt repayment profile is not relevant due to the
low levels of debt and the revolving credit facility has a
three-year horizon. A period of greater than three years
is considered too long for financial projections, given the
uncertainties involved.
Assessment of prospects
This viability statement should be read in conjunction
with the description of the Group’s business model and
strategy, which are set out on pages 18 to 19 and 6 to 17,
respectively.
The directors regularly assess the Group’s prospects and
progress against the strategic objectives set out in its
three-year plan. Kingfisher’s planning process
consolidates retail banner strategies to generate a
Group-wide plan. This incorporates forecasts of the
Group’s financial performance that include cash flows
which allow the directors to assess both the Group’s
liquidity and solvency positions, along with adequacy of
funding. Sensitivity analysis of the main assumptions
underlying the plans is also carried out. The plans are
approved by the directors and financial budgets and KPIs
are subsequently used to monitor performance during
the year via periodic performance reviews.
In its assessment of the Group’s prospects, the Board
has considered the following:
— The Group’s strategy and how it addresses changing
customer preferences. We aim to build leading
customer propositions. At the heart of this is having
e-commerce with stores at the centre, more compact
stores, differentiation through our Own Exclusive
Brands, a mobile-first experience and a compelling
service offer. We have successfully implemented the
new commercial and IT operating models and the
delivery against our strategic priorities is ahead of
schedule.
— Covid. We have continued to act responsibly during
the Covid pandemic, keeping the safety of our
customers and teams a priority while also maintaining
strong like-for-like sales growth. The Covid vaccine
and booster roll-out continue to progress well.
However, new variants may develop which could
present an ongoing risk of increased colleague
absence, albeit manageable given past experiences.
— Supplier and supply chain risks. This year we
continued to see disruption at key points in the
network, although overall capacity has increased. The
pandemic has also caused operational difficulties for
our suppliers and tested their ability to respond quickly
to changes in demand. We have worked closely with
our partners throughout to ensure an effective
response and to minimise the overall impact. Since the
start of the year, we have maintained, and in many
cases improved, our product availability, which is
among the best in our industry, supporting market
share gains.
— Expectations of the future economic environment.
Uncertainty remains over macro-economic risks
brought about by the pandemic, including changing
customer behaviours, higher inflation, reduced
consumer confidence and governments needing to
reduce their budget deficits in the future. However, we
are benefiting from new industry trends which we
believe will endure and provide the opportunity for
sustained long-term growth.
— The Group’s financial position. The Group has
reported another strong set of results, with growth
across both retail and trade channels. The Group
retains a strong financial position; as of 31 January
2022, Kingfisher had access to over £1.3bn of liquidity
comprising cash and cash equivalents (net of bank
overdrafts) of over £800m and access to undrawn
Revolving Credit Facilities (RCFs) of £550m (expiring at
the end of May 2024, with options for extension). This
level of liquidity is deemed sufficient for all of the
viability scenarios analysed.
Taking these factors into account, we have shown our
business model is resilient and we are confident that our
‘Powered by Kingfisher’ strategy is a strong foundation
for sustainable long-term growth.
Assessment of viability
An extensive risk review identified no new principal risks
in the year. As a result, we believe the scenarios used last
year remain valid for this exercise. We have updated
elements of the scenarios to reflect the progress made
in delivering our strategy and for changes in the external
operating environment. Scenarios were identified by
considering the potential impact of individual principal
risks and possible combinations (as shown in the table on
page 50). In total, we used eight of the principal risks in
our modelling. They were chosen because they combine
to represent plausible scenarios covering a range of
different operational and financial impacts on the
business. The two principal risks not specifically modelled
would have similar impacts to the existing scenarios: the
legal and regulatory risk could result in a significant
financial penalty and related financial pressure similar to
scenario 1 (demand / operational shock) and the
reputation and trust risk could cause a fall in demand
similar to scenario 3 (economic downturn).
In total, four severe but plausible individual scenarios
have been created, with a fifth ‘collective’ scenario,
considering the combined impact of scenarios 1, 3 and 4
to model a worst-case hypothetical situation.
Theoretically all of these scenarios could run together,
with different impacts. Although the causes are different,
the potential impact of scenario 2 (supply chain
disruption) is similar to scenario 3 (economic downturn)
and overlaying it on the collective scenario would not
make a material difference to the results. The ongoing
impact of the current pandemic and the potential of
future pandemics have been carefully considered and
are reflected in several of these scenarios.
The operational impacts of climate change are not
deemed significant within our defined outlook period and
are therefore not modelled in the scenarios. However, the
additional investments being made to realise our climate
targets are included in the base financial projections used.
Over the past year, we have been working to improve our
understanding of the longer-term financial impacts of
climate-related risks, please see the TCFD section
onpage 24.
49Kingfisher 2021/22 Annual Report and Accounts
Viability statement continued
Going Concern
The Group’s business activities, together with the factors likely
to affect its future development, performance and position are
set out in the Strategic report, including the principal risks of the
Group set out on pages 44 to 48. Thefinancial position of the
Group, its cash flows, liquidityposition and borrowing facilities
are described inthe Financial Review on pages 34 to 41. In
addition, note25 of the Group financial statements includes
theGroup’s financial risk management objectives and exposures
to liquidity and other financial risks.
The directors have considered the above and how they may
impact going concern as well as modelling of a remote scenario
which assesses the impact on the Group’s liquidity headroom of
more restrictive containment measures than those experienced
during the Covid pandemic to date. As a result of this review, the
directors have a reasonable expectation that the company has
adequate resources to continue in operational existence for the
foreseeable future and consider it appropriate for the Group to
continue to adopt the going concern basis of accounting in
preparing the annual financial statements. Further details in
relation to the use of the going concern assumption and the
scenario modelled by the directors are detailed in note 2 of the
Group financial statements.
The diversified nature of our activities provides inherent resilience
to risk. Our geographic spread provides us with the ability to
withstand political instability or economic downturn in a particular
country. We have a diverse product portfolio, including OEBs,
andare investing heavily in new technology to strengthen our
onlinepresence.
None of the scenarios modelled, including the more extreme and
unlikely aggregated scenario, were found to impact the long-term
viability of the Group over the assessment period. In assessing
each of the scenarios we have taken account of the mitigating
actions available to us, including, but not limited to:
— Reducing discretionary operating spend, such as marketing
and travel.
— Reducing non-committed capital expenditure.
— Renegotiating prices and payment terms with suppliers.
— Freezing recruitment and reducing variable incentives.
— Temporary suspension of dividend payments.
Having assessed our current position, principal risks and
prospects of the Group and considering the assumptions below,
the directors confirm they have a reasonable expectation that
the Group will be able to continue in operation and meet its
liabilities as they fall due over the three-year assessment period.
Scenarios modelled Links to principal risks
Scenario 1 – Demand/operational shock
The whole of Kingfisher’s operations become subject to a material and unexpected reduction in demand or operational
disruption resulting in an inability to trade for a period of time (e.g. a future pandemic or prolonged failure of our global
IT infrastructure).
Assumptions:
Sales: No sales during a 4 week period of severe operational impact, followed by a short period of recovery before
returning to prior levels.
Margin: Margin impacted by fixed distribution costs during disruption period.
Cost: Minimal cost savings due to the nature of the event.
Inventory: Limited adjustment opportunity given lead times.
Risk 3: Contagious
diseases
Risk 7: Political and
market volatility
Risk 9: Cyber and
data security
Scenario 2 – Supply chain disruption
Our suppliers and supply chain continue to be affected through 2022/23 and into 2023/24 by the impact of Covid or
events which impact production or supply. Stock availability is severely reduced in several key product categories and
logistics costs are significantly increased for others. Suppliers are not able to support the increased sales volumes on
key ranges.
Assumptions:
Sales: Negative sales impact with smaller stores most affected (more limited range depth so fewer alternatives).
Applied to three-year plan sales for the years 2022/23 and 2023/24.
Margin: Increased shipping and transportation costs.
Risk 3: Contagious
diseases
Risk 4: Supply
chain resilience
Scenario 3 – Economic downturn
Prolonged downturn in economic conditions across Europe with lower economic activity, higher unemployment and
higher inflation resulting in changing customer behaviours, reduced consumer confidence and lower spending.
Customers become more price sensitive and price reductions impacting margins are required to manage overstocks.
Suppliers of key ranges default on their supply commitments. Governments increase taxes to reduce deficits.
Assumptions:
Sales: Year-on-year sales reduction for a period of 18 months followed by recovery to initial level and then back
to growth.
Margin: Margin reduction for a period of 24 months followed by recovery in third year.
Tax: 5% tax increase on Group Adjusted PBT for 36 months.
Risk 3: Contagious
diseases
Risk 7: Political and
market volatility
Scenario 4 – Failure to execute our strategy
We continue to implement our strategy, including planned investments, but this fails to deliver the expected sales
growth and margin support. In addition, there is a failure to realise cost efficiency targets.
Assumptions:
Sales: Non-delivery of planned sales growth from initiatives included in the three-year plan.
Margin: Non-delivery of margin increases linked to growth in own brand product sales.
Costs: Non-delivery of efficiency benefits.
Risk 1: Our people
Risk 2: Level and
impact of change
Risk 5: Competition
Risk 6: Changing
customer
preferences
Scenario 5 – A combination of scenarios 1, 3 and 4
This represents a demand or operational shock, resulting in a short period of no income. This is followed by an
economic downturn. At the same time, our strategy fails to deliver the planned benefits. This is seen as a worst-case
scenario and highly unlikely.
As above
50
Kingfisher 2021/22 Annual Report and Accounts
The table below sets out where stakeholders can find information in our Strategic Report that relates to non-financial
matters, as required under the Non-Financial Reporting Directive.
Reporting requirement Where to read more in this report about related risk management and
further additional information
Page
Environmental matters Responsible Business – Climate change and energy use
Responsible Business – Waste and chemicals
Governance of Responsible Business
27
29
24
Employees People and culture – An agile, inclusive culture led by trust
People and culture – Equal opportunities
Nomination Committee report – Board diversity and inclusion
22
22
68
Human rights Responsible Business – Responsible sourcing and human rights 28
Social matters Responsible Business – Our Responsible Business priorities 23
Anti-bribery and corruption Anti-bribery and corruption statement
Directors’ report – Political donations
53
106
Description of business model Business model 18
Non-financial KPIs Responsible Business – Our Responsible Business priorities
Group update
23
6
Principal risks and uncertainties Our approach to risk management
Principal risks
42
44
Kingfisher plc has complied with the requirements of LR 9.8.6R by including climate-related financial disclosures
consistent with the TCFD recommendations and recommended disclosures except for the following matters:
— Strategy (C) – “Describe the resilience of the organisation’s strategy, taking into consideration different climate-
related scenarios, including a 2°C or lower scenario” – as we are currently in the process of embedding the relevant
analytical capabilities and understanding across the business. We have instead disclosed our initial approach to
undertaking scenario analysis in FY 21/22, focused on our property portfolio, and have outlined the additional steps
we plan to undertake in FY 22/23.
The table below provides a reference to where our TCFD disclosures can be found.
Topic Disclosure summary Disclosures Kingfisher response
Governance Disclose the
organisation’s
governance
around climate-
related risks and
opportunities
a. Describe the Board’s oversight of climate-
related risks and opportunities.
Responsible Business: page 24
Principal risks: page 42
Kingfisher CDP Climate Change 2021
b. Describe management’s role in assessing
and managing climate-related risks and
opportunities.
Responsible Business: page 24
Principal risks: page 42
Kingfisher CDP Climate Change 2021
Strategy Disclose the
actual and
potential impacts
of climate related
risks and
opportunities on
the
organisation’s
businesses,
strategy and
financial planning.
c. Describe the climate-related risks and
opportunities the organisation has identified
over the short, medium and long term.
Responsible Business: page 25
Kingfisher CDP Climate Change 2021
d. Describe the impact of climate-related risks
and opportunities on the organisation’s
business, strategy, and financial planning.
Responsible Business: page 25
Principal risks: page 43
Kingfisher CDP Climate Change 2021
e. Describe the resilience of the organisation’s
strategy, taking into consideration different
climate-related scenarios, including a 2°c or
lower scenario.
Responsible Business: page 26
Kingfisher CDP Climate Change 2021
Non-financial
information statement
51Kingfisher 2021/22 Annual Report and Accounts
Risk
management
Disclose how the
organisation
identifies,
assesses, and
manages
climate related
risks.
a. Describe the organisation’s processes for
identifying and assessing climate-related risks.
Responsible Business: page 26
Principal risks: page 42
Kingfisher CDP Climate Change 2021
b. Describe the organisation’s processes for
managing climate-related risks.
Responsible Business: page 26
Principal risks: page 42
Kingfisher CDP Climate Change 2021
c. Describe how processes for identifying,
assessing, and managing climate-related
risks are integrated into the organisation’s
overall risk management.
Responsible Business: page 26
Kingfisher CDP Climate Change 2021
Metrics and
Targets
Disclose the
metrics and
targets used to
assess and
manage relevant
climate related
risks and
opportunities.
a. Disclose the metrics used by the organisation
to assess climate-related risks and
opportunities in line with its strategy and
riskmanagement process.
Responsible Business: pages 26-27
Kingfisher CDP Climate Change 2021
Responsible Business Report
2020/21
RB Performance Data Appendix
2020/21
b. Disclose Scope 1, Scope 2, and if appropriate,
Scope 3 greenhouse gas (GHG) emissions,
and the related risks.
Kingfisher CDP Climate Change 2021
Responsible Business Report
2020/21
RB Performance Data Appendix
2020/21
Responsible Business: pages 27-28
c. Describe the targets used by the
organisation to manage climate-related
risksand opportunities and performance
againsttargets.
Responsible Business: pages 26-27
Kingfisher CDP Climate Change 2021
Responsible Business Report
2020/21
RB Performance Data Appendix
2020/21
Referenced documents can be accessed via the following links:
— Responsible Business Report 2020/21: www.kingfisher.com/en/responsible-business/responsibility-report-.html and
RB Performance Data Appendix 2020/21: www.kingfisher.com/dataappendix
— Kingfisher CDP Climate Change 2021: www.kingfisher.com/CDPclimatechange
TCFD index
52 Kingfisher 2021/22 Annual Report and Accounts
Kingfisher is fully committed to conducting its business
with high ethical standards. The Kingfisher Code of
Conduct sets out our personal and shared responsibilities
for meeting high ethical standards and helps to promote
a culture where transparency, honesty and fairness are
the norm. It contains our commitment to comply with
anti-bribery and anti-corruption laws, as well as to
compete fairly and not to tolerate any form of modern
slavery. It underpins a set of integrity policies (including
anti-bribery and anti-corruption, whistleblowing, fair
competition, sanctions and preventing facilitation of tax
evasion), which set out the vision for how we want to
behave and comply with laws and regulations applicable
across the Group.
All Kingfisher colleagues, including new joiners, are
required to complete Code of Conduct e-learning once a
year, which includes anti-bribery, anti-corruption and
integrity policies. The 2021 version of the training (the
“2021 Code of Conduct Training Module”) was launched in
Q4 2020 and was available to colleagues in the financial
year 2021/22. Over 77,000 colleagues (equivalent to over
90% of the Kingfisher population, including leavers and
new joiners) completed the 2021 Code of Conduct
Training Module since its rollout. On top of that, over
5,000 colleagues working in sensitive areas of the
business received the 2021 Competition Law Training
Module, also launched in Q4 2020. A new version of the
Compliance e-learning, including the 2022 Code of
Conduct and Competition Law refresher training
modules, were launched in Q4 2021, and will be available
to all Kingfisher colleagues in the 2022/23 financial year.
An online gifts and hospitality and conflict of interests
reporting and approval process is in place in all relevant
languages and geographies and the numbers are
monitored by Local Compliance Officers and reported to
senior management at Group level. A new confidential
whistleblowing hotline was put in place in 2021, followed
by a Group-wide communication campaign aiming to
encourage colleagues to raise ethical concerns. The
Audit Committee of the Board receives regular updates
about whistleblowing reports as well as the outcome of
sensitive internal investigations.
We embed the requirements of our Code of Conduct
into our procurement processes and supplier contracts.
Potential new suppliers are informed during the tender
process of our Code of Conduct, policies and ethical
requirements so they can take these into account when
quoting to provide products or services. A third-party
due diligence process is in place, integrating and
strengthening our due diligence process in areas such
asanti-bribery and corruption, sanctions and conflict
ofinterest.
Our Group Ethics and Compliance Committee is chaired
by our Chief Financial Officer and meets four times a
year to ensure good governance of compliance-related
activities across the Group.
Local Ethics and Compliance Committees have been
established in each of our retail banners.
For information about human rights see the Responsible
Business section on page 28.
Anti-bribery and corruption
53Kingfisher 2021/22 Annual Report and Accounts
The directors are fully aware of their responsibilities
to promote the success of the company in accordance
with section 172 of the Companies Act 2006 (the “Act”).
The directors aim, in good faith, to promote the success
of the company for the benefit of its members as a whole,
and in doing so have regard (among other matters) to:
— the likely consequences of any decision in the long
term and the impact of the company’s operations on
the community and the environment;
— the desirability of the company maintaining a reputation
for high standards of business conduct and acting fairly
between our members; and
— employee interests, the need to foster the company’s
business relationships with suppliers, customers, and
others, and the effect of that regard, including on the
principal decisions taken by the company during the
financial year.
Ahead of matters being put to the Board for
consideration, and in advance of many projects or
activities, significant levels of engagement are often
undertaken by the broader business to ensure that all
stakeholder views are considered fairly. This engagement
is often governed by formulated policies, control
frameworks, regulation and legislation and may differ
by region and banner or Group function.
Kingfisher follows a highly developed and formalised
governance and oversight framework, which includes but
is not limited to Group policies, business principles and
the Kingfisher Code of Conduct.
Kingfisher considers the following to be its core
stakeholder groups:
— Customers
— Colleagues
— Investors
— Suppliers
— Communities and non-governmental organisations
— Regulators and governments
Please see pages 62 to 67 of the Corporate Governance
report where consideration of our stakeholders and
section 172 responsibilities, including principal decisions
taken by the Board and how the Board’s discussion and
decision making during the year was influenced by
engagement with our different stakeholders.
Strategic report approval
The Strategic report was approved by a duly authorised
Committee of the Board of Directors on 21 March 2022
and signed on its behalf by:
Thierry Garnier
Chief Executive Officer
21 March 2022
Companies Act
section 172 statement
54 Kingfisher 2021/22 Annual Report and Accounts
Board of DirectorsBoard of Directors
Andrew Cosslett CBE, Chair of the Board
Appointed: April 2017 Chair of the Board: June 2017
Skills and experience: Andrew’s early career was with Unilever in a variety of branding and marketing roles. He then
spent 14 years at Cadbury Schweppes in senior international roles before becoming CEO for InterContinental Hotels
Group (IHG). Andrew was at IHG for six years, creating value by leveraging the power of its brands alongside executing
a programme of significant transformational and cultural change. He served as CEO for Fitness First, where he was
instrumental in successfully repositioning the business and brand.Andrew served as a non-executive director of the
Rugby Football Union (RFU) from 2012, where he was appointed chairman from 2016 until 2021. Andrew received a
Commander of the Order of the British Empire (CBE) for services to the RFU in the 2022 New Year’s Honours List.
External appointments: Andrew has been appointed as an independent non-executive director and chair designate of
ITV plc with effect from 1 June 2022, and will become non-executive chair, with effect from 29 September 2022.
Thierry Garnier, Chief Executive Officer
Appointed: September 2019
Skills and experience: Thierry spent 20 years in senior roles at Carrefour, the French multi-national retailer. Before
joining Kingfisher, he was a member of the Carrefour group executive committee and CEO of Carrefour Asia. From
2003 to 2008, Thierry was the managing director of Supermarkets for Carrefour France. Following his success in this
role he became CEO of Carrefour International and a member of the group executive committee in 2008, where he
became responsible for operations in Asia, Latin America and various European countries. In 2016, Thierry was
awarded the Chevalier de l’Ordre National de la Légion d’Honneur (France).
External appointments: Thierry is a non-executive director of Tesco plc and a member of its remuneration committee.
Bernard Bot, Chief Financial Officer
Appointed: October 2019
Skills and experience: Bernard is a seasoned CFO having served in that capacity at several internationallisted
companies. Bernard also has significant experience of large-scale transformation programmes, logistics and supply
chain management, technology and digital services. He was CFO at Travelport Worldwide, a global NYSE-listed
company providing a technology platform for the travel industry, until it was taken private in June2019. Prior to that,
Bernard was CFO of Aer Lingus and held various senior positions at TNT and TNT Express. Previously, he worked at
McKinsey & Company as a partner and leader of its worldwide Post and Logistics group.
External appointments: Bernard is a non-executive director of A.P. Møller–Mærsk A/S. and a member of its audit
committee.
Claudia Arney, Non-Executive Director
Appointed: November 2018
Skills and experience: Claudia brings a wealth of experience of business transformation and building digital capabilities
to the Board having previously held non-executive roles, including interim chair of the Premier League, senior
independent director of Telecity Group plc, chair of the remuneration committee at Halfords plc, non-executive
director at Ocado Group plc, and governance committee chair at Aviva plc. Claudia began her career at McKinsey &
Company, before holding roles at Pearson, the Financial Times, Goldman Sachs, and HM Treasury. She was also group
managing director, digital at EMAP.
External appointments: Claudia is currently chair of Deliveroo plc, and non-executive director and remuneration
committee chair at Derwent London. She also serves as a member of the Panel on Takeovers and Mergers and is the
lead non-executive director for the Department for Digital, Culture, Media and Sport.
55Kingfisher 2021/22 Annual Report and Accounts
Catherine Bradley CBE, Senior Independent Director
Appointed: November 2020 Representative to the Kingfisher Colleague Forum: From June 2022 forum
Skills and experience: Catherine provides substantial expertise to the Board in the field of finance, risk management
and corporate governance, having previously been a non-executive director of the Financial Conduct Authority, the
UK financial regulator, where she chaired its audit committee. Catherine also served as an independent member of the
supervisory board of PEUGEOT S.A. where she chaired its finance and audit committee. Prior to embarking on her
non-executive career, Catherine had a 30-year career in investment banking based in the US, the UK and Asia. She has
French and British citizenship and was appointed a Commander of the Order of the BritishEmpire (CBE) in June 2019.
External appointments: Catherine is a non-executive director of Johnson Electric Holdings Limited, a Hong Kong listed
company. She is also non-executive director of easyJet plc where she chairs its finance committee, and abrdn plc where
she is a member of its audit committee. Catherine also serves on the board of the Value Reporting Foundation.
Jeff Carr, Non-Executive Director
Appointed: June 2018
Skills and experience: Jeff became CFO of Reckitt Benckiser Group plc in April 2020. Reckitt Benckiser has
operations in over 60 countries and a large number of globally trusted household brands and products. Jeff previously
held an executive finance role with Reckitt Benckiser earlier in his career. Most recently, Jeff was CFO of Koninklijke
Ahold Delhaize N.V. (Ahold Delhaize), one of the world’s largest retail groups. Jeff was also previously group finance
director at both FirstGroup plc and easyJet plc, and held a senior finance role at Associated British Foods plc, as well
as a non-executive director role at McBride plc.
External appointments: Jeff is currently CFO of Reckitt Benckiser Group plc, the British multinational consumer
goodscompany.
Sophie Gasperment, Non-Executive Director
Appointed: December 2018 Representative to the Kingfisher Colleague Forum: Until December 2021 forum
Skills and experience: Sophie brings to the Board expertise in strategy, brand and international retail markets as well
as substantial experience in business transformation and digital capabilities, having held a number of senior leadership
positions at L’Oréal, including managing director of L’Oréal UK & Ireland, and executive chair and global chief executive
officer of The Body Shop.
External appointments: Sophie is a senior advisor at the Boston Consulting Group. Sophie is also a non-executive
director of Accor, where she chairs the appointments, compensation and CSR committee. Sophie has announced that
she will be stepping down as non-executive director from the Accor board in May 2022. She is also a non-executive
director of Givaudan S.A., the D’Ieteren group, and is the lead independent director on the board of Cimpress,
aNASDAQ-listed technology company.
Rakhi Goss-Custard, Non-Executive Director
Appointed: February 2016
Skills and experience: Rakhi is an experienced non-executive director, with expertise in digital retailing, strategy,
analytics, and operational execution. She spent 12 years at Amazon in various senior leadership positions running many
of Amazon’s key categories, including high growth, mature and digital categories, in addition to being responsible for
pricing across the UK. Prior to joining Amazon, Rakhi held roles at TomTom and in management consultancy in the
United States. She was previously a non-executive director of Intu Properties plc.
External appointments: Rakhi is currently a non-executive director of Schroders plc, Rightmove plc,
andTimHoldcoLimited.
Key:
Audit Committee Nomination Committee Remuneration Committee
Responsible Business Committee Chair
Board of Directors continued
56 Kingfisher 2021/22 Annual Report and Accounts
Board composition
Board independence Non-executive director sector experience
Current directors Tenure at 31 January 2022
0-3 years 3-6 years 6-9 years
Andrew Cosslett
4 years, 10 months
Claudia Arney
3 years, 3 months
Catherine Bradley
1 year, 3 months
Jeff Carr
3 years, 8 months
Sophie Gasperment
3 years, 2 months
Rakhi Goss-Custard
6 years
Thierry Garnier
2 years, 4 months
Bernard Bot
2 years, 3 months
Board diversity and ethnicity
Our Board is 50% female and includes one director of colour (as defined in the Parker Review, 2017 and 2020).
Board nationality
Dutch
1
US
1
French
3
British
3
25%
75%
Executive
Independent
non-executive
2
3
4
1
6
6
6
4
3
5
Retail
Digital
International markets
Former CEO
Brand/marketing
Listed market
experience
Remuneration/HR
Finance
Matrix-model
business
*
Home improvement
sector
* Experience of multi divisional/business unit model with responsibilities split across regions and the centre
57Kingfisher 2021/22 Annual Report and Accounts
Corporate governance
Dear Shareholder,
The Kingfisher Board has worked hard to maintain a
strong and effective system of governance in the face
of the continuing challenges of the Covid pandemic.
Ourcorporate governance framework, set out below,
underpins and supports management and the Board to
operate efficiently and with clear purpose.
Throughout the pandemic, we have taken swift and
effective measures to serve our customers as an
essential retailer, to look after our colleagues as a
responsible employer, to support the communities in
which we operate, and to protect our business for the
long term. Our actions have focused on ‘doing the right
thing’, which sits at the heart of the ‘Powered by
Kingfisher’ strategy.
The Board has continued to demonstrate good
leadership and oversight of our responsibilities and has
taken informed decisions derived, as appropriate, from
open dialogue with our stakeholders. The company’s
section 172 statement is set out on page 54 and details of
stakeholder engagement undertaken by the Board and
the company are set out on pages 62 to 67 of this report.
Tony Buffin stepped down during the year and the
process and considerations given to the selection of his
replacement are discussed in the Nomination
Committee’s report from page 68.
Discussion of this year’s evaluation exercise is set out in
the following reports which also explain how the Board
and its Committees operate and outline some of the work
undertaken during the year.
We have prepared this report in line with the
requirements of the UK Corporate Governance Code
(the Code) which applied to Kingfisher for the year ended
31 January 2022. Our Code compliance is discussed in
more detail on page 59.
I want to thank my fellow directors for their commitment
to, and support of, all our activities. The Board and I
stand firmly behind our management team and the
‘Powered by Kingfisher’ strategy which promises much.
Insupport of that strategy, we remain fully committed to
creating a culture of transparency, honesty, and fairness
which, supports a strong and robust corporate
governance framework.
Andrew Cosslett
Chair of the Board
21 March 2022
The Kingfisher plc Board
Responsible for the overall leadership of the Group, the Board defines our purpose, values, and strategy and aligns
them with our culture. Considering the views of our key stakeholders, the Board promotes the Group’s long-term
sustainable success and its contribution to wider society. It is also responsible for the Group’s performance
and governance oversight.
Group Executive
Comprises the CEO and his direct reports including the CFO, the retail banner CEOs, and certain functional leads. This group meets
monthly to assist our CEO to develop and implement the strategic direction of Kingfisher and its constituent businesses, to support
the implementation of operational decisions, and to make Board recommendations.
Our governance structure
Our structured framework comprising the Board and its committees, enables the company and our directors to work effectively.
Nomination Committee
Manages the composition of
the Board and succession
planning.
Report can be found
from page 68.
Remuneration Committee
Ensures rewards are linked
to our wider strategy.
Report can be found
from page 75.
Responsible Business
Committee
Oversees delivery of our
Responsible Business
activities providing
collective advice
andassurance.
Report can be found on
page 70 with additional
reporting from page 23.
Audit Committee
Oversees all our financial
reporting, audit, and risk.
Report can be found
from page 71.
Group Investment Committee
Chaired by the CFO, this group approves all capital and revenue expenditure above the threshold reserved for approval at the
banner or Group function level. Authority for approval for such matters also resides with the CEO.
Disclosure Committee
Responsible for the
framework we use to
identify, manage, and
release inside information.
58
Kingfisher 2021/22 Annual Report and Accounts
Board attendance
Directors’ attendance at Board meetings during the year is set out below. Directors who are unable to attend scheduled meetings
are encouraged to input offline ahead of the meeting. Detail regarding information flows to the directors can be found in the
Corporate Governance Statement on our website and on page 61 which details improvements identified and made through our Board
evaluation process.
Current directors Board
Andrew Cosslett 8/8
Claudia Arney 8/8
Bernard Bot 8/8
Catherine Bradley 8/8
Jeff Carr 8/8
Thierry Garnier 8/8
Sophie Gasperment 8/8
Rakhi Goss-Custard 8/8
Former directors who served during 2021/22
Tony Buffin
1
5/5
1. Tony Buffin left the Board on 1 October 2021.
Throughout the year, Kingfisher applied the principles and complied with the provisions of the Code with one exception in respect of
Provision 36. The shares awarded under our Delivering Value Incentive (DVI) long-term incentive scheme do not have phased vesting.
Instead DVI awards were split into two awards at grant, each subject to a three-year performance period aligned with the company’s
five-year strategic plan at that time. Our Remuneration Committee continued to keep the DVI, as well as the existing Directors’
Remuneration Policy and structure, under review and consulted with major shareholders throughout the year. A new Directors’
Remuneration Policy is proposed for approval by shareholders at the 2022 AGM and would replace the DVI with a Performance Share
Plan that complies with Provision 36. The new Directors’ Remuneration Policy and Report are on pages 75 to 104. The Code is available
to view at www.frc.org.uk.
We have published a detailed Corporate Governance Statement (CGS) on our compliance with the Code at www.kingfisher.com. Our
website also has copies of: the company’s Articles of Association; Matters Reserved for the Board; terms of reference of the Board
Committees; Role Profiles for the Chair, the CEO, the Senior Independent Director, a non-executive director, and the Company
Secretary. Additional information can be found here:
Page no. or CGS
1 – Board leadership and company purpose
Effective and entrepreneurial Board
CGS, Matters Reserved,
42–54
Purpose, value and strategy
CGS
Resources and controls
CGS
Engagement with stakeholders
CGS, 54, 62–67
Workforce policies and practices
CGS, 21–22, 29
2 – Division of responsibilities
Role of the Chair
CGS, Role Profiles
Composition of the Board
CGS, 55–57
Role of the non-executive director
CGS, Role Document
Board information, time and resource
CGS, 59, 61, 69
Compliance with the
UK Corporate Governance Code
Page no. or CGS
3 – Composition, succession and evaluation
Appointment to the Board
CGS, 68–69
Board composition
CGS, 55– 57, 68–69
Board evaluation
CGS, 61
4 – Audit, risk and internal control
Internal and external audit functions
CGS, 73–74
Fair, balanced and understandable
CGS, 71, 108
Risk management
CGS 42– 48, 73–74
5 – Remuneration
Aligning remuneration to strategy
CGS, 75–104
Policy for executive remuneration
CGS, 79–88
Independent judgement
CGS, 89–104
59Kingfisher 2021/22 Annual Report and Accounts
Key activities of the Kingfisher plc Board in the year
Strategy Shareholder engagement
— monitored delivery of the ‘Powered by Kingfisher’ strategic
objectives and priorities for each key initiative.
— approved a share buyback programme to return £300m of
capital to shareholders.
— monitored the progress of the Screwfix International launch
in France.
— reviewed Kingfisher’s franchise and partnership strategy
andapproach.
— considered updates on e-commerce capability,
development plans and options.
— oversaw developments to the Group’s IT operating model.
— oversaw the ongoing review of the Group’s master data.
— received updates on the roll-out of the Responsible
Business strategy.
— endorsed the introduction and roll-out of a
marketplaceinitiative.
— conducted a hybrid AGM, encouraging electronic
attendance to ensure the safety of all attendees
while allowing shareholders to engage with our
Board and have their questions answered.
— discussed and actioned feedback from post-
results investor roadshows.
— monitored investor consultation around the
proposed structure and targets for the 2022
Remuneration Policy.
— received defence planning and shareholder
activism updates supported by our brokers.
— reviewed feedback from the Chair following the
investor and governance roadshows conducted in
the autumn 2021 and January 2022, respectively.
Finance and performance People, culture, vision and values
— reviewed our progress through the CEO’s reports, including
market and trading updates.
— monitored monthly performance against budget
andforecast.
— considered and approved the three-year plan and
annualbudget.
— reviewed cash flow and dividend cover and determined and
recommended the payment of an interim dividend for the six
months ended 31 July 2021 and a final dividend in respect of
the full year ended 31 January 2022.
— received an update on Kingfisher’s credit rating and
leveragetargets.
— received updates on the status of the Value Taskforce and
inventory reduction plan.
— approved the UK tax strategy and required disclosures.
— reviewed reports on customer insights and dashboards with
key customer metrics.
— monitored the impact of the Covid pandemic on performance.
— requested and considered updates following deep dives
into areas including: Castorama France, Screwfix Mobile,
B&QKitchens.
— monitored the Responsible Business priorities
and fundamentals that support culture, vision,
andvalues.
— reviewed the output of the COP26 climate
change summit and considered key implications
for the Group.
— agreed to re-launch the all-colleague 1+1
shareplan.
— monitored the level of health and safety incidents
across the business.
— received and acted-upon feedback from
colleagues through the Kingfisher Colleague
Forum (KCF).
— endorsed the appointment of Catherine Bradley
as the Board’s representative to the KCF from the
June 2022 forum.
— considered the People and Culture plan and
Inclusion strategy, including key initiatives and
learnings from colleague listening, and ensured
continued alignment with the Group’s strategy.
— considered the findings of the Group Executive
and senior management talent review and
endorsed the 2021 talent and succession plan.
— received updates on the community investments
made during 2021/22.
Governance and risk
— received updates on capital expenditure and investment
decisions taken by the Group Investment Committee.
— approved the Modern Slavery Transparency Statement.
— assessed principal and emerging risks, mitigation steps and
approved the Group’s risk appetite statements.
— received annual updates on the Group’s Pensions and
Insurance arrangements and Cyber security.
— reviewed and approved the Matters Reserved for
the Board and the Committees’ terms of reference.
— monitored progress against the actions arising from
the Board 2020/21 internally facilitated
effectiveness evaluation.
— discussed the findings of the internally facilitated
Board effectiveness evaluation and agreed
actions for 2022/23.
— received updates on the Group-wide anti-bribery
and corruption compliance programme and
Whistleblowing Policy.
Corporate governance continued
60 Kingfisher 2021/22 Annual Report and Accounts
2021/22 Board effectiveness evaluation
Every year, the Board and Committees conduct an effectiveness evaluation. The process this year was conducted
internally, following an external evaluation in 2019 and an internal process in 2020. The questionnaire on Board
effectiveness was developed and agreed by the Chair and the Company Secretary and assessed the Board’s
performance across a range of areas including:
— Composition and dynamics
— Information flows and meeting management
— Strategic issues and oversight
— Contribution and development
— Priorities for change
The effectiveness evaluation resulted in a positive assessment of the effectiveness of the operation of the Board and
its Committees, with a conclusion that they are dedicating enough time to the right issues and collaborating well with
stakeholders. The Chair has met with each Director and will use the results of the Board evaluation and individual
director performance reviews to drive further improvements in Board performance during 2022.
Catherine Bradley, Senior Independent Director, led a separate review of the Chair’s performance in January 2022
with support from other non-executive directors whom she met with individually. Her conclusions aligned with those
of the Board evaluation, confirming that there were no concerns regarding the Chair’s performance.
Further to the 2021/22 Board effectiveness evaluation, the Board has identified the following areas for improvement
or implementation:
Areas of focus Action plan for 2022/23
Strategy and
performance
— Board to continue to ensure the key drivers of executional success for the ‘Powered by
Kingfisher’ strategy are implemented.
— Continue to plan more banner visits and create opportunities for the Board to engage with a
broad range of management across the business.
Board information — Board to review and assess insight into the experience of our stakeholders in more equal
detail. Additional insights to be shared on our suppliers.
Governance — Chair and the Company Secretary to fine-tune meeting efficiency, including content of the
pre-read and structure of the agenda to increase time for discussion.
— Non-executive directors to meet more regularly together, including for more informal activity
during the year.
2020/21 Internal evaluation progress update
As for the internal Board evaluations conducted between 2019 and 2021, we have made good progress as outlined
below:
Areas of focus Actions taken duruing 2021/22
Strategy and
performance
Certain Board meetings each year have been extended to accommodate key strategic and
operational topics to a greater degree.
The November meeting each year is devoted to consideration of our strategy and the full
Group Executive attend and report on delivery against the plan, by banner and Group function.
Ahalf-year progress update is presented to the May meeting and the Board also receives
extensive quarterly updates from the Results Delivery Office regarding delivery of key
strategicpriorities.
Managing Covid restrictions, the Board reinstated a regular cadence of visits to banners during
the year with a successful visit to B&Q in October, including store visits and meetings with
localmanagers.
Board information Use of a commercial dashboard encompassing market trends, competitor activity, and customer
insight is now well established. These are circulated to the Board monthly and presented by the
CEO at each scheduled meeting.
Governance Good interaction continued between the non-executive directors during the year both remotely
and in person, subject to Covid; this has been carried forward for further action in 2022/23 when
it is hoped these may be scheduled in person.
61
Kingfisher 2021/22 Annual Report and Accounts
Considering our impact on our stakeholders is something the
Board and the company spends time on, wherever appropriate.
The Board fully appreciates and understands the importance of
our many and varied stakeholders in the successful operation of
the business. Remaining mindful of our section 172 (1)
responsibilities and the needs and concerns of our stakeholders
is an intrinsic part of our decision-making processes to ensure
our decisions are well-informed by thesefactors.
The Board and its Committees monitor the effectiveness of
engagement with stakeholders through various methods, including,
but not limited to the monthly review of customer insight data and
consideration of colleague engagement outputs gathered at least
annually via a survey and twice a year through the KCF. Further,
through the Board and Remuneration Committee annual evaluation
process directors rate the engagement mechanisms in place with
our different stakeholder groups and are invited to make
recommendations for improvement.
Through the adoption of the Kingfisher Code of Conduct
we ensure high standards of business conduct for all our
stakeholders and seek to promote a culture where transparency
and fairness are the norm. The Board has delegated authority
to the Responsible Business Committee for oversight of our
Responsible Business governance; more detail can be found in
the report on page 70.
The Covid pandemic has required additional vigilance and we are
firmly committed to meeting the needs of our customers safely,
and championing wellness for our colleagues. For the time being,
Covid-related safety measures remain in place in all our stores
and locations. Read more elsewhere on pages 21 to 22 and in the
company’s section 172(1) disclosure on page 54.
The following section discusses how the company and the Board
have engaged with our stakeholder groups, and how their
interests have influenced Board decisions.
Consideration of our stakeholders and section 172
The Board’s approach to stakeholder engagement
Customers
Who they are
Why Kingfisher engages
Anyone who visits our stores or online platforms to buy a product or service.
Customer safety and satisfaction are pivotal to the success of our business. The needs, behaviours
and feedback of our customers are collected, assessed, and used to develop our long-term strategy.
How the Board engages
— Through the CEO and the commercial dashboard, the Board is
regularly updated on customer opinion, behaviour and
feedback. This includes monthly analysis of the Net Promoter
Score (NPS) and Customer Insight reports, which inform our
commercial and investment decisions and help us to identify
key revenue drivers.
— This commercial dashboard consolidates a broad range of
metrics including price index in our key categories, market
trends, competitor activity, customer insight, and Sustainable
Home Product sales that enable the Board to track and
benchmark Kingfisher’s progress in key business areas. The
Board also receive biannual presentations from the Group
Customer and Market Intelligence Director.
— Using the online NPS results across banners we have, among
other actions, prioritised improving the customer experience
for visitors to the B&Q and Castorama France websites.
— In response to the updates presented, the Board requested
further data analysis to ensure we understand the numbers
of new customers attracted and our ability to retain them. In
addition, we have also recommended the development of
strategies to attract more tradespeople to our Big Box and
Discounter formats.
— Since 2021 we have been collating data from our banners’
customer databases, to provide the Board with visability and
the ability to analyse the evolution of the number of active
customers, especially the proportion of new customers.
— The Board has delegated responsibility to the Responsible
Business Committee for primary governance of Responsible
Business practices. This includes the setting of targets for
approval by the Board, and the progress of performance
against the Responsible Business objectives. More detail can
be found in the Responsible Business section on pages 23 to
29 and on page 70 of the Responsible Business Committee
report.
How the business engages
— We collect and consider customer research to understand
the evolving needs, attitudes, and behaviours of the people
that interact with our business.
— We engage in continuous customer surveys to monitor
post-purchase or post-interaction perceptions on all our
touchpoints through the NPS and the key drivers of customer
satisfaction to improve their day-to-day experience.
— We support continuous tracking of customer brand
perceptions over time against our competitors on a range of
issues, including sustainability.
— We commission ad hoc research to get customer feedback
before or just after launching new products, services, or
store concepts.
— We receive regular customer insight updates.
— We monitor price indices versus competition in our key
categories to ensure we have regular visibility of our
customers’ price perception. Our ‘price reality monitoring’
and ‘price perception monitoring’ give us the agility to adjust
our pricing strategies throughout the year.
— We transform our ranges to make greener, healthier homes
accessible to everyone using our industry-leading
Sustainable Home Product guidelines.
Highlights for the year
— Over 1.4 million customer surveys collected for NPS across our markets during the 2021/22 year.
— 44% of Group sales were from products that create a more sustainable home in 2021/22.
62 Kingfisher 2021/22 Annual Report and Accounts
Colleagues
Who they are
Why Kingfisher engages
Colleagues of Kingfisher plc and its subsidiaries.
An effective people strategy and strong culture are essential for the effective delivery of our strategy
and ultimately our performance.
Being able to attract, retain, and develop diverse talent is one important part of fostering a stronger,
more inclusive culture, as is incorporating the views of colleagues into decisions and being able to
accurately assess the impact of those decisions.
How the Board engages
— Under normal circumstances, the Board regularly visits our
sites and receives briefings in person from executive
leadership to allow it to assess the behaviour and culture of
the business.
— Throughout the year and independent of ongoing
pandemic restrictions, the Board continued to receive
the following updates:
— The Whistleblowing Report.
— Briefings from the CEO and Chief People Officer (CPO)
on important matters affecting the workforce, including:
— Investment in training and development of our people,
aswell as updates on our Responsible Business approach.
— Results of the colleague engagement survey.
— Dialogue with, and feedback from, the Kingfisher
PensionTrustees.
— The Board and Responsible Business Committee monitor and
assess the company’s culture and the implementation of the
vision and values set by the ‘Powered by Kingfisher’ and
Responsible Business strategies, respectively. During the
year the Board considered the People and Culture plan,
doing a dedicated session with the CPO. In addition each
Responsible Business Committee meeting receives an
update on the impact of Responsible Business on colleagues
and customers. It also held dedicated sessions on our
customer and colleague priorities.
— Through the updates presented to the Board and
Responsible Business Committee, the directors have
collectively advised and helped to shape our People and
Culture plans.
— The Board met in person with high potential colleagues to
help inform succession planning and development of the
talentpipeline.
— The KCF is the joint forum of Kingfisher-nominated
management representatives and formally elected employee
representatives. Through our non-executive directors and
our CEO we engage in the KCF with colleagues on
transnational issues and consult on major decisions. We
review details of each meeting and are delighted that the
KCF has proven a strong engagement channel. This,
alongside the colleague listening and engagement tool
implemented in 2021, gives a real opportunity for the views of
the workforce to be clearly heard by executive leadership
and the Board.
How the business engages
— We regularly communicate using a mix of channels and
internal social communication tools such as Yammer,
Microsoft Teams and Microsoft’s Sharepoint intranet
platform, including:
— Regular communication and engagement via vlogs,
Yammer, virtual townhalls, Q&As, and Microsoft Teams.
— Our training, learning and development opportunities for all
colleagues were adapted for remote working.
— Frequent performance check-ins and online or face-to-
face development for all colleagues.
— Listening groups and affinity networks such as retail banner
colleague forums and the gender affinity network.
— Ongoing dialogue with unions where appropriate.
— Training for senior colleagues to support our Inclusion &
Diversity action plans.
— Ongoing training of in-house recruiters is helping to minimise
the impact of bias and ensure a fair recruitment process.
— Continued to ensure that government guidance in respect of
Covid was followed, allowing vulnerable colleagues to
self-isolate, supported working from home arrangements,
and instituted safe working practices in both our stores
andoffices.
Highlights for the year
— Over 63,500 colleagues, almost 80% of our total workforce
from across the Group, chose to take part in our colleague
engagement survey in June 2021.
— Despite the challenges of the pandemic, our employee Net
Promoter Score was 48, putting us in the top 10% of global
retailers compared to the benchmark of 22.
— As a Group, we made progress in supporting colleagues
to develop their skills and fulfil their potential through over
2,270,000 hours of learning across our banners and
Groupfunctions.
63Kingfisher 2021/22 Annual Report and Accounts
Stakeholder engagement continued
Investors
Who they are
Why Kingfisher engages
Equity shareholders and providers of debt funding that provide capital to our business.
Our investors rely on us to protect and manage their capital in a responsible and sustainable way that
also generates long-term value. It is critical that investors and potential investors have a full
understanding of our business, our strategy, our performance against our strategic objectives, our
growth potential, and the risks and uncertainties we are managing.
How the Board engages
— The Board takes ultimate responsibility for how we plan to
create sustainable long-term value for investors and this
engagement takes place in a frequent and constructive manner.
— The CEO, the CFO, and the Chair of the Board engage with
investors regularly throughout the year. Other members of
the Board also engaged with shareholders as appropriate, for
example during the year meetings were scheduled with the
Senior Independent Director and the Chair of the
Remuneration Committee.
— When making strategic decisions, the Board draws on the
feedback from the engagement it has undertaken and
analyses how its choices will impact the delivery of long-term
shareholder value. We also consult with shareholders on the
potential impact when appropriate.
— Major decisions regarding the allocation of the company’s
capital are set out within the Matters Reserved for the Board.
However, we engage with investors and the company’s
brokers on a broad range of shareholder returns and capital
allocation decisions, including working capital requirements,
capital investment opportunities, and matters such as ESG,
appetite for mergers and acquisitions (M&A), the Dividend
Policy and share repurchase programmes.
— The Remuneration Committee also consults extensively with
shareholders on our executive remuneration matters . In
2021/22 it has consulted on the proposed Remuneration
Policy as well as the targets for the second half of the DVI
which were announced via RNS ahead of the 2021 AGM.
— More detail on the Board’s engagement with our shareholders
during the year can be found on page 60.
How the business engages
— The AGM enables us to engage directly with our retail
shareholders and answer their questions. In 2021, it was
held as an electronic meeting to allow our shareholders to
continue to participate and attend in the safest manner
possible in light of the ongoing Covid pandemic.
— The Annual Report and Accounts.
— Full and half year results presentations, and quarterly
tradingupdates.
— Ad hoc market disclosures through the London Stock
Exchange regulatory news service.
— Investor roadshows attended by the CEO and CFO.
— Meetings and calls between major investors and the Chair,
Senior Independent Director and Remuneration Committee
Chair on governance, ESG, and remuneration matters.
— We do not take any decisions or actions that would provide any
shareholder or group of shareholders with any unfair advantage
or position compared to the shareholders as a whole.
— During the year, we also undertook specific engagement on
our climate change commitments and performance through
investor presentations, management roadshows,
consultations, and other activities.
— The Remuneration Committee Chair engaged on the
company’s proposed Remuneration Policy.
Highlights for the year
— The Board welcomes the opportunity to have direct dialogue
with retail shareholders at the AGM and to engage via
investor roadshows.
— The Board, through the Remuneration Committee, has
incorporated ESG priorities and targets into management’s
remuneration criteria and informed its proposed Directors’
Remuneration Policy and related targets for 2022.
64 Kingfisher 2021/22 Annual Report and Accounts
Suppliers
Who they are
Why Kingfisher engages
Organisations we work with to deliver products and services to our customers.
To build and maintain trusted partnerships with our suppliers is critical to meeting customer needs and
instrumental in delivering our Responsible Business strategy.
How the Board engages
— Where appropriate, we consider the impact on our suppliers
when making key strategic decisions relating to product
ranges or supply and logistics.
— The Board does not regularly engage directly with our
suppliers but receives frequent reporting from the parts of
the company that work with them on a day-to-day basis.
During the year, the Board agreed to develop mechanisms to
gather additional insights on suppliers’ sentiment and review
and assess insight into their experience.
— During the year, we approved the Modern Slavery
Transparency Statement and received an update on
progress across key areas of the business and supply chain.
The continued implementation of our Modern Slavery Action
Plan covers diligence, ethical audit, supplier and colleague
engagement, training, policy and reporting. However, the
Group continues to strengthen its monitoring of human rights
risks across the business.
— The Audit Committee is regularly updated by each banner
CEO and Group function head; these updates include
information on suppliers and supply chain resiliency.
— The Responsible Business Committee also receives updates
regarding the delivery of the Responsible Business strategic
objectives; the Committee’s report is on page 70.
— As captured by our recent Board Effectiveness evaluation
outlined on page 61, the March 2022 meeting focussed on
suppliers. Specifically, considering mechanisms in place to
capture insights into the experience of our OEB and Branded
suppliers and reviewing and assessing output from the
Supplier Survey 2021.
How the business engages
— Engaging suppliers with our Code of Conduct and
Responsible Business strategy.
— Conducting supplier ethical risk assessments and audits that
look at:
— Registration on either Sedex or Amfori BSCI, the online
supplier data exchanges, for details on our factory base,
including ethical audits of high-risk production sites, for our
‘goods for resale’ (GFR) suppliers.
— EcoVadis, the sustainability ratings platform, for spend with
our ‘goods not for resale’ (GNFR) suppliers for contract
amounts above £75,000.
— Vendor engagement assessment via an online tool, for
spend with GNFR suppliers between £5,000 and £75,000
to screen for things such as business integrity, data
protection, information security, and ethical practices.
— Visiting factories and sites.
— Conducting risk-based anti-bribery and corruption due diligence.
— Reviewing our approach to human rights.
— Organising supplier conferences on topics of significance. In
November 2021 we conducted an OEB supplier(s) survey and
sent it to 737 GFR supplier(s), receiving 513 replies in
response. The purpose of this was to gather feedback from
supplier(s) and understand main areas of improvement at a
regional and buying office level. Overall, 86% of the
responses were positive. Improvement action plans will be
put in place across our different sourcing markets to address
areas of focus.
— Two supplier conferences were organised in Western Europe
for GFR OEB suppliers in October (physical) and November
(online) 2021, to engage with suppliers.
— Reporting our payment practices under the UK Government’s
Duty to Report Requirements.
Highlights for the year
— Further details and performance data are set out in our Modern Slavery Act Transparency Statement on our website.
65Kingfisher 2021/22 Annual Report and Accounts
Stakeholder engagement continued
Communities & Non-governmental organisations (NGOs)
Who they are The communities and people who live where we work, and where we source from, as well as the NGOs
we work alongside.
Why Kingfisher engages Concerns around the impact of businesses on the environment and their roles in society and climate
change have increased. As a result, there are higher expectations on companies to undertake strong
environmental, social and governance action.
How the Board engages
— The Board and its Responsible Business Committee are kept
updated on the progress of our community programmes and
our environmental work. This includes updates on our Forest
Positive strategy, our new partnership with the Rainforest
Alliance ‘Forest Allies’, our climate change carbon reduction
target, Task Force on Climate-related Financial Disclosures
(TCFD) reporting and regular updates on the impact of our
community programmes.
— We are committed to having a positive impact on the lives of
our customers, colleagues and communities. The Board
recognises that expectations around ESG issues continue to
increase year on year and is looking to continue building
momentum around our Responsible Business and Community
strategies and through support of initiatives such as COP26.
— Through updates presented to the Board and Responsible
Business Committee, the directors have helped shape our
plans for delivery and set targets in this area.
