Annual Report and
Accounts 2024
Resilient
Performance.
Strategic
Progress.
Contents
Strategic Report
01 Introduction and Highlights
02 At a Glance
04 Our Products
06 Investment Case
08 Chair’s Statement
10 Chief Executive Officer’s Review
14 Market and Industry Overview
18 Our Purpose and Business Model
20 Our Strategy:
– Strategic Framework
– Strategic Progress
– Strategy in Action
26 Key Performance Indicators
28 Principal Risks and Uncertainties
33 Operating Review
36 Group Financial Review
41 A Sustainable and Responsible Business:
– Non-Financial Information statement
– Stakeholder engagement
– Section 172 (1) – Statement
– Our Sustainability Ambitions
58 Viability and Going Concern Statements
Governance
60 Governance at a Glance
61 Chair’s Introduction
62 Board of Directors and Executive Team
65 Corporate Governance Statement
– Compliance and Other Statements
– Board Leadership and Company
Purpose
– Division of Responsibilities
– Composition, Succession and Evaluation
– Audit, Risk and Internal Control
74 Committee Reports
– Nomination Committee Report
– Sustainability Committee Report
– Audit Committee Report
86 Directors’ Remuneration Report
111 Directors’ Report
113 Responsibility Statements
Financial statements
114 Independent Auditor’s Report
123 Consolidated income statement
124 Consolidated statement of comprehensive
income
125 Consolidated balance sheet
126 Consolidated statement of changes in equity
127 Consolidated cash flow statement
127 Reconciliation of changes in cash and cash
equivalents to movement in net debt
128 Notes to the consolidated financial statements
170 Company balance sheet
171 Company statement of changes in equity
172 Notes to the Company financial statements
176 Group five-year summary
Additional information
178 Sustainability Governance and Reporting
– Sustainability Reporting Data
– Sustainability Performance Data
– TCFD Disclosures
192 Shareholder information
About Us
WE ARE IBSTOCK
Read more about our company
on our website using this QR code
or by visiting www.ibstock.co.uk
Ibstock Plc is a leading UK
manufacturer of a range
of building products and solutions
and a constituent of the FTSE 250
index, based in the village of
Ibstock, Leicestershire.
For over 200 years, we have worked with architects,
builders, merchants and the wider construction
supply chain to build the face of Britain. We are
innovators, designers, makers and engineers who
provide a diverse range of smart, efficient, and
effective building products and solutions.
Everything we do revolves around our valued
customers. Through our customer relationships, and
supported by great brands and expert technical
design services, we enable the creation of homes,
places and spaces for us all to live and work better.
WE ARE Ibstock. WE ARE at the heart of building
Front cover: Project - The Scoop, Union Street
Product: White Glazed Bricks
Ibstock Plc | Annual Report and Accounts 2024
Financial highlights
Revenue
£366m
2023: £406m 2021: £409m
2022: £513m 2020: £316m
Statutory reported profit
before tax
£21m
2023: £30m 2021: £65m
2022: £105m 2020: £(24m)
Statutory reported basic
earnings/(loss) per share
3.8p
2023: 5.4p 2021: 7.8p
2022: 21.6p 2020: (6.8)p
Total dividend per share
4.0p
2023: 7.0p 2021: 7.5p
2022: 8.8p 2020: 1.6p
Adjusted EBITDA*
£79m
2023: £107m 2021: £103m
2022: £140m 2020: £52m
Adjusted EPS*
7.7p
2023: 13.9p 2021: 13.9p
2022: 22.7p 2020: 4.0p
Adjusted free cash flow
£11m
2023: (16m) 2021: £51m
2022: £50m 2020: £26m
Net debt*
£122m
2023: £101m 2021: £39m
2022: £46m 2020: £69m
* Alternative Performance Measures are described in Note 3 to the consolidated financial
statements. All future references to APMs within the Strategic Report and Governance section
of this Annual Report and Accounts are denoted by an asterisk, unless otherwise indicated.
Non-financial highlights
Carbon Reduction Metric
49%
2023: 37% 2022: 20%
2021: Baseline reset in 2022
2020: Baseline reset in 2022
Clay Reserves
73mt
2023: 73m 2021: 74m
2022: 74m 2020: 74m
Plastic Reduction
64%
2023: 25% 2021: 13%
2022: 16% 2020: Target set in 2020
Share of Revenue from new
and sustainable products
22%
2023: 11% 2021: 13%
2022: 13% 2020: 12%
Female Representation in
Senior Leadership
34%
2023: 35% 2021: 26%
2022: 27% 2020: 22%
Methodology for metrics showing
LTIFR, Water Reduction and Net
Promoter Score have been
changed. Please see Key
Performance Indicators on page
26. Plastic reduction and carbon
measured relative to 2019
baseline.
Project - The Scoop, Union Street
Product: White Glazed Bricks
1
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Our Strategy
Our Strategy is to enhance our existing business, whilst investing
for growth in both our core and diversified construction markets.
As a leading building products manufacturer, the Group is
committed to the highest levels of corporate responsibility. Our
Sustainability targets set out a clear path to address climate
change, improve lives and manufacture materials for life, with
an ambitious commitment to reduce carbon emissions by 40%
by 2030 and become a net zero operation by 2040.
Read about our purpose, strategic framework and progress
during the year on page 20.
At a glance
For over 200 years,
we have worked
to build the face
of Britain.
Our business
Ibstock exists to build a better world by being at the heart of
building through the manufacture and supply of clay and
concrete products and solutions to the UK construction industry
with a focus on the environmental and social impacts of our
industry.
Our ESG 2030 strategyOur strategy
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Project: Ouseburn Quays
Products: Birtley Olde English Grey,
Birtley Northern Buff, Commercial Red
& Ibstock Glazed Copper
Project: Air Space Institute
Product: Ivanhoe Cream Original
2
Ibstock Plc | Annual Report and Accounts 2024
lbstock Clay
The leading manufacturer by volume of
clay bricks sold in the United Kingdom.
With 15 manufacturing sites, Ibstock
Clay has the largest brick production
capacity in the UK. It operates a network
of 14 active quarries located close to its
manufacturing plants. Ibstock Kevington
provides masonry and prefabricated
component building solutions, operating
from 4 sites.
lbstock Concrete
A leading manufacturer of concrete
roofing, walling, flooring and fencing
products, along with lintels and rail &
infrastructure products. The concrete
division operates from 13 manufacturing
sites across the UK.
Our operations
Ibstock Futures
Complements the core business divisions
by accelerating diversified growth
opportunities which address key
construction trends, including
sustainability and the shift towards
Modern Methods of Construction (MMC).
Operating from an innovation hub in the
West Midlands, and the Nostell
redevelopment in West Yorkshire.
The Group comprises two core business divisions,
Ibstock Clay and Ibstock Concrete.
The Ibstock Futures business was established in 2021
to accelerate growth in new, fast developing
segments of the UK construction market and,
while it remains in its initial growth phase,
forms part of the Clay division.
Read more about our business on page 33.
Further information can be found in
the Operating Review on pages 33 to 35.
Further information can be found in
the Operating Review on pages 33 to 35.
Further information can be found in
the Operating Review on pages 33 to 35.
Ibstock
Clay £72m
Ibstock
Concrete
£15m
Unallocated
Costs
£(8)m
Ibstock
Clay
£249m
Ibstock
Concrete
£117m
Our business in numbers
200
years of experience
250+
different brick products
34
manufacturing sites
across the UK
c.73m
tonnes of consented
clay reserves
1,949
employees
95%
of raw materials
sourced in UK
Our sites in the UK
15
Clay
2
Futures
13
Concrete
14
Active quarries
4
Kevington
68 %32 % 83 %17 %
Total
Revenue
£366m
Total
EBITDA
£79m
3
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Fencing & Landscapes
• Fence posts
• Copings and cappings
• Gravel boards
• Bollards
• Balustrades
• Path edging
• Gully surrounds
• Urban landscaping
Flooring & Lintels
• Beam and block flooring
• Insulated flooring
• Hollowcore screed rails
Staircases & Lift Shafts
• Precast staircases
• Lift shafts
Rail & Infrastructure
• Rail troughs
• Platform copers
• Cable theft protection
• Signal bases
• Utility ducts
• Inspection chambers
A diverse range of building
products and solutions
Our Products
Design and Technical Services
We are committed to providing
the best possible design and
technical support to our
customers. From expert advice
to a sector-leading training and
CPD provision, Ibstock’s range
of design and technical services
are especially configured to give
architects and specifiers the
access to the support they need
at every stage on their project
journey – from concept to build.
4
Ibstock Plc | Annual Report and Accounts 2024
Financial Statements Additional information
Bricks & Masonry
• Facing bricks
• Engineering bricks
• Brick slips
• Special shaped bricks
• Walling stone
• Architectural masonry
• Prefabricated components
• Eco-habitats
• Padstones and lintels
Retaining Walls
• Stepoc
• Slopeloc
• Keystone
Facade Systems
• Brick faced GRC
• Architectural GRC
• Façade systems (brick, stone,
porcelain)
• Mechanical brick slip system
(Mechslip)
• Lintels & soffits (Nexus)
• Brick slips
Roofing
• Roof tiles
• Roof accessories
• Chimneys
The Group concentrates on eight core product categories, each backed up by
design and technical services capabilities. These include Bricks and Masonry,
Façade Systems, Roofing, Flooring and Lintels, Staircase and Lift Shafts,
Fencing and Landscaping, Retaining Walls and Rail and Infrastructure.
We are market leading in the UK across our core business.
Further information regarding our products and services can be found on our website at www.ibstock.co.uk.
5
Ibstock Plc | Annual Report and Accounts 2024
GovernanceStrategic Report
Investment case
Why invest in Ibstock?
Employees at Chesterton factory
Atlas factory
Our business has strong
fundamental qualities
Broad exposure to markets with attractive long-term
growth potential
Established market leadership position in our core
brick market and leadership positions in attractive
segments of the concrete building products market
Diversified market exposure and a product range
unrivalled in its breadth and depth
Well-invested asset base, extensive consented clay
reserves and unrivalled UK operational network,
creating a strong competitive position.
A trusted partner to a high-quality, long-standing
customer base
We are focused on growth
Compelling growth strategy combining development
of our core businesses with diversified growth
addressing new opportunities in emerging, fast-
growth areas of the UK construction market
Strong pipeline of growth projects in our core brick
and concrete businesses
Ibstock Futures – an exciting opportunity to diversify
and capture growth from faster-growing segments of
construction markets. These markets are centred on
the use of more sustainable building materials and
Modern Methods of Construction (MMC)
Strong organic and inorganic pipeline underpinning
significant medium-term growth potential
1 2
Read more about our business page 2 Read more about Ibstock Futures on
page 34
6
Ibstock Plc | Annual Report and Accounts 2024
Istudio, London
We are creating
shareholder value
Significant earnings growth potential over the
medium-term
Structurally strong operating margins and cash
generation
Robust balance sheet and disciplined capital
allocation framework provide the platform to both
invest further for growth and deliver incremental
shareholder returns. We have invested organically
£285m over seven years.
Sustainable and progressive dividend policy targeting
cover of c.2x adjusted profit after tax
Excess capital returned to shareholders as
appropriate
We have built sustainability
into our strategy, our products
and our processes
A resilient and responsible business run for the
long term
Leading our industry on adoption of sustainable
business practice, supporting our customers’
sustainability journey, as well as meeting our own
carbon reduction targets
Seizing the growth opportunity from the accelerating
transition to sustainable construction
3 4
2023 Apprentices at Make UK training centre in Birmingham
Read more about our financial progress and targets,
which demonstrate our ambition to deliver strong growth
and returns in the medium-term on page 36
Read more about our progress against our Sustainability
targets on page 50
7
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Chair’s Statement
Resilient strategic
progress
Our values
“ Ibstock has continued to deliver on
its strategic commitments to sustain,
innovate and grow the business.”
Jonathan Nicholls
Chair
Despite subdued market conditions across
the construction industry, I am extremely
pleased that this year’s Annual Report and
Accounts demonstrates a solid set of
results where we have delivered to
expectations. As a result of those steps
taken to right size the organisation at the
back end of 2023, we remain well placed
to benefit from the anticipated
improvement in demand.
Ibstock has continued to deliver on its
strategic commitments to sustain, innovate
and grow the business and with the Group’s
major capital investment projects now
nearing completion, will be well positioned to
provide capacity to meet the demands of a
returning market. The level of production at
our new Atlas factory is ramping up well and
the creation of a unified, enterprise-wide new
product development team is successfully
accelerating the pace of product innovation.
We have also made good progress towards
our 2030 ESG targets and have launched
Environmental Product Declarations,
becoming one of the first UK building
materials manufacturers to enhance
environmental transparency in doing so.
Teamwork:
We work
together
to achieve
great things
Trust:
We earn the
trust placed in
us by delivering
on our promises
Care:
We care about
each other, our
customers and
our wider impact
Courage:
We have the
courage to do
the right thing
8
Ibstock Plc | Annual Report and Accounts 2024
Results
Although full year revenues were below
those of the prior year, it was pleasing to
see that market demand had improved
progressively over the year such that
revenue in the second half was ahead of
that in the first half as well as the
equivalent period in 2023.
Proactive cost management meant that
Ibstock was able to achieve fixed cost
savings materially in line with those
targeted in the restructuring programme
that was initiated in late 2023. A
disciplined focus on margin management
delivered an adjusted EBITDA* margin of
21.7% (2023: 26.5%) despite the reduced
volumes. These incremental actions will
not compromise our ability to build back
capacity quickly as markets recover.
The combined impact of cost
management and a focus on commercial
execution ensured that adjusted EBITDA*
for the year was in line with our
expectations at £79 million, a solid
performance in the context of difficult
market conditions.
The Group’s balance sheet remains
robust with our closing net debt position
being at the lower end of expectations
that had been set at the start of 2024.
This reflected a strong focus on cash
flow performance, with the disciplined
management of sustaining capital and a
modest reduction in finished goods
inventories.
Dividend
The Board recommends a final dividend
of 2.5 pence per share, resulting in a
full-year dividend of 4.0 pence per share
(2023: 7.0 pence).
Our employees
We are committed to driving best in class
standards for health, safety and wellbeing
for all colleagues and are passionate about
establishing culture as a key point of
difference across the organisation.
Notwithstanding the current challenging
market conditions, the Group continued to
focus on developing its culture and
preserving productive capability during the
year. It is a credit to all involved that the
strong, collegiate culture of Ibstock has
been maintained through 2024, and I
want to thank all those involved for their
incredible contributions to Ibstock during
their time here.
Board changes
As reported in last year’s Annual Report I
have been on the Board since Ibstock
went through its IPO in 2015, a period of
just over nine years, of which seven of
those have been as the Group’s Chair. As a
result, and in line with good governance
practice, I will be standing down as Chair
at this year’s Annual General Meeting that
will take place in May. Louis Eperjesi, the
Senior Independent Director, is leading
the process with the support of the
Nomination Committee, to recruit my
successor. Further details of this
recruitment process can be found in the
Nomination Committee Report on page
74.
Diversity
The Board recognises the powerful
advantages that a diverse Board and
workforce can bring to a company, and we
are committed to ensuring that Ibstock is
a diverse, fair and inclusive place to work.
The Board is cognisant of the FTSE
Women Leaders Review recommendation
that FTSE 350 companies should have at
least one woman in the role of Chair,
Senior Independent Director, CEO or CFO.
We remain committed to addressing the
balance within these roles as succession
plans are developed but will always make
appointments that are based upon an
individual’s merit, suitability and ability to
carry out a role successfully.
Governance
The Board is more committed than ever to
driving long-term sustainable
performance for the benefit of all our
stakeholders. This includes the application
of high standards of corporate
governance and making sure that these
principles are embedded into our culture.
Within this report, we set out in detail how
we as a Board have made decisions,
engage with our stakeholders and comply
with the principles of the 2018 UK
Corporate Governance Code. As the
governance landscape continues to
develop the Board and its Committees
have also considered the impacts and
made appropriate preparations to be in a
position to report on the new Corporate
Governance Code in 2026.
ESG
The Board takes our ESG plans very
seriously and is passionate about
realising our carbon reduction journey
whilst maintaining our financial
performance. More information on how
our ESG Strategy is embedded within our
corporate strategy is detailed throughout
this report and within the Sustainable
and Responsible Business section from
page 41.
Looking towards the future
We remain mindful of broader
macroeconomic uncertainties. However,
due to our strong business model, strategy
and management team, the Group
remains well placed to meet these
challenges. Confidence in our medium
term prospects is underpinned by a return
to normalised market conditions and
incremental returns from our significant
capital investment programme.
In the year ahead, the Board will continue to
discharge its stewardship role in supporting
the long-term success of the business.
I would like to thank my non executive
colleagues on the Board for their support,
commitment and enthusiasm for Ibstock
in my tenure. Finally, the success that
Ibstock has achieved over the last few
years is down to the excellent leadership
of Joe Hudson our Chief Executive Officer
ably supported by Chris McLeish, our Chief
Financial Officer. It has been a privilege to
be part of the Ibstock story. Thank you.
Jonathan Nicholls,
Chair
4 March 2025
Director’s duties
At Ibstock, the Directors take their
responsibilities to stakeholders very
seriously. The Board ensures all
stakeholder views, whether
complementary or diverging, are
understood and embedded into Board
discussions and the decision-making
process. Directors also consider the
impact of the Group’s activities on the
communities within which it operates,
the environment, and the Group’s
reputation for high standards of
business conduct.
9
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Chief Executive Officer’s Review
Strong strategic progress as
we continue to invest in
growth
The Group delivered a resilient
performance in 2024, in a challenging
market. Activity in our core markets
remained subdued, which led to a
reduction in overall sales volumes year-on-
year, although as expected, we saw
improvement in demand as the year
progressed. Against this backdrop, effective
cost management, and our focus on
commercial execution, ensured that
adjusted EBITDA* for the year was in line
with our expectations at £79 million, a solid
performance in the context of difficult
market conditions.
I am also pleased to report that we
continued to make strong progress with all
elements of the Group’s strategy: our
investments in new low cost, efficient and
more sustainable brick manufacturing
capacity at our Atlas facility, and the first
phase of a significant capacity expansion
in the brick slips market at Nostell; the
creation of a leaner, more customer-
focused business for the future; a step
change in the output from our innovation
initiatives; and further progress towards our
ambitious 2030 sustainability targets.
I would like to thank all colleagues around
the Group for their commitment, spirit and
flexibility through the year, which enabled
the Group to deliver our results and build
towards our longer-term ambitions, despite
significant external headwinds. Improving
affordability and a more positive evolution
of UK housing policy are expected to
support a sustained recovery in UK house
building over the medium term. We have
continued to manage our costs and cash
position carefully, to balance near term
profitability with the preservation of the
capability and capacity required to enable
the business to capitalise on an expected
improvement in activity levels.
Our growth investment projects are now
operational, adding lower cost and more
sustainable capacity to our network. In the
second half of 2024 we began to see some
initial signs of recovering activity levels in
new build residential markets which should
feed into stronger demand for our products
in 2025. In anticipation of this, we will
continue to make carefully targeted
investments to restore capacity where this
is supported by positive demand signals.
The Group retains a robust balance sheet,
providing both resilience and optionality in
respect of future growth investments.
With our organic capital investment
programme now nearing completion, we
anticipate that capital expenditure within
the core business will fall back to long-run
sustaining levels, which is expected to
support an acceleration in free cash flow
generation in the years ahead.
The Board has declared a final dividend of
2.5p per share (2023: 3.6p). representing a
full year dividend of 4.0p (2023: 7p),
consistent with our stated capital allocation
policy, which targets full year cover of
approximately two times through the cycle.
Financial Performance
Revenue for the year was 10% lower at
£366 million (2023: £406 million) (or 13%
lower on a LFL basis, adjusting for the
acquisition of Coltman in late 2023),
principally reflecting lower sales volumes in
the core business in the first half of the
year.
“ Our continued focus on
the active management
of capacity and margin
ensured we delivered a
resilient performance in
2024”
Joe Hudson
Chief Executive Officer
10
Ibstock Plc | Annual Report and Accounts 2024
Whilst full year revenues were below those
for the prior year, demand improved
progressively throughout the year, with
revenues in the second half 6% ahead of
H1 and 3% ahead of the equivalent period
in 2023.
With subdued market demand during
2024, the Group continued to manage
costs proactively in the period, achieving
fixed cost savings in line with the
£20 million targeted in the restructuring
programme initiated in late 2023. These
incremental actions have not compromised
our ability to build back capacity quickly as
markets recover. During the second half, we
began to reinvest selectively in areas where
continued demand improvement is
anticipated.
Adjusted EBITDA* of £79 million
(2023: £107 million) was in line with the
guidance given alongside the Group’s Half
Year results in August 2024 and reflected
the market backdrop as well as the
non-repeat of the £15 million benefit in the
prior year from the absorption of fixed
costs into finished goods inventories.
A disciplined focus on margin
management delivered a solid EBITDA*
margin performance despite the reduced
volumes, with an adjusted EBITDA* margin
of 21.7% (2023: 26.5%).
Adjusted earnings per share* of 7.7 pence
(2023: 13.9 pence) reflected the lower
operating profit performance.
Profit before tax was £21 million
(2023: £30 million), reflecting the trading
performance and an exceptional cost* of
£12 million (2023: cost of £31 million)
relating to site closure activities.
The Group’s balance sheet remains robust,
with closing net debt of £122 million at
31 December 2024 (2023: £101 million)
representing leverage of 1.8x adjusted
EBITDA* (2023: 1.1x). The closing net debt
position was at the lower end of
expectations set at the start of 2024, and
reflected a strong focus on cash flow
performance, with disciplined
management of sustaining capital.
Divisional Review
Ibstock Clay
The Clay division delivered a solid
performance, despite a material reduction
in sales volumes, as it benefited from
strong cost management and robust
commercial discipline, as well as agile
operational performance.
The market backdrop remained subdued in
2024, with total UK clay brick volumes for
the year of 1.7 billion (2023: 1.7 billion),
over 30% below the 2.5 billion total
delivered in 2022. As expected, imported
volumes reduced year on year as a
proportion of total UK brick deliveries to
18% (2023: 19%).
Revenues in the Clay division reduced by
15% to £249 million (2023: £292 million)
principally driven by lower sales volumes
during the first half of the year combined
with a modest reduction in average selling
prices. Sales volumes increased
progressively during the year, as
anticipated in the Half Year results
announcement in August 2024, with
revenues during the second half of 2024
around 8% ahead of the first half. As
anticipated, market share increased during
the latter part of the year and we exited
2024 with domestic market share close to
the average levels achieved in 2023.
In the face of a more competitive pricing
environment, we maintained a disciplined
approach to pricing and remain confident
this will allow the Group to achieve
targeted levels of market volumes, whilst
supporting its margin and return targets, as
market conditions normalise. The impact
of sales mix contributed to average prices
in 2024 being slightly below the prior year.
Adjusted EBITDA* reduced by 27% to
£72 million (2023: £99 million), reflecting
the reduction in sales volumes, partly
mitigated through unit variable cost
reductions and continued decisive action to
reduce fixed costs. Adjusted EBITDA* in
2024 included a £2 million one-off benefit
from the favourable resolution of a legacy
gas metering adjustment, whilst the
comparative period included a £13 million
benefit from the absorption of fixed cost
into inventory.
A strong focus on cost management
underpinned a resilient margin
performance, with the adjusted EBITDA*
margin percentage (excluding Ibstock
Futures) remaining above 30%.
Ibstock Futures
Despite challenging conditions for the
industry in the short term, the structural
drivers supporting innovation of
sustainable products and modern methods
of construction remain compelling and the
Group continued to invest in building both
capacity and capability in the Ibstock
Futures business during 2024.
We reached an important milestone during
the year, when the first phase of our
organic investments in brick slip capacity at
Nostell, West Yorkshire, entered production.
The market response to these initial
volumes has been encouraging and the
facility is now ramping up to deliver a step
change in market volumes from 2025.
Revenues at Futures, which are reported in
the Clay segment, totalled £10 million
(2023: £12 million). Excluding the
contribution from the Glass Fibre
Reinforced Concrete (GRC) business,
revenues were £6 million (2023: £7 million)
with solid performance in the face of
challenging market conditions from our
Nexus and Mechslip façade systems.
Activity levels reflected broader demand
trends in UK construction as well as delays
to the Building Safety Act implementation.
Ibstock Futures continues to develop a
range of innovative products that are
focused on increasing productivity and
improving sustainability across the built
environment, including façade systems and
masonry support solutions. Its range of
products will expand as the new
manufacturing facility at Nostell comes on
line in late 2025, increasing the range of
façade and architectural solutions that the
business can offer into the built
environment market.
The Group has also invested in enabling
research, development and marketing
capability to support future revenue
opportunities. As such, Futures recognised
an overall underlying net cost of £7 million
in the year (2023: £5 million), with the
year-on-year movement in part reflecting
increased losses within the Glass Fibre
Reinforced Concrete (GRC) business.
The GRC business recognised a trading loss
of around £3 million in 2024, reflecting
acute pressure on margins in the current
market environment, as well as losses from
recent subcontractor failures. In light of its
performance and near-term prospects,
during the final quarter of the 2024 year,
the Group took the decision to cease
production of GRC after discharging all
existing commercial commitments, which
is expected to conclude during the first half
of 2025. The Group has recognised a
one-off exceptional charge of £5 million
associated with this closure in the 2024
year, of which £2 million is a cash cost.
£1 million of this cash cost was paid in
2024, with the remainder expected to be
paid in 2025.
Ibstock Concrete
While the breadth of the Concrete
Division’s end-market exposure helped to
mitigate the impact of the subdued
industry conditions, its results for the year
reflected weaker new build residential and
rail market volumes. Revenues of
£117 million (2023: £114 million) were 3%
above the prior year period, or 7% lower on
a LFL basis excluding the impact of the
acquired Coltman Precast business.
The division experienced a reduction in
residential new build sales volumes in line
with the wider market, although RMI
performance was more resilient, supported
by firmer fencing volumes. Infrastructure
sales volumes were materially lower, with
rail activity subdued due to the slow
transition to Network Rail Control Period 7,
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Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Chief Executive Officer’s Review continued
the next five-year period of its network
delivery plan. The reduction in this higher
margin segment of the concrete business
weighed on overall divisional profit
performance.
The integration of Coltman, the precast
flooring business acquired during the final
quarter of 2023, has progressed well, and
in line with our expectations. The Coltman
business contributed revenues of
£12 million in 2024, with an adjusted
EBITDA* margin approaching 10%,
reflecting certain one-off integration costs
not expected to recur in 2025.
Adjusted EBITDA* for the Concrete Division
was £15 million, down 21% year on year
(2023: £19 million), reflecting product mix
and lower levels .of operating efficiencies
as factories ran at reduced levels of
throughput.
Overall, the division achieved EBITDA*
margins of 12.5% (2023: 16.4%) as more
resilient RMI volumes were more than
offset by the impact of lower new build
residential and rail volumes. The division
benefited from the absorption of around
£2 million of fixed costs into inventory in
the prior year period.
Major projects
The structural drivers underpinning
medium-term demand in our markets
remain firmly in place. In 2021 the Group
announced two major growth investment
projects to capitalise on the attractive
fundamentals, across both its core and
new, diversified markets. These capital
investments are now in production, with
high quality, more sustainable and
lower-cost capacity in place for the market
recovery.
Core clay investments in capacity at Atlas
and Aldridge
Production at our new Atlas factory, in the
West Midlands, which produces Ibstock’s
lowest embodied carbon bricks to date,
with around 50% lower carbon than the
previous factory, is ramping up well. Atlas
has also launched our first ever Carbon
Neutral® certified bricks as part of its
range. When operating at full capacity, the
factory will increase the Group’s annual
network capacity by over 100 million bricks
to support our long-term growth objectives.
Atlas made the first customer deliveries in
late 2024 and the innovative new products
have been well received by the market. As
our Pathfinder factory, Atlas is also piloting
new, more sustainable production
technologies and processes that could be
rolled out across the wider factory network
to deliver a further significant reduction in
carbon intensity.
Production at Atlas, and the adjacent
upgraded Aldridge factory, will ramp up
over the course of 2025, with volumes
managed as part of the broader network
according to prevailing market conditions.
Diversified growth investments in brick slip
capacity at Nostell, Yorkshire
Customer deliveries of brick slips from the
new automated brick slips cutting line at
Nostell, West Yorkshire commenced during
the second half. The new line provides a
significant domestic supply of brick slips to
the UK market for the first time and will
deliver up to 17 million slips per annum
when operating at full capacity. Customer
reaction to this new high-quality source of
domestic supply has been positive, and this
investment represents our first step
towards building a scale leadership position
in this fast-growing product category.
Phase two of the Nostell redevelopment,
the construction of a larger brick slip
systems factory with an initial capacity of a
further 30 million slips per annum, is
progressing in line with our expectations.
This project is on track to commission from
the end of 2025.
Strategic update
Our operational strategy remains centred
on three strategic pillars of Sustain,
Innovate and Grow, with our ambitious
ESG commitments integrated across all
three. An update on progress is set out
below.
Sustain
As a scale industrial business, sustainable
high performance is at the heart of what
we do, with activity focused on three
priority areas: health, safety and wellbeing;
operational excellence; and environmental
performance.
Health, safety and wellbeing
The Group remains committed to driving
best in class standards for health, safety
and wellbeing for all colleagues. In the year
the Group recorded a 13% year on year
reduction in total incident frequency rate
(TIFR).
In order to drive further improvement the
Group has now adopted a more
comprehensive and rigorous “every incident
matters” approach, supported by a
refreshed Leadership in Action programme
and the introduction of daily risk reduction
measures across the Group’s operations.
This new approach will form the basis of
the Group’s future health and safety
reporting process, which we expect to raise
standards and drive further progress over
the years ahead.
Operational excellence
Over the last five years we have
significantly enhanced the reliability,
quality and performance of our factory
networks – investing, rationalising and
adding flexibility to optimise our footprint.
These initiatives have delivered both
operational efficiencies and an improved
environmental performance.
Specific factory improvement projects
included the kiln rebuild at the Parkhouse
brick factory driving a 10% increase in
efficiency at the current operating rate,
which will continue to increase as
production ramps up. A further example is
the automation of our walling stone
factory at Anstone (production volumes up
around one-third post investment), which
has enabled the Group to navigate difficult
market conditions and strengthened our
ability to build back capacity quickly as
market demand recovers.
Environmental performance
Having further developed our high level
Carbon Transition Plan, including the
impact of key investment projects and a
continued operational enhancement
programme across the factory estate, we
remain on track to deliver a 40% reduction
in carbon by 2030 compared to our 2019
baseline.
Work has continued throughout 2024 and
a detailed five-year Carbon Transition Plan
is now in place. Whilst market conditions
have slowed, progress continued to be
made with alternative fuel opportunities
(syngas and hydrogen) as well as in other
commercial areas. The Group is continuing
its dialogue with potential commercial
partners in this space, as well as working
with partners to submit applications for
government support through the Hydrogen
Allocation Round 2 (HAR2) funding
process.
As part of the Group’s ongoing investment
in upskilling its employees on
environmental performance issues, a
programme of training from the Institute
of Environmental Management and
Assessment (IEMA), the global professional
body for environment and sustainability
personnel, was rolled out across the Group
during the year.
Innovate
Product Innovation
As market leader in clay and concrete
products, we have the broadest range of
building products and solutions available in
the UK, and we continue to invest to
enhance our customer offer. In 2023 the
Group created a single centralised Product,
Innovation and Quality function to
strengthen and accelerate its innovation,
research and new product development
pipeline. This focused team has been
driving a significant increase in new
product development, with 22% of sales
revenue coming from new and sustainable
products in the 2024 year (2023: 11%).
Initial success has been achieved within the
concrete product range, where we have
been successful in replacing traditional
12
Ibstock Plc | Annual Report and Accounts 2024
manufacturing inputs with alternative
materials to deliver products with a
significant reduction in Scope 3 carbon
emissions. A broad range of additional new
products is in development, with a number
of further introductions expected in 2025.
Following a two-year research project with
Sheffield Hallam University’s Materials and
Engineering Research Institute, the Group
is in advanced commercial trials of a waste
industrial material which can be
substituted to replace fossil-fuel derived
products used in the brick manufacturing
process. We are excited by the initial results
from this project, which has the potential
to reduce CO
2
emissions from the existing
process by up to 50% and divert around
25,000 tonnes of industrial waste from
landfill.
During the year, the Group developed
Environmental Product Declarations (EPDs)
across its product ranges. The targeted
cross category launch demonstrated a
leadership position as one of the first UK
building materials manufacturers to
enhance environmental transparency. This
will better enable architects, specifiers,
designers, developers and property owners
to include carbon in their decisions when
selecting building materials over the years
ahead. Based on a certified product life of
150 years for our clay brick products, we
believe that our products offer a
compelling environmental proposition
compared to alternative building products.
Customer Experience
The unified ‘One Ibstock’ brand identity
and new commercial team structure
launched in 2023 has further strengthened
key customer relationships across the
Group. The broader range of products
being offered to customers and an increase
in solution selling opportunities helped
drive improving market share during the
latter part of 2024.
Digital Transformation
The digitisation of our business is a key
strategic enabler. During the year we
invested in an enhanced data platform, to
improve the speed and quality of
operational and commercial insight. We
also established a new, dedicated business
transformation team to increase the pace
of progress in process improvement, data
quality and decision support.
Grow
Grow the core business
Our redeveloped Atlas ‘Pathfinder’ factory
is now ramping up production. Atlas
produces our lowest embodied carbon
bricks to date, with around 50% lower
carbon than the previous factory. The
second half of 2024 also saw the launch of
the Atlas “Pathfinder” range of Carbon
Neutral® certified bricks – a first for the UK
market, which has been well received by
customers as they progress their own
emission reduction journeys.
The Group also continued to invest in its
Concrete division, integrating and investing
in Coltman Precast, one of the UK’s largest
independent suppliers of precast concrete
products. This acquisition establishes a
strong national leadership position across
concrete flooring, staircases and landings.
Grow through diversification
Phase one of the Nostell brick slips factory
investment is now complete, with the first
customer volumes being delivered in late
2024. The new automated cutting line uses
some first of its kind technology in the UK
to enable the supply of domestically
manufactured brick slips at pace and scale.
This represents a first significant step
towards building a significant leadership
position in this fast-growing product
category. Phase two of the project - the
construction of a larger brick slip systems
factory – is progressing to plan, as
discussed above.
Discussions with potential partners on the
commercialisation of our owned clay
reserves for the manufacture of calcined
clay are continuing and we expect these to
progress during the course of the year.
Culture and capability
We are passionate about establishing
culture as a key point of difference across
our organisation and, notwithstanding the
current challenging market conditions, the
Group continued to focus on developing its
culture and preserving productive
capability during the period.
We continued to grow our sector-leading
apprenticeship programme and during
2024 were awarded Gold status by the 5%
club. During the year, as part of our
Builders’ Merchants Federation (BMF)
pledge, we made a commitment to take on
200 new apprentices across the business
over the next 5 years.
Notable achievements also included a new
diversity partnership with the Black
Professionals in Construction (BPIC)
network (a built environment membership
network for Ethnic minority representation),
and over 80 colleagues benefiting from our
leadership development programme.
Future Focus: The creation of Ibstock’s
‘North Star’
The Group has taken significant steps to
upgrade its asset footprint and strengthen
the capability of its teams over recent
years. In order to sharpen our focus on
execution, and align everyone across
Ibstock with our ambitious strategic goals,
during the second half of 2024 we defined
a new set of five focus areas under the
banner of a unifying ‘North Star’ objective.
These areas cover: Obsessive Customer
Experience; Ibstock’s Safe Reliable
Production Systems; Sector Innovation;
Sector Leading Sustainability & Social
Impact; and People & Culture.
This North Star will be key to both our
continuing progress as we build
momentum throughout 2025, and to the
creation of a longer-term roadmap,
ensuring that we continue to differentiate
our business with clarity and ambition as
we support positive change in UK housing
and construction.
We look forward to updating further on the
progress of this initiative, which we believe
has the potential to create significant
shareholder value over the years ahead.
Outlook for 2025
Trading in the early weeks of the 2025 year
has been solid, with sales volumes, as
anticipated, ahead of the comparative
period. We continue to expect an increase
in market volumes in 2025, with
momentum building through the year.
With the benefit of these anticipated
year-on-year volume increases, together
with continued effective operational and
commercial execution, the Group expects
to make good progress in 2025, with
performance expected to be weighted
towards the second half.
The Group is continuing to invest
selectively to bring capacity back into the
network where this is supported by
improved demand. In line with its
established strategy, the Group has
currently secured around two-thirds of its
energy requirements for 2025, with this
cover being front-end loaded.
Since 2018, Ibstock has invested over
£285 million in its manufacturing assets,
leaving the business well placed for the
market recovery. With its capital
investment programme now largely
complete, Ibstock has lower cost, efficient
and more sustainable capacity in place, to
respond to an increase in market activity.
At full capacity, the upgraded clay factory
network can operate at roughly double the
levels of brick output delivered in 2024.
From the foundation of a robust balance
sheet, the Group’s anticipated strong free
cash flows will provide a solid platform for
growth and capital returns in the years
ahead.
We see a significant opportunity for a new
era in housebuilding in the UK and, with
the investments we have made and our
market leadership positions, the Group
remains well placed to support and benefit
from this over the medium term.
Joe Hudson
Chief Executive Officer
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Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Market and industry overview
Opportunities for
future growth
Ibstock is a leading manufacturer of a diverse range of
building products and solutions to the construction
industry. Our clay and concrete products and systems
are integral components for both new build housing
and housing repair, maintenance and improvement
(RMI). We also have a solid position in infrastructure.
In the UK, the three largest brick
manufacturers account for the vast
majority of UK brick production. Ibstock
has the largest clay brick production
capability in the UK and continues to
enjoy a market-leading position.
We are well positioned in markets with
positive fundamental drivers. Through
our thorough understanding of the key
drivers in each of our markets, we are
able to formulate our strategy based
on the most significant growth
opportunities for our business.
UK Construction Market
1
UK economic growth slowed in the second
half of 2024 and the muted reaction of
the financial markets and business to the
Chancellor’s Autumn Budget may reflect
the prospect of fewer interest rate cuts
and slower GDP growth in the near term.
Despite this, UK economic fundamentals
still point towards a gradual acceleration
in economic growth in the next two years,
with GDP forecast to rise by 1.6% in 2025
and 2.0% in 2026. The Construction
Product Association (CPA) Winter 2024/25
forecast shows that total construction
output is anticipated to rise by 2.1% in
2025 and 4.0% in 2026 which is an
improvement in 2023 and 2024.
The Budget also signalled some positive
intent on measures that could be taken to
ease planning restrictions and some
short-term injections of funding for
affordable housing, the School Rebuilding
Programme and maintenance, repairs and
upgrades on the NHS estate.
The fallout from the administration of
ISG, the UKs sixth largest contractor, had
a significant impact on UK construction
supply chain. There continues to be
material regulatory uncertainty on the
Building Safety Act, the Building Safety
Regulator and the information and data
required to get approvals for what the
regulator defines as higher-risk projects
are all leading to substantial delays.
Private housing
output rises by
6.0%
in 2025 and 8.0% in 2026
Infrastructure output to rise by
1.4%
in 2025 and 4.1% in 2026
Private housing repair,
maintenance and
improvement to rise by
3.0%
in 2025 and 4.0% in 2026
Industrial output to fall by
3.7%
in 2025 and rise by 1.6% in 2026
Project name: Redrow Homes
Product: Gemini Roof Tiles in Red
14
Ibstock Plc | Annual Report and Accounts 2024
Private Housing
2022 2023 2024 (F) 2025 (P) 2026 (P)
Private Housing
Starts
163,525 130,128 101,500 114,695 130,752
0.3% (20.4)% (22.0)% 13.0% 14.0%
Private Housing
Completions
166,322 142,469 128,222 138,480 148,173
1.5% (14.3)% (10.0)% 8.0% 7.0%
Public Housing
Public Housing
Starts
42,949 41,494 33,610 34,618 37,388
1.5% (3.4)% (19.0% 3.0% 8.0%
Public Housing
Completions
42,011 449,950 40,455 39,646 41,628
3.9% 7.0% (10.0)% (2.0)% 5.0%
New Housing
1
Housing repair,
maintenance and
improvement (RMI)
1
1 Construction data sources from the the Construction Product Association (CPA)
Winter 2024/25 forecast
• New build housing is a key strategic sector for Ibstock and we
hold leading positions in both of our core divisions
• We have long-standing strategic relationships with
Housebuilders, distributors and builders’ merchants across the
UK
• Broad product range across the building envelope provides
differentiation and competitive advantage
• We focus on new product development and sustainability
• Ibstock Futures provides opportunities for new systems and
solutions for the new build residential market
New Private housing remains the most significant construction
sector despite the sharp decline in activity during 2023. The total
market was worth £40.1 billion in 2023, and it is a core focus for
Ibstock, where we hold market-leading positions in many of our
product categories.
The fall in mortgage rates over the summer led to increasing
mortgage approvals and a slight increase in property
transactions during the Autumn which suggested that broader
housing market recovery was underway. However, small
increases at the end of last year suggested that the recovery
may be slower and bumpier than originally thought. The
publication of the government’s National Planning Policy
Framework may help but builders face an array of different
issues that add costs including the upcoming Future Homes and
Buildings Standards as well as increased supply chain costs
resulting from the rise in the National Living Wage and the
employers’ National Insurance Contributions.
Ibstock’s key markets:
1 Construction data sources from the the Construction Product Association (CPA)
Winter 2024/25 forecast
• We have long-standing strategic relationships with builders’
merchants and distributors across the UK
• Leading range of products for housing repairs, maintenance
and improvement projects
• Our MechSlip system provides a solution for recladding projects
• Ibstock Futures presents further opportunities for new systems
and solutions for the renovation and recladding markets
Housing RMI accounts for 15% of the total UK construction
output and is a key focus for our business. It is the second-largest
construction sector, worth £34.9 billion (constant 2022 prices)
in 2023, according to the ONS.
Indications from firms across the supply chain are that private
housing RMI output peaked at its highest-ever level at the end
of 2021 and early in 2022, primarily due to the ‘race for space’,
when homeowners were looking for better quality indoor space,
outdoor space, storage space and home-office facilities due to
the increased prevalence of working from home. Discretionary
spending subsequently fell away due to cost of living concerns
and despite some larger home improvement activity remained
subdued in the 2024 year.
With households now experiencing sustained real wage growth
and slight falls in interest rates, an expected rise in home moves
should drive home improvement projects, although this is most
likely to occur from the second half of 2025. Positive house price
inflation and the incentive to improve rather than move,
combined with households potentially feeling more comfortable
using their savings on home improvement, should also help lead
to a gradual progression into 2026.
Cladding remediation and general fire safety issues provide
a potentially growing stream of activity in the long-term.
However, the pace of progress is unclear, despite house builder
commitments to dealing with remediation issues before 2029,
due to a lack of capacity and skills.
Housing repair, maintenance and improvement (RMI)
2022 2023 2024 (F) 2025 (P) 2026 (P)
Private Housing
RM&I
32,580 34,927 33,530 34,536 35,917
12.6% 7.2% (4.0)% 3.0% 4.0%
Public Housing
RM&I
8,008 8,427 8,596 8,767 8,943
(2.0)% 5.2% 2.0% 2.0% 2.0%
15
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Infrastructure
1
Commercial
and public sector
Market and industry overview continued
Commercial and public sector construction accounts for
almost 20% of total UK output. Many project types are
covered within these sectors, including offices, retail, schools,
hospitals and other public buildings. We have a long track
record of supplying a wide range of products and systems
into these sectors, including many award-winning projects.
With a total value of £26.5 billion (constant 2022 prices) in
2023, according to the ONS, fortunes for firms working in the
sector continue to depend heavily on which niche area they
are working in. The conversion of existing buildings to
residential flats in urban centres or industrial and logistics
facilities on the edge of cities remain strong drivers if
demand.
Overall, commercial output is forecast to remain flat in 2025
as activity on new office towers and large retail or mixed-use
projects are deferred, but this is still expected to be offset by
strong work on the refurbishment and fit-out of existing
developments.
Infrastructure
2022 2023 2024 (F) 2025 (P) 2026 (P)
31,497 32,841 32,548 32,997 34,345
(0.1)% 4.3% (0.9)% 1.4% 4.1%
1 Construction data sources from the Construction Product Association (CPA)
Winter 2024/25 forecast
• We have strong relationships with customers across rail and
infrastructure
• We focus on innovation and development of new solutions
• We manufacture bespoke products for the infrastructure
sector
Infrastructure is the third-largest construction sector, worth
£32.8 billion (constant prices 2022) in 2023, according to the
ONS and currently accounts for around 16% of total output
having shown strong growth over the past few years. We have a
solid presence in this sector, particularly in the rail sub-sector
with our range of innovative, lower-carbon products. The
government has placed emphasis on changes to the planning
system beyond housing and ensuring that essential non-
residential construction goes ahead. However, whilst we await a
10-year Transport Strategy in Spring 2025, the key government
announcement affecting infrastructure is the short-term
£500 million additional injection of finance for potholes and
roads maintenance in the Autumn Budget.
Activity remains strong on major projects such as Hinkley Point C
and HS2 . Energy infrastructure activity continues to grow as
wind farm activity ramps up. Increases in capital expenditure in
the water sub-sector are expected to deal with high-profile water
quality issues expected to lead to a ramping up of activity from
2026. Overall, infrastructure output is expected to rise by 1.4% in
2025 and 4.1% in 2026.
Robots at Eclipse factory
16
Ibstock Plc | Annual Report and Accounts 2024
• Brick is the dominant façade material in residential projects
• We are investing in the UK’s first large scale brick slip factory
• We have established facade systems suitable for this market
The markets that we are diversifying into include the mid- to
high-rise sector, build to rent and off-site construction.
Increasingly we are serving diversified construction markets
including off-site and modular markets. The use of off-site
manufactured systems and Modern Methods of Construction
(MMC) continues to grow, particularly in the off-site residential
market supported by government commitment and investment.
Diversified markets
Project: Ouseburn Quays
17
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Who we are
Ibstock is a leading manufacturer and
supplier of clay, concrete and diversified
building products and solutions to the UK
construction industry.
We focus on the environmental and social
impacts of our business, specialising in
products and systems for the residential
building envelope and infrastructure markets.
What we do
Underpinned by our values
and behaviours
Our stated values were developed internally
through a series of interviews and face-to-face
workshops attended by people from every part
of our business.
They continue to underpin our performance and
actions and are embedded across our
organisation.
Teamwork We work together to achieve
great things
Trust We earn the trust placed in us by
delivering on our promises
Care We care about each other, our
customers and our wider impact
Courage We have the courage to do the
right thing
What makes us distinctive
Extraction
Clay and shale used in our brick production process is sourced from clay quarries
that the Group operates on land that it owns or leases under long-term
agreements. The quarries are in the vicinity of our brick manufacturing plants,
providing security of supply of the key raw material used in brick manufacture.
PRINCIPAL
RISKS:
1
2
3
4
Procurement
The Group is a major customer for a number of its key third party suppliers, which
allows efficient purchasing and transportation, together with the establishment
of long-term relationships. Additionally, for the Group’s concrete products, the
main raw materials are bulky in nature and are locally sourced. Natural gas and
electricity costs represent a significant component of our cost base. The Group
regularly reviews its energy costs and uses forward purchasing contracts to
manage price risk.
1
2
6
7
Product design
The Group continually seeks to improve the quality of its existing products and
also introduce new and sustainable products through innovation and investment
in new technology. Our new product development programme works closely with
customers and our sales team to identify opportunities for new products.
1
2
8
9
Manufacturing
The Group has the largest brick production capacity and a strategic footprint
across the UK. We also have the most advanced concrete roof tile line in the UK
and our concrete landscaping and flooring manufacturing facilities provide us
with market-leading positions. The Group manufactures bricks through two main
methods, wire cut and soft mud, which take their names from the processes used
to create them. The Group’s concrete products are made from cement, sand, and
mixtures and pigments, which are combined together.
1
2
3
4
5
6
8
9
Sales
The Group differentiates itself as a manufacturer by employing people to assist
specifiers and customers in their designs and efficient use of our products. Ibstock
sells its products to a diverse group of customers in the UK construction industry.
The core business now operates with a single commercial team that is aligned by
customer group and region in order to focus on key decision-makers and
customers. This is monitored through extensive and regular customer satisfaction
surveys.
1
2
3
4
5
Distribution
The Group’s 34 principal manufacturing locations across the UK are strategically
located close to main transportation links to facilitate onward distribution. The
Group outsources the majority of its haulage to third party partners.
1
2
5
6
7
9
Environment
Our Sustainability commitment runs through our strategy and operational
processes. We aim to minimise our impact on the environment wherever possible.
Our Sustainability Strategy details our commitment to achieve 40% absolute
carbon reduction by 2030 and to be net zero by 2040 (Scope 1 and 2).
1
2
3
Our purpose and business model
Delivering value
KEY TO PRINCIPAL RISKS:
1
Regulatory and compliance
2
People and talent management
3
Health, safety and environment (HSE)
4
Economic conditions
5
Cyber and information systems
6
Climate change
7
Financial risk management
8
Major project delivery
9
Customer and Industry
Ibstock exists to build a better world by being
at the heart of building through our vision of
enabling the construction of homes and spaces
that inspire people to work and live better.
Find out more
Market and industry Overview p14
Our Strategy p20
Key Performance Indicators p26
A Sustainable and Responsible Business
p41
Principal Risks and Uncertainties p28
Board Leadership and Company Purpose
p66
18
Ibstock Plc | Annual Report and Accounts 2024
Market leadership
Our market-leading businesses enable us
to benefit from the expected growth in
demand in the UK. We have over 73
million tonnes of consented clay reserves
and in excess of 145 million tonnes of
clay resources, providing good support
for production capacity across all our
clay plants.
Long-standing customer relationships
Our customer focus is based on quality, service
and consistency and our service-led ethos is
one of the key drivers in the growth in our
market position in bricks over the past 10
years. Many of our long-standing customer
relationships have lasted over 40 years.
Growing capacity
We are investing in the latest technology to
increase capacity and to meet the evolving
market demands.
Highly experienced
management team
Our management team has extensive
experience in the building products industry.
Our resources and relationships
• Strong heritage and brand known for
quality and consistency
• Well invested manufacturing facilities and
technology to support customer service
• Highly skilled workforce
• Strong design focus including our I-Studio
in Central London
• High barriers to entry in our market
• Strong health and safety track record
• Robust balance sheet
• Unrivalled operational footprint and
clay reserves
• We own or manage 3,281 acres of land
in the UK
And the value we create
Read more about Our Stakeholders on pages 42 to 45. Read more about our Resources on
pages 2 to 6.
Our unique sources
of advantage
Investors
We have a sustainable and progressive
dividend policy. This policy is supported by
businesses with structurally high margins and
strong cash generation and a strategy that
provides a strong platform for future growth
and value creation.
Customers
Our five main customer groups are builders’
merchants, house builders, specialist brick
distributors, contractors and installers.
Customers play a crucial role in shaping our
growth and driving our innovation. Collaborative
and long-term mutually beneficial relationships
with our customers are the foundation of our
success. We have an unrivalled choice of
products within our clay bricks offering and are
a full-range supplier within our concrete
businesses. This provides customers with the
greatest possible range of products.
Employees
Alongside our focus on providing a safe and
healthy working environment, we offer an
attractive employment proposition and invest
in ongoing training, development and career
progression. We encourage employee share
ownership through our share ownership
schemes including Ibstock’s Sharesave plan
and the “Fire Up” share grant that vested in
2024, to ensure that value flows through to our
employee.
Pension fund members and Trustees
We have entered into insurance contracts
to underwrite our pension commitments
and reduce risk to the Group.
Communities
Our activities can have a lasting impact on the
communities in which we operate. We are an
important employer in the many areas where
we are located. We interact directly with the
communities in which we operate, contributing
to them through our work with local schools
and charities. We strive to leave a positive
legacy.
Government and Regulators
We engage with Government and Regulatory
Authorities to support the development and
application of all laws and regulations within
the construction sector. We are a UK taxpayer,
with a commitment to pay all appropriate taxes
on a timely basis. We have a strong
commitment for environmental compliance in
all of our sites.
Engineering Intern at our Eclipse Factory
19
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Strategy
Strategic Framework
Ibstock’s strategy is to optimise and enhance the existing business, whilst
investing for growth in both core and diversified construction markets.
The Health, Safety and Wellbeing of our People
is a fundamental priority
Our strategic pillars
The strategy comprises three pillars: Sustain, Innovate and Grow. At its centre are our Sustainability targets and
ambitions, setting out a clear path to Address Climate Change, Improve Lives and Manufacture Materials for Life.
Sustain
As a scale industrial business,
sustainable high performance is at the
core of what we do. Focused on: Health,
safety and wellbeing, operational
excellence and environmental
performance
Read more on pages 22 to 23
Innovate
Innovation is a critical element of
strategy, in enhancing our customer
proposition and product portfolio to
strengthen our market leading position.
Focused on: product innovation,
customer experience and digital.
Read more on pages 22 to 23
Grow
Well positioned to invest in further
growth and value creation. Focused on:
expanding our core business and
diversification into adjacent market
segments, as well as growth of our
people and culture
Read more on pages 22 to 23
Sustainability commitments and targets support our corporate strategy
Addressing climate change
Read more pages 48 to 49
Improving Lives
Read more pages 54 to 55
Manufacturing Materials for Life
Read more page 56
Trust Teamwork Courage Care
Underpinned by our values
Our purpose
is to build a better world by being
at the heart of building
Our operational structure
Ibstock Clay
Read more pages 33 to 34
Ibstock Concrete
Read more page 35
Ibstock Futures
Read more page 34
20
Ibstock Plc | Annual Report and Accounts 2024
Future Focus: The
creation of Ibstock’s
“North Star”
The Group has taken significant steps
to upgrade its asset footprint and
strengthen the capability of its teams
over recent years. In order to sharpen
our focus on execution, and align
everyone across Ibstock with our
ambitious strategic goals, during the
second half of 2024 we defined a new
set of focus areas under the banner of
a unifying “North Star” objective.
This North Star will be key to both our
continuing progress as we build
momentum throughout 2025, and to
Find out more
Market and Industry Overview p14
Our Strategy p20
A Sustainable and Responsible
Business p41
Link to strategy
the creation of a longer-term
roadmap, ensuring that we continue
to differentiate our business with
clarity and ambition as we support
positive change in UK housing and
construction.
We look forward to updating further
on the progress of this initiative, which
we believe has the potential to create
significant shareholder value over the
years ahead.
21
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
I
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Despite challenging market conditions, we have delivered a resilient
performance, and continued to make good strategic progress.
Strategic focus has created a stronger, leaner and more customer centric business which is well placed to benefit
from growth in our markets in the medium term.
Strategic pillar and 2024 priorities 2024 progress KPIs/Measure p26-27 Risks p28-32 Link to ESG
Sustainable high performance
Health, Safety and wellbeing
• Introduction of leadership in action, daily risk
reduction and new measurement of safety incidents.
• 17.4% reduction in total incident frequency rate (TIFR) in 2024, compared to our 2022
baseline.
• TIFR
• % completion against target actions
• % employees trained
• Regulatory and Compliance
• Customer and Industry Risk
• Improving lives
Operational excellence
• Enhance reliability, quality and performance of factory
network.
• Deliver operational efficiencies and improve
environmental performance.
• Parkhouse Kiln re-build driving 10% increase in efficiency at current operating rate.
• Automation of walling stone factory at Anstone (production volumes up around
one-third post investment).
• Revenue
• Adjusted EBITDA*/Adjusted EBIT*
• Return on Capital Employed (ROCE)
• Adjusted EPS*
• Customer Referral Rating/NPS
• Material Operational Disruption
• Financial Risk Management
• Product Quality
• Addressing climate change
• Manufacturing materials for life
Environmental Performance
• Carbon Transition Plan (CTP) .
• Continue progress with alternative fuel opportunities
(syngas and hydrogen) .
• Upskill employees on environmental issues.
• High level CTP developed including impact of key investment projects.
• Dalogue with potential commercial partners and possible applications for government
support through the Hydrogen Allocation Round 2 (HAR2) funding process.
• Training from Institute of Environmental Managemnt and Assessment rolled out.
• Carbon reduction metric • Climate Change • Addressing climate change
Market-led innovation
Product innovation
• Create centralised NPD team.
• Develop body fuel replacement for product range.
• Development of Environmental Product Declarations
(EPDS).
• Dedicated team driving progress now in place – with 22% sales revenue from new and
sustainable products.
• Now in advanced commercial trials with an identified body fuel replacement material.
The findings have the potential to enable a significant carbon reduction in the process
emissions from several clay brick ranges.
• EPDs released for each product category and working with customers to align Ibstock’s
carbon reduction plans.
• Revenue
• Adjusted EBITDA*/Adjusted EBIT*
• % sales from new and
sustainable products
• Economic Conditions
• Regulatory and Compliance
• Manufacturing materials for life
Customer experience
• Further develop new brand identity and
associated support.
• “One Ibstock” brand identity and new commercial team structure has further
strengthened key customer relationships across the Group. The broader range of
products being offered to customers and an increase in solution selling opportunities
helped drive improving market share during the latter part of 2024.
• Customer Referral Rating/NPS • Customer and Industry Risk
• Product Quality
Digital transformation
• Project Data and Targeted Transformation Team.
• Invested in an enhanced data platform, to improve the speed and quality of
operational and commercial insight.
• Established a new, dedicated business transformation team to increase the pace of
progress in process improvement, data quality and decision support.
• Revenue
• Adjusted EBITDA*/Adjusted EBIT*
• Economic Conditions
• Regulatory and Compliance
• Addressing climate change
Selective growth
Grow the Core
• Continued investment in Core business.
• Atlas factory.
• Successful integration of Coltman Precast Concrete Ltd – one of the largest independent
suppliers of precast concrete products enhancing concrete capabilities and customer
offering.
• Production of our lowest carbon bricks yet, along with the UK’s first carbon neutral brick
as part of ‘pathfinder range’
• Revenue
• Adjusted EBITDA*/Adjusted EBIT*
• Net debt to Adjusted EBITDA*
• Adjusted ROCE*
• Adjusted EPS*
• Economic Conditions
• Regulatory and Compliance
• Financial Risk Management
• Product Quality
• Addressing climate change
• Manufacturing materials for life
Grow through diversification
• Continued investment in diversified growth .
• Futures.
• Calcined Clay.
• Phase one complete of the Nostell factory redevelopment. Phase two making good
progress.
• GRC re-organisation.
• Discussions with potential partners on the commercialisation of our owned clay reserves
for the manufacture of calcined clay continue.
• Revenue, Adjusted EBITDA*/EBIT*
• Net debt to Adjusted EBITDA*
• Adjusted ROCE*
• Adjusted EPS*
• Economic Conditions
• Regulatory and Compliance
• Financial Risk Management
• Product Quality
• Addressing climate change
• Manufacturing materials for life
Grow People
• Culture and capabilities.
• Diversity and Inclusion.
• Recognition.
• Earn and Learn Gold Award received for investing in future talent and succession
planning, with 7.4% of workforce in earn and learn positions.
• New diversity commitments and partnership with BPIC (ethnicity target – 20% of senior
leadership by 2030).
• FUSE awards and recognition – over 2000 peer to peer recognition nominations received.
• Female representation on
Senior Management teams
(FTSE Women Leaders definition)
• Economic Conditions
• People & Talent Management
• Improving lives
Strategic Progress
22
Ibstock Plc | Annual Report and Accounts 2024
Strategic pillar and 2024 priorities 2024 progress KPIs/Measure p26-27 Risks p28-32 Link to ESG
Sustainable high performance
Health, Safety and wellbeing
• Introduction of leadership in action, daily risk
reduction and new measurement of safety incidents.
• 17.4% reduction in total incident frequency rate (TIFR) in 2024, compared to our 2022
baseline.
• TIFR
• % completion against target actions
• % employees trained
• Regulatory and Compliance
• Customer and Industry Risk
• Improving lives
Operational excellence
• Enhance reliability, quality and performance of factory
network.
• Deliver operational efficiencies and improve
environmental performance.
• Parkhouse Kiln re-build driving 10% increase in efficiency at current operating rate.
• Automation of walling stone factory at Anstone (production volumes up around
one-third post investment).
• Revenue
• Adjusted EBITDA*/Adjusted EBIT*
• Return on Capital Employed (ROCE)
• Adjusted EPS*
• Customer Referral Rating/NPS
• Material Operational Disruption
• Financial Risk Management
• Product Quality
• Addressing climate change
• Manufacturing materials for life
Environmental Performance
• Carbon Transition Plan (CTP) .
• Continue progress with alternative fuel opportunities
(syngas and hydrogen) .
• Upskill employees on environmental issues.
• High level CTP developed including impact of key investment projects.
• Dalogue with potential commercial partners and possible applications for government
support through the Hydrogen Allocation Round 2 (HAR2) funding process.
• Training from Institute of Environmental Managemnt and Assessment rolled out.
• Carbon reduction metric • Climate Change • Addressing climate change
Market-led innovation
Product innovation
• Create centralised NPD team.
• Develop body fuel replacement for product range.
• Development of Environmental Product Declarations
(EPDS).
• Dedicated team driving progress now in place – with 22% sales revenue from new and
sustainable products.
• Now in advanced commercial trials with an identified body fuel replacement material.
The findings have the potential to enable a significant carbon reduction in the process
emissions from several clay brick ranges.
• EPDs released for each product category and working with customers to align Ibstock’s
carbon reduction plans.
• Revenue
• Adjusted EBITDA*/Adjusted EBIT*
• % sales from new and
sustainable products
• Economic Conditions
• Regulatory and Compliance
• Manufacturing materials for life
Customer experience
• Further develop new brand identity and
associated support.
• “One Ibstock” brand identity and new commercial team structure has further
strengthened key customer relationships across the Group. The broader range of
products being offered to customers and an increase in solution selling opportunities
helped drive improving market share during the latter part of 2024.
• Customer Referral Rating/NPS • Customer and Industry Risk
• Product Quality
Digital transformation
• Project Data and Targeted Transformation Team.
• Invested in an enhanced data platform, to improve the speed and quality of
operational and commercial insight.
• Established a new, dedicated business transformation team to increase the pace of
progress in process improvement, data quality and decision support.
• Revenue
• Adjusted EBITDA*/Adjusted EBIT*
• Economic Conditions
• Regulatory and Compliance
• Addressing climate change
Selective growth
Grow the Core
• Continued investment in Core business.
• Atlas factory.
• Successful integration of Coltman Precast Concrete Ltd – one of the largest independent
suppliers of precast concrete products enhancing concrete capabilities and customer
offering.
• Production of our lowest carbon bricks yet, along with the UK’s first carbon neutral brick
as part of ‘pathfinder range’
• Revenue
• Adjusted EBITDA*/Adjusted EBIT*
• Net debt to Adjusted EBITDA*
• Adjusted ROCE*
• Adjusted EPS*
• Economic Conditions
• Regulatory and Compliance
• Financial Risk Management
• Product Quality
• Addressing climate change
• Manufacturing materials for life
Grow through diversification
• Continued investment in diversified growth .
• Futures.
• Calcined Clay.
• Phase one complete of the Nostell factory redevelopment. Phase two making good
progress.
• GRC re-organisation.
• Discussions with potential partners on the commercialisation of our owned clay reserves
for the manufacture of calcined clay continue.
• Revenue, Adjusted EBITDA*/EBIT*
• Net debt to Adjusted EBITDA*
• Adjusted ROCE*
• Adjusted EPS*
• Economic Conditions
• Regulatory and Compliance
• Financial Risk Management
• Product Quality
• Addressing climate change
• Manufacturing materials for life
Grow People
• Culture and capabilities.
• Diversity and Inclusion.
• Recognition.
• Earn and Learn Gold Award received for investing in future talent and succession
planning, with 7.4% of workforce in earn and learn positions.
• New diversity commitments and partnership with BPIC (ethnicity target – 20% of senior
leadership by 2030).
• FUSE awards and recognition – over 2000 peer to peer recognition nominations received.
• Female representation on
Senior Management teams
(FTSE Women Leaders definition)
• Economic Conditions
• People & Talent Management
• Improving lives
23
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Strategy in action
H1
Sustainable step change
in safety
Our commitment to employee health, safety, and
wellbeing has continued to take significant steps
forward with the introduction of Leadership in Action
principles. This strategic shift has refocused our efforts
on daily risk reduction and emphasises that every
incident matters. The results speak for themselves:
we’ve achieved a 13% reduction in our total incident
frequency rate (TIFR) in 2024, compared to our 2022
baseline.
Read more about Sustainable high
performance page 22
Significant milestone
achieved on our journey
to net zero
Our new state-of-the-art Atlas brick factory in Walsall,
West Midlands, is now producing our lowest carbon
bricks yet, following a £64m investment in this
‘pathfinder’ facility. This significant upgrade marks a
crucial step in the Group’s journey to net zero
operations, revolutionising one of the UK’s most
beloved building materials, and making it even more
sustainable for our customers. The new factory has
halved the carbon footprint of its brick production
compared to its previous factory, while also introducing
a range of aesthetically pleasing, externally verified
carbon-neutral bricks.
Read more about selective growth page 22
Ibstock Expands
Concrete Portfolio with
Strategic Acquisition
The Integration of Coltman Pre-Cast Concrete Limited
has progressed well following its acquisition in
November 2023. A strategic move that significantly
enhances the Group’s precast concrete product
portfolio and brings a 9.25-acre Sutton Coldfield facility
into Ibstock’s operations as well as strengthening
Ibstock’s national footprint.
Read more about Sustainable high
performance page 22
Employees safety conversations
Coltman factory
24
Ibstock Plc | Annual Report and Accounts 2024
H2
Our strategy comprises three pillars, which are:
Driving sustainable performance
Read more on page 20
Market-led innovation
Read more on page 20
Well positioned to invest in further growth projects
Read more on page 20
Awarded Gold
accreditation membership
We are proud to announce we have been awarded Gold
accreditation from The 5% Club’s 2024-2025 Employer
Audit Scheme. This recognition reflects our commitment to
earn and learn initiatives, apprenticeship programmes,
training, social mobility, and creating inclusive opportunities
for professional growth.
Demonstrating excellence
at the 2024 Brick Awards
At the 2024 Brick Development Association Brick Awards, we
celebrated an outstanding achievement, winning eleven
prestigious categories, including the Supreme Award for the
Norton Folgate development in London. These successes
demonstrate our commitment to continued quality,
innovation, and excellence in brickmaking for our customers
across diverse project types.
Read more about selective growth page 22
Phase one go live at the
UKs first automated brick
slips manufacturing centre
Significant progress at the redeveloped Nostell factory in
West Yorkshire, with phase one of the project now complete.
This facility uses some of the first of its kind technology here
in the UK to drive pace and scale in brick slips, as we increase
presence in the fast-growing markets for brick slips, façades,
and walling system solutions. Phase two continues on track
and focuses on even more advanced technology and an
expanded brick slips product offering.
Read more about market-led innovation page 22
Read more about
market-led innovation
page 22
Project: Berners & Wells, London; Product: Blue Glazed Bricks
Automated robots at Nostell’s automated cutting line
25
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Key performance indicators
How we are performing
Financial KPIs
Revenue
£m
513
409
406
316
3662024
2023
2022
2021
2020
Description
Revenue represents the value for the sale
of our building products and services, net of
local sales tax and trade discounts.
Why important?
Revenue provides a measure of the
financial growth of the Group.
Link to strategy
Remuneration linkage
No specific linkage to remuneration
structures at present.
Adjusted
EBITDA
*
£m
2024
2023
2022
2021
2020
140
103
52
107
79
Description
Represents profit before interest,
taxation, depreciation and amortisation
after adjusting for exceptional items*.
Why important?
Adjusted EBITDA* provides a key measure
to assess the Group’s profitability.
Link to strategy
Remuneration linkage
No Specific linkage to remuneration structures
following replacement with adjusted EBIT* in
the Annual and Deferred Bonus Plan.
Net debt to
adjusted EBITDA
*
x
0.40
1.1
0.40
1.50
1.82024
2023
2022
2021
2020
Description
Net debt, comprising short- and long-term
borrowings less cash, over adjusted EBITDA*
(as defined) prior to the impact of IFRS 16.
Why important?
Net debt to adjusted EBITDA* provides a useful
measure in assessing the Group’s financial strength.
Link to strategy
Remuneration linkage
No specific linkage to remuneration
structures at present.
Adjusted ROCE
*
%
23.4
13.4
15.8
3.7
7.52024
2023
2022
2021
2020
Description
The ratio of profit before interest and taxation,
after adjusting for exceptional items*, to average
net assets and debt (excluding pension).
Why important?
Adjusted ROCE* provides an indication
of the relative efficiency of capital use
by the Group over the year.
Link to strategy
Remuneration linkage
A key measure within the current Long Term
Incentive Plan (LTIP) arrangement with
a weighting of 20% of total opportunity.
Adjusted EPS
*
Pence per share
22.7
13.9
13.9
4.0
2024
2023
2022
2021
2020
7.7
Description
Basic earnings per share adjusted for exceptional
items*, amortisation and depreciation on fair
valued uplifted assets and non-cash interest,
net of the associated tax charge.
Why important?
Adjusted EPS* provides useful information
in assessing the performance of the Group
and when comparing its performance across
comparative periods.
Link to strategy
Remuneration linkage
A key measure within the current LTIP arrangement
with a weighting of 30% of total opportunity.
* Alternative Performance Measures are described in
Note 3 to the consolidated financial statements.
26
Ibstock Plc | Annual Report and Accounts 2024
Non-financial KPIs
Carbon reduction metric
0.1482024
2023
2022
2021
2020
0.145
0.151
0.141
0.160
Description
Represents the amount of scope 1 and 2
carbon emissions produced per tonne
of finished production.
Why important?
Provides a key measure of our progress against
our carbon reduction targets (see page 50) and
demonstrates our commitment to addressing
our impacts on the environment through the
reduction in our use of energy.
Link to strategy
Remuneration linkage
Measure in the LTIPs granted between 2021
and 2023 with 10% weighting of opportunity.
Refined measure of carbon per brick included in
the 2024 LTIP grant.
Share of revenue
from new products %
13.0
11.0
13.0
11.7
22.02024
2023
2022
2021
2020
Description
Proportion of revenue as defined above generated
from new and sustainable products introduced
to the market within the last five years.
Why important?
This demonstrates our progress relative
to our new product development goals.
Link to strategy
Remuneration linkage
Measure in LTIPs granted since 2022
with 5% weighting of opportunity.
Total Incident
Frequency Rate (TIFR)
1.4
1.5
2.1
2.2
52.22024
2023
2022
2021
2020
Why this has changed
In 2024 we refocused the safety KPI to measure
and reduce TIFR. TIFR is a more holistic
measure for safety culture capturing a wider
view of incidents.
Description
The number of lost time, restricted work and
medical treatment cases x 1,000,000 then
divided by the total hours worked.
Why important?
The measure gives a picture of how safe a
workplace is for its workers which helps support
risk identification and reduction. LTIFR remains
an important subset of this data. In 2024 we
reduced TIFR by 13% compared to 2023.
Link to strategy
Remuneration linkage
No specific linkage to remuneration structures
at present.
Customer Referral
Rating
45
32
7.58
33
39
2024
2023
2022
2021
2020
Why this has changed
We are now measuring customer satisfaction by
transitioning from the Net Promoter Score (NPS)
to a more comprehensive customer satisfaction
survey
Description
The number of customers likey to recommend
Ibstock to a friend or colleague.
Why important?
It is used as a proxy for gauging our customer’s
overall satisfaction with our products, service
levels and the customer’s loyalty to the brand.
While NPS has provided valuable high-level
insights, we recognise the need for a more
detailed understanding of our customers’
experiences, preferences, and expectations.
Link to strategy
Remuneration linkage
No specific linkage to remuneration
structures at present.
Diversity of senior
management %
34.02024
2023
2022
2021
2020
27.0
35.0
19.0
18.5
Description
Percentage of senior leaders who are
women at year end as defined by the
FTSE Women Leaders Review.
Why important?
This measure assesses whether we have
an appropriate gender balance in senior
positions throughout the Group.
Link to strategy
Remuneration linkage
Measure in the LTIPs granted between 2022
and 2023 with 5% weighting of opportunity.
Key to strategy
Driving sustainable
performance
Market-led innovation
Well positioned to invest in
further growth projects
27
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Principal risks and uncertainties
The Group’s activities expose it to a
variety of risks that could impact the
business and its strategic objectives. The
Board has established a risk management
and internal control framework that
supports the effective identification,
assessment and mitigation of risk and has
completed a robust assessment of the
Company’s emerging and principal risks
as required by the Corporate Governance
Code 2018 (Code) for the year ended
31 December 2024. The assessment
includes those risks that would threaten
Ibstock’s strategy, business model, its
future performance, liquidity, solvency,
reputation, and its people. To support the
discharge of these responsibilities, the
Audit Committee annually reviews the
Company’s internal financial controls
(which form a subset of the broader set of
controls) and risk management system,
and considers their effectiveness. These
controls are also subject to periodic review
by Internal Audit. Further information on
the role of the Audit Committee and
details of the Group’s system of internal
controls can be found in the Governance
section on pages 72 and 73.
Risk management framework
and risk appetite
The Board has overall responsibility
for ensuring that the Group has
an appropriate risk management
framework and procedures encompassing
the nature and level of risk it is willing
to accept to achieve its strategic
objectives. Management is responsible
for the effective design, implementation
and operation of controls and risk
mitigation plans.
Our risk management process is designed
to identify and manage, rather than
eliminate, the risk of failure to achieve
business objectives and to provide
reasonable, but not absolute, assurance
against material misstatement or loss.
Risks are identified by individuals across
our businesses and functions by
identifying what could stop us achieving
our objectives or impact the sustainability
of our business model. Risk owners assess
the risk’s likelihood and impact of these
risks against a Group-wide risk and impact
taxonomy that benchmarks the likelihood
and impact against financial and
non-financial criteria. They also take
into account current mitigating control
activities and identifying where additional
actions may be needed to bring the risk
within our risk appetite. Consideration is
given to costs of mitigating actions and
operates compensating controls which are
proportionate to the benefit provided. Risk
owners bring the results of their
assessment, current status and action
plans to business and functional reviews,
for support, challenge and oversight.
During the year, the Board reviewed and
challenged the Group’s assessment of risks
as presented by management. This was
the final stage in a process that included
the review of the divisional and functional
registers by senior management prior to
the Executive Team’s (ET) approval of the
Group’s principal risks and uncertainties for
presentation to the Audit Committee and
the Board. With recognition of the nature
of our industry, Ibstock has set a low to
medium risk tolerance dependent on risk
and has a robust process to identify any
changes to the risk landscape, agreeing
proportionate further mitigating actions
where appropriate. The Board seeks to
ensure appropriate and proportionate risk
management strategies are in place for all
material risks.
Management operates a ‘three lines of
defence’ structure to its internal controls
(see diagram below). The first line of
defence is operated by management and
covers the day to day risk management
activities of implementing and executing
internal controls. The second line (health
and safety, quality control and other
central functions) works alongside the
risk owners to support the design and
implementation of the controls
framework, whilst the independent third
line is operated by our outsourced Internal
Audit provider, RSM UK Risk Assurance
Services LLP (RSM). The Board
is committed to a continual process of
improvement and embedding of the risk
management framework within the
Group. This ensures that the business
identifies both existing and emerging risks
and continues to develop appropriate and
proportionate risk mitigation strategies
and action plans.
Risk management framework
Board
Ultimate responsibility
Audit Committee
Review effectiveness
Executive Team
Concrete Support functions Clay
Operational level controls
Day to day activities to manage and identify risk (1st line)
Internal Audit (3rd line)
Management, oversight,
direction and governance (2nd line)
Reporting and escalation
How we manage
our risks
Climate change risk
We have an ambition to be the most
sustainable manufacturer of clay
and concrete products in the UK,
and to lead our sector in the disclosure
and transparency around Sustainability
issues. We have invested significant
capital over the last five years across the
Group contributing to a reduction in the
carbon intensity of our manufacturing
processes. In 2022, we launched our
ESG 2030 Strategy which established
a stretching set of goals to achieve our
ambition of net zero by 2040 (Scope 1
and 2), which is discussed in further
detail on pages 47.
At the same time, in order to assess
the resilience of our business model,
we have modelled the impact of both
transitional and physical risks of
climate change on the financial
performance and position of the
Company under different climate
pathways. Details of these impacts are
disclosed in the Taskforce for Climate
based Financial Disclosures (TCFD)
Statement on page 182.
We consider climate change to be
a principal risk given the Group’s material
commitments with regard to Ibstock’s
ESG strategy and its target to be a net
zero operation (Scope 1 and 2) by
2040. This carries significant
reputational risk and is a material focus
for the Group. Details on transitional and
physical risks and opportunities related
to climate change are detailed in the
TCFD report on pages 182. To date
these are not considered principal risks
in their own right.
28
Ibstock Plc | Annual Report and Accounts 2024
Probability and impact assessment of Ibstock’s risks
1
Regulatory and compliance
2
People and talent management
3
Cyber and information systems
4
Health, safety and environment
5
Economic conditions
6
Financial risk management
7
Customer and industry risk
8
Climate change
9
Major project delivery
Residual risk rating (after application of mitigating controls)
Principal risks
and uncertainties
Our principal risks are identified and
managed in the same way as other risks.
Principal risks are owned by one or more
members of the ET and subject to a
review by this group at least once each
year, before a review by the Board or
relevant Board Committee. A principal risk
and uncertainty is one that is currently
impacting the Group or could impact
the Group over the next 12 months. Our
principal risks are not an exhaustive list of
all risks facing the Group but are a position
as at 31 December 2024. All risks carry
equal importance and weighting for the
Board. However, additional focus and
priority may be given to specific risks for a
period of time in certain circumstances.
We have reviewed our principal risks over
the course of the year and have updated
them to reflect changes to the external
environment and our strategy and plans.
The full list of what the Board considers
to be those current principal risks and
uncertainties facing the Group can be
found from page 28. Our disclosure for
each principal risk includes the mitigating
actions for each and, where applicable,
updates on any change in the profile
during the past year.
The principal risks and uncertainties
should be read in conjunction with the
Strategic Report as a whole from page 1.
The Board is mindful that additional risks
and uncertainties of which Ibstock is
not currently aware or are believed not
to be significant may also adversely
affect strategy, business performance
or financial condition in the future.
The Board confirms that it has assessed
and monitored the Group’s principal risks
throughout the year, in accordance with
the Code
Improvements made during 2024
During 2024 the Board conducted a
facilitated review and horizon scanning of
longer-term strategic risks which have
been factored into the review of principal
risks and uncertainties.