How the business engages
— Ad hoc updates and reporting on matters of importance or
emerging issues, such as COP26.
— Forming strategic partnerships and funding with charitable
organisations active in the environment and on housing
issues that are aligned with our purpose and our Responsible
Business priorities:
— Housing – Shelter in the UK (funding a network of DIY Skills
Advisors and Shelter advice and campaigns to improve the
quality of UK housing), Fondation Abbé Pierre in France (to
support tackling homelessness in France), and our banner
charitable foundations (established to help fix bad housing
in each of our markets).
— Providing disaster relief via NGOs including Red Cross
andUNICEF.
— Environmental – Rainforest Alliance – founding member of
Rainforest Alliance’s Forest Allies programme; funding and
support of leading UK green NGOs including Green
Alliance, Aldersgate Group, BioRegional, UN Race to Zero
Retail breakthroughs and the FSC.
— Supporting organisations to help us develop our inclusivity
agenda, e.g. Business Disability Forum, Stonewall.
— Collaborating to tackle modern slavery and partnering with
the Slave Free Alliance.
— Supporting the Centre for European Reform to play a
constructive and active role in the implementation of Brexit
and the future of UK and European relationships.
Highlights for the year
— Participating at COP26 and collaborating with retail peers to
help tackle climate change across the retail sector.
— Contributing to positive societal and environmental policy
change. For example, the UK Government’s commitment to
upholding environmental standards after Brexit.
— Delivering on our Forest Positive commitment through
forest projects.
— Inclusion of ESG targets in the Kingfisher Performance
Share Plan.
— Improving our understanding of the financial impacts of
climate-related risks and opportunities, undertook an initial
analysis of the physical climate risks facing our property
portfolio and improved energy efficiency in our own
operations. See pages 23-29 for more detail.
66 Kingfisher 2021/22 Annual Report and Accounts
Regulators and Government
Who they are
Why Kingfisher engages
Bodies that supervise our industry and business activities.
We must maintain the trust of our stakeholders to fully realise our purpose, provide employment
opportunities, and contribute to the economic prosperity of the places where our people live and work.
How the Board engages
— The Board receives biannual government affairs reports,
containing the main policy and political issues that have a
direct operational impact on Kingfisher across all our
jurisdictions. An explanation of what action is being taken to
monitor and address the key issues is also included.
— The Board receives governance reporting that outlines key
governance and regulatory changes that have the potential
to impact the company, when required.
— The Board, in coordination with the Group Executive,
engages with regulators, government stakeholders
and political representatives on an ad hoc basis.
This includes responding to policy consultations
and formal information requests.
— As well as continued engagement surrounding the pandemic,
the company also participated in consultations and engaged
with government around UK business rates and changes to
energy efficiency schemes for customers.
— We considered some of the key potential implications of the
BEIS draft proposals issued in March 2021 to improve trust in
audit and corporate governance, particularly in respect of
enhanced controls, directors’ accountability and liability,
greater engagement with stakeholders and the selection and
role of the external auditor. These proposals are important,
so we ensured that Kingfisher responded to the BEIS
consultation as thoroughly as possible with our views.
How the business engages
— We engage with the governments and regulators in each of
our key markets as well as with the EU, both directly and
through our trade associations (including the British Retail
Consortium, the EU DIY Retail Association and the French DIY
Retail Association). A full list will be available in the 2022
Responsible Business report.
— Our engagement includes attending government meetings
and events, responding to consultations, and participating in
parliamentary inquiries.
— The company also regularly engages with regulators, including
in the UK, the Registrar of Companies, the Financial Reporting
Council (FRC), the London Stock Exchange and Financial
Conduct Authority, and the Information Commissioner’s Office
on matters of statutory or regulatory compliance.
67Kingfisher 2021/22 Annual Report and Accounts
Dear Shareholder,
The role of the Nomination Committee is to ensure the
Board maintains the required skills and experience to
boost business resilience and deliver the ‘Powered by
Kingfisher’ strategy. This report describes the
Committee’s activities during the year.
Andrew Cosslett
Chair of the Nomination Committee
21 March 2022
Nomination Committee report
Eligible Attended
Andrew Cosslett* 3 3
Claudia Arney 3 3
Catherine Bradley 3 3
Jeff Carr 3 3
Sophie Gasperment 3 3
Rakhi Goss-Custard 3 3
Former directors who served
during 2021/22
Tony Buffin
1 1
* Chair of the Committee.
Board composition and succession planning
The Board considers its own performance and
composition annually as part of the Board evaluation
process. More detail on this process can be found on
page 61 of the Corporate Governance report. During the
year, the Nomination Committee kept the composition of
the Board and its Committees under review, including a
review of tenure so that we can best anticipate
retirement within our non-executive population and
balance continuity with the introduction of fresh
perspective. We also continued to plan for the
succession of roles at the Board and Group Executive
level to maintain the relevant mix of skills, experience, and
capabilities in key areas.
To support these processes at Board level, we have
utilised our skills and experience matrix to capture and
monitor the combined strategic and committee
experience considered relevant and appropriate for
Kingfisher, as a UK-listed company and an international,
matrix-model retail business. Specifically, following the
departure of Tony Buffin in October 2021, the Committee
initiated the search for an additional non-executive
director to join the Board, centred on experience of the
home improvement retail sector. The skills of our
non-executive directors are summarised on page 57.
Selection and appointment of Board members
1. Board composition review The Committee reviews the structure, size and composition of the Board and its
Committees, including the skills and experience matrix, diversity, and tenure of the
directors.
Having considered this against the company’s business model, strategy, and external
environment, we then agree the qualities we are looking for going forward.
2. Role brief development Comprehensive role briefs are prepared, aligned to the desired Board and Committee
composition, the skills and experience matrix, our Board Diversity and Inclusion Policy, and
any other relevant corporate governance requirements. All role briefs should be free
from bias.
3. Shortlisting The company’s retained search consultants prepare an initial longlist of candidates from a
broad range of backgrounds.
The Chair and Company Secretary then work with the search consultants to refine this
into a shortlist for review by the Committee.
We then agree the candidates for interview.
Where appropriate, the Committee challenges the scope of the search and breadth of
the pool from which the long list has been drawn.
4. Interview Through a multiple-stage interview process, a panel of directors will meet prospective
candidates. While the selection of the directors to the panel will be flexed as appropriate
for the role in question, the Chair, the Senior Independent Director, and the CEO, always
participate.
After the first round of interviews, the panel agrees which candidates should be invited for
final interview and with whom the candidate should meet.
The Nomination Committee is comprised solely of
independent non-executive directors. Its terms of
reference are reviewed annually and are available
on the company’s website. The Chair of the
Committee reports on its activities during each
Board meeting.
The 2021/22 effectiveness evaluation concluded
that the Committee operates effectively and raised
no areas of immediate concern. More time will be
allocated to certain Committee meetings to allow
for additional focus on executive succession
planning, including the development of high
potential internal candidates. Further detail on the
evaluation process can be found on page 61.
68 Kingfisher 2021/22 Annual Report and Accounts
Selection and appointment of Board members
The Committee is supported by Egon Zehnder and
Heidrick & Struggles, our retained search consultants,
in our selection and appointment of Board members.
Neither consultant has any other relationship with the
company or its directors. Both are accredited firms
under the UK Government’s Enhanced Code of Conduct
for Executive Search Firms and signatories to the latest
Standard Voluntary Code of Conduct for Executive
Search Firms (the Voluntary Code), supporting gender
diversity on corporate boards. Upon completion of a
search, the Committee will make recommendations for
new appointments to the Board for approval.
Diversity and Inclusion
The Kingfisher Board considers that it is in the company’s
best interests to have a diverse Board that reflects the
communities in which we operate. A diverse Board sets a
culture that is fully inclusive and engages the rich talents
of all the directors. The Board Diversity and Inclusion
Policy exists to support the Board in achieving this aim,
and the Committee keeps this policy under review and
monitors the company’s performance against
itsobjectives.
Over the past year, the Policy was assessed, and
enhancements were agreed to increase alignment
with the company’s own goals Group-wide. The
refreshed Policy will be published on our website, once
final (www.kingfisher.com/corporate-governance).
For the time being, we are satisfied that the objectives
and commitments set out in the current Policy were met
during the year and that this report provides enhanced
reporting, as envisaged by the 2020 Parker Review.
Details of the gender and ethnicity of the Board are set
out on page 57. Disclosure of gender diversity on the
Board, at senior management level and of the total
workforce, are published in line with the Act, on page 21.
Following Tony Buffin’s departure, the company met
Egon Zehnder and the Committee followed the Selection
and Appointment Process outlined on page 68 to
initiate and conduct a targeted search process for
a new director. When creating a new role brief, the
Committee always considers the Board’s current
and desired composition, bearing in mind a mix of
backgrounds and diversity that may include race,
disability, gender, sexual orientation, beliefs, and age,
aswell as culture, personality, professional and
educational background, and workstyle. The Committee
will continue these considerations when we make our
recommendation to the Board on any new appointment.
During the year, we continued to meet the targets of the
FTSE Women Leaders Review, building on the work of the
Hampton-Alexander Review, as well as the Parker
Review. Kingfisher’s Board exceeds 33% female
representation and, since 2016, has included one director
who identifies as a director of colour, as defined in the
Parker Review. As at 31 January 2022, 31.1% of our Group
Executive and their direct reports were female.
Induction
Each new director receives a tailored induction to help
establish a broad knowledge and full understanding of
the company’s operations and challenges, aspirations,
andculture. Each induction is phased and allows for
customisation with the director based on their feedback.
During the year, Catherine Bradley undertook an
induction programme. As well as tailored features,
each induction programmes ordinarily includes:
— Individual one-to-one meetings with all directors and
the Company Secretary
— Meetings with members of the Group Executive, senior
members of Group functions and retail banners and
dependent on their role, with the external auditors,
brokers, investors, and legal advisors
— Briefing sessions on the activities of each of the
Board’s Committees
— Visits to the company’s stores, office locations, and
key sites across the business
— Access to the Board’s online resources, including to
meeting minutes, key reference materials, and briefings
on market status and competition
The Board’s approach to induction and ongoing director
development is discussed further in the Corporate
Governance Statement on our website.
Independence, time commitment,
and re-election to the Board
New directors are advised of the time commitment
expected from them on appointment. During the year,
the Committee conducted its annual review of the
directors and we believe that, individually, they remain
independent; none of them is overextended or unable to
fulfil their duties to the Board. All directors are subject to
annual re-election by shareholders, as required by the
company’s Articles of Association.
Kingfisher’s policy allows executive directors to hold
one external non-executive directorship. Thierry Garnier
is a non-executive director of Tesco plc and is a
member of its remuneration committee. Bernard Bot
is a non-executive director and member of the
auditcommittee of A.P. Møller–Mærsk A/S.
Our areas of focus 2022/23
— Induct a new non-executive director
— Focus on our succession planning at the Board and
Group Executive level
— Review and recommend the planned revised Board
Diversity and Inclusion Policy, and support delivery of
its objectives
— Review the Board’s approach to ongoing director
development
69Kingfisher 2021/22 Annual Report and Accounts
Dear Shareholder,
We are committed, to being a responsible industry leader,
and the ‘Powered by Kingfisher’ strategic plan is an
important step in this journey. The main role of the
Responsible Business Committee is to ensure that
governance across the Group aligns with our ambitions
and is always robust, transparent and accountable.
TheCommittee’s role helps set this ambition while also
facilitating and monitoring the company’s Responsible
Business strategy.
This entails critically examining all aspects of the way we
work – from how we treat our colleagues and interact with
our customers, to our supply chain and our impact on the
environment and the communities we serve. Alongside
clear policies, we have set ourselves ambitious targets to
ensure we take a consistent best practice approach and
keep improving and innovating. The Committee’s role
helps set this ambition, while also facilitating and
monitoring the company’s Responsible Business strategy.
By working hard to create a positive impact for society,
we can ensure all our homes, as well as our communities,
our forests and our planet, can flourish.
We have identified four key priorities where we believe we
can most effectively bring about positive change on some
of the big challenges facing society:
Colleagues: creating a more inclusive company
Customers: making greener, healthier homes affordable
Planet: planting more forests than we use
Communities: fighting to fix bad housing
Our four Responsible Business priorities are underpinned by
our commitment to our Responsible Business fundamentals,
from health and safety to responsible sourcing, cyber
security and data protection and ethical conduct.
The Committee has developed an annual forward agenda
to oversee (i) key events in the Responsible Business
reporting cycle, (ii) progress on our four Responsible
Business priorities and fundamentals, and (iii) regulatory
or legislative updates relevant to our areas of activity.
Pre-read materials for Committee meetings are structured
to support the Committee to oversee delivery of our
priorities, ensure meaningful focus on the Responsible
Business fundamentals and facilitate adequate challenge by
Committee members. Committee members also receive a
variety of Responsible Business updates on a monthly and
quarterly basis. During the year, the Committee agreed that
external guest speakers should be scheduled to present to
certain Committee meetings to provide more insight on
matters of relevance to our strategy.
Further detail on the Responsible Business priorities and
fundamentals, together with the business activities
delivering progress against them, is set out in the
Strategic report on pages 23 to 29 and in the Responsible
Business report available on the website.
Our key activities in 2021/22
Received early sight of the 2021/22 Responsible
Businessreport:
— Discussed updates on the impact of Responsible
Business on colleagues and customers at each meeting,
including a deep dive on colleague communications and
engagement
Responsible Business Committee report
Eligible Attended
Sophie Gasperment* 3 3
Rakhi Goss-Custard 3 3
Thierry Garnier 3 3
John Mewett 3 3
Kate Seljeflot 3 3
Henri Solère 3 3
* Chair of the Committee.
The Kingfisher Responsible Business Committee is
chaired by Sophie Gasperment who also attended
meetings of the Kingfisher Colleague Forum on
behalf of the Board during the year. The
Committee’s terms of reference are reviewed
annually and are available on the company’s website.
The 2021/22 effectiveness evaluation concluded
the Committee operates effectively. The review
invited the Committee to pay particular attention to
the integration of our Responsible Business
practices within each banner as the new ‘Powered
by Kingfisher’ operating model was deployed, and
to support colleague and customer engagement
throughout the business. Further detail on the
evaluation process can be found on page 61.
— Reviewed updates on the Responsible Business
strategy and reporting on our four priority areas:
—
Colleagues
– Diversity and Inclusion, including
feedback on the Inclusive Leadership intervention
training
—
Customers
– Sustainable Home Products, including
target setting and further roll-out plans for
sustainable products and products for sustainable
living
—
Planet
– Forest Positive and Climate Change,
including updates on the company’s science-based
carbon reduction targets, climate change reporting,
specifically TCFD readiness, and COP26
—
Communities
– Banner updates, specifically on their
Responsible Business strategy targets and
performance, including from Screwfix and
Castorama France
— Received presentations on certain of our Responsible
Business fundamentals, including human rights with an
external guest presenter from the Slave Free Alliance
Our areas of focus for 2022/23
—
Colleagues
and
Customers
– adapt our engagement
tools and increase interaction with our banners to
further equip our colleagues as Responsible Business
champions and further resonate with our customers
—
Planet
and
Communities
– develop opportunities to
further monitor customer trends and supplier
sentiment
Sophie Gasperment
Chair of the Responsible Business Committee
21 March 2022
70 Kingfisher 2021/22 Annual Report and Accounts
Dear Shareholder,
The role of the Audit Committee is to provide
independent challenge and oversight on behalf of the
Board, of the accounting, financial reporting, risk
management and internal control systems of the Group.
Italso oversees our internal audit function and Kingfisher’s
relationship with our external auditor, Deloitte LLP
(Deloitte). The Committee has an annual forward agenda
which evolves as the risks and priorities of the business
change.
During the year, we considered briefings from Deloitte
and management on emerging reporting and accounting
regulation and standards. Specifically, the business
implications for Kingfisher of the Department for Business,
Energy & Industrial Strategy (‘BEIS’) proposals issued in
March 2021 to improve trust in audit and corporate
governance and particularly, in respect of enhanced
controls, directors’ accountability and liability, greater
engagement with stakeholders and the selection and role
of the external auditor. These proposals are important,
sowe ensured that Kingfisher responded to the BEIS
consultation as thoroughly as possible with our views.
This report describes the Committee’s activities during
the year.
Jeff Carr
Chair of the Audit Committee
21 March 2022
Audit Committee report
Eligible Attended
Jeff Carr* 4 4
Catherine Bradley 4 4
Rakhi Goss-Custard 4 4
Former directors who served
during 2021/22
Tony Buffin 3 3
* Chair of the Committee.
The Audit Committee is comprised solely of
independent non-executive directors. Jeff Carr
is a qualified chartered accountant and a CFO with
experience in both the retail sector and UK listed
companies. His financial experience makes him the
right person to fulfil the Committee’s responsibilities
and the Code requirements. The Committee’s terms
of reference are reviewed annually and are available
on the company’s website.
The Chair of the Committee reports on its activities
during each Board meeting. The 2021/22
effectiveness evaluation concluded that the
Committee operates effectively and raised no
areas of immediate concern. Further detail on the
evaluation process can be found on page 61.
Always ‘fair, balanced and understandable’
All company financial statements and results
announcements are reviewed by the Committee with the
support of the Disclosure Committee. The Disclosure
Committee is comprised of the CFO, Group Company
Secretary, Group General Counsel, and Group Investor
Relations Director. It is the Committee’s role to consider
and challenge management regarding accounting
principles, policies and practices applied, as well as any
financial reporting issues and significant judgements made.
After reviewing the 2021/22 Annual Report and Accounts
and full-year results announcement, we recommended to
the Board that the disclosures, and the processes and
controls underlying their production, met the legal and
regulatory requirements for a UK-listed company. We
believe that taken as a whole, the Annual Report and
Accounts and announcement of full-year results were
fair, balanced, and understandable. Our review extended
to the publication of these documents in a structured
XHTML web browser format and electronic tagging of
the primary financial statements.
Going concern and viability statements
The Committee received a report on both the company’s
ability to continue operating as a going concern and on
the rationale and risk mitigations underpinning the
sensitivity analysis undertaken. It was essential to
consider how these aligned to the delivery of the
strategic plan particularly regarding the ongoing
impactsof the Covid pandemic. Following review,
werecommended both statements for approval by the
Board. The viability and going concern statements are set
out on pages 49 to 50, respectively.
Significant financial reporting matters
We assess all issues that may affect the integrity of the
company’s published financial statements to ensure that
each is treated appropriately. For 2021/22, we monitored
the following significant financial reporting matters in
particular and took appropriate actions. The Committee
discussed these matters with Deloitte and, where
appropriate, they have been addressed as key audit
matters in the Independent auditor’s report on page 109.
71Kingfisher 2021/22 Annual Report and Accounts
Matter considered Role of the Committee Conclusion
— Does the
carrying value of
stores require
any store
impairment
charges or
reversals?
— We examined the results of management’s
year-end impairment exercise and assessed the
validity of cash flow projections based on the
company’s three-year strategic plans and the
financial assumptions used. These included
forecast sales growth, margin and operating profit
percentages, allocation of central overheads,
discount rates and long-term growth rates.
— We looked at the implications of improvements in
actual and forecast performance, particularly at
B&Q and Castorama France, which had previously
suffered from significant adjusting impairment
losses. Our consideration included actual trading
during the pandemic, expectations on the future
market environment, and the impact of
Kingfisher’s strategy on these.
— The Committee endorsed the recognition
of store net impairment reversals of
£33m (recorded as adjusting items),
principally in B&Q and Castorama France.
Refer to notes 3, 5, 15, and 17 to the
consolidated financial statements.
— What should the
treatment of
liabilities and
contingent
liabilities be in
relation to
uncertain tax
positions?
— We reviewed various tax positions and audits
across the Group’s jurisdictions. These included
transfer pricing arrangements and the European
Commission state aid investigation. This review
included the appropriate recognition and
measurement of liabilities recorded, and
the classification and disclosures of
contingentliabilities.
— The Committee endorsed management’s
accounting judgements and assumptions
relating to uncertain tax positions.
— In relation to the state aid case, a non-
current asset of £64m is recorded on the
balance sheet, reflecting the amount paid
to the UK tax authorities in 2021/22. A
liability of £9m in relation to an uncertain
operating tax position in France was
released as an adjusting item. Refer to
notes 3, 5, 10, 37 and 39 to the
consolidated financial statements.
— What are the
principal
judgements
relating to
inventory
valuation?
— We closely monitored the levels of inventory in
each banner as well as the performance of the
Group’s OEB and the estimated impacts on future
selling prices of range review and clearance
activities. This included consideration of our
strong trading performance, the rebuilding of
stock levels across the banners, new ranges such
as kitchens and the impact of inflation and
disruption to the supply chain.
— The key consideration was the appropriateness
of the Group’s inventory provisions and policy,
which considers factors including stock turn,
range or de-listed status, shrinkage, damage, and
obsolescence when assessing net realisable value.
— Management’s accounting and principal
judgements relating to inventory valuation
(£2.7bn in note 19 to the consolidated
financial statements) were all endorsed.
The Committee agreed that the level of
provisions was appropriate considering
the profile of inventories held by the
Group at the reporting date. Refer to
notes 3 and 19 to the consolidated
financial statements.
— Should
management’s
assessment of
adjusting items
be endorsed?
— The Committee was asked to examine the
way ‘adjusting items’ are classified, including
impairment reversals of stores (as noted above),
the release of liabilities in relation to tax positions
and other adjusting tax items. Whether an item
is treated as ‘adjusting’ falls outside of IFRS
and the Group makes its own determination,
inaccordance with its policies and practice.
Referto note 2 to the consolidated financial
statements for the definition of adjusting items.
— The Committee was satisfied that the
Group’s policy for the classification of
‘adjusting items’, amounting to a £106m
net credit after tax in the year, had been
applied consistently and appropriately.
The Committee also endorsed the
changes in terminology and income
statement presentation of adjusting items.
Refer to notes 2, 3 and 5 to the
consolidated financial statements.
Audit Committee report continued
72 Kingfisher 2021/22 Annual Report and Accounts
External audit
The Committee’s oversight of our relationship with our
external auditor includes making recommendations to the
Board regarding their appointment, reappointment, and
removal, as well as continuously assessing Deloitte’s
independence and negotiating the audit fee.
The Committee reviewed the terms of engagement and
fees payable for the 2021/22 audit work. The fees paid to
Deloitte for its audit services in that period are set out in
note 8 on page 138. Deloitte were appointed as auditor in
2009/10 and subsequently reappointed in 2019/20 after a
comprehensive and competitive audit tender process.
Nicola Mitchell has been external audit engagement
partner since the start of the 2019/20 process. Kingfisher
complies with the Statutory Audit Services for Large
Companies Market Investigation (Mandatory Use of
Competitive Tender Processes and Audit Committee
Responsibilities) Order 2014 and theCode.
Non-audit services
Deloitte also engages in a range of non-statutory audit
services such as the interim review, additional assurance
procedures, shareholder circulars, regulatory filings and
certain business acquisitions and disposals for which we
may consider them from time to time. Work in any of
these areas is awarded by competitive tender.
We review our policy governing the use of Deloitte to
provide non-audit work each year to make sure it reflects
the FRC’s Ethical Standard as applied to listed public
interest entities. The current policy dated September
2020 can be found on the website. Fees for non-audit
services are also set out in note 8 on page 138.
Independence, effectiveness,
and reappointment
During the year, the Committee considered Deloitte’s
independence and decided that no breaches of policy
had been identified. We have not found anything that
would call into question their independence or objectivity
in providing a true and fair opinion on the company’s
financial statements and Annual Report. In addition,
Deloitte confirmed it was not aware of anything that it
should bring to the company’s attention in relation to its
independence and objectivity. The Committee also
considered Deloitte’s effectiveness and, through a
survey of the Committee members and management,
reviewed the experience and expertise of the audit team,
as well as the quality of planning and execution of the
audit. This review was supported by management
discussions and feedback from the banners and Group
functions, with the conclusion reached that the audit was
judged to be effective. For the financial year ending
2021/22, the Committee recommended Deloitte’s
reappointment under the current external audit contract
to the Board and this was approved at the Committee’s
June meeting and subsequent 2021 AGM. The Board
expects to propose Deloitte’s reappointment at the 2022
AGM. The company will be required to put its external
audit process out to tender again no later than 2029.
Accountability, risk management and
internal control
Ensuring accountability
On behalf of the Board, the Audit Committee oversees
the company’s system of internal control, including its risk
management framework and the work of the Internal
Audit function.
Internal Audit reports directly to the Committee, which
has authority to review any part of the organisation and
to oversee the audit committees of the retail banners.
Internal Audit reports annually to the Board and regularly
to the Committee so that our leadership always has
objective assurance on the control environment across
the Kingfisher Group.
The Group’s approach in this complies with the
requirements of the Code and was developed with
reference to the FRC’s Guidance on Risk Management,
Internal Control and Related Financial and Business
Reporting. The Committee provides an independent
overview of internal control matters while Deloitte’s
reports to the Committee include key audit risk and
control findings relevant to the audit process.
During the year, the Committee has monitored the
implementation of an enhanced framework for internal
controls over financial reporting and the related
developments in proposed new UK legislation and best
practice following the BEIS consultation.
A revised risk based controls framework has been
introduced, controls organisation roles and
responsibilities have been updated and a full design
assessment of financial controls has been performed and
documented. The completed design assessments will be
used to steer improvement opportunities and also as the
basis for the introduction of substantive testing of
controls during the year ahead.
The Committee has also reviewed litigation and
compliance updates to closely monitor adequacy and
effectiveness of our compliance and ethical conduct
policies and controls.
Managing risk and internal control
The risk assessment process in place across the Group
directly impacts the way in which significant business
risks are managed. The Committee’s consideration of risk
management and internal control is driven primarily by
the company’s assessment of its emerging and principal
risks and uncertainties, discussed on pages 42 to 48.
During the year, the Committee also received briefings
from the Internal Audit and Risk Director, as well as from
retail banner CEOs and Group function directors, on
operational risks and associated controls, including on risk
mitigation and control improvements.
73Kingfisher 2021/22 Annual Report and Accounts
The Board is responsible for establishing a framework
of prudent and effective controls for assessing and
managing risk. Our internal control environment is
codified in a suite of policies, procedures, operating
standards, and delegated authorities to ensure the right
actions are approved and taken quickly. We aim to
manage rather than eliminate the risk of failure to achieve
our business objectives as it is not possible to provide
absolute assurance against material misstatement or loss.
Management is responsible for applying judgement when
evaluating and managing the risks the company faces as
part of its operations. The company’s approach to risk
management is also discussed on pages 42 to 48.
There are clear processes for controlling and monitoring
the system of internal control and reporting any
significant control failings or weaknesses. These include:
— The annual planning process and regular financial
reporting to compare our results with those set out in
our strategic plan and against previous performance
— Quarterly updates on the internal controls relating to
financial reporting
— Reports from the CEO and CFO at each Board meeting
— Documented reports from banner CEOs and Group
function directors on the control environment in their
businesses and improvements made thereto
— Reports and presentations to the Board on certain
specialist risks, including treasury, insurance, tax,
governance, cyber threats, and pensions
Additionally, banner CEOs and Group function directors
certify quarterly compliance with the company’s policies
and procedures and that the relevant internal controls
were in operation during the period. Any weaknesses
are highlighted, and the results are reviewed by the
Internal Audit and Risk Director, the CFO, the Committee,
and the Board.
Each year, the Internal Audit function’s reviews are
aligned to the company’s risks. The function works with
the banners and Group functions to develop, improve,
and further embed risk management tools and processes
into their operations.
Group Internal Audit
During the year, the Committee received progress
updates from the Internal Audit and Risk Director on:
— delivery of the Internal Audit change programme
designed to strengthen the role of Internal Audit
— on the company’s risk management systems, the
Group’s operational response and detailed outputs of
internal audits conducted on several areas, including:
— Foundational controls including rebates,
stockfinancial controls, transfer pricing, vendor
sustainability and ethical sourcing, and SAP access
controls
— Strategy and projects including Installations,
ResultsDelivery Office reporting of KPIs,
andAutomation Centre of Excellence
The remit, organisation, and resources of the Internal
Audit function were also reviewed against the roadmap
and milestones identified in the 2020/21 Internal Audit
effectiveness evaluation. The evaluation was conducted
internally by the Group Company Secretary and
captured the views of Committee members, relevant
executive directors, and senior management including
banner CEOs and Group function directors.
During 2020/21, Ernst & Young LLP (EY) conducted an
independent evaluation of the effectiveness of the
Internal Audit function. An Internal Audit roadmap and
milestones for delivery during 2021/22 and beyond were
developed and approved by the Committee. During
2021/22, good progress has been made against that
roadmap, including:
— Implementation of a more centralised internal audit
staff pool to create more independence and agility
— Consolidation of teams into a small number of key
market hubs, with a revised span of control
— Appointment of an Asia team to focus on sourcing and
supply chain risk
— Design, build and implementation of a new
auditmanagement system delivering enhanced,
real-time reporting
— Transition of the UK store audit team into the business,
delivering efficiency and greater clarity on our lines
ofdefence
Roadmap actions continue into 2022/23, with a focus on
embedding existing change and driving greater maturity
in ways of working.
Audit Committee report continued
74 Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report
Dear Shareholder,
As Chair of Kingfisher’s Remuneration Committee, I am
pleased to present the Directors’ Remuneration Report
for the financial year ended 31 January 2022. In this
statement, I describe the key items considered by the
Committee during the financial year, including:
— our proposed Directors’ Remuneration Policy which will
be put forward to shareholders at the 2022 AGM for
their approval; and
— the incentive outcomes for the year as well as the
broader context of remuneration at Kingfisher.
Theseare contained within our Annual Remuneration
Report which describes how the Policy was put into
practice during 2021/22, and how the new Policy
will be implemented in 2022/23 (subject to approval).
This,together with the Annual Statement, will be put to
an advisory vote at the 2022 AGM.
Performance during the year
Kingfisher’s 2021/22 financial results have been the best
in its 40-year history with growth across all of our
banners and product categories. The Group delivered
sales of £13,183m, a 9.9% like-for-like (LFL) growth from
last year and adjusted pre-tax profit of £949m, an
increase of over 20%. As a result of this performance, the
Board is proposing a total dividend of 12.40p per share, a
50% increase from last year. This is on top of the share
buyback programme announced during the year, which
combined with the dividend proposals results in over
£550m being delivered to shareholders. We have
continued to deliver on our ‘Powered by Kingfisher’
strategy including leading our industry in Responsible
Business practices. This includes becoming a founding
member of the Rainforest Alliance Forest Allies,
announcing a science based carbon reduction target and
£4m community investment during the year, further
details of which can be found on pages 23 to 29. Wehave
also considered our broader colleague population,
further details of which are provided later
in this statement.
All of this has been achieved across a challenging
backdrop. I echo the statements of our Chair and CEO
and thank our colleagues for their hard work and support
during the year.
Remuneration decisions made
during the year
Taking into account the strong performance during the
year and our continuing commitment to ensuring that
executives are focused on long-term outcomes and
aligned to our strategic priorities, the Committee
implemented the Policy in 2021/22 as follows:
Salary increases
A salary increase of 2% was awarded to the executive
directors effective from 1 April 2021. This increase was in
line with the increase offered to our wider UK workforce
and is a reflection of their strong performance during the
2020/21 year.
A salary increase of 3% will be awarded to the executive
directors effective from 1 April 2022. Like the prior year’s
increase, this is in line with the increase offered to our
wider UK workforce and reflective of their continuing
strong performance.
Annual Bonus outturn
The 2021/22 Annual Bonus was assessed against the key
strategic measures linked to our strategic priorities which
include adjusted pre-tax profit, LFL Sales Growth, Free
Cash Flow (FCF), Digital and Own Brand (OEB) sales
growth, Planet and Diversity and Inclusion (D&I). In line
with the Policy, the Committee reviewed the outcome of
each measure and also undertook a holistic view of the
outturn versus underlying performance and value
delivered to our shareholders.
The majority of the measures were met in full including
LFL Sales Growth and adjusted pre-tax profit. This has
resulted in a formulaic outturn of 97.5% of maximum
which is equivalent to 78% of salary for the executive
directors. The Committee considered this level of
outturn to be appropriate given the strong overall
financial performance over the year and that over £550m
will be delivered back to shareholders via proposed
dividends and the ongoing share buyback programme.
Full detail on the performance against each of the
2021/22 strategic measures can be found on page 93.
2019 Alignment Shares
Performance against the underpins attached to the 2019
Alignment Shares granted to both executive directors
was assessed by the Committee as at the end of 31
January 2022 ahead of the awards vesting.
Both underpins have been met with the Net Debt to
EBITDA ratio less than 2.5 times, the dividend cover over
1.75 times and the 2021/22 dividend payments being
above the required 10.82p threshold. The Net Debt to
EBITDA ratio underpin would have also been met under
the prior IAS 17 accounting standard. Therefore, the
Committee concluded that this award vests at 100% for
the executive directors. This award vests in July 2022
and is subject to a two-year holding period.
Full detail on performance against the underpins for the
2019 Alignment Shares and the vesting outcomes for the
executive directors can be found on pages 93-94.
In this report
75
Annual Remuneration Committee
Chair’s statement
78 Remuneration at a Glance
79 Directors’ Remuneration Policy
89 Annual Report on Remuneration
103
Statement of Implementation of the
RemunerationPolicy for 2022/23
About this report
The Directors’ Remuneration Report, on pages 75
to 104, has been prepared in compliance with the
remuneration disclosures required under the
Largeand Medium-Sized Companies and Groups
(Accounts and Reports) Regulations2008
(asamended).
75Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Outcome of the first performance period of the
Delivering Value Incentive (DVI)
In 2019, both the executive directors received an award
under the DVI which vests in July 2024. The vesting of
this award is dependent on achievement against EPS,
ROCE and Relative TSR performance targets.
Performance is measured within a five-year time horizon
of the award over two performance periods, each
applying to one half of the total award (i) 1 February 2019
to 31 January 2022 and (ii) 1 February 2021 to 31 January
2024. The vesting of the award is also subject to a quality
of earnings test prior to the vesting date which the
Committee will use to determine if the formulaic outturn
is reasonable, adjusting accordingly. This test includes
(but is not limited to) considering the overall execution
of the strategy, balance sheet health, the relative
performance of growth vs. returns and the overall
GDP growth level in the economy.
Details of the formulaic outturn of the first performance
period have been included for transparency in the Annual
Report on Remuneration and can be found on page 100.
The Committee did not exercise any discretion in
determining the 2021/22 Bonus outcomes and 2019
Alignment Share award outcomes for the year being
reported on and is confident that the current
Remuneration Policy has operated as intended during
theyear.
Remuneration Policy
In June 2020, Kingfisher launched the ‘Powered by
Kingfisher’ strategy. This strategic plan, with its focus on
distinct retail banners addressing diverse customer
needs and being ‘powered’ by the Group, involves
developing and growing a long-term sustainable business
underpinned by incremental growth in sales and profit. As
evidenced by our strong results since the implementation
of the strategy in 2020, our progress against our
strategic priorities has been driven by the actions and
efforts of all our colleagues.
However, the new strategy means that the variable pay
components of the current policy, linked to the ‘ONE
Kingfisher’ strategy, with a small Annual Bonus focused
on transformation rather than financial performance,
Alignment Shares to provide a link to the long-term
health of the company and the DVI granted every three
years linked to the transformation agenda, is no longer
fit for purpose.
With this in mind, in 2021, the Committee undertook an
extensive review of the Policy and its implementation to
determine which reward arrangements would be more
suitable in driving the long-term strategic priorities of the
Group. The Committee also wanted to ensure that the
arrangements are simpler and clearer for participants
and other stakeholders and continue to align outcomes
and actions with shareholders’ expectations.
The Committee concluded that the current structure
should be replaced with a more market aligned approach
consisting of an Annual Bonus with part deferred into
shares and a Performance Share Plan (PSP) granted
annually. The proposed changes to the incentives are
asfollows:
— The Annual Bonus opportunity for the CEO and CFO
(and any other executive directors) is now proposed to
be 200% and 190% of salary respectively with anything
earned over 100% of salary deferred into shares for
three years. The bonus measures will be at least 70%
based on financial measures with the remainder based
on strategic measures. The current policy allows for a
smaller bonus of 80% of salary based on
transformational/operational measures.
— The proposed bonus deferral into shares is to ensure
continued alignment to long-term value creation with
the length of the deferral period aligned to market
norms. The approach of deferring anything earned
above 100% of salary helps facilitate the transition from
the current arrangements to the proposed
arrangements.
— The proposed Annual Bonus measures for 2022/23 for
the CEO and CFO are adjusted pre-tax profit, LFL
Sales Growth, both with a 40% weighting with 20% on
strategic measures which are OEB Sales Growth and
Digital Sales Growth for the year.
— No further Alignment Shares or DVI grants will be made.
One sole long-term incentive plan is proposed: the PSP
which will be granted annually with a maximum
opportunity of 275% and 260% of salary for the CEO
and CFO respectively. The performance conditions
attached to the vesting of the PSP are proposed to be
EPS, ROCE, Relative TSR and ESG measures, each with
a 25% weighting. The proposed targets for the 2022
PSP are detailed on page 101. The targets have been
set as stretching versus internal plans and consensus
taking into account the level of opportunity available.
Overall the impact of the changes on the incentive
structure and opportunity results in a lower level of pay
for target performance and a modest increase for
maximum or stretching performance. The PSP awards
will be granted under a new set of share plan rules
known as the Kingfisher Performance Share Plan
(KPSP) which will be submitted to shareholders for their
approval at the 2022 AGM.
It is the Committee’s view that the new incentive
arrangements are appropriate for Kingfisher and
supportive of the strategy both in the structure and the
choice of performance measures for the bonus and PSP.
In addition, the Committee is also proposing the
followingchanges:
— An increase to the share ownership requirement for
the CFO from 250% to 270% of salary to ensure that
the requirement is appropriate within the context of
the PSP opportunity. The requirement to hold 100% of
the shareholding requirement for two years post-exit
remains unchanged.
— The removal of reference in the base salary policy to
the use of the FTSE 25 - 75 (excluding financial
services companies), FTSE 100 retailers and privately
held retailers considered to be of a similar size and
market capitalisation to the company when setting
base salaries for executive directors. This wording will
be simplified to allow the Committee to consider any
appropriate benchmark which reflects the size and
complexity of the company as well as the sector.
Thebase salary increase cap of 8% per annum will also
be removed. This removal is to align with market norms.
The wording in the policy will make it clear that the
Committee will not award salary increases that exceed
the workforce average unless there are
exceptionalcircumstances.
76 Kingfisher 2021/22 Annual Report and Accounts
— The Policy also now explicitly includes a Chair fee for
the Responsible Business Committee and membership
fees for the Audit, Remuneration and Responsible
Business Committees. These were allowed under the
previous Policy but have now been implemented and
so are explicitly detailed in the Policy table for
transparency.
Further details on the proposals can be found in the
Remuneration Policy section on pages 79 to 88.
Shareholder engagement
During the year we undertook extensive consultation
with major investors and proxy voting agencies on
our proposals including our proposed 2022 PSP
targets. Wethank them for their engagement and
the feedback received.
Overall shareholders understood and supported the
rationale for the changes that we are making, and
particularly the move to a more standard UK remuneration
structure that aligns with typical market practice and
significantly improves the simplicity of the package.
Some shareholders did note the maximum levels of
award available under the PSP which have been set to
reflect the strong track record and experience of our
executive directors. We are however very conscious that
maximum payouts should only be delivered for truly
superior performance and we have calibrated the
performance targets to reflect this. We would also note
that the impact of the changes to the remuneration
structure overall result in a reduction in available pay for
target performance and a very modest increase for
maximum performance. Therefore, the overall quantum
available under the package is entirely appropriate and in
line with what would be expected for a business of the
size and complexity of Kingfisher. We thank them for their
engagement and the feedback received.
Changes to NED and Chair’s fees
The Board reviewed the NED fees in 2021/22 and agreed
effective 1 February 2022 that a fee will be introduced
for the membership of each of the Audit Committee,
Remuneration Committee, and Responsible Business
Committee of £10,000. The introduction of these
membership fees is allowed within the current Policy,
however for transparency, it has been explicitly included
in the proposed Policy along with the fee introduced for
the Responsible Business Chair last year.
Separately, in respect of the Company Chair’s fee, the
Committee has agreed to award a 3% increase effective
1 February 2022. The Chair has not received a fee
increase since his appointment in 2017 and the increase is
aligned to the wider workforce increase for this year.
Key remuneration decisions for 2022/23
The Committee will implement the new Remuneration
Policy in 2022/23 subject to approval at the 2022 AGM
including the 2022 PSP award which will be granted after
the AGM (which is also subject to the approval of the new
plan rules). For more details on the key remuneration
decisions and application of the Policy for 2022/23, see
page 103 of the Annual Report on Remuneration.
Consideration of the broader context
It is Kingfisher’s colleagues who make all the difference
every day for our customers and that is why the
Committee continues to oversee the drive for fair
employment practices across the whole workforce.
Webelieve that having a diverse workforce, with fair
representation, is strategically important and generates
value for all our stakeholders.
This year, pay reviews have been focused on improving
the hourly rates of our store colleagues. In addition,
during 2021, ad-hoc bonuses were awarded to store
colleagues in France and we also conducted an additional
pay review for UK colleagues.
In 2020 we launched the 1+1 Sharing in Our Future share
plan, a one-off share purchase plan that over 9,000
colleagues elected to join. We were very pleased with the
take-up rate. ‘Purchased shares’ were bought in July 2021
using participants’ contributions; and ‘matching shares’
allocated by Kingfisher on a one-for-one basis up to a
value of £1,500 per participant.
We are introducing another 1+1 share plan to continue to
give colleagues the opportunity to share in our future. It is
intended that this plan will be launched later this year.
The Committee also oversaw Kingfisher’s fifth gender
pay report, which is available on our corporate website.
While this analysis is a statutory requirement in the UK,
management also produces additional analysis to support
pay decisions across all our markets to ensure fair
representation. For the fourth year, we have disclosed
our CEO pay ratio (see page 98), which the Committee
reviews annually.
In 2019, the Group established the Kingfisher Colleague
Forum, a pan-European employee-led consultative
body that meets at least twice a year, with attendance
by at least one non-executive director and members
of the Group Executive at each scheduled meeting.
This,alongside our regular engagement surveys, has
provided an opportunity to hear the workforce’s views on
a range of issues, including on reward arrangements
atKingfisher.
Looking ahead
The Committee remains committed to ensuring
thatwe have an open and transparent dialogue with
shareholders and other stakeholders and so welcomes
any questions you may have on the implementation of
our Remuneration Policy in 2021/22, our new proposed
Remuneration Policy and how we intend to implement
that Policy in the coming year, or any other
relevanttopics.
I look forward to receiving your support for ourAnnual
Report on Remuneration, our new Remuneration Policy
as well as the new share plan rules at the 2022 AGM.
Claudia Arney
Chair of the Remuneration Committee
21 March 2022
77Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Simple, transparent and relevant
Supports long-term value
creation
Fully supports Kingfisher’s
purpose and values
Rewards for strategy delivery
and performance
Remuneration at a Glance
The following page provides our simplified Remuneration Principles, a summary of the new Remuneration Policy and its proposed
implementation in 2022/23 and a summary of the implementation of the current Policy in 2021/22.
Remuneration principles
Our FY 2021/22 Incentive Outcomes
Summary of proposed policy and implementation for 2022/23
Summary Measures Alignment to strategy
Base salary For 2022:
— CEO: £840,500 (3% increase)
— CFO: £593,600 (3% increase)
Reflects the individual’s role, experience and
contribution to the company and is set at
levels that support the recruitment and
retention of executive directors of the calibre
required by the company.
Annual Bonus Maximum opportunity
— CEO: 200% of salary
— CFO: 190% of salary
Performance is assessed over one year.
Any bonus earned over 100% of salary
is deferred into shares for three years.
— 40% LFL Sales Growth
— 40% Adjusted pre-tax
profit
— 10% OEB Sales Growth
— 10% Digital Sales Growth
Incentivises executive directors to achieve or
exceed annual financial and strategic
objectives set by the Committee at the start
of each financial year. Long-term shareholder
alignment provided through bonus deferral.
Performance
Share Plan
Maximum opportunity
— CEO: 275% of salary
— CFO: 260% of salary
Awards vest subject to performance over
three financial years and are subject to a
further two-year holding period.
— 25% EPS
— 25% ROCE
— 25% Relative TSR
— 25% on a basket of
ESGmeasures
EPS, ROCE and ESG are aligned to the
strategy while relative TSR ensures that
payout for participants is aligned to value
creation for shareholders.
ESG reflects the importance of our
Responsible Business agenda and to recognise
our long-term goals and commitments.
Share ownership
requirements
— CEO: 350% of salary
— CFO: 270% of salary (previously 250%)
Executives are additionally required to
hold 100% of the shareholding
requirement for a period of two years
post-employment.
To ensure the alignment of the interests of
executives and shareholders over the long
term, executive directors are required to build
a significant shareholding.
Remuneration in 2021/22
Fixed pay Annual Bonus outcome Alignment Shares outcome Total single figure
£000’s % of max % of salary £000’s % of max % of salary £000’s £000’s
CEO 958.3 97.5% 78% 634.4 100% 80% 1,022.5 2,615.2
CFO 681.6 97.5% 78% 448.0 100% 80% 369.7 1,499.3
Maximum
Actual
Adjusted
pre-tax
profit
LFL
Sales
Growth
Free
Cash
Flow
OEB
Sales
Growth
Digital
Sales
Growth
Diversity
& Inclusion
Planet
30% 30% 10% 10% 10% 5% 5%
30% 30% 10% 10% 10%
2.5%
5%
Annual Bonus
(80% of salary)
Maximum
Actual
Maintain dividend subject
to dividend cover
Maintain ratio
of net debt
to EBITDA
50%
50%
50%
50%
Alignment Shares
(80% of salary)
Our FY 2021/22 performance highlights
Adjusted
Pre-Tax Profit
£949m
LFL
Sales Growth
9.9%
Free
Cash Flow
£385m
Net debt
to EBITDA
1.0x
Total
Dividend
12.40p
78 Kingfisher 2021/22 Annual Report and Accounts
Directors’ Remuneration Policy (to be submitted
for shareholder approval at the 2022 AGM)
Shareholders approved the current Policy at the
AGM held on 9July 2019, with a vote of 97% in favour.
The full version of the current shareholder-approved
Policy can be found on the company’s website at
www.kingfisher.com/annual-sustainability-reports.html.
As required under the Companies Act 2006, a new Policy
will be presented to shareholders for approval at the
22June AGM which is detailed in full in the following
section. If approved, the Policy will take effect from the
date of the AGM. The new Remuneration Policy will also
be available on the company’s website following the AGM.
In developing the 2022 Remuneration Policy, the
Committee considered the ‘Powered by Kingfisher’
strategy, market practice and best practice corporate
governance guidelines. It also took into account
guidelines issued by the Investment Association,
Institutional Shareholder Services and Glass Lewis. The
Committee also consulted with the Group’s largest
shareholders (as well as shareholder bodies/proxy
advisors) in respect of the proposed changes to the
Policy and took these into account when finalising the
proposed Policy. Whilst colleagues have not been
formally consulted on the proposals, we took the
opportunity to talk to our colleagues on the executive
director arrangements to date at one of the forums.
Details on how the Committee avoids conflicts of
interests and the role of the Committee can be found
onpages 89 and 90.
In its review, the Committee concluded that the
Remuneration Policy approved at the 2019 AGM was no
longer fit for purpose given the change in strategy from
the transformative ‘One Kingfisher’ to ‘Powered by
Kingfisher’ which is focused on incremental growth in
sales and profitability. Therefore, the Remuneration
Policy which will be submitted to shareholders at the
2022 AGM differs from the current Policy as follows:
— The maximum annual bonus opportunity is now 200%
of salary for the CEO and 190% for the CFO, with any
amount earned over 100% of salary deferred into
shares for three years.
— At least 70% of the Annual Bonus is dependent on
financial measures.
— Alignment Shares will be discontinued (these had
an opportunity of 80% of salary and were
grantedannually).
— The Delivering Value Incentive (DVI) Plan, which is
granted every three years with a maximum opportunity
of 880%/800% of salary for CEO/CFO is being
replaced with a Performance Share Plan (PSP) granted
annually with an opportunity of up to 275% of salary for
the CEO and 260% of salary for the CFO each year.
— Performance under the PSP is measured over a
three-year period instead of over a five-year period.
Any vested shares are subject to an additional
two-year holding period. At least 50% of the award will
be based on financial measures.
The rationale for these changes is as follows:
— The new structure is more aligned to market norms and
is supportive of our strategy of incremental growth yet
also ensures continued focus on long-term value
creation via the bonus deferral and the PSP.
— Annual long term incentive grants, rather than grants
every three years, ensures that targets can be set
which are aligned to the long-term strategy as it
evolves, ensuring that incentive targets remain
stretching.
— The approach is simpler and easier to cascade across
the colleague population.
— The opportunities offered remain motivational and
attractive to executive directors. The targets attached
to the vesting of the awards will be suitably stretching
ensuring an appropriate pay for performance link.
— Deferral of any bonus earned above 100% of salary
maintains a similar level of annual cash opportunity and
takes into account that Alignment Shares were subject
to performance underpins rather than performance
conditions. A three-year bonus deferral period is
aligned to market norms.
— The focus on financial measures in the Annual Bonus
and PSP ensures alignment of Kingfisher’s financial
priorities, and its other strategic non-financial priorities.
The Remuneration Policy has also been updated with the
following changes:
— Replacement of FTSE 25 -75 (excluding financial
services) and FTSE retailers and privately held
companies as comparator groups used for determining
base salaries with wording to allow more flexibility in
choice of comparator groups, which are more
appropriate for Kingfisher.
— The 8% per annum salary increase cap has been
replaced with wording that salary increases will be no
more than the workforce average unless there are
exceptional circumstances. This change is aligned to
market norms.
— Increase in shareholding requirement for the CFO to
270% of salary from 250% of salary which is above
current market norms and in line with the market
positioning of the CEO’s shareholding requirement (of
350% of salary).
— The explicit inclusion of a chair fee for the Responsible
Business Committee and member fees for the Audit,
Remuneration and Responsible Business Committees.
These were permitted under the previous Policy but
have now been implemented and are explicitly detailed
in the Policy table for transparency.
79Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Policy table
Base salary
Element and purpose
Base salary reflects the individual’s role, experience and
contribution to the company and is set at levels that
support the recruitment and retention of executive
directors of the calibre required by the company.
Operation
In setting base salaries, the Committee also has regard to
salaries for similar roles in comparator companies including
those in FTSE retailers and companies of a similar size
andcomplexity.
Maximum opportunity
Salary increases will typically be in line with the wider
workforce. The Committee has the flexibility to award
higher salary increases in exceptional circumstances.
Increases awarded each year will normally be set out in the
statement of implementation of the Policy.
Assessment of performance
Individual performance is an important factor considered
by the Committee when reviewing base salary each year.
Changes
Removal of the two defined primary comparator groups
and replacement of 8% per annum maximum increases with
salary increases being typically in line with the wider
workforce.
Benefits
Element and purpose
Benefits are provided to assist executive directors in the
performance of their roles and are designed to be
competitive and cost-effective.
Operation
The company may provide pension benefits (set out in the
following section), a company car or cash alternative,
medical insurance, and life assurance cover.
Other benefits may be provided from time to time if
considered reasonable and appropriate by the Committee,
such as relocation allowances, and would be explained in
the subsequent Annual Report on Remuneration.
The company pays the cost of providing benefits on a
monthly basis or as required for one-off events such as
financial planning advice.
Store discounts may be offered to all executive directors
on the same basis as offered to other company employees.
Maximum opportunity
Maximum levels of benefit provision are:
— Car allowance of £25,000 per annum.
— Private medical insurance on a family basis.
— Life assurance cover of four times base salary.
— Store discount of up to 20%.
The cost of providing insurance benefits varies according
to premium rates so there is no formal maximum
monetaryvalue.
Any relocation allowance will be limited to 50% of base salary
(inclusive of any tax payable on expenses reimbursed).
Assessment of performance
None.
Change
None.
Pension
Element and purpose
To provide retirement benefits, support retirement
planning, and provide a competitive fixed pay package.
Operation
Pension provision for executive directors is by way of
contributions to a defined contribution scheme or
cashallowance.
Maximum opportunity
Maximum employer contribution into a defined contribution
scheme of 14% of base salary or a cash alternative
of 12.5% of base salary, in line with arrangements for
other UK colleagues.
Assessment of performance
None.
Changes
None.
80
Kingfisher 2021/22 Annual Report and Accounts
Policy table continued
Annual Bonus
Element and purpose
To incentivise executive directors to achieve or exceed
annual strategic objectives set by the Committee at the
start of each financial year.