In addition, in 2024 we built upon
probability and impact assessment of all
our risks which was first reported in 2023,
by assessing and monitoring trends in
these risks and uncertainties score.
Changes in our principal risks
New and retired risks
Careful consideration has been given to
the Business Continuity risk which has
been removed as a specific risk in its own
right, as the most significant risk of
disruption arising from Climate Change or
Cyber and Information Systems are
included in specific standalone risks.
In addition the Board has reflected on the
number and focus of the principal risks
and uncertainties, which has resulted in
the amalgamation of the Maintaining
Customer Relationships and Market
Reputation and Anticipating Product
Demand and Innovation risk into a newly
titled Customer and Industry Risk allowing
the combination of short-term and
long-term risks relating to customers and
markets.
Emerging risks
We continue to review additional
emerging risks that could significantly
impact or challenge our current strategy
and business model and these will be
considered by the Board in 2025.
The Group has processes in place to
identify emerging risks, which include the
divisional and functional risk process,
regulatory and compliance horizon
scanning, including specifically climate
change, strategic risk identification, and
review of external emerging risk
information.
Any emerging risks identified have been
recorded and are being managed and
monitored alongside our existing risks.
Examples of emerging risks that were
considered during the year included
the following:
• Cyclicality of industries the Group
operates in – We are now incorporating
this in the Customer and Industry risk
recognising the impact cyclicality may
have on investment cycle and growth.
4
5
4
3
2
1
1 2 3 4 5
2
8
1
7
5
6
3
9
Probability
Impact
29
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Principal risks and uncertainties continued
Regulatory and Compliance
Risk Level
Low
Owner
Group Company Secretary
How it aligns to our strategy
Underlying all priorities
Link to Business Model
All
Risk Description
Non-compliance by the Group with legal or regulatory
requirements in the markets we operate in (for example,
GDPR, anti-bribery and corruption, the Building Safety Act
and tax legislation).
This could expose the Group to financial penalties
and reputational damage. The risk trend has increased
slightly due to increased regulation.
Response/Mitigation
• Monitoring of the laws and regulations across relevant
markets to ensure Ibstock remains compliant and is
prepared for the implementation of new requirements
• Alignment of Group-wide policies and procedures
with training on mandatory topics and
compliance requirements
People and Talent Management
Risk Level
Medium
Owner
Group People, Sustainability and Social Impact Director
How it aligns to our strategy
Underlying all priorities
Link to Business Model
All
Risk Description
An inability to attract, retain and develop people would
impact the delivery of the Group’s strategic objectives.
This may be compounded by the ageing demographic
in key employee groups, the dependency on specialist
technical knowledge and skills in certain roles or enterprise
restructuring programmes.
Response/Mitigation
• ‘Fire Up’ cultural and well-being programme
• Company-wide people programmes covering succession
planning, apprenticeships, people training and development
and high potential employees
• Hybrid working model for office based employees
• Focused action plans as a result of employee opinion survey
Cyber and Information Systems
Risk Level
Medium
Owner
CFO
How it aligns to our strategy
Underlying all priorities
Link to Business Model
Manufacturing, Sales, Distribution
Risk Description
Damage caused to the Group, its customers or suppliers
through unauthorised access, manipulation, corruption
or destruction of data or systems, or lack of investment
leading to outdated systems, which could impact
operations or the delivery of strategic objectives.
Response/Mitigation
• Achievement of UK Government’s Cyber Essentials
Plus accreditation
• IT disaster recovery plan
• Regular reviews to reduce the risk of successful cyber
attacks, including vulnerability and penetration tests
by third parties
• Cyber security training and awareness programme
• Continued investment in technology systems
Risk movement key
Increasing
No change New risk
30
Ibstock Plc | Annual Report and Accounts 2024
Health, Safety and Environment (HSE)
Risk Level
Medium
Owner
CEO
How it aligns to our strategy
Underlying all priorities
Link to Business Model
Extraction, Manufacturing, Distribution
Risk Description
Failure to provide a place of work which minimises
the risk of harm to our employees, those who work
with us, and the environment and thereby risk HSE
compliance breaches.
Response/Mitigation
• Dedicated internal Safety, Health, Environment and Quality
(SHEQ) team supporting operational delivery of HSE
management and leadership
• Appropriate health, safety and environment policies to
ensure compliance with all relevant regulations and
requirements combined with regular monitoring through
internal and external auditing activity
• Six Health and Safety Rules introduced to use as a guide
to drive behaviour on a daily basis
• Investment in safe systems and facilities to protect
our employees
Economic Conditions
Risk Level
Medium
Owner
CEO
How it aligns to our strategy
Sustainable performance Link to Business Model
Extraction, Manufacturing, Distribution and Sales
Risk Description
Changes in the UK macroeconomic environment or
Government housing policy could negatively impact
demand as consumer confidence and affordability affects
our customers, resulting in reduced sales volumes.
Response/Mitigation
• Monitoring of market and economic trend and forecast
information at the Board, Executive and
Divisional leadership level which informs planning
and financial forecasting
• Flexibility to adjust capacity and cost base across the Group
• Disciplined capital allocation framework and strong balance
sheet position
Financial Risk Management
Risk Level
Medium
Owner
CFO
How it aligns to our strategy
Sustainable performance
Link to Business Model
Procurement, Sales
Risk Description
The Group is exposed to a number of financial risks, both
macroeconomic in nature (e.g. foreign currency, interest
rates, general inflation) and more specific to the Group,
including liquidity and credit risk, as well as volatility in
the wholesale energy and carbon markets.
Exposure to these risks could lead to increased costs
of business operations, financial loss or reduced ability
to access funding.
Response/Mitigation
• Internal control framework is designed to reduce financial
reporting risks
• Development, review and communication of a Group-wide
treasury policy which is designed to reduce residual risk with
regard to foreign exchange and interest rates
• Constant monitoring of energy and carbon markets and
forward purchase to mitigate market volatility
• Stress testing the Group’s available financing facilities
to ensure resilience
• Operation of appropriate and dynamic sales pricing
strategies to remain competitive and pass on significant
increases in input costs
31
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Customer and Industry Risk
Risk Level
Medium
NEW
Owner
Managing Director – Clay and Concrete
and Managing Director – Futures
How it aligns to our strategy
Sustainable performance
Link to Business Model
Sales, Product Design, Manufacturing
Risk Description
Not meeting customers’ needs and expectations (e.g.
service levels, product quality and digital capability) as well
as inability to innovate, develop and implement new
products and solutions which respond to the markets’ and
customers’ longer-term needs.
This could cause the loss of a key customer, reduced sales
volumes and loss of market position, with the Group
generating revenues from a relatively concentrated
customer base, in a cyclical industry.
Response/Mitigation
• Organisational structure enables us to understand and
respond more effectively to the evolving needs of our
customers, with Divisional and regional teams providing
customer support
• Sales and production are highly integrated and also
supported by design support and technical teams
• Dedicated Futures business set up to focus on construction
mega trends of industrialisation and sustainability
• Innovation culture embedded through organisation design,
including experienced product managers encompassing
horizon scanning and monitoring and reporting on
emerging market trends
• Customer surveys conducted to understand and respond
to customer requirements
Climate Change
Risk Level
Medium
Owner
Group People, Sustainability and Social Impact Director
How it aligns to our strategy
Sustainable performance
Link to Business Model
Model Sales, Manufacturing, Procurement
Risk Description
If the Group does not adapt the business to achieve our
ESG commitments and meet climate change regulations as
well as mitigating climate change related transitional
and physical risks, this could result in failure to meet
customer and stakeholder expectations.
Transition risks include increasing regulatory requirements
and changes in customer preferences impacting product
demand. A detailed assessment of climate-related risks and
opportunities is provided in our TCFD disclosure/
sustainability section.
Response/Mitigation
• The Sustainability Committee oversees ESG Strategy and
business response to climate change risks
• Clear ESG Strategy and transition plan with KPIs published
to track progress
• Transitional and physical climate risks and opportunities
being embedded in day to day business operations
• Continued investment to enhance operations and develop
products which are more sustainable
Major Project Delivery
Risk Level
Medium
Owner
CEO and CFO
How it aligns to our strategy
Growth
Link to Business Model
Model Manufacturing, Product Design
Risk Description
Failure to deliver major projects e.g. Nostell to time, cost and
capability, could result in reputational damage, financial
overspends and commercial penalties.
Response/Mitigation
• Clear and robust project management encompassing
monitoring and reporting to ensure projects remain on track
• Group-wide project governance process and procedures
Principal risks and uncertainties continued
32
Ibstock Plc | Annual Report and Accounts 2024
Ibstock Clay
Ibstock Clay is the leading clay brick manufacturer in
the UK, with an extensive product range, and 15
manufacturing sites across the country, strategically
located near to extensive self-owned clay reserves.
As well as being the UK’s largest brick supplier, the Clay division
also manufactures special brick shapes and bespoke products,
including arches and cladding solutions out of three sites in the
UK, through its Ibstock Kevington business. The division is a
significant supplier to the new-build housing sector, the repair,
maintenance and improvement (RMI) market through builders’
merchants and the specification sector through a number of our
direct distribution channels. The Clay segment includes the
performance of Ibstock Futures.
Read more More detail about Ibstock Futures is given on page
34.
2024 performance
The business delivered a resilient profit performance despite
subdued market conditions supported by disciplined focus on
margin management resulting in a solid profit margin
performance despite reduced volumes.
Revenues of £249 million were 15% below 2023, driven by lower
market demand in the first half of the year, with overall mix also
contributing to average prices in 2024 being slightly below the
prior year. Sales volumes increased progressively during the year
improving our total market position, with revenues during the
second half of 2024 around 8% ahead of the first half. Effective
management of pricing and volumes throughout the 2024 year
delivered resilient margins combined with market share gains
during the latter part of the year.
Adjusted EBITDA* reduced by 27% to £72 million
(2023: £99 million) reflecting a significant reduction in sales
volumes, partly mitigated through unit variable cost reductions
and continued decisive actions to reduce fixed costs. Adjusted
EBITDA* in 2024 included a £2 million one-off benefit from the
favourable resolution of a legacy gas metering adjustment,
whilst the comparative period included a £13 million benefit
from the absorption of fixed cost into inventory.
The Clay division included £10 million (2023: £12 million) of
revenue relating to the Ibstock Futures business, reflecting the
cessation of GRC manufacturing operations, whose closure was
announced in the last quarter of 2024. The Futures business
recognised £7 million (2023: £5 million) of cost including
operational investment in research and development, building
in-house innovation and commercial capability.
A strong focus on cost management underpinned a resilient
margin performance, with adjusted EBITDA* margin percentage
(excluding Ibstock Futures) remaining above 30%.
Sustainable high performance
During 2024, the One Ibstock commercial structure was
successfully embedded and further supported by the
strengthening and aligning of the core leadership team in
second half of the 2024 year. We are well positioned to continue
to intensify our focus on customer experience, with further
benefits expected to be derived on the completion of the
commercial data platform in 2025, which will provide enhanced
market and customer insight.
During 2024, we also elevated our focus on operational
standards across the business, in particular in the areas of
operational capability and reliability. We are working to ensure
there is a clear, consistent framework of measures to drive
progress across the business, with a long-range factory
improvement roadmap for each of our sites.
The division retained its focus on strong commercial execution
and providing high standards of service for our customers with
our On-Time, In-Full (OTIF) service levels continuing to run at a
high level of around 95%.
We continue to manage our significant land estate dynamically,
pursuing opportunities to generate on-going income streams
and looking to recycle capital where it can support the long-run
efficiency of our business.
Health, Safety and Wellbeing
We remain committed to driving our business towards zero harm
for everyone.
During 2024, our clay factories achieved a 25% reduction in
total injuries against our target of 20% reduction. This was
achieved through continued focus on our six safety rules as well
as successful employee engagement events such as Safe Start
days. This result was further supported by the ‘Leadership in
action’ initiative that was launched in 2024. This initiative
introduced a ‘Safety Improvement every day’ for a daily risk
reduction on our sites, safety moments before all internal
meetings to further embed safety at all levels, Safety
Conversations with our employees to improvement engagement,
STOP & Think Dynamic Risk Assessment process and Significant
Incident Reviews by our Senior Leadership Team. Other key
initiatives of note launched and adopted in 2024 were
standardised monthly vehicle checks (available to all employees)
and a new health offering, giving free access to GP
appointments and annual health checks for all employees and
their families.
Revenue
£249m
Adj EBITDA*
£72m
No of Sites
15
Operating Review
Our
divisions
Robots at Eclipse Factory
33
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Operating Review continued
Market-led innovation
During 2024, NPD resource was strategically allocated to move
forward our sustainability agenda, focusing on research and
development into dematerialisation, circularity and thin brick
potential, with a real focus on delivery.
Also, in the year we launched Environmental Product Declarations
(EPDs), becoming one of the first UK building materials
manufacturers to enhance environmental transparency in this way.
Selective growth
Our new Atlas factory, which produces the UK’s first externally-
verified carbon neutral brick, is ramping up well. As our
Pathfinder factory, Atlas is piloting new, more sustainable
production technologies and processes that could be rolled out
across the wider factory network to deliver a further significant
reduction in carbon intensity.
The efficiencies and cost savings achieved in 2024 from recent
major investments made (and completed in 2023) at our
Aldridge and Parkhouse sites are in line with expectations.
Capacity was increased during 2024 in response to market
demand improvements in H2, with several sites progressively
returning to higher output levels during the latter part of the
year.
We also took the decision to bolster our Ibstock Kevington
business by increasing the brick specials capability at our
Laybrook site as we move into 2025.
The GRC business recognised trading losses of around £3 million
in the 2024 year, reflecting acute pressure on margins in the
current market environment, as well as losses from recent
subcontractor failures. In light of its performance and prospects,
during the second half of the 2024 year the Group undertook a
review of the GRC business.
Following conclusion of this review, the Group took the decision
to cease production of GRC after discharging all existing
commercial commitments, which is expected to conclude during
the first half of 2025. The Group has recognised a one-off
exceptional charge of £5m associated with this closure, of which
£2m is a cash cost. £1 million of this cash cost was paid in 2024,
with the remainder expected to be paid in 2025.
With the challenges the wider construction industry faces,
arising from the need for greater productivity and the
demographics of an aging work force, we continue to believe
that MMC represents an important source of diversified growth
for the Group over the medium term
Sustainable high performance
Customer deliveries of brick slips from the new automated brick
slips cutting line at Nostell, West Yorkshire commenced during
the second half of 2024. The first phase of our slips investment
provides a significant domestic supply of brick slips to the UK
market for the first time and will deliver up to 17 million slips per
annum when operating at full capacity.
Health, Safety and Wellbeing
Health, safety and wellbeing is a critical focus for Ibstock
Futures.
During 2024, we fully integrated the Group’s health and safety
into Futures procedures, ensuring that our people benefitted
from the Group’s engagement events such as Safe Start and the
Safety Stand down.
Market-led innovation
During 2024, we have continued work on a number of exciting
strategic projects that remain within the research and
development stages, particularly around energy and alternative
use of clays, with a circular economy approach.
We also continued to make progress within our Ibstock Ventures
innovation arm. We have collaborated with start-ups on
technology and new business models. These include technologies
such as Automation, 3D printing, Design for Manufacturing &
Assembly (DFMA), and Parametric Architecture.
Selective growth
Our markets continue to build, and our investments in capacity
expansion remain on track for delivery in 2025.
The large-scale development at our Nostell facility, in West
Yorkshire, has now delivered a new automated brick slip cutting
line, which can deliver up to 17 million slips per annum. Phase
two of the Nostell redevelopment, the construction of a larger
brick slip systems factory with an initial capacity of a further
30 million slips per annum, is progressing in line with our
expectations. This project will be commissioned in the latter half
of 2025, with the first products due for delivery from the end of
2025. This flexible new facility will create a strong and
diversified position for Ibstock in this fast-growing and attractive
product category.
We continue to see a strong pipeline of opportunities to grow
Futures, both organically and by acquisition, representing a
significant opportunity for value creation as we selectively
Ibstock Futures
Modern methods of construction (MMC) is a significant
area of opportunity for Ibstock, which includes off-site
manufacture and assembly.
To address this area of opportunity, the Group has created a
growth engine, Ibstock Futures, which is a business unit that
currently forms part of our Clay division.
Ibstock Futures has two objectives:
• To enable Modern Methods of Construction in the UK that will
deliver significant improvements in productivity and
deliverability; and
• To be at the forefront of sustainable construction by
supporting the growth of lightweight construction methods as
well as more environmentally friendly ways of manufacturing.
2024 performance
The 2024 year was a challenging one for Ibstock Futures, with
suppressed demand in the wider market, significant delays due
to Building Safety Act implementation and the financial failure
of some key customers. However, despite the challenging
market backdrop, the Group continues to invest in building both
the capacity and capability of Futures.
Overall, Futures recognised an underlying net cost (including
research and development expenditure) of £7 million
(2023: £5 million) reflecting increased losses within our Glass
Fibre Reinforced Concrete (GRC) business.
Nostell automated cutting line
34
Ibstock Plc | Annual Report and Accounts 2024
expand and diversify our product offering further over the
medium term.
Ibstock Concrete
Ibstock Concrete is one of the largest specialist
manufacturers of concrete construction products in the UK,
occupying strong positions in the new-build housing, repair,
maintenance and improvement (RMI) and infrastructure
markets.
Ibstock Concrete consists of five well- established and strong
brands: Forticrete, Supreme, Anderton, Longley and Coltman,
with the business organised into six product groups: Roofing,
Flooring and Lintels, Staircases and Lift Shafts, Fencing and
Landscaping, Retaining Walls and Rail and Infrastructure.
Ibstock Concrete operates across 13 manufacturing sites
geographically spread across the UK.
Revenue
£117m
Adj EBITDA*
£15m
No of Sites
13
2024 performance
Despite the challenging market, the breadth of the Concrete
division’s end-market exposure supported the delivery of a solid
performance during 2024.
During 2024, the Concrete division achieved reported sales of
£117 million which was 3% higher than 2023
(2023: £114 million), or 7% lower on a LFL basis excluding the
impact of the acquired Coltman Precast business The division
experienced a reduction in residential new build sales volumes in
line with the wider market, although RMI performance was more
resilient, supported by firmer fencing volumes. Infrastructure
sales volumes were materially lower, with rail activity subdued
due to the slow transition to Network Rail Control Period 7, the
next five-year period of its network delivery plan. The reduction
in this higher margin segment of the concrete business weighed
on overall divisional profit performance.
Adjusted EBITDA* on a reported basis reduced by 21% to
£15 million (2023: £19 million). Overall, the division achieved
adjusted EBITDA* margins of 12.5% (2023: 16.4%) as more
resilient RMI volumes were more than offset by the impact of
lower new build residential and rail volumes. The division
benefited from the absorption of around £2 million of fixed
costs into inventory in the prior year period.
Within the division, our operational excellence programme
continued to focus on quality, service, cost and capacity. During
the year, a comprehensive operational review completed to
increase process efficiency, automate and reduce fixed costs,
whilst flexing capacity to near-term market demand.
We continue to develop our Bespoke Precast Infrastructure
business, which, despite weaker volumes, delivered solid progress
by increasing its offerings into new markets such as solar and the
water industry in the year.
Health, Safety and Wellbeing
During 2024, our concrete factories achieved a 27% reduction in
total injuries against our target of a 20% reduction. This was
achieved through continued focus on our six safety rules as well
as successful employee engagement events such as Safe Start
days. This was further supported by the ‘Leadership in action’
initiative that was launched in 2024. The initiative introduced a
‘Safety Improvement every day’ focussed on achieving a daily
risk reduction at all our sites, safety moments before all internal
meetings to further embed safety at all levels; Safety
Conversations with our employees to improvement engagement,
STOP & Think Dynamic Risk Assessment processes and
Significant Incident Reviews by our Senior Leadership Team.
We are delighted that our industry Trade Association (The
Mineral Products Association) acknowledged our achievements
by awarding us a certificate of merit for implementing health
and safety improvements across our sites.
Market-led innovation
During 2024, we rolled out our professional range of residential
landscaping products, which offer increased functionality and
industry-leading lower levels of embodied carbon reduction.
Within our rail and infrastructure category we introduced a
range of lower-carbon and lower-weight products that has
enabled us to win new business and being formally recognised
for a global sustainability award for our collaboration with
Siemens.
Selective growth
During the year, the division successfully integrated the Coltman
acquisition, which was acquired on 30 November 2023. Coltman
manufactures hollowcore, staircases and landings with flexibility
to produce a wider range of pre-stressed and pre-cast products.
The acquisition strengthened Ibstock’s national distribution
model for prestressed products, widened our customer base, as
well as enhancing profit and revenue opportunities through
internalisation of supply.
Our £3 million investment in automated equipment at our
walling stone factory in Anstone, Yorkshire, was commissioned
during of the second half of 2024. The fully automated line will
drive benefits in safety, enhanced product quality and output.
We are also investing to improve our offer, quality and reliability
at our Architectural Masonry operation in the North of England.
We continue to have a pipeline of further fast-payback
opportunities to invest capital in our Concrete business over the
medium term.
Precast lift shaft - Alexandra Hospital
35
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Group Financial review
Resilient performance in a
challenging market
The Group delivered a resilient financial
performance in 2024 in a challenging
market, with both adjusted EBITDA* and
adjusted earnings per share in line with the
guidance given alongside the Group’s half
year results in August 2024. Both revenue
and profit were below the comparative
period, principally reflecting lower sales
volumes in the core business, although, as
expected, we saw an improvement in
activity as the year progressed.
The Group managed the reduction in
sales volumes well, through the disciplined
management of capacity and costs and
robust commercial execution.
Group statutory profit before taxation of
£20.7 million (2023: £30.1 million),
reflected the impact of lower underlying
operating profits and an exceptional
charge
1
of £11.7 million
(2023: £30.8 million) arising in relation to
the Group’s restructuring plan initiated in
late 2023 (£6.5 million) and the cessation
and wind down of our GRC business
(£5.2 million).
The Group maintained a robust balance
sheet, with closing net debt* of
£122 million at 31 December 2024
representing leverage* of 1.8 times
adjusted EBITDA* (Dec 2023: 1.1 times).
This year-end position was achieved
through a resilient cash flow performance
which included around £46 million of
capital expenditure (including £28 million
of growth expenditure). At 31 December
2024, the Group had £94 million of
undrawn committed facilities in place.
With our robust financial position, and
inherently cash generative business, we
expect to generate significant cash to
support growth and shareholder returns
over the medium term.
“ With our robust financial position, and
inherently cash generative business, we
expect to generate significant cash to support
growth and shareholder returns over the
medium term ”
Chris McLeish
Chief Financial Officer
36
Ibstock Plc | Annual Report and Accounts 2024
Alternative performance measures
This results statement contains alternative performance measures (APMs) to aid
comparability and further understanding of the financial performance of the Group
between periods. A description of each APM is included in Note 3 to the financial
statements. The APMs represent measures used by management and the Board to
monitor performance against budget, and certain APMs are used in the remuneration
of management and Executive Directors. It is not believed that APMs are a substitute
for, or superior to, statutory measures.
Group results
The table below sets out segmental revenue, profit/(loss) before tax and adjusted
EBITDA* for the year
Year ended 31 December 2024
Clay
£’m
Concrete
£’m
Central costs
2
£’m
Total
£’m
Total revenue 248.8 117.4 – 366.2
Adjusted EBITDA
1
72.3 14.6 (7.6) 79.4
Margin 29.1% 12.5% – 21.7%
Profit/(loss) before tax 29.5 3.5 (12.3) 20.7
Year ended 31 December 2023
Total revenue 292.2 113.6 – 405.8
Adjusted EBITDA
1
98.8 18.6 (10.1) 107.4
Margin 33.8% 16.4% – 26.5%
Profit/(loss) before tax 37.9 5.0 (12.9) 30.1
1 Alternative Performance Measures are described in Note 3 to the cosolidated financial statements
Due to rounding, numbers presented may not add up precisely to the totals provided and percentages may not
precisely reflect the absolute figures
2 Central costs includes interest charges of £4.6 million (2023: £2.4 million) within Profit/(loss) before tax
Revenue
Group revenues for the 2024 year
decreased by 10% to £366.2 million
(2023: £405.8 million), principally
reflecting lower sales volumes in the first
half of the year and a modest reduction
in average selling prices across the core
business.
In our Clay division, revenues of
£248.8 million represented a reduction of
15% on the prior year (2023: £292.2 million).
Volumes reduced year on year with a
modest reduction in average selling price,
in part reflecting the impact of changes
in channel and product mix. Activity levels
increased progressively during the year,
with revenues during the second half of
2024 around 8% ahead of the first half.
As anticipated, market share increased
during the latter part of the year, as we
exited the 2024 year with share back
close to the average levels achieved in
2023. Ibstock Futures revenues (reported
in the Clay segment) reduced to
£10 million (2023: £12 million) reflecting
the reduced industry demand and the
decision in the second half of the 2024
year to cease our GRC operations.
In our Concrete division, revenue
increased by 3% year-on-year to
£117.4 million (2023: £113.6 million),
which included £11.8 million associated
with the Coltman business. Whilst the
breadth of end-market exposure helped
to mitigate the impact of the subdued
trading conditions, like-for-like
performance was driven by weaker new
build residential volumes and reduced rail
infrastructure volumes reflecting the
impact of a slow start to Network Rail
Control Period 7.
Adjusted EBITDA*
Management measures the Group’s
operating performance using adjusted
EBITDA* and adjusted EBIT*.
Adjusted EBITDA* decreased year on year
to £79.4 million in 2024
(2023: £107.4 million) reflecting the
significant reduction in sales volumes,
partly mitigated through variable cost
reductions and continued decisive action
to reduce fixed costs. Adjusted EBITDA*
in 2024 included trading losses of around
£3 million from our GRC operations within
Ibstock Futures whilst the comparative
period included a £15 million benefit from
the absorption of fixed cost into
inventory.
Adjusted EBITDA* margins remained
resilient at 21.7%, (2023: 26.5%) despite
the impact of lower sales volumes.
Performance benefited from decisive
action to reduce both variable and fixed
cost, with the Group achieving a fixed
cost reduction benefit in line with the
£20 million per annum targeted at the
beginning of the year.
Within the Clay division, adjusted
EBITDA* totalled £72.3 million
(2023: £98.8 million), representing an
adjusted EBITDA* margin of 29.1%
(2023: 33.8%). The reduction in adjusted
EBITDA* reflected significantly lower
activity levels in residential construction
markets, offset by a resilient contribution
margin performance and disciplined and
decisive fixed cost management. The
division also benefited from around
£2 million in the year arising from the
positive resolution of a gas metering
adjustment. The division recognised a net
cost of £6.6 million (2023: £5.0 million) in
Ibstock Futures, as the business continued
to both invest in building both capacity
and capability during the year.
Adjusted EBITDA* in our Concrete
division decreased to £14.6 million
(2023: £18.6 million). The division
experienced a decline in demand within
its residential product and infrastructure
categories. Adjusted EBITDA* margins
reduced to 12.5% from 16.4% in 2023, as
strong cost management partly
mitigated the impact of lower volumes
and the effect of weaker mix as rail and
infrastructure volumes reduced as a
percentage of total divisional activity.
Central costs decreased to £7.6 million
(2023: £10.1 million) reflecting
discretionary cost reduction action and
lower variable remuneration costs.
Adjusted EBIT*
In order to focus on a more
comprehensive measure of operating
performance, the Group has also started
to measure and report the Group’s
performance using adjusted EBIT*.
Adjusted EBIT* is defined as adjusted
EBITDA* less underlying depreciation and
amortisation.
For the year ended 31 December 2024,
adjusted EBIT* reduced to £49.6 million
(2023: £78.0 million) reflecting reduced
trading profits.
Exceptional items*
Based on the application of our
accounting policy for exceptional items*,
certain income and expense items have
been excluded in arriving at adjusted
EBITDA* to aid shareholders’
understanding of the Group’s underlying
financial performance.
The amounts classified as exceptional* in
the period totalled a cost of £11.7 million
(2023: £30.8 million gain), comprising:
1. Exceptional costs of £6.5 million arising
from the finalisation of the Group’s
restructuring programme initiated in
late 2023. Within the charge, all
amounts related to cash costs which
were settled during the 2024 year.
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Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Group Financial review continued
2. Exceptional costs of £5.2 million arising
from the cessation of GRC activities
within Ibstock Futures, comprising
asset impairments and severance
costs. Within this charge, £1.5 million
represented cash costs, of which
around £1 million remains to
be settled during the 2025 year
Further details of exceptional items*
are set out in Note 5 of the financial
statements.
Finance costs
Net cash interest paid of £8.6 million was
above the prior year (2023: £5.8 million)
due to higher levels of average debt
during the 2024 year. The Group
continued to benefit from its £100 million
private placement at a fixed coupon of
2.19% per annum We expect the cash
interest expense in the 2025 year to
remain at around £9 million.
Statutory net finance costs of £6.4 million
increased in the year (2023: £5.0 million)
principally reflecting increased interest
expense from higher utilisation of the
Group’s RCF, partly offset by increased
non-cash interest income arising from the
unwind of discounted provisions.
Profit before taxation
Depreciation and amortisation pre fair
value uplift increased modestly to
£29.8 million (2023: £29.3 million)
reflecting incremental depreciation on
its clay growth investments. We expect
depreciation and amortisation pre fair
value uplift to total around £34 million in
2025, reflecting incremental
depreciation from the Atlas and Nostell
factories.
Group statutory profit before taxation
of £20.7 million (2023: £30.1 million),
reflected the impact of lower underlying
operating profits and an exceptional
charge
1
of £11.7 million (2023: £30.8 million)
arising from the Group’s restructuring plan
initiated in late 2023 and the cessation of
GRC operations.
Taxation
The adjusted ETR* (excluding the impact
of the deferred tax rate change and
exceptional items*) for the 2024 year was
26.0% (2023: 24.6%). The increase in
adjusted ETR from the prior year was due
to the increase in the standard rate of UK
corporation tax impacting the full year
period. For the 2025 year, we expect the
adjusted ETR to remain at around 26%,
reflecting the 25% headline rate of UK
corporation tax and typical levels of
non-deductible expenses.
The Group recognised a statutory taxation
charge of £5.6 million (2023: £9.0 million)
on Group pre-tax profits of £20.7 million
(2023: £30.1 million), resulting in a
statutory effective tax rate (ETR) of
27.0% (2023: 30.0%) compared with the
average standard rate of UK corporation
tax of 25% (2023: 23.5%). The lower tax
charge in 2024 arose principally from the
reduction in statutory profits. The higher
statutory effective tax rate in 2023
reflected the one-off impact of the
increase in the headline UK rate on the
Group’s deferred tax liability.
Earnings per share
Group statutory basic earnings per share
(EPS) decreased to 3.8 pence in the year
to 31 December 2024 (2023: 5.4 pence)
as a result of the Group’s reduced profit
after taxation, reflecting the reduced
trading result and exceptional costs*
arising from our enterprise restructuring
plan and decision to cease GRC
production.
Group adjusted basic EPS* of 7.7 pence
per share reduced from 13.9 pence in the
prior year, reflecting: a decrease in
adjusted EBITDA*; a higher interest
charge; and a higher adjusted effective
tax rate as explained above. In line with
prior years, our adjusted EPS* metric
removes the impact of exceptional items*,
the fair value uplifts resulting from our
acquisition accounting and non-cash
interest impacts, net of the related
taxation charges/credits. Adjusted EPS*
has been included to provide a clearer
guide as to the underlying earnings
performance of the Group. A full
reconciliation of our adjusted
EPS
1
measure is included in Note 11.
Table 1: Earnings per share
2024 pence 2023 pence
Statutory basic EPS 3.8 5.4
Adjusted basic EPS* 7.7 13.9
Cash flow and net debt*
Adjusted operating cash flow increased
by £6.1 million to £56.1 million
(2023: £50.0 million), reflecting a
reduction in adjusted EBITDA* offset by
an improvement in working capital
(where a modest increase of £4.5 million
in 2024 was materially below the increase
of £37.0 million reported in the
comparative year period). Overall, we
anticipate a modest investment in
working capital in 2025, with the typical
seasonal increase as at the half year.
Net interest paid in 2024 increased to
£8.6 million (2023: £5.8 million)
reflecting higher average net debt levels
as the Group drew down on its revolving
credit facility. Cash tax amounted to a
small outflow of £0.5 million (2023:
inflow of £0.6 million), as the Group
continued to benefit from the
accelerated tax deduction on qualifying
capital expenditure. Other cash outflows
of £9.6 million (2023: £14.9 million
outflow) principally comprised lease
payments totalling £9.7 million
(2023: £10.0 million). The prior period
also included £1.8 million in relation to
the purchase of carbon emission credits
and an outflow of £2.7 million in relation
to the purchase of Coltman.
The Cash conversion* percentage
increased to 71% (2023: 47%), reflecting
a reduction in adjusted EBITDA* and a
significantly reduced investment in
working capital as inventories were tightly
controlled and trade receivables well
managed.
Adjusted free cash flow* increased to an
inflow of £10.9 million (2023: outflow of
£15.6 million). Capital expenditure of
£45.2 million decreased by £20.5 million
on 2023 (£65.7 million), reflecting the
Group’s reduced investment in its organic
growth projects as they near completion.
The 2024 capital expenditure figure
comprised £17 million of sustaining
expenditure and £28 million of growth
investments, principally on the Atlas and
Nostell factories.
In the 2025 year, sustaining expenditure
is anticipated to be at around £20 million,
with final outflows in respect of the Atlas
and Nostell factories expected to total
around £20 million.
38
Ibstock Plc | Annual Report and Accounts 2024
Table 2: Cash flow (non-statutory)
2024
£’m
2023
£’m
Change
£’m
Adjusted EBITDA
1
79.4 107.4 (28.0)
Adjusted change in working capital
1
(4.5) (37.0) 32.5
Net interest (8.6) (5.8) (2.8)
Tax (0.5) 0.6 (1.1)
Post-employment benefits – (0.3) 0.3
Other
2
(9.6) (14.9) 5.3
Adjusted operating cash flow
1
56.1 50.0 6.1
Cash conversion
1
71% 47% +24ppts
Total capex (45.2) (65.7) 20.5
Adjusted free cash flow
1
10.9 (15.6) 26.5
1 Alternative Performance Measures are described in Note 3 to the consolidated financial statements.
2 Other includes operating lease payments and emission allowance purchases in all years, and Coltman consideration in 2023.
The table above excludes cash flows
relating to exceptional items* in both
years. During 2024, the Group incurred
£11.2 million of exceptional cash outflows
(2023: £4.6 million outflows) relating to
the Group’s restructuring programme
initiated in late 2023and the GRC closure.
Included in this cash outflow of
£11.2 million were amounts totalling
£4.4 million contained within provisions
at the start of the 2024 year.
Net debt* (borrowings less cash) at
31 December 2023 totalled £121.6 million
(31 December 2023: £100.6 million;
30 June 2024: £137.8 million). The
movement during the 2024 year
principally reflected capital expenditure
of £45.2 million.
At 31 December 2024, the Group had
drawn £31 million under its Revolving
Credit Facility (RCF), and had £94 million
of undrawn committed facilities in place.
The present value of lease liabilities
decreased to around £35 million
(2023: £44 million) due to the completion
of a number of operating lease contracts
for mobile plant.
Return on capital employed*
Return on capital employed* (ROCE) in
2024 reduced to 7.5% (2023: 13.4%)
reflecting a decrease in adjusted operating
profit and an increase in the capital base,
as the Group approached the conclusion of
its organic investment programme.
Capital allocation
Our capital allocation framework remains
consistent with that laid out in 2020, with
the Group focused on allocating capital in
a disciplined and dynamic way.
Our capital allocation framework is set
out below:
• Firstly, we will prioritise investment to
maintain and enhance our existing
asset base and operations;
• We are focused on a progressive
ordinary dividend, with targeted cover
of approximately 2 times underlying
earnings through the cycle;
• Thereafter, we will deploy capital for
growth, both inorganically and
organically, in accordance with our
strategic and financial investment
criteria;
• And, finally, we will return surplus
capital to shareholders.
Our framework remains underpinned by
our commitment to maintaining a strong
balance sheet, and we will look to
maintain leverage at between 0.5 and 1.5
times net debt to adjusted EBITDA*
excluding the impact of IFRS 16, through
the cycle.
Dividend
The Board has recommended a final
dividend of 2.5p per share (2023: 3.6p),
for payment on 30 May 2025 to
shareholders on the register on 9 May
2025. This will bring the full year dividend
to 4.0p (2023: 7.0p), representing a
pay-out of 52% of adjusted basic
earnings per share.
Pensions
At 31 December 2024, the defined
benefit pension scheme (the scheme) was
in an actuarial accounting surplus
position of £7.8 million (2023: surplus of
£9.8 million). Applying the valuation
principles set out in IAS19, at the year
end the scheme had asset levels of
£330.9 million (31 December
2023: £373.7 million) against scheme
liabilities of £323.1 million (31 December
2023: £363.9 million).
On 20 December 2022, the Scheme
completed a full buy-in transaction with a
specialist third-party provider, which
represented a significant step in the
Group’s continuing strategy of de-risking
its pensions exposure. This transaction,
which involved no initial cash payment by
the Company, completed during the 2023
financial year. Together with the partial
buy-in transaction completed in 2020,
this insures the vast majority of the
Group’s defined benefit liabilities.
In light of the fact that the pension
scheme was in a net surplus position after
the full buy-in, the Trustees and the Group
agreed that the Group would suspend
further contributions with effect from
1 March 2023.
Climate Change and TCFD
As a long-term, energy intensive business,
a commitment to environmental
sustainability and social progress is
central to our purpose. In 2022 we
launched the Group’s ESG 2030 Strategy
and remain committed to this approach.
This strategy provides the framework for
actions across three key areas:
• Addressing climate change;
• Improving lives; and,
• Manufacturing materials for life.
At the same time, we have identified
material transition and physical risks
associated with climate change and
considered the impacts of these on the
financial performance and position of the
Company, through our viability scenario
assessment, our impairment testing and
assessment of the useful economic lives
of our assets. We have also assessed the
resilience of our business model as part of
our strategic planning process. The
outputs from these activities are detailed
in our TCFD disclosures contained on
page 182.
The Group remains committed to
increasing the transparency of reporting
around climate impacts, risks, and
opportunities. This year we continued to
enhance our disclosure to ensure full
compliance with the recommendations of
the Task Force for Climate-related
Financial Disclosures (TCFD) and those of
Climate-related Financial Disclosure (CFD).
39
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Group Financial review continued
Related party transactions
Related party transactions are disclosed
in Note 31 to the consolidated financial
statements. During the current and prior
year, there have been no material related
party transactions.
Subsequent events
Except for the proposed ordinary
dividend, no further subsequent events
requiring either disclosure or adjustment
to these financial statements have arisen
since the balance sheet date.
Going concern
The Directors are required to assess
whether it is reasonable to adopt the
going concern basis in preparing the
financial statements.
In arriving at their conclusion, the
Directors have given due consideration to
whether the funding and liquidity
resources are sufficient to accommodate
the principal risks and uncertainties faced
by the Group.
Having considered the outputs from this
work, the Directors have concluded that it
is reasonable to adopt a going concern
basis in preparing the financial
statements. This is based on an
expectation that the Company and the
Group will have adequate resources to
continue in operational existence for at
least twelve months from the date of
signing these accounts.