Operation
Annual Bonuses are earned over the year, based on
performance against targets over the financial year.
The Annual Bonus will be delivered as follows:
— Bonus earned up to 100% of salary in cash; and
— Bonus earned above 100% of salary in shares which are
deferred for three years and subject to continued
employment in line with plan rules.
Dividend equivalents are payable in respect of any
deferred shares that vest.
The Committee has the discretion to adjust the bonus
outcome in light of overall underlying performance.
Any adjustment made using this discretion will be explained
in the following Annual Report on Remuneration.
Malus and clawback apply under circumstances as set out
in the notes to the Policy table.
Change of control provisions apply as set out in the notes
to the Policy Table.
Maximum opportunity
The maximum Annual Bonus award is 200% of salary for the
CEO and 190% of salary for the CFO (and any other
executive directors).
The level of payment at threshold is set on an annual basis
but will not exceed 25% of maximum.
Assessment of performance
The Annual Bonus measures may be based on a mixture of
financial, operational, strategic and individual performance
measures dependent on the Company’s goals and strategic
priorities over the year under review.
At least 70% of the bonus will be dependent on financial
measures.
Changes
— Maximum bonus opportunity of up to 200% of salary
compared to 80% under the previous Policy.
— Any bonus earned over 100% of salary is deferred into
shares for three years. Under the previous Policy, the
whole bonus was paid in cash.
— At least 70% of the bonus will be dependent on financial
measures. There was no minimum portion of the bonus
that must be based on financial measures under the
previous Policy.
Performance Share Plan
Element and purpose
To incentivise executive directors to deliver on Kingfisher’s
long-term strategic aims and create sustainable
shareholder value, aligning the interests of participants with
those of shareholders.
To retain executive directors and provide market
competitive total reward.
Operation
Awards are granted annually, and vest after three years
subject to performance achieved against performance
targets set over not less than a three-year period. All
vested shares will normally be subject to a further two year
holding period.
Dividend equivalents are payable in respect of the shares
that vest.
The Committee has discretion to adjust the vesting
outcome if the formulaic outcome is not felt to produce an
appropriate result in light of overall underlying company
performance. Any adjustment made using this discretion
will be explained in the following Annual Report on
Remuneration.
Malus and clawback apply under circumstances as set out
in the notes to the Policy Table.
Change of control provisions apply as set out in the notes
to the Policy Table.
Maximum opportunity
The maximum annual award that can be granted each year
under the PSP is 275% of salary for the CEO and 260% of
salary for the CFO (and any other executive directors)
respectively.
For threshold performance on any measure, at most 25%
of the maximum award available for that measure may vest.
Assessment of performance
Awards granted will vest based on performance over not
less than three years against performance measures
determined by the Committee and aligned to the
company’s strategic priorities. At least 50% of the
measures will be based on financial measures.
The performance measures selected for the 2022
grantare:
1. 25% Earnings per Share (EPS)
2. 25% Return on Capital Employed (ROCE)
3. 25% Relative Total Shareholder Return (TSR)
4. 25% on a basket of Environmental, Social and
Governance (ESG) measures
Any substantial or significant changes to the measures will
be subject to shareholder consultation.
The performance outcomes will be assessed at the end of
the three-year period to ensure they are appropriate within
the context of the wider business performance.
The performance measures have been chosen to balance
growth and returns and ensure sustainable delivery of
performance.
Changes
— New section as it replaces Alignment Shares and
Delivering Value Incentives sections in the previous
Policy Table.
81
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Directors’ remuneration report continued
Policy table continued
Chair and non-executive director fees
Element and purpose
To attract and retain a Chair and non-executive directors
of the highest calibre.
Operation
The fees paid to the Chair are determined by the
Committee, while the fees of the non-executive directors
are determined by the Board with affected persons
absenting themselves from the discussions, as appropriate.
The Committee reviews the Chair’s fees annually.
The Chair’s fees are determined with reference to time
commitment and relevant benchmark market data.
Contributions are made towards the cost of running the
Chair’s office.
The Board determines non-executive directors’ fees under
a policy that seeks to recognise the time commitment,
responsibility and technical skills required to make a
valuable contribution to an effective Board.
A base fee is paid to all non-executive directors and
additional fees are also paid to the Senior Independent
Director, the Chairs and members of each of the Audit,
Remuneration and Responsible Business Committees.
Chair and membership fees may be introduced for current
and new committees.
Appropriate benefits, including the reimbursement of
appropriate expenses, may be provided from time to time,
as required.
The Board may annually review fees paid to non-executive
directors against those in similar companies and take into
account the time commitment expected of them.
Fees are paid monthly, wholly in cash.
The Chair and the non-executive directors do not
participate in any of the company’s performance-related
pay programmes and do not receive pension benefits.
Maximum opportunity
Aggregate annual fees paid to the Chair and non-executive
directors are limited by the company’s Articles of
Association, which may be varied by special resolution of
the shareholders.
The current limit contained within the Articles of
Association is £1.75 million as approved at the 2014 AGM.
Contributions towards the cost of running the Chair’s office
will not exceed £60,000 per annum and are included within
the aggregate fees set out above.
Assessment of performance
None.
Changes
There is no change to the Policy. However from 2021, a
Chair fee was introduced for the Responsible Business
Committee. From 2022, a membership fee for the Audit,
Remuneration and Responsible Business Committees was
introduced.
All-employee share plans
Element and purpose
Executive directors may participate in Kingfisher’s
all-employee share plans on similar terms to other
employees.
Operation
In particular, UK-based executive directors may participate
in the Sharesave Plan (Sharesave), a tax-approved
all-employee scheme under which they make monthly
savings over a period of three or five years, which may be
used to buy Kingfisher shares at a discounted price when
the scheme matures. They may also choose to withdraw
their savings at the end of the savings period or at any time
during the savings contract.
UK-based executive directors may also participate in the
Share Incentive Plan (SIP). Designed to promote employee
share ownership, the SIP enables employees to make
monthly investments in Kingfisher shares.
Maximum opportunity
The maximum limit for the Sharesave is currently £500 per
month. The maximum amount an individual may invest in
partnership shares under the SIP is currently £150 per
month. The SIP also allows the award of free and matching
shares up to the limits set by the UK Government.
Thecompany may increase the amounts that can be saved
or invested under the Sharesave and SIP plans in line with
any increases authorised by the UK Government for
approved plans.
Assessment of performance
None.
Changes
None
82
Kingfisher 2021/22 Annual Report and Accounts
Shareholding requirements
To ensure the alignment of the interests of executives
and shareholders over the long term, executive directors
are required to build a significant shareholding. The
shareholding requirement is 350% of salary for the CEO
(remains unchanged from the previous Policy) and 270%
for the CFO, and any other executive director (an
increase from 250% of salary from the previous Policy).
All shares owned beneficially and nil-cost awards that
have vested but that the executive has yet to exercise
are considered to count towards the shareholding on a
notional post-tax basis.
Until the shareholding requirement is met, executive
directors are required to retain 100% of vested post-tax
PSP, Deferred Bonus and Alignment Share awards and
retain 50% of vested post-tax DVI shares. It is expected
that executives would retain 100% of post-tax shares
from the DVI awards until the requirement is met.
In line with the previous Policy, the full shareholding
requirement will apply for two years post-employment.
The Committee has established mechanisms to enforce
the post-employment shareholding guidelines once an
executive director has left the company.
Notes to the Policy Table
Selection of performance measures
The measures for the Annual Bonus and the Performance
Share Plan will be chosen each year for their alignment to
the company’s goals and strategic priorities and may vary
according to the priorities over the relevant performance
periods.
The measures for the 2022/23 Annual Bonus are adjusted
pre-tax profit, LFL Sales Growth and individual strategic
measures. Adjusted pre-tax profit and LFL Sales Growth
ensure that executives are focused on delivering both
growth and profitability for our shareholders while
individual metrics ensure that executives are focused on
specific key strategic priorities. The individual measures
may vary between performance years depending on
strategic priorities for that year. For 2022/23, OEB Sales
Growth and Digital Sales Growth were chosen for both
executive directors as they are fundamental to the
company strategy over 2022/23.
For the 2022 PSP, the measures chosen are EPS,
ROCE,Relative TSR and ESG.EPS was chosen
to ensure sustainable, long-term delivery of profit for
our shareholders with ROCE ensuring the efficient
use of our capital to generate sustainable returns for
shareholders.Relative TSR is measured against the
constituents of the FTSE 350 Retailers, FTSE 350 Drug
and Grocery Stores as well as the STOXX 600 Drug and
Grocery Stores. The group ensures that we deliver
strong shareholder returns within the context of an
appropriate group of peers.
ESG measures provide a direct link to our Responsible
Business agenda and recognise our long-term goals and
commitments. For the 2022 PSP, the ESG bucket of
measures will reflect our commitment to the planet with
(1) a measure addressing climate change and (2) a
measure on sourcing of our wood and paper products, as
well as (3) an inclusion based measure (gender diversity).
The proposed measures reflect the importance of
Kingfisher’s long-term goals in respect of the wider
external context (climate change), sustainable wood and
paper products (sourcing) and our commitment to
improve the representation of our women in senior
leadership roles.
The targets are set each year to ensure they are
appropriately stretching taking into account short and
long internal forecasts and ambitions as well as external
forecasts and views. The specific measures, targets and
weightings may vary from year to year to align with the
company’s strategy.
83Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Malus and clawback
Malus and clawback may operate in respect of the Annual
Bonus and Deferred Bonus Shares and PSP awards
granted under the Kingfisher Performance Share Plan
(KPSP) as well as legacy Alignment Shares and DVI
awards granted under the Kingfisher Alignment Share and
Transformation Incentive Plan (KASTIP). These provisions
enable the company to reduce (including, if appropriate,
to nil) the payout and vesting levels or to recover the
relevant value following the cash bonus payout or vesting
of shares. These provisions will apply to the cash bonus
for a period of three years following payment, to the
Deferred Bonus Awards during the three-year deferral
period and for a period of two years following vesting of
the PSP, legacy Alignment Share and DVI grants.
Theseprovisions could take effect in the event of
financial misstatement, miscalculation due to an error,
serious reputational damage, or material misconduct in
individual cases.
Change of control
In the event of a change of control, share awards will
normally vest subject to performance conditions. PSP
awards, legacy Alignment Shares and DVI awards will
normally be reduced on a time pro-rated basis in line with
the treatment for good leavers, which is set out in the
‘Policy on payment for loss of office’ section of this
Directors’ Remuneration Policy. Deferred Bonus share
awards will normally vest on change of control. The
Committee retains discretion to replace awards with an
equivalent share award in the acquiring company.
The Committee may alternatively consider that such a
reduction is inappropriate, e.g. if it is agreed with an
acquirer to roll over outstanding awards. Other awards
may be reduced at the Committee’s discretion.
Discretions
The Committee retains certain discretions in relation to
the Annual Bonus Plan, which are set out in full in the plan
rules, and which include but are not limited to:
— The determination, and timing, of any bonus payment.
— The impact of a change of control or restructuring.
— Overriding formulaic outcomes in line with the
provisions of the UK Corporate Governance Code.
— Adjustments for accounting or equivalent changes for
the Annual Bonus.
— Any adjustments required as a result of a corporate
event (such as a transaction, corporate restructuring
event, special dividend, share buyback or rights issue).
Discretions set out as part of this Remuneration Policy
provide the Committee with discretion in certain matters
regarding the administration and operation of Deferred
Bonus and PSP awards as well as legacy Alignment
Shares and DVI awards (as set out in the corresponding
plan rules due to be approved or already approved by
shareholders), including, but not limited to the following:
— The assessment of good leaver status.
— Overriding formulaic outcomes in line with the
provisions of the Code.
— Adjustments for accounting or equivalent changes for
the KPSP and the KASTIP.
— Minor administrative matters to improve the efficiency
of the operation of the plans or to comply with local tax
law or regulation.
— Any adjustments to performance conditions or awards
required as a result of a corporate event (such as a
transaction, corporate restructuring event, special
dividend, share buyback or rights issue).
In relation to the Annual Bonus Plan, PSP awards, legacy
Alignment Shares and DVI awards, and in line with the plan
rules, the Committee retains the ability to amend the
performance conditions and/or measures in respect of
any award or payment if one or more event(s) occur that
would lead the Committee to consider that it would be
appropriate to do so, provided that such an amendment
would not be materially less difficult to satisfy than the
original performance condition would have been but for
the event in question.
Should the Committee use any of the discretions set out
above, these would, where relevant, be disclosed in the
following Annual Report on Remuneration. The views of
major shareholders may also be sought. Discretion in
relation to the company’s All-Employee Share Plans
(Sharesave and SIP) would be exercised within the
parameters of the HMRC-approved plan status and the
FCA’s Listing Rules.
Legacy awards
In-flight awards made before the adoption of this Policy
will continue in line with the approved Policy under which
they were granted. Further details of these awards can
be found within the Remuneration Policy approved at the
9 July 2019 AGM and included within the 2018/19, 2019/20
and 2020/21 Annual Report and Accounts.
Differences in Remuneration Policy for all employees
The remuneration structure for members of the Group
Executive follows a similar approach as for the executive
directors but with a lower maximum opportunity as
appropriate under the Annual Bonus and PSP. The
performance measures attached to the Annual Bonus are
a combination of Group financial and strategic measures,
banner specific financial and strategic measures and/or
functional measures, depending on the Group Executive
member’s role and responsibilities. Like the executive
directors, a proportion of their bonus earned over a
threshold is paid into deferred shares. PSP awards for the
Group Executive have the same performance conditions
as the executive directors.
84 Kingfisher 2021/22 Annual Report and Accounts
For the next two levels of management below the Group
Executive, the remuneration structure consists of base
salary, benefits, pension, Annual Bonus and PSP awards.
Performance measures attached to the Annual Bonus are
tailored to reflect the position of the individual and the
part of the business in which they operate and as such
are a combination of Group financial and strategic
measures, banner specific financial and strategic
measures and/or functional measures. Vesting of the PSP
awards for these colleagues will be primarily based on the
same measures as the executive directors and Group
Executive, however there is also an element based on
time in employment only for these colleagues.
All other employees are entitled to base salary and
benefits and may also receive bonus, pension, profit
share and share awards, which vary according to local
jurisdiction and market practice. The maximum provision
and incentive opportunity available are determined by
the seniority and responsibility of the role.
Statement of consideration of employment conditions
elsewhere in the company
The Chief People Officer (CPO) is invited to present to
the Committee the proposals for salary increases for the
employee population generally and on any other
remuneration changes. The CPO consults with the
Committee on the performance conditions for the
executive directors’ bonuses and the extent to which
these should be cascaded to other employees. The
Committee has oversight of all long-term incentive
awards across the Group.
The Committee is provided with data on the
remuneration structure for all individuals in Kingfisher’s
leadership team, which includes retail banner CEOs and
Group function directors. The Committee approves the
policy on share award levels for all employees and uses
this information to ensure that there is consistency of
approach across Kingfisher.
The Group did not consult with employees when drafting
the Directors’ Remuneration Policy. However as part of
the Kingfisher Colleague Forum, colleagues were advised
on the current remuneration arrangements of the
executive directors and how these align with the
arrangements offered elsewhere in the organisation.
Statement of consideration of shareholder views
When determining the Remuneration Policy, the
Committee consulted with the company’s largest
shareholders in respect of changes to the proposals
and also reviewed best practice guidelines issued
by institutional investor bodies. The Committee took
on board the feedback received when finalising
theproposals.
The Committee continues to always be open to feedback
from shareholders on our Remuneration Policy and
remuneration arrangements and commits to ensuring
consultation with our largest shareholders in advance of
any significant changes to the Remuneration Policy or
structure. The Committee continues to monitor trends
and developments in corporate governance and market
practice to ensure the structure of executive
remuneration remains appropriate.
Section 40 disclosures
When considering the proposed Policy and its
implementation for 2022, the Committee took into
account Provision 40 of the UK Corporate Governance
Code and considers the framework meets the factors
under the provisions as follows:
— Clarity: The Committee has provided transparent
disclosures regarding the Remuneration Policy and
structure. Changes have been explained in the context
of alignment to the new strategy and market practice.
The Remuneration Committee Chair has engaged with
our shareholders on the Remuneration Policy. The
Company will explain the new remuneration structure
with the relevant broader population through a variety
of methods including group and one-on-one meetings
and guides.
— Simplicity: The Committee has improved the simplicity
of the incentive arrangements with fewer measures
with more meaningful weightings on the Annual Bonus.
There is now only one share award plan applicable for
executive directors (and other employees), the PSP,
which is market aligned in structure and granted annually.
— Risk: The Committee believes that the incentive
structures under the Remuneration Policy do not
encourage inappropriate risk taking. The targets set for
the Annual Bonus and PSP are stretching and set in line
with strategic priorities and sustainable value creation.
All incentive arrangements have malus and clawback
provisions including in the event of serious reputational
damage and for material misconduct. The Committee
can also override formulaic outcomes if it concludes
that incentive outcomes are not representative of
underlying performance.
— Predictability: The Annual Bonus and PSP have
maximum levels of opportunity with vesting/payment
outcomes dependent on achievement of performance
measures. The range of vesting/payment outcomes is
set out in the scenario charts on page 88 which also
demonstrate the impact of a 50% share price increase
from date of grant to vesting.
— Proportionality: Performance conditions attached to
the Annual Bonus and PSP are directly and clearly
linked to the achievement of Kingfisher’s strategic
priorities both in the short and longer term. The level of
stretch in the performance conditions have been and
continue to be set to compensate participants
accordingly. Bonus deferral, PSP holding periods and
shareholding requirements (including post-exit) ensure
significant alignment to long term value creation.
— Alignment to culture: As discussed above, there is a
strong alignment of the incentive arrangements under
the Remuneration Policy with Kingfisher’s strategic
priorities.
85Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Approach for recruitment remuneration
Area Policy and operation
Overall When hiring a new executive director, or making internal promotions to the Board, the
Committee will apply the Remuneration Policy. The rationale for the package offered will be
explained in the following Annual Report on Remuneration.
For internal promotions, any commitments made prior to appointment may continue to be
honoured as the executive is transitioned to the new remuneration arrangements. Where an
individual is promoted after the annual PSP award has been granted, an award may be made to
bring the executive on to the in-flight cycle at an opportunity level reflecting their new role,
subject to the limits set out in the Policy. Awards may be pro-rated to reflect the remaining
portion of the vesting period. Any award will take into consideration awards granted prior
topromotion.
The Policy below is consistent with the principles of the previous Recruitment Policy, which have
been adapted in line with the new remuneration structure.
Base salary Base salary would be set at an appropriate level to recruit the best candidate based on their
skills, experience and current remuneration.
Benefits Benefits provision would be in line with the normal Policy.
Where appropriate, the executive may also receive relocation benefits or other benefits
reflective of normal market practice in the territory in which the executive director is employed.
Pension Pension provision would be in line with the normal Policy.
Incentive awards Incentive awards would be made under the Annual Bonus and PSP in line with the normal Policy,
which determines the maximum incentive awards that can be made.
Where an individual joins after the annual PSP has been granted, an award may be made to bring
the executive on to the in-flight cycle subject to the limits set out in the Policy. Awards may be
pro-rated to reflect the remaining portion of the vesting period.
Buyout awards In addition to normal incentive awards, buyout awards may be made to reflect value forfeited
through an individual leaving their previous employer.
If a buyout award is required, the Committee would aim to reflect the nature, timing and value of
awards forgone in any replacement awards. Awards may be made in cash, as PSP awards, shares
with vesting based on time only or by any other method deemed appropriate by the Committee.
Where possible, share awards will be replaced with share awards.
Where performance conditions applied to the forfeited awards, performance conditions will be
applied to the replacement award or the award size will be discounted accordingly.
In establishing the appropriate value of any buyout, the Committee would also take into account
the value of the other elements of the new remuneration package.
The Committee would aim to minimise the cost to the company; however, buyout awards are
not subject to a formal maximum. Any awards would be broadly no more valuable than those
being replaced.
86
Kingfisher 2021/22 Annual Report and Accounts
Policy for payment for loss of office
Area Policy
Notice period 12 months’ notice by either the director or the company.
Non-compete During employment and for 12 months after cessation of active employment.
Executive directors’
contractual
termination payment
Resignation
No payments on departure will be made on termination, even if by mutual agreement the notice
period is cut short.
Departure not in the case of resignation
For the period of notice served, the executive director may continue to receive their monthly
base salary, benefits and pension. During this time, at the discretion of the company, they may
continue their duties or be assigned garden leave.
For the period of notice not served, the executive director may receive a payment in lieu
ofnotice.
No other payments should be due on departure.
Settlement agreement
The Committee may agree payments it considers reasonable in settlement of legal claims.
This may include an entitlement to compensation in respect of a director’s statutory rights under
employment protection legislation in the UK or in other jurisdictions.
The Committee may also include in such payments reasonable reimbursement of professional
fees in connection with such agreements.
Treatment of incentives
for bad leavers
Any outstanding awards under any incentive plans will lapse in the event of the Committee
determining the departing individual to be a bad leaver as defined by the Plan Rules.
Leaver provisions
for Annual Bonus
for good leavers
Bonus payments may be receivable at the normal date, pro-rated for time, and taking into
account performance achieved. Bonus deferral still applies.
Deferred Bonus awards vest on the normal date in full.
Where the participant ceases to be employed as a result of death, the Deferred Bonus award will
vest in full shortly after the company is notified.
The Committee retains the ultimate discretion to make bonus payments and determine the basis
upon which they are made (including if bonus deferral still applies) and their vehicle and value,
taking into account the individual circumstances of the departure. The Committee may, in its
discretion, accelerate vesting of the Deferred Bonus award up to the point of departure.
Performance Share Plan
for good leavers
Awards will vest on the normal date, pro-rated for time, and will take into account
performanceachieved.
The Committee retains discretion to further reduce the awards granted to reflect any personal
performance issues or accelerate vesting.
Where the participant ceases to be employed as a result of death, the award will vest shortly
after the company is notified, pro-rated for time, and taking into account the Committee’s
assessment of performance achieved to that date.
The Committee may decide, acting fairly and reasonably, that any adjustment set out above to
reduce the vesting of the award would be inappropriate.
Shareholding
requirements
Upon leaving the company, the shareholding requirement will continue to apply for two years.
The shareholding requirement will be 100% of the shareholding requirement for two years
afterdeparture.
Shareholding requirements will no longer apply in the case of death. At its discretion, the
Committee may apply the same treatment in cases of ill health.
Chair and non-executive
directors’ contractual
termination payment
Non-executive directors are appointed under letters of engagement.
Appointments have historically been for an initial period of three years and invitations to act for
subsequent three-year terms are subject to a review of performance and take into account the
need to progressively refresh the Board.
The appointment may be terminated by either party giving the other not less than three months’
prior written notice, unless terminated earlier in accordance with the company’s Articles
ofAssociation.
The company has no obligation to pay compensation when the appointment terminates.
Leavers will be treated for all-employee share plans in line with the plan rules of the relevant share plan. Good leaver is
defined under the plan rules, and relates to individuals who leave as a result of:
— Ill health, injury or disability;
— Death;
— Redundancy;
— Transfer of employer or employing business out of Group;
— Retirement; or
— Any other reason that the Committee decides.
A bad leaver is any leaver not defined as a good leaver.
87Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Illustration of the application of the Remuneration Policy
The tables and charts below provide estimates of the potential total future remuneration for each executive director
based on the remuneration opportunity expected to be granted in 2022/23. Potential outcomes for each executive
director, based on three different performance scenarios, are shown.
Bernard Bot
Base salary Pension Benefits Annual Bonus Performance Share Plan
Thierry Garnier
Value of
package (£’000)
Maximum
Target
Below
threshold
Maximum
Target
Below
threshold
0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000
2%
17%
34%
46%
1%
4%
1%
11%
4%
£989
28%
28%
39%
85%
£3,374
2%
1%
2%
4%
£ 2,039
18%
33%
46%
11%
5%
£703
29%
27%
38%
84%
£2,985
£4,981
Notes:
Base salary: reflects the salary effective from 1 April 2022.
Benefits: estimate based upon benefits received during 2021/22 as recorded in the single total figure of remuneration table (excluding the
relocation allowance for Thierry Garnier).
Pension: shown as a percentage of salary in line with Policy.
Fixed remuneration: comprises base salary, benefits and pension.
Short-term variable compensation comprises the Annual Bonus including the deferred element. Long-term variable compensation comprises
the PSP.
The Committee has also calculated the implied maximum remuneration scenario with the overlay of 50% share price increase on any vested
PSP awards. This would equate to a value of £6,137k for Thierry Garnier’s package and £4,146k for Bernard Bot’s package.
Below threshold On-target Maximum
Only the fixed pay elements
(base salary, benefits and
pension) of the package
arereceived.
Minimum performance targets
for the Annual Bonus and PSP
are not achieved, therefore
no payments are made,
and awards will lapse.
Fixed pay elements plus target Annual
Bonus are received and target PSP vest.
Annual Bonus on-target performance is
achieved, 50% of the bonus paying out
(100% of salary for CEO, 95% of salary
forCFO).
PSP vesting at 50% of maximum (137.5%
of salary for CEO, 130% of salary for CFO).
Fixed pay elements plus maximum
Annual Bonus are received and full
vesting under the PSP.
Annual Bonus maximum performance
achieved, resulting in a bonus of 200%
and 190% of salary for the CEO and
CFO respectively.
Full vesting under the PSP
(275% of salary for CEO, 260%
of salary for CFO).
88
Kingfisher 2021/22 Annual Report and Accounts
Annual Report on Remuneration
This section of the report outlines how the Committee implemented the Directors’ Remuneration Policy (the Policy)
in the financial year ended 31 January 2022. This report, together with the Annual Statement from the Chair of the
Remuneration Committee and the new Remuneration Policy, will be put to shareholders for approval separately at the
AGM to be held on 22 June 2022. Shareholder approval in respect of the Annual Report on Remuneration is on an
advisory basis only.
These reports have been prepared in accordance with the Large and Medium-sized Companies and Groups
(Accounts and Reports) Regulations 2008 (as amended) and include the items required to be disclosed under
9.8.6R and 9.8.8R of the Financial Conduct Authority’s Listing Rules. Where information disclosed has been
subject to audit by the Group’s auditor, Deloitte LLP, this is highlighted.
The Remuneration Committee
The Committee has delegated authority from the Board over the company’s remuneration framework and Policy.
Therole of the Committee is set out in the terms of reference, which are reviewed and updated annually and are
available on the website.
The 2021/22 effectiveness evaluation concluded that the Committee continues to operate effectively and raised no
areas of immediate concern. Further detail on the evaluation process can be found on page 61.
Committee composition
The Committee comprised the following members during the year:
Date appointed to the
Committee Eligible Attended
Claudia Arney* 1 November 18 7 7
Catherine Bradley 2 November 20 7 7
Jeff Carr 29 January 19 7 7
Andrew Cosslett 13 June 17 7 7
Rakhi Goss-Custard 13 March 18 7 7
* Chair.
Non-executive directors, who are not members, may also attend Committee meetings. The CEO, Chief People
Officer, Group Reward Director, Executive Reward Manager and the Committee’s remuneration advisors were regular
attendees at Committee meetings held during the year. No individual was present when his or her own remuneration
or benefits were discussed.
89Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Activities during the year
The significant matters considered by the Committee during the year are set out below:
Areas of Committee
focus Items discussed
Directors’ Remuneration
Policy
Developed and approved the structure of the proposed Directors’ Remuneration Policy for
approval by shareholders at the 2022 AGM. Considered and approved the proposed targets of
the 2022 PSP.
Consulted with shareholders on both of the above matters and considered the feedback
received in the development of the Directors’ Remuneration Policy.
Salary review and
remuneration decisions
The Committee reviewed and approved the salary proposals in respect of the executive
directors, Group Executive and Company Secretary, effective from April 2022.
Annual Bonus Judged performance against the 2020/21 strategic measures and agreed the 2020/21 Annual
Bonus outturn for the members of the Group Executive and executive directors.
Determined measures for the 2021/22 Annual Bonus.
Assessed performance against the 2021/22 Annual Bonus measures and reviewed the
year-end forecast.
Alignment Shares Approved the underpins to be used for the 2021 Alignment Share awards and the subsequent
grant of awards.
Reviewed the performance of the 2018 Alignment Share awards and determined that the awards
would vest at 50% of maximum.
Assessed performance to date of the 2019 Alignment Shares, which will vest in 2022.
Delivering Value
Incentive
Considered and approved the targets for the second tranche of the 2019 DVI following
consultation with shareholders.
Monitored performance of the 2019 DVI award.
Transformation
Incentive Award
Assessed performance of the 2016 Transformation Incentive Award and approved the vesting
outcome for July 2021.
Impact of IFRS on
targets forLong Term
Incentive Plans
Considered the impact of IFRS on the targets for the DVI, Transformation Incentive and
Alignment Share awards. Agreed that no adjustments were required but would continue to model
against what the outturn would have been under IAS 17.
Governance and other
areas of focus
Received updates from Group Reward on the Group’s remuneration practices to provide a fair
and appropriate pay structure for all colleagues and reviewed the variable pay structure for the
Group Executive and senior management colleagues.
Considered the impact of the Group’s share buyback programme on the various incentive
arrangements in place across the Group.
Considered and approved the company’s guidelines on share ownership.
Monitored developments in corporate governance and market practice in respect of
executiveremuneration.
Reviewed the output of the annual evaluation of the Committee.
Reviewed and approved the 2020/21 Directors’ Remuneration Report.
90
Kingfisher 2021/22 Annual Report and Accounts
Advisors to the Committee
During the financial year ended 31 January 2022, PricewaterhouseCoopers LLP (PwC) provided services to the
Committee. The advice received from PwC by the Committee was considered, and it was determined that PwC
provides objective and independent advice to the Committee. The Committee is satisfied that the PwC engagement
partner and team, who provide remuneration advice to the Committee, do not have connections with the Group that
may impair their objectivity and independence.
PwC was appointed by the Committee as its principal advisor on 1 February 2013 following a robust tender process.
PwC is a member of, and adheres to, the Code of Conduct for Remuneration Consultants (which can be found at www.
remunerationconsultantsgroup.com). During the year, PwC provided the Committee with executive remuneration
advice. PwC also provided Kingfisher with reward advice for below-Board staff, tax advice, accounting advice, and
legal advice during the year. For services provided to the Remuneration Committee, the fees paid to PwC were
£196,500. These fees were incurred through a retainer, and on a time and expenses basis.
Voting at the Annual General Meeting (AGM)
The following table shows the results of the advisory vote on the Annual Report on Remuneration at the 2021 AGM and
the binding vote on the Remuneration Policy at the 2019 AGM.
Resolution
Votes for
(and % of votes
cast)
Votes against
(and % of votes
cast)
Proportion of
shares voted
Shares on which
votes were
withheld
Annual Report on Remuneration
(2021 AGM)
1,577,736,596
(92.74%)
123,473,483
(7.26%) 80.74% 1,734,444
Directors’ Remuneration Policy
(2019 AGM)
1,667,154,482
(96.76%)
55,848,890
(3.24%) 81.65% 3,102,345
91
Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Single total figure of remuneration for the executive directors (audited information)
The table below sets out the remuneration of each of the executive directors for the financial year ended 31 January
2022 and the comparative figures for the financial year ended 31 January 2021. The Committee did not exercise any
discretion in determining the incentive outcomes for the year being reported on.
Name
1. Base
salary
£’000
2. Taxable
benefits
£’000
3. Annual
Bonus
£’000
4. Alignment
Shares
£’000
5. Pension
£’000
6. Total
Fixed pay
£’000
7. Total
Variable
Pay
£’000
8. Total
Pay
£’000
Executive director
Thierry Garnier 2021/22 813.3 43.3 634.4 1,022.5
1
101.7 958.3 1,656.9 2,615.2
2020/21
2
746.7 305.5 510.7 n/a 93.3 1,145.5 510.7 1,656.2
Bernard Bot 2021/22 574.4 35.3 448.0 369.7
1
71.8 681.6 817.8 1,499.3
2020/21
2
527.3 35.7 360.7 n/a 65.9 628.9 360.7 989.6
Total 2021/22 1,387.8 78.7 1,082.4 1,392.2
1
173.5 1,639.9 2,474.6 4,114,5
2020/21
2
1,274.0 341.1 871.4 n/a 159.3 1,774.4 871.4 2,645.8
1. 100% of the 2019 Alignment Share award granted to Thierry Garnier and Bernard Bot will vest on 30 July 2022. These awards in the table
above have been valued based on the average share price during the three-month period to 31 January 2022 of 334.8p. Values included
dividend equivalents accrued since the date of grant. The difference between the share price at the date of grant of the 2019 Alignment
Shares (of 215.4p) and the three-month share price average is 119.4p which means that £364.7k and £131.9k of 2019 Alignment Shares values
detailed in the table above have been delivered through share price growth performance for Thierry Garnier and Bernard Bot respectively.
Nodiscretion has been exercised as a result of the share price appreciation.
2. Includes temporary 20% reduction on base salary during 1 April 2020 – 31 July 2020. This amounts to a reduction of £53,333 and £37,667 for
the CEO and CFO respectively. This also resulted in a pension reduction of £6,667 and £4,708 respectively.
Notes to the single total figure of remuneration table
1. Base salary
A 2% salary increase was awarded to the executive directors for the 2021/22 financial year which was in line with the
increase awarded to the wider UK workforce.
Name
As at
1 April 2021
£’000
As at
1 April 2020
£’000 % increase
Executive director
Thierry Garnier 816.0 800.0 2%
Bernard Bot 576.3 565.0 2%
2. Taxable benefits (audited information)
The benefits provided to executive directors for both 2021/22 and 2020/21 included car benefit (or cash allowance),
private medical insurance, death-in-service cover, life assurance, tax advice and where applicable, relocation support.
Name
Car
benefit
1
£’000
Medical
£’000
Relocation
support
2
£’000
Tax
advice
3
£’000
Life
assurance
£’000
Total
2021/22
£’000
Total
2020/21
£’000
Executive director
Thierry Garnier 25 9.5 3.7 1.9 3.3 43.3 305.5
Bernard Bot 25 8.0 n/a n/a 2.3 35.3 35.7
1. Both directors opt for a cash allowance.
2. As Thierry moved from China to the UK as part of his appointment as CEO, in line with the Remuneration Policy, he was entitled to relocation
support of up to 50% of salary The majority of support was provided to him in 2019 and 2020.
3. This benefit relates to ongoing annual tax preparation assistance provided to the CEO. This assistance is provided in recognition of the
international nature of the CEO’s role and is limited to income tax return preparation required in respect of the CEO’s employment income.
Note that this figure is inclusive of tax payable on expenses reimbursed.
3. Annual Bonus (audited information)
The purpose of the Annual Bonus is to focus executives on the achievement of measures that are critical to the
Kingfisher strategy. The 2021/22 Annual Bonus for the executive directors was based on the following measures:
— 30% Adjusted pre-tax profit
— 30% Like-for-like Sales Growth (LFL Sales Growth)
— 10% Free Cash Flow (FCF)
— 10% ‘Own Brand’ or OEB Sales Growth
— 10% Digital Sales Growth
— 10% ESG measures: D&I (5%) and Planet (5%)
The following table sets out the targets that were set in respect of each of these measures, the corresponding
achievement against those targets during the year ending 31 January 2022, and the resulting payout.
92 Kingfisher 2021/22 Annual Report and Accounts
Measure
Targets
Achievement Outturn
Threshold
(10% of max)
Target
(50% of max)
Stretch
(100% of max)
Adjusted pre-tax profit
(30%)
£603.7m £653.7m £703.7m £967m 30%
LFL Sales Growth (30%) (1.7%) 0.3% 2.3% 9.9% 30%
FCF (10%) £18.8m £68.8m £118.8m £388m 10%
OEB Growth (10%) 0.8% 2.8% 4.8% 10.9% 10%
Digital Sales Growth (10%) (17.1%) (8.1%) 1.5% 5.3% 10%
ESG
(10%)
D&I (Improving
female gender ratio
in senior leadership
and management)
37% women in
management
roles
Threshold +
tangible
improvement
towards the
2025 senior
leadership ratio
Target + 26%
women in
leadership roles
37.9% women in
management roles
and 25.2% in senior
leadership roles
2.5%
Planet
(% of GFR wood and
paper responsibly
sourced as a % of
SKUs purchased by
end of FY 21/22)
82.0% 83.0% 84.5% 87.2% 5%
Total Outturn 97.5%
At the meeting in March 2022, the Committee considered performance against all measures and targets set at the
beginning of the year and concluded that all remain relevant over the performance period. Note for adjusted pre-tax
profit and FCF, for bonus purposes, these are calculated on constant currency which is why these values slightly differ
from the rest of the Annual Report. For the D&I measure, the Committee noted that while the senior leadership ratio
target for women was not achieved, the ratio improved from 23% in 2020/21 to 25.2% and the management target was
exceeded. The Committee concluded that the improvement in the leadership ratio was tangible and therefore target
performance has been met under this element. The senior leadership population used for target includes those who
receive Alignment Shares (the top c.300) while the management population is those below senior leadership with
managerial responsibilities (c.12,000). This differs from the population used in the Responsible Business section (see
page23) where management includes the senior leadership population.
This means that the total outturn under the 2021/22 annual bonus for executive directors is 97.5% of maximum.
Thefinal payout equates to 78.0% of salary for the CEO and CFO which is £634,400 and £448,045 respectively. In line
with the Policy, the bonus is wholly delivered in cash.
In determining whether this level of bonus outturn is appropriate, the Committee has considered a wide range of
factors including financial performance, the value delivered to shareholders, the treatment of the wider workforce as
well as other stakeholders etc. The Committee concluded that a bonus of 97.5% of maximum for 2021/22 is
appropriate given the strong financial performance and the significant value returned to shareholders via the dividend
and share buyback programme and that this level of performance will also apply to our bonused colleagues throughout
theGroup.
4. Alignment Shares (audited information)
At the March 2022 Remuneration Committee meeting, the Committee reviewed performance against the underpins
attached to the Alignment Shares awarded in 2019 that are due to vest in 2022. Both the current executive directors
and the former CEO, Véronique Laury, have a 2019 Alignment Share award with the former CEO having an award on a
pro-rated basis. The ratio of net debt to EBITDA for 2021/22 is less than 2.5 times (0.9 times for 2021/22, excluding the
impact of share buybacks, 1.0 times if no adjustment is made) under IFRS 16. The proposed total year dividend for
2021/22 is 12.40p. This is more than 10.82p required for the maintenance of dividend underpin to be met. The dividend
cover calculated as the ratio of reported adjusted EPS to full year ordinary dividend per share is also above 1.75 times
at 2.84 times. This means that 100% of the current executive directors’ awards will vest on 30 July 2022. The
Committee believes this outturn is appropriate and is reflective of performance over the performance period. The
Committee is comfortable that the vesting outcome would have been the same had the performance been tested
under IAS 17. Thevested awards are subject to a two-year holding period.
93Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
The number and value of the awards vested for the current executive directors are as follows:
Name
Number of shares
vested
1
Number of
dividend
equivalents
2
Value of shares
vested
3
£’000
Executive director
Thierry Garnier 295,521 9,843 1,022.5
Bernard Bot 106,860 3,559 369.7
1. The number of shares shown represents the proportion of the Alignment Share award granted in October 2019, which is expected to vest on
30 July 2022.
2. Based on dividends accrued to date of publication of the report.
3. Calculated using the three-month average share price to 31 January 2022 of 334.8p. £364,702 and £131,876 of these values is attributable to
share price appreciation for Thierry Garnier and Bernard Bot respectively.
In line with regulations, the value of the vested award for Véronique Laury will be detailed in the ‘Payments to past
directors’ section in next year’s Annual Report.
In line with our Policy, the Committee approved the grant of Alignment Shares at the level of 80% of salary for the CEO
and CFO on 22 April 2021. 100% of these awards will vest after three years and are subject to underpins. These awards
will not appear in the single figure table until they vest based on performance in the 2023/24 financial year.
5. Pensions (audited information)
Executive directors based in the UK are eligible to join the UK defined contribution pension plan (the DC Scheme).
Noexecutive director has a prospective right to a defined benefit pension.
The company operates a policy to limit the combined employer and member pension contributions during a tax year
to the annual allowance, with the excess employer contribution being directed into a taxable monthly cash allowance.
In addition, employees may opt out of the scheme completely.
A summary of the arrangements for the executive directors is set out below.
Name
Notional employer
contribution rate
into defined
contribution
pension scheme
for which the
individual is eligible
Member of the
UK DC Scheme?
Cash allowance in
lieu of employer
contributions
into DC Scheme?
1
Equivalent cash
allowance rate as
% of salary
2
Executive director
Thierry Garnier 14% No Yes, in full 12.5%
Bernard Bot 14% No Yes, in full 12.5%
Notes:
1. Cash allowances are provided on a cost-neutral basis for the company.
2. The employer’s national insurance is payable on the cash alternative, whereas it is not payable on the employer pension contribution into the
defined contribution scheme. Accordingly the equivalent cash alternative or allowance is 12.5% of salary. This is aligned to the offering to the
wider UK workforce as detailed in Remuneration Policy on page 80.
Pension benefits paid during the year
Name
Employer
contributions into
DC Scheme
£’000
Cash alternative
£’000
Total 2021/22
£’000
Total pension
benefit
as a % of
basesalary
Executive director
Thierry Garnier n/a 101.7 101.7 12.5%
Bernard Bot n/a 71.8 71.8 12.5%
94
Kingfisher 2021/22 Annual Report and Accounts
Payments to past directors (audited information)
As communicated in the 2020/21 Remuneration Report and our section 430(2b) announcement, part of Véronique
Laury’s 2018 Alignment Share award and 2016 Transformation Incentive Award vested in 2021. The number of shares
and the values of these awards on the vesting date are as follows:
Awards Vesting date
Number of shares
vested
1
Number of
dividend
equivalents
2
Value of shares
vested
3
£’000
2018 Alignment Shares (based on performance underpins) 23 April 2021 78,673 7,361 313.1
2016 Transformation Incentive Award 19 July 2021 55,293 8,687 228.2
1. 50% of the 2018 Alignment Share grant and 3.5% of 2016 Transformation Incentive grant vested based on achievement of performance
underpins and conditions. Véronique Laury’s 2016 Transformation Incentive was also pro-rated for time.
2. Based on dividends accrued to vesting date.
3. Values has been calculated using closing share price on the vesting date which is 363.9p for the 2018 Alignment Share award and 356.7p for
2016 Transformation Incentive.
Values of her vested awards under the 2019 Alignment Share award (based on performance underpins, which was also
pro-rated in line with the plan rules) will be detailed in this section in next year’s Annual Report. However, the expected
vesting outcome under this plan is set out in the previous section.
Payments for loss of office (audited information)
There were no payments made to directors for loss of office.
Outside appointments for executive directors
Subject to the rules governing conflicts of interest, Kingfisher is supportive of its executive directors holding one
external non-executive position. The exercise of such roles can provide valuable insight for the executive directors,
which can be of benefit to Kingfisher. Subject to the Committee’s agreement, the individual may retain any fees
applicable for these roles.
Thierry Garnier was appointed a non-executive director and a member of the remuneration committee at Tesco plc
on 30 April 2021. Thierry receives £95,500 per annum for fulfilling this role. Bernard Bot is a non-executive director
and a member of the audit committee at A.P. Møller–Mærsk A/S. Bernard receives 1,250,000 DKK per annum for
fulfilling this role.
Both executive directors retain their fees.
95Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Performance graph
The graph below shows Kingfisher’s total shareholder return for the 10 years to 31 January 2022, which assumes that £100 was
invested in Kingfisher on 1 February 2012. The company chose the FTSE 100 Index as an appropriate comparator for this graph,
asKingfisher has been a constituent of that index for the majority of the period.
Kingfisher FTSE 100
100
150
200
Value (£)
1 Feb 2012 31 Jan 2013 31 Jan 2014 31 Jan 2015 31 Jan 2016 31 Jan 2017 31 Jan 2021 31 Jan 202231 Jan 202031 Jan 201931 Jan 2018
CEO’s remuneration over the last 10 years
The table below sets out the total remuneration of the holder of the office of CEO for the period from 1 February 2012 to
31 January 2022.
Year CEO
Bonus % of
maximum
awarded
1
Value of
bonus
awarded
£’000
Original
Alignment
Share grant
as a %
of salary
2
Alignment
Share % of
maximum
vesting
2
Value of
shares
vested
£’000
Original
LTIP grant
level as a %
of salary
3
LTIP % of
maximum
vesting
Value of
vested
shares
£’000
CEO’s single
figure £’000
2012/13 Sir Ian Cheshire 30.8 502.7 – – – 200 50.0 1,157.6 2,817.2
2013/14 Sir Ian Cheshire 32.0 532.7 – – – 500 31.1 1,799.4 3,455.4
2014/15 Sir Ian Cheshire/Véronique Laury
4
12.3 202.6 – – – n/a n/a n/a 1,306.1
2015/16 Véronique Laury 69.1 967.4 – – – n/a n/a n/a 1,983.0
2016/17 Véronique Laury 90.0 537.0 20
5
100 151.1 200 24.5 100.1 1,715.1
2017/18 Véronique Laury 87.0 534.2 20
5
100 156.9 200 0.0 0.0 1,582.6
2018/19 Véronique Laury 82.0 522.0 50
6
62.5 323.8 n/a n/a n/a 1,761.3
2019/20 Véronique Laury/Thierry Garnier
7
0 0 20
6
/n/a
8
25.0/n/a 136.2/n/a n/a n/a n/a 1,178.7
2020/21 Thierry Garnier 79.8 510.7 n/a
8
n/a n/a n/a n/a n/a 1,656.2
2021/22 Thierry Garnier 97.5 634.4 80
9
100 1,022.5 n/a n/a n/a 2,615.2
1. The maximum bonus opportunity was 200% of base salary up to the end of the 2015/16 financial year. The maximum bonus opportunity from 2016/17 onwards
was 80% of salary.
2. New element of reward introduced under the Remuneration Policy approved by shareholders at the 2016 AGM.
3. The original LTIP grant shows the award level at the point of grant, three years prior to the date the vesting percentage was determined.
4. Sir Ian Cheshire stepped down as CEO on 8 December 2014, at which point Véronique Laury took over the position. Sir Ian Cheshire’s remuneration in the table
is from the start of the financial year up until 8 December 2014, and Véronique Laury’s is from 8 December 2014 to the end of the financial year. The single total
figure in the table above shows the combined total remuneration for both Sir Ian Cheshire and Véronique Laury.
5. This represents 25% of the total Alignment Share award (equivalent to 80% of salary) granted in 2016 and 2017 respectively. This portion vested upon grant.
Theremaining 75% of this award (equivalent to 60% of salary) may vest three years after the date of grant, subject to performance against the underpin
measures set out in the corresponding Remuneration Report.
6. This represents 25% of the total Alignment Share award (equivalent to 80% of salary) granted in 2018 or 2019 (that vested upon grant) and 75% of the total
Alignment Share award granted in 2016 (that partially vested in June 2019) and in 2017 (which lapsed in full) for Véronique Laury and which were subject to
performance against the underpin measures set out in the corresponding Remuneration Report.
7. Véronique Laury stepped down as CEO on 24 September 2019, at which point Thierry Garnier took over the position. Véronique Laury’s remuneration in the
table is from the start of the financial year up until 24 September 2019, and Thierry Garnier’s is from 25 September 2019 to the end of the financial year.
Thesingle total figure in the table above shows the combined total remuneration for both Véronique Laury and Thierry Garnier.
8. 100% of the Alignment Share award granted to Thierry Garnier (equivalent to 80% of salary) in 2019 and 2020 is subject to performance against the underpin
measures set out in the corresponding Remuneration Report.
9. The figure for 2021/22 represents 100% of the 2019 Alignment Share Award granted to Thierry Garnier vesting based on performance against the underpins
asdetailed in this Remuneration Report. 100% of the Alignment Share award granted to Thierry Garnier (equivalent to 80% of salary) in 2021 is subject to
performance against the underpin measures set out in the corresponding Remuneration Report.
96 Kingfisher 2021/22 Annual Report and Accounts
Change in the remuneration of the directors
The table below shows how the percentage change in each director’s (including the non-executive directors’) salary,
fees, taxable benefits and bonus between 2020/21 and 2021/22 and also 2020/21 compared with 2019/20 compared
with the average percentage change of each of those components for all full-time equivalent employees based in
Kingfisher plc (as required by regulations). In line with prior years, the percentage change for each director has also
been compared to the UK employee workforce (the UK entities, including B&Q and Screwfix). The UK employee
workforce is deemed to be a suitable comparator group as the executive directors are based in the UK (albeit with
global roles and responsibilities) and pay changes across Kingfisher vary widely depending on local market conditions.
Base salary/fees
1
Taxable benefits Bonus
2021/22 2020/21 2021/22 2020/21 2021/22 2020/21
Executive directors
Thierry Garnier
2
8.9% -6.7% -85.8%/-10.9%
3
112%/15.2%
3
24.2% n/a
Bernard Bot
2
8.9% -6.7% -1.0% 1.0% 24.2% n/a
Non-executive directors
Andrew Cosslett 10.0% -9.1% 1.1% 8.6% n/a n/a
Claudia Arney 12.8% 17.7%
4
n/a n/a n/a n/a
Catherine Bradley
5
47.3% n/a n/a n/a n/a n/a
Jeff Carr 12.8% -10% n/a n/a n/a n/a
Sophie Gasperment
6
47.5% -10% n/a n/a n/a n/a
Rakhi Goss-Custard 13.3% -10% n/a n/a n/a n/a
Former non-executive director
Tony Buffin
7
13.3% n/a n/a n/a n/a n/a
All Kingfisher plc employees -2.6% -13.8% -31.8%
8
-33.0% 70.1% 97.66%
All UK employees
9
7.1% -0.6% -6.3% -19.1% 3.4% 128.8%
1. Percentages reflect cuts in salary and fees made between April 2020 and July 2020 for executive directors and between April 2020 and
September 2020 for non-executive directors.
2. Joined on 25 September 2019 and 19 October 2019: percentages between 2020/21 and 2019/20 have been calculated on a full time basis.
Nobonus was paid for 2019/20 so percentage change between 2020/21 and 2019/20 could not be calculated.
3. First figure includes relocation paid during 2021/22 and 2020/21, the second excludes it.
4. Became Chair of the Remuneration Committee on 21 January 2020. Fee for this role is £20,000 on top of non-executive director fees.
5. Joined on 2 November 2020 and became Senior Independent Director on 29 January 2021. Fee for this role is £20,000 on top of non-
executive director fees. Percentages for 2021/22 have been calculated assuming full time basis.
6. Started to receive a fee of £20,000 for Chair of Responsible Business Committee from 1 February 2021.
7. Joined on 1 December 2020 and left on 1 October 2021. Percentage for 2021/22 has been calculated on a full time basis.
8. The % change in the taxable benefits for employee population is related to the impact Covid had on expenses and benefits claimed during
the year.
9. Includes all UK employees including those in B&Q and Screwfix.
Relative importance of spend on pay
The table below shows the relative importance of spend on employee remuneration when compared with distributions
to shareholders.
2021/22
£m
2020/21
£m Percentage change
Overall expenditure on pay 2,049 1,891 8.4%
Share buybacks undertaken during the year
1
157 0 n/a
Total dividends paid in the year 254 0 n/a
1. During the year the Group purchased 47m of the company’s own shares for cancellation at a cost of £157m as part of its capital
returns programme.
97Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Pay ratio analysis
Year Method
25th percentile
pay ratio
Median
pay ratio
75th percentile
pay ratio
2021/22
Option B (i.e. 25th percentile, median and 75th percentile
individual identified from our April 2021 gender pay gap
analysis) 140:1 127:1 124:1
2020/21 Option B 95:1 93:1 71:1
2019/20 Option B 71:1 64:1 56:1
2018/19 Option B 106:1 97:1 81:1
We have used Option B in the legislation to leverage the analysis completed as part of our UK gender pay gap
reporting exercise. We have determined our 25th, median and 75th percentile individual using data from the
respective 5 April snapshots. While gender pay gap legislation and CEO pay ratio legislation employ different
calculations, the three identified UK employees receive similar remuneration structures, and therefore we are
confident that they also represent broadly the same respective percentiles when calculated using the single figure of
total remuneration methodology required in the CEO pay ratio calculation. Where relevant, each colleague’s pay and
benefits were calculated on a full-time equivalent basis, and no further adjustments were made. The values for total
remuneration for the 25th, median and 75th percentile were £18.7k, £20.6k and £21.1k respectively comprising salary
and employer contribution to pension. The salaries for these employees were £18.5k, £19.9k and £20.9k respectively.