Further information is provided in Note 1
of the financial statements.
Chris McLeish
Chief Financial Officer
4th March 2025
40
Ibstock Plc | Annual Report and Accounts 2024
A Sustainable and Responsible Business
Non-Financial and
Sustainability Statement
Ibstock’s Non-Financial and Sustainability Information Statement can be found below. In compliance with Sections 414CA and
414CB of the Companies Act 2006, the information listed is incorporated into this statement by cross-reference to relevant content
found elsewhere in this Annual Report.
Requirement Policies Additional Information Pages
Environmental matters • ESG 2030 Strategy reports
• Sustainable Procurement
Policy
A Sustainable and Responsible
Business
Compliance and other
statements
Page 41-57
Page 65
Employees • Health and Safety
Policy Statement
• Diversity and Inclusion Policy
• Anti-bullying and
Harassment Policy
• Code of Business Conduct
• Whistleblowing Policy
A Sustainable and Responsible
Business
Nomination Committee Report
Page 41-57
Page 74
Human rights • Modern Slavery Statement
• Data Protection Policy
A Sustainable and Responsible
Business
Page 57
Social matters • ESG 2030 Strategy
and Framework
A Sustainable and Responsible
Business
Page 41-57
Anti-corruption and bribery • Anti-bribery and
Corruption Policy
• Competition Law
Compliance Policy
• Supplier Sustainability
Code of Business Conduct
A Sustainable and Responsible
Business
Governance
Page 41-59
Page 60
Description of the
Business Model
Our purpose and
business model
Page 18
Principal risks and impact
on business activity
Principal risks
and uncertainties
Governance
Audit Committee Report
A Sustainable and
Responsible Business
Sustainability and Governance
Reporting
Page 28
Page 60
Page 80
Page 42
Page 178
Non-financial key
performance indicators
Strategic Report
Key performance indicators
Page 01-59
Page 26-27
The policies referenced above provide the link between our purpose and values and how Ibstock is managed and conducts
its business.
41
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
A Sustainable and Responsible Business continued
Stakeholder
Engagement
Our key stakeholders have been identified
by the Board through a careful review of
the important groups that we need to
work with to achieve our strategy and
promote long-term success within
our Company.
The Board considers each key stakeholder’s
interests, priorities and views, when making
decisions, noting there may be times
when stakeholders’ interests and priorities
potentially conflict. Although the Board
engages directly with some stakeholders,
the majority of engagement takes place
across various levels and teams within
the business. The Chairs of the Board
and the various Committees are available
to engage with stakeholders on their
areas of responsibility on request.
The output from engagement below
Board level is reported to the Board and/or
Board Committees to help inform both
Board and other business level decisions.
The Board considers that our stakeholder
engagement mechanism remains effective.
In 2024, the Executive Team (ET) and
Board received qualitative reporting to
identify trends and emerging issues of
pertinence to each stakeholder group.
This enabled the ET and the Board to
readily consider stakeholder issues
in decision-making.
Find out more
The Section 172(1) Statement
p46
Stakeholder engagement p43
Principal decisions undertaken
by the Board in 2024 p67
The Board carefully considers the impact of its decisions on
stakeholders as part of its duty to act in the way, it considers,
would be most likely to promote the success of the Company.
Employee quality checks at Power Park
Key to strategy
Driving sustainable
performance
Market-led innovation
Well positioned to invest in
further growth projects
42
Ibstock Plc | Annual Report and Accounts 2024
Our Investors
Individuals or institutions who own shares in
Ibstock Plc
Why they are important
Our current and potential investors ensure our continued access to
the capital that enables us to pursue our Strategic objectives.
Link to KPIs
• Revenue
• Adjusted EBITDA*
• Net debt to adjusted EBITDA*
• Adjusted ROCE*, Adjusted EPS*
• Women in senior management
• Carbon reduction metric
• Refer to KPIs p26 to 27
What they tell us matters to them
• Financial performance and progress against strategy
• Sustainability performance and ambitions
• Balance sheet management and approach to capital
allocation
• Business resilience and prospects
• Return on investment
• Risk management
How we engage at Board level
• Members of the Board, including the CEO and CFO, meet with
shareholders and analysts as part of the regular annual cycle
• The Board receives structured feedback after each market
announcement from our Brokers
How we engage across the Company
• Investor roadshows
• Results presentations
• Annual General Meeting
• One-to-one meetings and calls with investors and brokers
• Chair and Board Member meetings on request
What Ibstock offers them
• We have a sustainable and progressive dividend policy. This
policy is supported by businesses with structurally high
margins and strong cash generation and a strategy
that provides a strong platform for future growth and value
creation
• Comprehensive and compliant ESG disclosures.
Outcomes from engagement
• The Board considered shareholder views deciding on the level
of interim and final dividend
Priorities for 2025
• Strong communication and engagement
• Delivery of strategic projects and initiatives
• Execution of business plans and balance sheet management
• Board engagement with investors
• Construction Inclusion Coalition
Link to strategic outcomes
Sustainable high performance
Selective growth
Our Customers
The businesses and organisations that buy our
products
Why they are important
• Customers play a crucial role in shaping our growth and
driving our innovation. Collaborative and long-term mutually
beneficial relationships with our customers are the foundation
of our success.
Link to KPIs
• Revenue
• Carbon reduction metric
• Share of revenue from new and sustainable products
• Refer to KPIs p26 to 27
What they tell us matters to them
• Product value, pricing and quality
• Volume and availability
• Quality of customer service
• Strong, collaborative relationships
• Visibility into embodied carbon in products and the
development of Environmental Products Declarations (EPDs)
How we engage at Board level
• The Board receives updates on the relationships, customer
strategies and priorities with existing customers
• Customer and employee feedback is fed into Board discussions,
which together with market insights shapes strategic decisions,
including plans related to capital investment and innovation
How we engage across the Company
• Account Management Teams
• Customer Service Team
• Design and Specification Advisers
• Customer feedback, including detailed customers surveys
• Quality and complaints team
• Social media
What Ibstock offers them
• Commitment to building our understanding of our customers’
priorities as an imperative to meeting their needs
• The unrivalled choice of products available within the Group’s
range of clay bricks provide these customers with the widest
selection from which to choose
• As a full-range supplier, our Concrete businesses provide
customers with a broad product set upon which to base their
buying decisions.
• Greater product information through EPDs
Outcomes from engagement
• We continue to evolve our sales teams to bring a more aligned
approach to meet our customers needs
• We continue to manage our production capacity with a focus
on ensuring continuity of supply and our ability to react
quickly as demand returns
Priorities for 2025
• Continual improvement of our service
• Increasing customer contact and engagement to ensure
strategic alignment
• Sustainability enhancements and innovation through the
unified, enterprise-wide New Product Development team
Link to strategic outcomes
43
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
A Sustainable and Responsible Business continued
Our Employees
Colleagues who work in our business
Why they are important
Our talented and engaged employees play a vital role in the
success of Ibstock. We not only have a legal obligation to look
after our employees but an ethical obligation to ensure that we
create an environment where everyone can be at their best.
Link to KPIs
• Total injury frequency rate
• Employee engagement
• Female representation in senior leadership
• Refer to KPIs p26 to 27
What they tell us matters to them
• Fair pay and benefits
• Culture that cares and is inclusive
• Development for growth and resilience
How we engage at Board level
• The Listening Post is our formal mechanism for workforce
engagement and sharing employee views with the Board.
Each Board member attends at least one Listening
Post per year.
• Regular direct progress reports on people and culture from the
Group People, Sustainability and Social Impact Director.
• Board members visit our sites and senior management join
meetings for specific items, e.g. our Board Strategy meeting
and through the Sustainability Committee visits
How we engage across the Company
• The continuation of the ‘Fire Up’ cultural transformation
programme
• The Week – weekly video update from an Executive Team
member posted on our MyIbstock intranet, displayed on
digital screens in common areas at all sites and emailed to all
employees
• Ibstock Informed presentations and live open Q&A panel
sessions
• MyIbstock news and employee blogs
• Safe Start conversations
• Employees are encouraged to visit other sites and share best
practice
What Ibstock offers them
• Alongside our focus on providing a safe and healthy working
environment, we invest in ongoing training, development and
career progression.
• Attractive employee proposition.
Outcomes from engagement
• Board oversight of employee pay and reward philosophy
• Senior leadership gender and ethnicity diversity target
supported by the Board
Priorities for 2025
• Joining up the organisation in service of performance and
delivery of results against strategic ambitions
• Review strategic capabilities map and strategic organisational
health for long term ambitions
• Continued focus on embedding a culture of well being and
belonging and fostering a diverse workforce
Link to strategic outcomes
Our Communities
The people who live and work in the local
communities around our sites and operations
Why they are important
• Our activities can have a lasting impact on the communities in
which we operate – we strive to leave a positive legacy.
Link to KPIs
• Carbon reduction metric
• Refer to KPIs p26 to 27
What they tell us matters to them
• Localised environmental impacts
• Employment, education and training
• Equal opportunities
• Financial support for local community activity
How we engage at Board level
• The members of the Sustainability Committee receive a
quarterly summary of material issues or points of interest from
Ibstock’s community stakeholder champions including the
Estates Team, Early Careers, Matched Funding approval and
Factory Managers
• Through MyIbstock, significant content is shared by
employees on our community work and charitable activities.
This system enables the Board to engage with and monitor
activity
How we engage across the Company
• Factory Managers link with local community
• Estates team liaison with local authorities and interest groups
• Early Careers engagement with training and education sector
• MyIbstock community stories
Outcomes from engagement
• The Board, through the Sustainability Committee, has
approved a materiality assessment to understand the
importance that our stakeholders assign to key issues
Priorities for 2025
• Continued skills development and early careers
• A focus on STEM ambassadors
• Develop a social impact strategy
• Social value baseline and measurement
Link to strategic outcomes
44
Ibstock Plc | Annual Report and Accounts 2024
Government and Regulators
Government bodies and agencies
Why they are important
• Understanding and adapting to the changing laws and
regulations is essential to ensure that Ibstock not only remains
compliant with requirements but can also benefit from any
opportunities that changes could present.
Link to KPIs
• Carbon reduction metric
• Refer to KPIs p26 to 27
What they tell us matters to them
• Workplace health and safety
• Energy and climate change
• Legal and regulatory compliance
How we engage at Board level
• Updates from the Group Company Secretary at each Board
meeting
• Reports from our external advisers including quarterly horizon
scanning
• Direct liaison as required
How we engage across the Company
• Industry bodies, forums and conferences
• Direct liaison with Government and regulatory bodies where
pertinent
What Ibstock offers them
• Through our involvement with industry bodies and other
engagement activities, Ibstock seeks to support the
development and assessment of laws and regulations within
the construction sector
• Support for the government policy for growth and increasing
housing (numbers) and new towns
Outcomes from engagement
• During the year, the Board accessed subject matter expertise
and training on legislative, regulatory and best practice
changes and considered the impact on strategy and
business activity
Priorities for 2025
• Adherence to new regulations such as the Building Safety Act
and Code for Construction Projects Information (CCPI)
• Implementation of changes resulting from the new Fraud
offence under the Economic Crime and Corporate
Transparency Act.
• Support to achieve the objectives for the industry as led by
Ceramics UK, CPA and Mineral Products Association
• Continued focus on supporting wellbeing within Ibstock and
our industry
• Continued development of our Carbon Transition Plan
Link to strategic outcomes
Pension Fund Members and
Trustees
The Trustees and members of the Ibstock pension
schemes
Why they are important
• As part of our culture of care, we are committed to continue to
look after our employees once they have retired.
Link to KPIs
• Refer to KPIs p26 to 27
What they tell us matters to them
• Pension scheme member interests
How we engage at Board level
• Regular reports from the Finance team
How we engage across the Company
• Direct liaison with Trustees
• Financial oversight
What Ibstock offers them
• Confidence in the long term security of their pension
Outcomes from engagement
• Clear understanding of the financial position of the Company
and the objectives of the Trustees
Priorities for 2025
• Regular engagement with the Trustees
Link to strategic outcomes
• N/A
Key to strategy
Driving sustainable
performance
Market-led innovation
Well positioned to invest in
further growth projects
45
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
long-term success of the Company for the
benefit of its members as a whole, whilst
having due regard to the matters set out
in Section 172(1)(a) to (f) of the Companies
Act 2006.
To ensure the Board complies with S.172 (1)
of the Companies Act 2006, each Director
carefully considered the outcomes of key
decisions for Ibstock’s stakeholders as part
of their duty to act in the way that they
consider would be most likely to promote the
success of the Company. This results in
an approach whereby decisions are made
The purpose of this Strategic report
is to inform members of the
Company and help them assess how
the directors have performed their
duty under section 172 of the
Companies Act 2006.
This s.172(1) statement incorporates
information from other areas of the
Annual Report to avoid unnecessary
duplication.
The Board of Directors confirms that,
during the year under review, it has
acted in good faith to promote the
that result in consistently high standards
of business conduct and the success
of Ibstock in the long term.
Examples of matters discussed in the year
by the Board and their impact on our
stakeholders are included in the table below
and discussed throughout the Strategic
Report and the Governance section. The
table also identifies where in the Annual
Report information on the issues, factors and
stakeholders the Board has considered
in respect of s172(1) can be found.
s172(1) factor Where to find out more Page
(a) the likely consequences of any decisions in the long term;
Example: During the year, the Board continued to ensure that the Group’s strategy remained
appropriate to deliver the long-term success of the Company, and oversaw management’s
execution of the strategy. The Board carefully evaluated the likely consequences of its decisions,
challenging management where necessary to ensure that the impact of any decisions over the long
term would be of benefit to the Company. This manifested itself through the decision that was
taken to restructure and cease the activities of the GRC component of the Futures business in
October 2024.
Strategic Report
Chair’s Statement
Chief Executive Officer’s Review
Market and Industry Overview
Ibstock Futures
Our purpose and business model
Our Strategy
Key performance indicators
Principal risks and uncertainties
Governance
Board Leadership and Company Purpose
08
10
14
34
18
20
26
28
66
(b) the interests of the Company’s employees;
Example: The Board remains committed to establishing culture as a key point of difference across
the organisation and is keenly focussed on the impact of its decisions on all employees.
With subdued market demand during 2024, the Group continued to manage costs proactively and
take actions involving employees, to deliver on the cost savings that had been targeted in the
restructuring programme initiated in late 2023. These incremental actions have not compromised
our ability to build back capacity quickly as markets recover.
Strategic Report
Our purpose and business model
Our Strategy
A Sustainable and Responsible Business
Governance
Board Leadership and Company Purpose
Sustainability Committee Report
18
20
41
66
78
(c) the need to foster the Company’s business relationships with suppliers, customers and
others;
Example: Reaching mutually agreeable and pragmatic solutions to supply chain challenges and
increasing input costs has been a key aspect of the Board’s decisions when having regard to this
factor. A disciplined approach to pricing had been maintained, with a focus on customer service and
product quality enabling an increase in market share during the latter part of the year; The unified
“One Ibstock” brand identity and new commercial team structure launched in 2023 has further
strengthened key customer relationships across the Group.
Strategic Report
Market and Industry Overview
Our purpose and business model
Our Strategy
A Sustainable and Responsible Business
Governance
Board Leadership and Company Purpose
14
18
20
41
66
(d) the impact of the Company’s operations on the community and environment;
Example: The Board and Sustainability Committee have supported and are driving Ibstock’s
ambition to be sector leading in its approach to ESG issues and approved the ESG 2030 Strategy to
maintain this position through to 2030, as well as a commitment to be a net zero business (Scope 1
and 2) by 2040. Through the work of the Sustainability Committee, the Board has overseen good
progress towards our 2030 ESG targets, further progress in carbon reduction, and the launch of
Environmental Product Declarations (EPDs), becoming one of the first UK building materials
manufacturers to enhance environmental transparency in this way
Strategic Report
Our Strategy
Sustainability Committee Report
20
78
(e) the desirability of the Company maintaining a reputation for high standards of business
conduct;
Example: The Board remains committed to ensuring the business operates with the highest
standards of integrity, and continually reviews and tests the compliance arrangements in place.
A significant part of the Board’s leadership responsibility is to ensure that the Company’s purpose,
strategy and culture remain aligned, and it recognises that a robust and transparent culture is a solid
foundation for maintaining the Group’s reputation for high standards of business conduct. Over the
course of the year, the Board has overseen and supported the initiatives undertaken on culture.
Strategic Report
Our Strategy
Governance
Audit Committee Report
Compliance and other statements
20
80
65
(f) the need to act fairly between shareholders and the Company.
Example: The Board seeks to ensure that communications are clear and its actions are in
accordance with the Group’s stated strategic aims to promote the long-term success of the
Company. All of our shareholders have the opportunity to engage with the Board and ask questions
at the Company’s Annual General Meeting. When considering the dividend payments during the
year, the Board carefully considered the interests and needs of both institutional and retail
shareholders, ensuring these were carefully balanced prior to making recommendations.
Strategic Report
Chair’s Statement
Our Strategy
Governance
Board Leadership and Company Purpose
Directors’ Report
08
20
66
111
A Sustainable and Responsible Business continued
Section 172(1) – Statement
46
Ibstock Plc | Annual Report and Accounts 2024
Highlights in 2024
• Achieving our Health and Safety
targets
• Investment in kiln and process
efficiency at Parkhouse factory
resulting in a significant gas saving
• Research into replacements for high
carbon materials in clay bricks led to
commercial trials using alternative
waste materials
• Application submitted to the
government’s Hydrogen Allocation
Round 2 for onsite green hydrogen
production at Atlas factory in the
West Midlands
• Environmental Product Declarations
third party verified and published
for key products
• Digicare Plus rolled out to all
colleagues providing access to GP,
mental health and nutrition services
and much more
• The setting of an ethnicity in
leadership target guided by the
Parker report recommendations
• Gold membership awarded by the
5% Club for our commitment to
Earn and Learn demonstrating our
investment in future talent and
succession planning
• Over 300,000 bricks donated to
schools, colleges and community
projects to support skills
development in brick laying as well
as heritage projects in local
communities
Why it is important
We believe there is a collective
responsibility when it comes to addressing
climate change and tackling social
inequalities. As an energy intensive
manufacturer, Ibstock has a role in taking
action to drive the shift to a low carbon
built environment that is designed and
manufactured for the long-term success
of communities.
Our stakeholders, customers, investors,
suppliers and colleagues helped inform
our ESG Strategy to 2030 through our
materiality process so that we are
focusing our resource and investment on
the most important issues. The strategy is
aligned to the UN Sustainable
Development Goals 12 for responsible
consumption and production and 13 for
climate action.
Read more p48
The strategy is ambitious and has driven
changes in our products, processes and
services. The incorporation of whole
lifecycle analysis and the provision of
environmental data that demonstrates
progress supports our customers in whole
life cycle design of the communities they
build and encourages a focus on building
resilience. Be it energy reduction,
minimising waste or alternatives fuels and
materials, through the implementation of
the strategy, we are striving to address
climate change and promote responsible
production and consumption.
Ibstock’s people are central to making a
meaningful contribution by integrating
sustainability into the way we do business.
It is vital we work with our stakeholders to
tackle the skills shortage impacting our
construction and manufacturing sector. In
delivering against our strategy we are
investing in people and communities.
Underpinned by health, safety and
wellbeing as central priorities, we have a
culture which supports the whole
workforce to grow and develop.
Progress against our ambitions and
milestones
Ibstock’s ESG Strategy outlines our key
ambitions with supporting milestones
against our nine most material issues.
Progress against these is outlined in the
table on page 50. Three years into
delivering the strategy many of the early
milestones have now been completed,
with further milestones to be set informed
by the outcomes of our materiality
analysis, commissioned for early 2025.
Our sustainability
ambitions
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Strategy
Our approach to Sustainability issues is
guided by our 2030 ESG Strategy which
enables us to respond to those areas
that are most material for our
stakeholders and Ibstock.
This focuses our efforts in three key pillars:
• Addressing Climate Change
• Improving Lives
• Manufacturing Materials for Life
KPIs and milestones are used under each pillar to set our
ambitions and measure our progress. Underpinning this is the
commitment to ‘doing business responsibly’ through our
corporate governance processes.
Hydrogen Pilot Kiln in conjunction with Ceramics UK
47
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Carbon reduction, water management and improved biodiversity are all
key to our strategy to address climate change.
2024 was a lower production year which is
reflected in a significant 49% reduction in
our absolute scope 1 and 2 carbon
emissions against 2019 baseline.
Although this is ahead of target the lower
production volumes present an artificially
positive picture. The group carbon
intensity metric for 2024 was 0.148 tonnes
of carbon per tonne of production. This is
an improvement on 2023 but remains
above the targeted level. Delivery of
operational efficiencies implemented as
part of our ISO50001 energy
management system as well as the
impact of capital investment including
improvements to the Parkhouse factory
kiln and operational material process and
product adaptation continued to
contribute to lower operational carbon
during 2024. These impacts will be fully
realised when the market recovers and
factories are able to return to optimum
capacity.
Alongside operational efficiency we
invested further resource into longer term
transformation projects including
commercial discussions for syngas, estate
renewal options and on site hydrogen
production. Partners submitted a
Hydrogen Allocation Round 2 application
to government for onsite green hydrogen
production at the Atlas factory in the
West Midlands and we worked with
partners and peers in our sector to
promote the shift to green hydrogen at
national and regional levels.
As the market recovers and production
volumes increase in the short term we
forecast that our absolute carbon will
increase and our intensity metric will come
down. Short to medium term the
investment to achieve our carbon
reduction is embedded in our financial
forecast to align to our carbon reduction
target for 2030. This will see our
operational carbon decouple from
production in a more meaningful way.
Carbon reduction
As an energy intensive manufacturer
Scope 1 carbon emissions make up the
largest proportion of our carbon impact,
from the natural gas and the process
emissions from firing clay. As such our
main focus is to deliver our ambitious
target of a 40% reduction in operational
carbon (scope 1 and 2) by 2030.
Water
Water used in our manufacturing process
comes from a combination of mains
water, borehole extraction, quarry water
and our growing number of on-site
rainwater harvesting systems. Our ESG
2030 target to reduce m
3
mains water per
tonne of production by 25% against 2019
baseline shows a 19% increase in 2024.
The methodology for measuring mains
water has improved since the baseline
figure was set with metered water across
63%of all sites. This means comparisons
with the baseline are not representative of
actions taken. As an interim we highlight
the % reduction in mains water use m
3
against the 2019 baseline which is a 33%
reduction in 2024.
A review of the measurement and value of
this target to business performance will be
undertaken in 2025 to provide a more
impactful approach to managing our
water consumption responsibly.
Biodiversity
Biodiversity is a key priority in our estate
management plans and all quarrying
operations are covered by planning
consents which include conditions for site
restoration often pertaining to biodiversity
enhancement.
To become a Biodiversity Net Gain
business by 2030 we have introduced the
Ibstock Biodiversity Management System.
The System objectively scores the
biodiversity value of any given site,
enabling tracking of long-term trends,
recording the presence of protected and
notable species and identifying
enhancement opportunities. Following a
2023 pilot on the Leicester site the
Management System has been rolled out
across 16 sites in 2024, with full Company
completion in 2025.
In 2024, the business continued to
implement the Scope 3 carbon
reduction strategy . Year on year
Scope 3 carbon increased with
significant capital expenditure on
Nostell factory construction
increasing the capital goods
category, see page 179 for Scope 3
carbon figures. Progress against the
strategy included:
• bringing Scope 3 calculations from
an external provider to an in-house
methodology with a view to increasing
both ownership and the granularity
of the data analysis.
• establishing closer relationships with
five of our key suppliers identified in
our scope 3 analysis as higher
carbon emitters, based on either our
spend or the carbon intensity of their
products and services, to understand
how their carbon targets align to
Ibstock to access more granular data
and to explore sustainable
innovations related to their products.
• working with partners on industrial
waste streams to source alternatives
to high carbon virgin materials used
in the clay firing process.
• advocating for a lower carbon built
environment in the supply chain as
Gold Partners of the Supply Chain
Sustainability School. Working with
the Future Homes Hub at CEO and
Technical level and as members of
the UK Green Building Council.
SDGs
C
Site
visits
Planning
permission
Desk
study
Employee
engagement
£ contribution
to government
schemes
Onsite change
to habitat
regime
Clay
winning
Changes
in use
Quarry
restoration
Climate
impacts
Biodiversity
Management
System (IBMS)
Measure biodiversity
BASELINE
Net Gain / Loss
ASSESSMENT
Land use
IMPACTS
Biodiversity improvement
ACTION
Onsite
redesign
layout
Offsite
complementary
action
A Sustainable and Responsible Business continued
Addressing climate change
48
Ibstock Plc | Annual Report and Accounts 2024
Governance
Our governance structure on climate-related risks and opportunities.
Read more p182 • Our Board’s oversight – page 183
• The role Management performs – page 183
Strategy
The actual and potential impacts of climate-related risks and opportunities on the business, strategy and financial planning.
Read more p184 • Our short-, medium-, and long-term climate-related risks and opportunities – page 185
• The impact of climate-related risks and opportunities on Ibstock – page 186
• The resilience of Ibstock’s strategy to different climate-related scenarios – page 187
Risk management
How we identify, assess and manage climate-related risks.
Read more p189 • How we identify and assess climate-related risks – page 189
• How we manage climate-related risks – page 189
• How climate-related risks are integrated into our overall risk management – page 189
Metrics and targets
The metrics and targets we use to assess and manage relevant climate-related risks and opportunities
Read more p189 • The climate-related risks and opportunities metrics we used – page 190
• Our greenhouse gas (GHG) emissions and the related risks – page 191
• Our climate-related risks and opportunities targets and performance – page 191
The Taskforce on Climate-related Financial Disclosures (TCFD) was established by the
Financial Stability Board in 2015 and published its final report in June 2017. The report
set out eleven recommended disclosures under four pillars to promote better disclosure.
Pursuant to the FCA Listing Rule 6.6.6R (8) and the requirements of the Companies Act
2006 as amended by the Companies (Strategic Report) (Climate-related Financial
Disclosure) Regulations 2022, the Board of Directors confirm the following:
a) Ibstock has made disclosures that are compliant with the four recommendations
and eleven recommended disclosures set out in section C of the TCFD Final Report
in their Annual Report.
b) The location of these disclosures can be found in this Annual Report in the section
entitled Sustainability Governance and Reporting that starts on page 178.
More specifically, each recommendation can be found at the pages stated
in the table below:
Alignment to climate
reporting requirements
49
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Strategic Pillar
Material
issues
Milestone
Date ESG 2030 Strategy Milestone Progress Commentary
Addressing p48
Climate Change
Carbon
Reduction
2022 Scope 3 carbon reduction strategy developed
Improving data granularity and working with suppliers on targets and progress
2023 Atlas brick factory opens Brick production commenced at Atlas in 2024
2024 100% of mobile plant to be hybrid and/or electric 16% achieved – cost, power infrastructure and technology limitations have slowed progress. Roll out continues
2024 On site renewable energy generation review published Continued focus on expanding our on-site renewable energy opportunities
2030
Reduce absolute Carbon (Scope 1 and 2) by 40% against
2019 baseline
49% reduction is partially linked to lower production year in 2024 which will increase again with market recovery
Biodiversity
Net Gain
2026 Biodiversity action plans across all sites
Measurement of biodiversity baseline underway to feed into action plan development
2030 Achieve Biodiversity Net Gain across our estate Biodiversity management system designed and being rolled out across the estate
Water
efficiency
2023 Water footprint and reduction strategy implemented
Availability and accuracy of data has stalled progress - new target development in 2025
2030 25% reduction in mains water (m3 per tonne of product) +19% availability and accuracy of data has changed over time making the baseline obsolete - this target will be reviewed in 2025
Improving p54
Lives
Health, safety &
wellbeing
2022 Launch mental health programme
Continued focus on mental health with 72 qualified mental health allies across the business in 2024
2023 Launch wellbeing strategy Digicare + rolled out to all staff to support health and wellbeing
2023 50% reduction in LTIFR LTIFR target achieved. TIFR target set for 10% reduction in 2025
Inspiring
Futures
2022 Establish social value framework
Social Value reporting to be undertaken for the first time in 2025
2023 Every site connected to a local school or college All clay sites provide product donations to schools and many have wider connections
2026 200 Ibstock colleagues as active STEM Ambassadors 36 STEM Ambassadors in 2024. Strong focus on STEM planned in 2025
2030 10% of colleagues in Earn and Learn positions 7.4% achieved and awarded Gold member status by the 5% Club
Employee Experience
2023 Building Belonging campaign launches
Continued focus on inclusion and diversity through our affinity groups
2023 Ethnicity data pay gap reporting New targets have been set for ethnicity to drive action in the business
2030 40% of senior leaders to be female 34% achieved. Continued focus on attracting and retaining / promoting women in Ibstock
Manufacturing p56
Materials For Life
Product Innovation
2022 Ibstock Futures launches
Futures continues to develop diversified product solutions for our customers
2024 Slips factory opens at Nostell Slips factory at Nostell to start commissioning in 2025
2030
20% sales turnover from new products and solutions that
deliver customer value and improved sustainability
22% achieved with lower carbon mix designs rolled out across multiple concrete product ranges
Circular
economy
2024 Research into alternative and secondary materials published
Research into replacing high carbon materials in clay bricks led to commercial trials for lower carbon alternatives
2024 Product data transparency project update Environmental Product Declarations (EPD) third party verified and published for key products
2025 Zero waste to landfill achieved 4.6% general wast to landfill in 2024
Dematerialisation
2022 Impacts of clay dematerialisation project published
Continued focus on implementing materials reduction including increased voids and product redesign
2025 40% reduction in preventable plastic packaging 64% achieved due to inconsistency in measured data, in reality our progress slowed - new approach to be defined in 2025
A Sustainable and Responsible Business continued
UNSDG alignment
UNSDG alignment
UNSDG alignment
Progress against our 2030 Strategy
Milestones and Ambitions
Atlas factory
Apprentices
Manufacturing at one of our sites
50
Ibstock Plc | Annual Report and Accounts 2024
Rag key:
On track Off track Not achieved
Strategic Pillar
Material
issues
Milestone
Date ESG 2030 Strategy Milestone Progress Commentary
Addressing p48
Climate Change
Carbon
Reduction
2022 Scope 3 carbon reduction strategy developed
Improving data granularity and working with suppliers on targets and progress
2023 Atlas brick factory opens Brick production commenced at Atlas in 2024
2024 100% of mobile plant to be hybrid and/or electric 16% achieved – cost, power infrastructure and technology limitations have slowed progress. Roll out continues
2024 On site renewable energy generation review published Continued focus on expanding our on-site renewable energy opportunities
2030
Reduce absolute Carbon (Scope 1 and 2) by 40% against
2019 baseline
49% reduction is partially linked to lower production year in 2024 which will increase again with market recovery
Biodiversity
Net Gain
2026 Biodiversity action plans across all sites
Measurement of biodiversity baseline underway to feed into action plan development
2030 Achieve Biodiversity Net Gain across our estate Biodiversity management system designed and being rolled out across the estate
Water
efficiency
2023 Water footprint and reduction strategy implemented
Availability and accuracy of data has stalled progress - new target development in 2025
2030 25% reduction in mains water (m3 per tonne of product) +19% availability and accuracy of data has changed over time making the baseline obsolete - this target will be reviewed in 2025
Improving p54
Lives
Health, safety &
wellbeing
2022 Launch mental health programme
Continued focus on mental health with 72 qualified mental health allies across the business in 2024
2023 Launch wellbeing strategy Digicare + rolled out to all staff to support health and wellbeing
2023 50% reduction in LTIFR LTIFR target achieved. TIFR target set for 10% reduction in 2025
Inspiring
Futures
2022 Establish social value framework
Social Value reporting to be undertaken for the first time in 2025
2023 Every site connected to a local school or college All clay sites provide product donations to schools and many have wider connections
2026 200 Ibstock colleagues as active STEM Ambassadors 36 STEM Ambassadors in 2024. Strong focus on STEM planned in 2025
2030 10% of colleagues in Earn and Learn positions 7.4% achieved and awarded Gold member status by the 5% Club
Employee Experience
2023 Building Belonging campaign launches
Continued focus on inclusion and diversity through our affinity groups
2023 Ethnicity data pay gap reporting New targets have been set for ethnicity to drive action in the business
2030 40% of senior leaders to be female 34% achieved. Continued focus on attracting and retaining / promoting women in Ibstock
Manufacturing p56
Materials For Life
Product Innovation
2022 Ibstock Futures launches
Futures continues to develop diversified product solutions for our customers
2024 Slips factory opens at Nostell Slips factory at Nostell to start commissioning in 2025
2030
20% sales turnover from new products and solutions that
deliver customer value and improved sustainability
22% achieved with lower carbon mix designs rolled out across multiple concrete product ranges
Circular
economy
2024 Research into alternative and secondary materials published
Research into replacing high carbon materials in clay bricks led to commercial trials for lower carbon alternatives
2024 Product data transparency project update Environmental Product Declarations (EPD) third party verified and published for key products
2025 Zero waste to landfill achieved 4.6% general wast to landfill in 2024
Dematerialisation
2022 Impacts of clay dematerialisation project published
Continued focus on implementing materials reduction including increased voids and product redesign
2025 40% reduction in preventable plastic packaging 64% achieved due to inconsistency in measured data, in reality our progress slowed - new approach to be defined in 2025
51
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
1. Action to date
• 100% electricity purchasing backed by
Renewable Energy Guarantees of Origin
(REGO) since 2021
• Energy Management System (ISO
50001) certification across the clay and
concrete manufacturing estate with
energy efficiency targets and site
action plans
• Over £285m investment in the last 7
years to reduce carbon:
• New Atlas brick factory that is
anticipated to be c.50% lower carbon
per unit than the previous factory
• New brick slips factory in Nostell
• Improvements to the kiln at Aldridge,
Parkhouse and Ellistown
• Investment in trials for firing bricks with
syngas and hydrogen as alternatives to
natural gas
• Product adaptation to dematerialise with
larger voids in bricks, lighter utility troughs
and redesigned fence posts reducing
embodied carbon through reduced gas
consumption, lower process emissions and
lighter product transportation.
• Engagement with key supply chain
partners in high carbon areas such as
cement, electric mobile plant (16% of
fleet EV) and raw material replacements
• Life cycle analysis incorporated into
product design to drive lower embodied
carbon products
2050 target
Net Zero
Scope 1, 2 and 3
2040 target
Net Zero
operations
Scope 1 and 2
2030 target
40%
reduction
Scope 1 and 2
We are developing our Carbon Transition Plan in line with the recommendations published by the Transition Plan Taskforce (TPT).
We are reviewing the guiding principles in the creation of our plan, which will set out our journey towards being a net zero business
and expect to publish our detailed Carbon Transition Plan in 2026.
We are continuing to deliver carbon reduction against our 2030 target.
2. Next steps (to 2030)
• Investment to achieve our carbon
reduction is embedded in our financial
forecast
• Continued focus on operational and
energy efficiency improvements by
delivering site energy action plans
• Phasing out of diesel across the
manufacturing estate (including mobile
plant where possible)
• Securing funding with HM Government
for on-site Hydrogen utilisation
• Investment in material science for
product development
• Increased recycled content in products
• R&D into new, low carbon products and
systems
• Enhancing our Scope 3 emissions data
by shifting from a spend-based
approach to a more accurate activity-
based approach through increased
supply chain engagement
• Broadening the scope of our supply
chain engagement beyond high impact
materials and preferentially partnering
with companies decarbonising their
operations
3. Future steps and
scale up:
• Continued improvements to energy and
operational efficiency with full
sub-metering and automation
• Increased usage of on site renewables
and/or direct purchase
• Roll out of hydrogen across the clay
brick estate (on site and pipeline)
• Continued product innovation to utilise
lower carbon methods and materials to
reduce embodied carbon linked to our KPI
for new and more sustainable products
• Carbon capture research for unavoidable
emissions
4. Challenges,
uncertainties
and dependencies
• Industrial hydrogen supply and
associated pipeline is not guaranteed.
• Future of regulation on embodied carbon
of buildings is uncertain.
• Limited availability of electric machinery
on the larger scale, in particular for
quarry vehicles.
• Technology Readiness Levels (TRL) for
lower carbon manufacturing are not yet
proven at scale including for green fuels
and carbon capture.
• Many of our suppliers do not yet have
carbon reduction targets. We need to
work with them and encourage action
and commitments to drive down
emissions or seek alternative providers.
• Carbon data availability and accuracy
within the supply chain is poor as
companies themselves make progress.
We will need to work closely with
suppliers to ensure a just transition.
Planning our
Carbon Transition
A Sustainable and Responsible Business continued
52
Ibstock Plc | Annual Report and Accounts 2024
Production
efficiencies
Capital
investment
Estate renewal
Renewable
energy supply
On site
renewable
installations
Offsetting
investments
prioritising
carbon
removals
Operational
efficiency
0%
-10%
-20%
-30%
-40%
-50%
-60%
-70%
-80%
-90%
-100%
Renewable
energy
Diesel
elimination
Alternatives to
natural gas
Product
adaptation
(process
emissions)
Carbon
capture
(process
emissions)
Removals
through
offsetting
(unavoidable
emissions)
-1%
-8%
Electrification:
• quarry
pumps;
• fork lift fleet;
• car fleet
Switch to HVO
On-site
hydrogen
production
On-site
synthetic gas
production
Hydrogen
pipeline supply
Biogas supply
-42%
-17%
Alternative
raw materials
Recycled
content
Product design
Product
diversification
-11%
On-site
emissions
stream capture
Direct air
capture
-15%
-6%
Engagement with industry
We are working closely with the manufacturing sector through
Ceramics UK supporting the development of the Ceramics Net Zero
Road Map in 2024. We are active participants of the Future Homes
Hub, at technical and CEO level, helping us to work with industry to
understand and shape the future for new homes. We spoke at national
and regional hydrogen industry events raising the profile of the
demand for green hydrogen and welcomed ministers, MPs and civil
servants to our sites to raise the profile of the opportunities and
challenges for UK manufacturing achieving net zero.
Alignment with financial planning
In developing our in-depth transition plan, we will show how we
will embed our ambitions for climate action within our business
model. The plan will highlight how this may affect the homes and
developments we build, together with resourcing, operational and
capital expenditure, as well as material interdependencies on the
environment, workforce and value chain.
Governance
Ultimate responsibility for climate action lies with the Executive
Committee supported by monthly Net Zero Working Group
meetings. This feeds into quarterly Sustainability Committee
meetings to review and discuss progress. Carbon reduction is a key
action area for the operations and technical teams as well as R&D
and NPD teams. Delivery of the strategy is supported by a
sustainability team. See page 69 for governance diagram.
Offsetting
Whilst emissions reductions are our priority, there will be a
requirement to neutralise residual emissions across scope 1 and 3
as we approach our net zero targets. We have, at a small scale,
begun to explore procurement of certified high quality carbon
offsets to achieve carbon neutral certification for a single range of
our new Atlas products – the Pathfinder Range. This experience
will feed into a longer-term strategy for offsetting residual
emissions in the future.
53
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Health, Safety and Wellbeing
Safety is our number one priority. We have
made good progress over the last 5 years
implementing our Health and Safety
Roadmap and achieving our target to
reduce Lost Time Incident Frequency Rate
by 50% in 2023.
In 2024 we refocused the safety KPI to
measure and reduce Total Injury Frequency
Rate (TIFR). TIFR is a more holistic
measure for safety culture capturing a
wider view of incidents (the number of lost
time, restricted work and medical
treatment cases (x 1,000,000 then divided
by the total hours worked) which helps
support risk identification and reduction.