The majority of the Group’s workforce are store based. Given this workforce profile, the pay and benefits data used to
calculate the CEO pay ratio are from colleagues who are store based. These colleagues’ reward structure comprises
primarily fixed components while the CEO’s total remuneration is strongly linked to performance with a significant
variable component. The year-on-year change can therefore primarily be explained by the vesting of the 2019
Alignment Share award for the CEO (in prior two years, no share award has vested for the CEO) and the higher bonus
payout in 2021/22 than in 2020/21 which are both linked to performance. The remuneration structures for our
colleagues are aligned to the market and to our remuneration principles. It is, therefore, the Committee’s view that the
ratios remain consistent with pay and progression policies for UK employees.
Executive directors’ shareholdings and share interests (audited information)
Executive directors are required to build a significant shareholding in the company. Unvested awards are not included
when assessing holding requirements. Vested awards are included when assessing holdings but are adjusted to take
into account the tax liability arising on exercise.
The table below sets out the beneficial interests of the executive directors (or any connected persons) in the ordinary
shares of the company and a summary of the outstanding share awards as at 31 January 2022. Calculations are based
on a share price of 331.1p per share (being the closing price of a Kingfisher share on 31 January 2022).
Shares held Awards over nil-cost options
Name
Number of shares
held outright
Vested
but not
exercised
1
Unvested and
subject to
continued
employment
Unvested and
subject to
performance
conditions
and continued
employment
2
Shareholding
requirement
(% of base
salary)
3
Shareholding
31 Jan 22
(% of base
salary)
4
31 Jan 22 31 Jan 21
Executive director
Thierry Garnier
5
100,000 60,000 – – 3,834,870 350% 41%
Bernard Bot
5
80,000 50,000 – – 2,111,044 250% 46%
1. Nil-cost options and awards that have vested but have yet to be exercised are considered to count towards the shareholding requirement,
other than any such shares that correspond to the estimated income tax and national insurance contributions that would arise on their
exercise (estimated at 47% of the award).
2. These awards include nil-cost options to Thierry Garnier and Bernard Bot in respect of the 2019, 2020 and 2021 Alignment Share awards and
the 2019 Delivering Value Incentive award.
3. Shareholding requirement as of 31 January 2022. The shareholding requirement for Bernard Bot will be 270% of salary under the new Policy.
4. Between 1 February 2022 and the date of this report, there were no changes in the beneficial interests of the executive directors’ shareholdings.
5. As potential beneficiaries of the Kingfisher Employee Benefit Trust (the Trust), Thierry Garnier and Bernard Bot are deemed to have an
interest in the company’s ordinary shares held by the Trust. The Trust held 13,932,558 ordinary shares at 31 January 2022.
98 Kingfisher 2021/22 Annual Report and Accounts
Share awards made during the financial year (audited information)
Options and awards over shares were made during the year ended 31 January 2022 under the Kingfisher Alignment
KASTIP in respect of the 2021 Alignment Share award.
2021 Alignment Share award
Vesting subject to performance conditions
Name
Date
of grant
1
Number of shares
Face value
of award
2
£’000
End of
performance
period
3
Final
exercise
date
4
Thierry Garner 22 April 2021 181,366 654.0 31 Jan 24 22 Mar 31
Bernard Bot 22 April 2021 128,090 461.9 31 Jan 24 22 Mar 31
1. Vesting date of 22 April 2024.
2. The number of shares, at the time of grant, was based on 80% of base salary and the three-day average closing share price preceding the
date of grant. The awards were made under the KASTIP and the value above is based on the closing share price as at the date of grant, of
360.60p per share for 22 April 2021.
3. The shares will vest subject to performance against the underpin conditions over the period to the end of the 2023/24 financial year.
4. The awards are structured as nil-cost options and have an exercise period of seven years less one month.
The performance conditions attached to the 2021 Alignment Share award are as follows:
— Maintenance of the 2020/21 dividend subject to dividend cover being above 1.75 times.
— Maintenance of ratio of net debt to EBITDA below 2.5 times.
If one condition is not met, up to 50% of the unvested shares will lapse. If both are not met, up to 100% of the unvested
shares will lapse.
2019 Delivering Value Incentive award
As detailed in the 2019/20 Annual Report, the Committee approved the grants made under the DVI in October 2019 to
both executive directors. The 2019 DVI award consolidates three years’ worth of long-term share awards therefore,
in line with Policy, no award was made in 2020/21 or in 2021/22. Subject to the approval of the new Remuneration
Policy, no other awards will be made under this plan.
The 2019 DVI award is dependent on EPS, ROCE and Relative TSR performance. Performance is measured within a
five-year time horizon of the award over two performance periods, each applying to one half of the total award (i)
1February 2019 to 31 January 2022 and (ii) 1 February 2021 to 31 January 2024, to better align with the phasing of the
company’s strategy. No vesting can occur under the plan until July 2024. The vesting of the award is also subject to a
quality of earnings test prior to the vesting date which the Committee will use to determine if the formulaic outturn is
reasonable. The test includes considering the overall execution of the strategy, balance sheet health, the relative
performance of growth vs. returns, the level of transformational costs relative to the plan (Capex and P&L costs),
andthe overall GDP growth level in the economy.
While the Committee will determine the overall vesting outcome of the 2019 DVI at the end of the five-year
performance period in 2024, the Committee did, as part of its activities, assess the performance vs. targets for the
first performance period which ended on 31 January 2022. This is detailed for transparency in the following tables.
99Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Targets for first performance period
Delivering Incentive Multiple
EPS growth (p.a.)
(one-third weighting)
2021/22 ROCE
(one-third weighting)
TSR Percentile vs.
relative TSR peer group
(one-third weighting)
Zero 4.0% 10.5% n/a
1x Target 5.0% 11.0% 50
th
2x Target 8.0% 11.5% 60
th
3x Target 11.5% 12.5% 70
th
4x Target 15.0% 13.5% 80
th
Formulaic outturn (subject to an overall quality of earnings test)
EPS growth (p.a.)
(one-third weighting)
2021/22 ROCE
(one-third weighting)
TSR Percentile vs.
relative TSR peer group
(one-third weighting)
Performance 21.1% 14.5% 55th percentile
Formulaic Outturn (as DVI Multiple, for each element) 4 x target 4 x target 1.55 x target
Total Formulaic Outturn (as DVI Multiple,
for first performance period only) 3.18 x target or 79.6% of maximum
The formulaic outturn was determined excluding the impact of share buybacks and also had the same outturn under
IAS 17. In 2024, the Committee will assess the formulaic outturn of the second performance period and apply the
overall quality of earnings test over the five-year performance period. This test includes (but is not limited to)
considering the overall execution of the strategy, balance sheet health, the relative performance of growth vs. returns
and the overall GDP growth level in the economy. These, in conjunction with the outturn of the first performance
period, will determine the proportion of the DVI award that vests.
Targets for second performance period
The targets for the second performance period were disclosed in a RNS released on 4 May 2021 after shareholder
consultation. These targets are as follows:
Delivering Incentive Multiple
EPS growth (p.a.)
(one-third weighting)
2023/24 ROCE
(one-third weighting)
TSR Percentile vs.
relative TSR peer group
(one-third weighting)
Zero 4.0% 12.0% n/a
1x Target 5.0% 12.25% 50
th
2x Target 6.0% 12.5% 60
th
3x Target 10.0% 13.5% 70
th
4x Target 16.0% 15.0% 80
th
Throughout the Covid pandemic, the company took swift and effective measures to ensure we continue to serve our
customers’ essential needs as effectively as possible, to look after our colleagues, to provide support to the
communities in which we operate in as well as protect the business for the long term. Measures included temporary
store closures in March and April 2020 to protect our colleagues.
In order to limit the impact of temporary store closures and trading restrictions on our financial flexibility and
profitability, the Company implemented multiple actions to reduce costs and preserve cash, especially during H1
2020/21, including the benefit from several government support measures (many of which were subsequently repaid).
As disclosed in the 2020/21 Annual Report and the May RNS, many of the cost reductions achieved were temporary
or one-off in nature. Total reported non-recurring cost savings in FY 20/21, net of one-off Covid related costs, were
£85m. As a result of this, the EPS growth measure will be calculated from a re-based 2020/21 adjusted EPS figure of
25.6p to reflect these non-recurring cost savings of £85m (vs. reported adjusted EPS of 28.7p). In line with the
approach for the first DVI performance period, ROCE is measured as the ROCE in the final year of the plan and
therefore is not impacted by these non-recurring cost savings.
TSR continues to be measured against the same peer group companies used in the first DVI performance period
(amended to reflect any M&A activity). The peer group used was the STOXX 600 retailers, as well as Home Depot
andLowe’s.
100 Kingfisher 2021/22 Annual Report and Accounts
2022 Performance Share Plan
Subject to the approval of the Remuneration Policy and Share Plan Rules at the 2022 AGM, the Committee will grant
Thierry Garnier and Bernard Bot a PSP award with a maximum opportunity of 275% and 260% of base salary
respectively at the date of grant (which will be after the AGM).
The performance conditions attached to the vesting of the 2022 grant are as follows:
Target
EPS growth (p.a.)
(25%)
2024/25 ROCE
(25%)
TSR Percentile vs.
relative TSR peer group
(25%)
Threshold (25% vesting) 36.5p 12.85% 50
th
Stretch (100% vesting) 47.5p 16.30% 75
th
ESG
(25% weighting)
Target
Climate Change
(reduction in Scope 1
and 2 emissions)
Forest Positive
(% of wood and paper
responsibly sourced as a %
of SKUs purchased)
Gender Diversity
(% of women in
senior leadership)
Threshold (25% vesting) 31.0% 95.0% 30%
Target (50% vesting) 34.0% 98.0% 33%
Stretch (100% vesting) 37.8% 99.5% 35%
For the EPS, ROCE and Relative TSR measures, there will be straight line vesting between Threshold and Stretch. For
the ESG measures, there will be straight-line vesting between Threshold and Target and Target and Stretch.
These measures have been chosen for the PSP as EPS, ROCE and ESG are aligned to the strategy while relative TSR
ensures that payouts for participants are aligned to long-term value creation for shareholders.
ESG in particular was chosen to reflect the importance of our Responsible Business agenda and to recognise our
long-term goals and commitments. The chosen ESG measures are all core elements of our agenda. These will be
weighted equally within the ESG measure.
Targets for these measures are set to drive strong performance and are calibrated such that maximum payouts are
only achieved for exceptional performance. The primary reference points for EPS and ROCE when setting targets are
the business’s internal budgets and shareholder consensus forecasts as relevant.For ESG measures, targets have
been set using our public commitments and internal targets (detailed on pages 23 to 29), with 50% vesting if our
2024/25 objectives are met and maximum payout if our FY 25/26 objectives are met a year early. The maximum
Climate Change target has been approved by the Science Based Targets Initiative and is consistent with reductions
required to keep global warming to 1.5°C, further details can be found on page 23.
EPS will be based on ‘pence’ rather than percentage growth as we have in prior years. The key reason for this is to
simplify the target setting process so that we set targets strongly aligned with our internal Group plan and
consensusforecasts.
TSR will be measured against the combined group of the constituents of the FTSE 350 Retailers, FTSE 350 Drug and
Grocery Stores as well as the STOXX 600 Drug and Grocery Stores as at 1 February 2022.
Scheme interests exercised during the financial year (audited information)
No awards were exercised by executive directors during the year.
Dilution limits
The terms of the company’s share plans set limits on the number of newly issued shares that may be issued to satisfy
awards. In accordance with guidance from the Investment Association, these limits restrict overall dilution under all
plans to under 10% of the issued share capital over a 10-year period, with a further limitation of 5% in any 10-year
period on executive plans.
Only those awards granted under the Kingfisher Sharesave plan are satisfied by newly issued shares.
Any awards that are satisfied by market-purchased shares are excluded from these calculations, including all awards
made under the Kingfisher Alignment Share and Transformation Incentive Plan.
No treasury shares were held or utilised in the year ended 31 January 2022.
101Kingfisher 2021/22 Annual Report and Accounts
Directors’ remuneration report continued
Single total figure of remuneration for the non-executive directors (audited information)
Fees payable to non-executive directors
The table below sets out the remuneration of each non-executive director during the financial year ended 31 January 2022
and the comparative figures for the year ended 31 January 2021. During the year, no payments were made to
non-executive directors for expenses other than those incurred in the ordinary course of their appointments.
Name Additional responsibilities
Committee
membership
1
Fees
2021/22
£’000
Fees
2020/21
2
£’000
Taxable
benefits
2021/22
£’000
Taxable
benefits
2020/21
£’000
Total
2021/22
£’000
Total
2020/21
£’000
Andrew Cosslett
3
Chair, Nomination Committee
Chair R, N 495 450.0 1.2
4
1.2
4
496.2 451.2
Claudia Arney
5
Remuneration Committee Chair R, N 86.3 76.5 – – 86.3 76.5
Catherine Bradley
6
Senior independent director A, R, N 86.3 16.3 - - 86.3 16.3
Jeff Carr Audit Committee Chair A, N, R 86.3 76.5 – – 86.3 76.5
Sophie Gasperment Responsible Business
Committee Chair N, RB 86.3 58.5 – – 86.3 58.5
Rakhi Goss-Custard A, R, N, RB 66.3 58.5 – – 66.3 58.5
Former directors
Tony Buffin
7
A, N 44.5 10.8 – – 44.5 10.8
Total 951.0 747.1 1.2 1.2 952.2 748.3
1. Indicates which directors served on each committee during the year: Audit Committee = A; Nomination Committee = N; Remuneration
Committee = R; Responsible Business Committee = RB.
2. Includes 20% reduction in fees between 1 April 2020 and 30 September 2020 in response to the Covid pandemic.
3. For his role as Chair, Andrew Cosslett receives a fee of £450,000 per annum (£405,000 in 2020/21 once the 20% reduction in fees between
1April2020 and 30 September 2020 has been accounted for). The fees paid to Andrew Cosslett include a contribution of £45,000 towards
the costs of an assistant.
4. These relate to private medical cover for Andrew Cosslett and his family.
5. Claudia Arney became Chair of the Remuneration Committee on 21 January 2020.
6. Catherine Bradley was appointed to the Board on 2 November 2020 and was appointed as Senior Independent Director with effect from
29January 2021.
7. Tony Buffin stepped down from the Board on 1 October 2021.
Notes to the single total figure of remuneration for the non-executive directors
(auditedinformation)
Fees
Fees paid to the Chair and non-executive directors for 2021/22 and 2020/21 are shown below. No benefits are
provided except for a store discount card of up to 20%.
Fees
£’000
As at 1 February
2021
As at 1 February
2020 % increase
Chair
1
495.0 495.0 0%
Non-executive director fee
2
66.3 65.0 2%
Senior Independent Director 20.0 20.0 0%
Audit Committee Chair 20.0 20.0 0%
Remuneration Committee Chair 20.0 20.0 0%
Responsible Business Committee Chair
2
20.0 n/a n/a
1. Andrew Cosslett, who was appointed as Chair with effect from 13 June 2017, receives a fee of £450,000 per annum, plus a contribution
towards the costs of an assistant of £45,000 per annum and private medical insurance for himself and his family.
2. The Board reviewed the non-executive base fee in 2021 and agreed to increase the fee by 2% as well as introduce a fee for the Responsible
Business Committee Chair.
102 Kingfisher 2021/22 Annual Report and Accounts
Non-executive directors’ shareholdings (audited information)
The table below sets out the current shareholdings of the non-executive directors (including beneficial interests) as at
31January 2022. The company does not operate a share ownership policy for the non-executive directors but encourages
non-executive directors to acquire shares on their own account.
Number of shares
held outright as at
31 January 2022
1
Number of shares
held outright as at
31 January 2021
Andrew Cosslett 388,556 290,866
Catherine Bradley 10,000 10,000
Claudia Arney 27,460 27,460
Jeff Carr 10,000 10,000
Sophie Gasperment 10,110 10,000
Rakhi Goss-Custard
2
6,124 6,124
Former directors
3
Tony Buffin 10,000 10,000
1. There have been no changes to the beneficial interests of the non-executive directors between 1 February 2022 and 21 March 2022.
2. Rakhi Goss-Custard holds her interest in these shares through her spouse.
3. Shares held at date of stepping down from the Board.
Statement on the implementation of the Remuneration Policy for 2022/23
Implementation of the Remuneration Policy for executive directors for the year ahead (subject to approval of
Policy at the 2022 AGM with regards to incentives)
Base salary A 3% salary increase will be awarded to the executive directors effective from 1 April 2022.
The new salaries are £840,500 for the CEO and £593,600 for the CFO. This is in line with the
Policy and the wider UK workforce.
Benefits Will be implemented in line with the Policy.
Pension 12.5% of salary cash allowance in lieu of pension contributions, which is in line with the offering
to the wider UK workforce. This is in line with the Policy.
Annual Bonus Will be awarded in line with the new Policy (subject to approval at 2022 AGM).
The 2022/23 Annual Bonus will have a maximum opportunity of 200% of salary for the CEO
and 190% of salary for the CFO and will be judged based on the achievement of financial and
strategic output measures, as set out below:
— 40% LFL Sales Growth
— 40% Adjusted pre-tax profit
— 20% Strategic measures which for 2022/23 are OEB Sales Growth and Digital Sales Growth
both with a 10% weighting
A holistic assessment of Group performance will also be taken into consideration.
Any bonus earned over 100% of salary will be deferred into shares for three years.
In the opinion of the Committee, the detail of the Annual Bonus measures and targets for
2022/23 are commercially sensitive as they closely align with annual business priorities
and accordingly are not disclosed. These will be disclosed in the 2022/23 Annual Report
andAccounts.
Performance Share Plan Will be awarded in line with the new Policy (subject to approval at 2022 AGM).
The 2022 Performance Share Plan awards will be granted after the 2022 AGM. The CEO will
be granted an award of the value 275% of salary at date of grant with the CFO receiving a
grant of 260% of salary. The performance conditions attached to the vesting of award are
asfollows:
— 25% EPS
— 25% ROCE
— 25% Relative TSR
— 25% ESG measures (Climate Change, Forest Positive, Gender Diversity)
Details of the target ranges for the 2022 PSP are detailed on page 101.
Performance will be measured over 3 years, with awards vesting three years after the grant
date. Any vested awards will be subject to an additional two-year holding period.
103
Kingfisher 2021/22 Annual Report and Accounts
Implementation of the Remuneration Policy for non-executive directors for the year ahead
Fees £’000
As at
1 February 2022
As at
1 February 2021 % increase
Chair
1
509.9 495.0 3%
Non-executive director fee 66.3 66.3 0%
Senior Independent Director fee 20.0 20.0 0%
Audit Committee Chair 20.0 20.0 0%
Remuneration Committee Chair 20.0 20.0 0%
Responsible Business Committee Chair 20.0 20.0 0%
Audit Committee member 10.0 n/a n/a
Remuneration Committee member 10.0 n/a n/a
Responsible Business Committee member 10.0 n/a n/a
1. Part of the Chair’s fee relates to a contribution to the cost of his assistant per annum. He additionally receives private medical insurance for
himself and his family.
The Board reviewed the non-executive director fees in 2021/22 and agreed effective 1 February 2022, a fee will be
introduced for the membership of each of the Audit Committee, Remuneration Committee, and Responsible Business
Committee of £10,000 per annum. This reflects the significant time commitment required from the members of each
of these committees and takes into account that the core NED base fee is set very moderately vs. market norms. No
other changes to non-executive director fees will be made in 2022/23.
Separately, in respect of the Company Chair’s fee, the Committee has agreed to award a 3% increase in 2022 to the
total current combined fee of £495,000 (comprising a core £450,000 fee plus a £45,000 contribution towards the
costs of an assistant). This increases the total combined fee to £509,850 and reflects that the Chair has not received
a fee increase since his appointment in 2017. This increase is in line with the salary increase awarded to the wider UK
workforce population.
Service contracts/letters of appointment
Date of service contract/letter
of appointment
Expiry of
current term
Length of service at
31 January 2022
Andrew Cosslett 1 April 17 31 March 23 4 years
Claudia Arney 1 November 18 31 October 24 3 years
Bernard Bot 21 October 19 12 months rolling 2 years
Catherine Bradley 2 November 20 1 November 23 1 year
Jeff Carr 1 June 18 31 May 24 3 years
Thierry Garnier 25 September 19 12 months rolling 2 years
Sophie Gasperment 1 December 18 30 November 24 3 years
Rakhi Goss-Custard 1 February 16 31 January 25 6 years
Copies of the executive directors’ service contracts and the non-executive directors’ letters of appointment are
held at the company’s registered office address and are available to shareholders for inspection on request.
Requestsshould be sent by email to shareholderenquiries@kingfisher.com.
Claudia Arney
Chair of the Remuneration Committee
21 March 2022
Directors’ remuneration report continued
104 Kingfisher 2021/22 Annual Report and Accounts
Directors’ report
This report sets out the information the company and the
Group are required to disclose in the Directors’ report in
compliance with the Companies Act 2006 (the Act), the
Financial Conduct Authority’s Listing Rules (Listing Rules),
the Disclosure Guidance and Transparency Rules (DTRs),
and the UK Corporate Governance Code 2018 (the
Code). This report should be read in conjunction with the
Strategic report on pages 1 to 54 and the Corporate
Governance report on pages 55 to 104. Together, the
Strategic report, this Directors’ report, and other sections
of the Corporate Governance report incorporated by
reference, when taken as a whole, form the Management
Report as required under Rule 4.1.5R of the DTRs.
The table below sets out the location of applicable
disclosures incorporated into the Directors’ report, by
reference. The majority of the disclosures required under
Listing Rule 9.8.4 R are not applicable to the Group. The
table below includes the location of the disclosures for
those requirements that do apply:
Disclosure page
Allotment of equity securities (LR9.8.4 R) 107
Annual General Meeting (AGM) 188
Corporate Governance report, including
reports from Board committees 55-104
Directors’ interests 89-103
Directors’ statement of responsibility 108
Diversity and inclusion 21-22
Employee share schemes
166-167 note
31
Equal opportunities 22
Financial instruments and financial
riskmanagement
154-158 note
25
Financial review (LR9.8.4 R) 34-41
Future developments 43
Going concern and viability statement 49-50
Governance and risk management for
climate change 24-28
Interest capitalised by the Group (LR9.8.4 R) 137 note 6
Important events since the end of the
financial year 171 note 39
Key performance indicators 1
People and development 21-22
Risk management and internal control 42-48
Statement on engagement with employees 54, 60, 63
Statement on engagement with
externalstakeholders 54, 62-67
Streamlined Energy and Carbon Reporting 24-28
Waiver of dividends 106
Articles of Association (Articles)
The Articles of the company may only be amended by
special resolution at a meeting of the shareholders.
TheArticles are available on the company’s website.
Branches
The Kingfisher Group, through various subsidiaries, has
established branches in a number of countries in which
the business operates.
Directors
The Board and their biographical details are set out on
pages 55 to 56. Directors are appointed in accordance
with the Articles, the Act, and the Code. During the year,
the following changes were made to the Board:
Tony Buffin Non-executive director
(Resigned 1 October 2021)
Directors’ indemnity arrangements
The directors who served on the Board during the year
have been granted a qualifying third-party indemnity,
under the Act, which remains in force. The Group also
maintains Directors’ and Officers’ liability insurance in
respect of its directors and officers, and the directors of
the Group’s subsidiary companies. Neither the company’s
indemnity nor insurance provide cover in the event that
an indemnified individual is proved to have acted
fraudulently or dishonestly.
Directors’ powers
Subject to provisions of the Act, the Articles, and to any
directions given by special resolution, the business of the
company shall be managed by the Board, which may
exercise all the powers of the company.
Borrowing powers
The directors may exercise all the powers of the
company to borrow money.
Issue of ordinary shares
The directors were authorised by shareholders at the
2021 AGM to allot shares, as permitted by the company’s
Articles. During the year, 2,543,705 shares were issued
under the terms of the ShareSave Plan at prices between
159.0 and 306.0p per share.
This resolution was in line with guidance issued by the
Investment Association and remains in force until the
conclusion of the 2022 AGM, or if earlier, until close of
business on 30 September 2022. The company will seek
to renew this standard authority at the 2022 AGM.
Purchase of own shares
Shareholders further approved a resolution at the 2021
AGM for the company to make purchases of its own
shares up to a maximum of 10% of its issued share capital.
In line with Kingfisher’s capital allocation policy, the Board
was pleased to announce the return of £300m of surplus
capital to shareholders via a share buyback programme in
September 2021. This decision was reflective of strong
cash generation and the Board’s confidence in the
outlook for the 2021/22 financial year. This form of return
of capital was selected to increase shareholder returns
and net asset value per share, while supporting an
efficient balance sheet.
105Kingfisher 2021/22 Annual Report and Accounts
Following commencement of the buyback programme,
the company purchased 46,945,888 ordinary shares of
15
5/7
pence per share at an average price of £3.33 per
share, for a total consideration of £157m. This represents
2.3% of the company’s issued share capital for the year
ended 31 January 2022.
Between 31 January and 18 March 2022, being the latest
practicable date for inclusion in this report, 22,265,979
ordinary shares of 15
5/7
pence per share have been
purchased, bringing the total shares purchased at
18March 2022 to 69,211,867, at an average price of £3.25
per share, and for a total consideration of £225m. The
total shares purchased to 18 March 2022 represents 3.3%
of the company’s issued share capital. It is expected that
the share buyback programme will be completed by
May2022.
All shares purchased under this authority have been
cancelled. This resolution is in line with guidance issued
by the Investment Association and remains in force until
the conclusion of the 2022 AGM, or if earlier, until close
of business on 22 September 2022. The company will
seek to renew this standard authority at the 2022 AGM.
Conflicts of interest
The company has robust procedures in place to identify,
authorise and manage potential or actual conflicts of
interest, and these procedures have operated effectively
during the year. Where potential conflicts arise, they are
reviewed, and if appropriate, approved by the Board.
Processes for managing such conflicts are put in place to
ensure no conflicted director is involved in any decision
related to his or her conflict. Directors’ other key
appointments are set out in the directors’ biographies on
pages 55 and 56.
Dividends
The interim dividend of 3.80 pence per ordinary share was
paid on 12 November 2021. The Board is recommending a
final dividend of 8.60p per ordinary share, making a total
ordinary dividend for the year of 12.40p per ordinary share.
Subject to the approval of shareholders at the 2022 AGM,
the final dividend will be paid on 27 June 2022 to
shareholders on the register at 20 May 2022.
The Kingfisher Employee Benefit Trust, Wealth Nominees
Limited (the Trust), waived the following dividends payable
by the company in respect of the ordinary shares it held.
The Trustee has agreed to waive its rights to all dividends
payable on the ordinary shares held in the Trust:
Dividend
Number of
shares waived
(% of holding)
Total value
of dividends
waived
Interim and Final 2020/21
(paid July 2021)
4,504,226
100% £371,598.64
Interim 2021/22
(paid November 2021)
11,976,684
100% £455,113.99
Total for year to 31 January 2022 £826,712.63
Major shareholdings
As at 31 January 2022 and the date of this report, the
company had been notified under Rule 5 of the DTRs of
the following interests in voting rights in its shares.
Theinformation below was calculated at the date on
which the relevant disclosures were made in accordance
with the DTRs, however, the number of shares held by
each may have changed since the company was notified.
Number
of ordinary
shares held
% of total
voting rights
BlackRock, Inc.
1,
135,395,563 6.42
Mondrian Investment Partners
Limited 112,274,595 5.00
Templeton Global Advisors 104,803,951 4.97
Silchester International Investors 102,921,937 5.014
Norges Bank 86,423,754 4.207
Jupiter Fund Management Plc Below 5% Below 5%
1. Part of the shares held by BlackRock, Inc. are in the form of
American Depositary Receipts (ADRs).
Political donations
The company made no political donations during the year
(2020/21: £nil) and does not intend to make any political
donations in the future.
As is our policy and practice, the company will continue
to seek shareholder approval annually to enable us to
make donations or incur expenditure in relation to EU
political parties, other political organisations, or
independent election candidates. This is on a
precautionary basis to avoid any unintentional breach of
the relevant provisions set out in the Act.
Research and development
The company undertakes research and development
activities in order to develop its digital capability and
products. More information is available on pages 6 to 17
of the Strategic report.
Directors’ report continued
106 Kingfisher 2021/22 Annual Report and Accounts
Share capital
The share capital of the company comprises ordinary
shares of 15
5/7
p per share. All of the company’s issued
shares are fully paid up and each share carries the right
to one vote at general meetings of the company. The
authorised and issued share capital of the company,
together with movements in the company’s issued share
capital during the year, are shown in note 29 to the
financial statements on page 164. The Articles contain
provisions governing the ownership and transfer
ofshares.
The holders of ordinary shares are entitled to receive the
company’s Annual Report and Accounts, to attend and ask
questions at general meetings, to appoint proxies and to
exercise voting rights. There are no restrictions on the
transfer of ordinary shares or on the exercise of voting
rights attached to them, except (i) where the company has
exercised its right to suspend voting rights or to prohibit
their transfer following the omission of their holder or any
person interested in them to provide the company with
information requested by it in accordance with Part 22 of
the Act, or (ii) where their holder is precluded from
transferring or otherwise dealing with the shares or
exercising voting rights by the Listing Rules, the City Code
on Takeovers and Mergers, or applicable Government
sanctions. No person has any special rights of control over
the company’s share capital and all issued shares are
fullypaid.
The company has a Sponsored Level 1 American
Depositary Receipt programme in the United States.
Significant agreements – change of control
Save as set out below, there are no agreements that take
effect, alter or terminate upon a change of control of the
company following a takeover bid and which are
significant in terms of their potential impact on the
business of Kingfisher as a whole, save for a £550m
credit facility dated 28 May 2021 between, amongst
others, the company and National Westminster Bank plc
(as the facility agent) (the £550m RCF).
The £550m RCF provides that, subject to certain
exceptions, in the event of a change of control of the
company, a lender will not be obliged to fund a utilisation
request and may notify the agent that they wish to cancel
their commitment resulting in the commitment of that
lender being cancelled and all outstanding loans, together
with accrued interest, becoming immediately due and
payable to that lender.
There are no agreements in place with any director or
officer that would provide compensation for loss of
office or employment resulting from a takeover, except
that provisions of the company’s share incentive
schemes may cause options and awards granted under
such schemes to vest on a takeover.
Disclosure of information to auditor
Each person who is a director at the date of approval of
this report confirms that:
— So far as he or she is aware, there is no relevant audit
information (as defined by section 418 of the Act) of
which the company’s auditor is unaware; and
— Each director has taken all the steps that he or she
ought to have taken as a director in order to make
himself or herself aware of any relevant audit
information and to establish that the company’s auditor
is aware of that information.
Directors’ report approval
The Directors’ report was approved by a duly authorised
committee of the Board of Directors on 21March 2022
and signed on its behalf by
Chloe Barry
Company Secretary
21 March 2022
107Kingfisher 2021/22 Annual Report and Accounts
Statement of Directors’
Responsibility
Responsibility for preparing the
financial statements
The directors are responsible for preparing the Annual
Report and the financial statements in accordance with
applicable law and regulations.
United Kingdom company law requires the directors to
prepare financial statements for each financial year.
Under that law, the directors are required to prepare
the Group financial statements in accordance with
international accounting standards in conformity with
the requirements of the Companies Act 2006 (the ‘Act’)
and have elected to prepare the parent company
financial statements in accordance with United Kingdom
Generally Accepted Accounting Practice (United
Kingdom Accounting Standards and applicable law)
including FRS 101 ‘Reduced Disclosure Framework’. 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 company and of
the profit or loss of the company for that period.
In preparing the parent company 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 Financial Reporting Standard 101
‘Reduced Disclosure Framework’ has been followed,
subject to any material departures disclosed and
explained in the financial statements.
— Prepare the financial statements on the going concern
basis unless it is inappropriate to presume that the
company will continue in business.
In preparing the Group financial statements in
accordance with IAS 1, ‘Presentation of financial
statements’, the directors are required to:
— Select suitable accounting policies and then apply
them consistently.
— Present information, including accounting policies, in a
manner that provides relevant, reliable, comparable
and understandable information.
— Provide additional disclosures when compliance with
the specific requirements in IFRS is insufficient to
enable users to understand the impact of particular
transactions, other events and conditions on the
entity’s financial performance.
— Make an assessment of the company’s ability to
continue as a going concern.
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 enable them to ensure that the financial
statements comply with the Act. Theyare responsible for
safeguarding the assets of the company and 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 corporate and financial information
included on the company’s website. Legislation,
regulation and practice in the United Kingdom governing
the preparation and dissemination of financial statements
may differ from legislation, regulation and practice in
other jurisdictions.
Responsibility statement
The directors confirm that to the best of their knowledge:
— The financial statements, prepared in accordance with
the relevant financial reporting framework, give a true
and fair view of the assets, liabilities, financial position
and profit or loss of the parent company and the
undertakings included in the consolidation taken as
awhole.
— The Strategic report includes a fair review of the
development and performance of the business and the
position of the company and the undertakings included
in the consolidation taken as a whole, together with a
description of the principal risks and uncertainties
theyface.
— The Annual Report and financial statements, taken as a
whole, are fair, balanced, and understandable and
provide the information necessary for shareholders to
assess the company’s position, performance, business
model and strategy.
Statement of Directors’ Responsibility approval
The Statement of Directors’ Responsibility was approved
by a duly authorised committee of the Board of Directors
on 21 March 2022 and signed on its behalfby
Chloe Barry
Company Secretary
21 March 2022
108 Kingfisher 2021/22 Annual Report and Accounts
Report on the audit of the financial statements
1. Opinion
In our opinion:
— the financial statements of Kingfisher plc (the ‘parent company’)
and its subsidiaries (the ‘group’) give a true and fair view of the
state of the group’s and of the parent company’s affairs as at
31 January 2022 and of the group’s profit for the year then ended;
— the group financial statements have been properly prepared
in accordance with United Kingdom adopted international
accounting standards and International Financial Reporting
Standards (IFRSs) as issued by the International Accounting
Standards Board (IASB);
— the parent company financial statements have been properly
prepared in accordance with United Kingdom adopted
international accounting standards and as applied in accordance
with the provisions of the Companies Act 2006; and
— the financial statements have been prepared in accordance
with the requirements of the Companies Act 2006.
We have audited the financial statements which comprise:
— the consolidated income statement;
— the consolidated statement of comprehensive income;
— the consolidated and parent company balance sheets;
— the consolidated and parent company statements of changes
in equity;
— the consolidated cash flow statement; and
— the related notes 1 to 39 to the group financial statements
and notes 1 to 16 to the parent company financial statements.
The financial reporting framework that has been applied in the
preparation of the group financial statements is applicable law,
United Kingdom adopted international accounting standards and
IFRSs as issued by the IASB. The financial reporting framework
that has been applied in the preparation of the parent company
financial statements is applicable law and United Kingdom
adopted international accounting standards and as applied in
accordance with the provisions of the Companies Act 2006.
Independent auditor’s report
to the members of Kingfisher plc
2. Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable law.
Our responsibilities under those standards are further
described in the auditor’s responsibilities for the audit
of the financial statements section of our report.
We are independent of the group and the parent company in
accordance with the ethical requirements that are relevant to our
audit of the financial statements in the UK, including the Financial
Reporting Council’s (the ‘FRC’s’) Ethical Standard as applied
to listed public interest entities, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
The non-audit services provided to the group and parent
company for the year are disclosed in note 8 to the financial
statements. We confirm that we have not provided any non-audit
services prohibited by the FRC’s Ethical Standard to the group
or the parent company.
We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our opinion.
3. Summary of our audit approach
Key audit
matters
The key audit matters that we identified in the current
year are set out below and are consistent with the
prior year.
— impairment of store based assets: B&Q UK and
France (charges and reversals);
— taxation matters: transfer pricing;
— classification and presentation of adjusting items;
and
— inventory valuation
Materiality The materiality that we used for the group financial
statements was £47 million, which was determined
on the basis of 5% of adjusted profit before tax.
Scoping We focused our group audit scope on all significant
trading entities and the group’s head office and
support functions. These accounted for 94% of the
group’s revenue, 85% of the group’s profit before tax
and 98% of the group’s net assets.
Significant
changes
in our
approach
In the prior year we capped materiality at £27 million,
which represented 3.4% of profit before tax and
adjusting items. This was due to the uncertainty in the
current macro-economic climate. However, given the
group’s sustained improvement in results, we have
determined materiality in the current year on a basis
that is consistent with FY 2019/20.
No other significant changes in approach noted
in the current year.
109
Kingfisher 2021/22 Annual Report and Accounts
4. Conclusions relating to going concern
In auditing the financial statements, we have concluded that the
directors’ use of the going concern basis of accounting in the
preparation of the financial statements is appropriate.
Our evaluation of the directors’ assessment of the group’s and
parent company’s ability to continue to adopt the going concern
basis of accounting included:
— understanding the relevant controls relating to the assessment
of the appropriateness of the going concern assumptions;
— analysing the current financing facilities including the nature of the
facilities, maturity of the revolving credit facilities and covenants;
— considering the linkage of management’s forecasts to business
model and medium-term risks in particular the risk of disruption
to trading due to lockdown restrictions;
— challenging the appropriateness of the assumptions used in the
forecasts in the context of applicable financial reporting
framework, whether the changes from prior periods are
appropriate and whether the assumptions are consistent with
those used in other areas of the group’s business activities
(including the related risks associated with the wider macro-
economic environment and those related to climate change);
— assessing the level of headroom in the forecasts and testing
committed facilities for covenant compliance over the going
concern period;
— performing sensitivity analysis on management’s model
including the remote scenario as explained on page 50
of the viability statement;
— evaluating the integrity of the model used to prepare the
forecasts, which includes testing of clerical accuracy of those
forecasts and our assessment of the historical accuracy of
forecasts prepared by management; and
— assessed whether the disclosures in relation to going concern
are appropriate.
Based on the work we have performed, we have not identified
any material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on the group’s
and parent company’s ability to continue as a going concern for a
period of at least twelve months from when the financial statements
are authorised for issue.
In relation to the reporting on how the group has applied the UK
Corporate Governance Code, we have nothing material to add
or draw attention to in relation to the directors’ statement in the
financial statements about whether the directors considered it
appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors with
respect to going concern are described in the relevant sections
of this report.
Independent auditor’s report to the members of Kingfisher plc continued
110 Kingfisher 2021/22 Annual Report and Accounts
5. Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant assessed risks of material misstatement (whether or not due
to fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation
of resources in the audit; and directing the efforts of the engagement team.
These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters.
5.1. Impairment of store based assets: B&Q UK and France (charges and reversals)
Key audit
matter
description
As at 31 January 2022, property, plant and equipment totalled £3,078 mllion (31 January 2021: £3,075 million) and property and
equipment right-of-use assets totalled £1,885 million (31 January 2021: £1,845 million), as disclosed in notes 15 and 17 to the
financial statements.
Net store asset impairment reversals totalling £33 million (2020/21: net impairment reversal of £42 million (£66 million are
impairment reversal and £24 million are impairment charges)), of which £62 million are impairment reversals and £29 million are
impairment charges , are disclosed in note 15 and note 17. These have been recognised as an adjusting item due to revised
future store performance projections, reflecting continued strong trading and benefits arising from the group’s ‘Powered by
Kingfisher’ strategy as described in note 5. Of this total, a £21 million net impairment reversal (2020/21: £43 million net
impairment reversal) relates to B&Q UK and the group’s banners in France.
At each reporting date an assessment is performed as to whether there are any indicators that property, plant and
equipment, including the group’s stores, may be impaired or whether there is any indication that an impairment loss
recognised in a previous period either no longer exists or a portion of the previously recognised loss should be reversed.
Should such indicators exist, the assets’ recoverable amounts are subsequently estimated.
Impairment of store-based assets is primarily evaluated with reference to the value in use of stores, which is calculated as
the net present value of future cash flows. The group also uses vacant possession valuations to approximate fair value less
costs to sell when considering the recoverable amount of freehold and certain long leasehold stores.
There are several judgements in assessing value in use that are set out below and there is a risk that the net impairment
reversal recorded is not supportable based on the inputs used in the model. Cash flow forecasting, impairment modelling and
assessing property values are all inherently judgemental. We have determined that there is potential fraud risk associated
with the cash flow forecast assumptions used in the impairment model.
The key assumptions applied by management in their store impairment reviews are:
— determining the cash-generating units (CGUs) that show indicators of impairment. A CGU is determined to be an
individual store;
— forecast short term cash flows, which include contribution growth, store costs, including staff payroll and general
operating costs;
— country-specific discount rates and long-term growth rates;
— identifying and allocating a proportion of central overheads to stores; and
— determining the vacant possession value of freehold properties throughout the group.
How the
scope of our
audit
responded to
the key audit
matter
Our audit focused on whether store-based asset impairment reversals in B&Q UK and the group’s banners in France have
been appropriately assessed in accordance with the requirements of IAS 36,
‘Impairment of Assets’
. In doing so we carried
out the following procedures with respect to those CGUs:
— obtained an understanding of the relevant controls in respect of the impairment reviews across the group and key review
controls associated with the group’s budgeting process and the impairment models;
— challenged the completeness of management’s assessment of stores with indicators of impairment or impairment
reversals with reference to historical and future performance;
— assessed the mechanical accuracy of the impairment models;
— in addressing the fraud risk associated with these balances we challenged the key inputs into the value in use computation,
namely forecast sales growth and margin by reviewing both past performance, our understanding of the Group’s strategic
initiatives, benchmarking against external information and the rationale for future assumptions. We also challenged the
level of past store performance to assess whether assumptions applied were appropriate at the store level;
— assessed management’s reconciliation of CGU-level cash flows to the board-approved three-year plan in order to test
the allocation of those cash flows;
— evaluated the discount rate and long-term growth rates applied by management against external economic data with the
involvement of internal valuation specialists;
— considered the structure of the business to evaluate the identification and allocation of central overheads into store
impairment models;
— agreed the vacant possession value of freehold property to third party valuation reports and assessed the inputs and
valuation methodology applied by involving our internal real estate specialists; and
— assessed the appropriateness of the financial statements disclosures made.
Key
observations
We are satisfied that the net impairment reversal booked and carrying value of store-based assets within B&Q UK and the
French banners are appropriate and that appropriate disclosures have been made in accordance with IFRS requirements.
111
Kingfisher 2021/22 Annual Report and Accounts
5.2. Taxation matters: transfer pricing
Key audit
matter
description
The group files tax returns in many jurisdictions and is periodically subject to tax audits in the ordinary course of its business,
including matters relating to cross-border intra-group services, brand royalties and interest. Applicable tax laws and
regulations are subject to differing interpretations and the resolution of a final tax position can take several years.
Where it is considered that future tax liabilities are more likely than not to arise, an appropriate provision is recognised in the
financial statements and is held as a tax liability on the balance sheet.
In addition, the group received a charging notice from HMRC in the prior year in relation to EU state aid for £57 million (and
subsequently for £7 million interest) as set out in note 37. The group settled the amount but appealed the notice on the
grounds that there was no state aid and subsequently recognised a corresponding debtor of £64 million as they expect the
appeal to be successful. The outcome of the case is currently unknown and therefore there is judgement as to the
recoverability of the debtor.
Our key audit matter focused on the completeness of recording transfer pricing provisions. There is judgement in determining
whether provisions should be recorded what the value of the provision should be with reference to the facts and
circumstances of the individual case and the recoverability of the EU state aid debtor.
How the
scope of our
audit
responded to
the
key audit
matter
In performing our procedures in relation to transfer pricing provisions, we carried out the following: :
— we obtained an understanding of the relevant controls, which includes management’s review and challenge of the
provisions held for taxation matters;
— in conjunction with our tax specialists, we evaluated the tax positions taken by management in the context of local tax law
and tested the accuracy and completeness of transfer pricing provisions and debtor in relation to EU state aid;
— assessed the valuation of the transfer pricing provisions;
— engaged our internal transfer pricing specialists to assist in understanding the approach taken to transfer pricing, the
transactions that flow between group entities including any changes in approach during the year; and
— in conjunction with tax specialists, reviewed the disclosures in the financial statements in relation
to taxation matters.
Key
observations
We consider the provisions recorded for transfer pricing to be acceptable in the context of the group’s overall potential tax
exposures and our materiality.
We also consider the debtor recognised with respect to EU state aid to be appropriate.
We consider the overall level of disclosure in relation to tax provisioning and the disclosure of contingent liabilities in note 37
to be appropriate.
Independent auditor’s report to the members of Kingfisher plc continued
112 Kingfisher 2021/22 Annual Report and Accounts
5.3. Classification and presentation of adjusting items
Key audit
matter
description
The presentation and consistency of costs and income presented within adjusting items is a key determinant in assessing
the quality of the group’s underlying earnings.
The group no longer uses the term “exceptional adjusting” and has revised this to “adjusting” in the year. This represents a
change in terminology and presentation only, with no impact on adjusted or statutory performance measures.
For the year ended 31 January 2022, the group incurred net adjusting gains after tax of £106 million
(2020/21: £12 million net adjusting charge) with prior year and other adjusting tax items making up £48 million (2020/21: £18
million) of the total balance as disclosed in note 5.
The presentation of certain income and costs as non-GAAP measures under IFRSs is judgemental, with IFRSs only requiring
the separate presentation of material items.
The adjusting items presented separately include items which by virtue of their size and/or nature, do not reflect the group’s
ongoing trading performance.
Management judgement is required in determining whether an item meets the group’s definition of adjusting. We therefore
identified this as a possible risk of fraud and a key audit matter as a possible risk of inappropriate manipulation if items, which
are not adjusting, are labelled as such in the financial statements.
How the
scope of
our audit
responded
to the key
audit matter
We carried out the following procedures in assessing the classification and presentation of adjusting items:
— we obtained an understanding of the relevant controls in respect of the group’s classification of adjusting items, including
a review by senior members of the finance team over the appropriateness of these items and whether they are in line with
the group’s policy;
— evaluated the appropriateness of the inclusion of items, both individually and in aggregate, within adjusting items;
— we assessed management’s application of the policy on adjusting items following the change in terminology and
presentation from ‘exceptional adjusting’ to ‘adjusting in the year;
— agreed a sample of these items to supporting documentation to validate the appropriateness and accuracy of these
items;
— assessed all items, either highlighted by management or identified through the course of our audit, which are regarded as
one-off but included within underlying earnings to evaluate that these are not material either individually, or in aggregate;
— assessed whether the disclosures within the financial statements provided sufficient detail for the reader to understand
the nature of these items; and
— for all significant adjustments recorded in calculating underlying profits, discussed the appropriateness of these items and
disclosure considerations with the Audit Committee.
Key
observations
We are satisfied that the amounts classified as adjusting items are valid and consistent in the application
of the definitions and classification of adjusting items in line with group policy. The change in terminology is presentational
and does not impact the overall adjusted measure for profit. We are satisfied that the related disclosure of these items in the
financial statements is appropriate.
5.4. Inventory valuation
Key audit
matter
description
As at 31 January 2022, net inventory, after recognising relevant provisions, is £2,749 million (2020/21: £2,488 million) as
disclosed in note 19 to the financial statements.
Assessing the valuation of inventory requires significant judgement in estimating the eventual selling price of items held, as
well as assessing which items may be slow-moving or obsolete. This is impacted in the current year as Covid has placed
strain, industrywide, on the international logistics infrastructure impacting cost and availability of shipping containers. We
have determined the key audit matter to be specifically in relation to the judgements and methodology applied in
determining the level of inventory provisioning required.
Given the judgement required in determining this provisioning which relies on forward-looking information, and that the
effects of changes in inventory provisioning could have a significant impact on gross profit and margin, we consider this risk
to be a fraud risk.
How the
scope of our
audit
responded to
the key audit
matter
Our audit focused on whether the valuation of year-end inventory was in accordance with IAS 2 ‘Inventories’. This included
challenging the judgements taken regarding the recording of obsolescence and net realisable value of provisions.
We obtained assurance over the appropriateness of management’s assumptions applied in calculating
the value of inventory provisions by performing the following:
— obtained an understanding of the relevant controls, which includes a review of the inventory provision recorded at a
banner level by members of the finance team and tested these controls in certain locations;
— assessed the group’s inventory provisioning policy, with specific consideration of its ongoing appropriateness in light of
changes in the business, with specific consideration given to the risk profile of inventory and expected clearance activity;
— tested the existence and condition of inventory by attending a sample of inventory counts physically and remotely
throughout the year across all in scope components;
— checked the value of a sample of inventory to test that it is held at the lower of cost and selling price, through comparison
to vendor invoices and current sales prices; and
— to address the fraud risk we re-calculated provisions recorded to verify that they are in line with group
policy and IAS 2. This was done in conjunction with our IT specialists for some components where a manual re-calculation
was not possible.
Key
observations
The results of our audit work were satisfactory and we concur that the level of inventory provisions is appropriate.
113
Kingfisher 2021/22 Annual Report and Accounts
6. Our application of materiality
6.1. Materiality
We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic
decisions of a reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope
of our audit work and in evaluating the results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Group financial statements Parent company financial statements
Materiality £47 million (2020/21: £27 million) £42.3 million (2020/21: £25 million)
Basis for determining
materiality
5% of adjusted profit before tax. Adjusted items are
defined in note 5. In the prior year, materiality was
capped at £27 million, which represented 3.4% of
adjusted profit before tax.
0.7% of net assets, which is capped at 90%
(2020/21: 95%) of group materiality.
Rationale for the
benchmark applied
We have determined materiality on a basis that
is consistent with FY 2019/20, given the group’s
sustained improvement in results, which represents
a change from the prior year.
Adjusted profit before tax was selected as the basis
of materiality because this is the primary measure
by which stakeholders and market assess the
performance of the group.
In coming to this judgement we also considered
further benchmarks including revenue and net assets
as alternative benchmarks.
We excluded adjusted items when determining the
basis for materiality because the items, primarily
relating to impairment reversals of assets, do not
form part of the underlying trading performance
of the group.
The company is non-trading and contains the
investments in all of the trading components
of the group.
Adjusted PBT
£949 million
Adjusted PBT
Group materiality
Group materiality £47 million
Component materiality range
£14 million to £42 million
Audit Committee reporting
threshold £2 million
Independent auditor’s report to the members of Kingfisher plc continued
114 Kingfisher 2021/22 Annual Report and Accounts
6.2. Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate,
uncorrected and undetected misstatements exceed the materiality for the financial statements as a whole.
Group financial statements Parent company financial statements
Performance
materiality
£32,900,000 which represents 70%
(2020/21: 70%) of group materiality
£29,600,000 which represents 70%
(2020/21: 70%) of parent company materiality
Basis and rationale
for determining
performance materiality
In determining performance materiality for both group and the parent company, we considered
the following factors:
— our risk assessment, including our assessment of the group’s overall control environment;
and
— the nature, volume and size of misstatements (corrected and uncorrected) in the previous
audit, which has indicated a low number of corrected and uncorrected misstatements
identified in prior periods.
6.3. Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of
£2.0 million (2020/21: £1.3 million), as well as differences below that threshold that, in our view, warranted reporting on
qualitative grounds. We also report to the Audit Committee on disclosure matters that we identified when assessing
the overall presentation of the financial statements.
7. An overview of the scope of our audit
7.1. Identification and scoping of components
Our approach to scoping the group audit was to understand the group and its environment, including group-wide
controls, and assess the risks of material misstatement at the group level. The group operates over 1,400 stores
(2020/21: 1,300 stores) in eight countries (2020/21: eight countries) across Europe.
We focused our group audit scope primarily on all significant trading entities as well as central sourcing, support and
head office entities. In the prior year full scope audit procedures were performed over the following components:
B&Q UK, Screwfix UK, Castorama France, Brico Dépôt France, Castorama Poland, and the parent company.
We have reviewed our audit scope in the current year with due consideration of the risk profile, control environment,
the changes in the group structure and how much coverage we will obtain. As such we concluded that full scope audit
procedures would continue to be performed for B&Q UK, Screwfix UK, Castorama France, Brico Dépôt France,
Castorama Poland and the parent company. KITS UK and B&Q Properties were subject to specified audit procedures
on prescribed balances associated with defined audit risks. All other entities were subject to analytical procedures at
the group level. All financial reporting is managed by local finance functions with group oversight from the head office
in London.
In scope entities include both full scope entities and entities subject to specified procedures. These entities account
for 94% (2020/21: 95%) of the group’s revenue, 85% (2020/21: 99%) of the group’s profit before tax and 98% (2020/21:
94%) of the group’s net assets.
In scope
Review at group level
94%
Revenue
6%
15%
In scope
Review at group level
85%
Profit before tax
In scope
Review at group level
98%
2%
Net assets
115Kingfisher 2021/22 Annual Report and Accounts
7.2. Our consideration of the control environment
7.2.1. IT environment
We identified the main finance systems (SAP, CODA, HFM)
and some in-store transaction processing systems as the
key IT systems relevant to our audit. SAP and CODA are
enterprise resource planning systems used for day-to-
day financial management at the local level. HFM is a
financial reporting system used internally to facilitate the
reporting of financial information between the local and
group finance teams. IT systems are primarily managed
from the centralised Kingfisher IT Services function and
therefore we engaged a central IT audit team to evaluate
the IT systems to support our audit.