LTIFR remains an important subset of this
data. In 2024 we reduced TIFR by 13%
compared to 2023 and have set a further
10% year on year reduction target for
2025. A longer term safety target will be
developed this year.
To support TIFR reduction we introduced
the Leadership In Action approach to keep
safety at the forefront of everyone’s minds.
Health and wellbeing are an increasingly
important part of our culture. Leaders
throughout the business continue to shine
a light on the importance of physical and
mental wellbeing through our employee
communications, team meetings and
engagement channels.
See page 44 for colleague engagement
under stakeholders.
We extended our support to colleagues in
2024 with the introduction of Digicare+
that is provided through our life insurance
provider, Aviva, and which utilises an app to
provide all colleagues with a free annual
health check, GP services, nutritional advice
and much more. Following its initial launch
in the summer, 700 colleagues have
downloaded the app in the first 6 months.
Use of our Employee Assistance
Programme in 2024 was at 2.5% use rate a
decrease from 7% in 2023.
In conjunction with the Lighthouse Charity,
we continue to invest in Mental Health
Allies training with 72 colleagues qualified
to provide support to people in their teams.
UNSDGs
C
Employee experience
At the end of 2024, female representation
on the senior leadership team stood at
34%. This is a slight dip from 35% in the
previous year, largely due to the
restructuring of our Executive Committee.
Despite this development, we remain
confident that we will meet our ambition
by 2027 whereby 40% of the senior team
are female.
See page 77 for further diversity and
inclusion data.
Ethnic groups are underrepresented in the
construction and manufacturing sectors.
This is reflected at Ibstock where only 5%
of colleagues identified as a member of
an ethnic minority in 2024. With this data,
the findings of our ethnicity pay gap
analysis and in alignment with the
guidance from the Parker Report the
Board approved a new target for 20% of
senior leaders to be identifying as
ethnically diverse by 2030. This is backed
up at grass roots by our commitment, set
in early 2024. to target a third of the
apprentice intake to be female and a third
from an ethnic minority. This was
achieved with the 2024 apprentice intake
1
.
Given our high retention levels of
apprentices this is an important strategy
to meaningfully increase the diversity of
the workforce for the future.
Employees at a Safe Start workshop
Employee at Chesterton Factory
A Sustainable and Responsible Business continued
Improving Lives
Ibstock’s people remain fundamental part to our success. Engaging our
colleagues and our communities is essential to create a culture where
people feel like they belong so they can develop and grow.
54
Ibstock Plc | Annual Report and Accounts 2024
Inspiring futures
In 2024 we were awarded with a Gold
accreditation membership as part of The
5% Club’s Employer Audit Scheme. This
achievement highlights Ibstock’s
commitment to supporting employees
through earn & learn initiatives and
apprenticeships. As part of the audit, our
efforts, future ambitions, and
commitment to social mobility were
commended with diversity and inclusion
further strengthening our commitment to
the ongoing development of employees.
The Ibstock Apprenticeship programme
continues to be a driving force behind skills
succession planning, with 54 apprentices
on active programmes in 2024.
The business continued its commitment to
support the next generation of construction
talent through the donation of more than
300,000 bricks to colleges across the UK.
“Achieving Gold status is a
testament to our approach to
growth and development of our
people. Through programmes
that offer hands-on learning and
career pathways for professional
growth we are equipping our
employees with the skills and
confidence to thrive.”
Colleagues across the business are
supported to fundraise for charities
and local causes that they are
passionate about. The business
implements a matched funding
process that supports individuals and
teams in colleague led events.
Apprentices at Make UK, Birmingham
Jo Hodge
Group People, Sustainability and Social
Impact Director
Ibstock formed a strategic partnership
with Black Professionals In Construction
(BPIC) to support our reach in black
communities and BPICs ambition to
expand into geographies outside London.
1 Our 2024 intake did achieve this target but subsequent
choices of the apprentices meant the intake at the end
of 2024 was 29% female and 11% ethnically diverse.
55
Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
A Sustainable and Responsible Business continued
Manufacturing
Materials for Life
Our customers are building the value of sustainability
into their decision making around product choice
UNSDGs
C
business to make more accurate and
informed decisions on material choice.
Dematerialisation
Reduction in the use of materials in our
products presents a key opportunity for
our customers as they seek to reduce the
embodied carbon of their developments
(homes and infrastructure). Ibstock is
focusing on reducing the pressure on
virgin resources, including our own
clay reserves, by focusing on plastic
reduction and secondary materials
such as aggregates and
cementitious replacements.
Our target to reduce preventable plastic
packaging (kg per tonne of product) by
40% by 2025 relative to our 2019
baseline has driven action over the last 5
years to reduce plastic use. However
finding the optimal solution between pack
safety, product quality and packaging
reduction has been more challenging than
anticipated, which has slowed our
progress on this target.
Our 2024 performance shows we have
achieved 64% reduction in preventable
plastic relative to 2019 baseline. However,
the methodology for measuring plastic
packaging reduction has improved since
the baseline figure was set. Over time we
have excluded packaging from the metric
that is not preventable. This means
comparisons to the baseline are not
representative of true plastic reduction
initiatives. The way in which we measure
plastic reduction going forward will be
revised and a new KPI implemented
in 2025.
Circularity
Over the last 3 years we have sent
consistently low quantities of waste to
landfill with only 42.2 tonnes of general
waste being landfilled from the entire
Ibstock estate in 2024 which is just 4.6%
of our general waste. Our target is to
achieve zero general waste to landfill
in 2025.
The measurement of this becomes
challenging when we reach low quantities
with industry average data used by the
major waste providers for material
diverted to landfill, see page 181 for our
waste data. We will continue to focus on
site segregation of waste to improve our
recycling rates and divert materials away
from landfill and incineration, where
possible, supporting circularity principles.
Ibstock products are inherently reusable
or recyclable at the end of their life,
meaning they can already contribute to
the circular economy. Our research and
development teams are focused on
reduction of virgin materials and fossil
fuel derived materials in our products
and prioritising secondary
and recycled content.
We partnered with Sheffield Hallam
University’s Materials and Engineering
Research Institute in a Knowledge
Transfer Partnership funded by Innovate
UK. This initiative involved researching
replacements for higher-carbon processes,
which are used when manufacturing some
multi-coloured bricks, with waste materials
from industry.
The findings of this project have moved
into commercial trials with an alternative
waste stream showing strong potential to
reduce carbon emissions from the existing
process and divert waste from landfill.
Sustainability now sits alongside the key
technical and procurement considerations
of strength, durability, aesthetics
and cost for the specification of
construction products.
Ibstock products are resilient, durable,
safe, beautiful and last several lifetimes
making them an excellent choice for
building sustainable communities. But we
can still make improvements: by building
on the inherent attributes of our clay and
concrete products we are committed to
manufacturing even more sustainable
products and solutions to meet our
customers’ needs.
Product innovation
Our performance accelerated from 11%
in 2023 to 22% in 2024 of sales from
new and more sustainable products
exceeding our 20% target ahead of 2030.
This KPI includes not just new product
development (NPD) but also product
evolution to develop our existing
product range with greater
sustainability performance.
The step change in the metric in 2024
follows our investment in successful trials,
over several years, in concrete material
mix design. Having proven the technology
and met customer’s requirements, we
were able to roll out lower carbon cement
replacements across several factories
Through the year we have been able to
influence our NPD and our research and
development by modelling the Life Cycle
Analysis (LCA) of current and future
products. The LCA feeds into an
Environmental Product Declaration (EPD)
providing robust data on the embodied
carbon in each product. Ibstock has
published EPD data, verified by a third
party, for a number of leading products
which enables our customers and the
Design Advisor with Customers
56
Ibstock Plc | Annual Report and Accounts 2024
Governance and Compliance
The main Governance section that begins
on page 60 sets out how the Board and its
Committees operate and apply the
provisions and principles of the Corporate
Governance Code and other regulation
and best practice. The Sustainability
Governance and Reporting Section that
starts on page 178 provides information
regarding the management of
Sustainability issues specifically and
includes key performance data as well as
our full TCFD disclosures as required by
the FCA Listing Rule 6.6.6R(8) and the
requirements of the Companies Act 2006
as amended by the Companies (Strategic
Report) (Climate-related Financial
Disclosure) Regulations 2022.
Ibstock operates appropriate policies and
procedures to ensure that risks from
unethical conduct and illegal business
practice are reduced and eliminated as far
as possible. These underpin our Code of
Business Conduct, which together with our
Supplier Sustainability Code of Business
Conduct, sets out the behaviours
expected of our staff and third parties
we do business with.
Oversight of the operation of the Group’s
key policies in this area has been
delegated to the Audit Committee who,
in turn, make recommendations to
the Board.
The Code of Business Conduct is
underpinned by a number of additional
standalone policies covering bribery and
corruption, competition law and data
protection. Taken together these policies
ensure that we operate in an open,
fair and honest manner in all of our
business dealings.
As the laws governing business dealings become ever more complex we
need to ensure the judgements and decisions we make are taken with both
the knowledge and application of the highest ethical principles.
Modern Slavery
We support the Modern Slavery Act
2015. Our Modern Slavery Policy
confirms our zero tolerance approach
to any potential or actual breaches of
the policy and sets out the steps taken
by Ibstock to prevent modern slavery
and human trafficking in its business
and supply chains. The Company’s full
Modern Slavery Statement can be
accessed on the corporate website at
www.ibstock.co.uk.
Whistleblowing
To help us encourage the highest
standards of ethical behaviours,
corporate governance and
accountability in our business activities,
the Group operates an anonymous
whistleblowing hotline, which is
available 24 hours a day, seven days a
week. A summary of whistleblowing
activity, together with details of related
investigations, is provided to the Audit
Committee at each meeting with a
consolidated summary being presented
to the Board on a twice yearly basis.
There were 4 incidents reported
through the external whistleblowing
line during the year (2023: 3).
Anti-Bribery Policy
We prohibit any inducement which
results in a personal gain and is
intended to influence action which
may not be solely in the interests
of the code.
Sustainable Procurement Policy
We have policy and framework
guidelines for all procurement activity
in order to maintain the highest
standards of integrity.
Sustainability Policy
As part of our vision for sustainable
growth, we continuously work to better
measure, record and reduce our
greenhouse gas emissions.
Diversity and Inclusion Policy
We are committed to ensure any type
of discrimination including harassment,
victimisation, favouritism and bullying
is not accepted.
Trade Association Policy
Our Trade Association Policy helps to
support employees in their dealings
with follow employees, customers,
suppliers, regulators and colleagues in
competing businesses.
Health and Safety Policy Statement
We are committed to ensuring the
health and safety of all our colleagues.
For more information relating to these
policies please see our corporate
website at www.ibstock.co.uk.
Compliance training
Ibstock’s web-based compliance
training is completed by appropriate
employees and covers a wide range of
the Group’s policies and codes of
practice, including anti-bribery,
conflicts of interest, business ethics
and diversity.
Human rights
Ibstock is supported by the principles
set out in the UK Declaration of Human
Rights and the requirements of the
Human Rights Act and seeks to
act accordingly in all aspects of
its operations.
Tax strategy
Our tax strategy is published on the
Group’s website. This formalises the
Group’s approach to conducting its tax
affairs and managing our tax risks. Our
vision for tax is to be a responsible
corporate citizen, contributing the right
amount of tax to society on time and
in the right tax jurisdiction. Ibstock
resides only in the UK and not in
countries considered as partially
compliant or non-compliant according
to the OECD tax transparency report or
blacklisted or grey listed by the EU in
February 2024.
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Ibstock Plc | Annual Report and Accounts 2024
Additional informationGovernance Financial StatementsStrategic Report
Viability and Going
Concern Statements
Background
The Board’s assessment of the longer-
term viability of the Group is an integral
part of our business planning processes.
These processes include financial
forecasting and risk and opportunity
management, as well as longer-term
scenario planning incorporating potential
future economic conditions, market
trends, emerging opportunities or threats
and the potential impact of climate
change. The output of the Group’s
business planning processes reflects the
best estimate of the future prospects of
the business based on a range of possible
future scenarios. To make an assessment
of viability, these forecasts are rigorously
stress tested based upon potential
adverse impacts arising from the Group’s
principal risks and uncertainties, which are
outlined on pages 28 to 32, in severe but
plausible scenarios which test the
Group’s resilience.
Assessment
Management’s viability exercise, reviewed
by the Audit Committee on behalf of the
Board, has robustly assessed the market
conditions, risks and the liquidity and
solvency of the Group, including
consideration of the wider economy and
future uncertainty. The Group has leading
positions within the markets in which it
operates, as noted on pages 14 to 17, and
its business strategy (see page 20)
is aimed at continuing to strengthen its
position in those markets, create value for
its shareholders and ensure its operations
and finances are sustainable.
Lookout period
The Group may use longer-term time
horizons for the purposes of investment
decisions and capital allocation given
its markets and construction timeframes.
However, the Directors believe that a
three-year period provides the most
appropriate horizon over which to
assess viability. The performance of
the building products industry is sensitive
to the broader level of macroeconomic
activity, which is influenced by factors
outside of the Group’s control, including
demographic trends, the status of the
housing market, mortgage availability,
interest rates, changes in household
income, inflation and also Government
policy. These macroeconomic drivers
are currently producing a period of
prolonged uncertainty.
The Group’s financing consists of
£100 million of private placement notes
from Pricoa Private Capital, with
maturities between 2028 and 2033, and a
£125 million Revolving Credit Facility
(RCF) with a syndicate of five banks which
matures in Q4 2026, against which
£31 million was drawn at 31 December
2024.
The Group believes it would be able to
refinance these arrangements as they fall
due or obtain equivalent alternative
sources of finance.
Stress testing
Although each of the Group’s principal
risks has a potential effect and has
been considered as part of the overall
assessment, only those that result in a
severe but plausible scenario have been
modelled. The Group’s viability modelling
has stress tested the annual budget and
strategic plan in the following scenarios,
both individually and in combination. The
Group’s viability assessment also
considered two compound scenarios
whereby firstly the Group experienced
reputational damage during an
economic downturn and secondly the
Group experienced business disruption
during an economic downturn.
The Group’s viability assessment also
included a sensitivity involving a reverse
stress test to understand the Group’s
resilience through establishing the
financial headroom that exists before
viability is threatened. This was conducted
by reducing profitability due to reducing
industry demand for the Group’s
products..
Assumptions
In determining the viability of the Group,
the Board made the following assumptions:
• The economic climate in which the
Group operates remains in line with a
broad consensus of external forecasts;
• There is no material change in the legal
and regulatory frameworks with which
the Group complies;
• There are no material changes in
construction methods used in the
markets in which the Group operates;
• The Group’s risk mitigation strategies
continue to be effective; and
• The Group’s past record of successfully
mitigating significant construction
industry declines can be replicated.
• This assessment is based on debt
maturities over the assessment period
as follows:
• £125 million Revolving Credit Facility
maturing in 2026
• £30 million US Private Placement
maturing from 2028
• The scenarios assume an appropriate
management response to the specific
event which could be taken and also
considers specific activities to improve
liquidity such as raising additional
funds, reducing expenditure and selling
particular assets.
The Group believes it has the mechanisms
to identify the early need for mitigating
actions and, as demonstrated by our
actions during the pandemic, has the
ability to implement them on a timely
basis if necessary.
Scenario 1
Economic downturn
Link to risk
• Risk – Economic and Financial Risk
• Risk – Customer and Industry Risk
The impact of a severe and prolonged
reduction in demand for its products
on the basis of reduced house building
activity arising from either a
macroeconomic downturn or negative
impacts of geopolitical events;
unexpected changes to Government
policy resulting in reduced volume of
product sold; or future impacts on
customer activities as a result of
COVID-19 or other pandemic, as well as a
benign environment of prolonged price
stagnation on sales.
This considered a demand reduction of
40% for the Clay and Concrete products
in 2025 versus 2022, recovering to a
28% reduction in 2025 and 23%
reduction versus 2026 in both Divisions
thereafter, representing a gradual
recovery after the first year.
Given the current systemic under supply
of housing stock, the Directors believe any
reduction in underlying demand above
these levels would lead to Government
stimulus to underpin levels of new-build
housing. The Group has proven mitigating
strategies including the mothballing and/
or full or partial closure of production
facilities, together with the reduction of
shift patterns at other factories, thereby
providing flexibility if the market returns
more quickly.
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Ibstock Plc | Annual Report and Accounts 2024
Scenario 2
Production cost increases
Link to risk
• Risk 2 – Regulatory and compliance
• Risk 6 – Economic and Financial Risk
• Risk 9 – Climate change
A situation whereby the cost of production
for all products increases by 10% and
20% for energy and 25% for carbon
(recognising the material increase
included in the budget and strategic plan)
as a result of inflationary input cost rises
across the Group arising from economic
uncertainty, geopolitical events,
or additional regulatory costs imposing
additional cost within the production
process arising from climate change
related increases or tariffs, in the remote
scenario whereby the Group is unable to
pass on these costs to customers. This is
based on historical cost inflation and price
volatility seen in wholesale energy
markets.
The Group seeks to mitigate and improve
resilience to this scenario, through
operating a policy of forward purchasing
its energy requirements to lock in the costs
of production to inform price negotiations
with its customers and adopting a
dynamic pricing strategy in relation to
inflationary cost increases. Further,
production plans could be flexed to
reduce the available product range,
either to focus upon more energy efficient
products or to reduce changeovers at
factories, which would provide mitigating
production efficiencies.
Scenario 3
Disruption in business activities
Link to risk
• Risk 4 – Cyber and information systems
• Risk 9 – Climate change
The impact of an event, such as
prolonged weather events as a result of
climate change (for example mean
temperature changes, water stress, storms
or flooding), a cyber attack, local/national
restrictions on the ability to work or other
unanticipated event, which prevents
production at one or more of the Group’s
facilities and therefore prevents customer
demand being met. This specifically
models the consequences of a significant
production facility (Eclipse) being unable
to produce for a prolonged period and
also an outage at factories vulnerable to
the climate-related physical risk of
increased precipitation for a period of
1 month as identified in the TCFD risk
assessment. The impact of which would
represent around 10% of production.
The Group aims to mitigate the risk
associated with disruption through its
business continuity and climate change
resilience plans, which operate at a
factory level, and its ability to transfer
some of its production across its network
of facilities.
Scenario 4
Reputational damage
Link to risk
• Risk 3 – People and talent management
• Risk 8 – Customer and Industry Risk
A scenario whereby the Group’s reputation
is damaged, as a result of customer
relationship breakdown, significant
employee disengagement or product
quality issues, resulting in a sudden
reduction in sales activity. The scenario
modelled includes a reduction in revenue
of 10% for a period of three years,
representing potential impact or price
reduction to maintain customers. The
Group seeks to mitigate the risks of
reputational damage on an ongoing basis
with its internal control framework and
series of independent reviews and audits.
The Group’s viability assessment also
considered two compound scenarios
whereby the Group experienced
reputational damage during an
economic downturn and business
disruption during an economic downturn.
The scenarios also consider the covenants
with respect to the Group’s borrowings,
ensuring these thresholds are met.
The scenarios are hypothetical and
severe for the purpose of creating
situations that have the ability to
threaten the Group’s viability.
The results of the stress testing
demonstrate that, due to the Group’s
cash-generative nature and access to
its RCF, it would be able to withstand
the impacts of these scenarios and
remain cash generative.
Viability Statement
Based on their assessment of prospects
and viability above, the Directors confirm
that there is a reasonable expectation
that the Group will be able to continue
in operation and meet its liabilities as
they fall due over the next three years.
Going Concern
The Directors also considered it
appropriate to prepare the financial
statements on the going concern basis,
as explained in the basis of preparation
paragraph in Note 1 to the
financial statements.
Strategic Report
The Strategic Report on pages 2 to 59
has been approved and signed by
order of Board by:
Nick Giles
Group Company Secretary
4 March 2025
59
Ibstock Plc | Annual Report and Accounts 2024
ESG Appendix Additional informationGovernance Financial StatementsStrategic Report
Governance at a glance
1. Board Leadership and Company Purpose
02 At a Glance
18 Our business model
42 Stakeholder engagement
46 Section 172(1) Statement
67 Culture, purpose and values
66 Activities of the Board
2. Division of Responsibilities
62 Board of Directors and Executive Team
69 Our governance framework
70 Roles and responsibilities
3. Composition, Succession and Evaluation
74 Nomination Committee Report
77 Gender balance of senior management
76 Appointments to the Board
76 Board skills and attributes
71 Board evaluation
77 Diversity and inclusion
4. Audit, Risk and Internal Control
80 Audit Committee Report
72 Managing our risks
113 Directors’ Responsibility Statement
58 Viability Statement and going concern
5. Remuneration
90 Aligning remuneration and culture
86 Remuneration Committee Report
The table on the facing page sets out where key content that
relates to the Code can be found in this Annual Report.
UK Corporate Governance Code Table
The table below sets out where the key content can be found in
this report.
Composition of the Board
Chair
Executive Directors
Non-Executive Directors
1
2
5
Length of tenure
0-3 Years
3-6 Years
6-9 Years
9+ Years
1
2
4
1
Gender
Female
Male
3
5
The Board confirms that the Group has applied the principles
and complied with all provisions of the UK Corporate
Governance Code 2018 (the Code) for the period under
review.
The Code is available to view on the website of the Financial
Reporting Council at www.frc.org.uk. The Board has reviewed
and is considering the changes to be introduced by the UK
Corporate Governance Code 2024 (which will apply to the
Company from 1 January 2025), and will report on its
application and compliance in the 2025 annual report.
Age
Under 50
50-60
60-70
70+
5
3
60
Ibstock Plc | Annual Report and Accounts 2024
Chair’s introduction
I am pleased to introduce the Governance
section of this year’s Annual Report which
has been structured so as to provide a
clear and transparent overview of the
Board’s oversight of Ibstock’s governance
framework. The Board operates in
accordance with the Code and
is committed to delivering long-term
sustainable value to our stakeholders.
Although we have not prepared our
disclosures for this year against the new
Corporate Governance Code that was
released in January 2024, we have
reviewed this so that we are prepared to
do so in next year’s Annual Report.
As previously advised, we welcome
feedback and suggestions from all of our
stakeholders’ on all disclosures, if you
would like to do so please get in touch with
our Company Secretary, Nick Giles at our
Registered Office.
This section includes the Corporate
Governance Statement, the reports of the
main Board Committees, including the
Directors’ Remuneration Report and a
number of other disclosures that we are
required to make by law. Taken together
and including cross references to relevant
parts of the Strategic Report, they contain
all of the information that is required to
demonstrate how we have applied the
principles and complied with the provisions
of the UK Corporate Governance Code
(Code). A table setting out where the key
content can be found is on page 65.
Review of the Year
Throughout 2024, the Board and its
Committees have played a key role in
guiding the Group through another
demanding year, by both supporting
management and, where appropriate,
providing necessary challenge.
All of the Directors take pride in the
discharge of our Board duties and
responsibilities in a transparent, open and
honest manner, and we are heartened that
this continues to be reflected by senior
management and across the Group.
Our aim is to ensure that good governance
extends beyond the Boardroom and is
continually borne in mind as part of the
successful delivery of the Group’s strategic
pillars over both the short and long term.
Board succession
The Board recognises the need to maintain
an effective succession plan for both Board
and senior management positions.
As reported in last year’s Annual Report,
I have now been on the Board since
Ibstock became a publicly listed company
in October 2015, and was appointed as
Chair in 2018. The Nomination Committee
started the process to appoint my
successor during 2024 and have held
regular meetings to manage the search,
over the past few months. Whilst this
process remains ongoing, it is hoped that
we will be in a position to finalise an
appointment before the AGM in May.
“ Our aim is to ensure good governance in and
beyond the Boardroom”
Jonathan Nicholls, Chair
Page 76 provides more detail around the
recruitment process.
Diversity
We are committed to promoting equal
opportunities in employment and
improving the diversity of our workforce.
The Board recognises that gender diversity
is a wider issue within our industry, with
many of our roles, especially those which
are factory based, traditionally being more
popular with males. Motivated by this
historical challenge, we remain committed
to further improvement of our diversity
statistics. We also note the diversity data
collection activity during the year to better
understand other elements of diversity
within our workforce to enable future
targets to be established.
The Board supports the aims and
objectives of the Listing Rule (LR 6.6.6(9)
(a)) and the FTSE Women Leaders Review,
striving to achieve an appropriate balance
of women on our Board and in senior
positions throughout the Group. Whilst we
recognise that we currently do not have at
least one woman in the Chair, Senior
Independent Director, Chief Executive
Officer or Chief Financial Officer role, we
remain committed to ensuring that
diversity is a key consideration in our
appointment processes.
Remuneration Policy
We will be putting a new Remuneration
Policy to our shareholders at the AGM on
15 May 2025. This follows an extensive
engagement with our shareholders, the
feedback from which was valuable in
informing the decisions and conclusions
of the Remuneration Committee in its
finalisation of the Policy. Full details
regarding the new policy can be found in
the Directors’ Remuneration Report on
page 86.
Annual General Meeting and
Retirement
Our Annual General Meeting will be held
on 15 May 2025 at the I-Studio, 54
Hatton Garden, London. As previously
announced, I expect to step down as Chair
and as a non-executive director of Ibstock
plc on this date.
Jonathan Nicholls
Chair
4 March 2025
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Ibstock Plc | Annual Report and Accounts 2024
Additional informationStrategic Report Financial StatementsGovernance
Board of Directors and Executive Team
Our highly
experienced Board
Key to Committee
membership:
Nomination Committee
Remuneration Committee
Audit Committee
Sustainability Committee
Chair
Jonathan Nicholls
BA (Hons), ACA, FCT
Chair
Date appointed to the Board:
22 September 2015
(Chair since 24 May 2018)
Tenure on Board:
9 years 5 months
Committee memberships:
Independent: On appointment
Relevant skills and experience:
Degree in Economics and Accounting
awarded by Manchester University.
Member of the Institute of Chartered
Accountants in England and Wales,
having qualified with KPMG in 1982.
Fellowship member of the Association
of Corporate Treasurers. Over 20
years’ experience at the senior
management or director level of
businesses, including those in brick
manufacturing, roofing and
construction, and property
development. Significant experience
as CFO and other senior finance roles
in public companies.
Current external appointments:
• Shaftesbury Capital PLC –
Chairman (appointed March
2023).
Past board roles include:
• SIG plc – NED
• DS Smith plc – SID
• Great Portland Estates plc – SID
• Hanson plc – CFO
• Old Mutual plc – CFO
Joe Hudson
BA (Hons), FCIPD
Chief Executive Officer
Date appointed to the Board:
2 January 2018
(CEO since 4 April 2018)
Tenure on Board:
7 years 2 months
Committee memberships:
Independent: No
Relevant skills and experience:
BA (Hons) Degree in Education
awarded by the University of Exeter.
General Management programmes at
INSEAD and London Business School.
Fellow of the Chartered Institute of
Personnel and Development.
Varied international career in general
management, operations and
strategic human resources in Europe,
North America and Africa.
Operational line management
experience in cement, plasterboard,
concrete products and construction
materials. Experience of large scale
business combinations.
Current external appointments:
• Director (Officer) of Construction
Products Association.
Past board roles include:
• Aggregate Industries UK –
Managing Director, Cement &
Concrete Products
• Lafarge Africa plc – CEO
Christopher McLeish
BSc, ACA
Chief Financial Officer
Date appointed to the Board:
1 August 2019
Tenure on Board:
5 years 7 months
Committee memberships:
None
Independent: No
Relevant skills and experience:
Member of the Institute of Chartered
Accountants in England and Wales.
Wealth of experience in key finance
leadership roles with a broad
background in manufacturing,
media and technology sectors.
Extensive experience of Group
finance and controls, as well as
global shared services operations.
Demonstrable success in a range of
senior operational, corporate and
financial communication roles.
Experience in digital transformation
within complex, global operating
environments.
Current external appointments:
• None
Past board roles include:
• Tate & Lyle North American
Sugars – Finance Director
Louis Eperjesi
Senior Independent Director
Date appointed to the Board:
1 June 2018
Tenure on Board:
6 years 9 months
Committee memberships:
Independent: Yes
Relevant skills and experience:
Experience of manufacture and
supply of building products in
international markets. 13 years’
experience in UK roofing and brick
markets. Experience of strategy
development, change management
programmes and M&A activity.
Strong commercial, marketing and
product background. 15 years’
experience in UK capital markets.
Current external appointments:
• Howden Joinery Group Plc –
NED and member of the Audit,
Remuneration, Nominations
and Sustainability Committees
(appointed June 2023).
• Trifast plc – NED , Responsible
Business Committee Chair
and member of the Audit,
Remuneration and Nomination
Committees (appointed
January 2023).
• Accsys Technologies PLC – NED,
SID, Remuneration Committee
Chair and member of the Audit
and Nomination Committees
(appointed June 2022).
Past board roles include:
• Kingspan Group plc –
Executive Director
• Tyman plc – Chief
Executive Officer
Board members left to right
Justin Read
Nick Giles (Company Secretary)
Nicola Bruce
Christopher McLeish
Joe Hudson
Jonathan Nicholls
Claire Hawkings
Peju Adebajo
Louis Eperjesi
62
Ibstock Plc | Annual Report and Accounts 2024
Peju Adebajo
BSc, MEng, MBA
Non-Executive Director
Date appointed to the Board:
26 November 2021
Tenure on Board:
3 years 3 months
Committee memberships:
Independent: Yes
Relevant skills and experience:
CEO with experience across a number
of industrial sectors including building
materials, renewables, consulting and
banking. Over 15 years’ experience in
commercial expansion and
development of products and services.
Experience in sustainability leadership,
turnarounds and value creation.
Educated at Imperial College London
and holds a Bachelors and Masters
Degree in Engineering (Chemical
Engineering). MBA from Harvard
University and alumna of INSEAD.
Current external appointments:
• Wolseley Jersey Limited – NED
(appointed July 2022).
Past board roles include:
• Major State Agricultural
Department, Nigeria – CEO/MD
• Lafarge Africa PLC – MD
• Mouka Ltd (Nigeria) – CEO
Nicola Bruce
MA, MBA, FCMA
Non-Executive Director
Date appointed to the Board:
29 March 2023
Tenure on Board:
1 years 11 months
Committee memberships:
Independent: Yes
Relevant skills and experience:
Extensive experience as a
Remuneration Committee Chair.
Breadth of strategy, business
development and non-executive
director experience including within
residential property and building
materials sectors. Degree in PPE
from Oxford University, an MBA
from INSEAD and a Chartered
Management Accountant.
Current external appointments:
• MJ Gleeson Plc – NED,
Remuneration Committee Chair
and Audit and Nomination
Committee member (appointed
March 2023).
• Stelrad plc – NED, Remuneration
Committee Chair and Audit and
Nomination Committee member
(appointed October 2021).
• OFWAT – NED and Casework
Committee Chair (appointed
December 2020).
• Anchor Hanover Group – SID and
Remuneration Committee Chair
(appointed November 2018).
Past board roles include:
• Hanover Housing Association –
NED
• Civil Service Healthcare Society
– NED
• The Money Advice Service – NED
• De La Rue plc – Group Director of
Strategy & Business Development
Claire Hawkings
BSc (Hons), MBA
Non-Executive Director
Date appointed to the Board:
1 September 2018
Tenure on Board:
6 years 6 months
Committee memberships:
Independent: Yes
Relevant skills and experience:
BA (Hons) Degree in Environmental
Studies awarded by Northumbria
University. MBA from Imperial College
Management School. Fellow of the
Energy Institute. Fellow of Chapter
Zero. Sustainability leadership and
management expertise. Experience
in developing and delivery of
organisational strategies including
business process transformation,
leadership succession, and diversity
and inclusion. Significant experience
(30 years) in the energy sector in a
variety of international leadership
positions.
Current external appointments:
• Defence Equipment and Support
(MOD) – NED, interim
Remuneration Committee Chair,
Programme Review and Audit
Committee member (appointed
April 2021).
• James Fisher and Sons Plc – SID,
NED, and Audit, Remuneration
and Nomination Committee
member (appointed January
2022).
• FirstGroup plc – NED, Responsible
Business Committee Chair,
and Audit, Remuneration and
Nominations Committee member
(appointed January 2022).
Past board roles include:
• Tullow Oil Netherlands – Director
• Tullow Oil Bangladesh – Director
• Gujarat Gas Co. Ltd. – Director
• British Gas India Pvt. Ltd – Director
Justin Read
MA, MBA
Non-Executive Director
Date appointed to the Board:
1 January 2017
Tenure on Board:
8 years 2 months
Committee memberships:
Independent: Yes
Relevant skills and experience:
Educated at Oxford University and
holds an MBA from INSEAD.
Nine years as a CFO of FTSE-listed
companies. Financial and
management experience working
across a number of different industry
sectors, including real estate, support
services, building materials and
banking. Experience of managing
businesses across multiple
jurisdictions. Experience of strategy,
M&A, business development, investor
relations and capital raising.
Current external appointments:
• Grainger PLC – NED, SID, Audit
Committee Chair, and
Remuneration and Nomination
Committee member (appointed
February 2017).
• Affinity Water Limited – NED,
SID, Audit Committee Chair and
Remuneration & Nomination
Committee member (appointed
July 2020).
• Marshall of Cambridge (Holdings)
Ltd – NED, Audit & Risk
Committee Chair, and
Remuneration and Nomination
Committee member (appointed
October 2021).
Past board roles include:
• Carillion plc – NED (for a six-week
period from 1 December 2017)
• Segro plc – Group Finance
Director
• Speedy Hire plc – Group Finance
Director
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Ibstock Plc | Annual Report and Accounts 2024
Additional informationStrategic Report Financial StatementsGovernance
Board of Directors and Executive Team continued
Our restructured Executive Team
Joanne Hodge
BA (Hons), MCIPD
Group People, Sustainability
and Social Impact Director
Joined the business in January 2022
Relevant skills and experience:
BA Degree in Business and Finance
awarded by University of Coventry.
Member of Chartered Institute of
Personnel and Development.
Career which started as an Apprentice
and progressed through a number of
operational management roles before
moving to HR within a Global FMCG
organisation. Has since worked across
Finance and Logistics sectors and led
sizeable organisational and cultural
transformation programmes.
Nick Giles
MA, FCG
Group Company Secretary
Joined the business in July 2024
Relevant skills and experience:
Undergraduate degree in Business
Studies and a Master’s degree in
Business Law awarded by the
University of Portsmouth. Fellow of
the Chartered Governance Institute
UK and Ireland since 2008.
More than 20 years in senior company
secretarial, governance, legal and
compliance roles at FTSE 100 and 250
listed businesses. Broad experience
gained with companies across a range
of different sizes and sectors with
both UK and international operations
including publishing, FMCG,
engineering, lighting, and plastic
products.
Andrew Shepherd
Managing Director –
Ibstock Futures
Joined the business in July 2024
Relevant skills and experience:
Over 25 years of experience in the
built environment, from both a
contractor and client perspective.
Several years at Laing O’Rourke,
working in Canada, Australia and UK
hubs on the delivery of major
programmes of work. 4 years spent as
the Managing Director of TopHat,
Goldman Sachs’ modular housing and
development business. Andrew has
also lectured at the University of
Cambridge for 14 years on innovation
in the construction industry, as well as
being an adviser to HM Government
on several industry panels.
Christopher McLeish
BSc, ACA
Chief Financial Officer
Joined the business on 1 August 2019
Relevant skills and experience:
Member of the Institute of Chartered
Accountants in England and Wales.
Wealth of experience in key finance
leadership roles with a broad
background in manufacturing,
media and technology sectors.
Extensive experience of Group finance
and controls, as well as global shared
services operations. Demonstrable
success in a range of senior
operational, corporate and financial
communication roles. Experience in
digital transformation within complex,
global operating environments.
Joe Hudson
BA (Hons), FCIPD
Chief Executive Officer
Joined the business on 2 January
2018 (CEO since 4 April 2018)
Relevant skills and experience:
BA (Hons) Degree in Education
awarded by the University of Exeter.
General Management programmes at
INSEAD and London Business School.
Fellow of the Chartered Institute
of Personnel and Development.
Varied international career in general
management, operations and
strategic human resources in
Europe, North America and Africa.
Operational line management
experience in cement, plasterboard,
concrete products and construction
materials. Experience of large-scale
business combinations.
Chris Murray
BSc, MSc, MBA
Managing Director – Ibstock
Clay & Concrete
Joined the business in November 2023
Relevant skills and experience:
BSc in Civil Engineering, MSc in
Materials Handling Technology
awarded by Glasgow Caledonian
University and an MBA from
Newcastle Business School.
27 years of experience in FTSE
100 Manufacturing Companies.
20 years in Rio Tinto, starting as a
Graduate Engineer and moving onto
multiple Factory General Manager
roles and ultimately the Chief
Operating Officer for the Middle East.
Following Rio Tinto spent almost
7 years with DS Smith Managing
Director UK & Ireland.
Board members with employees at our Atlas Factory
64
Ibstock Plc | Annual Report and Accounts 2024
Corporate Governance Statement
Our purpose
and values
The construction industry plays a vital
part in the UK economy. Ibstock has
a clear and simple purpose: to build
a better world by being at the heart
of building through our vision of
enabling the construction of homes
and spaces that inspire people to work
and live better.
Our purpose is on page 18.
Our strategy
We have a clear strategy that is
informed by our purpose and aligned
with our responsible business
ambitions, underpinned by a culture
that is defined by our core values of
Teamwork, Trust, Care and Courage.
Our Strategy is on page 20.
Our culture
The Board is very proud of the culture
within Ibstock and each Director acts
with integrity to lead and promote the
desired culture.
More detail on page 67.
Application of the Code Principles
References to those parts of the Annual Report and Accounts (Annual Report) that
demonstrate how we have applied the main principles of the Code can be found below:
Board Leadership and Company Purpose
The Board is collectively responsible for the effective and entrepreneurial leadership of the
Group in order to ensure its long-term sustainable success, including the generation of value
for Ibstock’s shareholders and society as a whole. It achieves this by doing business that is
consistent with its purpose, vision and values whilst remaining clear on the interests of its key
stakeholders as well as its impacts on the environment.
Information on how the Board led the Company, establishing and overseeing the purpose,
values, strategy and integration of culture, ensuring that necessary resources are in place and
that stakeholder engagement was effective can be found on page 42.
Division of Responsibilities
The roles and responsibilities of key aspects of the Group’s governance framework can be
found on page 70.
Composition, Succession and Evaluation
The Nomination Committee Report on page 74 contain information on Board composition, the
process for appointments to the Board and wider succession planning, the Board evaluation
and effectiveness review procedures and the approach to induction, training and development.
Audit, Risk and Internal Control
Page 72 and the Audit Committee Report on page 80 contain information on financial and
business reporting, risk management, internal control and the internal and external audit
functions. The Audit Committee Report summarises the activities of the Committee for the
year, including areas of significant judgement.
Remuneration
The Directors’ Remuneration Report on page 86 contains information on the Company’s
Remuneration Policy as well as its application in 2024 and for the coming financial year.
Application and compliance with the Code
Compliance and Other Statements
The principles set out in the Code emphasise the value of good corporate governance
to the long-term sustainable success of listed companies. These principles, and the
supporting provisions, cover five broad themes and the Board is responsible for ensuring
that the Company has appropriate frameworks in place to comply with the requirements
of the Code. The Board believes that throughout 2024, the Company has applied the
principles and complied with the relevant provisions of the Code.
Robust assessment of emerging and
principal risks
The Board confirms that it has carried out
a robust assessment of the emerging and
principal risks facing the Group (including
those which would threaten the business
model, future performance, solvency,
liquidity or reputation), its appetite with
respect to those risks and the systems
required to mitigate and manage them.
Details on the review process are set out
on page 28. Further details on the
emerging and principal risks and
uncertainties can be found on page 29.
Annual review of systems of risk
management and internal control
The Board monitored the Group’s systems
of risk management and internal control
and carried out a review of their
effectiveness. The Board concluded that,
whilst there remained opportunities to
improve in certain areas, overall these
systems were effective. Details regarding
this review process are set out on page 85.
Section 172(1)
The s172(1) Statement is presented on
page 46.
Fair, balanced and understandable
The Directors consider that, taken as a
whole, this Annual Report is fair, balanced
and understandable and provides the
information necessary for shareholders to
assess the Group’s position, performance,
business model and strategy. Details on
the process for arriving at this conclusion
are set out on page 82.
Employee at our Power Park Factory
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Ibstock Plc | Annual Report and Accounts 2024
Additional informationStrategic Report Financial StatementsGovernance
Corporate Governance Statement continued
Board Leadership and
Company Purpose
An effective Board
The Board is collectively responsible for the
effective and entrepreneurial leadership of
the Group in order to ensure its long-term
sustainable success including the
generation of value for Ibstock’s
shareholders and society as a whole.
It achieves this by doing business that is
consistent with its purpose, vision and
values whilst remaining clear on the
interests of its key stakeholders as well
as its impacts on the environment.
Each member of the Board acts in a way
which they consider to be in the best
long-term interests of the Group and in
compliance with their duties under ss 170
to 177 of the Companies Act 2006.
Both the stakeholder engagement section
and the s. 172 (1) statement on pages 42
and 46 provide further information.
The main activities of the Board as set out
on page 66 also includes which
stakeholder groups were considered as
part of different agenda items during the
year.
Shareholders look to the Board for the
successful delivery of the Group’s strategy
and financial performance so the Board
and has established a framework of
prudent and effective controls that
enable risk to be assessed and managed.
More information on the risk management
and risk control framework can be found
in the Principal Risks and Uncertainties
section on page 28 and the Audit, Risk
and Internal Control section on page 72.
On a regular basis, we review our level of
oversight and the monitoring of risks over
a variety of areas including strategy,
acquisitions and disposals, capital
expenditure on new projects, finance,
people, and sustainability matters.
Activities of the Board in 2024
The key activities considered by the Board
during the year are set out below.
The Board recognises the value of
maintaining close relationships with its
stakeholders, understanding their views
and the importance of these relationships
in delivering our strategy and the Group’s
purpose. The Group’s key stakeholders and
their differing perspectives are taken into
account as part of the Board’s discussions.
You can read more in the stakeholder
section and our s.172 (1) statement on
page 46.
Board meetings follow a clear agenda that
is agreed in advance by the Chairman, in
conjunction with the CEO and Company
Secretary. Each meeting will start with a
review of the Group’s Health, Safety and
Environmental Performance and include a
number of standing elements including
reports on operational and financial
performance from the CEO and CFO and
legal and governance updates.
Details of the Directors’ attendance at the
scheduled meetings can be found on page
69.
Strategy and growth
• Review and approve the Strategic
Plan – Annually, the Board reviews,
challenges and approves the Strategic
Plan presented by the CEO and CFO.
• Strategy meeting – A dedicated
session is assigned to the consideration
and review of the Group’s strategy on
an annual basis. During this session, the
Board receive inputs from its key
advisers, the Executive Directors and
members of the senior management
teams.
• Acquisitions – The Board reviewed and
considered potential acquisition targets
and the broader pipeline of opportunity.
Health and safety
• Reports – The Board considers the
Health, Safety and Environmental report
from the Group’s Head of Health and
Safety, covering progress relative to
targets, updates on new projects and
initiatives, and analysis of any incidents.
A more detailed summary round up of
incidents is presented once a year.
• Health and safety culture – The Board
uses The Listening Post and factory visits
as opportunities to receive feedback on
the health and safety culture within
Ibstock.
Operational
• Operational performance reporting
–The CEO provides regular reports to the
Board.
• Site visits – Formal Board and
Committee visits were held at our
Throckley and Atlas sites during the year.
The Board members also visited several
sites outside of formal meetings.
During these visits, operational
performance is discussed with the
Factory Managers.
Financial
• Financial performance reporting
– The Board receives a pack of financial
data on a regular basis that provides
sufficient information on Ibstock’s
trading and financial position for historic
periods as well as forward-looking
forecast and budgets. Longer-term plans
and information on the Group’s banking
relationships is also provided.
• 2025 Budget – The Board discussed
and challenged the 2025 Budget
presented by Management.
Risk Management
and Internal Control
• Risk management – Following a
detailed review by the Audit Committee,
the Board review Ibstock’s approach to
risk management, risk appetite and the
Group’s risk register twice a year.
• Internal controls – Upon guidance
from the Audit Committee, the Board
review the internal risk management
framework and internal controls.
Governance
• Formal governance updates – Formal
updates on governance are provided by
the Group’s advisers.
• Governance updates – The Board
receives updates on other major legal,
governance or compliance
developments at each meeting from the
Group Company Secretary.
• Board evaluation – This year, the
Board discussed the findings and agreed
the action plan from the internal Board
Effectiveness Review.
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Section 172 Approach
The needs of our different stakeholders
as well as the consequences of any
decision in the long term are well
considered by the Board. This includes
those decisions which involve the
competing interests and priorities of our
key stakeholders. We remain clear on the
overriding duty to promote the success
of the Company placed on the Board
and other senior managers within the
Group and that conflicts between
differing interests can often arise.
Principal Decisions during 2024
It is acknowledged that it is not possible for
all of the Board’s decisions to result in a
positive outcome for every stakeholder
group. When making decisions, the Board
considers the Company’s purpose, vision and
values, together with its strategic priorities,
and takes account of its role as a responsible
business. By doing this, the aim is to ensure
that decisions are robust, sustainable and
drive long-term success for the Company.
The main areas of Board activity can be
found above. All of these areas involve
a range of inputs from stakeholders which
are communicated to the Board in a
variety of different ways. We detail below
how the Board factored stakeholders, and
the information we received through
engagement, into three principal decisions
in 2024. When making each decision, the
Board carefully considered how it
impacted the success of the Group, its
long-term (financial and non-financial)
impact and had due regard to the other
matters set out in section 172(1)(a) to (f)
of the Companies Act 2006.
Matter Discussed
Stakeholders
considered How we considered these stakeholders Decision
Dividend Shareholders,
employees,
pension
trustee
The Board is conscious of the importance of the ordinary dividend as an
income stream for many of our shareholders and, taking into account the
financial position of the Company and underpinned by the continued
confidence in the financial strengths and prospects of the business , the
directors decided that it was appropriate to pay interim and final dividends
totalling 4.0p per share. The Board will keep the dividend policy under review
to ensure that it remains appropriate and continues to be in the interests of
the Company’s other stakeholders.
The decision was
taken to pay a
final and a interim
dividend
Future Focus Shareholders,
employees,
customers
The Group has taken significant steps to upgrade its asset footprint and
strengthen the capability of its teams over recent years. In order to sharpen
our focus on execution, and align everyone across Ibstock with our ambitious
strategic goals, during the second half of 2024 we defined a new set of 5
focus areas under the banner of a unifying “North Star” objective. These areas
cover: Obsessive Customer Experience; Ibstock’s Safe Reliable Production
Systems; Sector Innovation; Sector Leading Sustainability & Social Impact;
and People & Culture.
The definition of
a new set of 5
strategic focus
areas under the
banner of a
unifying “North
Star” objective
Ibstock
Futures
Shareholders,
employees,
customers
During October, we took the decision to restructure our glass fibre reinforced
concrete (GRC) activities, which form a small part of the Ibstock Futures
business unit. While we continue to see significant opportunities for GRC
technology over the medium term, additional work needs to be completed on
an appropriate model before we make material further investment.
The decision was
made to
restructure the
GRC activities
Our purpose, values and Culture
The construction industry plays a vital part in
the UK economy. Ibstock has a clear and
simple purpose to be at the heart of building
and enable the construction of homes and
spaces that help people live better lives with
its range of innovative clay and concrete
building products as we have been doing for
over 200 years. We have a clear strategy that
is informed by our purpose and aligned with a
responsible business ambition underpinned
by a culture that is defined by our core values
of Trust, Care, Teamwork and Courage.
Strategy sessions form part of the annual
Board cycle that is prepared by the Chairman,
CEO and Group Company Secretary.
The Board aims to ensure that these values
are integrated into decision-making and
that the policies and procedures we put in
place are consistent with and support our
culture. Where behaviour is not aligned with
these values, the Board and management
seek to ensure that appropriate action is
taken. The Board has not needed to seek
corrective action during 2024.
We monitor culture through updates on
new initiatives and the development of
plans provided by the CEO and the Director
of People, Sustainability and Social Impact.
In addition, the Board receives a written
update following meetings of the Listening
Post, our chosen method of workforce
engagement and referenced below, as this
serves as a good bellwether for views within
the wider business.
The Board also considers the following:
Health, Safety and Wellbeing
The Board receives and discusses a detailed
update on health and safety at the start of every
Board meeting. This allows the Board to monitor
the development and implementation of
initiatives to improve safety as well as Ibstock’s
prioritisation of completing safety actions.
The CEO and senior leaders continuously monitor
the Group’s safety performance, starting all
internal communications with a focus on driving
health and safety prioritisation throughout the
Group. The Group recognises factories that meet
key milestone dates without Lost Time Incidents.
Operational Excellence
The Board received regular updates on
performance and discussed and approved
actions required to manage our cost and
capacity. When discussing such proposals, a
keen focus was given on the approach Ibstock
will take to this work to ensure that the strong
collegiate culture is not impacted by the
necessary actions taken.
Environmental Performance
Through the Sustainability Committee, the
Board receives regular updates on the Group’s
performance against our ESG targets.
Product Innovation
The Board and its Committees receive updates
on new product innovation within their
meetings. During 2024, the Sustainability
Committee received training on Environmental
Product Declarations (EPDs) and monitors the
EPD publication programme.
Customer Experience
The Board monitors our customer experience
culture through updates of customer feedback,
sales figures and customer surveys.
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Additional informationStrategic Report Financial StatementsGovernance
Corporate Governance Statement continued
Digital Transformation
The Board received an update during the 2024
year on the progress made on our digital
strategy whilst the Audit Committee also
considered cyber and information security at a
meeting in November 2024.
Core Investment culture
The Board received regular updates in their
meetings on growth opportunities and
discussed diversified growth opportunities
during the Board Strategy meeting.
Stakeholder interests
The Board recognises the value of maintaining
close relationships with all of its stakeholders,
understanding their views and the importance
of these relationships in delivering our strategy
and the Group’s purpose.
The Board has a good understanding of its
key stakeholders and recognises the interests,
importance and value of each relative to the
Group’s business and strategy. This is based
on regular engagement with these groups
over a number of years.
An overview of the group’s key stakeholders
including a summary of the methods of
engagement and information on how their
interests have been taken into account in board
decision making can be found from page 42
of the Strategic Report. Some examples of
principal board decisions that were discussed
during the year and how the Board considered
these stakeholder groups can be found on
page 67.
Workforce engagement
The Listening Post, an employee forum
comprising members of the Board, the CEO,
Group People, Social Impact and Sustainability
Director and employee representatives, is our
method of engagement with the workforce.
Whilst not one of the methods set out in the
Code, the Listening Post is a combination of
being a workforce advisory panel with
non-executive director representation.
Shareholder engagement
Throughout the year, the Board engaged with
Ibstock shareholders through multiple formal
channels including those below.
Investor meetings
As part of the Group’s annual financial calendar,
the CEO and CFO conduct a round of meetings
with analysts and investors following the
announcement of the full-year and half-year
results. Other meetings are arranged as and
when requested. During the 2024 financial year,
we held over 90 meetings with groups of
existing and potential investors.
The Chair seeks regular engagement with the
Company’s major shareholders in order to
understand their views on governance and
performance against the strategy whilst the
Committee Chairs also engage on significant
matters related to their area of responsibility.
Louis Eperjesi, our Senior Independent Director
(SID), was available to shareholders throughout
the year if they have concerns that contact
through the normal channels has failed to
resolve or for which such contact is inappropriate.
Investor visits
Interested institutional investors are provided
with opportunities to visit the Group’s
operational sites and are encouraged to do so in
order to increase their understanding of
Ibstock’s business.
Shareholder feedback
The Chair ensures that the whole of the Board
has a clear understanding of the views of
shareholders. There is an effective flow of
communication between the Board and all
shareholders, particularly with regard to
business developments and financial results.
The Board aims to communicate on a regular
basis and at present the Company utilises news
releases, investor presentations and Company
publications, and will expand communication
channels as appropriate.
The Company’s brokers prepare a report that
provides anonymised objective feedback
received from investors following those
meetings. The report is shared with all members
of the Board, who act upon the feedback as
necessary. The Executive Directors also provide
feedback on their conversations with investors,
which provides an opportunity for all Non-
Executive Directors to develop a better
understanding of the views of Ibstock’s major
shareholders. Further information on
engagement with shareholders can be found
in the Stakeholder engagement section on
page 42.
Annual General Meeting (AGM)
Ibstock’s AGM will be held on 15 May 2025.
Any shareholder who wishes to ask a question
can do so in advance of the meeting.
Please email company.secretariat@ibstock.co.uk
with any questions prior to the start of the AGM.
We endeavour to answer as many questions
as possible and will respond by email if we
are unable to answer your question during
the meeting.
Details of the arrangements together with the
resolutions to be proposed at the AGM can be
found in the Notice of Meeting (Notice).
The Notice, together with explanatory notes on
the resolutions to be proposed and full details of
the deadlines for appointing proxies, will be
circulated to all shareholders at least 20 working
days before the AGM, together with this Annual
Report. This document will also be available on
our website www.ibstock.co.uk. Results of voting
at the AGM are announced to the London Stock
Exchange following the meeting and are then
published on the Company’s website.
Annual Report
Our Annual Report is available to all
shareholders and we aim to make our
Annual Report as accessible as possible.
Shareholders can opt to receive a hard copy
in the post, a PDF copy via email or download
a copy from our website. In line with our
sustainability ethos we encourage you to view
a digital copy of our Annual Report where
possible. However, if you require a hard copy
of the Annual Report please contact the Group
Company Secretary.
Corporate website
Our corporate website has a dedicated investor
section with Company information and results,
our Annual Reports, results presentations
(including webcasts) and an investor news
section including information which may be of
interest to our shareholders. We recognise that
continual improvement is necessary and in
recognition of feedback received around the
current website’s suitability and ease of use we
have begun a project to upgrade and refresh the
website to take account of these comments and
to make it more useful and intuitive to all users
going forward.
Conflicts of interest
A register of conflicts of interest is maintained
by the Company Secretary and considered by
the Board twice a year. The Company’s Articles
of Association, which are in line with the
Companies Act 2006, allow the Board to
authorise potential conflicts of interest that
may arise and to impose limits or conditions,
as appropriate, when giving such authorisation.
During the year, and as at the date of this
report, apart from those relating to directorships
of other companies, no conflicts had been
reported to the Board.
Any concerns of the Directors around the
operation of the Board or the management of
the Company and that cannot be resolved are
recorded in the Board minutes. Directors are
asked to provide a written statement to the
Chairman for circulation to the Board should
they have such concerns when they resign
from the Board.
Whistleblowing
Although the Audit Committee reviews the
operation of Ibstock’s whistleblowing
arrangements, the Board retains responsibility
and receives a consolidated report setting out
those material incidents that have been
reported under the Company’s Whistleblowing
Policy on a half yearly basis. This provides
appropriate oversight of the arrangements in
place for our employees to raise legitimate
concerns, in confidence, about any matter
including those related to financial reporting,
health and safety or other improper conduct.
Having reviewed these reports, the Board
concurred with the actions taken by
management and were satisfied that this
provided an appropriate level of assurance that
confirmed the system was working and that all
members of the workforce were familiar with the
procedures in place.
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Ibstock Plc | Annual Report and Accounts 2024
The Board has clearly defined the roles of the Chair, CEO and Senior Independent Director (SID) and, as required by the Code,
the roles of Chair and CEO are not being exercised by the same individual.
Full details of the roles and responsibilities of all parts of the Group’s governance arrangements including those concerning the Chair,
CEO and SID can be found on the Company’s website and on the next page.
Board
Audit
Committee
Remuneration
Committee
Nomination
Committee
Sustainability
Committee
Jonathan Nicholls 7/7 – 4/4 7/7 –
Joe Hudson 7/7 – – – 4/4
Chris McLeish 7/7 – – – –
Justin Read 7/7 4/4 4/4 7/7 –
Louis Eperjesi 7/7 4/4 4/4 7/7 4/4
Claire Hawkings 7/7 4/4 4/4 7/7 4/4
Peju Adebajo 7/7 4/4 4/4 6/7
*
4/4
Nicola Bruce 7/7 4/4 4/4 7/7 –
* Peju Adebajo was unable to attend one meeting date due to an unavoidable conflict with another meeting. She received papers on all matters to be discussed at the meeting and
provided the Board, Chair, CEO and other members with comments and questions prior to the meeting.
Executive
Chief Executive Officer
Executive Team
Senior Leadership
Team
Core Leadership
Team
Futures Leadership
Team
Net Zero Leadership
Team
Management
Operational and Project Teams
Operational
Board of Directors
Chair of the Board
Board
Audit
Committee
Remuneration
Committee
Nomination
Committee
Sustainability
Committee
Disclosure
Committee
Senior Independent
Director
Governance Statement
Division of responsibilities
Meeting attendance
The Ibstock Board holds seven or eight scheduled meetings during the year, one of which will be an off-site strategy session.
If Directors are unable to attend a meeting because of exceptional circumstances, they continue to receive the papers in advance of
the meeting and have the opportunity to discuss with the relevant Chair or the Company Secretary any matters on the agenda which
they wish to raise. Feedback is also provided to the Director on the decisions taken at the meeting.
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Additional informationGovernance Financial StatementsStrategic Report
Governance Statement continued
Roles and responsibilities
Chair
The Chair is responsible for the leadership and effectiveness of the Board. The Chair, with the assistance of the CEO and
the Group Company Secretary, sets the agenda for Board meetings, manages the meetings (in conjunction with the
Group Company Secretary) and facilitates open and constructive dialogue during those meetings. The Chair may also
hold meetings with the Non-Executive Directors without the CEO and CFO being present.
The Board
There are a number of key areas that are specifically reserved for the decision of the Board. A list of these can be found on
our website www.ibstock.co.uk.
Other matters, including the day to day management of the Group, may be delegated to the Executive Directors.
Although a wide range of the Board’s powers and authorities are delegated to the CEO, the Board retains ultimate
responsibility and authority for their exercise.
The Board approves the Group’s governance framework, taking into account contributions from Board Committees in
their specialist areas such as remuneration policy, internal controls and risk management and succession planning.
Independent
Non-Executive
Directors
The Non-Executive Directors provide an external perspective, sound judgement and objectivity to the Board’s
deliberations and decision-making. With their diverse range of skills and expertise, they support and constructively
challenge the Executive Directors, and monitor and scrutinise the Group’s performance against agreed goals and
objectives. The Non-Executive Directors are also responsible for determining appropriate levels of executive remuneration,
appointing and removing Executive Directors, and succession planning through their membership of the Remuneration
and Nomination Committees. The Non-Executive Directors together with the Chair meet regularly without any Executive
Directors being present.
Senior Independent
Director (SID)
The SID provides advice to the Chair and serves as an intermediary for the other Directors and shareholders. The
Non-Executive Directors meet without the Chair present at least annually to appraise the Chair’s performance, and on
other occasions as necessary.
Board Committees
The Board has five main committees: the Audit Committee, Nomination Committee, Remuneration Committee,
Sustainability Committee and the Disclosure Committee.
The Terms of Reference for each Committee are available on the Group’s website www.ibstock.co.uk.
Chief Executive
Officer (CEO)
The CEO has specific responsibility for recommending the Group’s strategy to the Board and for delivering the strategy
once approved. In undertaking such responsibilities, he is supported by the ET and other Board colleagues. The CEO and
CFO monitor the Group’s operating and financial results and direct the day to day business of the Group. The CEO is also
responsible for the recruitment, leadership and development of the ET.
Chief Financial
Officer (CFO)
The CFO is responsible for the financial matters in the Group. He supports the CEO in the achievement of the Group’s
strategic objectives and manages the relationships with Ibstock’s investors and analysts. Further information can be
found in the Group Financial Review on page 36.
Executive Team (ET)
The ET has been established to support the CEO’s management of the business on a day to day basis and exercise of any
authority delegated to him by the Board. Members of the ET include the Chief Financial Officer, the Managing Director
– Clay & Concrete, the Managing Director – Ibstock Futures, the Group People, Sustainability and Social Impact Director
and the Group Company Secretary. Formal meetings are held on a monthly basis with weekly catchup calls diarised to
ensure all appropriate matters receive time and consideration by this group.
Board support and
the Group Company
Secretary
The Group Company Secretary supports and works closely with the Chair, the CEO and the Chairs of the Board
Committees in setting agendas for meetings of the Board and its Committees. He ensures accurate, timely and clear
information flows to and from the Board and the Board Committees, and between Directors and senior management.
In addition, he supports the Chair in designing and delivering Directors’ induction programmes and the Board and
Committee performance evaluations, advises the Board on corporate governance matters and Board procedures,
and is responsible for administering the Share Dealing Code and the AGM.
The Directors of all Group companies, as well as the Board, have access to the advice and services of the Group Company
Secretary, although independent external legal and professional advice can also be taken when necessary to do so.
Furthermore, each Committee of the Board has access to sufficient and tailored resources to carry out its duties.
The appointment and the removal of the Group Company Secretary is a matter for the Board as a whole.
Directors’
Availability
The Board is content with the level of external directorships held by the Chair and the Independent Non-Executive
Directors, as these do not impact on the time that any Director devotes to the Company. The Board is satisfied that
Directors have sufficient time to perform their duties and, furthermore, the Board believes that this external experience
serves to enhance the capability of the Board.
Independence
The independence of the Non-Executive Directors is considered on an annual basis by the Nomination Committee on
behalf of the Board and, following this year’s review, it was concluded that all of the Non-Executive Directors continue to
remain independent in character and judgement and are free from any business or other relationships that could
materially affect the exercise of their judgement. The balance of skills and experience ensures that no one individual or
small group of individuals dominates the Board’s decision-making processes. The Board and Nomination Committee also
review Committee membership annually to ensure that undue reliance is not placed on individuals.
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Nomination Committee
The Board has established a Nomination
Committee to which it has delegated a
number of responsibilities. Information on
the Committee’s composition, together
with the principal activities carried out
during the year, are included in the
Nomination Committee Report on page 74.
Board composition
The Board comprised eight Directors at the
year end: two Executive Directors and six
Non-Executive Directors. Over half of our
Board (excluding the Chair) are deemed
independent Non-Executive Directors and
the composition of all Board Committees
complies with the Code. Additionally, the
Chair was considered independent on his
appointment.
The Committee is responsible for regularly
reviewing the composition of the Board.
The Board and its Committees benefit
from a combination of skills, experience
and knowledge drawn from across several
industries and functional roles. Length of
tenure and the range of skills and
experience of the Board can be found in the
Directors and Executive section on pages 62
and 63.
Appointments and succession
The Nomination Committee leads the
process for the appointment of new
Directors to the Board. Appointments are
made on merit and measured against
objective criteria set with regard to the
benefits of a diversified Board. The process
is a formal, rigorous and transparent
procedure. Effective succession plans are
maintained for Board and senior
management.
The Board and the Nomination Committee
considered Board succession and that of
the wider ET during the course of the year
to ensure that the Board has the right mix
of skills and experience, as well as the
capability to provide constructive
challenge and promote diversity.
Process and methodology
The Board undertook an evaluation of
its own performance, and that of its
Committees and the individual Directors
in respect of the year under review.
When conducting its annual evaluation,
the Board considers its composition,
diversity and how effectively members work
together to achieve the Group’s objectives.
The Chair conducts individual evaluations
of the Non-Executive Directors to determine
whether they have made an effective
contribution to the Board.
Having completed an external evaluation
during the 2023 financial year, the process
this year was internally facilitated, and
supported by the Group Company
Secretary. A questionnaire was completed
by all members of the Board which
included questions around the Group’s
strategy, effectiveness and accountability.
The process provided the Board with the
opportunity to make specific comments in
response to a series of open questions.
The results were collated by the Group
Company Secretary and a report provided
to the members of the Board for review.
Individual evaluation
The SID spoke with the Non-Executive
Directors, in the absence of the Chair, to
appraise the Chair’s performance, taking
into account the views of Executive
Directors. The review concluded that the
Chair’s performance continued to
be effective and that he demonstrates
commitment to the role. The SID informed
the Chair of the review’s findings.
The Chair met with all Non-Executive
Directors individually to conduct an
appraisal of their performance.
The reviews concluded that the
Non-Executive Directors continued to
be effective and had demonstrated
commitment to their roles.
Outcomes
Board effectiveness reviews, by their very
nature, can feel somewhat negative given
that the outcome is primarily a discussion of
areas for improvement. As a balance the
review identified many positive aspects of the
current operation of the Board and showed
that the Board is effective in most areas, is
well led, and that the Directors challenge
constructively. The evaluation concluded that
the Board and its Committees continued
to provide effective leadership and exert
the required levels of governance and control
and that each Director continued to
contribute effectively and demonstrate
commitment to his or her role.
A number of recommendations, notably
around training requirements, committee
advisory relationships and the content of
Board deep dive sessions, were discussed
by the Board and it was agreed that a
formal action plan would be developed
with support from the Group
Company Secretary to address the
recommendations. This plan would form a
standing part of the activities of the Board
over the course of the coming year.
Induction, training and development
All new Directors receive a tailored
induction programme upon joining the
Board and additional training is made
available to members of the Board in
accordance with their requirements.
The Nomination Committee reviewed the
training requirements of the Board and
agreed upon a suitable regime for training
and information flows to enable the
Directors to satisfy their training and
development needs. Information provided
to the Board included updates on
developments on Corporate Governance,
the regulatory framework and accounting
matters. The Chair and the Group
Company Secretary will continue to
identify broader areas of training for the
Board as a whole and the Chair will discuss
and agree the training requirements with
individual Directors as and when required.
Directors may, at the Company’s expense,
take independent professional advice and
are encouraged to continually update their
professional skills and knowledge of the
business.
Re-election of Directors
All Directors are subject to annual
re-election and, with the exception of
the current Chair, who will be standing
down from the Board, intend to submit
themselves for re-election at the 2025
AGM. The Notice sets out the reasons
why the Board considers their respective
contributions to be and to continue to be
important to the Company’s long term
sustainable success.
Composition, Succession and Evaluation
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Additional informationStrategic Report Financial StatementsGovernance
Governance Statement continued
Audit Committee
The Board has established an Audit
Committee to which it has delegated a
number of responsibilities. Information on
the Committee’s composition, its role,
together with information regarding the
principal activities that it carried out during
the year, are included in the Audit
Committee Report on page 80. The Board
considers that the Chair of the Audit
Committee, Justin Read, possesses the
level of recent and relevant financial
experience required and that the
Committee, as a whole, has competence
relevant to the sector in which the Group
operates. Additional information on the
skills and experience of the members of
the Audit Committee can be found in the
Board of Directors and Executive Team
section on page 62.
Financial and business reporting
The Board has established arrangements
to ensure that reports and other
information published by the Group
provide a fair, balanced and
understandable assessment of Ibstock’s
position and prospects. The Strategic
Report on pages 2 to 59 explains the
Group’s Business Model and the strategy
for delivering the objectives of the Group
and a statement on the Group as a going
concern and the Viability Statement is set
out on page 58.
The long-term business plan, annual
budget and material investment proposals
are formally prepared, reviewed and
approved by the Board.
A clearly defined organisation structure is
in place, with clear lines of accountability
and appropriate division of duties.
The Group’s financial regulations specify
authorisation limits for individual
managers with all material transactions
being approved by the Board.
Consolidated financial results, including a
comparison with budgets and forecasts,
are reported to the Board at each meeting,
with variances being identified and
understood so that mitigating actions
can be implemented, where appropriate.
Monthly Divisional meetings are held,
attended by Executives, representatives
from the Group Finance function and local
senior management. These meetings
provide an opportunity for a detailed
review of performance and to identify
any issues or trends.
Half-year and annual consolidated
accounts are prepared and verified by
the finance team, and reviewed by the
Executive Directors and the External
Auditor. The accounts are then considered
by the Audit Committee, which makes a
recommendation in respect of their
approval to the Board. The Board then
reviews and approves the accounts prior
to the announcement of the half-year and
annual results.
The Board considers that the processes
undertaken by the Audit Committee are
appropriately robust, effective and in
compliance with the guidelines issued by
the FRC. During the year, the Board has
not been advised by the Audit Committee
on, or identified itself, any failings, fraud or
weaknesses in internal control which have
been determined to be material in the
context of the financial statements.
Further details of the review work carried
out by the Audit Committee in relation to
the 2024 Annual Report can be found in
the Audit Committee Report on page 80.
Viability Statement
The approach to the Viability Statement
and the statement itself are set out on
pages 58 to 59.
Risk management and internal
control systems
The Board has overall responsibility for the
Group’s system of risk management and
internal control, including the setting of
risk appetite. The Audit Committee has a
key role to play in overseeing risk
management and internal controls and
advising the Board. More information on
page 84.
The Board is responsible for reviewing the
effectiveness of risk management and
internal control systems and specifically
that:
• There is an ongoing, systemised process
for identifying, evaluating and
managing the principal risks faced by
the Group.
• This system has been in place for the
year under review and up to the date
of approval of this Annual Report.
• The system is regularly reviewed by the
Board.
During the year, the Board has directly, or
through the Audit Committee, overseen
and reviewed the development and
performance of risk management activities
and practices and the systems of internal
control in place across the Group. As a
result, the Board is satisfied that the risk
management and internal control systems
that are in place remain robust and
effective.
The Board delegated the responsibility
for conducting the work required for it
to provide the ‘fair, balanced and
understandable’, ‘going concern’ and
‘viability’ statements to the Audit
Committee. In conducting this work, the
Audit Committee acts on behalf of the
Board and its activities remain the
responsibility of the Board.
The relevant Board statements on these
matters are set out on page 65.
The principal risks and uncertainties are set
out on pages 28 to 32.
Risk management cycle
Risk appetite
Risk appetite is defined as the amount and
type of risk we are willing to pursue or
retain in order to meet our strategic
objectives. Our assessment of risk appetite
is guided by our vision and mission and
informed by our strategic objectives. It is
used as a measure against which all of our
current and proposed activities are tested.
Risk appetite is reviewed annually to
ensure that it is aligned with strategy.
Risk management framework
A risk management framework is in place
across the Group which includes risk
appetite. Each business is expected to
adhere to the Group risk framework and to
report regularly on its risk registers and key
risk indicators, but, if appropriate, the
Group framework may be customised to
local requirements as long as minimum
standards are met. A mechanism exists to
extend the Group’s risk framework to any
significant new business that is acquired or
established immediately upon acquisition
or start-up. Oversight of the risk
management framework and process is
provided by the Group Financial Controller,
Divisional risk teams, the Audit Committee
and, ultimately, the Board.
Audit, Risk and Internal Control
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Risk management assessment process
Our assessment of risk is approached from
a top-down and a bottom-up perspective.
Through the ET, we identify Group
Enterprise Risks, which are those risks that
directly link to our business model and
strategy. At a Divisional level, each
business identifies strategic and
operational risks, which are captured on
detailed risk registers. Divisions are also
required to ensure that risks designated by
the Group to be ‘critical’ risks are actively
managed. These are risks where
compliance with a minimum level of
control is considered to be non-negotiable
(an example of a ‘critical’ risk is health
and safety). Best practice in respect of
identifying and mitigating ‘critical’ risks
is shared across the Group.
All risks are assessed in respect of likelihood
and impact based on the materiality
matrix included in the Group risk
framework. Risks are then scored on a
mitigated and unmitigated basis and rated
as high, medium or low. Consideration is
given to whether risks are within or outside
appetite and particular attention is given
to the controls that are in place and the
actions being taken to mitigate the risks.
Incidents are recorded and reported on at
the relevant risk meetings.
Risk registers are reviewed at Divisional
risk meetings, with the ET and the Audit
Committee having regular oversight of
both the Group Enterprise Risks and the
principal risks identified by each Division.
Internal control
The Group’s internal control systems are
designed to manage, rather than
eliminate, the risk of failure to achieve
business objectives. They are based on
assessment of risk and a framework of
control procedures to manage risks and
to monitor compliance with procedures.
The internal control systems are designed
to meet the Group’s particular needs and
the risks to which it is exposed and, by their
nature, can provide only reasonable, not
absolute, assurance against material loss
to the Group or material misstatement
in the financial accounts. The overall
responsibility for Ibstock’s system of
internal control and for reviewing its
effectiveness rests with the Board but this
responsibility has been delegated to the
Audit Committee. Further details of the
review and monitoring procedures can be
found within the Audit Committee report
on page 83.
The Group employs a third party specialist,
RSM LLP, to provide internal Audit Services.
Internal Audit acts as the 3rd line of
defence. In order to ensure the
independence of the Internal Audit
function, RSM’s primary reporting line is
to the Chair of the Audit Committee.
The Internal Audit function fulfils its role
and responsibilities by delivery of the
annual, risk-based audit plan. There are no
restrictions on the scope of Internal
Audit’s work.
A report is issued after each audit which
provides an opinion on the control
environment and details any issues found.
Internal Audit then works with the
businesses to agree remedial actions,
which are tracked to completion.
RSM attends and reports to every Audit
Committee meeting.
Internal and External Audit
Details of the Internal Audit function and
the External Auditors are provided in the
Audit Committee Report on page 84.
The Board is satisfied that the necessary
policies and procedures are in place to
ensure the independence and
effectiveness of both.
Remuneration
The Remuneration Committee
The Board has established a Remuneration
Committee, which has delegated
responsibility for determining the policy
for executive remuneration and setting
remuneration for the Chair of the Board,
CEO and members of the ET including the
Company Secretary. When doing so, the
Remuneration Committee takes account of
wider workforce remuneration and related
policies and the alignment of incentives
and rewards with culture. Further details
of the work of the Committee are set out
from page 86.
Remuneration Policy
The proposed Executive Remuneration
Policy for approval at the 2025 AGM and
details of the remuneration packages of
individual Directors are set out on pages
93 to 101. During the year no individual
Director was present when their own
remuneration was determined.
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Additional informationStrategic Report Financial StatementsGovernance
Committee Reports
Jonathan Nicholls
Chair of the Nomination Committee
Role and responsibilities
The key responsibilities of the Committee are to:
• Develop and maintain a formal, rigorous and transparent
procedure for making recommendations to the Board on
appointments and on the structure, size and composition of
the Board
• Ensure that planning is in place for orderly succession of both
the Board and senior management positions
• Oversee the development of a diverse pipeline of talent
for succession
• Evaluate the balance of skills, diversity, knowledge and
experience of the Board
• Prepare a description of the role and capabilities required for
a particular appointment and lead the recruitment process
• Identify and nominate, for the approval of the Board,
candidates to fill Board and senior management vacancies,
ensuring that candidates have the necessary skills, knowledge
and experience to effectively discharge their responsibilities
• Review the time commitment required from Non-Executive
Directors and evaluate the membership and performance of
the Board and its Committees
• Ensure that evaluations of the effectiveness of the Board and
its Committees, and performance assessments of the Chair,
the Chief Executive Officer, and the Chief Financial Officer are
undertaken annually
• Recommend, where appropriate, the re-election of Directors
Read more – The Committee’s Terms of Reference are
available in full at www.ibstock.co.uk
Main activities of the Nomination Committee during 2024
• Reviewed and supported initiatives to support improved
diversity, economic and social benefit throughout the Group,
as we are conscious that this needs to be an area of focus for
Ibstock as a leader within the building sector.
• Reviewed succession plans for key members of the Board,
including the Chair.
• In a process that has been led by the Senior Independent
Director (SID), Louis Eperjesi, with the support of Russell
Reynolds, a specialist third party recruitment specialist, the
Committee has overseen , the search for a new Chair to replace
Jonathan Nicholls when he steps down in May 2025 at the
AGM.
Committee purpose
The Nomination Committee (the Committee) leads the process
for appointments, ensures plans are in place for orderly succession
to both the Board and senior management positions, and
oversees the development of a diverse pipeline for succession.
Membership, meetings and attendance
Membership comprises the independent Non-Executive
Directors with support from the Group’s Company Secretary.
Details of meeting attendance can be found on page 69.
The Committee met on seven occasions during the year.
Member Membership dates
Meeting
attendance
%
attendance
Jonathan Nicholls (Chair) 22 September 2015 7/7 100%
Peju Adebajo 26 November 2021 6/7 86%
Nicola Bruce 29 March 2023 7/7 100%
Louis Eperjesi 1 June 2018 7/7 100%
Claire Hawkings 1 September 2018 7/7 100%
Justin Read 1 January 2017 7/7 100%
Read more – Biographies of the Committee members are on
page 62.
Nomination Committee
Report
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Ibstock Plc | Annual Report and Accounts 2024
Board Diversity Policy
Objectives
We are committed to promoting equal opportunities in employment and apply this policy to all Board Committees. As an organisation
we believe that by providing a harmonious working environment, all employees should be able to maximise their potential and
contribute to our success. Ibstock’s Diversity and Inclusion Policy, which applies to all employees, supports our Diversity and Inclusion
Strategy, and Working Group activities, which aim to increase diversity and promote inclusion within our workforce.
Policy objectives Implementation Progress against objectives
The Board acknowledges and supports the
recommendations of the FTSE Women Leaders’ (previously
the Hampton-Alexander) and Parker reviews. Within this
context, we will continue to make appointments which
reflect our strategic aims to sustain, innovate and grow our
business, with due regard for the need for diversity on the
Board. On a comply or explain basis, we will continue to
report on the diversity of our Board composition with
reference to the voluntary targets outlined within these
reviews in our Annual Report and Accounts, and in
compliance with legal and regulatory requirements as may
be applicable from time to time.
The policy is considered and approved
by the Board on an annual basis and is
publicly available on our website at
www.Ibstock.co.uk.
The results for the period under review
can be found in the table below.
Ibstock maintained Board gender
diversity of 37.5% through 2024.
The Nomination Committee adopts
the objectives in the policy when
approaching all recruitment activity for
the Board and the Board’s Committees.
Similarly, these objectives apply to
Executive Team recruitment and the
broader senior management team.
We have refined and clarified our
diversity disclosures within this Annual
Report and Accounts.
Succession Planning
The composition of the Board is constantly
under review with the aim of ensuring that
it has the depth and breadth of skills to
discharge its responsibilities effectively.
The Committee, through its oversight of
succession planning, applies a similar
approach to the layer of management
that sits immediately below the Board, the
Executive Team.
The Committee aims to ensure that the
Board and senior management are well
balanced in the skills and experience
appropriate for the needs of the business
and the achievement of the Company’s
strategy. Furthermore, the Committee
ensures that the Board includes Non-
Executive Directors who are appropriately
experienced and are independent in
character and judgement.