We planned to rely on IT controls associated with
SAP and CODA across certain full scope entities.
We identified general IT controls relevant to the audit
as well as specific IT controls that supported our controls
reliance approach for certain business processes.
Across the in-scope entities, IT controls were relied
on in the trading businesses to support audit work
on the revenue, expenditure and inventory processes
as detailed in Section 7.2.2.
In order to evaluate the operating effectiveness of IT
controls, we performed walkthrough procedures to
understand whether the purpose of the control was
effectively designed to address the IT related risk and
then performed testing of the control across the audit
period, to determine whether the control had been
consistently applied.
Our procedures enabled us to place reliance on IT
controls, as planned, in the audit approach.
7.2.2. Controls reliance
We sought to adopt a controls reliance approach over
the revenue, expenditure and inventory processes
across certain components of the group.
Our ability to adopt a controls reliance approach relied
on the evaluation of testing of the relevant controls
in the above business processes throughout the year.
For components that were not subject to full scope
audit procedures, we were not able or chose not to adopt
a controls reliance approach in the business processes
above, having given due consideration to the risk and
controls profile of that component. This did not affect our
ability to conclude in these areas at either the component
or group level.
7.3. Our consideration of climate-related risks
As part of our audit we made enquiries of management
to understand the process they have adopted to assess
the potential impact of climate change on the financial
statements. Management considers that the impact of
climate change is an emerging risk over the short term as
the operational impacts are not deemed to be significant
within their three year principal outlook and plan.
Our procedures have also included the following:
— assessed management’s risk assessment associated
with climate change; and
— assessed the climate risk disclosures included
throughout the strategic report section of the annual
report to consider whether they are materially
consistent with the financial statements and our
knowledge obtained in the audit.
7.4. Working with other auditors
We worked closely with the Deloitte component auditors
to involve them in our planning procedures and also
to maintain oversight throughout the audit process.
We communicated our requirements of the component
auditors regularly throughout the year and issued referral
instructions formalising our requirements of the
component teams. We held an internal group wide team
meeting to discuss the planned audit approach and the
risks within each component.
A senior member of the group audit team maintained
regular contact with the component audit teams and
discussed significant audit matters arising from the
performance of local audit procedures. Periodic
meetings with group and component management were
held throughout the year to build on the understanding
of the significant audit matters within components
to inform our group audit approach.
The most significant components of the group are its
retail businesses in the UK, France and Poland. As such,
there was a high level of communication between these
teams to ensure an appropriate level of group audit team
involvement in the component audit work.
For each of these most significant components,
a senior member of the group audit team reviewed the
component working papers, including key planning and
reporting documents, the procedures performed to
address group significant risks and the procedures
performed to respond to other areas of focus and local
significant risks, in order to satisfy ourselves that we had
obtained sufficient appropriate audit evidence in
response to the identified risks.
The Senior Statutory Auditor and other senior members
of the group audit team attended the audit close meeting
of every component subject to a full scope audit. In
performing the procedures detailed above the group
audit team reviewed, considered and challenged the key
matters relevant to our conclusion in relation to the
group audit and assessed the impact on our group audit.
Independent auditor’s report to the members of Kingfisher plc continued
116 Kingfisher 2021/22 Annual Report and Accounts
8. Other information
The other information comprises the information included
in the annual report being the strategic reports on pages 1
to 54 and the governance reports on pages 55 to 108,
other than the financial statements and our auditor’s report
thereon. The directors are responsible for the other
information contained within the annual report.
Our opinion on the financial statements does not cover
the other information and, except to the extent otherwise
explicitly stated in our report, we do not express any
form of assurance conclusion thereon.
Our responsibility is to read the other information and,
in doing so, consider whether the other information is
materially inconsistent with the financial statements or
our knowledge obtained in the course of the audit, or
otherwise appears to be materially misstated.
If we identify such material inconsistencies or apparent
material misstatements, we are required to determine
whether this gives rise to a material misstatement in the
financial statements themselves. If, based on the work we
have performed, we conclude that there is a material
misstatement of this other information, we are required
to report that fact.
We have nothing to report in this regard.
9. Responsibilities of directors
As explained more fully in the directors’ responsibilities
statement, the directors are responsible for the
preparation of the financial statements and for being
satisfied that they give a true and fair view, and for such
internal control as the directors determine is necessary
to enable the preparation of financial statements that
are free from material misstatement, whether due to
fraud or error.
In preparing the financial statements, the directors are
responsible for assessing the group’s and the parent
company’s ability to continue as a going concern,
disclosing as applicable, matters related to going concern
and using the going concern basis of accounting unless
the directors either intend to liquidate the group or the
parent company or to cease operations, or have no
realistic alternative but to do so.
10. Auditor’s responsibilities for the audit
of the financial statements
Our objectives are to obtain reasonable assurance about
whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error,
and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is
not a guarantee that an audit conducted in accordance
with ISAs (UK) will always detect a material misstatement
when it exists. Misstatements can arise from fraud
or error and are considered material if, individually
or in the aggregate, they could reasonably be expected
to influence the economic decisions of users taken on
the basis of these financial statements.
A further description of our responsibilities for the audit
of the financial statements is located on the FRC’s
website at: www.frc.org.uk/auditorsresponsibilities.
This description forms part of our auditor’s report.
11. Extent to which the audit was considered
capable of detecting irregularities,
including fraud
Irregularities, including fraud, are instances of non-
compliance with laws and regulations. We design
procedures in line with our responsibilities, outlined
above, to detect material misstatements in respect
of irregularities, including fraud. The extent to which
our procedures are capable of detecting irregularities,
including fraud is detailed below.
11.1. Identifying and assessing potential risks related
to irregularities
In identifying and assessing risks of material misstatement
in respect of irregularities, including fraud and non-
compliance with laws and regulations, we considered
the following:
— the nature of the industry and sector, control
environment and business performance including
the design of the group’s remuneration policies,
key drivers for directors’ remuneration, bonus levels
and performance targets;
— results of our enquiries of management, internal audit
and the audit committee about their own identification
and assessment of the risks of irregularities;
— any matters we identified having obtained and
reviewed the group’s documentation of their policies
and procedures relating to:
— identifying, evaluating and complying with laws
and regulations and whether they were aware
of any instances of non-compliance;
— detecting and responding to the risks of fraud
and whether they have knowledge of any actual,
suspected or alleged fraud; and
— the internal controls established to mitigate risks of
fraud or non-compliance with laws and regulations;
— the matters discussed among the audit engagement
team including significant component audit teams and
relevant internal specialists, including tax, valuations,
financial instruments, pensions and IT regarding how
and where fraud might occur in the financial statements
and any potential indicators of fraud.
As a result of these procedures, we considered the
opportunities and incentives that may exist within the
organisation for fraud and identified the greatest potential
for fraud in the following areas: impairment of store based
assets: B&Q UK and France (charges and reversals),
classification and presentation of adjusting items and
inventory valuation. In common with all audits under ISAs
(UK), we are also required to perform specific procedures
to respond to the risk of management override.
We also obtained an understanding of the legal and
regulatory frameworks that the group operates in,
focusing on provisions of those laws and regulations
that had a direct effect on the determination of material
amounts and disclosures in the financial statements.
117Kingfisher 2021/22 Annual Report and Accounts
The key laws and regulations we considered in this
context included the UK Companies Act, Listing Rules,
pensions legislation, General Data Protection Regulation,
government grants, Energy and Carbon regulations, UK
corporate governance legislation and UK and overseas
tax legislation.
In addition, we considered provisions of other laws
and regulations that do not have a direct effect on the
financial statements but compliance with which may be
fundamental to the group’s ability to operate or to avoid
a material penalty.
11.2. Audit response to risks identified
As a result of performing the above, we identified
impairment of store based assets: B&Q UK and France
(charges and reversals), classification and presentation
of adjusting items and inventory valuation as key audit
matters related to the potential risk of fraud. The key
audit matters section of our report explains the matters
in more detail and also describes the specific procedures
we performed in response to those key audit matters.
In addition to the above, our procedures to respond to
risks identified included the following:
— reviewing the financial statement disclosures and
testing to supporting documentation to assess
compliance with provisions of relevant laws and
regulations described as having a direct effect
on the financial statements;
— enquiring of management, the audit committee and
in-house legal counsel concerning actual and potential
litigation and claims;
— performing analytical procedures to identify any
unusual or unexpected relationships that may indicate
risks of material misstatement due to fraud;
— reading minutes of meetings of those charged with
governance, reviewing internal audit reports and
reviewing correspondence with HMRC and other
tax authorities; and
— in addressing the risk of fraud through management
override of controls, testing the appropriateness
of journal entries and other adjustments; assessing
whether the judgements made in making accounting
estimates are indicative of a potential bias; and
evaluating the business rationale of any significant
transactions that are unusual or outside the normal
course of business.
We also communicated relevant identified laws and
regulations and potential fraud risks to all engagement
team members including internal specialists and
significant component audit teams, and remained alert to
any indications of fraud or non-compliance with laws and
regulations throughout the audit.
Report on other legal and regulatory
requirements
12. Opinions on other matters prescribed by
the Companies Act 2006
In our opinion the part of the directors’ remuneration
report to be audited has been properly prepared in
accordance with the Companies Act 2006.
In our opinion, based on the work undertaken in the
course of the audit:
— the information given in the strategic report and the
directors’ report for the financial year for which the
financial statements are prepared is consistent with
the financial statements; and
— the strategic report and the directors’ report have
been prepared in accordance with applicable legal
requirements.
In the light of the knowledge and understanding of the
group and the parent company and their environment
obtained in the course of the audit, we have not identified
any material misstatements in the strategic report or the
directors’ report.
13. Corporate Governance Statement
The Listing Rules require us to review the directors’
statement in relation to going concern, longer-term
viability and that part of the Corporate Governance
Statement relating to the group’s compliance with the
provisions of the UK Corporate Governance Code
specified for our review.
Based on the work undertaken as part of our audit,
we have concluded that each of the following elements
of the Corporate Governance Statement is materially
consistent with the financial statements and our
knowledge obtained during the audit:
— the directors’ statement with regards to the
appropriateness of adopting the going concern basis
of accounting and any material uncertainties identified
set out on page 50;
— the directors’ explanation as to its assessment of the
group’s prospects, the period this assessment covers
and why the period is appropriate set out on pages
49-50;
— the directors’ statement on fair, balanced and
understandable set out on page 108;
— the board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks set out
on pages 42-48;
— the section of the annual report that describes the
review of effectiveness of risk management and
internal control systems set out on pages 73-74; and
— the section describing the work of the audit committee
set out on pages 71-74.
Independent auditor’s report to the members of Kingfisher plc continued
118 Kingfisher 2021/22 Annual Report and Accounts
14. Matters on which we are required to report
by exception
14.1. Adequacy of explanations received and
accounting records
Under the Companies Act 2006 we are required to
report to you if, in our opinion:
— we have not received all the information and
explanations we require for our audit; or
— adequate accounting records have not been kept
by the parent company, or returns adequate for
our audit have not been received from branches
not visited by us; or
— the parent company financial statements are not in
agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
14.2. Directors’ remuneration
Under the Companies Act 2006 we are also required to
report if in our opinion certain disclosures of directors’
remuneration have not been made or the part of the
directors’ remuneration report to be audited is not in
agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
15. Other matters which we are required
to address
15.1. Auditor tenure
Following the recommendation of the audit committee,
we were appointed as auditor of the group by the Board
of Director to audit the financial statements for the year
ending 31 January 2010 and subsequent financial periods.
The period of total uninterrupted engagement including
previous renewals and reappointments of the firm is 13
years, covering the period ending 31 January 2022.
15.2. Consistency of the audit report with the additional
report to the audit committee
Our audit opinion is consistent with the additional report
to the audit committee we are required to provide in
accordance with ISAs (UK).
16. Use of our report
This report is made solely to the company’s members,
as a body, in accordance with Chapter 3 of Part 16
of the Companies Act 2006. Our audit work has been
undertaken so that we might state to the company’s
members those matters we are required to state to them
in an auditor’s report and for no other purpose. To the
fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the company
and the company’s members as a body, for our audit
work, for this report, or for the opinions we have formed.
As required by the Financial Conduct Authority (FCA)
Disclosure Guidance and Transparency Rule (DTR)
4.1.14R, these financial statements form part of the
European Single Electronic Format (ESEF) prepared
Annual Financial Report to be filed on the National
Storage Mechanism of the UK FCA in accordance with
the ESEF Regulatory Technical Standard ((‘ESEF RTS’).
This auditor’s report provides no assurance over whether
the annual financial report has been prepared using the
single electronic format specified in the ESEF RTS.
Nicola Mitchell FCA (Senior statutory auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London, United Kingdom
21 March 2022
119Kingfisher 2021/22 Annual Report and Accounts
£ millions Notes
2021/22 2020/21 re-presented (note 2)
Before
adjusting
items
Adjusting
items
(note 5) Total
Before
adjusting
items
Adjusting
items
(note 5) Total
Sales 4 13,183 – 13,183 12,343 – 12,343
Cost of sales (8,248) – (8,248) (7,770) – (7,770)
Gross profit 4,935 – 4,935 4,573 – 4,573
Selling and distribution expenses (3,041) 42 (2,999) (2,843) 12 (2,831)
Administrative expenses (836) 13 (823) (809) (6) (815)
Other income 23 3 26 19 13 32
Other expenses – – – – (49) (49)
Share of post-tax results of joint ventures
and associates 18 5 – 5 6 – 6
Operating profit 4 1,086 58 1,144 946 (30) 916
Finance costs (148) – (148) (180) – (180)
Finance income 11 – 11 20 – 20
Net finance costs 6 (137) – (137) (160) – (160)
Profit before taxation 8 949 58 1,007 786 (30) 756
Income tax expense 10 (212) 48 (164) (182) 18 (164)
Profit for the year 737 106 843 604 (12) 592
Earnings per share 11
Basic 40.3p 28.1p
Diluted 39.8p 27.9p
Adjusted basic 35.2p 28.7p
Adjusted diluted 34.8p 28.5p
The proposed dividend for the year ended 31 January 2022, subject to approval by shareholders at the Annual General Meeting, is
12.40p per share, comprising an interim dividend of 3.80p in respect of the six months ended 31 July 2021 and a final dividend of 8.60p.
The Group no longer uses the term ‘exceptional adjusting items’ within its Alternative Performance Measure definitions, with the term
‘adjusting items’ now judged to be more appropriate. As a result, the previous columnar presentation in the consolidated income
statement has been revised to include all ‘adjusting items’, including prior year tax items. Refer to note 2.
Consolidated income statement
Year ended 31 January 2022
120 Kingfisher 2021/22 Annual Report and Accounts
£ millions Notes 2021/22 2020/21
Profit for the year 843 592
Remeasurements of post-employment benefits 28 21 68
Inventory cash flow hedges – fair value gains/(losses) 59 (48)
Tax on items that will not be reclassified (18) (13)
Total items that will not be reclassified subsequently to profit or loss 62 7
Currency translation differences
Group (218) 112
Joint ventures and associates (7) (2)
Transferred to income statement 35 – 49
Other cash flow hedges
Fair value gains 1 5
Gains transferred to income statement (1) (5)
Total items that may be reclassified subsequently to profit or loss (225) 159
Other comprehensive (loss)/income for the year (163) 166
Total comprehensive income for the year 680 758
Consolidated statement of
comprehensive income
Year ended 31 January 2022
121Kingfisher 2021/22 Annual Report and Accounts
Consolidated statement of changes in equity
Year ended 31 January 2022
£ millions
2021/22
Notes
Share
capital
Share
premium
Own
shares
held
Retained
earnings
Capital
redemption
reserve
Other
reserves
(note 30)
Total
equity
At 1 February 2021 332 2,228 (23) 3,630 43 361 6,571
Profit for the year – – – 843 – – 843
Other comprehensive income/(loss) for the year – – – 16 – (179) (163)
Total comprehensive income/(loss) for the year – – – 859 – (179) 680
Inventory cash flow hedges - losses transferred to
inventories – – – – – 16 16
Share-based compensation 31 – – – 27 – – 27
New shares issued under share schemes – – – 5 – – 5
Own shares issued under share schemes – – 15 (15) – – –
Purchase of own shares for cancellation 29 (7) – – (226) 7 – (226)
Purchase of own shares for ESOP trust – – (38) – – – (38)
Dividends 12 – – – (254) – – (254)
Tax on equity items – – – (1) – (2) (3)
At 31 January 2022 325 2,228 (46) 4,025 50 196 6,778
£ millions
2020/21
Notes
Share
capital
Share
premium
Own
shares
held
Retained
earnings
Capital
redemption
reserve
Other
reserves
(note 30)
Total
equity
At 1 February 2020 332 2,228 (23) 2,994 43 228 5,802
Profit for the year – – – 592 – – 592
Other comprehensive income for the year – – – 44 – 122 166
Total comprehensive income for the year – – – 636 – 122 758
Inventory cash flow hedges - losses transferred to
inventories – – – – – 13 13
Share-based compensation 31 – – – 14 – – 14
New shares issued under share schemes – – – 1 – – 1
Own shares issued under share schemes – – 14 (14) – – –
Purchase of own shares for ESOP trust – – (14) – – – (14)
Tax on equity items – – – (1) – (2) (3)
At 31 January 2021 332 2,228 (23) 3,630 43 361 6,571
122 Kingfisher 2021/22 Annual Report and Accounts
Consolidated balance sheet
At 31 January 2022
£ millions Notes 2021/22 2020/21
Non-current assets
Goodwill 13 2,424 2,427
Other intangible assets 14 330 320
Property, plant and equipment 15 3,078 3,075
Investment property 16 33 20
Right-of-use assets 17 1,885 1,845
Investments in joint ventures and associates 18 17 20
Post-employment benefits 28 540 504
Deferred tax assets 26 10 15
Other tax authority asset 37 64 57
Derivative assets 24 1 –
Other receivables 20 22 29
8,404 8,312
Current assets
Inventories 19 2,749 2,488
Trade and other receivables 20 300 290
Derivative assets 24 37 5
Current tax assets 33 20
Cash and cash equivalents 21 823 1,142
Assets held for sale 6 12
3,948 3,957
Total assets 12,352 12,269
Current liabilities
Trade and other payables 22 (2,674) (2,520)
Borrowings 23 (14) (101)
Lease liabilities 33 (347) (330)
Derivative liabilities 24 (12) (59)
Current tax liabilities (46) (70)
Other tax authority liability 37 – (57)
Provisions 27 (23) (46)
(3,116) (3,183)
Non-current liabilities
Other payables 22 (10) (11)
Borrowings 23 (2) (2)
Lease liabilities 33 (2,029) (2,091)
Derivative liabilities 24 (1) (1)
Deferred tax liabilities 26 (276) (232)
Provisions 27 (10) (33)
Post-employment benefits 28 (130) (145)
(2,458) (2,515)
Total liabilities (5,574) (5,698)
Net assets 4 6,778 6,571
Equity
Share capital 29 325 332
Share premium 2,228 2,228
Own shares held in ESOP trust (46) (23)
Retained earnings 4,025 3,630
Capital redemption reserve 50 43
Other reserves 30 196 361
Total equity 6,778 6,571
The financial statements were approved by the Board of Directors on 21 March 2022 and signed on its behalf by:
Thierry Garnier
Chief Executive Officer
Bernard Bot
Chief Financial Officer
123Kingfisher 2021/22 Annual Report and Accounts
Consolidated cash flow statement
Year ended 31 January 2022
£ millions Notes 2021/22 2020/21
Operating activities
Cash generated by operations 32 1,411 1,816
Income tax paid (169) (166)
Other tax authority payments (64) –
Net cash flows from operating activities 1,178 1,650
Investing activities
Purchase of property, plant and equipment and intangible assets 4 (397) (281)
Disposal of property, plant and equipment, investment property, assets held for sale and intangible
assets 9 48
Purchase of businesses, net of cash acquired 34 – (8)
Disposal of businesses, net of cash disposed 35 7 27
Interest received 2 4
Interest element of lease rental receipts 1 2
Principal element of lease rental receipts 3 3
Advance payments on right-of-use assets (11) (2)
Dividends received from joint ventures and associates 1 –
Net cash flows used in investing activities (385) (207)
Financing activities
Interest paid (22) (26)
Interest element of lease rental payments (135) (153)
Principal element of lease rental payments (341) (309)
Repayment of bank loans (2) (1)
Issue of fixed term debt – 1,950
Repayment of fixed term debt (95) (2,011)
Receipt on financing derivatives – 1
New shares issued under share schemes 5 1
Purchase of own shares for ESOP trust (29) (14)
Purchase of own shares for cancellation (157) –
Ordinary dividends paid to equity shareholders of the Company 12 (254) –
Net cash flows used in financing activities (1,030) (562)
Net (decrease)/increase in cash and cash equivalents and bank overdrafts (237) 881
Cash and cash equivalents and bank overdrafts at beginning of year 1,136 195
Exchange differences (90) 60
Cash and cash equivalents and bank overdrafts at end of year 33 809 1,136
124
Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements
1 General information
Kingfisher plc (‘the Company’), its subsidiaries, joint ventures and
associates (together ‘the Group’) supply home improvement
products and services through a network of retail stores and
other channels, located mainly in the United Kingdom and
continental Europe. The nature of the Group’s operations and its
principal activities are set out in the Strategic Report on pages 1
to 54.
The Company is incorporated in England and Wales, United
Kingdom, and is listed on the London Stock Exchange. The
address of its registered office is 3 Sheldon Square, Paddington,
London W2 6PX. A full list of related undertakings of the
Company and their registered offices is given in note 15 of the
Company’s separate financial statements.
These consolidated financial statements have been approved for
issue by the Board of Directors on 21 March 2022.
2 Principal accounting policies
The principal accounting policies applied in the preparation of
these consolidated financial statements are set out below. These
policies have been consistently applied to the years presented,
except for the new/amended policies set out below:
— Costs related to the configuration and customisation in cloud
computing arrangements (see h. Intangible assets, (ii)
Computer software)
— Shares purchased for cancellation (see s. Share repurchases)
a. Basis of preparation
The consolidated financial statements of the Company, its
subsidiaries, joint ventures and associates are made up to 31
January, except as disclosed in note 18 of the consolidated
financial statements and in note 5 of the Company’s separate
financial statements. The current financial year is the year ended
31 January 2022 (‘the year’ or ‘2021/22’). The comparative
financial year is the year ended 31 January 2021 (‘the prior year’
or ‘2020/21’). The consolidated income statement and related
notes represent results for continuing operations, there being no
discontinued operations in the years presented.
The consolidated financial statements have been prepared in
accordance with international accounting standards in
conformity with the requirements of the Companies Act 2006
and International Financial Reporting Standards (IFRS Standards)
as issued by the IASB.
The consolidated financial statements have been prepared under
the historical cost convention, as modified by the use of
valuations for certain financial instruments, share-based
payments and post-employment benefits. A summary of the
Group’s principal accounting policies is set out below.
The preparation of financial statements in accordance with IFRS
requires the use of certain accounting estimates and
assumptions. It also requires management to exercise its
judgement in the process of applying the Group’s accounting
policies. The areas involving critical accounting judgements and
key estimation uncertainties, which are significant to the
consolidated financial statements, are outlined in note 3.
Going concern
Based on the Group’s liquidity position and cash flow projections,
including a forward looking remote downside scenario, the
Directors have a reasonable expectation that the Company and
the Group have adequate resources to continue in operational
existence for the foreseeable future and they continue to adopt
the going concern basis of accounting in preparing the
consolidated financial statements for the year ended 31
January2022.
The Group’s business activities, together with the factors likely
to affect its future development, performance and position are
set out in the strategic report on pages 1 to 54. The financial
position of the Group, its cash flows, liquidity position and
borrowing facilities are described in the Financial Review on
pages 34 to 41. The principal risks and viability statement of the
Group are set out on pages 42 to 50. In addition, note 25 includes
the Group’s financial risk management objectives and exposures
to liquidity and other financial risks. The Directors have
considered these areas alongside the principal risks and how
they may impact going concern.
The new financial year has started positively, reflecting
continued strong demand across all our banners (Q1 2022/23
LFL sales (to 19 March 2022) are down by 8.1%, reflecting very
strong comparatives in the prior year, however the
corresponding 2-year LFL is up 16.0%). While the exceptional
demand we have seen since early May 2020 has moderated, the
Covid crisis has established longer-term trends that are clearly
supportive for our industry – including the renewed importance
of the home, more working from home, and the development of a
new generation of DIY’ers. We expect these broad trends to
endure.
As of 31 January 2022, Kingfisher had access to over £1.3bn of
liquidity comprising cash and cash equivalents (net of bank
overdrafts) of over £800m and access to undrawn Revolving
Credit Facilities (RCFs) of £550m (expiring at the end of May
2024). The ratio of net debt to EBITDA on an IFRS 16 basis was 1.0
as of 31 January 2022.
Considering whether the Group’s financial statements can be
prepared on a going concern basis, the Directors have reviewed
the Group’s business activities together with factors likely to
affect its performance, financial position and access to liquidity
(including consideration of financial covenants and credit ratings).
While trading continues to be strong, in forming their outlook on
the future financial performance, the Directors considered the
normalisation of store traffic and average spend, the risk of
higher business volatility and the potential negative impact of the
general economic environment on household and trade spend.
The Directors’ review also included a remote scenario to assess
the impact of more restrictive containment measures than those
experienced during the pandemic to date in the event of a more
severe wave of resurgence of the Covid pandemic. The remote
scenario considers the impact of a significant drop in sales over
a period of six months followed by a period of recovery lasting
two months before trading resumes to the expected forecast.
The total loss of sales in this scenario is c.£2.1bn against
budgeted sales (23% of total sales over the impacted period).
The scenario assumes the impact of lost sales is partially offset
by a limited set of mitigating actions on variable and discretionary
costs, capital expenditure and the suspension of dividend
payments. The scenario assumes the £300m share buyback
programme announced in September 2021 is completed in full.
Even under this remote scenario the group retains significant
headroom on its credit facilities with only a limited drawing on the
RCF required for a few months.
125Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
2 Principal accounting policies continued
Given current trading and expectations for the business, the
Directors believe that this scenario reflects a remote outcome
for the Group. Should the impact of the pandemic be more
prolonged or severe than currently forecast by the Directors
under this remote scenario, the Group would need to implement
additional operational or financial measures.
Changes to accounting policies as a result of new standards
issued and effective
The following new or amended accounting standards are in issue
and effective for the current reporting period:
— Interest Rate Benchmark Reform – Amendments to IFRS 9, IAS
39, IFRS 7, IFRS 4 and IFRS 16 (Phase 2 amendments)
— Covid-Related Rent Concessions beyond 30 June 2021
(Amendment to IFRS 16)
The above new or amended accounting standards did not have a
material impact on the consolidated financial statements.
Standards issued but not yet effective
At the date of the approval of these financial statements, the
following standards which have not been applied in these
financial statements were in issue, but not yet effective:
— IFRS 17 (including the June 2020 Amendments to IFRS 17) –
Insurance Contracts
— Amendments to IFRS 10 and IAS 28 – Sale or Contribution of
Assets between an Investor and its Associate or Joint Venture
— Amendments to IAS 1 – Classification of Liabilities as Current
or Non-current
— Amendments to IFRS 3 – Reference to the Conceptual
Framework
— Amendments to IAS 16 – Property, Plant and Equipment –
Proceeds before Intended Use
— Amendments to IAS 37 – Onerous Contracts – Cost of Fulfilling
a Contract
— Annual Improvement to IFRS Standards 2018-2020 Cycle –
Amendments to IFRS 1 First-time Adoption of International
Financial Reporting Standards, IFRS 9 Financial Instruments,
IFRS 16 Leases and IAS 41 Agriculture
— Amendments to IAS 1 and IFRS Practice Statement 2 –
Disclosure of Accounting Policies
— Amendments to IAS 8 – Definition of Accounting Estimates
— Amendments to IAS 12 – Deferred Tax related to Assets and
Liabilities arising from a Single Transaction
These new standards are not expected to have a material impact
on the consolidated financial statements.
Risks and uncertainties
The principal risks and uncertainties to which the Group is
exposed are set out in the Strategic Report on pages 1 to 54.
Use of non-GAAP measures
In the reporting of financial information, the Group uses certain
measures that are not required under IFRS, the generally
accepted accounting principles (‘GAAP’) under which the Group
reports. Kingfisher believes that retail profit, adjusted pre-tax
profit, adjusted effective tax rate, and adjusted earnings per
share provide additional useful information on performance and
trends to shareholders. These and other non-GAAP measures
(also known as ‘Alternative Performance Measures’), such as net
debt, are used by Kingfisher for internal performance analysis
and incentive compensation arrangements for employees. The
terms ‘retail profit’, ‘adjusting items’, ‘adjusted’, ‘adjusted effective
tax rate’, ‘net cashflow’ and ‘net debt’ are not defined terms under
IFRS and may therefore not be comparable with similarly titled
measures reported by other companies. They are not intended
to be a substitute for, or superior to, GAAP measures.
Retail profit is defined as continuing operating profit before
central costs, the Group’s share of interest and tax of joint
ventures and associates and adjusting items. Central costs
principally comprise the costs of the Group’s head office before
adjusting items.
Adjusting items, which are presented separately within their
relevant income statement category, include items which by
virtue of their size and/or nature, do not reflect the Group’s
ongoing trading performance. Adjusting items may include, but
are not limited to:
— non-trading items included in operating profit such as profits
and losses on the disposal, closure, exit or impairment of
subsidiaries, joint ventures, associates and investments which
do not form part of the Group’s ongoing trading activities;
— the costs of significant restructuring and incremental
acquisition integration costs;
— profits and losses on the disposal/exit of properties,
impairments of goodwill and significant impairments (or
impairment reversals) of other non-current assets;
— prior year tax items (including the impact of changes in tax
rates on deferred tax), significant one-off tax settlements and
provision charges/releases and the tax effects of other
adjusting items;
— financing fair value remeasurements i.e. changes in the fair
value of financing derivatives, excluding interest accruals,
offset by fair value adjustments to the carrying amount of
borrowings and other hedged items under fair value (or
non-designated) hedge relationships. Financing derivatives are
those that relate to hedged items of a financing nature.
The term ‘adjusted’ refers to the relevant measure being
reported for continuing operations excluding adjusting items.
The adjusted effective tax rate is calculated as continuing
income tax expense excluding prior year tax items (including the
impact of changes in tax rates on deferred tax), significant
one-off tax settlements and provision charges/releases and the
tax effects of other adjusting items, divided by continuing profit
before taxation excluding adjusting items. Prior year tax items
represent income statement tax relating to underlying items
originally arising in prior years, including the impact of changes in
tax rates on deferred tax. The exclusion of items relating to prior
years, and those not in the ordinary course of business, helps
provide a better indication of the Group’s ongoing rate of tax.
126 Kingfisher 2021/22 Annual Report and Accounts
Net debt comprises lease liabilities, borrowings and financing
derivatives (excluding accrued interest) less cash and cash
equivalents and short-term deposits, including such balances
classified as held for sale.
Re-presentation of income statement
The Group no longer uses the term ‘exceptional adjusting items’
within its Alternative Performance Measure definitions, with the
term ‘adjusting items’ now judged to be more appropriate given
the potential for certain items previously classified as
‘exceptional adjusting items’ to be recurring in nature. This
removes the previous distinction between ‘exceptional adjusting
items’ and other adjusting items (i.e. prior year tax items and
financing fair value remeasurements) from the Group’s
Alternative Performance Measures and simplifies the Group’s
reporting of such items. As a result, the consolidated income
statement comparatives for the year ended 31 January 2021,
which previously included separate presentation of ‘exceptional
adjusting items’, have been re-presented to include all ‘adjusting
items’ (as defined above) separately in the columnar
presentation. The effect of this change is the inclusion within the
‘Adjusting items’ column of those prior year tax items that were
not previously classified as ‘exceptional adjusting items’ (2021/22:
£59m credit, 2020/21: £21m credit). Financing fair value
remeasurements are £nil in the current and prior year. This
represents a change in terminology and presentation only, with
no impact on adjusted or statutory performance measures.
Refer to note 5.
Refer to the Financial Review for definitions of all of the Group’s
Alternative Performance Measures, including further information
on why they are used and details of where reconciliations to
statutory measures can be found where applicable.
b. Basis of consolidation
The consolidated financial statements incorporate the financial
statements of the Company, its subsidiaries, joint ventures and
associates.
(i) Subsidiaries
Subsidiaries are all entities (including structured entities) over
which the Group has control. The Group controls an entity when
the Group 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.
Subsidiaries acquired are recorded under the acquisition
methodof accounting and their results included from the date
ofacquisition.
The results of subsidiaries which have been disposed are
included up to the effective date of disposal.
The consideration transferred for the acquisition of a subsidiary
is the fair values of the assets transferred, the liabilities incurred
and the equity interests issued by the Group. The consideration
transferred includes the fair value of any asset or liability
resulting from a contingent consideration arrangement.
Acquisition-related costs are expensed as incurred. Identifiable
assets acquired and liabilities and contingent liabilities assumed in
a business combination are measured initially at their fair values
at the acquisition date. On an acquisition-by-acquisition basis,
the Group recognises any non-controlling interest in the
acquiree either at fair value or at the non-controlling interest’s
proportionate share of the acquiree’s net assets. Subsequent to
acquisition, the carrying amount of non-controlling interests is
the amount of those interests at initial recognition plus the
non-controlling interests’ share of subsequent changes in equity.
Total comprehensive income is attributed to non-controlling
interests even if this results in the non-controlling interests
having a deficit balance.
The excess of the consideration transferred, the amount of any
non-controlling interests in the acquiree and the acquisition-date
fair value of any previous equity interests in the acquiree over
the fair value of the identifiable net assets acquired is recorded
as goodwill. If this is less than the fair value of the net assets of
the subsidiary acquired in the case of a bargain purchase, the
difference is recognised directly in the income statement.
Intercompany transactions, balances and unrealised gains on
transactions between Group companies are eliminated on
consolidation. Unrealised losses are also eliminated unless the
transaction provides evidence of an impairment of the asset
transferred. Accounting policies of acquired subsidiaries have
been changed where necessary to ensure consistency with the
policies adopted by the Group.
(ii) Joint ventures and associates
Joint ventures are entities over which the Group has joint
control. Joint control is the contractually agreed sharing of
control of an arrangement, which exists only when decisions
about the relevant activities require the unanimous consent of
the parties sharing control. The equity method is used to account
for the Group’s investments in joint ventures.
Associates are entities over which the Group has the ability to
exercise significant influence but not control or joint control,
generally accompanied by a shareholding of between 20% and
50% of the voting rights. The equity method is used to account
for the Group’s investments in associates.
Under the equity method, investments are initially recognised at
cost. The Group’s share of post-acquisition profits or losses is
recognised in the income statement within operating profit, and
its share of post-acquisition movements in other comprehensive
income is recognised in other comprehensive income. The
cumulative post-acquisition movements are adjusted against the
carrying amount of the investment. When the Group’s share of
losses equals or exceeds its interest, including any other
long-term receivables, the Group does not recognise any further
losses, unless it has incurred obligations or made payments on
behalf of the joint venture or associate.
Unrealised gains on transactions between the Group and its joint
ventures and associates are eliminated to the extent of the
Group’s interest. Unrealised losses are also eliminated unless the
transaction provides evidence of an impairment of the asset
transferred. Accounting policies of joint ventures and associates
have been changed where necessary to ensure consistency with
the policies adopted by the Group.
The equity method of accounting is discontinued from the date
an investment ceases to be a joint venture or associate, that is
the date on which the Group ceases to have joint control or
significant influence over the investee or on the date it is
classified as held for sale.
127Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
2 Principal accounting policies continued
c. Foreign currencies
(i) Presentation and functional currencies
The consolidated financial statements are presented in
Sterling,which is the Group’s presentation currency. Items
included in the financial statements of each of the Group’s
entities are measured using the currency of the primary
economic environment in which the entity operates (i.e. its
functional currency).
(ii) Transactions and balances
Transactions denominated in foreign currencies are translated
into the functional currency at the exchange rates prevailing on
the date of the transaction or, for practical reasons, at average
monthly rates where exchange rates do not fluctuate
significantly.
Monetary assets and liabilities denominated in foreign currencies
are translated into Sterling at the rates of exchange at the
balance sheet date. Exchange differences on monetary items
are taken to the income statement. Exceptions to this are where
the monetary items form part of the net investment in a foreign
operation or are designated and effective net investment or
cash flow hedges. Such exchange differences are initially
deferred in equity.
(iii) Group companies
The balance sheets of overseas subsidiaries are expressed in
Sterling at the rates of exchange at the balance sheet date.
Profits and losses of overseas subsidiaries are expressed in
Sterling at average exchange rates for the period. Exchange
differences arising on the retranslation of foreign operations,
including joint ventures and associates, are recognised in a
separate component of equity.
On consolidation, exchange differences arising from the
retranslation of the net investment in foreign entities, and of
borrowings, lease liabilities and other currency instruments
designated as hedges of such investments, are taken to equity.
When a foreign operation is sold, such exchange differences
recorded since 1 February 2004 (being the date of transition to
IFRS) are recognised in the income statement as part of the gain
or loss on disposal.
Goodwill and fair value adjustments arising on the acquisition of a
foreign entity are treated as assets and liabilities of the foreign
entity and translated at the rates of exchange at the balance
sheet date. Goodwill arising prior to 1 February 2004 is
denominated in Sterling, and not subsequently retranslated.
(iv) Principal rates of exchange against Sterling
2021/22 2020/21
Average
rate
Year end
rate Average rate
Year end
rate
Euro 1.17 1.20 1.12 1.13
US Dollar 1.38 1.34 1.29 1.37
Polish Zloty 5.34 5.49 5.00 5.11
Romanian Leu 5.76 5.92 5.43 5.50
Russian Rouble n/a n/a 92.43
*
103.99
* The Group completed the sale of Castorama Russia on 30 September 2020.
The 2020/21 Russian Rouble YTD average rate relates to the period to 30
September 2020 (i.e. to the date of disposal).
d. Revenue recognition
Sales represent the supply of home improvement products and
services. Sales exclude transactions made between companies
within the Group, Value Added Tax, other sales-related taxes and
are net of returns, trade and staff discounts.
Revenue is recognised when control of the goods or services
are transferred to the customer at an amount that reflects the
consideration to which the Group expects to be entitled in
exchange for those goods or services.
Revenue from in-store product sales is recognised when the
customer takes possession of the products (i.e. on payment).
Revenue from online ‘click & collect’ product sales is recognised
on collection of the products. Where customers have a right to
return purchased goods in exchange for a refund, a liability for
returns is recognised based on historic trends and offset against
revenue in the period in which the sale was made. An asset (with
a corresponding adjustment to cost of sales) is also recognised
for goods expected to be returned from customers. Where
award credits such as vouchers or loyalty points are provided as
part of the sales transaction, the amount allocated to the credits
is deferred and recognised when the credits are redeemed and
the Group fulfils its obligations to supply the awards.
Revenue from sales of delivered products is recognised on
delivery. Supply of delivered products is judged to be one single
performance obligation.
Service sales typically comprise kitchen and bathroom
installations. Revenue from these services is recognised on
completion of the relevant installation.
Sales from delivered products and installation services
representonly a small component of the Group’s sales as the
majority relates to in-store and online ‘click & collect’ purchases
of products.
Other income includes external rental income and gains on
disposal of assets. Rental income from operating leases is
recognised on a straight-line basis over the term of the
relevantlease.
e. Rebates
Rebates received from suppliers mainly comprise volume
related rebates on the purchase of inventories. Contractual
volume related rebates are accrued as units are purchased
based on the percentage rebate applicable to forecast total
purchases over the rebate period, where it is probable the
rebates will be received and the amounts can be estimated
reliably. Discretionary rebates are not anticipated and only
recognised once earned. Rebates relating to inventories
purchased but still held at the balance sheet date are deducted
from the carrying value so that the cost of inventories is
recorded net of applicable rebates. Such rebates are credited to
the cost of sales line in the income statement when the goods
are sold.
Other rebates received, such as those related to advertising and
marketing, are credited to cost of sales in the income statement
when the relevant conditions have been fulfilled.
128 Kingfisher 2021/22 Annual Report and Accounts
f. Government grants
Government grant income is recognised in the income
statement over the periods necessary to match the benefit of
the credit with the costs for which it is intended to compensate.
The grant is only recognised when there is reasonable assurance
that the Group will comply with the conditions attaching to it and
that the grant will be received. Grant income is recorded as a
deduction to the related expense, where the expense has been
incurred in the same period as the grant income received.
g. Dividends
Interim dividends are recognised when they are paid to the
Company’s shareholders. Final dividends are recognised when
they are approved by the Company’s shareholders.
h. Intangible assets
(i) Goodwill
Goodwill represents the future economic benefits arising from
assets acquired in a business combination that are not
individually identified and separately recognised. Such benefits
include future synergies expected from the combination and
intangible assets not meeting the criteria for separate
recognition.
Goodwill is carried at cost less accumulated impairment losses.
Goodwill is not amortised and is tested annually for impairment at
country level (except for NeedHelp), representing the lowest
level at which it is monitored for internal management purposes,
by assessing the recoverable amount of each cash generating
unit or groups of cash generating units to which the goodwill
relates. The recoverable amount is assessed by reference to the
net present value of expected future pre-tax cash flows
(‘value-in-use’) or fair value less costs to sell if higher. The
pre-tax discount rates are derived from the Group’s weighted
average cost of capital, taking into account the cost of equity
and debt, to which specific market-related premium adjustments
are made for each country in which the cash generating unit
(‘CGU’) operates. When the recoverable amount of the goodwill
is less than its carrying amount, an impairment loss is recognised
immediately in the income statement which cannot subsequently
be reversed. Gains and losses on the disposal of an entity include
the carrying amount of goodwill relating to the entity sold.
(ii) Computer software
Where software is not an integral part of a related item of
computer hardware, it is classified as an intangible asset. Costs
that are directly associated with the acquisition or production of
identifiable software products controlled by the Group, which
are expected to generate economic benefits exceeding costs
beyond one year, are recognised as intangible assets. Capitalised
costs include those of software licences and development,
including costs of employees, consultants and an appropriate
portion of relevant overheads.
Costs related to the configuration and customisation in cloud
computing arrangements, where they do not give the Group
power to control the future economic benefits and to restrict
access of others to those benefits, are not capitalised as they do
not meet the definition of intangible benefits under IAS 38. Such
costs are expensed as incurred. Configuration and customisation
in cloud computing arrangements are only capitalised where a
separate asset is created and capitalisable under IAS 38.
Costs associated with identifying, sourcing, evaluating or
maintaining computer software are recognised as an expense
asincurred.
Software under development is held at cost less any provisions
for impairment, with impairment reviews being performed
annually, or when there is an indication of impairment.
Amortisation commences when the software assets are
availablefor use and is over their estimated useful lives of two
toten years.
i. Property, plant and equipment
(i) Cost
Property, plant and equipment held for use in the business are
carried at cost less accumulated depreciation and any provisions
for impairment.
Properties that were held at 1 February 2004 are carried at
deemed cost, being the fair value of land and buildings as at the
transition date to IFRS. All property acquired after 1 February
2004 is carried at cost less accumulated depreciation.
(ii) Depreciation
Depreciation is provided to reflect a straight-line reduction from
cost to estimated residual value over the estimated useful life of
the asset as follows:
— Freehold land — not depreciated
— Freehold buildings — over remaining useful life
— Leasehold improvements — over remaining period of
the lease
— Fixtures and fittings — between 4 and 20 years
— Computers and electronic
equipment
— between 3 and 5 years
— Motor cars — 4 years
— Commercial vehicles — between 3 and 10 years
(iii) Impairment
At each reporting date an assessment is performed as to
whether there are any indicators that property, plant and
equipment, including the Group’s stores, may be impaired or
whether there is any indication that an impairment loss
recognised in a previous period either no longer exists or has
decreased. Should such indicators exist, the assets’ recoverable
amounts are subsequently estimated. For store impairment
testing, each individual store is determined to be a cash
generating unit. The recoverable amount is assessed by
reference to the net present value of expected future pre-tax
cash flows (‘value-in-use’) of the relevant cash generating unit or
fair value less costs to sell if higher. A vacant possession
valuation basis is used to approximate the fair value less costs to
sell. The pre-tax discount rates are derived from the Group’s
weighted average cost of capital, taking into account the cost of
equity and debt, to which specific market-related premium
adjustments are made for each country. Long-term growth rates
are derived from both external long-term inflation forecasts for
the territories in which the businesses operate and internal
long-term sales projections. Any impairment or impairment
reversal is charged or credited to the income statement in the
period in which it occurs.
129Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
2 Principal accounting policies continued
(iv) Disposal
The gain or loss arising on the disposal or retirement of an asset
is determined as the difference between the sales proceeds and
the carrying amount of the asset and is recognised in the income
statement. Sales of land and buildings are accounted for when
there is an unconditional exchange of contracts.
(v) Subsequent costs
Subsequent costs are included in the related asset’s carrying
amount or recognised as a separate asset, as appropriate, only
when it is probable that future economic benefits associated
with the item will flow to the Group and the cost of the item can
be measured reliably.
All other repairs and maintenance are charged to the income
statement in the period in which they are incurred.
j. Leased assets
The Group assesses whether a contract is or contains a lease at
inception of the contract. Typically, lease contracts relate to
properties such as stores and distribution centres, and
equipment leases such as mechanical handling equipment and
vehicles. The Group recognises a right-of-use asset and a
corresponding lease liability with respect to all lease
arrangements in which it is the lessee, except for short-term
leases (defined as leases with a lease term of 12 months or less)
and leases of low value assets.
The liability is initially measured as the present value of the
leasepayments not yet paid at the commencement date,
discounted at an appropriate discount rate. Where the implicit
rate in the lease is not readily determinable, an incremental
borrowing rate is calculated and applied. The calculation
methodology is based upon applying a financing spread to a
risk-free rate, with the resulting rate including the effect of the
creditworthiness of the operating company in which the lease is
contracted, as well as the underlying term, currency and start
date of the lease agreement.
Lease payments used in the measurement of the lease liability
principally comprise fixed lease payments (subject to indexation/
rent reviews) less any incentives. The lease liability is
subsequently measured using an effective interest method
whereby the carrying amount of the lease liability is measured on
an amortised cost basis, and the interest expense is allocated
over the lease term. The lease term comprises the non-
cancellable lease term, in addition to optional periods when the
Group is reasonably certain to exercise an option to extend (or
not to terminate) a lease.
The Group remeasures the lease liability and makes a
corresponding adjustment to the related right-of-use asset
whenever an event occurs that changes the term or payment
profile of a lease, such as the renewal of an existing lease, the
exercise of lease term options, market rent reviews and
indexation. A lease liability which is denominated in a currency
that is not the functional currency of the relevant Group entity
(e.g. a Euro-denominated lease in Castorama Poland) is
translated into that entity’s functional currency with foreign
exchange gains and losses recorded in the income statement,
unless the lease liability is able to be designated as a net
investment hedge with foreign exchange gains and losses
recorded in other comprehensive income.
The right-of-use assets are initially measured at the
amountequal to the lease liability, adjusted by any upfront
leasepayments or incentives and any initial direct costs
incurred.Subsequently, the assets are measured at cost less
accumulated depreciation and impairment losses. Right-of-use
assets are depreciated on a straight-line basis over the
remaining lease term.
Lessor accounting
Leases for which the Group is a lessor are classified as finance
or operating leases. Whenever the terms of the lease transfer
substantially all the risks and rewards of ownership to the lessee,
the contract is classified as a finance lease. All other leases are
classified as operating leases.
When the Group is an intermediate lessor, it accounts for the
head lease and the sub-lease as two separate contracts. The
sub-lease is classified as a finance or operating lease by
reference to the right-of-use asset arising from the head lease.
Rental income from operating leases is recognised on a straight-
line basis over the term of the relevant lease.
Amounts due from lessees under finance leases are recognised
as receivables at the amount of the Group’s net investment in
the leases. Finance lease income is allocated to accounting
periods so as to reflect a constant periodic rate of return on the
Group’s net investment outstanding in respect of the leases.
k. Investment property
Investment property is property held by the Group to earn rental
income or for capital appreciation. Investment properties are
carried at cost less depreciation and provision for impairment.
Depreciation is provided on a consistent basis with that applied
to property, plant and equipment.
l. Capitalisation of borrowing costs
Interest on borrowings to finance the construction of properties
held as non-current assets is capitalised from the date work
starts on the property to the date when substantially all the
activities which are necessary to get the property ready for use
are complete. Where construction is completed in parts, each
part is considered separately when capitalising interest. Interest
is capitalised before any allowance for tax relief.
m. Inventories
Inventories are carried at the lower of cost and net realisable
value, on a weighted average cost basis.
Trade discounts and rebates received are deducted in
determining the cost of purchase of inventories. Cost includes
appropriate attributable overheads and direct expenditure
incurred in the normal course of business in bringing goods to
their present location and condition. Costs of inventories include
the transfer from equity of any gains or losses on qualifying cash
flow hedges relating to purchases.
Net realisable value represents the estimated selling price in
theordinary course of business less the estimated costs
necessary to make the sale. Write downs to net realisable value
are made for slow moving, display, damaged or obsolete items
and other events or conditions resulting in expected selling
prices being lower than cost. The carrying value of inventories
reflects known and expected losses of product in the ordinary
course of business.
130 Kingfisher 2021/22 Annual Report and Accounts
n. Employee benefits
(i) Post-employment benefits
The Group operates various defined benefit and defined
contribution pension schemes for its employees, some of which
are required by local legislation. A defined benefit scheme is a
pension scheme which defines an amount of pension benefit
which an employee will receive on retirement. A defined
contribution scheme is a pension scheme under which the Group
usually pays fixed contributions into a separate entity. In all cases
other than some of the legally required schemes, a separate fund
is being accumulated to meet the accruing liabilities. The assets
of each of these funds are either held under trusts or managed
by insurance companies and are entirely separate from the
Group’s assets.
The asset or liability recognised in the balance sheet in respect
of defined benefit pension schemes is the fair value of scheme
assets less the present value of the defined benefit obligation at
the balance sheet date. The defined benefit obligation is
calculated annually by independent actuaries using the projected
unit credit method. The present value of the defined benefit
obligation is determined by discounting the estimated future
cash outflows using interest rates of high quality corporate
bonds which are denominated in the currency in which the
benefits will be paid and which have terms to maturity
approximating to the terms of the related pension liability.
Remeasurement gains and losses arising from experience
adjustments and changes in actuarial assumptions are credited
or charged to the statement of comprehensive income as they
arise.
For defined contribution schemes, the Group has no further
payment obligations once the contributions have been paid. The
contributions are recognised as an employee benefit expense
when they are due.
(ii) Share-based compensation
The Group operates several equity-settled, share-based
compensation schemes. The fair value of the employee services
received in exchange for the grant of options or deferred shares
is recognised as an expense and is calculated using Black-
Scholes and stochastic models. The total amount to be expensed
over the vesting period is determined by reference to the fair
value of the options or deferred shares granted, excluding the
impact of any non-market vesting conditions. The value of the
charge is adjusted to reflect expected and actual levels of
options vesting due to non-market vesting conditions.
o. Taxation
The income tax expense represents the sum of the tax currently
payable and deferred tax. The tax currently payable is based on
taxable profit for the year.
The Group is subject to income taxes in numerous jurisdictions
and there are many transactions for which the ultimate tax
determination is uncertain during the ordinary course of
business. For uncertain tax positions, on the basis that tax
authorities have full knowledge of the relevant information it is
determined whether it is probable that, in aggregate, an outflow
of economic resources will occur following investigation. The
potential impact of the relevant tax authority’s examination of the
uncertain tax positions is measured to make the best estimate of
the amount of the tax benefit that may be lost, for which liabilities
are then recorded. Where the final outcome of these matters is
different from the amounts which were initially recorded, such
differences will impact the income tax and deferred tax liabilities
in the period in which such determination is made. These
adjustments in respect of prior years are recorded in the income
statement, or directly in equity, as appropriate.
Taxable profit differs from profit before taxation as reported in
the income statement because it excludes items of income or
expense which are taxable or deductible in other years or which
are never taxable or deductible.
Deferred tax is the tax expected to be payable or recoverable
on differences between the carrying amounts of assets and
liabilities in the financial statements and the corresponding tax
bases used in the computation of taxable profit and is accounted
for using the balance sheet liability method.