In line with good practice, given the tenure
of Justin Read as Audit Committee Chair,
the Committee considered and concluded
that he remains independent, when
reviewing the independence of all our
Non-Executive Directors.
To support this, the Committee has
developed a skills matrix of the Board
Directors which is used to better
understand the training requirements of
the Board, as well as to understand the
skills and experience requirements within
the Board’s succession plans.
Recruitment agency
To assist with the search to appoint a new
Chair, the Committee appointed Russell
Reynolds, a specialist third party
recruitment agency which has no other
connection to the Company or to
individual Directors.
Board Diversity
UK Listing Rules Statement
As required by LR 6.6.9R(11) Ibstock
collects diversity data from the Board and
wider workforce through diversity data
collection surveys In accordance with the
Listing Rule (LR 6.6.6R(9)(a)), Ibstock
confirms that as at 31 December 2024,
and as at the date of this report:
• Ibstock has not met the target that at
least 40% of the board of directors are
women. 37.5% of the board of directors
are women.
• Ibstock has not met the target that one
of the following senior positions on its
board of directors is held by a woman –
the Chair, the Chief Executive, the Senior
Independent Director; or the Chief
Financial Officer.
• One individual on its board of directors
is from a minority ethnic background.
As a result Ibstock is not compliant with LR
6.6.6R(9)(a).
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Additional informationStrategic Report Financial StatementsGovernance
Committee Reports continued
Board appointment process
Appointment
process
Evaluate
the Board
Identify suitable
candidates
Recommend
to the Board
The process for appointing new
Board members is set out in the
Committee Terms of Reference,
which can be found on our
website www.ibstock.co.uk.
The Committee is responsible for
identifying and nominating, for
the approval of the Board,
candidates to fill Board vacancies
as and when they arise.
Before any appointment is made
to the Board, the Committee
takes into account of the
balance of skills, knowledge,
independence, experience and
diversity on the Board, including
the balance of Non-Executive
Directors to Executive Directors.
In the light of this evaluation
process, the Committee prepares
a description of the role and
capabilities required of the
particular appointment, and
assesses the time commitment
expected.
In identifying suitable candidates,
the Committee:
• Uses open advertising or the
services of external advisers to
facilitate the search
• Considers candidates of
different genders and from a
wide range of backgrounds
• Considers candidates on merit
and against objective criteria,
taking into account the benefits
of diversity on the Board
• Ensures that appointees have
enough time to devote to
the position
The Nomination Committee
considers the selection and
reappointment of Directors
carefully before making a
recommendation to the Board.
Non-Executive Directors and the
Chair of the Board are generally
appointed for an initial period
of three years, which may be
renewed for a further two terms.
Reappointment is not automatic
at the end of each three-year
term.
Skills matrix of Board Directors
Strategy and
Leadership
Built
environment/
construction
Financial
Reporting and
Controls
Remuneration
Sustainability
Government
Regulation
Health and
Safety
Manufacturing
Product
Innovation
Customer
Experience
Cyber and
Technology
M&A
People and
Culture
Jonathan Nicholls
Joe Hudson
Chris McLeish
Peju Adebajo
Nicola Bruce
Louis Eperjesi
Claire Hawkings
Justin Read
The Committee retains the strong belief
that a diverse Board membership supports
the Group strategy by bringing the widest
range of viewpoints and experience
possible to the debate. Excluding the
process to recruit a new Chair, which has
not yet concluded, there has been no
further Board recruitment during the
period under review and so there has been
no opportunity to address the fact that we
have not met these targets.
Diversity Policy
Ibstock operates a Diversity and Inclusion
Policy which is applicable to the whole
organisation and which informs the
Board’s approach in this area. The policy is
accessible to everyone at Ibstock through
the People team and on MyIbstock.
In line with the recommendation in the
Parker Review, aimed at improving the
Ethnic Diversity of UK Business, we will be
reviewing our approach to Ethnic diversity
now we have completed our data collection
and will set appropriate targets.
We continue to work with our recruitment
partners to ensure that we are able to
attract high quality candidates from a
wide range of backgrounds, strengths and
abilities. We recognise that achievement
of our strategic objectives is reliant on the
recruitment and retention of a diverse and
engaged workforce, and efforts in this area
will continue.
In consideration of the need for
diversity on the Board and its Committees,
the Committee recommended to the
Board the adoption of a Board Diversity
Policy, which was subsequently approved.
The Board Diversity Policy formalises the
Board’s commitment to appropriately
diverse membership and compliance with
reporting regulations, and can be found on
the Group website www.ibstock.co.uk.
Further information concerning this, as
required by DTR7.2.8A, can be found below.
We retain our stated target to increase
female representation in the senior
management group to 40% by 2027.
This group includes those members of
the ET and their direct reports. In addition
and following recommendation of the
Sustainability Committee, the Board
approved a target for there to be 20%
ethnic representation at the senior
management level by 2030. Whilst not
completely aligned to the Parker
recommendation of a 2027 deadline, this
was felt to be appropriate at the point in
time.
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Diversity and inclusion
Our current employee population reflects
the traditional nature of our industry
across all diversity characteristics, including
age, race, gender, sexual orientation and
disability. We recognise the challenge we
face with 83% of roles being occupied
by men, including a higher percentage
of men in factory-based production roles.
The Committee acknowledges and
supports the aims, objectives and
recommendations outlined in the FTSE
Women Leaders Review and is aware of
the need to achieve an appropriate
balance of women on our Board and in
senior positions throughout the Group.
The Committee also acknowledges and
supports the aims, objectives and
recommendations of the Parker Review on
ethnic diversity and the emphasis in the
Disclosure Guidance and Transparency
Rules on disclosure around diversity with
regard to aspects such as age, gender and
educational and professional background.
As at the end of the year under review,
we are satisfied that we are aligned with
the recommendations of both reviews.
Furthermore, the Committee is cognisant
of the FTSE Women Leaders Review
recommendation that FTSE 350
companies should have at least one
woman in the Chair or Senior independent
Director role on the board, and/or one
woman in the Chief Executive Officer or
Chief Financial Officer role in the company
by the end of 2025, and the Listing Rule
obligation to report against these in the
Annual Report and Accounts, effective for
the Company from its 2024 year end.
Following the appointment of Louis Eperjesi
as Senior Independent Director during
2023, we no longer comply but will take
this into consideration as part of future
recruitments although all appointments
will continue to based on merit.
Priorities for 2025
• To complete the process to recruit and
recommend the appointment of a new
Chair to Ibstock.
• To support the induction and handover
to the new Chair once appointed.
• To commence a search for a new
Audit Committee Chair.
Jonathan Nicholls
Chair of the Nomination Committee
4 March 2025
Diversity disclosure (LR 6.6.6R(10)
Gender identity of members of the Board and Executive Committee as at 31 December 2024
Number of
Board
members
Percentage of
the Board
Number of
Senior
Positions on
the Board
Number of
Executive
Team (ET)
Percentage of
the ELT
Men 5 62.5% 4 5 83%
Women 3 37.5% 0 1 17%
Not specified/prefer not to say 0 0% 0 0 0%
Ethnicity of members of the Board and Executive Committee as at 31 December 2024
Number of
Board
members
Percentage of
the Board
Number of
Senior
Positions on
the Board
Number of
Executive
Team (ET)
Percentage of
the ELT
White – English/Welsh/Scottish/N Irish 7 87% 4 6 100%
White – Any other 0 0% 0 0 0%
Asian/Asian British – Chinese 0 0% 0 0 0%
Asian/Asian British – Pakistani 0 0% 0 0 0%
Black/African/Caribbean/British – African 1 13% 0 0 0%
Not specified/prefer not to say 0 0% 0 0 0%
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Committee Reports continued
Claire Hawkings
Chair of the Sustainability Committee
Committee purpose
The purpose of the Sustainability Committee (Committee) is to
oversee Ibstock’s strategies, policies and performance in relation
to environmental, social and governance (ESG) matters and
suggest ways to drive improvement in these areas as appropriate.
Role and responsibilities
The Committee is appointed to assist the Board in the discharge
of its duties through overseeing Ibstock’s strategies, policies and
performance in relation to environmental, social and governance
matters and suggest ways to drive improvement in these areas
as appropriate.
The key responsibilities of the Committee are to:
• Develop a corporate ESG Strategy and ensure it is in
alignment with the corporate strategy, purpose and values
• Develop and recommend to the Board, ESG targets and key
performance indicators
• Understand the impact of the Company’s operations on the
environment and the impacts, risks and opportunities of
climate change
• Oversee the promotion of socially responsible values and
standards that relate to employees as well as the social and
economic community in which the Company operates
• Recommend to the Remuneration Committee performance
measures used in the Company’s incentive plans
• Work with the Remuneration Committee in assessing actual
performance relative to ESG
• Work with the Audit Committee on understanding the risk and
opportunities of climate change, and ensuring mitigation
plans are developed and implemented
• Oversee Company disclosures of ESG matters in the Annual
Report and Accounts
Read more – The Committee’s Terms of Reference
are available in full at www.ibstock.co.uk
Membership, meetings and attendance
Membership of the Committee consists of three Non-Executive
Directors and the CEO. The Group People, Sustainability and
Social Impact Director also attends in her capacity as the
member of the ET responsible for ESG and Sustainability issues at
Ibstock. Members of the Sustainability team and other group
functions attend meetings at the invitation of the Committee
Chair. In addition, the Committee invites an independent
consultant to regularly attend Committee meetings to assist with
benchmarking and industry views. The Group Company Secretary
acted as secretary to the Committee.
Details of meeting attendance can be found on page 69.
The Committee met on four occasions during the year and the
main activities considered during the year under review can be
found below.
The CEO was absent from any discussions or final decision-
making on any remuneration target proposals.
Main activities of the ESG Committee during 2024
• Monitoring the Group’s performance against the ambitious
interim targets set out in the ESG 2030 Strategy.
• Ensuring the ESG Strategy remains aligned with the Company’s
purpose, values and culture.
• Recommending the ESG targets to be included into the 2024
LTIP performance conditions.
• Visiting an Ibstock site to further understand the progress,
challenges and opportunities of delivering our ESG 2023
Strategy.
• Continued improvement with the Group’s TCFD Disclosure.
• Training and developing an approach to Task Force for
Nature-related Financial Disclosures (TNFD) and biodiversity.
• Review of the initial draft of Ibstock’s Carbon Transition Plan.
Member Membership dates
Meeting
attendance
%
attendance
Claire Hawkings (Chair) 1 September 2018 4/4 100%
Peju Adebajo 26 November 2021 4/4 100%
Louis Eperjesi 1 June 2018 4/4 100%
Joe Hudson 2 January 2018 4/4 100%
Sustainability Committee
Report
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Ibstock Plc | Annual Report and Accounts 2024
Introduction
Following the Sustainability Committee’s
fourth year in operation, I am pleased to
introduce the 2024 Sustainability
Committee Report. As was also the case
last year, the increasing levels of
regulation, best practice and stakeholder
interest resulted in another full year for
the workload of the Committee. As a
committee, we continue to adapt and
evolve our annual programme of work
to reflect the increasing demands on the
Committee and the Group.
Having considered the way a number
of our key stakeholders, notably our
employees, discuss and refer to the
matters that fall within the remit of the
Committee, the decision was made to
change the name of the Committee from
the ESG Committee to the Sustainability
Committee going forwards. It was felt that
this provided a clearer and more
meaningful title.
Sustainability governance
The Board holds ultimate responsibility for
Sustainability and ESG matters, but the
Committee takes the lead in managing the
Company’s approach and implementation
of the ESG framework, to enable us to
meet our commitments to all stakeholders.
The Committee is supported by an internal
Sustainability team of subject matter
experts that is headed by the Group’s
People, Sustainability and Social Impact
Director and RSM UK Group LLP (RSM),
professional advisors who provide expert
technical advice to the Committee.
Implementation of the strategy is the
responsibility of the CEO, who, through the
ET, oversees a number of ESG working
groups that each have ownership of an
area of the strategy. These working groups
are co-ordinated by the ESG team. A full
description of how our ESG governance
operates can be found in the Sustainable
and Responsible Business and
Sustainability Governance and Reporting
sections on pages 42, and page 178.
The Committee continues to focus on
ensuring that the Committee and Board
are fully briefed and appropriately trained
on Sustainability matters. The Committee
continues to mature rapidly in both its
knowledge and understanding of the
critical Sustainability issues facing the
Company. In this endeavour, we have been
supported by our team of internal subject
matter experts as well as an independent
Committee adviser, who has provided
practical advice on a range of issues.
Net zero commitment and Carbon
Transition Planning
A key part of our ESG Strategy is the
commitment to become a net zero carbon
operation by 2040 and achieving a 40%
reduction in Scope 1 and 2 emissions by
2030. The Committee remains cognisant
that the carbon reduction journey will not
always show linear progression.
2024 was a low production year which is
reflected in a significant 49% drop in our
absolute scope 1 and 2 carbon emissions
against 2019 baseline. Although this is
ahead of target the lower production
volumes distort the tracking of true
progress which is important to reflect
given our commitment to transparency
The group carbon intensity metric for 2024
was 0.148 tonnes of carbon per tonne of
production. This is a slight improvement on
2023 but remains above the desired level.
Further details and key data can be found
from page 178 onwards.
The implementation and performance of
our Carbon Transition Plan will require
Group-wide focus and prioritisation, and
we are heartened by the progress that
Ibstock has made to align the Divisional
Strategies to the Carbon Transition Plan,
as this will create further momentum and
pace in the implementation of carbon
reduction activities. At the same time
we continue to develop our Net Zero
Transition Plan in line with the
recommendations published by the
Transition Plan Taskforce (TPT). We are
reviewing the guiding principles in the
creation of our plan, which will set out our
journey towards being a net zero business.
The Committee remains confident that the
Group remains on course to achieve the
ambitious carbon commitments made
in our ESG 2030 Strategy.
Read more – page 47
Task Force on Climate-related Financial
Disclosures (TCFD)
The Committee has continued to oversee
the work of the internal TCFD working
group, reviewing progress as necessary.
Led by the Group Financial Controller, the
TCFD working group comprises
representatives from the Sustainability and
Finance functions. It meets on a regular
basis to analyse and apply the various
developments and recommendations
published throughout the course of the
year and to ensure alignment with
Ibstock’s Business Plan.
Positive progress has been made on TCFD
through more granular assessments of the
risks and opportunities of climate change
for Ibstock and the development of our
Carbon Transition Plan.
Read more – page 182
Biodiversity
The Committee continues to drive progress
in this area including the development
and roll-out of the Ibstock Biodiversity
Management System.
Social Impacts
We continue to make positive progress on
the Social Value Framework, the diversity
and inclusion agenda, and employee
development in line with the commitments
in our ESG 2030 Strategy. The decision
to set a target for ethnic representation
at the senior management level, whilst not
completely aligned to the recommendation
set out in the Parker report, represents a
significant commitment and step forward for
the business in this area.
In 2024 we refocused the safety KPI to
measure and reduce Total Injury Frequency
Rate (TIFR) rather than LTIFR. TIFR is a more
holistic measure for safety culture capturing
a wider view of incidents (the number of lost
time, restricted work and medical treatment
cases x 1,000,000 then divided by the total
hours worked) which helps support risk
identification and reduction. LTIFR remains
an important subset of this data. In 2024
we reduced TIFR by 13% compared to 2023
and have set a further 10% year on year
reduction target for 2025. A longer term
safety target will be developed this year.
Committee effectiveness
During 2024, the Committee was deemed
to be operating effectively with strong
Committee leadership. The Committee
continues to focus on ensuring the right
proportion of Committee time is given
to training, progress updates, horizon
scanning and discussion to really consider
and debate issues. This will continue to be
a focus throughout 2025.
Priorities for 2025
• Continue to drive the implementation of
the ESG 2030 Strategy and integration
of ESG performance across the Group.
• Maintain focus on climate change and
continue to develop and refine the
Carbon Transition Plan.
• Progress understanding of the impact
of the business on nature and further
progress plans for biodiversity
enhancement and protection.
Claire Hawkings
Chair of the Sustainability Committee
4 March 2025
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Committee Reports continued
Justin Read
Chair of the Audit Committee
Membership, meetings and attendance
Membership comprises the independent Non-Executive Directors
with support from the Group’s Company Secretary. Details of
meeting attendance can be found on page 69. The Audit
Committee (Committee) met on four occasions during the year
and the table setting out the main agenda items for each
meeting can be found below.
The Chairman, CEO, CFO and other senior members of the
Finance team are routinely invited to attend Committee
meetings. The External Auditor and the Internal Auditor attended
all meetings during the year. Other individuals are invited to
attend the Committee’s meetings, as and when required.
The Chair has regular meetings with the CFO, external audit
partner and internal audit partner to discuss key audit related
topics ahead of each Committee meeting. In addition, the
Committee also holds private sessions with the CEO, CFO, External
Audit partner and RSM LLP (RSM), the Internal Auditor on a
rotational basis after each meeting.
Main activities of the Audit Committee during 2024
• Reviewed the full- and half-year results and 2024 Annual
Report
• Considered the effectiveness of the risk management and
internal control processes.
• Review of Internal Audit activities.
• External Audit planning and reporting.
• Considered the effectiveness of the internal and external audit
functions.
• Reviewed significant accounting matters and judgements.
• Reviewed the Group’s TCFD reporting.
• Received updates on cyber and information security.
• Reviewed compliance with the requirements of the Audit
Committees and the External Audit: Minimum Standard
(Minimum Standard).
• Reviewed action plans associated with changes to the UK
Corporate Governance Code.
• Risk deep dives into Cyber Security, Restoration obligations and
associated provisions.
Role and responsibilities
• To make recommendations on the reporting, control, risk
management and compliance aspects of the Directors’ and
the Group’s responsibilities.
• To provide independent monitoring, guidance and challenge
to management in these areas.
• To provide a forum for reporting and discussion with the
Group’s External Auditor in respect of the Group’s half-year
and full-year results.
• To review and make recommendations to the Board on the
Group’s financial reporting, internal control and risk
management systems.
• To assess the effectiveness of the External Audit process.
• To assess the effectiveness of the External and Internal
Auditor.
• To ensure high standards of corporate and regulatory
reporting, risk management and compliance, and the
maintenance of an appropriate control environment.
Member Membership dates
Meeting
attendance
%
attendance
Justin Read (Chair) 1 January 2017 4/4 100%
Peju Adbebajo 26 November 2021 4/4 100%
Nicola Bruce 29 March 2023 4/4 100%
Louis Eperjesi 1 June 2018 4/4 100%
Claire Hawkings 1 September 2018 4/4 100%
Read more – The Committee’s Terms of Reference
are available in full at www.ibstock.co.uk
Audit Committee Report
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Ibstock Plc | Annual Report and Accounts 2024
Introduction
As Chair of the Audit Committee (the
Committee), I am pleased to present my
report for the year ended 31 December
2024.
The purpose of the Committee is to
critically assess and make
recommendations on the reporting,
control, risk management and compliance
aspects of the Directors’ and the Group’s
responsibilities. At the same time the
Committee provides independent
monitoring, guidance and challenge to
management in these areas.
The Committee also provides a forum for
reporting and discussion with the Group’s
External Auditor in respect of the Group’s
Half-Year and Full-Year results and certain
Executive Directors and senior managers
have attended meetings during the year,
as and when required, by invitation.
Over the year, the Committee continued to
deliver on its commitments, retaining a
focus on monitoring the integrity of the
Group’s financial statements. We have
continued to oversee the work of the
Group’s External Auditor and the Internal
Audit function, and to ensure that the
Company’s risk processes, and financial
and compliance control environments
remain robust.
In addition to the programme of work that
forms the basis of our annual calendar, the
Committee has spent significant time
reviewing the Group’s TCFD reporting
processes, our principal risks and
uncertainties risk matrix, enterprise risk and
control systems, the changes arising from
the updated UK Corporate Governance
Code and monitoring progress to ensure
compliance with these changes.
A continued feature of the Committee’s
annual work programme is to target
specific risk areas with ‘deep dive’ sessions
held with appropriate members of the
management team. Cyber risk continues
to be a significant risk area for the Group,
in common with businesses worldwide, and
was the focus of our ‘deep dive’ session
held in November. During this review, the
Committee was briefed on the progress
made over the last 12 months, and gained
comfort that appropriate protections were
in place to secure the Group’s technology
estate. In addition restoration obligations
and therefore appropriate financial
provisions were also the focus of a ‘deep
dive’ session during the year and resulted
in the Committee’s increased comfort that
appropriate processes and controls were
in place.
Financial and narrative reporting
During the year, the Committee:
• Reviewed the full- and half-year results
and associated announcements and
recommended them to the Board for
approval.
• Reviewed the Group’s Annual Report to
consider whether, taken as a whole, it
was fair, balanced and understandable,
and whether it provided the necessary
information required for shareholders
to assess the Company’s position,
performance, business model and
strategy, and recommended it to the
Board for approval.
Further information on the format of
this review can be found on page 82
• Considered the appropriateness of the
Group’s accounting policies and
practices, focusing on areas of
significant management judgement or
estimation, and questioned the rationale
for decisions taken in application of the
policies. Policies and practices were
found to be appropriate and correctly
applied (see significant accounting and
key areas of judgement considered by
the Committee during the year below).
• Received updates on corporate reporting
and corporate governance from the
External Auditor.
• Considered the process for preparing
the 2024 Annual Report.
• Received updates on training for
Committee members, including changes
in financial reporting requirements and
company law.
• Considered the appropriateness of the
Group’s Viability Statement at the Full
Year, including the look-out period and
Going Concern Statement assumptions
at the Half Year and Full Year, including
a review of the sensitivity analysis and
scenarios prepared by management.
The Viability Statement and the Going
Concern Statement are set out on pages
58 and 59.
Significant accounting and key areas
of judgement
A key factor in the integrity of financial
statements is ensuring that suitable
accounting policies are adopted and
applied consistently on a year-on-year basis.
The Committee specifically uses the Audit
Planning meetings in May and November
each year to consider the adoption of any
relevant new standards, proposed
accounting treatments for major
transactions, significant reporting
judgements and key assumptions related
to those judgements. In addition, these
matters are reviewed at each Committee
meeting throughout the year.
Alternative Performance Measures
(APMs) and Exceptional items
Matter considered
The Group presents as exceptional items*
on the face of the income statement those
items of income and expense which,
because of the materiality, nature and/or
expected infrequency of the events giving
rise to them, merit separate presentation
to allow shareholders to further understand
elements of financial performance in the
period, so as to facilitate comparison with
future years and to assess trends in
financial performance, and in
determination of Directors’ variable
remuneration.
The Committee conducted a robust and
detailed review of the items and
associated judgements, that were
categorised as exceptional in the year,
including the items arising from factory
closures and restructuring and
the cessation of GRC manufacturing
operations. Additionally, the Committee
sought views from the External Auditor
as to the appropriateness of items
categorised by management as
exceptional. Upon conclusion of this
review, the Committee concurred with
management’s analysis of proposed
exceptional items.
Details of exceptional items* are set out
in Note 5 to the financial statements
Additionally, the Group financial
statements present a number of APMs
within its published financial information,
including the 2024 Annual Report, with the
objective of providing readers with further
understanding of financial performance in
the period, in order to facilitate comparison
between periods and to assess trends in
financial performance. Definitions of APMs
used are set out in Note 3 to the financial
statements.
Committee’s response
In light of the guidance issued by the
European Securities and Markets Authority
and more recently the UK’s Financial
Reporting Council, the Committee continues
to assess management’s rationale for
including an item as an exceptional item*
and the wider use of APMs.
The Committee challenged management’s
rationale for the use of specific APMs; and
the link between APMs reported within the
financial statements and incentive
measures within the Directors’
Remuneration Report. The Committee
concluded that the presentation of APMs
gave additional clarity on performance
and were reconciled appropriately to
reported amounts, with sufficient
prominence, and is satisfied that the
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Committee Reports continued
resulting presentation and disclosure is
appropriate.
Pension liability accounting and
disclosure
Matter considered
The Group has a defined benefit pension
scheme, which is closed to future accrual.
Management exercise their judgement
around the assumptions used by its
actuary, including the sensitivities to these
assumptions, to calculate the pension
scheme liabilities under IAS 19 (R)
Employee Benefits.
During the year, the committee received
and reviewed the assumptions and results
arising from the triennial valuation
conducted at 30th November 2023.
Additionally the Committee is considering
the implication of the Virgin Media case
on the Group’s Pension Scheme
As at 31 December 2024, the scheme
had an actuarial accounting surplus
of £7.8 million (2023: £9.8 million),
including liabilities of £323.1 million
(2022: £363.9 million), as detailed in
Note 21 to the financial statements.
Committee’s response
The Committee concurred with
management’s assessment that the
estimates used within the valuation of the
Group’s pension liability (including future
changes in discount rates, inflation,
increases in pension payments and life
expectancy) represented significant
sources of estimation uncertainty, as set
out within IAS 1 Presentation of Financial
Statements. A review of management’s
proposed disclosure in relation to this
estimation uncertainty was completed.
Additionally, the Committee reviewed the
assumptions with management including
those arising from the triennial valuation
and sought views from the External
Auditor before it concluded on the
appropriateness of the actuarial balances
disclosed.
This review considered the financial
assumptions used by management as part
of the actuarial valuation and the range of
possible assumptions using available
market data to assess the reasonableness
of the assumptions.
The Committee also specifically reviewed
and considered the disclosure with regard
to the impact of the Virgin Media pension
court case on the Ibstock Pension Scheme
and the financial results.
In conclusion, the Committee determined
that the actuarial assumptions used in the
valuation of the period end pension
liabilities were in an acceptable range,
disclosed appropriately, and was satisfied
that the resulting presentation and
disclosure was appropriate.
Impairment of non-current assets
Matter considered
The Group holds significant asset values in
the form of brands, customer relationships,
mineral reserves, land and buildings and
property, plant and equipment. At the
interim and year end balance sheet date,
these assets were considered for
indications of impairment.
At 31 December 2024 following the
announcement of the proposed cessation
of GRC production at the West Midlands
site in the Clay segment, a total
impairment charge of £3.8 million was
recognised within cost of sales within the
Group’s consolidated income statement.
Additionally, the Committee reviewed and
considered the critical accounting estimate
disclosure relating to the impairment of
non-current assets.
At 31 December 2024, detailed
impairment tests assessing the value-in-
use (VIU) concluded that there was no
impairment at a Cash Generating Unit
(CGU) level across the Group for any of
those sites expected to continue in
operation. As at 31 December 2024, the
value of these non-current assets was £
573million (2023: £572 million).
Committee’s response
In approving the interim and full year
financial statements of the Group, the
Committee considered and appropriately
challenged the analysis of impairment
proposed by management, in light of the
Group’s decision to cease GRC
manufacturing operations recently
approved by the Board. In addition, the
Committee carefully considered
management’s VIU assessments, the
related sensitivity analyses and the
disclosure included within the Group’s
financial statements. The Committee
sought views from the External Auditor
regarding management’s process for
completion of VIU impairment tests and
the conclusions reached.
In conclusion, the Committee assessed the
impairment charge as appropriate and
concurred with management’s view that
no further impairment was required.
The Committee carefully considered
management’s VIU tests and the
associated sensitivity analysis and
assessed the impact on the analysis of
changes to the underlying assumptions.
This compared the assumed performance
of the CGUs to the recently Board-
approved budget and strategic plan.
Additionally, the Committee sought the
External Auditor’s views as to the process
adopted by management at the year end
date to assess VIU. Following its review,
the Committee concurred with
management’s judgement that no
indicators of impairment existed at the
balance sheet date for the sites that will
continue in operation.
In conclusion, after reviewing the reports
from management, the Committee was
satisfied that the financial statements
appropriately reported the value of the
assets and that they were fairly stated.
The Committee also reflected on the
critical accounting estimate disclosure
relating to the impairment of non-current
assets and concluded this was appropriate.
Going Concern and Viability
Statements
On behalf of the Board, the Committee
reviewed the Going Concern and Viability
Statements prepared by management,
together with the supporting
documentation and sensitivity analysis
including the consideration of climate
change. The Committee noted the
publication of the FRC Guidance published
on 25 February 2025. Details of the review
process and the conclusion reached are set
out on pages 58 and 59. Following its
review, the Committee recommended the
approval of both statements to the Board.
Fair, balanced and understandable
It is the Board’s responsibility to determine
whether the 2024 Annual Report and
Accounts are fair, balanced and
understandable. The Committee reviewed
the process for preparing the 2024 Annual
Report, reviewed management’s analysis
of the 2024 Annual Report and how this
met the objectives of providing fair,
balanced and understandable disclosures
that provided the information necessary
for shareholders to assess the Company’s
position, performance, business model
and strategy.
The Committee took into account the
following when completing this process:
• Input from the CEO and CFO on the overall
messages and tone of the Annual Report
• That individual sections of the Annual
Report were drafted by appropriate
senior management with regular review
to ensure consistency across the entire
document
• That detailed reviews of appropriate
draft sections of the Annual Report were
undertaken by the Executive Directors
• That an advanced draft of the Annual
Report was reviewed by the Committee
and the auditors on a timely basis to
allow sufficient consideration and was
discussed with the CFO and senior
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Ibstock Plc | Annual Report and Accounts 2024
management prior to consideration by
the Board
After consideration, the Committee arrived
at the decision to recommend that the
2024 Annual Report be approved by the
Board as fair, balanced and
understandable. The Board statement on a
fair, balanced and understandable Annual
Report is set out on page 65.
External Audit relationship
• Considered the requirements of the
Minimum Standard.
• Reviewed and concurred with Deloitte’s
plans for their review of the 2024
half-year statement and audit of the
2024 full-year financial results
• Reviewed and considered the reports
presented by Deloitte to the Committee
following the half-year review and
full-year audit
• Reviewed the performance of the
External Auditor and the effectiveness of
the External Audit process
• Discussed and approved the fees for
audit and non-audit services and
obtained assurance on the objectivity
and independence of the External
Auditor, taking into consideration
relevant professional and regulatory
standards
• Discussed and approved the Directors’
Letter of Representation provided to
Deloitte
• Reviewed and approved the policy for
the employment of former employees of
the External Auditor, without
amendment, confirming with
management that no such employees
had been appointed during 2024
• Held planned meetings with Deloitte,
following Committee meetings, without
management present, on two occasions.
No material issues were brought to the
Committee’s attention at those meetings.
• Recommended to the Board that a
shareholder resolution should be
proposed for the reappointment of
Deloitte
• Considered the adequacy of the Group’s
procedures with regard to the objectivity
and independence of the External
Auditor
The Committee formed the opinion that
Deloitte had demonstrated their
independence and objectivity.
Review of Internal Audit activities
• Reviewed reports presented by RSM on
Internal Audit assignments that had
been completed during the year and
discussed the results and agreed actions
arising from RSM’s recommendations
• The Committee reviewed, and were
satisfied with, management’s
responsiveness to RSM’s findings and
recommendations
• Agreed a plan of work for the 2025
Internal Audit programme with RSM
• The Committee met with RSM, without
management present, on two occasions
• No material issues were brought to the
Committee’s attention at those
meetings
• Oversight of risk and internal control
• Reviewed principal business risks, risk
management processes and internal
controls. Further information can be
found in the principal risks and
uncertainties section on pages 28 to 33.
Received a report from the CFO on the
internal controls operating in the
business and any associated action
plans
• Concluded that, whilst there remained
opportunities to improve in certain
areas, overall the systems of internal
control and risk management were
effective
Oversight of risk and internal control
• Reviewed principal business risks, risk
management processes and internal
controls. Further information can be
found in the Principal Risks and
Uncertainties section on page 28.
• Received a report from the CFO on
the internal controls operating in the
business and any associated action
plans.
• Reviewed fraud risks (including the
results of a fraud risk assessment), the
Code of Business Conduct and
Whistleblowing Policy. The review did
not identify any material matters of
interest.
• Considered the appropriateness of the
Group’s Viability Statement at the
Full-Year, and Going Concern Statement
assumptions at the Half-Year and
Full-Year, including a review of the
sensitivity analysis and scenarios
prepared by management. The Viability
Statement and the Going Concern
Statement are set out on pages 58 and
59.
External and Internal Audit
External Auditor
Following a competitive tender process
conducted in 2016, Deloitte LLP (Deloitte)
was appointed as auditor for the financial
year commencing 1 January 2017.
The Committee received formal
confirmation from Deloitte itself that the
audit engagement team, and others in the
firm as appropriate remained independent
of the Group. The Committee’s policy is
that the role of External Auditor will be put
out to tender at least every 10 years in line
with the applicable rules, or at other times
should it be required by specific
circumstances.
The Audit Committee expects to conduct
an external audit tender during 2025 in
line with the applicable rules for
appointment for the financial year
commencing 1 January 2027.
Lee Highton is the current audit partner,
having completed his third year in role for
the year ended 31 December 2024.
The Company has complied throughout
the year under review with the Statutory
Audit Services for Large Companies Market
Investigation (Mandatory Use of
Competitive Tender Processes and Audit
Committee Responsibilities) Order 2014.
Effectiveness of the External Auditor
The Committee has the responsibility for
overseeing the Group’s relationship with
the External Auditor and advises the Board
on their appointment/reappointment, their
effectiveness, independence and
objectivity, and discusses the nature and
results of the audit with the External
Auditor.
The review of this year’s External Audit
process included consideration of the
following:
• The effectiveness of the External Audit
firm
• Quality controls
• The audit team
• Audit fee
• Audit communications and effectiveness
• Governance and independence
• Ethical standards
• Potential impairment of independence
by non-audit fee income
• Deloitte’s ability to make valid
improvement suggestions
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Committee Reports continued
As part of the review of the effectiveness
of the External Audit process, the
Committee received a report on the
External Auditor’s quality control
procedures and conducted a formal
evaluation procedure.
In addition to reviewing the formal report
received from the External Auditor, which
outlines how points raised by them have
been addressed by management,
feedback is also sought on the conduct of
members of the finance team during the
audit process. The Committee Chair also
met with the lead audit partner outside
the formal Committee process.
The Committee also considers the
effectiveness of management in the
External Audit process in respect of the
timely identification and resolution of
areas of accounting judgement with input
from the External Auditor as appropriate.
They also consider management’s timely
provision of the draft half-year results
announcement, Annual Report and
supporting documentation for review
by the auditor and the Committee.
Auditor independence and non-audit
services
The non-audit services policy (Policy) sets
out clearly the non-audit services that may
be provided by the External Auditor.
Under the Policy, prior approval is required
by the Committee for any non-statutory
assignments where the fee would exceed
£10,000, or where such an assignment
would take the cumulative total of
non-audit fees paid to the External Auditor
over 70% of that year’s statutory audit
fees. However, when appropriate, a
detailed calculation will be performed to
ensure that the Group is compliant with
the European Union’s Statutory Audit
Framework. This Policy is reviewed on an
annual basis and was adopted without
amendment in November 2024.
The External Auditor is responsible for the
annual audit of the main Group subsidiary
companies and other services which
the Committee believe it is best placed
to provide.
Details of the amounts paid to the External
Auditor are set out in Note 6 to the Group
consolidated financial statements.
The ratio of audit fees to non-audit fees
was 13:1.
The Committee considers that the External
Auditor continues to be independent.
Deloitte has indicated its willingness to
continue in office and the Committee has
recommended Deloitte’s reappointment
to the Board. A resolution to reappoint
Deloitte as the External Auditor will
therefore be proposed at the AGM to be
held on 15 May 2025.
Auditor appointment
The Audit Committee reviews annually the
appointment of the auditor (taking into
account the auditor’s effectiveness and
independence and all appropriate
guidelines) and makes a recommendation
to the Board accordingly. Any decision to
open the external audit to tender is taken
on the recommendation of the Audit
Committee. There are no contractual
obligations that restrict the Company’s
current choice of external auditor.
Following the last tender process, Deloitte
was appointed as auditor of the Company
in 2017. Lee Highton became the lead
audit partner for the year ended
31 December 2022, following the rotation
of the previous partner, and will remain
as audit partner for the year ending
31 December 2024 onwards.
The Company is required to have a
mandatory audit tender after 10 years
and will conduct an audit tender in 2025.
The Company has complied with the
provisions of The Statutory Audit Services
for Large Companies Market Investigation
(Mandatory Use of Competitive Tender
Processes and Audit Committee
Responsibilities) Order 2014 (CMA Order)
for the year ended 31 December 2024.
Internal Audit
The provision of Internal Audit services is
outsourced to RSM and the Internal Audit
programme for the subsequent year is
approved by the Committee in November
each year. This contains a schedule of
reviews to audit a range of processes and
controls throughout the year covering each
component of the Group. Updates on the
status of audits against the annual
Internal Audit plan are provided to the
Committee by RSM on a regular basis.
These set out any control weaknesses
identified as well as management’s
actions to address control
recommendations.
RSM have provided Ibstock’s Internal
Audit services since February 2017.
Effectiveness of Internal Audit
The Committee is responsible for
overseeing the effectiveness of the
Internal Auditors. The Committee received
and considered the feedback provided
about the Internal Audit effectiveness that
was collated using a questionnaire sent to
the Committee members and
Management.
The Committee considers that RSM
continue to be independent and that the
Internal Audit function is effective.
Risk management and internal control
The Committee supports the Board in
monitoring Ibstock’s exposure to risk and
is responsible for reviewing the
effectiveness of its risk management and
internal control systems and assisting in
the assessment of the Group’s principal
risks and uncertainties. This review includes
all material controls, including financial,
operational and compliance controls.
The key elements that comprise the
Group’s internal control framework include
a clear management structure with
appropriate authorities, robust financial
controls, an appropriate enterprise risk
management system, an internal audit
function and appropriate policies and
procedures. The internal control systems
are designed to meet the particular needs
of the Group and the risks to which it is
exposed. Such systems can only provide
reasonable and not absolute assurance
against material misstatement or loss.
Management structure and authority
There is a clearly defined management
responsibility and reporting structure.
The Executive Team (ET), comprising the
Executive Directors and key functional
heads, meets on a frequent basis in order
to consider the assessment and control of
risk, including review and challenge of
Divisional and head office risk registers,
and the consideration of strategic and
emerging risks. They also consider the
prioritisation and allocation of resources.
The Group has an established and
well-understood management structure
with documented levels for the
authorisation of business transactions and
clear bank mandates to control the
approval of payments.
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Review of Effectiveness
Twice a year the Committee considers in
detail the risk management and internal
control environment within Ibstock.
During this meeting, the Committee
considers the current and proposed
regulatory and best practice requirements.
It also reviews the internal control
framework, including Group’s culture and
values, risk management evaluation and
procedures, financial controls, Internal
Audit focus and processes, and ethics and
compliance. It also considers the
improvement and development areas
within these areas.
Compliance with internal controls is
monitored throughout the year and
reported to the Audit Committee for their
consideration. The Committee receives
Internal Audit Reports throughout the
year from RSM. There is also six-monthly
independent testing of our internal
controls completed by RSM that is shared
with the Audit Committee.
During this process, input is received from
Group Finance, the Group Company
Secretary and Internal Audit (RSM).
Assessment of principal risks
The Committee considered the principal
risks and uncertainties and their associated
mitigation prepared by management in
advance of their submission to the Board.
This formed a key component of the
Board’s robust assessment of the
emerging and principal risks facing the
Group, including those that would threaten
its business model, future performance,
solvency or liquidity. The Group’s principal
risks are set out on pages 28 to 32.
Outcomes of the review
No material weaknesses were identified
and good progress has been made on the
recommendations from last year.