Deferred tax liabilities are generally recognised for all taxable
temporary differences. Deferred tax assets are recognised to
the extent that it is probable that taxable profits will be available
against which deductible temporary differences or unused tax
losses can be utilised. Deferred tax liabilities are not recognised
if the temporary difference arises from the initial recognition of
goodwill in a business combination. Deferred tax assets and
liabilities are not recognised if the temporary difference arises
from the initial recognition (other than in a business combination)
of other assets and liabilities in a transaction which affects
neither the taxable profit nor the accounting profit. Deferred tax
liabilities are recognised for taxable temporary differences
arising on investments in subsidiaries, joint ventures and
associates, except where the Group is able to control the
reversal of the temporary difference and it is probable that the
temporary difference will not reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at each
balance sheet date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow all
or part of the asset to be recovered.
Current and deferred tax are calculated using tax rates which
have been enacted or substantively enacted by the balance
sheet date and are expected to apply in the period when the
liability is settled or the asset is realised.
Current and deferred tax are charged or credited to the income
statement, except when they relate to items charged or credited
to other comprehensive income or directly to equity, in which
case the current or deferred tax is also recognised in other
comprehensive income or directly in equity.
Current and deferred tax assets and liabilities are offset against
each other when they relate to income taxes levied by the same
tax jurisdiction and when the Group intends to settle its current
tax assets and liabilities on a net basis.
Operating levies, such as certain revenue, property and payroll-
based taxes, are not treated as income tax and are included
within operating profit. The timing of recognition of a liability to
pay an operating levy is determined by the event identified under
the relevant legislation that triggers the obligation to pay the
levy.
p. Provisions and contingent liabilities
Provisions are recognised when the Group has a present legal or
constructive obligation as a result of past events, it is more likely
than not that an outflow of resources will be required to settle
the obligation and the amount can be reliably estimated.
131Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
2 Principal accounting policies continued
A provision is recorded if the unavoidable costs of meeting the
obligations under a contract exceed the economic benefits
expected to be received under it. The unavoidable costs reflect
the net cost of exiting the contract.
If the effect of the time value of money is material, provisions are
determined by discounting the expected future cash flows at a
pre-tax rate which reflects current market assessments of the
time value of money and, where appropriate, the risks specific to
the liability. Credits or charges arising from changes in the rate
used to discount the provisions are recognised within net
financecosts.
Contingent liabilities are possible obligations arising from past
events, whose existence will only be confirmed by future
uncertain events that are not wholly within the Group’s control, or
present obligations where it is not probable that an outflow of
resources will be required or the amount of the obligation cannot
be reliably measured. If the outflow of economic resources is not
considered remote, contingent liabilities are disclosed but not
recognised in the financial statements.
q. Financial instruments
Financial assets and financial liabilities are recognised on the
Group’s balance sheet when the Group becomes a party to the
contractual provisions of the financial instrument. Financial
assets are derecognised when the contractual rights to the cash
flows from the financial asset expire or the Group has
substantially transferred the risks and rewards of ownership.
Financial liabilities (or a part of a financial liability) are
derecognised when the obligation specified in the contract is
discharged or cancelled or expires.
Financial assets and liabilities are offset only when the Group has
a currently enforceable legal right to set-off the respective
recognised amounts and intends either to settle on a net basis, or
to realise the asset and settle the liability simultaneously.
(i) Cash and cash equivalents
Cash and cash equivalents include cash in hand, uncleared credit
card receipts, deposits held on call with banks and other
short-term highly liquid investments with original maturities of
three months or less. For cashflow statement reporting
purposes, the Group considers bank overdrafts as part of cash
and cash equivalents.
(ii) Borrowings
Interest bearing borrowings are recorded at fair value (which
istypically equivalent to the proceeds received) net of direct
issue costs and subsequently measured at amortised cost.
Where borrowings are in designated and effective fair value
hedge relationships, adjustments are made to their carrying
amounts to reflect the hedged risks. Finance charges, including
premiums payable on settlement or redemption and direct issue
costs, are amortised to the income statement using the effective
interest method.
(iii) Other investments (including short-term deposits)
Other investments may include equity investments (where the
Group does not have control, joint control or significant influence
in the investee), short-term deposits with banks and other
investments with original maturities of more than three months.
Any dividends received are recognised in the income statement.
Changes in fair value of the investments are recognised in the
profit and loss as they arise unless the Group irrevocably elects
at initial recognition (if criteria are met) to recognise changes in
fair value through other comprehensive income. The fair value
movements recognised in other comprehensive income are
never reclassified to profit and loss, even if the asset is impaired,
sold or otherwise derecognised.
(iv) Trade receivables
Trade receivables are initially recognised at their transaction
price and are subsequently measured at amortised cost less any
allowance for expected credit losses.
(v) Trade payables
Trade payables are initially recognised at fair value and are
subsequently measured at amortised cost.
(vi) Derivatives and hedge accounting
Where hedge accounting is not applied, or to the extent to which
it is not effective, changes in the fair value of derivatives are
recognised in the income statement as they arise. Changes in
the fair value of derivatives transacted as hedges of operating
items and financing items are recognised in operating profit and
net finance costs respectively.
Derivatives are initially recorded at fair value on the date a
derivative contract is entered into and are subsequently carried
at fair value. The accounting treatment of derivatives and other
financial instruments classified as hedges depends on their
designation, which occurs at the start of the hedge relationship.
The Group designates certain financial instruments as:
— a hedge of the fair value of an asset or liability or unrecognised
firm commitment (‘fair value hedge’);
— a hedge of a highly probable forecast transaction or firm
commitment (‘cash flow hedge’); or
— a hedge of a net investment in a foreign operation (‘net
investment hedge’).
Fair value hedges
For an effective hedge of an exposure to changes in fair value,
the hedged item is adjusted for changes in fair value attributable
to the risk being hedged with the corresponding entry being
recorded in the income statement. Gains or losses from
remeasuring the corresponding hedging instrument are
recognised in the same line of the income statement.
Cash flow hedges
Changes in the effective portion of the fair value of derivatives
that are designated as hedges of future cash flows are
recognised directly in other comprehensive income, with any
ineffective portion being recognised immediately in the income
statement where relevant. If the cash flow hedge of a firm
commitment or forecast transaction results in the recognition of
a non-financial asset or liability, then, at the time it is recognised,
the associated gains or losses on the derivative that had
previously been deferred in equity are included in the initial
measurement of the non-financial asset or liability. For hedges
that result in the recognition of a financial asset or liability,
amounts deferred in equity are recognised in the income
statement in the same period in which the hedged item affects
net profit or loss.
Net investment hedges
Where the Group hedges net investments in foreign operations
through foreign currency borrowings or lease liabilities, the gains
132 Kingfisher 2021/22 Annual Report and Accounts
or losses on retranslation are recognised in other
comprehensive income. If the Group uses derivatives as the
hedging instrument, the effective portion of the hedge is
recognised in other comprehensive income, with any ineffective
portion being recognised immediately in the income statement.
Gains and losses accumulated in equity are recycled through the
income statement on disposal of the foreign operation.
In order to qualify for hedge accounting, the Group documents in
advance the risk management objective and strategy for
undertaking the hedge and the relationship between the item
being hedged and the hedging instrument. The Group also
documents and demonstrates an assessment of the relationship
between the hedged item and the hedging instrument, which
shows that the hedge will be highly effective on an ongoing basis
and provides an analysis of the sources of hedge
ineffectiveness. The effectiveness testing is performed at half
year and year end or upon a significant change in circumstances
affecting the hedge effectiveness requirements.
Hedge accounting is discontinued when the hedging instrument
expires or is sold, terminated or exercised, or no longer qualifies
for hedge accounting. At that time, any cumulative gain or loss on
the hedging instrument is retained in equity until the highly
probable forecast transaction occurs. If a hedged transaction is
no longer expected to occur, the net cumulative gain or loss
deferred in equity is transferred to the income statement.
Derivatives embedded in other financial instruments or other
host contracts are treated as separate derivatives when their
risks and characteristics are not closely related to those of host
contracts, and the host contracts are not carried at fair value
with unrealised gains or losses reported in the income statement.
r. Assets and liabilities held for sale
Non-current assets and disposal groups are classified as held for
sale if their carrying amounts will be recovered through a sale
transaction rather than through continuing use. This condition is
regarded as met only when the sale is highly probable and the
asset or disposal group is available for immediate sale in its
present condition subject only to terms that are usual and
customary for sales of such assets.
Management must be committed to the sale, which should be
expected to qualify for recognition as a completed sale within
one year from the date of classification as held for sale.
Non-current assets and disposal groups classified as held for
sale are measured at the lower of carrying amount and fair value
less costs to sell. This excludes financial assets, deferred tax
assets and assets arising from employee benefits, which are
measured according to the relevant accounting policy.
Property, plant and equipment, right-of-use assets and intangible
assets are not depreciated once classified as held for sale. The
Group ceases to use the equity method of accounting from the
date on which an interest in a joint venture or an interest in an
associate becomes classified as held for sale.
s. Share repurchases
Shares purchased for cancellation are deducted from
retainedearnings. The Group uses irrevocable closed
periodbuyback programmes. A liability to purchase shares is
recognised at inception of the programme with any subsequent
reduction in the obligation credited back to retained earnings
atthe end of the programme. Share capital is reduced and
credited to the capital redemption reserve, maintaining non-
distributable reserves.
3 Critical accounting judgements and key sources
of estimation uncertainty
The preparation of consolidated financial statements under IFRS
requires the Group to make estimates and assumptions that
affect the application of policies and reported amounts.
Estimates and judgements are continually evaluated and are
based on historical experience and other factors including
expectations of future events that are believed to be reasonable
under the circumstances. Actual results may differ from these
estimates. The significant judgements applied in the preparation
of the financial statements, along with estimates and assumptions
which have a significant risk of causing a material adjustment to
the carrying amount of assets and liabilities within the next
financial year, are discussed below.
Note that climate change has been classified as an ‘emerging
risk’ over the short-term (as set out on page 43 of the Strategic
Report) as the operational impacts are not deemed to be
significant within our three-year principal risk outlook period.
Although commitments we have made to date form part of the
cash flow projections within our going concern and impairment
assessments (refer to notes 2a and 13 respectively), it is not
judged to have been a key driver in determining the outcomes of
these exercises and is therefore not currently classified as a key
source of estimation uncertainty within our financial statements.
We will continue to review this classification as our assessments
of the impacts, risks and opportunities presented by climate
change and the Group’s commitments to address the challenges
presented evolve over the coming years.
Key sources of estimation uncertainty
Inventories
The carrying amount of inventories recognised on the balance
sheet, which are carried at the lower of cost and net realisable
value, are subject to estimates around rates of provision applied
to certain inventory items. The level of provisions recorded are
subject to estimation uncertainty in determining the eventual
sales price of goods to customers in the future, as well as
assessing which items may be slow-moving or obsolete. This is
impacted by factors such as stock turn, range or delisted status,
shrinkage, damage, obsolescence and range review activity.
Range reviews and resulting clearance activity adds additional
complexity to assessing the level of inventory that may become
obsolete and the expected net realisable value of inventory
which will be sold.
The carrying amount of inventories subject to estimation
uncertainty is £2,749m (2020/21: £2,488m). A 1% increase in the
provision as a percentage of gross inventory (before provisions
and a deduction for rebates), which based on management’s
judgement represents a reasonably possible change, would
result in a £29m decrease in the carrying amount of inventories
(2020/21: £27m).
The quantity, age and condition of inventories are regularly
measured and assessed as part of range reviews and inventory
counts undertaken throughout the year and across the Group.
133Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
3 Critical accounting judgements and key sources
of estimation uncertainty continued
Impairment of store based assets
The Group applies procedures to ensure that its assets are
carried at no more than their recoverable amount. These
procedures, by their nature, require estimates and assumptions
to be made. The most significant are set out below.
Assets are reviewed for impairment if events or changes in
circumstances indicate that their carrying amount may not be
recoverable, or where there is any indication that an impairment
loss recognised in a previous period either no longer exists or
has decreased. When a review for impairment is conducted, the
recoverable amount of an asset or a cash generating unit is
determined as the higher of fair value less costs to sell and
value-in-use.
The determination of value-in-use for store assets requires the
estimation of future cash flows expected to arise from the
continuing operation of the store and the determination of
suitable discount and long-term growth rates in order to
calculate the present value of the forecast cash flows. Sales
projections take into consideration both external factors such as
market expectations, and internal factors such as trading plans.
For certain stores, they assume sales increases that are higher
than recent (pre-pandemic) experience and market growth
expectations, driven by an improved and differentiated offer.
Assumed margin percentage improvements reflect increased
sales of the Group’s own exclusive brands (OEB) as well as lower
cost of sales from leveraging our key vendors, and better
clearance management. Higher assumed operating profit
percentages reflect operational leverage from increased sales
as well as cost savings through operational efficiencies, including
more efficient organisation and leveraging our GNFR spend.
Actual outcomes could vary significantly from these estimates
and sensitivity analyses are undertaken to assess the impact of
projected benefits not being realised.
During the year, the Group has recorded net store asset
impairment reversals of £33m (2020/21: £42m) as adjusting items
principally relating to revised future performance projections.
The following changes in assumptions, which based on the
Group’s previous experience and management’s judgement
represent reasonably possible changes, would lead to the
following impacts on the net impairment:
Assumption Change in assumption
Impact on net impairment
reversal
Operating cash flows Decrease by 10% Decrease by £13m
Discount rate Increase by 1% Decrease by £8m
Long-term growth rate Decrease by 1% Decrease by £5m
Further information relating to store assets is provided in notes
15 and 17.
Post-employment benefits
The present value of the defined benefit liabilities recognised on
the balance sheet is dependent on a number of market rates and
assumptions including interest rates of high quality corporate
bonds, inflation and mortality rates. The net interest expense or
income is dependent on the interest rates of high quality
corporate bonds and the net deficit or surplus position. The
market rates and assumptions are based on the conditions at the
time and changes in these can lead to significant movements in
the estimated obligations. During the year, changes in financial
and demographic assumptions have resulted in a decrease in
defined benefit liabilities of £127m. To help the reader understand
the impact of changes in the key market rates and assumptions, a
sensitivity analysis is provided in note 28.
Critical accounting judgements
Adjusting items
The Group separately reports adjusting items in order to
calculate adjusted results, as it believes these adjusted measures
provide additional useful information on continuing performance
and trends to shareholders.
Judgement is required in determining whether an item should be
classified as an adjusting item or included within adjusted results.
The Group’s definition of adjusting items is outlined in note 2 (a).
During the year the Group has recorded, before taxation,
adjusting items of £58m credit (2020/21: £30m debit). Total
adjusting items after taxation were £106m credit (2020/21: £12m
debit). Refer to note 5 for further information on adjusting items.
Income taxes
The Group is subject to income taxes in numerous jurisdictions in
which it operates and there are many transactions for which the
ultimate tax determination is open to differing interpretations
during the ordinary course of business. Significant judgement
may therefore be required in determining the liability for income
taxes in each of these territories. Where it is anticipated that
additional taxes are probable, the Group recognises liabilities for
the estimate of any potential exposure. These judgements are
continually reassessed, and where the final outcome of these
matters is different from the initially recorded amount, such
differences will impact the income tax and deferred tax liabilities
in the period in which such determination is made. These
adjustments in respect of prior years are recorded in the income
statement, or directly in other comprehensive income as
appropriate, and are disclosed in the notes to the accounts.
Refer to notes 10 and 26.
Judgement has continued to be required in determining the
outcome of the European Commission’s state aid investigation
into the Group Financing Exemption section of the UK controlled
foreign company rules. In January 2021, the Group received a
charging notice from HM Revenue & Customs (HMRC) for £57m,
which was paid in February 2021, with a further £7m interest paid
in April 2021. The final impact on the Group remains uncertain but
based upon advice taken, the Group considers that the amount
paid of £64m, which is included in non-current assets, will
ultimately be recovered. Further details are provided in note 37.
134 Kingfisher 2021/22 Annual Report and Accounts
4 Segmental analysis
Income statement
£ millions
2021/22
UK & Ireland France
Poland Other
Other
International Total
Sales 6,505 4,498
1,525 655
2,180 13,183
Retail profit/(loss) 794 221
135 (2)
133 1,148
Central costs (60)
Share of interest and tax of joint ventures and associates (2)
Adjusting items 58
Operating profit 1,144
Net finance costs (137)
Profit before taxation 1,007
£ millions
2020/21
UK & Ireland France
Poland Other
Other
International Total
Sales 5,743 4,309
1,550 741
2,291 12,343
Retail profit/(loss) 681 181
146 (5)
141 1,003
Central costs (54)
Share of interest and tax of joint ventures and associates (3)
Adjusting items (30)
Operating profit 916
Net finance costs (160)
Profit before taxation 756
Balance sheet
£ millions
2021/22
UK & Ireland France
Poland Other
Other
International Total
Segment assets 3,052 1,682
942 332
1,274 6,008
Central liabilities (82)
Goodwill 2,424
Net debt (1,572)
Net assets 6,778
£ millions
2020/21
UK & Ireland France
Poland Other
Other
International Total
Segment assets 2,774 1,686
899 303
1,202 5,662
Central liabilities (124)
Goodwill 2,427
Net debt (1,394)
Net assets 6,571
135
Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
4 Segmental analysis continued
Other segmental information
£ millions
2021/22
UK & Ireland France
Poland Other
Other
International Central Total
Capital expenditure 221 91
73 10
83 2 397
Depreciation and amortisation 340 138
50 27
77 – 555
Impairment losses 16 15
– –
– – 31
Impairment reversals (26) (24)
(1) (11)
(12) – (62)
Non-current assets
1
4,429 2,172
865 299
1,164 2 7,767
£ millions
2020/21
UK & Ireland France
Poland Other
Other
International Central Total
Capital expenditure 134 50
85 10
95 2 281
Depreciation and amortisation 326 130
46 27
73 7 536
Impairment losses 8 17
1 30
31 3 59
Impairment reversals (21) (39)
– (6)
(6) – (66)
Non-current assets
1
4,297 2,219
865 319
1,184 7 7,707
1. Non-current assets comprise goodwill, other intangible assets, property, plant and equipment, right-of-use assets, investment property and investments in joint
ventures and associates.
The operating segments disclosed above are based on the information reported internally to the Board of Directors and Group
Executive, representing the geographical areas in which the Group operates. The Group only has one reportable business segment
being the supply of home improvement products and services. The majority of the sales in each geographical area are derived from
in-store and online sales of products.
The ‘Other International’ segment consists of Poland, Iberia, Romania, the joint venture Koçtaş in Turkey, NeedHelp, Screwfix
International, results from franchise agreements and, in the prior year, Russia. Poland has been shown separately due to its significance.
Central costs principally comprise the costs of the Group’s head office before adjusting items. Central liabilities comprise unallocated
head office and other central items including pensions, insurance, interest and tax.
5 Adjusting items
£ millions 2021/22 2020/21
Included within selling and distribution expenses
Net store asset impairment reversals 33 42
Release of France and other restructuring provisions 9 –
Impairments of Russia assets and other exit costs – (27)
IT asset write-downs and related costs – (3)
42 12
Included within administrative expenses
Release of France uncertain operating tax position 9 –
Commercial operating model restructuring 4 (16)
Release of B&Q China disposal warranty liability – 10
13 (6)
Included within other income/(expenses)
Profit on exit of properties 3 13
Loss on disposal of Castorama Russia – (49)
3 (36)
Adjusting items before tax 58 (30)
Prior year and other adjusting tax items 48 18
Adjusting items 106 (12)
136
Kingfisher 2021/22 Annual Report and Accounts
Revised future store performance projections, reflecting continued strong trading and benefits arising from the Group’s ‘Powered by
Kingfisher’ strategy, have resulted in net store asset impairment reversals of £33m. These predominately comprised reversals of
adjusting impairment charges recorded in 2019/20.
Current year adjusting items include a £9m credit principally arising due to savings on costs relating to legacy store closure
programmes in France as compared with the original restructuring provisions recognised as adjusting items.
A £9m liability that was held in relation to an uncertain operating tax position in France has been released in the year. This formed part
of a liability of £26m that had been recorded as an adjusting item in 2019/20.
In the prior year, the Group commenced formal consultation with employee representatives regarding its proposal to implement a
new commercial operating model. A credit of £4m has been recognised in the current year due to cost savings as compared with the
original restructuring provisions recognised as adjusting items.
A profit of £3m has been recorded on the exit of two properties in the UK and one property in France.
Prior year and other adjusting tax items of £48m relate principally to the impact of the enacted future increase in the UK tax rate on
deferred tax balances and a release of prior year provisions for uncertain tax positions, which reflect a reassessment of expected
outcomes, agreed positions with tax authorities and items that have time-expired. Of this amount, a £26m credit is included within
current tax and a £22m credit is included within deferred tax respectively. Refer to note 10.
6 Net finance costs
£ millions 2021/22 2020/21
Bank overdrafts, bank loans and derivatives (7) (13)
Fixed term debt (3) (14)
Lease liabilities (135) (153)
Capitalised interest – 2
Other interest payable (3) (2)
Finance costs (148) (180)
Cash and cash equivalents and short-term deposits 2 3
Net interest income on defined benefit pension schemes 8 6
Finance lease income 1 2
Release of liability for interest on uncertain tax positions – 9
Finance income 11 20
Net finance costs (137) (160)
Fixed term debt interest includes amortisation of issue costs on borrowing facilities of £2m (2020/21: £3m).
7 Government grants
In the prior year, the Group announced furlough programmes to some of our colleagues in the UK, Republic of Ireland, France, Poland,
Spain and Romania, such as the Coronavirus Job Retention Scheme (CJRS) in the UK and ‘activité partielle’ relief measures in France.
Approximately 50% of the Group’s colleagues were furloughed in April 2020, reducing to c.10% by the end of May 2020 as stores
within the UK and France were reopened. With the exception of those who were vulnerable and/or at a higher risk of infection, all
furloughed colleagues returned by 1 July 2020.
In addition, the UK government announced in March 2020 that retail premises in England would be granted relief from paying business
rates in the 2020/21 tax year, effective from April 2020. Similar measures (a combination of payment deferrals and relief) were
announced by the local governments and assemblies of Scotland, Wales and Northern Ireland, as well as the Republic of Ireland.
In Q4 2020/21, the Group repaid £25m received in the first half of that year under the UK and Republic of Ireland furlough
programmes and decided to repay and forego all UK and Republic of Ireland business rates relief for the entire 2020/21 tax year.
Kingfisher’s total business rates bill eligible for relief in 2020/21 was £105m.
Participation in government support schemes lowered the operating costs of the Group by £45m for the year ended 31 January 2021.
Government grants for the year ended 31 January 2022 lowered the operating costs of the Group by £6m, principally relating to
Poland, where national lockdown restrictions resulted in the temporary closure of all stores between 27 March and 3 May 2021.
137Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
8 Profit before taxation
The following items of expense/(income) have been charged/(credited) in arriving at profit before taxation:
£ millions 2021/22 2020/21
Research and development recognised as an expense 1 1
Government grants (6) (45)
Amortisation of intangible assets
1
82 69
Depreciation of property, plant and equipment, investment property and right of use assets 473 467
Impairment of intangible assets 2 9
Impairment of property, plant and equipment, right-of-use assets and assets held for sale 29 50
Reversal of impairment of property, plant and equipment and right-of-use assets (62) (66)
Loss/(gain) on disposal:
Land and buildings and investment property 1 –
Fixtures, fittings and equipment – 3
Sale and leasebacks – (13)
Write-down to recoverable amount of trade and other receivables 1 5
1. Of the amortisation of intangible assets charge, £2m (2020/21: £1m) and £80m (2020/21: £68m) are included in selling and distribution expenses and
administrative expenses respectively.
Auditor’s remuneration
£ millions 2021/22 2020/21
Fees payable for the audit of the Company and consolidated financial statements 0.5 0.5
Fees payable to the Company’s auditor and their associates for other services to the Group:
The audit of the Company’s subsidiaries pursuant to legislation 1.2 1.2
Audit fees 1.7 1.7
Audit-related assurance services 0.2 0.2
Other assurance services 0.1 0.1
Non-audit fees 0.3 0.3
Auditor’s remuneration 2.0 2.0
Details of the Group’s policy on the use of auditors for non-audit services, the reasons why the auditor was used rather than another
supplier and how the auditor’s independence and objectivity were safeguarded are set out in the Audit Committee Report on page 73.
Audit-related assurance services relate to the interim review. Other assurance services include assurance services provided in
relation to the renewal of the Group’s Euro Medium Term Note programme and local regulatory filings. No services were provided
pursuant to contingent fee arrangements.
138 Kingfisher 2021/22 Annual Report and Accounts
9 Employees and Directors
£ millions 2021/22 2020/21
Wages and salaries 1,667 1,556
Social security costs 298 278
Post-employment benefits
Defined contribution 43 34
Defined benefit (service cost) 14 10
Share-based compensation 27 13
Employee benefit expenses 2,049 1,891
Number thousands 2021/22 2020/21
Stores 76 72
Administration 6 6
Average number of persons employed 82 78
The average number of persons employed excludes those employed by the Group’s joint ventures and associates.
Remuneration of key management personnel
£ millions 2021/22 2020/21
Short-term employee benefits 10.0 9.8
Post-employment benefits 0.6 0.5
Share-based compensation 9.8 0.3
20.4 10.6
The Group defines key management personnel as being those members of the Board of Directors and the Group Executive.
Further detail with respect to the Directors’ remuneration is set out in the Directors’ Remuneration Report on pages 75 to 104. Other
than as set out in the Directors’ Remuneration Report, there have been no transactions with key management during the year
(2020/21: £nil).
10 Income tax expense
£ millions 2021/22 2020/21
UK corporation tax
Current tax on profits for the year (80) (102)
Adjustments in respect of prior years 2 10
(78) (92)
Overseas tax
Current tax on profits for the year (87) (61)
Adjustments in respect of prior years 31 5
(56) (56)
Current tax (134) (148)
Deferred tax
Current year (56) (26)
Adjustments in respect of prior years 1 2
Adjustments in respect of changes in tax rates 25 8
Deferred tax (30) (16)
Income tax expense (164) (164)
139
Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
10 Income tax expense continued
Factors affecting tax charge for the year
The tax charge for the year differs from the standard rate of corporation tax in the UK of 19% (2020/21: 19%). The differences are
explained below:
£ millions 2021/22 2020/21
Profit before taxation 1,007 756
Profit multiplied by the standard rate of corporation tax in the UK of 19% (2020/21: 19%) (191) (144)
Net expense not deductible for tax purposes (8) (19)
Temporary differences:
Losses not recognised (3) (10)
Foreign tax rate differences (21) (16)
Adjustments in respect of prior years 34 17
Adjustments in respect of changes in tax rates 25 8
Income tax expense (164) (164)
The adjusted effective tax rate on profit before adjusting items is 22% (2020/21: 23%). The effective tax rate calculation is set out in
the Financial Review on page 36.
The overall tax rate for the year is 16% (2020/21: 22%). This predominately reflects the applicable tax treatment of adjusting items, the
revaluation of deferred tax balances in the year due to the announcement to increase the UK rate of tax, alongside a release of prior
year provisions which reflect a reassessment of expected outcomes, agreed positions with tax authorities and items that have time
expired. Net expenses not deductible for tax purposes do not include any significant values that have been netted off.
In addition to the amounts charged to the income statement, tax of £21m has been debited directly to equity (2020/21: £16m debit) of
which a £4m credit (2020/21: £4m credit) is included in current tax and a £25m debit (2020/21: £20m debit) is included in deferred tax
and principally relates to cash flow hedges and post-employment benefits.
Changes in tax rates
The UK Budget on 3 March 2021 announced the intention to increase the tax rate from the current rate of 19% to 25%, with effect
from April 2023. The change was substantively enacted in May 2021, with the effect of reducing the net deferred tax liability as
reported at the year end by £25m. This reflects an increase in net deferred tax assets that would be expected to reverse in the
future at the new rate, with net deferred tax liabilities not impacted by this future change in rate.
French legislation is progressively reducing the applicable rate in France for large companies to 25.83% by 2022/23. The intervening
rate applicable for 2021/22 was 28.41%. These financial statements reflect these enacted future rates, where appropriate.
11 Earnings per share
Pence 2021/22 2020/21
Basic earnings per share 40.3 28.1
Effect of dilutive share options (0.5) (0.2)
Diluted earnings per share 39.8 27.9
Basic earnings per share 40.3 28.1
Adjusting items before tax (2.8) 1.4
Prior year and other adjusting tax items (2.3) (0.8)
Adjusted basic earnings per share 35.2 28.7
Diluted earnings per share 39.8 27.9
Adjusting items before tax (2.7) 1.4
Prior year and other adjusting tax items (2.3) (0.8)
Adjusted diluted earnings per share 34.8 28.5
Basic earnings per share is calculated by dividing the profit for the year attributable to equity shareholders of the Company by the
weighted average number of shares in issue during the year, excluding those held in the Employee Share Ownership Plan trust (‘ESOP
trust’) which for the purpose of this calculation are treated as cancelled.
140 Kingfisher 2021/22 Annual Report and Accounts
For diluted earnings per share, the weighted average number of shares is adjusted to assume conversion of all dilutive potential
ordinary shares. These represent share options granted to employees where both the exercise price is less than the average market
price of the Company’s shares during the year and any related performance conditions have been met.
The calculation of basic and diluted earnings per share is based on the profit for the period attributable to equity shareholders of the
Company. A reconciliation of statutory earnings to adjusted earnings is set out below:
£ millions 2021/22 2020/21
Earnings 843 592
Adjusting items before tax (58) 30
Prior year and other adjusting tax items (48) (18)
Adjusted earnings 737 604
The weighted average number of shares in issue during the period, excluding those held in the Employee Share Ownership Plan Trust
(‘ESOP trust’), is set out below:
Weighted average number of shares (millions) 2021/22 2020/21
Basic 2,092 2,105
Diluted 2,116 2,119
12 Dividends
£ millions 2021/22 2020/21
Dividends paid to equity shareholders of the Company
Ordinary interim dividend for the year ended 31 January 2021 of 2.75p per share 58 –
Ordinary final dividend for the year ended 31 January 2021 of 5.50p per share 116 –
Ordinary interim dividend for the year ended 31 January 2022 of 3.80p per share 80 –
254 –
The proposed dividend for the year ended 31 January 2022, subject to approval by shareholders at the Annual General Meeting, is
12.40p per share, comprising an interim dividend of 3.80p in respect of the six months ended 31 July 2021 and a final dividend of 8.60p.
141Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
13 Goodwill
£ millions
Cost
At 1 February 2021 2,460
Exchange differences (3)
At 31 January 2022 2,457
Impairment
At 1 February 2021 (33)
At 31 January 2022 (33)
Net carrying amount
At 31 January 2022 2,424
Cost
At 1 February 2020 2,449
Additions 9
Exchange differences 2
At 31 January 2021 2,460
Impairment
At 1 February 2020
Charge for the year (33)
At 31 January 2021 (33)
Net carrying amount
At 31 January 2021 2,427
Impairment tests for goodwill
Goodwill has been allocated for impairment testing purposes to groups of cash generating units (‘CGUs’) as follows:
£ millions UK France Poland Romania NeedHelp Total
At 31 January 2022
Cost 1,796 523 81 49 8 2,457
Impairment – – – (33) – (33)
Net carrying amount 1,796 523 81 16 8 2,424
At 31 January 2021
Cost 1,796 524 81 50 9 2,460
Impairment – – – (33) – (33)
Net carrying amount 1,796 524 81 17 9 2,427
The recoverable amounts of the CGUs have been determined based on value-in-use calculations.
The groups of CGUs for which the carrying amount of goodwill is deemed significant are the UK, France and Poland. The key
assumptions used for value-in-use calculations are set out below.
142 Kingfisher 2021/22 Annual Report and Accounts
Assumptions
The cash flow projections are based on approved strategic plans covering at least a three-year period. These are based on both past
performance and expectations for future market development. The projections reflect the expected benefits from certain strategic
initiatives, including an increased offer, an improved digital journey and improved operational efficiency. As required under IFRS, cash
flows related to uncommitted future restructurings and enhancement capital expenditure are excluded from the projections for
impairment testing purposes. For further details, refer to the Strategic Report on pages 1 to 54.
Key drivers in the strategic plans are sales growth, margin and operating profit percentages. Sales projections take into consideration
both external factors such as market expectations, and internal factors such as execution on our strategy. They assume sales
increases in each country that are driven by an enlarged offer, an improved digital journey and local trading initiatives, supported by
structural changes in the growth of the home improvement market. Assumed gross margin percentages benefit from increased sales
of the Group’s higher margin own exclusive brands (OEB), vendor negotiations and operational leverage from increased sales on
logistics and distribution costs. Assumed operating profit percentages reflect better utilisation of fixed costs as well as cost savings
through operational efficiencies, including a more efficient organisation and leveraging our goods-not-for-resale spend.
Cash flows beyond the period of the strategic plans are calculated using a growth rate which does not exceed the long-term average
growth rate for the countries in which the Group’s CGUs operate.
The Board has reviewed a sensitivity analysis and does not consider that a reasonably possible change in the assumptions used in the
value-in-use calculations would cause the carrying amounts of the UK, France and Poland CGUs to exceed their recoverable
amounts.
The pre-tax discount rates are derived from the Group’s weighted average cost of capital, taking into account the cost of equity and
debt, to which specific market-related premium adjustments are made for each country in which the CGU operates.
The risk adjusted nominal discount rates and long-term nominal growth rates used are as follows:
Annual % rate
2021/22 2020/21
UK France Poland UK France Poland
Pre-tax discount rate 9.2 8.9 10.6 7.7 7.4 8.3
Post-tax discount rate 7.6 7.3 9.3 6.8 6.1 7.3
Long-term growth rate 2.7 2.3 3.7 2.8 2.2 2.8
143
Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
14 Other intangible assets
£ millions
Computer
software Other Total
Cost
At 1 February 2021 767 16 783
Additions 95 – 95
Disposals (22) (2) (24)
Exchange differences (4) – (4)
At 31 January 2022 836 14 850
Amortisation
At 1 February 2021 (452) (11) (463)
Charge for the year (81) (1) (82)
Impairment losses (2) – (2)
Disposals 22 2 24
Exchange differences 2 1 3
At 31 January 2022 (511) (9) (520)
Net carrying amount
At 31 January 2022 325 5 330
Cost
At 1 February 2020 745 17 762
Additions 57 – 57
Disposals (38) (2) (40)
Exchange differences 3 1 4
At 31 January 2021 767 16 783
Amortisation
At 1 February 2020 (412) (11) (423)
Charge for the year (68) (1) (69)
Impairment losses (9) – (9)
Disposals 38 2 40
Exchange differences (1) (1) (2)
At 31 January 2021 (452) (11) (463)
Net carrying amount
At 31 January 2021 315 5 320
Additions in the current and prior year primarily related to the development of IT infrastructure for the benefit of the Group. This
included expenditure related to the continued roll-out of a common IT platform, which is amortised over its estimated useful life of 10
years as it becomes available for use in the operating companies.
Impairment losses of £2m (2020/21: £9m) have been recognised relating to IT intangible assets.
Computer software includes £206m (2020/21: £183m) of internally generated development costs. None of the Group’s other
intangible assets have indefinite useful lives.
144 Kingfisher 2021/22 Annual Report and Accounts
15 Property, plant and equipment
£ millions
Land and
buildings
Fixtures, fittings
and equipment Total
Cost
At 1 February 2021 2,699 3,041 5,740
Additions 55 262 317
Disposals (2) (43) (45)
Reclassified to investment property (12) (2) (14)
Transfers to assets held for sale (18) – (18)
Exchange differences (126) (72) (198)
At 31 January 2022 2,596 3,186 5,782
Depreciation
At 1 February 2021 (496) (2,169) (2,665)
Charge for the year (35) (153) (188)
Impairment reversals 34 11 45
Impairment losses (18) (6) (24)
Disposals 2 41 43
Reclassified to investment property 1 – 1
Transfers to assets held for sale 16 – 16
Exchange differences 23 45 68
At 31 January 2022 (473) (2,231) (2,704)
Net carrying amount
At 31 January 2022 2,123 955 3,078
Cost
At 1 February 2020 2,638 2,903 5,541
Additions 48 178 226
Disposals (16) (80) (96)
Reclassified to investment property (9) (6) (15)
Transfers to assets held for sale (41) – (41)
Exchange differences 79 46 125
At 31 January 2021 2,699 3,041 5,740
Depreciation
At 1 February 2020 (483) (2,070) (2,553)
Charge for the year (34) (156) (190)
Impairment reversals 21 18 39
Impairment losses (13) (4) (17)
Disposals 9 73 82
Reclassified to investment property – 2 2
Transfers to assets held for sale 21 – 21
Exchange differences (17) (32) (49)
At 31 January 2021 (496) (2,169) (2,665)
Net carrying amount
At 31 January 2021 2,203 872 3,075
Assets in the course of construction included above at net carrying amount
At 31 January 2022 17 176 193
At 31 January 2021 27 121 148
145
Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
15 Property, plant and equipment continued
Net impairment reversals of £21m have been recorded in the year (2020/21: £22m). Current year impairment reversals principally
relate to store property and equipment assets in the UK and France, resulting from revised future performance projections. The net
store impairment reversals of £21m have been recorded as adjusting items.
The cumulative total of capitalised borrowing costs included within property, plant and equipment, net of depreciation, is £16m
(2020/21: £17m).
The Group does not revalue properties within its financial statements. A valuation exercise is performed for internal purposes
annually in October by independent external valuers. Based on this exercise the value of property is £2.7bn (2020/21: £2.6bn) on a
sale and leaseback basis with Kingfisher in occupancy. The key assumption used in calculating this is the estimated yields. Property,
plant and equipment market valuations are considered to have been determined by level 3 inputs as defined by the fair value
hierarchy of IFRS 13, ‘Fair value measurement’. A vacant possession valuation basis is used to approximate the fair value less costs to
sell when reviewing for impairment.
Fixtures, fittings and equipment includes items such as store racking, computers and electronic equipment, motor cars and
commercial vehicles.
16 Investment property
£ millions
Cost
At 1 February 2021 25
Reclassified from property, plant & equipment 14
At 31 January 2022 39
Depreciation
At 1 February 2021 (5)
Reclassified from property, plant & equipment (1)
At 31 January 2022 (6)
Net carrying amount
At 31 January 2022 33
Cost
At 1 February 2020 11
Reclassified from property, plant & equipment 15
Transfers to assets held for sale (1)
At 31 January 2021 25
Depreciation
At 1 February 2020 (3)
Reclassified from property, plant & equipment (2)
At 31 January 2021 (5)
Net carrying amount
At 31 January 2021 20
146
Kingfisher 2021/22 Annual Report and Accounts
17 Leases
The Group is a lessee of various retail stores, offices, warehouses and plant and equipment under lease agreements with varying
terms, escalation clauses and renewal rights. The Group is also a lessor and sub-lessor of space with freehold and leasehold
properties respectively.
Right-of-use assets
£ millions 2021/22 2020/21
Land and buildings 1,806 1,759
Fixtures, fittings and equipment 79 86
Net carrying amount 1,885 1,845
Leased fixtures, fittings and equipment includes items such as mechanical handling equipment and vehicles.
£ millions 2021/22 2020/21
At beginning of year 1,845 1,916
Additions
1
314 164
Depreciation charge for the year (285) (277)
Impairment reversals 17 27
Impairment losses (5) (9)
Other movements 32 8
Exchange differences (33) 16
At end of year 1,885 1,845
1. Right-of-use asset additions include new leases, lease renewals and increases in term and/or scope for existing leases.
Net right-of-use asset impairment reversals of £12m (2020/21: £18m) have been recorded resulting from revised future store
performance projections. The net store impairment reversals of £12m have been recorded as adjusting items.
Amounts included in profit and loss
£ millions 2021/22 2020/21
Short term rentals (43) (50)
Sublease income 1 1
Gain on sale and leasebacks – 13
Depreciation of right-of-use assets
Property leases (246) (240)
Equipment leases (39) (37)
Interest on lease liabilities
Property leases (131) (149)
Equipment leases (4) (4)
147
Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
17 Leases continued
Amounts recognised in the cash flow statement
£ millions 2021/22 2020/21
Interest element of lease rental payments
Property leases (131) (149)
Equipment leases (4) (4)
Principal element of lease rental payments
Property leases (303) (272)
Equipment leases (38) (37)
Total cash outflow for leases (476) (462)
Maturity analysis of operating lease receivables
Undiscounted total future minimum rentals receivable under non-cancellable operating leases are as follows:
£ millions 2021/22 2020/21
Year 1 4 4
Year 2 3 4
Year 3 3 3
Year 4 2 3
Year 5 2 3
Year 6 and onwards 11 12
25 29
Maturity analysis of finance lease receivables
The following table reconciles the undiscounted sublease rentals receivable under non-cancellable finance leases to the present
value of sublease receivables as disclosed as part of trade and other receivables (note 20):
£ millions 2021/22 2020/21
Year 1 4 5
Year 2 5 5
Year 3 5 4
Year 4 3 4
Year 5 2 3
Year 6 and onwards 2 2
Total undiscounted sublease receipts receivable 21 23
Unearned finance income (4) (4)
Sublease receivables 17 19
Other lease disclosures
The maturity analysis of lease liabilities has been reflected in note 25 Financial risk management.
Lease arrangements under which rental payments are contingent upon sales, other performance or usage are not significant for the
Group.
There are no corporate restrictions imposed by lease arrangements such as those concerning dividends, additional debt and
furtherleasing.
Sale and leaseback transactions
No sale and leaseback transactions were entered into in the current year. During the prior year, the Group sold one property for total
proceeds of £38m which was leased back for a lease term of 2 years.
148 Kingfisher 2021/22 Annual Report and Accounts
18 Investments in joint ventures and associates
£ millions 2021/22
At 1 February 2021 20
Share of post-tax results 5
Dividends (1)
Exchange differences (7)
At 31 January 2022 17
£ millions 2020/21
At 1 February 2020 16
Share of post-tax results 6
Exchange differences (2)
At 31 January 2021 20
No goodwill is included in the carrying amount of investments in joint ventures and associates (2020/21: £nil).
Details of the Group’s significant joint ventures and associates are shown below:
Principal place
of business
% interest
held
Class of shares
owned
Main
activity
Principal joint venture
Koçtaş Yapi Marketleri Ticaret A.S.
1
Turkey 50% Ordinary Retailing
Principal associate
Crealfi S.A.
1
France 49% Ordinary Finance
1. The financial statements of these companies are prepared to 31 December.
Aggregate amounts relating to joint ventures and associates:
£ millions
2021/22 2020/21
Joint ventures Associates Total Joint ventures Associates Total
Non-current assets 8 2 10 11 2 13
Current assets 29 42 71 51 50 101
Current liabilities (28) (35) (63) (48) (41) (89)
Non-current liabilities – (1) (1) (4) (1) (5)
Share of net assets 9 8 17 10 10 20
Sales 110 3 113 105 4 109
Operating expenses (103) (3) (106) (96) (4) (100)
Operating profit 7 – 7 9 – 9
Net finance costs (2) – (2) (2) – (2)
Profit before taxation 5 – 5 7 – 7
Income tax expense – – – (1) – (1)
Share of post-tax results 5 – 5 6 – 6
149
Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
19 Inventories
£ millions 2021/22 2020/21
Finished goods for resale 2,749 2,488
The cost of inventories recognised as an expense and included in cost of sales for the year ended 31 January 2022 is £7,401m
(2020/21: £7,024m).
20 Trade and other receivables
£ millions 2021/22 2020/21
Non-current
Prepayments 8 6
Sublease receivables 14 15
Business disposal consideration receivable – 8
22 29
Current
Trade receivables 71 62
Allowance for expected credit losses (7) (6)
Net trade receivables 64 56
Property receivables 3 3
Sublease receivables 3 4
Merchandise returns asset 11 11
Prepayments 67 60
Rebates due from suppliers 114 112
Business disposal consideration receivable 8 7
Other receivables 30 37
300 290
Trade and other receivables 322 319
The fair values of trade and other receivables approximate to their carrying amounts. Refer to note 25 for further information on the
credit risk associated with trade and other receivables.
Other receivables include items related to other taxation and social security.
21 Cash and cash equivalents
£ millions 2021/22 2020/21
Cash at bank and in hand 441 437
Other cash and cash equivalents 382 705
Cash and cash equivalents 823 1,142
Included in cash and cash equivalents is restricted cash of £38m (2020/21: £49m) relating to cash held by the Group’s captive
insurance company and in virtual captive arrangements.
Other cash and cash equivalents, fixed for periods of up to three months, comprise bank deposits and investments in money market
funds. The fair values of cash and cash equivalents approximate to their carrying amounts.
150 Kingfisher 2021/22 Annual Report and Accounts
22 Trade and other payables
£ millions 2021/22 2020/21
Current
Trade payables 1,352 1,374
Other taxation and social security 246 237
Deferred income 178 131
Contract to purchase own shares for cancellation 69 –
Liability to purchase own shares for ESOP trust 9 –
Merchandise returns provision 20 20
Accruals and other payables 800 758
2,674 2,520
Non-current
Accruals and other payables 10 11
Trade and other payables 2,684 2,531
The fair values of trade and other payables approximate to their carrying amounts.
Included in trade payables are amounts at 31 January 2022 of £193m (2020/21: £174m) due under supply chain finance arrangements
with third party banks. Suppliers choose to enter into these arrangements, which provide them with the option of access to earlier
payment at favourable interest rates from the third party banks based on Kingfisher’s investment grade credit rating. If suppliers do
not choose early payment under these arrangements, their invoices are settled by the third party banks in accordance with the
originally agreed payment terms. Under certain of these arrangements, Kingfisher has agreed extended payment terms. The total
amount outstanding on such extended payment terms at 31 January 2022 is £14m (2020/21: £14m). These arrangements do not
provide the Group with a significant benefit of additional financing and accordingly are classified as trade payables.
The contract to purchase own shares relates to a liability arising under an irrevocable closed season buyback of the Company’s own
shares (see note 29).
Accruals and other payables include items related to goods not for resale, property, capital expenditure, payroll, insurance and
interest.
23 Borrowings
£ millions 2021/22 2020/21
Current
Bank overdrafts 14 6
Bank loans – 2
Fixed term debt – 93
14 101
Non-current
Bank loans 2 2
2 2
Borrowings 16 103
151
Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
23 Borrowings continued
Bank loans
Non-current bank loans have an average maturity of two years (2020/21: two years) and are arranged at fixed rates of interest with an
effective interest rate of 1.0% (2020/21: 0.7%).
Fixed term debt
2021/22 2020/21
Principal
outstanding Maturity date Coupon
Effective
interest rate
Carrying
amount £m
Carrying
amount £m
EUR Term Loan €50m 21/09/21
1
6M EURIBOR +47.5bps 0.5% – 43
GBP Term Loan £50m 13/12/21
2
6M LIBOR +83bps 1.9% – 50
– 93
1. €50m swapped to floating rate Sterling based on 6-month LIBOR plus a margin using a cross-currency interest rate swap. Repaid on maturity.
2. £50m term loan repaid on maturity.
As at 31 January 2022, the Group had an undrawn revolving credit facility (RCF) of £550m due to expire in May 2024. The previous
facilities (£225m March 2022 and £550m August 2023) were cancelled in June 2021.
The terms of the committed RCF require that the ratio of Group operating profit (excluding adjusting items) to net interest payable
(excluding interest on IFRS 16 lease liabilities) must be no less than 3:1 for the preceding 12 months as at the half and full year-ends. At
31 January 2022, Kingfisher’s ratio was higher than this requirement.
Fair values
£ millions
Fair value
2021/22 2020/21
Bank overdrafts 14 6
Bank loans 3 4
Fixed term debt – 95
Borrowings 17 105
Fair values of borrowings have been calculated by discounting cash flows at prevailing interest and foreign exchange rates. This has
resulted in level 2 inputs as defined by the fair value hierarchy of IFRS 13, ‘Fair value measurement’.
24 Derivatives
£ millions 2021/22 2020/21
Current assets 37 5
Non-current assets 1 –
Current liabilities (12) (59)
Non-current liabilities (1) (1)
25 (55)
The net fair value of derivatives by hedge designation at the balance sheet date is:
£ millions 2021/22 2020/21
Cash flow hedges 28 (43)
Non-designated hedges (3) (12)
25 (55)
152
Kingfisher 2021/22 Annual Report and Accounts
The Group holds the following derivative financial instruments at fair value:
£ millions 2021/22 2020/21
Foreign exchange contracts 38 5
Derivative assets 38 5
Cross currency interest rate swaps – (1)
Foreign exchange contracts (13) (59)
Derivative liabilities (13) (60)
25 (55)
The fair values are calculated by discounting future cash flows arising from the instruments and adjusted for credit risk. These fair
value measurements are all made using observable market rates of interest, foreign exchange and credit risk.
All the derivatives held by the Group at fair value are considered to have fair values determined by level 2 inputs as defined by the fair
value hierarchy of IFRS 13, ‘Fair value measurement’, representing significant observable inputs other than quoted prices in active
markets for identical assets or liabilities. There are no non-recurring fair value measurements nor have there been any transfers of
assets or liabilities between levels of the fair value hierarchy.
At 31 January 2022, net financing derivative liabilities included in net debt amount to £3m (2020/21: £12m).
Cash flow hedges
Forward foreign exchange contracts hedge currency exposures of forecast inventory purchases. At 31 January 2022 the Sterling
equivalent amount of such contracts is £1,236m (2020/21: £1,215m). These are located in the derivative asset and derivative liability
lines in the consolidated balance sheet with carrying amounts of £32m assets and £4m liabilities. The associated fair value gains and
losses will be transferred to inventories when the purchases occur during the next 18 months. The amount recognised in other
comprehensive income during the year is a gain of £59m (2020/21: £48m loss). Losses of £16m (2020/21: £13m loss) have been
transferred to inventories for contracts which matured during the year. There is no ineffectiveness for 2021/22 on these hedges. The
weighted average hedged rates for derivatives outstanding at 31 January 2022 for our material currencies are USD/EUR 1.17 and USD/
GBP 1.37.
A cross currency interest rate swap contract was in place to hedge the currency exposure of Euro debt. The swap and
corresponding Euro debt both matured in September 2021.
Hedge effectiveness is assessed at the inception of the hedge relationship and on an ongoing basis to ensure that an economic
relationship exists between the hedged item and the hedging instrument. The Group enters into hedge relationships where the critical
terms of the hedging instrument match exactly with the terms of the hedged item. The Group therefore performs a qualitative
assessment of effectiveness.
For foreign currency inventory purchases, ineffectiveness may arise if the timing of the forecast transaction changes from what was
originally estimated or if there are changes in the credit risk of the Group or the derivative counterparty. For cross currency interest
rate swaps, hedge ineffectiveness may arise from credit risk of the Group or the derivative counterparty.
Non-designated hedges
The Group has entered into certain derivatives to provide a hedge against fluctuations in the income statement arising from balance
sheet positions. At 31 January 2022, the Sterling equivalent amount of such contracts is £852m (2020/21: £1,404m). These have not
been accounted for as hedges, since the fair value movements of the derivatives in the income statement offset the retranslation of
the balance sheet positions. These include short-term foreign exchange contracts.
The Group has reviewed all significant contracts for embedded derivatives and none of these contracts has any embedded
derivatives which are not closely related to the host contract and therefore the Group is not required to account for these
separately.
The Group enters into netting agreements with counterparties to manage the credit and settlement risks associated with over-the-
counter derivatives. These netting agreements and similar arrangements generally enable the Group and its counterparties to settle
cash flows on a net basis and set-off liabilities against available assets in the event that either party is unable to fulfil its contractual
obligations.
153Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
24 Derivatives continued
Offsetting of derivative assets and liabilities:
£ millions
Gross amounts
of recognised
derivatives
Gross amounts
offset in the
consolidated
balance sheet
Net amounts of
derivatives
presented in
the
consolidated
balance sheet
Gross amounts
of derivatives
not offset in the
consolidated
balance sheet Net amount
At 31 January 2022
Derivative assets 38 – 38 (13) 25
Derivative liabilities (13) – (13) 13 –
At 31 January 2021
Derivative assets 5 – 5 (5) –
Derivative liabilities (60) – (60) 5 (55)
Net investment hedges
Certain foreign currency denominated lease liabilities are designated as hedging the exposure to movements in the spot retranslation
of the Group’s investment in foreign subsidiaries. The gains and losses on retranslation of the hedging instruments are presented in
the translation reserve within other reserves to offset gains and losses on the hedged balance sheet exposure. The nominal values of
these lease liabilities is £166m (2020/21: £192m). The amount recognised in the translation reserve is a loss of £1m (2020/21: £7m loss).
There is no ineffectiveness for 2021/22.
25 Financial risk management
Kingfisher’s treasury function has primary responsibility for managing certain financial risks to which the Group is exposed. The Board
reviews the levels of exposure regularly and approves treasury policies covering the use of financial instruments required to manage
these risks. Kingfisher’s treasury function is not run as a profit centre and does not enter into any transactions for speculative
purposes.
In the normal course of business, the Group uses financial instruments including derivatives. The main types of financial instruments
used are fixed term debt, bank loans and deposits, money market funds, interest rate swaps and foreign exchange contracts.
Interest rate risk
Borrowings arranged at floating rates of interest expose the Group to cash flow interest rate risk, whereas those arranged at fixed
rates of interest expose the Group to fair value interest rate risk. The Group manages its interest rate risk by entering into certain
interest rate derivative contracts which modify the interest rate payable on the Group’s underlying debt instruments.
Currency risk
The Group’s principal currency exposures are to the Euro, US Dollar, Polish Zloty and Romanian Leu. The Euro, Polish Zloty and
Romanian Leu exposures are operational and arise through the ownership of retail businesses in France, Spain, Portugal, the Republic
of Ireland, Poland and Romania. The Group disposed of its Russian retail business on 30 September 2020.
In particular, the Group generates a substantial part of its profit from the Eurozone and, as such, is exposed to the economic
uncertainty of its member states. The Group continues to monitor potential exposures and risks and consider effective risk
management solutions.
It is the Group’s policy not to hedge the translation of overseas earnings into Sterling. In addition, the Group has significant
transactional exposure arising on the purchase of inventories denominated in US Dollars, which it hedges using forward foreign
exchange contracts. Under Group policies, the Group’s operating companies are required to hedge committed inventory purchases
and a proportion of forecast inventory purchases arising in the next 18 months. This is monitored on an ongoing basis.
The Group also has exposure to certain leases denominated in currencies which are different from the functional (reporting)
currencies of the lessee. To reduce the Group’s exposure to this, most of the affected lease liabilities have been designated as net
investment hedges of Group assets held in the same currency.
154 Kingfisher 2021/22 Annual Report and Accounts
Kingfisher’s policy is to manage the interest rate and currency profile of its debt and cash using derivative contracts. The effect of
these contracts on the Group’s net debt is as follows:
£ millions
2021/22
Sterling Euro US Dollar Other
Fixed Floating Fixed Floating Fixed Floating Fixed Floating Total
At 31 January 2022
Net cash/(debt) before financing
derivatives and lease liabilities – 142 (2) 179 – 429 – 59 807
Financing derivatives – (539) – 372 – 136 – 28 (3)
Lease liabilities (1,792) – (548) – – – (36) – (2,376)
Net (debt)/cash (1,792) (397) (550) 551 – 565 (36) 87 (1,572)
£ millions
2020/21
Sterling Euro US Dollar Other
Fixed Floating Fixed Floating Fixed Floating Fixed Floating Total
At 31 January 2021
Net cash/(debt) before financing
derivatives and lease liabilities – 316 (3) 140 – 501 – 85 1,039
Financing derivatives – (1,029) – 687 – 87 – 243 (12)
Lease liabilities (1,789) – (598) – – – (34) – (2,421)
Net (debt)/cash (1,789) (713) (601) 827 – 588 (34) 328 (1,394)
Financial instruments principally affected by interest rate and currency risks, being the significant market risks impacting Kingfisher,
are borrowings, deposits and derivatives. The following analysis illustrates the sensitivity of net finance costs (reflecting the impact on
profit) and derivative cash flow hedges (reflecting the impact on other comprehensive income) to changes in interest rates and
foreign exchange rates.
£ millions
2021/22 2020/21
Net finance
costs
income/(costs)
Net finance
costs
income/(costs)
Effect of 1% rise in interest rates on net finance costs
Sterling (4) (7)
Euro 6 8
US Dollar 6 6
Other 1 3
155
Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
25 Financial risk management continued
Due to the Group’s hedging arrangements and offsetting foreign currency assets and liabilities, there is no significant impact on profit
from the retranslation of financial instruments.
£ millions
2021/22 2020/21
Derivative cash
flow hedges
increase
Derivative cash
flow hedges
increase
Effect of 10% appreciation in foreign exchange rates on derivative cash flow hedges
US Dollar against Sterling 59 51
US Dollar against Euro 36 36
US Dollar against other 16 16
The impact of changes in foreign exchange rates on cash flow hedges results from retranslation of forward purchases of US Dollars
used to hedge forecast US Dollar purchases of inventories. The associated fair value gains and losses are deferred in equity until the
purchases occur. See note 24 for further details.
The sensitivity analysis excludes the impact of movements in market variables on the carrying amount of trade and other payables
and receivables, due to the low associated sensitivity, and are before the effect of tax. It has been prepared on the basis that the
Group’s debt, hedging activities, hedge accounting designations, and foreign currency proportion of debt and derivative contracts
remain constant, reflecting the positions at 31 January 2022 and 31 January 2021 respectively. As a consequence, the analysis relates
to the position at those dates and is not necessarily representative of the years then ended. In preparing the sensitivity analysis it is
assumed that all hedges are fully effective.
The effects shown above would be reversed in the event of an equal and opposite change in interest rates and foreign exchange
rates.
Liquidity risk
The Group regularly reviews the level of cash and debt facilities required to fund its activities. This involves preparing a prudent cash
flow forecast for the medium term, determining the level of debt facilities required to fund the business, planning for repayment of
debt at its maturity and identifying an appropriate amount of headroom to provide a reserve against unexpected outflows.
At 31 January 2022, the Group had an undrawn revolving credit facility of £550m due to expire in May 2024.
156 Kingfisher 2021/22 Annual Report and Accounts
The following table analyses the Group’s financial liabilities and derivatives into relevant maturity groupings based on the remaining
period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual
undiscounted cash flows (including interest) and as such may differ from the amounts disclosed on the balance sheet.
£ millions
2021/22
On demand Less than 1 year 1-2 years 2-3 years 3-4 years 4-5 years
More than
5 years Total
At 31 January 2022
Bank overdrafts (14) – – – – – – (14)
Trade and other payables
1
– (2,230) (10) – – – – (2,240)
Bank loans – (1) (1) (1) – – – (3)
Lease liabilities – (443) (423) (382) (339) (295) (1,203) (3,085)
Derivative financial liabilities:
Derivative contracts – receipts – 954 39 – – – – 993
Derivative contracts – payments – (965) (40) – – – – (1,005)
Derivative financial assets:
Derivative contracts – receipts – 1,606 34 – – – – 1,640
Derivative contracts – payments – (1,573) (34) – – – – (1,607)
£ millions
2020/21
On demand Less than 1 year 1-2 years 2-3 years 3-4 years 4-5 years
More than
5 years Total
At 31 January 2021
Bank overdrafts (6) – – – – – – (6)
Trade and other payables
1
– (2,132) (11) – – – – (2,143)
Bank loans – (2) (1) (1) – (1) – (5)
Fixed term debt – (95) – – – – – (95)
Lease liabilities – (456) (417) (390) (346) (304) (1,300) (3,213)
Derivative financial liabilities:
Derivative contracts – receipts – 2,155 60 – – – – 2,215
Derivative contracts – payments – (2,211) (61) – – – – (2,272)
Derivative financial assets:
Derivative contracts – receipts – 438 11 – – – – 449
Derivative contracts – payments – (434) (12) – – – – (446)
1. Excluding non-financial items relating to deferred income and merchandise returns provisions and non-contractual items relating to other taxation and social
security payables.
157Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
25 Financial risk management continued
Credit risk
The Group deposits surplus cash with a number of banks with strong long-term credit ratings and with money market funds which
have AAA credit ratings and offer same-day liquidity. A credit limit for each counterparty is agreed by the Board covering the full
value of deposits and the fair value of derivative contracts. The credit risk is reduced further by spreading the investments and
derivative contracts across several counterparties. At 31 January 2022, the highest total cash investment with a single counterparty
was £85m (2020/21: £97m).
The Group applies the low credit risk simplification under IFRS 9 for expected credit losses relating to cash at bank, short-term
deposits and money market funds. The resulting expected credit losses are not significant.
The Group’s exposure to credit risk at the reporting date is the carrying value of trade and other receivables, cash at bank, short-
term deposits and the fair value of derivative assets. Trade and other receivables mainly relate to trade receivables and rebates
which comprise low individual balances with short maturity spread across a large number of unrelated customers and suppliers,
resulting in low credit risk levels. They do not have a significant financing component and therefore the Group has elected to measure
expected credit losses using lifetime expected losses.
The estimated lifetime expected losses are based on historical loss rates adjusted where necessary for expected changes in
economic conditions.
At 31 January 2022, trade and other receivables that are past due amount to £30m (2020/21: £32m), of which £3m (2020/21: £6m) are
over 120 days past due.
Capital risk
Capital risk management disclosures are provided in the Financial Review on page 41.
26 Deferred tax
£ millions 2021/22 2020/21
Deferred tax assets 10 15
Deferred tax liabilities (276) (232)
(266) (217)
Deferred tax assets and liabilities are offset against each other when they relate to income taxes levied by the same tax jurisdiction
and when the Group intends, and has the legally enforceable right, to settle its current tax assets and liabilities on a net basis.
£ millions
2021/22
Accelerated
tax
depreciation
Gains on
property Leases
Short term
timing
differences Tax losses
Post-
employment
benefits
Investment in
subsidiaries Other Total
At 1 February 2021 (142) (58) 111 49 1 (186) (2) 10 (217)
(Charge)/credit to income statement (37) (5) 17 (8) – 2 1 – (30)
Credit/(charge) to equity – – – 3 – (11) – (17) (25)
Exchange differences 9 2 (1) (2) – (2) – – 6
At 31 January 2022 (170) (61) 127 42 1 (197) (1) (7) (266)
2020/21
£ millions
Accelerated
tax
depreciation
Gains on
property Leases
Short term
timing
differences Tax losses
Post-
employment
benefits
Investment in
subsidiaries Other Total
At 1 February 2020 (130) (56) 110 49 8 (159) – 1 (177)
(Charge)/credit to income statement (6) 1 (1) (3) (7) 2 (2) – (16)
Credit/(charge) to equity – – 1 1 – (31) – 9 (20)
Exchange differences (6) (3) 1 2 – 2 – – (4)
At 31 January 2021 (142) (58) 111 49 1 (186) (2) 10 (217)
158
Kingfisher 2021/22 Annual Report and Accounts
At the balance sheet date, the Group has unused trading tax losses of £218m (2020/21: £231m) available for offset against future
profits. A deferred tax asset has been recognised in respect of £1m (2020/21: £1m) of such losses. No deferred tax asset has been
recognised in respect of the remaining £217m (2020/21: £230m) due to the unpredictability of future profit streams. Included in this
amount there are tax losses arising in Romania of £139m (2020/21: £131m) and Portugal of £13m (2020/21: £15m) which can only be
carried forward in the next one to seven and one to twelve years respectively. Other unrecognised losses may be carried forward
indefinitely.
At the balance sheet date, the Group also has unused capital tax losses of £13m (2020/21: £15m) available for offset against future
capital gains. No deferred tax asset has been recognised in the year in respect of such losses (2020/21: £1m). All of these losses may
be carried forward indefinitely.
A deferred tax liability has been recognised in the period reflecting the withholding tax anticipated to arise in light of a planned
repatriation of certain earnings that were generated in the current year. Except for this liability, all other unremitted earnings of
overseas subsidiaries and joint ventures are continually reinvested by the Group. Therefore, as no tax is expected to be payable on
these earnings in the foreseeable future, no deferred tax liabilities are recorded in relation to them. Additional earnings which could
be remitted on which there would be tax to pay total £208m (2020/21: £248m).
27 Provisions
£ millions
Onerous
property
contracts Restructuring Total
At 1 February 2021 7 72 79
Releases to income statement – (13) (13)
Utilised in the year (1) (28) (29)
Exchange differences – (4) (4)
At 31 January 2022 6 27 33
Current liabilities 4 19 23
Non-current liabilities 2 8 10
6 27 33
Onerous property contracts exclude contracts related to restructuring programmes which are included in the restructuring
provisions. The provisions are based on the present value of future cash outflows relating to rates and service charges. Rental
obligations under onerous property contracts are included within lease liabilities.
Restructuring provisions include both the cost of people change and the cost to exit stores and property contracts.
Restructuring provisions predominately relate to costs in France to restructure the business as part of the Group’s legacy
transformation and store closure plans. Releases to the income statement in the current year of £13m are principally related to cost
savings as compared with the original restructuring provisions recognised. The restructuring provision releases of £13m have been
recorded as adjusting items in line with the original classification of the related provision charges.
The ultimate costs and timing of cash flows related to the above provisions are largely dependent on the timing of the related people
costs.
The provisions have been discounted to reflect the time value of money and the risks associated with the specific liabilities.
159Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
28 Post-employment benefits
The Group operates a variety of post-employment benefit arrangements covering both funded and unfunded defined benefit
schemes and defined contribution schemes. The most significant defined benefit and defined contribution schemes are in the UK.
The principal overseas defined benefit schemes are in France, where they are mainly retirement indemnity in nature.
Defined contribution schemes
Costs for the Group’s defined contribution pension schemes, at rates specified in the individual schemes’ rules, are as follows:
£ millions 2021/22 2020/21
Charge to operating profit 43 34
From July 2012, an enhanced defined contribution pension scheme was offered to all UK employees. Eligible UK employees have
been automatically enrolled into the scheme since 31 March 2013.
Defined benefit schemes
The Group’s principal defined benefit arrangement is its funded, final salary pension scheme in the UK. This scheme was closed to
new entrants from April 2004 and was closed to future benefit accrual from July 2012.
The scheme operates under trust law and is managed and administered by the Trustee on behalf of members in accordance with the
terms of the Trust Deed and Rules and relevant legislation. The Trustee Board consists of ten Trustee Directors, made up of five
employer-appointed Directors, one independent Director and four member-nominated Directors. The Trustee Board delegates
day-to-day administration of the scheme to the Group pensions department of Kingfisher plc.
The main risk to the Group is that additional contributions are required if investment returns and demographic experience are worse
than expected. The scheme therefore exposes the Group to actuarial risks, such as longevity risk, currency risk, inflation risk, interest
rate risk and market (investment) risk. The Trustee Board regularly reviews such risks and mitigating controls, with a risk register being
formally approved on an annual basis. The assets of the scheme are held separately from the Group and the Trustee’s investment
strategy includes a planned medium-term de-risking of assets, switching from return-seeking to liability-matching assets. Other
de-risking activities have included the scheme acquiring an interest in a property partnership, as set out further below, and entering
into bulk annuities.
A full actuarial valuation of the scheme is carried out every three years by an independent actuary for the Trustee and the last full
valuation was carried out as at 31 March 2019.
Following this valuation and in accordance with the scheme’s Statement of Funding Principles, the Trustee and Kingfisher have
agreed annual employer contributions of £27m from April 2019 to July 2024, subject to any changes being agreed with the Trustee.
The contribution schedule has been derived with reference to a funding objective that targets a longer-term, low risk funding position
in excess of the minimum statutory funding requirements. This longer-term objective is based on the principle of the scheme
reaching a point where it can provide benefits to members with a high level of security, thereby limiting its reliance on the employer
for future support. The Company monitors the scheme funding level on a regular basis and will review with the scheme Trustee at
future valuations the continued appropriateness of the repayment schedule currently in place.
160 Kingfisher 2021/22 Annual Report and Accounts
The Trust Deed provides Kingfisher with an unconditional right to a refund of surplus assets assuming the full settlement of plan
liabilities in the event of a plan wind-up. Furthermore, in the ordinary course of business the Trustee has no rights to unilaterally wind
up, or otherwise augment the benefits due to members of, the scheme. Based on these rights, any net surplus in the UK scheme is
recognised in full.
UK scheme interest in property partnership
In 2010/11, the Group established a partnership, Kingfisher Scottish Limited Partnership (‘Kingfisher SLP’), as part of an arrangement
with the UK scheme Trustee to address an element of the scheme deficit and provide greater security to the Trustee. The
partnership interests are held by the Group and by the scheme, the latter resulting from investments of £78m and £106m made by the
Trustee in January and June 2011 respectively. These investments followed Group contributions of the same amounts into the
scheme. In accordance with IAS 19, ‘Employee benefits’, the investments held by the scheme in Kingfisher SLP do not represent plan
assets for the purposes of the Group’s consolidated financial statements. Accordingly, the reported pension position does not reflect
these investments.
UK property assets with market values of £83m and £119m were transferred, in January 2011 and June 2011 respectively, into the
partnership and leased back to B & Q Limited. The Group retains control over these properties, including the flexibility to substitute
alternative properties. The Trustee has a first charge over the properties in the event that Kingfisher plc becomes insolvent. The
scheme’s partnership interest entitles it to much of the income of the partnership over the 20-year period of the arrangement. The
payments to the scheme by Kingfisher SLP over this term are reflected as Group pension contributions on a cash basis. At the end of
this term, Kingfisher plc has the option to acquire the Trustee’s partnership interest in Kingfisher SLP.
The Group has control over the partnership and therefore it is consolidated in these Group financial statements. Accordingly,
advantage has been taken of the exemptions provided by Regulation 7 of the Partnerships (Accounts) Regulations 2008 from the
requirements for preparation, delivery and publication of the partnership’s accounts.
Income statement
£ millions
2021/22 2020/21
UK Overseas Total UK Overseas Total
Amounts charged to operating profit
Current service cost 3 11 14 2 7 9
Past service cost – – – 1 – 1
Administration costs 3 – 3 3 – 3
6 11 17 6 7 13
Amounts (credited)/charged to net finance costs
Net interest (income)/expense (8) – (8) (7) 1 (6)
Total (credited)/charged to income statement (2) 11 9 (1) 8 7
161
Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
28 Post-employment benefits continued
Of the net charge to operating profit, a £14m charge (2020/21: £10m charge) and £3m charge (2020/21: £3m charge) are included in
selling and distribution expenses and administrative expenses respectively. Remeasurement gains and losses have been reported in
the statement of comprehensive income.
Balance sheet
£ millions
2021/22 2020/21
UK Overseas Total UK Overseas Total
Present value of defined benefit obligations (2,934) (150) (3,084) (3,092) (165) (3,257)
Fair value of scheme assets 3,474 20 3,494 3,596 20 3,616
Net surplus/(deficit) in schemes 540 (130) 410 504 (145) 359
Movements in the surplus or deficit are as follows:
£ millions
2021/22 2020/21
UK Overseas Total UK Overseas Total
Net surplus/(deficit) in schemes at beginning of year 504 (145) 359 404 (127) 277
Current service cost (3) (11) (14) (2) (7) (9)
Past service cost – – – (1) – (1)
Administration costs (3) – (3) (3) – (3)
Net interest income/(expense) 8 – 8 7 (1) 6
Net remeasurement gains/(losses) 7 14 21 73 (5) 68
Contributions paid by employer 27 3 30 26 3 29
Exchange differences – 9 9 – (8) (8)
Net surplus/(deficit) in schemes at end of year 540 (130) 410 504 (145) 359
Movements in the present value of defined benefit obligations are as follows:
£ millions
2021/22 2020/21
UK Overseas Total UK Overseas Total
Present value of defined benefit obligations at beginning of year (3,092) (165) (3,257) (3,114) (147) (3,261)
Current service cost (3) (11) (14) (2) (7) (9)
Past service cost – – – (1) – (1)
Interest expense (45) – (45) (49) (1) (50)
Remeasurement gains/(losses) – changes in financial assumptions 111 14 125 (71) (11) (82)
Remeasurement gains/(losses) – changes in demographic assumptions 2 – 2 (18) – (18)
Remeasurement (losses)/gains – experience adjustments (39) – (39) 36 6 42
Benefits paid 132 3 135 127 3 130
Exchange differences – 9 9 – (8) (8)
Present value of defined benefit obligations at end of year (2,934) (150) (3,084) (3,092) (165) (3,257)
The present value of UK scheme defined benefit obligations is 62% (2020/21: 62%) in respect of deferred members and 38%
(2020/21: 38%) in respect of current pensioners.
The weighted average duration of the UK scheme obligations at the end of the year is 20 years (2020/21: 20 years).
162 Kingfisher 2021/22 Annual Report and Accounts
Movements in the fair value of scheme assets are as follows:
£ millions
2021/22 2020/21
UK Overseas Total UK Overseas Total
Fair value of scheme assets at beginning of year 3,596 20 3,616 3,518 20 3,538
Administration costs (3) – (3) (3) – (3)
Interest income 53 – 53 56 – 56
Remeasurement (losses)/gains – actual return less interest
income (67) – (67) 126 – 126
Contributions paid by employer 27 3 30 26 3 29
Benefits paid (132) (3) (135) (127) (3) (130)
Fair value of scheme assets at end of year 3,474 20 3,494 3,596 20 3,616
The fair value of scheme assets is analysed as follows:
£ millions
2021/22 2020/21
UK Overseas Total % of total UK Overseas Total % of total
Government bonds
1
849 – 849 24% 1,762 – 1,762 49%
Corporate bonds 929 – 929 27% 944 – 944 26%
Derivatives (27) – (27) (1)% (32) – (32) (1)%
UK equities 7 – 7 – 10 – 10 –
Overseas equities 118 – 118 4% 189 – 189 5%
Property 3 – 3 – 14 – 14 –
Annuities 1,181 – 1,181 34% 380 – 380 11%
Cash and other 414 20 434 12% 329 20 349 10%
Total fair value of scheme assets 3,474 20 3,494 100% 3,596 20 3,616 100%
1. Including LDI repurchase agreement liabilities.
During the year the UK scheme purchased an annuity for £902m from a major insurance company. This targeted certain pensioner
liabilities, removing the longevity risk associated with these members. Measured against the long-term funding objective that has
been agreed between Kingfisher and the Trustee, the transaction generated a funding improvement as well as a significant reduction
in funding risk. As the cost of the annuity of £902m was greater than the IAS 19 accounting value of the corresponding liabilities, an
asset remeasurement loss of £87m has been recorded in other comprehensive income.
All UK scheme assets have quoted prices in active markets, except for £1,262m (2020/21: £612m) of property, annuity and other
assets.
To reduce volatility risk a liability driven investment (LDI) strategy forms part of the Trustee’s management of the UK defined benefit
scheme’s assets, including government bonds, corporate bonds and derivatives. The government bond assets category in the table
above includes gross assets of £2.1bn (2020/21: £2.9bn) and associated repurchase agreement liabilities of £1.3bn (2020/21: £1.2bn).
Repurchase agreements are entered into with counterparties to better offset the scheme’s exposure to interest and inflation rates,
whilst remaining invested in assets of a similar risk profile. Interest rate and inflation rate derivatives are also employed to
complement the use of fixed and index-linked bonds in matching the profile of the scheme’s liabilities.
The estimated amount of total contributions to be paid to the UK and overseas pension schemes by the Group during the next
financial year is £27m, however this is subject to any changes being agreed with the Trustee as part of the 2022 triennial funding
valuation exercise.
Principal actuarial valuation assumptions
The assumptions used in calculating the costs and obligations of the Group’s defined benefit pension schemes are set by the
Directors after consultation with independent professionally qualified actuaries. The assumptions are based on the conditions at the
time and changes in these assumptions can lead to significant movements in the estimated obligations, as illustrated in the sensitivity
analysis.
163Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
28 Post-employment benefits continued
The UK scheme discount rate is derived using a single equivalent discount rate approach, based on the yields available on a portfolio
of high-quality Sterling corporate bonds with the same duration as that of the scheme liabilities.
Annual % rate
2021/22 2020/21
UK Overseas UK Overseas
Discount rate 2.2 0.8 1.5 0.3
Price inflation 3.5 2.0 2.9 2.0
Rate of pension increases 3.4 – 2.8 –
Salary escalation n/a 2.4 n/a 2.4
For the UK scheme, the mortality assumptions used for IAS 19 purposes have been selected with regard to the characteristics and
experience of the membership of the scheme as assessed from time to time relating to triennial funding valuations. The base
mortality assumptions have been derived using an analysis of current mortality rates carried out by Club Vita for the Trustee and the
CMI life expectancy projection model data published by the UK actuarial profession. The latter allowance is in line with CMI 2020
improvements subject to a long-term rate of 1.5% p.a. for both males and females. The assumptions for life expectancy of UK scheme
members are as follows:
Years 2021/22 2020/21
Age to which current pensioners are expected to live (60 now)
– Male 86.4 86.5
– Female 87.3 87.3
Age to which future pensioners are expected to live (60 in 15 years’ time)
– Male 87.5 87.6
– Female 90.2 90.2
The following sensitivity analysis for the UK scheme shows the estimated impact on the obligation resulting from changes to key
actuarial assumptions, whilst holding all other assumptions constant.
Assumption Change in assumption Impact on defined benefit obligation
Discount rate Increase/decrease by 0.5% Decrease/increase by £309m
Price inflation Increase/decrease by 0.5% Increase/decrease by £246m
Rate of pension increases Increase/decrease by 0.5% Increase/decrease by £234m
Mortality Increase/decrease in life expectancy by one year Increase/decrease by £109m
Due to the asset-liability matching investment strategy, the above impacts on the obligations of changes in discount rate and price
inflation would be significantly offset by movements in the fair value of the scheme assets.
29 Share capital
Number of
ordinary shares
millions
Ordinary share
capital
£ millions
Allotted, called up and fully paid:
At 1 February 2021 2,111 332
New shares issued under share schemes 2 –
Purchase of own shares for cancellation (47) (7)
At 31 January 2022 2,066 325
At 1 February 2020 2,110 332
New shares issued under share schemes 1 –
At 31 January 2021 2,111 332
Ordinary shares have a par value of 15
5
/7 pence per share and carry full voting, dividend and capital distribution rights.
During the year the Group purchased 47 million of the Company’s own shares for cancellation at a cost of £157 million as part of its
capital returns programme.
164 Kingfisher 2021/22 Annual Report and Accounts
30 Other reserves
£ millions
2021/22
Translation
reserve
Cash flow
hedge reserve Other Total
At 1 February 2021 234 (32) 159 361
Inventory cash flow hedges – fair value gains – 59 – 59
Tax on items that will not be reclassified subsequently to profit or loss – (13) – (13)
Currency translation differences
Group (218) – – (218)
Joint ventures and associates (7) – – (7)
Other cash flow hedges
Fair value gains – 1 – 1
Gains transferred to income statement – (1) – (1)
Other comprehensive (loss)/income for the year (225) 46 – (179)
Inventory cash flow hedges - losses transferred to inventories – 16 – 16
Tax on equity items 1 (3) – (2)
At 31 January 2022 10 27 159 196
2020/21
Translation
reserve
Cash flow
hedge reserve Other Total
At 1 February 2020 75 (6) 159 228
Inventory cash flow hedges – fair value losses – (48) – (48)
Tax on items that will not be reclassified subsequently to profit or loss – 11 – 11
Currency translation differences
Group 112 – – 112
Joint ventures and associates (2) – – (2)
Transferred to income statement 49 – – 49
Other cash flow hedges
Fair value gains – 5 – 5
Gains transferred to income statement – (5) – (5)
Other comprehensive income/(loss) for the year 159 (37) – 122
Inventory cash flow hedges - losses transferred to inventories – 13 – 13
Tax on equity items – (2) – (2)
At 31 January 2021 234 (32) 159 361
The ‘other’ category of reserves represents the premium on the issue of convertible loan stock in 1993 and the merger reserve
relating to the acquisition of Darty in 1993.
165Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
31 Share-based payments
2021/22 2020/21
Number
of options
thousands
Weighted
average
exercise
price £
Number of
options
thousands
Weighted
average
exercise
price £
Outstanding at beginning of year 53,298 0.55 51,190 0.60
Granted during the year
1
11,561 0.88 12,409 0.58
Forfeited and expired during the year (6,854) 0.35 (4,868) 1.50
Exercised during the year (7,502) 0.74 (5,433) 0.29
Outstanding at end of year 50,503 0.62 53,298 0.55
Exercisable at end of year 4,155 0.52 3,833 0.52
1. The weighted average exercise price for options granted during the year represents a blend of nil price Delivering Value Incentive awards, Alignment Share
awards, KISP awards and discounted Sharesave options (see below).
Information on the share schemes is given in note 13 of the Company’s separate financial statements.
Options have been exercised on a regular basis throughout the year. On that basis, the weighted average share price during the year,
rather than at the date of exercise, is £3.38 (2020/21: £2.36). The options outstanding at the end of the year have exercise prices
ranging from nil to £3.06 and a weighted average remaining contractual life of 5.1 years (2020/21: 5.6 years).
The Group recognised a total expense of £27m in the year ended 31 January 2022 (2020/21: £14m) relating to equity-settled share-
based payment transactions.
166 Kingfisher 2021/22 Annual Report and Accounts
The fair value of share options and deferred shares is determined by independent valuers using Black-Scholes and stochastic option
pricing models. The inputs of the principal schemes into these models are as follows:
Date of
grant
Share price
at grant
£
Exercise
price
£
Expected
life
1
years
Expected
volatility
2
%
Dividend
yield
3
%
Risk free
rate
4
%
Fair
value
£
Kingfisher Incentive Share Plan – 23/04/15 3.52 – 7 – – – 3.52
Deferred Bonus Awards 21/04/16 3.61 – 7 – – – 3.61
03/05/17 3.40 – 7 – – – 3.40
23/04/18 3.09 – 7 – – – 3.09
24/04/19 2.63 – 7 – – – 2.63
Long Term Incentive Awards 03/07/14 3.61 – 7 – – – 3.61
15/09/14 3.16 – 7 – – – 3.16
UK and International 21/10/14 2.94 2.52 5.5 24.5% 3.4% 1.5% 0.31
Sharesave 01/11/16 3.64 3.06 3.5 22.9% 2.8% 0.4% 0.44
01/11/16 3.64 3.06 5.5 23.5% 2.8% 0.7% 0.39
31/10/17 3.13 2.42 3.5 22.8% 3.4% 0.6% 0.43
31/10/17 3.13 2.42 5.5 22.3% 3.4% 0.8% 0.34
01/11/18 2.62 2.06 3.5 23.2% 4.1% 1.1% 0.33
01/11/18 2.62 2.06 5.5 23.0% 4.1% 0.8% 0.27
01/11/19 2.07 1.59 3.5 25.7% 5.2% 0.4% 0.39
01/11/19 2.07 1.59 5.5 25.1% 5.2% 0.4% 0.35
29/10/20 2.88 2.37 3.5 37.0% 2.8% 0.0% 0.80
29/10/20 2.88 2.37 5.5 32.4% 2.8% 0.0% 0.77
28/10/21 3.31 2.75 3.5 37.4% 3.6% 0.7% 0.88
28/10/21 3.31 2.75 5.5 32.6% 3.6% 0.8% 0.82
Alignment Shares 19/07/16 3.32 – 10 – – – 3.32
24/04/17 3.37 – 10 – – – 3.37
23/10/17 3.03 – 10 – – – 3.03
23/04/18 3.09 – 10 – – – 3.09
29/10/18 2.50 – 10 – – – 2.50
24/04/19 2.63 – 10 – – – 2.63
30/07/19 2.23 – 10 – – – 2.23
21/10/19 2.15 – 10 – – – 2.15
28/07/20 2.49 – 10 – – – 2.49
23/10/20 3.20 – 10 – – – 3.20
22/04/21 3.60 – 10 – – – 3.60
21/10/21 3.41 – 10 – – – 3.41
Transformation Incentive 19/07/16 3.32 – 10 – – – 3.32
Delivering Value Incentive 30/07/19 2.24 – 10 25.6% – 0.4% 1.75
04/05/21 3.57 – 10 40.2% – 0.2% 3.19
1+1 all-colleague Share plan 20/11/20 2.83 – – – – – 3.72
1. Expected life is disclosed based on the UK schemes. For the KISP, KISS and PSP schemes in the UK, the expiry date is 7 years from the date of grant. For the
Transformation Incentive award and Alignment Share award the expiry date is 10 years from the date of grant. Expiry of the overseas Alignment Share award is
3 years from the date of grant.
2. Expected volatility was determined for each individual award (or relevant components of an award), by calculating the historical volatility of the Group’s share
price (plus reinvested dividends) immediately prior to the grant of the award, over the same period as the vesting period of each award, adjusted by
expectations of future volatility.
3. As these awards are made under an approved SAYE scheme, option holders cannot be compensated for dividends foregone. As such the historical dividend
yield is used, calculated as dividends announced in the 12 months prior to grant as a percentage of the share price on the date of grant.
4. Risk free rate was determined for each individual award (or relevant components of an award).
167Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
32 Cash generated by operations
£ millions 2021/22 2020/21
Operating profit 1,144 916
Share of post-tax results of joint ventures and associates (5) (6)
Depreciation and amortisation 555 536
Net impairment gains (31) (7)
Loss/(gain) on disposal of property, plant and equipment, investment property, assets held for sale and intangible
assets 1 (10)
Loss on disposal of subsidiaries – 49
Lease gains (1) –
Share-based compensation charge 27 14
(Increase)/decrease in inventories (359) 86
(Increase)/decrease in trade and other receivables (23) 17
Increase in trade and other payables 158 267
Movement in provisions (42) (30)
Movement in post-employment benefits (13) (16)
Cash generated by operations 1,411 1,816
33 Net debt
£ millions 2021/22 2020/21
Cash and cash equivalents 823 1,142
Bank overdrafts (14) (6)
Cash and cash equivalents and bank overdrafts 809 1,136
Bank loans (2) (4)
Fixed term debt – (93)
Net financing derivatives (3) (12)
Lease liabilities (2,376) (2,421)
Net debt (1,572) (1,394)
£ millions 2021/22 2020/21
Net debt at beginning of year (1,394) (2,526)
Net (decrease)/increase in cash and cash equivalents and bank overdrafts (237) 881
Repayment of bank loans 2 1
Issue of fixed term debt – (1,950)
Repayment of fixed term debt 95 2,011
Receipt on financing derivatives – (1)
Net cashflow
1
(140) 942
Movements in lease liabilities (excluding lease liabilities disposed) 7 136
Lease liabilities disposed – 27
Exchange differences and other non-cash movements (45) 27
Net debt at end of year (1,572) (1,394)
1. Refer to the glossary for the definition of net cashflow.
168 Kingfisher 2021/22 Annual Report and Accounts
£ millions
2021/22
Borrowings
(excluding bank
overdrafts)
Net financing
derivative
liabilities Lease liabilities
Total
financing
liabilities
At 1 February 2021 (97) (12) (2,421) (2,530)
Repayment of bank loans 2 – – 2
Repayment of fixed term debt 95 – – 95
Lease rental payments – – 476 476
Interest paid 1 7 – 8
Cash outflow relating to financing liabilities 98 7 476 581
Interest charge (1) (7) (135) (143)
Lease liability additions – – (303) (303)
Other movements in lease liabilities – – (31) (31)
Amortisation of issue costs (2) – – (2)
Fair value movements and exchange differences – 9 38 47
At 31 January 2022 (2) (3) (2,376) (2,381)
£ millions
2020/21
1
Borrowings
(excluding bank
overdrafts)
Net financing
derivative
liabilities Lease liabilities
Total
financing
liabilities
At 1 February 2020 (136) (22) (2,563) (2,721)
Repayment of bank loans 1 – – 1
Issue of fixed term debt (1,950) – – (1,950)
Repayment of fixed term debt 2,011 – – 2,011
Receipt on financing derivatives – (1) – (1)
Lease rental payments – – 462 462
Interest paid 11 13 – 24
Cash outflow relating to financing liabilities 73 12 462 547
Interest charge (11) (13) (153) (177)
Lease liability additions – – (164) (164)
Lease liabilities disposed – – 27 27
Other movements in lease liabilities – – (9) (9)
Amortisation of issue costs (3) – – (3)
Fair value movements and exchange differences (20) 11 (21) (30)
At 31 January 2021 (97) (12) (2,421) (2,530)
1. This table has been re-presented to reflect interest accrued and paid on net financing derivative liabilities.
The Group repaid its €50m and £50m fixed term loans at maturity in September 2021 and December 2021 respectively.
During the prior year the Group repaid a €50m Medium Term Note at its maturity and drew down on and repaid in full the following
funds:
— £600m of commercial paper under the Bank of England’s Covid Corporate Financing Facility;
— €600m term facility with three French banks guaranteed at 80% by the French State (Prêt garanti par l’État);
— £775m of the Group’s revolving credit facilities; and
— €50m of temporary borrowing.
169Kingfisher 2021/22 Annual Report and Accounts
Notes to the consolidated financial statements continued
34 Acquisitions
There were no acquisitions in the current financial year.
In the prior year, the Group completed the acquisition of NeedHelp (We Share Trust SAS), one of Europe’s leading home
improvement services marketplaces, for a purchase price of £9m (before cash acquired of £1m). As part of the transaction, the
founder of NeedHelp reinvested proceeds from the sale in a 20% interest in the business, resulting in Kingfisher owning 80%.
NeedHelp is an innovative B2B2C online platform that connects customers who need home improvement help, either in-store or
online, with vetted professional tradespeople and other skilled experts. Goodwill of £9m was recognised on acquisition of the
business, with the acquisition representing an important step forward for one of the Group’s key priorities under its ‘Powered by
Kingfisher’ strategy: to build a mobile-first and service-orientated customer experience.
35 Disposals
There were no disposals in the current financial year.
In the prior year, the Group disposed of its 100% interest in the Castorama Russia (Castorama RUS LLC) business to Maxidom for a
gross consideration of £72m, of which £57m was received on disposal, with the remaining £15m to be received in equal instalments
over the subsequent two years. The first instalment of £7m was received in September 2021. Castorama Russia was not classified as
a discontinued operation as it did not represent a major operation for the Group.
The impact of the disposal on the current and prior year financial statements is set out below:
Income statement
£ millions 2021/22 2020/21
Proceeds – 72
Net assets disposed – (63)
Transactions costs, warranties and indemnities – (9)
Loss on disposal before cumulative exchange losses – –
Cumulative exchange losses transferred from translation reserve – (49)
Adjusting loss on disposal – (49)
Cashflow statement
£ millions 2021/22 2020/21
Cash proceeds 7 57
Cash disposed – (27)
Transaction costs paid – (3)
Net disposal proceeds received 7 27
36 Commitments
Capital commitments contracted but not provided for by the Group at 31 January 2022 amount to £31m (2020/21: £38m).
37 Contingent liabilities
The Group is subject to claims and litigation arising in the ordinary course of business and provision is made where liabilities are
considered likely to arise on the basis of current information and legal advice.
The Group files tax returns in many jurisdictions around the world and at any one time is subject to periodic tax audits in the ordinary
course of its business. Applicable tax laws and regulations are subject to differing interpretations and the resolution of a final tax
position can take several years to complete. Where it is considered that future tax liabilities are more likely than not to arise, an
appropriate provision is recognised in the financial statements.
170 Kingfisher 2021/22 Annual Report and Accounts
In October 2017, the European Commission opened a state aid investigation into the Group Financing Exemption section of the UK
controlled foreign company rules. While the Group has complied with the requirements of UK tax law in force at the time, in April 2019
the European Commission concluded that aspects of the UK controlled foreign company regime partially constitute state aid. The UK
Government and the Group, along with other UK-based international companies, have appealed the European Commission decision
to the European Courts.
Notwithstanding these appeals, under EU law, the UK government is required to commence collection proceedings. In January 2021,
the Group received a charging notice from HM Revenue & Customs (HMRC) for £57m, which was paid in February 2021, with a further
£7m interest paid in April 2021.
The final impact on the Group remains uncertain but based upon advice taken, the Group considers that the amount paid of £64m,
which is included in non-current assets, will ultimately be recovered.
Whilst the procedures that must be followed to resolve these types of tax issues make it likely that it will be some years before the
eventual outcome is known, the Group does not currently expect the outcome of these contingent liabilities to have a material effect
on the Group’s financial position.
38 Related party transactions
During the year, the Group carried out a number of transactions with related parties in the normal course of business and on an arm’s
length basis. The names of the related parties, the nature of these transactions and their total value are shown below:
£ millions
2021/22 2020/21
Income Receivable Income Receivable
Transactions with Koçtaş Yapi Marketleri Ticaret A.S. in which the Group
holds a 50% interest
Commission and other income 0.2 – 0.2 –
Transactions with Crealfi S.A. in which the Group holds a 49% interest
Provision of employee services 0.2 – 0.2 –
Commission and other income 4.9 0.1 4.8 0.2
Transactions with the Kingfisher Pension Scheme
Provision of administrative services 0.8 0.3 0.7 0.3
Services are usually negotiated with related parties on a cost-plus basis. Goods are sold or bought on the basis of the price lists in
force with non-related parties.
The remuneration of key management personnel is given in note 9.
Other transactions with the Kingfisher Pension Scheme are detailed in note 28.
39 Post balance sheet events
During the period since the balance sheet date, the Group purchased 22 million of the Company’s own shares for cancellation at a
cost of £69m. This amount was deducted from equity in 2021/22 as a result of an irrevocable closed season buyback agreement
which was in place at 31 January 2022.
In February 2022, a payment of €40m was made to the French tax authorities relating to a historic tax liability. This amount was fully
provided for at the balance sheet date.
In light of the events in Russia and Ukraine, note that the Group has no material balance sheet exposures to Russia and/or the Russian
Rouble following the disposal of the Castorama Russia business in September 2020.
171Kingfisher 2021/22 Annual Report and Accounts
Company balance sheet
At 31 January 2022
£ millions Notes 2021/22 2020/21
Non-current assets
Right-of-use assets 4 1 2
Investment in subsidiary 5 6,830 6,822
Post-employment benefits 11 20 19
6,851 6,843
Current assets
Trade and other receivables 6 5,433 6,183
Derivative assets 9 5 3
Current tax assets 59 62
Cash and cash equivalents 194 333
5,691 6,581
Total assets 12,542 13,424
Current liabilities
Trade and other payables 7 (6,834) (7,091)
Borrowings 8 – (93)
Lease liabilities 4 (1) (3)
Derivative liabilities 9 (9) (16)
Provisions 10 (2) –
(6,846) (7,203)
Non-current liabilities
Lease liabilities 4 – (1)
Deferred tax liabilities – (3)
Provisions 10 – (2)
– (6)
Total liabilities (6,846) (7,209)
Net assets 5,696 6,215
Equity
Share capital 12 325 332
Share premium 2,228 2,228
Own shares held in ESOP trust (46) (23)
Retained earnings 2,428 2,924
Capital redemption reserve 50 43
Other reserves 711 711
Total equity 5,696 6,215
The Company’s loss for the year was £34m (2020/21: loss of £10m).
The financial statements of Kingfisher plc (company number 01664812) were approved by the Board of Directors on 21 March 2022
and signed on its behalf by:
Thierry Garnier
Chief Executive Officer
Bernard Bot
Chief Financial Officer
172 Kingfisher 2021/22 Annual Report and Accounts
Company statement of changes in equity
Year ended 31 January 2022
£ millions
2021/22
Notes Share capital
Share
premium
Own shares
held
Retained
earnings
Capital
redemption
reserve
Other
reserves
1
Total equity
At 1 February 2021 332 2,228 (23) 2,924 43 711 6,215
Loss for the year – – – (34) – – (34)
Other comprehensive income for the year – – – – – – –
Total comprehensive loss for the year – – – (34) – – (34)
Share-based compensation 13 – – – 7 – – 7
Capital contributions given relating to
share-based payments – – – 20 – – 20
New shares issued under share schemes – – – 5 – – 5
Own shares issued under share schemes – – 15 (15) – – –
Purchase of own shares for cancellation (7) – – (226) 7 – (226)
Purchase of own shares for ESOP trust – – (38) – – – (38)
Dividends – – – (254) – – (254)
Tax on equity items – – – 1 – – 1
At 31 January 2022 325 2,228 (46) 2,428 50 711 5,696
£ millions
2020/21
Notes Share capital
Share
premium
Own
shares
held
Retained
earnings
Capital
redemption
reserve
Other
reserves
1
Total equity
At 1 February 2020 332 2,228 (23) 2,933 43 711 6,224
Loss for the year – – – (10) – – (10)
Other comprehensive income for the year – – – 1 – – 1
Total comprehensive income for the year – – – (9) – – (9)
Share-based compensation 13 – – – 2 – – 2
Capital contributions given relating to
share-based payments – – – 12 – – 12
New shares issued under share schemes – – – 1 – – 1
Own shares issued under share schemes – – 14 (14) – – –
Purchase of own shares for ESOP trust – – (14) – – – (14)
Tax on equity items – – – (1) – – (1)
At 31 January 2021 332 2,228 (23) 2,924 43 711 6,215
1. The other reserves represent the premium on the issue of convertible loan stock in 1993 and the merger reserve relating to the acquisition of Darty in 1993.
173Kingfisher 2021/22 Annual Report and Accounts
Notes to the Company financial statements
1 General information
The Company is a public company limited by shares and
incorporated in England and Wales. The Company is non-trading
and is the ultimate parent of the Kingfisher plc group (‘the
Group’). The nature of the Group’s operations and its principal
activities are set out in the Strategic Report on pages 1 to 54.
The Company is incorporated in England and Wales, United
Kingdom, and is listed on the London Stock Exchange. The
address of its registered office is 3 Sheldon Square, Paddington,
London W2 6PX. A full list of related undertakings of the
Company and their registered offices is given in note 15.
2 Principal accounting policies
The financial statements of Kingfisher plc (‘the Company’) are for
the year ended 31 January 2022 (‘the year’ or ‘2021/22’) and were
authorised for issue by the Board of Directors on 21 March 2022.
The comparative financial year is the year ended 31 January 2021
(‘the prior year’ or ‘2020/21’).
The directors of Kingfisher plc consider that adequate resources
exist for the Company to continue in operational existence for
the foreseeable future and they continue to adopt the going
concern basis in preparing the financial statements for the year
ended 31 January 2022. Refer to note 2a of the consolidated
financial statements for details of the Directors’ assessment.
The Company meets the definition of a qualifying entity under
Financial Reporting Standard 100 and as such these financial
statements have been prepared in accordance with Financial
Reporting Standard 101 Reduced Disclosure Framework (‘FRS
101’) and the provisions of the Companies Act 2006. The financial
statements have been prepared under the historical cost
convention, as modified by the use of valuations for certain
financial instruments, share-based payments and post-
employment benefits.
As permitted by section 408 of the Companies Act 2006, the
income statement of the Company has not been presented.
The Company has taken advantage of the following disclosure
exemptions under FRS 101:
— the requirements of paragraphs 45(b) and 46 to 52 of IFRS 2
‘Share-based Payment’;
— the requirements of IFRS 7 ‘Financial Instruments: Disclosures’;
— the requirements of paragraphs 91 to 99 of IFRS 13 ‘Fair Value
Measurement’;
— the requirement in paragraph 38 of IAS 1 ‘Presentation of
Financial Statements’ to present comparative information in
respect of:
— paragraph 79(a)(iv) of IAS 1;
— paragraph 73(e) of IAS 16 Property, Plant and Equipment;
— paragraph 118(e) of IAS 38 Intangible Assets;
— the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C,
38D, 40A, 40B, 40C, 40D, 111 and 134 to 136 of IAS 1
‘Presentation of Financial Statements’;
— the requirements of IAS 7 ‘Statement of Cash Flows’;
— the requirements of paragraphs 30 and 31 of IAS 8 ‘Accounting
Policies, Changes in Accounting Estimates and Error’;
— the requirements of paragraphs 17 and 18A of IAS 24 ‘Related
Party Disclosures’;
— the requirements in IAS 24 ‘Related Party Disclosures’ to
disclose related party transactions entered into between two
or more members of a group, provided that any subsidiary
which is a party to the transaction is wholly owned by such a
member; and
— the requirements of paragraphs 130(f)(ii), 130(f)(iii), 134(d) to
134(f) and 135(c) to 135(e) of IAS 36 ‘Impairment of Assets’.
Where required, equivalent disclosures are given in the
consolidated financial statements of Kingfisher plc.
The principal accounting policies applied in the preparation of
these financial statements are set out below. These policies have
been consistently applied to the years presented, except for the
new policy on shares purchased for cancellation (see i. Share
repurchases).
Changes to accounting policies as a result of new standards
issued and effective
Changes to accounting policies as a result of new standards
issued and effective do not have a material impact on the
Company’s financial statements.
a. Foreign currencies
Monetary assets and liabilities denominated in foreign currencies
are translated into Sterling at the rates of exchange at the
balance sheet date. Exchange differences on monetary items
are taken to the income statement.
Principal rates of exchange against Sterling:
2021/22 2020/21
Year end rate Year end rate
Euro 1.20 1.13
Polish Zloty 5.49 5.11
The financial statements are presented in Sterling, which is the
Company’s presentation currency and the currency of the
primary economic environment in which the entity operates (i.e.
its functional currency).
b. Leased assets
The Company assesses whether a contract is or contains a lease
at inception of the contract. Typically, lease contracts relate to
properties such as the Company’s Head Office. For leases in
which the Company is a lessee, the Company recognises a
right-of-use asset and a lease liability, except for short-term
leases (defined as leases with a lease term of 12 months or less)
and leases of low value assets.
The liability is initially measured at the present value of the lease
payments not yet paid at the commencement date, discounted
at an appropriate discount rate. Where the implicit rate in the
lease is not readily determinable, an incremental borrowing rate
is calculated and applied. The calculation methodology is based
upon applying a financing spread to a risk-free rate, with the
resulting rate including the effect of the creditworthiness of the
Company, as well as the underlying term, currency and start date
of the lease agreement.
174 Kingfisher 2021/22 Annual Report and Accounts
Lease payments used in the measurement of the lease liability
principally comprise fixed lease payments (subject to indexation/
rent reviews) less any incentives. The lease liability is
subsequently measured using an effective interest method
whereby the carrying amount of the lease liability is measured on
an amortised cost basis, and the interest expense is allocated
over the lease term. The lease term comprises the non-
cancellable lease term, in addition to optional periods when the
Company is reasonably certain to exercise an option to extend
(or not to terminate) a lease.
The Company remeasures the lease liability and makes a
corresponding adjustment to the related right-of-use asset
whenever an event occurs that changes the term or payment
profile of a lease, such as the renewal of an existing lease, the
exercise of lease term options, market rent reviews and
indexation.
The right-of-use assets are initially measured at the amount
equal to the lease liability, adjusted by any upfront lease
payments or incentives and any initial direct costs incurred.
Subsequently, the assets are measured at cost less accumulated
depreciation and impairment losses.
Lessor accounting
Leases for which the Company is a lessor are classified as
finance or operating leases. Whenever the terms of the lease
transfer substantially all the risks and rewards of ownership to the
lessee, the contract is classified as a finance lease. All other
leases are classified as operating leases.
When the Company is an intermediate lessor, it accounts for the
head lease and the sub-lease as two separate contracts. The
sub-lease is classified as a finance or operating lease by
reference to the right-of-use asset arising from the head lease.
Rental income from operating leases is recognised on a straight-
line basis over the term of the relevant lease.
c. Investments
Investments in subsidiaries are included in the balance sheet at
cost, less any provisions for impairment.
d. Employee benefits
(i) Post-employment benefits
The Company operates defined benefit and defined contribution
pension schemes for its employees. A defined benefit scheme is
a pension scheme which defines an amount of pension benefit
which an employee will receive on retirement. A defined
contribution scheme is a pension scheme under which the
Company usually pays fixed contributions into a separate entity.
In all cases a separate fund is being accumulated to meet the
accruing liabilities. The assets of each of these funds are held
under trusts and are entirely separate from the Company’s
assets.
The asset or liability recognised in the balance sheet in respect
of defined benefit pension schemes is the fair value of scheme
assets less the present value of the defined benefit obligation at
the balance sheet date. The defined benefit obligation is
calculated annually by independent actuaries using the projected
unit credit method. The present value of the defined benefit
obligation is determined by discounting the estimated future
cash outflows using interest rates of high quality corporate
bonds which are denominated in the currency in which the
benefits will be paid and which have terms to maturity
approximating to the terms of the related pension liability.
Remeasurement gains and losses arising from experience
adjustments and changes in actuarial assumptions are credited
or charged to other comprehensive income as they arise.
For defined contribution schemes, the Company has no further
payment obligations once the contributions have been paid. The
contributions are recognised as an employee benefit expense
when they are due.
(ii) Share-based compensation
The Company operates several equity-settled, share-based
compensation schemes. The fair value of the employee services
received in exchange for the grant of options or deferred shares
is recognised as an expense and is calculated using Black-
Scholes and stochastic models. The total amount to be expensed
over the vesting period is determined by reference to the fair
value of the options or deferred shares granted, excluding the
impact of any non-market vesting conditions. The value of the
charge is adjusted to reflect expected and actual levels of
options vesting due to non-market vesting conditions.
The fair value of the compensation given to subsidiaries in
respect of share-based compensation schemes is recognised
as a capital contribution over the vesting period. The capital
contribution is reduced by any payments received from
subsidiaries in respect of these schemes.
(iii) Employee Share Ownership Plan trust (‘ESOP trust’)
The ESOP trust is a separately administered discretionary trust.
Liabilities of the ESOP trust are guaranteed by the Company and
the assets of the ESOP trust mainly comprise shares in the
Company.
Own shares held by the ESOP trust are deducted from equity
and the shares are held at historical cost until they are sold. The
assets, liabilities, income and costs of the ESOP trust are
included in both the Company’s and the consolidated financial
statements.
e. Taxation
The tax currently payable or receivable is based on taxable profit
or loss for the year.
Taxable profit differs from profit before taxation as reported in
the income statement because it excludes items of income or
expense which are taxable or deductible in other years or which
are never taxable or deductible.
Deferred tax is the tax expected to be payable or recoverable
on differences between the carrying amounts of assets and
liabilities in the financial statements and the corresponding tax
bases used in the computation of taxable profit and is accounted
for using the balance sheet liability method.
175Kingfisher 2021/22 Annual Report and Accounts
Notes to the Company financial statements continued
2 Principal accounting policies continued
Deferred tax liabilities are generally recognised for all taxable
temporary differences. Deferred tax assets are recognised to
the extent that it is probable that taxable profits will be available
against which deductible temporary differences or unused tax
losses can be utilised. Deferred tax assets and liabilities are not
generally recognised if the temporary difference arises from the
initial recognition (other than in a business combination) of other
assets and liabilities in a transaction which affects neither the
taxable profit nor the accounting profit. Deferred tax liabilities
are recognised for taxable temporary differences arising on
investments in subsidiaries, joint ventures and associates, except
where the Company is able to control the reversal of the
temporary difference and it is probable that the temporary
difference will not reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at each
balance sheet date and reduced to the extent that it is no longer
probable that sufficient taxable profits will be available to allow all
or part of the asset to be recovered.
Current and deferred tax are calculated using tax rates which
have been enacted or substantively enacted by the balance
sheet date and are expected to apply in the period when the
liability is settled or the asset is realised.
Current and deferred tax are charged or credited to the income
statement, except when they relate to items charged or credited
directly to equity, in which case the current or deferred tax is
also recognised directly in equity.
f. Provisions
Provisions are recognised when the Company has a present
legal or constructive obligation as a result of past events, it is
more likely than not that an outflow of resources will be required
to settle the obligation and the amount can be reliably estimated.
Provisions are not recognised for future operating losses.
A provision is recorded if the unavoidable costs of meeting the
obligations under a contract exceed the economic benefits
expected to be received under it. The unavoidable costs reflect
the net cost of exiting the contract.
If the effect of the time value of money is material, provisions are
determined by discounting the expected future cash flows at a
pre-tax rate which reflects current market assessments of the
time value of money and, where appropriate, the risks specific to
the liability.
g. Financial instruments
Financial assets and financial liabilities are recognised on the
Company’s balance sheet when the Company becomes a party
to the contractual provisions of the instrument. Financial assets
are derecognised when the contractual rights to the cash flows
from the financial asset expire or the Company has substantially
transferred the risks and rewards of ownership. Financial
liabilities (or a part of a financial liability) are derecognised when
the obligation specified in the contract is discharged or
cancelled or expires.
Financial assets and liabilities are offset only when the Group has
a currently enforceable legal right to set-off the respective
recognised amounts and intends either to settle on a net basis, or
to realise the asset and settle the liability simultaneously.
The Company has a number of interest-bearing current
accounts with its group entities. These accounts are
denominated in Sterling and Euro and have been transitioned to
SONIA and ESTR respectively. No other terms were amended as
part of the transition. The Company accounted for the change to
SONIA and ESTR from LIBOR and EONIA respectively using the
practical expedient introduced by the Phase 2 amendments,
which allows the Company to change the basis for determining
the contractual cash flows prospectively by revising the
effective interest rate.
(i) Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held on
call with banks and other short-term highly liquid investments
with original maturities of three months or less.
(ii) Borrowings
Interest bearing borrowings are recorded at fair value (which is
typically equivalent to the proceeds received) net of direct issue
costs and subsequently measured at amortised cost. Where
borrowings are in designated and effective fair value hedge
relationships, adjustments are made to their carrying amounts to
reflect the hedged risks. Finance charges, including premiums
payable on settlement or redemption and direct issue costs, are
amortised to the income statement using the effective interest
method.
(iii) Trade receivables
Trade receivables are initially recognised at their transaction
price and are subsequently measured at amortised cost less any
allowance for expected credit losses.
(iv) Trade payables
Trade payables are initially recognised at fair value and are
subsequently measured at amortised cost.
176 Kingfisher 2021/22 Annual Report and Accounts
(v) Derivatives and hedge accounting
Where hedge accounting is not applied, or to the extent to which
it is not effective, changes in the fair value of derivatives are
recognised in the income statement as they arise.
Derivatives are initially recorded at fair value on the date a
derivative contract is entered into and are subsequently carried
at fair value. The accounting treatment of derivatives and other
financial instruments classified as hedges depends on their
designation, which occurs at the start of the hedge relationship.
The Company designates certain derivatives as a hedge of the
fair value of an asset or liability (‘fair value hedge’).
For an effective hedge of an exposure to changes in fair value,
the hedged item is adjusted for changes in fair value attributable
to the risk being hedged with the corresponding entry being
recorded in the income statement.
In order to qualify for hedge accounting, the Company
documents in advance the risk management objective and
strategy for undertaking the hedge and the relationship between
the item being hedged and the hedging instrument. The Company
also documents and demonstrates an assessment of the
relationship between the hedged item and the hedging
instrument, which shows that the hedge will be highly effective on
an ongoing basis and provides an analysis of the sources of
hedge ineffectiveness. The effectiveness testing is performed at
half year and year end or upon a significant change in
circumstances affecting the hedge effectiveness requirements.
Hedge accounting is discontinued when the hedging instrument
expires or is sold, terminated or exercised, or no longer qualifies
for hedge accounting. At that time, any cumulative gain or loss on
the hedging instrument is retained in equity until the highly
probable forecast transaction occurs. If a hedged transaction is
no longer expected to occur, the net cumulative gain or loss
deferred in equity is transferred to the income statement.
h. Dividends
Interim dividends are recognised when they are paid to the
Company’s shareholders. Final dividends are recognised when
they are approved by the Company’s shareholders.
i. Share repurchases
Shares purchased for cancellation are deducted from retained
earnings. The Group uses irrevocable closed period buyback
programmes. A liability to purchase shares is recognised at
inception of the programme with any subsequent reduction in the
obligation credited back to retained earnings at the end of the
programme. Share capital is reduced and credited to the capital
redemption reserve, maintaining non-distributable reserves.
Critical accounting judgements and key sources of
estimation uncertainty
The preparation of the Company financial statements requires
the Company to make estimates and assumptions that affect the
application of policies and reported amounts. Estimates and
judgements are continually evaluated and are based on historical
experience and other factors including expectations of future
events that are believed to be reasonable under the
circumstances. Actual results may differ from these estimates.
The significant judgements applied in the preparation of the
financial statements, along with estimates and assumptions which
have a significant risk of causing a material adjustment to the
carrying amount of assets and liabilities within the next financial
year, are discussed below.
No critical accounting judgements were applied to the year
ended 31 January 2021 or the year ended 31 January 2022.
Key sources of estimation uncertainty
Post-employment benefits
The present value of the defined benefit liabilities recognised on
the balance sheet is dependent on a number of market rates and
assumptions including interest rates of high quality corporate
bonds, inflation and mortality rates. The net interest expense or
income is dependent on the interest rates of high quality
corporate bonds and the net deficit or surplus position. The
market rates and assumptions are based on the conditions at the
time and changes in these can lead to significant movements in
the estimated obligations. To help the reader understand the
impact of changes in the key market rates and assumptions, a
sensitivity analysis is provided in note 11.
177Kingfisher 2021/22 Annual Report and Accounts
Notes to the Company financial statements continued
3 Income statement disclosures
The audit fee for the Company and the consolidated financial statements is disclosed in note 8 of the Kingfisher plc consolidated
financial statements. Fees payable to Deloitte LLP and their associates for audit and non-audit services to the Company are not
required to be disclosed because the Group financial statements disclose such fees on a consolidated basis. Details of the Company’s
policy on the use of auditors for non-audit services, the reasons why the auditor was used rather than another supplier and how the
auditor’s independence and objectivity were safeguarded are set out in the Audit Committee Report on pages 71 to 74.
Dividend disclosures are provided in note 12 to the Kingfisher plc consolidated financial statements.
£ millions 2021/22 2020/21
Wages and salaries 29 23
Social security costs 6 5
Post-employment benefits – defined contribution 2 2
Share-based compensation 7 2
Employee benefit expenses 44 32
Number 2021/22 2020/21
Average number of persons employed
Administration 243 232
Directors’ remuneration and details of share option exercises are disclosed in the Directors’ Remuneration Report on pages 75 to
104. Total Directors’ remuneration for the year is £3m (2020/21: £3m).
As permitted by s408 of Companies Act 2006, no separate income statement or statement of comprehensive income is presented in
respect of the parent Company. The profit attributable to the Company is disclosed in the footnote to the Company’s balance sheet.
4 Leases
The Company is a lessee and intermediate lessor of office space.
Right-of-use assets
£ millions 2021/22 2020/21
Land and buildings 1 2
Net carrying amount 1 2
Additions to right-of-use assets during the year were £nil (2020/21: £nil).
Amounts included in profit and loss
£ millions 2021/22 2020/21
Depreciation of right-of-use assets
Land and buildings (2) (2)
Other lease disclosures
Lease arrangements under which rental payments are contingent upon sales, other performance or usage are not significant for the
Company.
There are no corporate restrictions imposed by lease arrangements such as those concerning dividends, additional debt and further
leasing.
Lease liabilities
£ millions 2021/22 2020/21
Current 1 3
Non-current – 1
1 4
178
Kingfisher 2021/22 Annual Report and Accounts
5 Investments
£ millions
Investment in
subsidiary
At 1 February 2021 6,822
Capital contributions given relating to share-based payments 20
Contributions received relating to share-based payments (12)
At 31 January 2022 6,830
The more significant subsidiary undertakings of the Company at 31 January 2022 and the ultimate percentage holding are set out
below. For a full list of subsidiaries and related undertakings, see note 15.
Country of
incorporation and
operation
% interest held
and voting
rights
Class of
share owned Main activity
B&Q Limited United Kingdom 100% Ordinary & Special
1
Retailing
B&Q Properties Limited United Kingdom 100% Ordinary Property investment
Halcyon Finance Limited United Kingdom 100% Ordinary Financing
Kingfisher Digital Limited United Kingdom 100% Ordinary Digital services
Kingfisher Holdings Limited United Kingdom 100% Ordinary Holding company
Kingfisher International Products Limited United Kingdom 100% Ordinary Sourcing and franchising
Kingfisher Information Technology Services (UK) Limited United Kingdom 100% Ordinary IT services
Screwfix Direct Limited United Kingdom 100% Ordinary Retailing
Sheldon Holdings Limited United Kingdom 100% Ordinary Holding company
Zeus Land Investments Limited United Kingdom 100% Ordinary Holding company
B&Q Ireland Limited Ireland 100% Ordinary Retailing
Brico Dépôt S.A.S France 100% Ordinary Retailing
Castorama France S.A.S
France 100% Ordinary Retailing
Euro Dépôt Immobilier S.A.S
France 100% Ordinary Property investment
Kingfisher Investissements S.A.S France 100% Ordinary Holding company
L’Immobiliere Castorama S.A.S
France 100% Ordinary Property investment
Screwfix S.A.S. France 100% Ordinary Retailing
We Share Trust S.A.S
2
France 80% Ordinary Services marketplace
Kingfisher Asia Limited Hong Kong 100% Ordinary Sourcing
Castim Sp. z o.o. Poland 100% Ordinary Property investment
Castorama Polska Sp. z o.o. Poland 100% Ordinary Retailing
Brico Depot Portugal, S.A. Portugal 100% Ordinary Retailing
Bricostore Romania S.A.
Romania 100% Ordinary Retailing
Euro Depot España SAU Spain 100% Ordinary Retailing
1. The special shares in B&Q Limited are owned 100% by Kingfisher plc and are non-voting.
2. This company prepares its financial statements to 31 December.
At each reporting date an assessment is performed as to whether there are any indicators that the Company’s investments may be
impaired and, should such indicators exist, the recoverable amounts are estimated.
Impairment reviews have been performed for the Company’s investments with no resulting impairments. The Board has reviewed a
sensitivity analysis and does not consider that a reasonably possible change in the assumptions used in the value-in-use calculations
would cause the carrying amount of the Company’s investments to exceed their recoverable amounts. See note 13 to the
consolidated financial statements for further details on the assumptions used.
179Kingfisher 2021/22 Annual Report and Accounts
6 Trade and other receivables
£ millions 2021/22 2020/21
Current
Owed by Group undertakings 5,433 6,183
5,433 6,183
Amounts owed by Group undertakings are repayable on demand and any interest due thereon is at current market rates. The
amounts owed are not secured with collateral or guarantees. The Company had intercompany term loan receivables from other
Group undertakings of £304m and £1,817m. Both intercompany loans matured on 21 January 2022, were rolled over for a further three
months and repriced to SONIA plus margin.
7 Trade and other payables
£ millions 2021/22 2020/21
Current
Owed to Group undertakings 6,716 7,055
Other taxation and social security 5 3
Contract to purchase own shares for cancellation 69 –
Liability to purchase own shares for ESOP trust 9 –
Accruals and other payables 35 33
6,834 7,091
Amounts owed to Group undertakings are repayable on demand and any interest due thereon is at current market rates.
8 Borrowings
£ millions 2021/22 2020/21
Current
Fixed term debt – 93
– 93
The fixed term debt represents a EUR50m term loan and a GBP50m term loan which were repaid in the year.
In the prior year the Company confirmed its eligibility under the Bank of England’s Covid Corporate Financing Facility (‘CCFF’)
scheme and on 12 June 2020 issued 11-month Commercial Paper for £600m under this programme, the maximum amount under its
allocated issuer limit. These funds were fully repaid on 23 July 2020.
See notes 23 and 33 to the consolidated financial statements for further details.
Notes to the Company financial statements continued
180 Kingfisher 2021/22 Annual Report and Accounts
9 Derivatives
The fair value of derivatives at the balance sheet date is:
£ millions 2021/22 2020/21
Foreign exchange contracts 5 3
Derivative assets 5 3
Cross currency interest rate swaps – (1)
Foreign exchange contracts (9) (15)
Derivative liabilities (9) (16)
The fair values are calculated by discounting future cash flows arising from the instruments and adjusted for credit risk. These fair
value measurements are all made using observable market rates of interest, foreign exchange and credit risk. Further details are
given in note 24 to the consolidated financial statements.
10 Provisions
£ millions
Onerous
property
contracts
At 1 February 2021 2
At 31 January 2022 2
Current liabilities 2
Non-current liabilities –
2
Within the onerous property contracts provision, the Company has provided against future liabilities for all properties sublet at a
shortfall and long-term idle properties. The provision is based on the present value of future cash outflows relating to rates and
service charges.
11 Post-employment benefits
The Company participates in both a funded defined benefit scheme and a funded defined contribution scheme.
Defined contribution scheme
Pension costs for the defined contribution scheme, at rates specified in the scheme’s rules, are as follows:
£ millions 2021/22 2020/21
Charge to operating profit 2 2
From July 2012, an enhanced defined contribution scheme was offered to all Company employees. Eligible Company employees
have been automatically enrolled into the defined contribution scheme since 31 March 2013.
Defined benefit scheme
Kingfisher plc is one of a number of Group companies that participate in the Kingfisher Pension Scheme, and therefore the Company
has accounted for its share of the scheme assets and liabilities. The Group’s policy is for each entity to recognise its share of assets
and liabilities based on the proportion of the scheme contributions paid by that entity. See note 28 to the consolidated financial
statements for further detail on the Kingfisher Pension Scheme. The valuation of the scheme has been based on the most recent
actuarial valuation as at 31 March 2019 and has been updated to 31 January 2022.
The final salary pension scheme was closed to future benefit accrual with effect from July 2012.
The Trust Deed provides Kingfisher with an unconditional right to a refund of surplus assets assuming the full settlement of plan
liabilities in the event of a plan wind-up. Furthermore, in the ordinary course of business the Trustee has no rights to unilaterally wind
up, or otherwise augment the benefits due to members of, the scheme. Based on these rights, any net surplus in the scheme is
recognised in full.
In 2010/11 and 2011/12 the Company entered into two phases of a property partnership arrangement with the scheme Trustee to
address an element of the scheme deficit. Further details on this arrangement are given in note 28 to the consolidated financial
statements. The reported pension position reflects the Company’s share of the resulting scheme asset.
181Kingfisher 2021/22 Annual Report and Accounts
11 Post-employment benefits continued
Balance sheet
Movements in the present value of the defined benefit obligation and the fair value of scheme assets are as follows:
£ millions
Defined benefit
obligation
Scheme
assets Total
At 1 February 2021 (91) 110 19
Interest (expense)/income (1) 1 –
Remeasurement gains/(losses)
1
2 (2) –
Contributions paid by employer – 1 1
Benefits paid 4 (4) –
At 31 January 2022 (86) 106 20
At 1 February 2020 (92) 109 17
Interest (expense)/income (1) 1 –
Remeasurement (losses)/gains
1
(2) 3 1
Contributions paid by employer – 1 1
Benefits paid 4 (4) –
At 31 January 2021 (91) 110 19
1. Representing the total amounts recognised in other comprehensive income for the year.
The fair value of scheme assets is analysed as follows:
£ millions 2021/22 2020/21
Equities 3 6
Government and corporate bonds 52 79
Annuities 35 11
Cash and other 16 14
Total fair value of scheme assets 106 110
During the year the UK scheme purchased an annuity for £902m from a major insurance company. This targeted certain pensioner
liabilities, removing the longevity risk associated with these members. Further details are provided in note 28 of the consolidated
financial statements.
The following sensitivity analysis for the scheme shows the estimated impact on the obligation resulting from changes to key actuarial
assumptions, whilst holding all other assumptions constant.
Assumption Change in assumption Impact on defined benefit obligation
Discount rate Increase/decrease by 0.5% Decrease/increase by £9m
Price inflation Increase/decrease by 0.5% Increase/decrease by £7m
Rate of pension increases Increase/decrease by 0.5% Increase/decrease by £7m
Mortality Increase/decrease in life expectancy by one year Increase/decrease by £3m
Notes to the Company financial statements continued
182 Kingfisher 2021/22 Annual Report and Accounts
12 Called up share capital
Number of
ordinary shares
millions
Ordinary
share capital
£ millions
Allotted, called up and fully paid:
At 1 February 2021 2,111 332
New shares issued under share schemes 2 –
Purchase of own shares for cancellation (47) (7)
At 31 January 2022 2,066 325
Ordinary shares have a par value of 15
5
7
pence per share, and have attached to them full voting, dividend and capital distribution
rights.
13 Share-based payments
The Company operates a number of share incentive plans including the Kingfisher Alignment Share and Transformation Incentive Plan
(‘KASTIP’), Kingfisher Incentive Share Plan (‘KISP’), Long Term Incentive Plan (‘LTIP’) and Sharesave plans in the UK and Ireland, and the
‘1+1’ all-colleague share plan across each of our territories
Options have been exercised on a regular basis throughout the year. On that basis, the weighted average share price during the year,
rather than at the date of exercise, is £3.38 (2020/21: £2.36). The options outstanding at the end of the year have exercise prices
ranging from nil to £3.06 and a weighted average remaining contractual life of 6.9 years (2020/21: 7.4 years).
In the current year the Company recognised a total expense of £7m (2020/21: £2m) relating to equity-settled share-based payment
transactions.
The Executive Directors’ awards are disclosed in the Directors’ Remuneration Report on pages 75 to 104. The KASTIP awards are
described as part of the Directors’ Remuneration Report.
Under the KISP, share awards are deferred for three years. The awards were granted as nil cost options. Vesting dates may vary
according to individual grants.
LTIP was granted annually based on performance over a three-year period. Performance conditions were based on 50% EPS and
50% Kingfisher Economic Profit (‘KEP’). The awards were granted as nil cost options, and only accrue dividends after they vest.
Vesting dates varied according to individual grants.
183Kingfisher 2021/22 Annual Report and Accounts
13 Share-based payments continued
Under the UK Sharesave scheme, eligible UK employees have been invited to enter into HMRC-approved savings contracts for a
period of three or five years, whereby shares may be acquired with savings under the contract. The option price is the average
market price over three days shortly before the invitation to subscribe, discounted by 20%. Options are exercisable within a six-
month period from the conclusion of a three- or five-year period. The Irish Sharesave plan, which operates along similar lines to the
UK Sharesave scheme, includes eligible employees in the Republic of Ireland.
The 1+1 share plan provided all our colleagues with the opportunity to purchase shares up to a specified maximum total contribution.
Following a holding period of one year, Kingfisher matches each participant’s investment (awarding one free share for every share
bought) up to the specified maximum.
The rules of all schemes include provision for the early exercise of options in certain circumstances.
The Employee Share Ownership Plan trust (‘ESOP trust’)
The ESOP trust is funded by an interest free loan from the Company of £98m (2020/21: £74m) to enable it to acquire shares in
Kingfisher plc. The shares are used to satisfy options awarded under the Delivering Value Incentive award, Transformation Incentive
Award, Alignment Share award, KISP, LTIP and 1+1 share plan.
The ESOP trust’s shareholding at 31 January 2022 is 14 million shares (2020/21: 8 million shares) with a nominal value of £2m (2020/21:
£1m) and a market value of £46m (2020/21: £23m). Dividends on these shares were waived for the interim and final dividends.
14 Related party transactions
During the year, the Company carried out a number of transactions with related parties in the normal course of business and on an
arm’s length basis. The names of the related parties, the nature of these transactions and their total value are shown below:
£ millions
2021/22 2020/21
Income Receivable Income Receivable
Transactions with Koçtaş Yapi Marketleri Ticaret A.S. in which the Kingfisher plc
Group holds a 50% interest
Commission and other income 0.2 – 0.2 –
Transactions with the Kingfisher Pension Scheme
Provision of administrative services 0.8 0.3 0.7 0.3
Services are usually negotiated with related parties on a cost-plus basis. Goods are sold or bought on the basis of the price lists in
force with non-related parties. Directors’ remuneration and details of share option exercises are disclosed in the Directors’
Remuneration Report on pages 75 to 104. Other transactions with the Kingfisher Pension Scheme are detailed in note 11.
Notes to the Company financial statements continued
184 Kingfisher 2021/22 Annual Report and Accounts
15 Related undertakings of the Group
In accordance with Section 409 of the Companies Act 2006, a full list of related undertakings as at 31 January 2022, the address of
their registered office and their country of incorporation is shown below. The entire issued share capital is held within the Group
except where otherwise shown.
Subsidiary undertakings
All subsidiary undertakings, unless otherwise noted, are consolidated in the Group’s financial statements, have only one class of share
in issue (being ordinary shares), and have all their shares held by companies within the Group other than the Company (Kingfisher plc).
The undertakings denoted with an asterisk (*) are charitable entities/partnerships.
ADSR-Real Estate S.A.S.
1
Alcedo Finance Limited
2
B&Q (Retail) Guernsey Limited
3
B&Q (Retail) Jersey Limited
4
B&Q Foundation
5,
*
B&Q Ireland Limited
6
B&Q Limited
a, 5
B&Q Properties Chesterfield Limited
5
B&Q Properties Chestnut Retail Park Limited
5
B&Q Properties Farnborough Limited
5
B&Q Properties Investments Limited
7
B&Q Properties Limited
5
B&Q Properties New Malden Limited
5
B&Q Properties Nursling Limited
5
B&Q Properties South Shields Limited
5
B&Q Properties Sutton-in-Ashfield Limited
5
B&Q Properties Swindon Limited
5
B&Q Properties Witney Limited
5
B&Q Properties Wrexham Limited
5
Bargain Bob’s Limited
8
Brico Depot Portugal, S.A.
10
Brico Dépôt S.A.S.
11
Bricostore Romania S.A.
9
Castim Sp. z o.o.
12
Castorama Polska Sp. z o.o
12
Castorama France S.A.S.
13
Dickens Limited
5
Eijsvogel Finance Limited
2
Electricfix Limited
8
Euro Depot España SAU
14
Euro Dépôt Immobilier S.A.S.
11
Fondation de France*
Fundacja Castorama GoodHome
12,
*
Fundatia Brico Depot CIO
9,
*
Geared Up Limited
8
Good Home Products Limited
2
Halcyon Finance Limited
2
KF7 S.A.S.
1
KFL8 S.A.S.
1
KFS Sp. z o.o.
12
Kingfisher (Shanghai) Sourcing Consultancy
Co. Ltd
15
Kingfisher Asia Limited
16
Kingfisher Développement S.A.S.
1
Kingfisher Digital Limited
2
Kingfisher France Limited
2
Kingfisher Group Finance B.V.
18
Kingfisher Group Limited
2
Kingfisher Holdings Limited
b, 2
Kingfisher Information Technology Services
(France) S.A.S.
1
Kingfisher Information Technology Services
(UK) Limited
2
Kingfisher Insurance Designated Activity
Company
19
Kingfisher International Finance SA
20
Kingfisher International Holdings Limited
2
Kingfisher International Products B.V.
17
Kingfisher International Products
France S.A.S.
1
Kingfisher International Products Limited
2
Kingfisher Investissements S.A.S.
13
Kingfisher Pension Trustee Limited
2
Kingfisher Properties Investments Limited
2
Kingfisher Scottish Limited Partnership
c, 21
Kingfisher Sourcing, Eastern
Europe, Sp. z o.o.
12
Kingfisher TMB Limited
5
KSO Istanbul Sourcing Ev Geliştirme Ürünleri
ve Hizmetleri Ltd Sti
22
L’Immobiliere Castorama S.A.S.
13
Martin Pecheur Holdings Limited
24
Martin Pecheur Sterling Investments Limited
2
MELANI 1 Sp. z o.o
12
New England Paint Company Limited
2
Owl Development Sp. z.o.o
12
Paddington Investments Ireland Limited
24
Plumbfix Limited
8
Portswood S.A.R.L
23
Portswood Investments Limited
2
ProLand Corporation LLC
25
Screwfix Direct (Ireland) Limited
6
Screwfix Direct Limited
d, 8
Screwfix Investments Limited
2
Screwfix Limited
8
Screwfix S.A.S.
1
SFD Limited
8
Sheldon Euro Investments Limited
2
Sheldon Euro Investments 2 Limited
2
Sheldon Holdings Limited
2
Sheldon Poland Investments Limited
2
Sheldon Sterling Investments Limited
2
Société Letranne S.A.S.
11
SOCODI S.A.R.L.
1
Street Club Limited
5
The Screwfix Foundation
8,
*
Trade Point Limited
5
Wildbird International Limited
e, 8
Zeus Land Investments Limited
2
Related undertakings other than wholly owned subsidiaries
CREALFI S.A.S. (France, 49%)
26
Koçtas Yapi Marketleri Ticaret A.S. (Turkey, 51.82%)
27
Kingfisher Services S.A.S. (France, 80%)
1
We Share Trust S.A.S. (France, 80%)
28
We Share Trust (Suisse) S.A.R.L (Suisse, 80%)
29
a. Kingfisher plc holds 1,000 Special Shares of £0.05 each, and 1,000 Special A Shares of £0.05 each – both representing 100% of
the nominal value of each class of share.
b. The shares are held directly by Kingfisher plc.
c. Kingfisher Properties Investments Limited and Kingfisher Pension Trustee Limited are the limited partners; B&Q Properties
Investments Limited is the general partner.
d. 4,083 Ordinary A shares of £1 each, 45,917 Ordinary C shares of £1 each and 4,591,700 Ordinary D Shares – each representing
100% of the nominal value of each class of share. These represent 100% of the total issued share capital.
e. 200 Ordinary A shares of £1 each, 100 Ordinary B shares of £1 each, 5 Ordinary C shares of £1 each, 5 Ordinary D shares of £1
each and 10 Ordinary E shares of £1 each – each representing 100% of the nominal value of each class of share. These represent
100% of the total issued share capital.
185Kingfisher 2021/22 Annual Report and Accounts
15 Related undertakings of the Group continued
Registered offices and country of incorporation:
1. Parc d’Activités, Zone Industrielle, Templemars, 59175, France
2. 3 Sheldon Square, Paddington, London, W2 6PX, United Kingdom
3. Dorey Court, Admiral Park, St Peters Port, GY1 3BQ, Guernsey
4. Gaspe House, 66-72 Esplanade, St. Helier, Jersey, JE2 3QT, Jersey
5. B&Q House, Chestnut Avenue, Chandlers Ford, Eastleigh, Hampshire, SO53 3LE, United Kingdom
6. 6th Floor, 2 Grand Canal Square, Dublin 2, Ireland
7. 124-125 Princess Street, Edinburgh, EH2 4AD, Scotland, United Kingdom
8. Trade House, Mead Avenue, Houndstone Business Park, Yeovil, BA22 8RT, United Kingdom
9. 1-3 Calea Giulesti, 2nd Floor, Bricostore Commercial Centre, District 6, Bucharest, Romania
10. Rua Elias García,Estrada Nacional 294, km 14, Freguesia de Rio de Mouro, Concelho de Sintra, Lisbon, Portugal
11. 30-32 Rue de la Tourelle, 91310 Longpont-sur-Orge, France
12. ul. Krakowiaków 78, 02-255, Warsaw, Poland
13. Zone Industrielle, 59175 Templemars, France
14. C/ la Selva, 10 Inblau Edificio A 1a, 08820 El Prat de Llobregat, Barcelona, Spain
15. B&Q China, 4th Floor, B&Q Pudong Commercial Building, No. 393 Yin Xiao Road, Pudong New Area, Shanghai, 201204, China
16. 2/F, Koho, 73 - 75 Hung To Road, Kwun Tong, Hong Kong
17. Rapenburgerstraat 175, E, 1011 VM, Amsterdam, Netherlands
18. Prins Bernardplein 200, 1097 JB Amsterdam, Netherlands
19. Willis Towers Watson House, Elm Park, Merrion Road, Dublin 4, Ireland
20. Regus Park Atrium, Rue des Colonies 11, 1000 Brussels, Belgium
21. Womble Bond Dickinson (UK) LLP, 2 Semple Street, Edinburgh, EH3 8BL, Scotland
22. Barbaros Mahallesi Mor Sümbül Sokak, Nidakule Blok No: 7/3, İçkapı no: 127, Ataşehir /İstanbul, Turkey
23. 99 Grand’rue, B.P.761, L-1661, Luxembourg
24. 1st - 2nd Floors, 1-2 Victoria Buildings, Haddington Road, Dublin 4, D04 XN32, Ireland
25. Derbenevskaya nab. 7, Building 8, 115114, Moscow, Russian Federation
26. 1 rue Victor Basch, CS 70001, MASSY CEDEX, 91068, France
27. Tasdelen, Sile otobani 11.Km.Alemdar Sapagi Sirri Celik Bulvari, No.1 C.Blok Cekmekoy, Istanbul, 34788, Turkey
28. 5, villa Victor Hugo, PARIS, 75016, France
29. Rue Saint-Léger, 19, c/o FIDUCIOR SA, Genève, 1204, Switzerland
16 Post balance sheet events
During the period since the balance sheet date, the Group purchased 22 million of the Company’s own shares for cancellation at a
cost of £69m. This amount was deducted from equity in 2021/22 as a result of an irrevocable closed season buyback agreement
which was in place at 31 January 2022.
Notes to the Company financial statements continued
186 Kingfisher 2021/22 Annual Report and Accounts
Group five year financial summary
£ millions
IAS 17 IFRS 16
5
2017/18 2018/19 2019/20 2020/21 2021/22
Income statement
Sales 11,655 11,685 11,513 12,343 13,183
Retail profit 849 824 786 1,003 1,148
Central costs (46) (69) (62) (54) (60)
Share of interest and tax of joint ventures and associates (before
exchange differences on lease liabilities) (4) (5) (7) (3) (2)
Net finance costs before financing fair value remeasurements (‘FFVR’),
exchange differences on lease liabilities (‘Lease FX’) and adjusting items (2) (176) (173) (160) (137)
Transformation P&L costs
6
(114) – – – –
Adjusted pre-tax profit 683 574 544 786 949
Adjusting items (before tax) – (267) (441) (30) 58
FFVR and Lease FX (1) (7) – – –
Profit before taxation 682 300 103 756 1,007
Income tax expense (including adjusting items) (197) (107) (95) (164) (164)
Profit for the year 485 193 8 592 843
Balance sheet
Goodwill and other intangible assets 2,792 2,807 2,755 2,747 2,754
Property, plant and equipment and investment property 3,756 3,310 2,996 3,095 3,111
Right-of-use assets – 2,017 1,916 1,845 1,885
Investments in joint ventures and associates 25 15 16 20 17
Assets and liabilities (excluding net debt) held for sale – 89 138 12 6
Other net current assets
1
368 429 424 105 367
Post-employment benefits 99 205 277 359 410
Other net non-current liabilities
1
(360) (181) (194) (218) (200)
Capital employed 6,680 8,691 8,328 7,965 8,350
Equity shareholders’ funds 6,748 6,149 5,802 6,571 6,778
Net (cash)/debt (68) 2,542 2,526 1,394 1,572
Capital employed 6,680 8,691 8,328 7,965 8,350
Other financial data
Like-for-like sales growth (0.7%) (1.6%) (1.5%) 7.1% 9.9%
Adjusted effective tax rate
2
30% 27% 26% 23% 22%
Basic earnings per share (pence) 22.1 9.1 0.4 28.1 40.3
Adjusted basic earnings per share (pence) 21.8 19.8 19.1 28.7 35.2
Ordinary dividend per share (pence) 10.82 10.82 3.33 8.25 12.40
Gross capital expenditure
3
368 331 342 281 397
Number of stores
4
1,280 1,331 1,367 1,386 1,474
1. Other net current assets and other net non-current liabilities reported above exclude any components of net (cash)/debt.
2. 2017/18 adjusted effective tax rate (adjusted ETR) includes the impact of a one-off French tax surcharge. This increased the adjusted ETR by c.3%.
3. Excluding business acquisitions.
4. Excluding joint ventures and associates. 2017/18 excludes 3 Praktiker Romania stores that were closed in 2018/19.
5. IFRS 16 ‘Leases’ adopted from 2019/20, with restatement of 2018/19 comparatives; 2017/18 is stated under IAS 17 ‘Leases’.
6. From 2019/20 with restatement of 2018/19 comparatives, the Group no longer reported Transformation P&L costs separately.
187Kingfisher 2021/22 Annual Report and Accounts
Shareholder Information
Financial calendar
Q1 results* 23 May 2022
Annual General Meeting 22 June 2022
Half-year results* 20 September 2022
Q3 results* 24 November 2022
* These dates are provisional and may be subject to change.
Annual General Meeting (AGM)
We consider the AGM to be an important event in our
calendar and a significant opportunity to engage with
ourshareholders.
The 2022 AGM will be held at Storey Club, 4 Kingdom
Street, London W2 6BD on Wednesday 22 June 2022
at 2pm. The AGM will also be broadcast live on our
dedicated AGM website on the day.
Details of how to participate at the AGM are set out in the
Notice of AGM and on our website.
Company Secretary
Chloe Barry
Registered office
Kingfisher plc
3 Sheldon Square,
Paddington, London, W2 6PX
Telephone: +44 (0) 20 7372 8008
Fax: +44 (0) 20 7644 1001
Website: www.kingfisher.com
Registered in England and Wales
Registered Number 01664812
Registrars
Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol
BS99 6ZZ
Telephone: +44(0) 370 702 0129
Shareholders can also visit our online Investor Centre,
www.investorcentre.co.uk.
Dividends
The company pays all cash dividends through direct
payment to shareholder bank accounts. Shareholders
who have not yet notified our Registrar of their preferred
bank account details should do so without delay.
Thisdoes not affect those shareholders who have
subscribed for the Dividend Reinvestment Plan.
The interim dividend for the financial year ended
31January 2022 of 3.80p per share was paid on
12November 2021.
The table below provides the payment information for
the final dividend of 8.60p per share, subject to
shareholder approval at the 2022 AGM.
Ex-dividend date 19 May 2022
Record date 20 May 2022
Final date for return of DRIP mandate
forms/currency elections 6 June 2022
Euro exchange rate notification 7 June 2022
Payment date and DRIP purchase 27 June 2022
American Depositary Receipts (ADR)
The company has a Sponsored Level 1 ADR programme
in the US, which trades on the OTCQX Platform.
EachADR represents two Kingfisher plc ordinary shares.
The company’s ADR programme is administered by
Citibank, N.A., who were appointed by the company on
1October 2015.
ADR investor contact
Telephone: +1 877 248 4237
Email: citibank@shareholders-online.com
ADR broker contact
Telephone: +1 212 723 5435 / +44 (0) 20 7500 2030
Email: citiadr@citi.com
188 Kingfisher 2021/22 Annual Report and Accounts
These forward-looking statements appear in a number
of places throughout this Annual Report and Accounts
and include statements which look forward in time or
statements regarding our intentions, beliefs or current
expectations and those of our officers, directors and
employees concerning, among other things, our results
of operations, financial condition, changes in tax rates,
liquidity, prospects, growth strategies and the businesses
we operate.
Other factors that could cause actual results to differ
materially from those estimated by the forward-looking
statements include, but are not limited to, global
economic business conditions, global and regional trade
conditions (including a downturn in the retail or financial
services industries), the state of the housing and home
improvement markets, share repurchases and dividends,
capital expenditure and capital allocation, liquidity,
prospects, growth and strategies, litigation or other
proceedings to which we are subject, monetary and
interest rate policies, foreign currency exchange rates,
equity and property prices, the impact of competition,
inflation and deflation, changes to regulations, taxes and
legislation, changes to consumer saving and spending
habits, acts of war or terrorism worldwide, work
stoppages, slowdowns or strikes, public health crises
(including but not limited to the Covid pandemic),
outbreaks of contagious disease or environmental
disaster, political volatility and our success in managing
these factors.
Consequently, our actual future financial condition,
performance and results could differ materially from the
plans, goals and expectations set out in our forward-
looking statements. Reliance should not be placed on any
forward-looking statement. Nothing in this Annual Report
and Accounts or on the Kingfisher website should be
construed as a profit forecast or an invitation to deal in
the securities of Kingfisher. For further information
regarding risks to Kingfisher’s business, consult the Risks
section on pages 42 to 48.
The forward-looking statements contained herein speak
only as of the date of this Annual Report and Accounts
and the company undertakes no obligation to publicly
update any forward-looking statement, whether as a
result of new information, future events or otherwise,
other than in accordance with its legal or regulatory
obligations (including under the UK Listing Rules and the
Disclosure Guidance and Transparency Rules of the
Financial Conduct Authority).
You are not to construe the content of this Annual Report
and Accounts as investment, legal or tax advice and you
should make your own evaluation of the Company and
the market. If you are in any doubt about the contents of
this Annual Report and Accounts or the action you should
take, you should consult a person authorised under the
Financial Services and Markets Act 2000 (as amended)
(or if you are a person outside the UK, otherwise duly
qualified in your jurisdiction). Nothing in this Annual Report
and Accounts should be construed as either an offer or
invitation to sell or any offering of securities or any
invitation or inducement to any person to underwrite,
subscribe for or otherwise acquire securities in any
company within the Group or an invitation or inducement
to engage in investment activity under section 21 of the
Financial Services and Markets Act 2000 (as amended)
(or, otherwise under any other law, regulation or
exchange rules in any other applicable jurisdiction).
Share dealing facilities
Shareholders wishing to sell or purchase shares in the
company may do so through a bank or a stockbroker.
Alternatively, please go to www.computershare.com/
dealing/uk for a range of Dealing services made available
by Computershare.
ShareGift
If you would like to consider donating your shareholding
to the charity ShareGift (Registered charity 1052686),
further information may be obtained by calling
02079303737 or from www.ShareGift.org.
Shareholder security
Details of any share dealing facilities that the company
endorses will be included in company mailings only. If you
receive any unsolicited investment advice, whether over
the telephone, through the post or by email, you should:
— Make sure you get the name of the person
andorganisation;
— Check that they are properly authorised by the FCA
before getting involved by visiting register.fca.org.
uk/s/; and
— Report the matter to the FCA either by calling 0800 111
6768 or by completing an online form at www.fca.org.
uk/consumers/report-scam-unauthorised-firm.
More detailed information on this or similar activity can
be found on the FCA website www.fca.org.uk/scamsmart.
Share price information
The company’s ordinary shares are listed on the London
Stock Exchange. Share price history and the latest share
price are available on the company’s website.
Electronic communications
Shareholders who have not yet elected to receive
shareholder documentation in electronic form can sign
up by visiting www.investorcentre.co.uk/ecomms and
registering their details.
Forward-looking statements
All statements in this Annual Report and Accounts, other
than historical facts, may be forward-looking statements
(including within the meaning of the safe harbour provisions
of the United States Private Securities Litigation Reform
Act of 1995). Such statements are therefore subject
to inherent risks, assumptions and uncertainties that
could cause actual results to differ materially from
those expressed or implied, because they relate to
futureevents.
Forward-looking statements can be identified by the use
of relevant terminology including the words: ‘believes’,
‘estimates’, ‘anticipates’, ‘expects’, ‘intends’, ‘plans’, ‘goal’,
‘target’, ‘aim’, ‘may’, ‘will’, ‘would’, ‘could’, ‘should’, ‘project’,
‘continue’ or ‘forecast’, in each case, their negative or
other variations or comparable terminology and include
all matters that are not historical facts. These forward-
looking statements are based on currently available
information and our current assumptions, expectations
and projections about future events.
189Kingfisher 2021/22 Annual Report and Accounts
Alternative Performance Measures (APMs)
In the reporting of financial information, the Directors have adopted various Alternative Performance Measures (APMs), also known as
non-GAAP measures, of historical or future financial performance, position or cash flows other than those defined or specified under
International Financial Reporting Standards (IFRS). These measures are not defined by IFRS and therefore may not be directly
comparable with other companies’ APMs, including those used by other retailers. APMs should be considered in addition to, and are
not intended to be a substitute for, or superior to, IFRS measurements.
APM
Closest equivalent
IFRS measure Reconciling items to IFRS measure Definition and purpose
Adjusted
basic
earnings per
share (EPS)
Basic
earnings
per share
A reconciliation of
adjusted basic earnings
per share is included in
the Financial Review
and note 11 of the
financial statements
Adjusted basic earnings per share represents profit after tax attributable to the
owners of the parent, before the impact of adjusting items (see definition below),
divided by the weighted average number of shares in issue during the period.
The exclusion of adjusting items helps provide an indication of the Group’s
ongoing business performance.
Adjusted
effective
tax rate
Effective
tax rate
A reconciliation to the
statutory effective tax
rate is set out in the
Financial Review
The adjusted effective tax rate is calculated as continuing income tax expense
excluding tax adjustments in respect of prior years (including the impact of
changes in tax rates on deferred tax), significant one-off tax settlements and
provision charges/releases and the tax effects of adjusting items, divided by
continuing profit before taxation excluding adjusting items. Prior year tax items
represent income statement tax relating to underlying items originally arising in
prior years, including the impact of changes in tax rates on deferred tax. The
exclusion of items relating to prior years, and those not in the ordinary course of
business, helps provide a better indication of the Group’s ongoing rate of tax.
Adjusted
pre-tax profit
Profit before
taxation
A reconciliation of
adjusted pre-tax
profit is set out in the
Financial Review
Adjusted pre-tax profit is used to report the performance of the business at a
Group level. This is stated before adjusting items. The exclusion of adjusting
items helps provide an indication of the Group’s ongoing business performance.
Adjusted
pre-tax profit
margin %
No direct
equivalent
Refer to definition Adjusted pre-tax profit is used to report the performance of the business at a
Group level and is separately defined. Adjusted pre-tax profit margin %
represents adjusted pre-tax profit as a percentage of sales. It is a measure of
overall business profitability.
Adjusted
post-tax
profit
Profit after
tax
A reconciliation of
adjusted post-tax profit is
set out in the Financial
Review and note 11 of the
financial statements
Adjusted post-tax profit is used to report the after-tax performance of the
business at a Group level. This is stated before adjusting items. The exclusion of
adjusting items helps provide an indication of the Group’s ongoing after-tax
business performance.
Adjusting
items
No direct
equivalent
Not applicable Adjusting items, which are presented separately within their relevant income
statement category, include items which by virtue of their size and/or nature, do
not reflect the Group’s ongoing trading performance. Adjusting items may
include, but are not limited to: non-trading items included in operating profit such
as profits and losses on the disposal, closure, exit or impairment of subsidiaries,
joint ventures, associates and in-vestments which do not form part of the
Group’s ongoing trading activities; the costs of significant restructuring and
incremental acquisition integration costs; profits and losses on the exit of
properties, impairments of goodwill and significant impairments (or impairment
reversals) of other non-current assets; prior year tax items (including the impact
of changes in tax rates on deferred tax), significant one-off tax settlements and
provision charges/releases and the tax effects of other adjusting items; financing
fair value remeasurements i.e. changes in the fair value of financing derivatives,
excluding interest accruals, offset by fair value adjustments to the carrying
amount of borrowings and other hedged items under fair value (or non-designated)
hedge relationships. Financing derivatives are those that relate to hedged items
of a financing nature.
Central costs No direct
equivalent
Not applicable Central costs principally comprise the costs of the Group’s head office before
adjusting items. This helps provide an indication of the Group’s ongoing head
office costs.
Constant
currency
No direct
equivalent
Not applicable Constant currency changes in total sales, LFL sales, gross profit, gross margin %,
retail profit and retail profit margin % reflect the year-on-year movements after
translating the prior year comparatives at the cur-rent year’s average exchange
rates. These are presented to eliminate the effects of ex-change rate
fluctuations on the reported results.
Dividend
cover
No direct
equivalent
Not applicable Dividend cover represents the ratio of earnings to dividends. It is calculated as
adjusted basic earnings per share divided by the total (full year) dividend per
share. It is used as an indication of how sustainable dividend payments are.
Glossary
190 Kingfisher 2021/22 Annual Report and Accounts
APM
Closest equivalent
IFRS measure Reconciling items to IFRS measure Definition and purpose
EBITDA Profit before
taxation
A reconciliation of
EBITDA is set out in
the Financial Review
EBITDA (earnings before interest, tax, depreciation and amortisation) is
calculated as retail profit less central costs and before depreciation and
amortisation. This measure is widely used in calculating the ratio of net debt to
EBITDA, and is used to reflect the Group’s leverage.
FFVR No direct
equivalent
Included within net finance
costs in note 6 of the
financial statements
FFVR (financing fair value remeasurements) is included within adjusting
items (see definition above) and represent fair value fluctuations from
financialinstruments.
Free cash
flow
Net increase
in cash
and cash
equivalents
and bank
over-drafts
A reconciliation of free
cash flow is set out in the
Financial Review
Free cash flow represents the cash generated from operations (excluding
adjusting items) less the amount spent on interest, tax and capital expenditure
during the year (excluding asset disposals). This provides a measure of how much
cash the business generates that can be used for expansion, capital returns and
other purposes.
Gross margin
%
No direct
equivalent
Refer to definition Gross profit represents sales from the sup-ply of home improvement products
and services (excluding VAT), less the associated cost of those sales. Gross
margin % represents gross profit as a percentage of sales. It is a measure of
operating performance.
LFL Sales Refer to definition LFL (like-for-like) sales growth represents the constant currency, year on year
sales growth for stores that have been open for more than one year. Stores
temporarily closed or otherwise impacted due to Covid are also included. It is a
measure to reflect the Group’s performance on a comparable basis.
2-year LFL Sales Refer to definition 2-year LFL is calculated by compounding current and prior year LFL growth.
Forex-ample, current year LFL growth of 10% and prior year LFL growth of 5%
results in 2-year LFL growth of 15.5%. Prior year LFL growth excludes Russia for
the purposes of the Group and Other International 2-year LFL calculations. It is a
measure of the Group’s performance on a comparable basis.
Net debt No direct
equivalent
A reconciliation of this
measure is provided in
note 33 of the financial
statements
Net debt comprises lease liabilities, borrowings and financing derivatives
(excluding accrued interest), less cash and cash equivalents and short term
deposits, including such balances classified as held for sale.
Net cash flow Net increase
in cash
and cash
equivalents
and bank
overdrafts
A reconciliation of net
cash flow is set out in the
Financial Review and in
note 33 of the condensed
financial statements
Net cash flow is a measure to reflect the total movement in the net debt balance
during the year excluding the movement in lease liabilities, exchange differences
and other non-cash movements.
Non-
recurring net
cost savings
No direct
equivalent
Not applicable Non-recurring net cost savings include discretionary cost savings such as
advertising & marketing and government furlough pro-gramme support. This is
net of one-off Covid-related costs, including supply & logistics costs, costs of
PPE and social distancing, donations, new store layouts, additional store security,
and additional bonuses to frontline store staff.
Operating
costs
No direct
equivalent
Not applicable Operating costs represent gross profit less retail profit. This is the Group’s
operating cost measure used to report the performance of our retail businesses.
Retail profit Profit before
taxation
A reconciliation of
Group retail profit to
profit before taxation is
set out in the Financial
Review and note 4 of the
financial statements.
There is no statutory
equivalent to retail profit
at a retail banner level
Retail profit is stated before central costs, adjusting items and the Group’s share
of interest and tax of JVs and associates. This is the Group’s operating profit
measure used to report the performance of our retail businesses.
191
Kingfisher 2021/22 Annual Report and Accounts
APM
Closest equivalent
IFRS measure Reconciling items to IFRS measure Definition and purpose
Retail profit
mar-gin %
No direct
equivalent
Refer to definition Retail profit is the Group’s operating profit measure used to report the
performance of our retail businesses and is separately de-fined above.
Retailprofit margin % represents retail profit as a percentage of sales.
It is a measure of operating performance.
ROCE No direct
equivalent
Refer to definition ROCE is the post-tax retail profit less central costs, excluding adjusting items,
divided by capital employed excluding historic goodwill, net cash and adjusting
restructuring provision. The measure provides an indication of the ongoing
returns from the capital invested in the business. Capital employed is calculated
as a two-point aver-age. The calculation excludes disposed businesses.
Same-store
net inventory
Inventory Refer to definition Same-store net inventory movement represents the constant currency, year on
year change in net inventory before the impact of store openings and closures.
Stores temporarily closed or otherwise impacted due to Covid are also included.
It is a measure to reflect the Group’s inventory management on a comparable
basis.
Other Definitions
Banque de France data for DIY retail sales (non-seasonally adjusted). Includes relocated and extended stores.
http://webstat.banque-france.fr/en/browse.do?node=5384326
‘Do It Yourself’ (DIY) sales include products that facilitate self-undertaken home improvement projects and tasks, including paint,
lighting, tools and hardware, and garden maintenance.
‘Do It For Me’ (DIFM) sales include products and services used in home improvement projects and tasks that predominantly require a
tradesperson to undertake, including kitchens, bathrooms, tiling, wardrobes, windows and doors, certain electrical and plumbing
activities, and installation services.
Digitally-enabled sales are e-commerce sales plus sales associated with customer orders placed in stores or via contact centres for
collection from store or home delivery (via central home delivery or via store-to-home).
E-commerce sales are total sales derived from online transactions, including click & collect (C&C). This includes sales transacted
on any device, however not sales through a call centre. References to digital or e-commerce sales growth relates to growth at
constant currency.
France consists of Castorama France and Brico Dépôt France.
GNFR (Goods Not For Resale) covers the procurement of all goods and services a retailer consumes (including media buying,
mechanical handling equipment, printing & paper).
Iberia consists of Brico Dépôt Spain and Brico Dépôt Portugal.
Other International consists of Poland, Iberia, Romania, Russia, ‘Other’, and Turkey (Koçtaş JV). The sale of Russia was completed
in FY 20/21 (on 30 September 2020). ‘Other’ consists of the consolidated results of NeedHelp (acquired in November 2020),
Screwfix International (launched online in France in April 2021), and results from franchise agreements.
SKU (Stock Keeping Unit) is defined as the number of individual variants of products sold or remaining in stock. It is a distinct type of
item for sale, such as a product and all attributes associated with the item type that distinguish it from others. These attributes could
include, but are not limited to, manufacturer, description, material, size, colour, packaging and warranty terms.
UK & Ireland consists of B&Q in the UK & Ireland and Screwfix in the UK & Ireland.
Glossary continued
192 Kingfisher 2021/22 Annual Report and Accounts
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Our Own Exclusive Brands
We are helping to make better homes accessible for everyone.
Our own exclusive brands (OEB) set us apart in the market through their design, functionality and sustainability as well as the
excellent value for money they offer our customers in the consumer and trade sectors.
We develop our brands exclusively for our banners and franchises. We group them into three distinct portfolios tailored to each
of our formats – Home Improvers, Discounters and Trade. We aim to grow our OEB sales further by bringing even more
innovation and affordability into our ranges.
Kingfisher plc
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Paddington
London W2 6PX
+44 (0)20 7372 8008
www.kingfisher.com