A number of improvement areas were
identified as part of this review which are
being actioned and tracked on a monthly
basis by both management and Internal
Audit with progress reporting to the Audit
Committee.
These areas included improved evidential
support for controls operation and
compliance, and continuing to develop
and increase the compliance of monthly
control reporting.
Compliance and whistleblowing
On behalf of the Board, the Committee
reviews the operation of the Group’s
procedures that are in place for the
detection of fraud and the systems and
controls in place to prevent a breach of
anti-bribery legislation.
The Committee receives regular updates at
each meeting and discusses any incidents
brought to its attention. It also receives
updates on the operation of the
Company’s confidential whistleblowing
arrangements including those material
incidents raised through the
whistleblowing line. A summary of
all incidents raised through the
whistleblowing line is presented to the
Board twice a year, further details of
which can be found on page 57.
A non-material fraud incident was
identified via our whistleblowing processes.
Following an internal independent
investigation, one factory employee was
found to have colluded to circumvent
business process and controls. Ibstock have
taken immediate steps to put in place
additional safeguards to prevent this from
occurring again and are pursuing
enforcement action against the individual
involved (who no longer work in the
business).
The Group is committed to a zero
tolerance position with regard to bribery.
Anti-bribery guidance and training is
provided to employees, as appropriate,
applying what the Group has determined
to be a risk based and proportionate
approach.
Committee effectiveness
The Committee effectiveness was
considered as part of the internal Board
Effectiveness Review. The output from this
process was reviewed by both the Board
and the Committee itself, in compliance
with the Code. Further information
regarding the evaluation process can be
found in the Corporate Governance Report
on page 71. The Committee scored highly
overall and was considered to be chaired
effectively. The Committee performed
their role and undertook their
responsibilities in an effective manner.
No specific developmental areas were
identified in the evaluation.
Priorities for 2025
The Committee will continue to focus on
the delivery of its core responsibilities,
ensuring robust monitoring of the integrity
of the financial statements of the
Company and any formal announcements
relating to the Group’s financial
performance, and reviewing significant
financial reporting judgements contained
within them.
Specific focus areas for the Committee
will be:
• Continuing to assess the effectiveness
of the Group’s risk management and
internal control systems, and to make
recommendations to the Board in
this regard
• Re-tender of External Audit
• Oversight of the actions arising from
the changes to UK Corporate
Governance Code
• Planning implementation of changes
to UK Corporate Governance Code
• Performing deep dives into a range
of key risk areas to be agreed
• Reviewing management’s plans and
recommendations for identified areas
of improvement in the Group’s
internal controls
• Progression on climate-related
disclosures
Justin Read
Chair of the Audit Committee
4 March 2025
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Additional informationStrategic Report Financial StatementsGovernance
Nicola Bruce
Chair of the Remuneration Committee
Annual Statement
On behalf of the Board, I am pleased to share the Remuneration
Committee’s report for the year ended 31 December 2024. I would like
to thank my fellow Committee members for their support and
contribution to the work of the Committee throughout the year.
This report consists of three sections:
• Annual Statement: A summary of the work of the Committee
during the year and our approach to remuneration
Read more on pages 86 to 90
• Directors’ Remuneration Policy: The proposed 2025 Policy which,
following a comprehensive consultation with shareholders, provides
a revised framework for how Directors will be paid over the next
three years
Read more on pages 93 to 101
• Annual Report on Remuneration: Sets out the pay and incentive
outcomes for the year under review and how the Committee
intends to implement the proposed Policy in 2025
Member Membership dates
Meeting
attendance
%
attendance
Nicola Bruce (Chair) 29 March 2023 4/4 100%
Peju Adebajo 26 November 2021 4/4 100%
Louis Eperjesi 1 June 2018 4/4 100%
Claire Hawkings 1 September 2018 4/4 100%
Jonathan Nicholls 22 September 2015 4/4 100%
Justin Read 1 January 2017 4/4 100%
Annual Statement of the
Committee Chair
“The main focus of the Committee this year
has been a comprehensive review of the
Remuneration Policy, including a thorough
consultation process with shareholders, to
ensure that our Policy continues effectively
to support Ibstock’s strategy and culture.”
Business performance in FY 2024
A continued focus on active management of capacity and margin ensured
that Ibstock again delivered a resilient performance in 2024, with profits
in line with expectations. Against this backdrop, there has been strong
progress against all elements of the Group’s strategy with lower cost, more
efficient and sustainable capacity in place to support market recovery, and
continued progress towards the Group’s ambitious sustainability objectives.
The investment and organisational improvements that have been delivered
in 2024 position Ibstock well for market recovery, with the fundamental
drivers of demand in the Group’s markets remaining firmly in place, our
medium-term prospects are strong, underpinned by a robust balance sheet.
Remuneration outcomes for FY2024
Annual and Deferred Bonus Plan (ADBP)
Consistent with previous years, the annual bonus for our Executive Directors
was based 70% on the Group’s financial performance and 30% on
non-financial objectives.
Full details of the targets and performance against them are set out on
page 103.
• Adjusted EBIT* for FY 2024 accounted for 50% of total bonus.
Performance was between threshold and target resulting in a
payout of 24.49% out of 50% for this element.
• Adjusted Operating Cashflow for FY 2024 accounted for 20%
of total bonus. Performance exceeded the maximum target and a
payout of 20% out of 20% for this element was thus achieved.
• Directors each had a set of non-financial objectives that were specific
to their roles and the Company’s strategic ambitions (accounting for
30% of total bonus). The Committee noted the strong performance in
relation to these non-financial targets, and after detailed consideration,
determined that a bonus of 22.50% out of 30% for this element was
appropriate.
• On balance, and after detailed consideration, the Committee
concluded that the overall annual bonus outcome of 66.99% of
maximum (equating to 83.73% of salary) is an appropriate reflection
of the commitment and financial and operating performance of our
Executive Directors in challenging market conditions.
Long Term Incentive Plan (LTIP) vesting
Vesting of the 2022 awards was subject to the achievement of adjusted
EPS* and ROCE conditions over the three-year performance period ending
31 December 2024, together with ESG-related measures, and relative TSR
(against FTSE 250 construction and building materials companies)
measured over the three-year period from the date of grant.
• The adjusted EPS* measure for FY24 accounted for 30% of the award.
As a consequence of the challenging trading conditions in our market,
which have been widely reported elsewhere, the EPS threshold target
was not met and this component of the award lapsed.
• ROCE over the three-year performance period FY22 to FY24 accounted
for 20% of the award. The three-year average adjusted ROCE*
threshold target was not met and this part of the award also lapsed.
Directors’ Remuneration report
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• Relative TSR performance for the three-year
period from the date of grant accounted for
30% of the award. The performance period ends
on 13 April 2025, and based on an interim review
of performance to 14 February 2025, Ibstock
ranks above median with a forecast vesting of
21.34% out of 30% for this part of the award.
The actual level of vesting will be disclosed in
next year’s Directors’ Remuneration Report.
• The ESG measures of carbon intensity (tonnes of
carbon per tonnes of finished product), growth in
female representation amongst the senior
leadership team, and revenues from new and
sustainable product development accounted for
20% of the award. Despite signficant progress
on carbon reduction with the notable opening of
our net zero carbon factory, the carbon intensity
target was not met. However, female
representation and new and sustainable product
development targets achieved on target and
maximum levels of vesting respectively. As a
result, the ESG component of the awards vested
at 8.13% out of 20%.
Based on the performance across these four
components, the overall estimated vesting
of the 2022 LTIP is estimated at 29.47% of
maximum, subject to confirmation of vesting for the
TSR component. Full details of these performance
targets and vesting are detailed on page 105.
The Committee carefully considered the formulaic
outcomes for the ADBP and the LTIP and is satisfied
that, taken together, there is no basis for operating
discretion (either upwards or downwards) in respect
of these outcomes.
Review of the Directors’
Remuneration Policy
Our 2022 Directors’ Remuneration Policy (Policy)
has reached the end of its three-year life and a new
Policy is now being presented for approval by our
shareholders at the 2025 AGM. A major focus of the
Committee over the course of 2024 has been to
undertake a detailed review of the Policy to ensure
that it continues effectively to support Ibstock’s
strategy and culture.
Policy Review Context
This Policy review was informed by principles of
good governance, current market practice, and
included a comprehensive investor consultation
exercise (covering shareholders holding over 70%
of issued share capital). The review considered
Ibstock’s business context, the cyclical nature of our
industry, the growth opportunity ahead of us and
the complex requirements of balancing capacity
and volume growth across our diverse
manufacturing footprint.
Our business strategy is well aligned to the UK
growth agenda with our market leading positions,
streamlined production, appropriate levels of
inventory and manufacturing capacity, and strong
industry relationships. We are strategically well
placed to benefit from the government’s growth
ambitions, and the sizeable latent demand for
homes in the UK. It is therefore essential that our
incentive arrangements support the Board’s
objective to motivate and retain the current
leadership team. Whilst some aspects of the Policy
continue to work well in this regard, the Committee
has concluded that some changes to our incentive
arrangements will be important in supporting the
Board’s strategy.
Changes to remuneration arrangements
Our approach to structuring pay has been one
which is commonplace in the market and the
framework has been in operation consistently since
our Initial Public Offering (IPO) in October 2015.
Alongside fixed pay, it comprises the ADBP (where
bonus is delivered in cash and deferred shares) and
awards of performance shares under our LTIP.
As we have reflected upon the appropriateness
of our current incentive arrangements, we have
particularly considered two issues: firstly, the
quantum of potential reward; and secondly, the
structure of our long-term incentive arrangements.
Remuneration quantum
Joe Hudson joined the Ibstock Board as CEO in
January 2018 and Chris McLeish joined as CFO in
August 2019. Both came to the Company from
divisional roles in other companies and their base
salaries on joining were set at the lower end of
market rates, reflecting these being their first Board
roles with a listed public company.
During their time at Ibstock, they have overseen
investment of over £300 million (almost half of
Ibstock’s current market capitalisation) to ensure
the operational effectiveness and sustainability
of the Group’s assets. Included within this
amount is the investment of over £60 million
in the redevelopment of our Atlas brick factory
in the West Midlands to produce the UK’s first
carbon neutral clay brick, as well as a project to
produce the UK’s first large scale investment in
brick slips, to support the development of modern
construction markets. They have led the Group to
deliver strong and consistent leadership for ESG
in our sector, with continued action at all levels to
deliver our ambitious carbon reduction objectives.
Alongside this programme of investment, over
the period from 2015 the Group has returned
over £300 million to shareholders in the form
of ordinary dividends, supplementary dividends
and share buybacks.
Both Joe Hudson and Chris McLeish are now
experienced FTSE 250 leaders whose experience
and leadership are very important to the delivery
of our growth objectives and business strategy,
and whose remuneration should be set
appropriately at mid-market rates.
While the Committee considers benchmark data
with caution, this provided a useful sense check
on reward quantum. To inform our review, the
Committee considered pay levels for a group
of 60 pan-sector companies of similar market
capitalisation to Ibstock as at 1 July 2024.
A summary of the market capitalisations of
the benchmarking peer group is set out in the
chart below.
We observed that both CEO and CFO salaries
were at the lower quartile of the data set,
broadly in line with the relative positioning
of their salaries on arrival over five years prior.
The review also highlighted that total target
remuneration for both Executive Directors was
also at or below the lower quartile, due to their
lower than market salaries combined with lower
than market aggregate incentive opportunities.
Our review thus highlighted the need for us to
increase overall pay levels which we will address
by a phased increase to base salaries to the
median level by April 2026 coupled with an
increase in the annual bonus potential from
125% of salary to 150% of salary, effective
from 2025.
The benchmarking outcomes are summarised
in the charts on page 88. The charts show the
25th percentile (lower quartile), 50th percentile
(median) and 75th percentile (upper quartile)
values from the 60-peer benchmarking group
Ibstock
Peers
0
250
500
750
1,000
1,250
Benchmarking peer group
1
– market
capitalisations
,1 July 2024
Market capitalisation (£)
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Additional informationStrategic Report Financial StatementsGovernance
1
The peer group comprised the following companies - AG BARR, AO World, Ascential, Assura, Aston Martin Lagonda Global, Auction Technology Group, Bakkavor, Baltic Classifieds, Bloomsbury
Publishing, C&C, Chemring, Crest Nicholson, Currys, DiscoverIE, Diversified Energy Company, Dominos Pizza, Dowlais, Dr Martens, Elementis, Empiric Student Property, Essentra, FDM,
FirstGroup, Future, Genuit, Genus, Greencore, Harworth, Hilton Food Group, Hochschild Mining, Hollywood Bowl, Hunting, JD Wetherspoon, Keller, Kier Group, Marshalls, ME Group
International, Moonpig, Morgan Advanced Materials, Morgan Sindall, NCC, Paypoint, PPHE Hotel, PZ Cussons, Renewi, Senior, Spire Healthcare, Spirent Communications, SSP, Sthree,
Synthomer, TI Fluid Systems, Trustpilot, Tullow Oil, Tyman, Vesuvius, Victrex, Volution, Watches of Switzerland, and Workspace.
as compared to Ibstock’s current and proposed
positioning as reflected by the orange and blue
markers. The proposed salaries and total target
pay levels reflect the position for both Executive
Dorectors following the second phased salary
increase in April 2026.
The Committee is aware of the sensitivities
around such increases but is of the strong
view that now is the right time for a corrective
adjustment to be applied, not least to reflect the
strong performance of our CEO and CFO, their
leadership and stature, as well as to address the
below market positioning and to ensure that both
executives are paid fairly for their respective roles.
We are also aware that maintaining Executive
Director salaries at an appropriate level allows
us to avoid salary compression below the board
level, allowing us to retain and recruit successfully
into our leadership team in support of longer-
term succession planning.
The Committee considers the approach to setting
remuneration potential has been prudent, noting
that even after the adjustments proposed, total
target remuneration for both Executive Directors
will remain below market-median levels.
Remuneration structure
The key structural change will be the replacement of
performance shares with restricted shares under the
LTIP. The Committee has carefully considered the
following factors in arriving at this decision:
• Strategic alignment – over the next
few years, Ibstock plans to leverage the
investments we have made and deliver
long-term, sustainable returns to investors.
The award of restricted shares will help
discourage any actions which unduly focus
on short-term impacts and instead will
encourage a mindset which is aligned to the
shareholder experience through long-term
value creation throughout the industry cycle.
• Challenges in setting long-term targets
– the wider economic and political situation
in recent times has been challenging and
includes the fallout from the Brexit vote in
2016, the impact of COVID on our industry,
the economic fallout from the Russia/Ukraine
conflict and the more recent spike in interest
rates following the mini-budget in 2022 and
its knock-on repercussions on UK
housebuilding. These events have impacted
every LTIP grant made to our executive team
and the ongoing uncertainty in relation to the
speed of recovery continues to impact on our
ability to set robust forward-looking
three-year targets. On multiple occasions,
market shocks have rendered our long-term
financial performance targets unrealistically
stretching, undermining the purpose of
these awards.
• Stewardship, simplicity and retention
– restricted shares are simple and
understandable and provide participants with
direct shareholder alignments and long-term
stewardship of the share price. The recently
volatile market environment has presented us
with an even greater challenge of retaining
key staff across senior levels. The move
to restricted shares will provide both a
meaningful retention and incentive tool.
Based on generally accepted best practice, the
move to restricted share awards will be on a
conversion rate of 1:2, i.e. restricted shares worth
75% of salary will replace performance shares
worth 150% of salary. We have applied this 50%
reduction even though our 150% LTIP award
level has operated since 2019 and is actually
below the market LTIP opportunity of between
175%-200% of salary. The existing exceptional
LTIP limit of 200% of salary for performance
shares will be replaced with an exceptional limit
of 100% of salary in restricted shares.
CEO CFO
750
700
650
600
550
500
450
400
350
300
Base salary (£'000)
75th percentile
50th percentile
25th percentile
75th percentile
50th percentile
25th percentile
Proposed
Current
Proposed
Current
CEO CFO
2,400
2,200
2,000
1,800
1,600
1,400
1,200
1,000
800
Total target remuneration (£'000)
75th percentile
50th percentile
25th percentile
75th percentile
50th percentile
25th percentile
Proposed
Current
Proposed
Current
Directors’ Remuneration report continued
Salary benchmarks, current and proposed positioning
Total target pay benchmarks, current and proposed positioning
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Ibstock Plc | Annual Report and Accounts 2024
This will provide us with a simpler, highly retentive
structure focused on delivering long-term
sustainable growth in support of our business
strategy. In line with best practice, restricted
share awards for Executive Directors will vest after
three years and a two-year post-vesting holding
period will apply. Awards will vest contingent on
the participant still being employed at the vesting
date and the satisfaction of an underpin. This will
encourage a mindset aligned to the shareholder
experience through long-term value creation
throughout the industry cycle.
The Committee considers the approach in terms
of setting overall incentive potential has been
prudent, taking account of the fact that the
combined value of the proposed annual bonus
and restricted shares remains somewhat below
market levels.
A summary of the key changes to our Policy is set
out below alongside the feedback we received
from shareholders, and our response to these
shareholder suggestions.
Outcome of shareholder consultation
and feedback
• Adjustments to base salaries – Both the
CEO and CFO salary will be increased to
current mid-market levels by April 2026.
These increases will be phased over two years
such that Joe Hudson’s salary will increase to
£585,000 with effect from 1 April 2025 and
to £615,000 with effect from 1 April 2026
whilst Chris McLeish’s salary will increase to
£385,000 from April 2025 and to £400,000
from April 2026. The second increases will
be subject to continued strong individual
performance. The Committee may also
apply a further increase to the April 2026
proposed salary levels to reflect the level
of any inflationary workforce salary increase
that will apply in FY2026.
The Committee had proposed initially to
shareholders that salaries would be adjusted
to the desired levels in 2025 and while
shareholders were supportive of a corrective
adjustment to salary, a few requested that
the increases be phased. The Committee
reflected on this and has subsequently
decided to phase the salary increases over
2025 and 2026. It is expected that future
salary increases after the second increase
in 2026 will be aligned to the general
workforce increase.
• Increase annual bonus opportunity from
125% to 150% of salary – The current
maximum bonus opportunity of 125% of
salary has been in place since IPO in 2015.
Partly reflecting the switch from performance-
related LTIPs to restricted shares, coupled with
the need to put in place a market competitive
annual bonus, the maximum bonus opportunity
will be increased from 125% to 150% of salary
from 2025. This will provide a meaningful
incentive to deliver short-term financial, strategic
and sustainability goals, alongside longer term
alignment, and remains in line with the
mid-market position.
• While shareholders were supportive of
the increase to annual bonus opportunity,
some shareholders have commented on
our Executive Director’s current level of
shareholding (noting that neither Executive
Director has yet achieved their shareholding
guideline). To further increase shareholder
alignment and accelerate the build to
required shareholding levels, we have decided
to increase bonus deferral levels for the ADBP.
Consequently, in the new Policy, we are
proposing to (i) increase the minimum
proportion of bonus earned that will be
deferred from one-third to one-half (reducing
back to one-third once the shareholding
guideline has been achieved) and (ii)
strengthen the shareholding guideline such
that all vested deferred bonus and long term
incentive share awards will be required to be
held (save for any sold to settle tax) until the
guideline has been achieved.
• Restricted share awards of 75% of salary
to replace performance share awards of
150% of salary – The proposed award level
has been set based on the generally accepted
conversion rate of 1:2, i.e. restricted share
awards set at half the level of performance
shares that they are replacing. Restricted
shares will vest after three years subject to
continued employment and the satisfaction
of an underpin and a two-year post-vesting
holding period will apply.
• Restricted shares underpin shareholders
noted the application of market practice with
the 50% reduction to the prevailing LTIP
award. More detail was sought by shareholders
as to the operation of the underpin.
In response to shareholder queries, the
Committee developed a thematic underpin
framework which will enable the Committee to
reduce vesting if there has been material
underperformance. The Committee will consider
firstly how well the management team has
executed the strategic objectives set by the Board
over the three-year performance period and will
then assess performance against the thematic
framework including financial health, the
stakeholder experience and progress on
sustainability objectives. A summary is set out
in the following table.
Factors the Committee will consider:
Strategic
delivery
Delivery of the Board’s
strategic objectives over the
three-year performance period
including operational and
individual performance
Financial
health
• Revenue
• Profit
• Return on capital
• Balance sheet strength
Stakeholder
experience
Consideration of key
stakeholders including the
shareholder experience,
employees, health and safety,
customers and suppliers
Sustainability Progress on sustainability
objectives including
environmental and
social impact
The Committee is grateful to shareholders for
their input on this matter and believes this
framework will result in a structured and robust
assessment while also providing clarity to
participants and investors.
The Committee also took the opportunity to
review the Policy in light of good practice and
developments in the expectations of institutional
shareholders and other stakeholders (including
the publication of the revised UK Corporate
Governance Code which formally took effect for
Ibstock from 1 January 2025). The Committee
is comfortable that all appropriate good practice
features are already contained in the existing
Policy and these will be rolled over into the revised
Policy, albeit strengthened in some aspects.
The year ahead
The Committee will seek to implement the
revised Policy as follows:
• Base salaries – Joe Hudson’s and Chris
McLeish’s salaries will be £585,000 and
£385,000 respectively, effective 1 April 2025.
• Pension – Workforce aligned contributions at
10% of base salary.
• Annual bonus – Subject to approval of the
revised Policy, the maximum opportunity will
be 150% of salary and, as in FY24, 50% of
the total award will be based on adjusted
EBIT*, 20% on adjusted cash flow and 30%
on non-financial personal objectives. One-half
of any FY25 bonus earned will be deferred
into shares (or one-third of bonus earned if
the 200% of salary shareholding guideline
has been met by that time).
• LTIP – Subject to approval of the revised
policy, the Committee intends to grant
awards of restricted shares at 75% of salary
to the CEO and CFO, which will vest subject to
continued employment and an underpin
measured over a three-year performance
period, 2025-2027. A two-year post-vesting
holding period will also apply.
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Looking after our employees
Building on the success of the Listening Post last
year, this forum met four times in 2024 with
members of the Remuneration Committee in
attendance, providing an invaluable opportunity
for us to engage with and listen to our employees.
These events were well attended including
representatives from many of our factory
locations. Topics of discussion included positive
feedback for our flexible shopping benefits
package which was launched in 2023 and for our
new Digicare+ offering, which was rolled out to all
employees in 2024. This provides all colleagues
with access to an annual health check and online
GP services alongside nutritional and mental
health support.
A topic of concern raised at Listening Posts was
the importance of security of employment and
we have therefore reinforced our commitment to
up-skilling our employees to enhance their access
to opportunities across the business. We are very
proud to have become a Gold member of The
5% Club this year, which provides an important
focus on the number and quality of ‘earn and
learn’ training positions offered, raising the
employable skills of our employees. In 2024 we
increased the number of apprenticeships to 54
across our factory estate and support functions,
with a particular focus on hiring diverse
candidates from the communities within which
we operate.
We also received continued feedback on the
cost of living: we are pleased that our Concrete
Division is a Real Living Wage employer and we
continue to offer a popular mix of bonuses and
flexible shift patterns across our Clay Division.
During the year, our all-employee share grant,
which was awarded in 2022 to encourage share
ownership amongst our employees, vested
in full with all employees below the senior
management level receiving Ibstock shares worth
c.£900 each. In addition, our peer-to-peer
recognition scheme resulted in c.100 employees
receiving cash awards of up to £500 each.
Shareholder support
As mentioned, we have undertaken a thorough
review of our Policy which included a
comprehensive shareholder consultation exercise.
This exercise was critical in informing our
discussions and our final proposals. I would like
to take this opportunity to extend my thanks
to all shareholders and proxy voting agencies
that participated in this process and for the
constructive feedback that has contributed to
the design of the new Policy and our plans for
its implementation.
The Board regularly engages with our shareholders
in order to maintain their support and to ensure
we have a transparent executive reward structure
aligned to the shareholder experience. Last year,
we sought advisory approval for our Directors’
Remuneration Report, and we were pleased to
achieve support of 97.47%.
As well as the binding vote on the new Policy and
the advisory vote on the Directors’ Remuneration
Report, there will be a vote to renew the ADBP as
it approaches the end of its ten-year life.
The terms of the new plan are broadly the same
as the 2015 ADBP but has been updated in
certain areas to reflect good and emerging
practice. This includes a single dilution limit of
10% as set out in the latest Investment
Association Principles of Remuneration.
I hope we will again receive your support for
the resolutions relating to remuneration at
the forthcoming AGM, where I will be available
to respond to any questions shareholders may
have on this report or in relation to any of the
Committee activities. In the meantime, if
you would like to discuss any aspect of our
Remuneration Policy, please feel free to
contact me via the Company Secretary
(Company.Secretariat@ibstock.co.uk).
Nicola Bruce
Chair of the Remuneration Committee
4 March 2025
Directors’ Remuneration report continued
The report has been prepared in accordance with the Companies Act 2006, Schedule 8 of the Large and Medium-sized Companies and Groups
(Accounts and Reports) Regulations 2008 as amended in 2013, the provisions of the UK Corporate Governance Code and the UKLA’s Listing Rules.
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321
449
61
532
216302358 52
410%135%380%105%
Remuneration
at a glance
How our Executives were paid in FY2024
Executive Director total remuneration in FY2024 and FY2023
£000s FY24 FY23
Base Salary 532 514
Benefits 8 12
Pension 53 51
Bonus 449 191
LTIP 321 141
Total 1,363 911
Joe Hudson (CEO)
Total Remuneration
£1,363
000s
£000s FY24 FY23
Base Salary 358 346
Benefits 16 16
Pension 36 35
Bonus 302 129
LTIP 216 95
Total 928 621
Chris McLeish (CFO)
Total Remuneration
£928
000s
Share ownership
2024 Bonus Performance 2024 indicative LTIP Performance
Current
Shareholding
105%
Shareholding
Requirement
200%
Shareholding
Requirement
200%
Face Value of
unvested LTIP
awards 275%
Total 2024 Bonus Performance – 66.99% Total 2024 indicative LTIP performance 29.47%
Face Value of
unvested LTIP
awards 275%
Current
Shareholding
135%
Joe Hudson (CEO) – % of salary Chris McLeish (CFO) – % of salary
Adjusted EBIT*
Adjusted
Operating Cash
Non-Financial
Objectives
Threshold Maximum
20%
24.49%
22.5%
Adjus
ted EPS*
ROCE
R
elative TSR
(
Estimate – performance period
ends February 2025)
ESG Measure
Threshold Maximum
0%
8.13%
0%
21.34%
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50% Adjusted EBIT*
20% Adjusted Cashflow
30% Non-Financial Objectives
How Executives will be paid in 2025
An overview of our new Policy and how it is proposed to apply in FY25 is set out below.
Fixed pay: to recruit and reward Executives of a high calibre
LTIP: Restricted Shares
Subject to approval of the revised policy, the Committee intends to grant awards of restricted shares at 75% of salary to the CEO and
CFO, which will vest subject to continued employment and the achievement of an underpin measured over a three-year performance
period, 2025-2027. A two-year post-vesting holding period will also apply
Remuneration for the year ending 31 December 2025
Salary CEO: £585,000
CFO: £385,000
Joe Hudson’s salary will increase from £536,143 to £585,000 effective 1 April 2025 and to £615,000
effective 1 April 2026 and Chris McLeish’s salary will increase from £360,724 to £385,000 effective 1
April 2025 and to £400,000 effective 1 April 2026. The second increase is subject to continued
strong individual performance. The Committee may also apply a further increase to the April 2026
proposed salary level to reflect the level of workforce salary increase that will apply in FY2026.
Pension 10% of salary Aligned with the maximum pension opportunity for the wider workforce.
Benefits Includes private medical cover, a company car or a cash alternative, and death in service cover.
Annual and Deferred Bonus Plan (ADBP)
To incentivise and reward the achievement of annual financial
and operational objectives which are closely linked to the
corporate strategy.
Subject to approval of the revised policy, the maximum
opportunity will be 150% of salary and, one-half of any FY25
bonus earned will be deferred into shares (or one-third of bonus
earned if the 200% of salary shareholding guideline has been
met by that time).
Half
of bonus paid in cash
Half
of bonus deferred into
shared for three years
Maximum opportunity: 150%
Malus and clawback provisions apply
FY25 Bonus Metrics
200% in employment
Executive Directors are expected to build a shareholding
equivalent to 200% of base salary over five years. All vested
share awards are required to be held (net of tax) until the
guidleine has been achieved.
200% post-cessation
Executive Directors have a post-cessation minimum
shareholding requirement of 200% of their base salary
(or actual holding if lower) for two years from leaving.
Shareholding Guidelines
Directors’ Remuneration report continued
Remuneration at a glance continued
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Introduction
The Directors’ Remuneration Policy
has been prepared in accordance with
Schedule 8: the Large and Medium-sized
Companies and Groups (Accounts and
Reports) Regulations 2008 (as amended)
and the UK Listing Authority’s Listing
Rules. This Policy will be put to a binding
shareholder vote at the AGM on 15 May
2025 and, subject to its approval, will be
effective until the 2028 AGM (or until
another Remuneration Policy is approved,
if sooner).
Key considerations when
determining the Policy
The Remuneration Committee designed
the Policy with the following aims in mind.
The Policy should:
• Attract, retain and motivate high-calibre
senior executives and focus them on
the delivery of the Group’s strategic
and business objectives;
• Be competitive against appropriate
market benchmarks with pay levels
reflecting the experience of the
individual and criticality of the role;
• Be simple and understandable, both
internally and externally;
• Promote equity ownership and retention
of shares; and
• Take due account of good governance and
promote the long-term success of Ibstock
Key changes to the Policy
The Remuneration Committee undertook
a comprehensive review of the Policy
and, following feedback received from
shareholders, has made the following
changes to the 2025 Policy:
• The annual bonus opportunity has been
increased from 125% to 150% of salary;
• The minimum bonus that will be
deferred has been increased from
one-third to one-half of the bonus
earned and this will reduce back to
one-third once the shareholding
guideline has been achieved;
• The shareholding guideline has also
been strengthened and requires all
vested share awards to be held (save for
any sold to settle tax) until the
shareholding guideline has been
achieved;
• The Long Term Incentives Policy has
been amended to reflect the proposal to
grant restricted shares instead of
performance shares. The new restricted
share maximum grant level is 75% of
salary in normal circumstances and
100% of salary in exceptional
circumstances;
• Fees payable to the Chairman and
NEDs, in exceptional circumstances, may
include additional amounts to reflect
un-envisaged additional workload;
• The maximum pension contribution has
been amended to workforce alignment
for all Executive Directors and not just
new joiners; and
• There is enhanced disclosure on the
circumstances in which Remuneration
Committee discretion and judgement
may be used.
Remuneration Policy Table
The following table sets out, for each
element of pay, a summary of how
remuneration is structured and how
it supports the Company’s strategy.
2025 Directors’
Remuneration Policy
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Additional informationStrategic Report Financial StatementsGovernance
Link to strategic objectives Operation Maximum opportunity Performance metrics
Base salary
Provides a base level
of remuneration to
support recruitment
and retention of
Executive Directors
with the necessary
experience and
expertise to deliver
the Group’s strategy.
Salaries are normally reviewed
annually, and changes are normally
effective from 1 April.
The annual salary review of Executive
Directors takes a range of factors
into consideration, including:
• Business performance.
• Salary increases awarded to the
overall colleague population.
• Skills and experience of the
individual over time.
• Scope of the individual’s
responsibilities.
• Changes in the size and complexity
of the Group.
• Market competitiveness assessed
by periodic benchmarking.
• The underlying rate of inflation.
Base salary increases are awarded at
the discretion of the Remuneration
Committee; however, salary increases
will normally be no greater than the
general increase awarded to the wider
workforce, in percentage of salary terms.
Percentage increases beyond those
granted to the wider workforce may
be awarded in certain circumstances,
such as when there is a change in the
individual’s role or responsibility or
where there has been a fundamental
change in the scale or nature of the
Company or to address salaries that
have fallen behind market rates.
In addition, a higher increase may be
made where an individual had been
appointed to a new role at below-
market salary whilst gaining experience.
Executive Directors’ performance is a
factor considered when determining
salaries. No recovery or withholding
provisions apply.
Benefits
Benefits in kind offered
to Executive Directors
are provided to enable
the Company to recruit
and retain Executive
Directors with the
experience and
expertise to deliver
the Group’s strategy.
The Executive Directors receive a
company car or car allowance, private
health cover and death in service cover.
Executive Directors may become eligible
for other benefits which are introduced
for the wider workforce on broadly
similar terms.
Additional benefits may be offered such
as relocation allowances on recruitment.
There is no maximum cap on the
value of benefits. The value will
depend on the cost of providing
the relevant benefits. The Company
has monitoring practices in place to
ensure spend on benefits is efficient.
Not performance-related.
No recovery or withholding
provisions apply.
Pension
To provide a
contribution
towards retirement
Directors are eligible to receive employer
contributions to the Company’s pension
plan (which is a defined contribution
plan) or a salary supplement in lieu of
pension benefits, or a mixture of both.
The maximum contribution into the
defined contribution plan or salary
supplement in lieu of pension is
aligned with the workforce contribution
rate which is currently 10% of gross
basic salary
Not performance-related.
No recovery or withholding
provisions apply.
Directors’ Remuneration report continued
2025 Directors’ Remuneration Policy continued
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Link to strategic objectives Operation Maximum opportunity Performance metrics
Annual and deferred
bonus (ADBP)
The ADBP rewards
the achievement of
achieving stretching
objectives that are
closely aligned with the
Company’s strategy
and the creation of
value for shareholders.
Delivery of a
proportion of the
bonus in deferred
share awards
enhances alignment
between executives
and shareholders.
ADBP awards are determined based on
measures and targets that are agreed
by the Remuneration Committee.
Annual bonus measures are typically
based on performance over the relevant
financial year.
One-half of the bonus earned will be
deferred in shares for three years with
the remainder paid in cash. The deferred
amount will reduce to one-third once
the shareholding guideline has been
achieved (as measured at the end of
the financial year directly prior to the
payment of a bonus).
At the discretion of the Remuneration
Committee, participants may also be
entitled to receive the value of dividends
paid between grant and vesting on
vested shares. The payment may
assume dividend reinvestment.
Bonus payments, including deferred
awards, are subject to recovery and
withholding provisions (see ‘Recovery
and withholding’ in the Notes to the
Policy table for further detail).
The maximum bonus deliverable
under the ADBP is 150% of a
participant’s annual base salary.
Typically, half of the maximum
opportunity will be payable for
delivering target performance.
Performance measures are determined
by the Remuneration Committee each
year and may vary to ensure that they
promote the Company’s long-term
business strategy and shareholder value.
The majority of the bonus will be based
on financial measures. This may be a
single measure, such as profit, or a mix
of measures as determined by
the Remuneration Committee. Personal
objectives and/or strategic KPIs may
also be chosen.
Where a sliding scale of targets applies
to financial measures, up to 20% of
that element may be payable for
threshold performance.
The ADBP measures are reviewed
annually, and the Remuneration
Committee has the discretion to
vary the mix of measures or to
introduce new measures taking
into account the strategic focus
of the Company at the time.
The Committee has discretion to make
downward or upward adjustments to
the amount of bonus earned resulting
from the application of the performance
measures, if the Committee believe that
the bonus outcomes are not a fair and
accurate reflection of overall business
performance. Any examples of such
discretion will be communicated to
shareholders in the annual Directors
Report on Remuneration.
Malus & clawback provisions apply.
Long term incentives
Restricted shares
incentivise long term
decision making for
sustainable growth,
they align executives’
interests with the
business strategy,
and help recruit and
retain executives
Restricted share awards are granted
annually to Executive Directors in the
form of a conditional share award, nil
(or nominal) cost option under the
Ibstock Long Term Incentive Plan.
Awards will vest at the end of a
three-year vesting period subject to: –
the Executive Director’s continued
employment at the date of vesting;
and – satisfaction of the restricted
share underpin.
A post-vesting holding period of two
years will apply for restricted awards.
Dividends may accrue on vested
restricted share awards during the
vesting and holding periods.
Restricted share awards are subject to
recovery and withholding provisions (see
‘Recovery and withholding’ in the Notes
to the Policy table for further detail).
The normal maximum grant level
is 75% of salary p.a. based on the
market value at the date of grant set
in accordance with the rules of the
LTIP. In exceptional circumstances,
such as recruitment, the Committee
may grant an award with a maximum
of 100% of salary.
Restricted share awards are not
subject to performance measures but
vesting is subject to the achievement
of an underpin normally reviewed over
the three financial years commencing
with the financial year in which awards
are granted.
The Committee will apply an underpin
to restricted share awards which will
enable it to reduce vesting if there has
been material underperformance. In this
regard, the Committee will consider
firstly how well the management team
has executed the strategic objectives set
by the Board over the three-year period.
The Committee will then assess
performance against a thematic
framework based on:
• Financial health including
consideration of revenue, profit, return
on capital and balance sheet strength;
• Stakeholder experience including
consideration of the shareholder
experience , employees, health and
safety, customers and suppliers; and
• Sustainability objectives including
progress on emissions reduction
and social impact.
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Additional informationStrategic Report Financial StatementsGovernance
Link to strategic objectives Operation Maximum opportunity Performance metrics
All employee share
plans
Encourage employees,
including the executive
directors, to build a
shareholding through
the operation of all
employee share plans
such as the Share
Incentive Plan (SIP)
and Sharesave. Such
plans increase
alignment between
employees and
shareholders
The Company operates a SIP and
a Sharesave scheme in which the
Executive Directors are eligible to
participate (both schemes are in line
with HMRC legislation and are open
to all eligible staff).
The Executive Directors shall be
entitled to participate in any
other all employee arrangement
implemented by the Company.
Maximum opportunity for awards
and purchases are kept in line with
HMRC limits.
The Company in accordance with
the legislation may impose objective
conditions on participation in the SIP
for employees.
Shareholding
guidelines
Encourages Executive
Directors to build a
meaningful
shareholding in the
Group so as to further
align their interests
with those of
shareholders.
Executive Directors will normally be
required to retain shares from all share
awards vesting (after the sale of any
shares to settle tax due) until they have
reached the required level of holding.
Shares owned outright by the
Executive Director or a connected
person are included.
Shares or share options which remain
subject to a performance condition
are not included.
Unvested deferred bonus awards and
vested LTIP or restricted share awards
which remain unexercised count
towards the in- employment guideline
on a net of tax basis.
During employment: Executive
Directors are required to build and
retain a shareholding equivalent to
at least 200% of their base salary.
Post-employment: Executive Directors
are normally required to hold shares
at a level equal to the lower of their
shareholding at cessation and 200%
of salary for two years post cessation.
No performance metrics apply.
Non-Executive
Director and
Chairman fees
Provides a level of fees
to support recruitment
and retention of
Non-Executive
Directors and a
Chairman with the
necessary experience
to advise and assist
with establishing and
monitoring the Group’s
strategic objectives.
The Board is responsible for setting the
remuneration of the Non-Executive
Directors. The Remuneration Committee
is responsible for setting the Chairman’s
fees. Non-Executive Directors are paid
an annual fee and additional fees may
be paid for chairmanship and membership
of Committees. The Chairman does
not receive any additional fees for
Chairing or membership of Committees.
Non-Executive Directors and the
Chairman do not participate in
any variable remuneration or
benefits arrangements other
than reimbursed expenses.
Fees are reviewed annually in
the context of fees in place for
equivalent roles in comparable
companies and to reflect time
commitment and responsibility.
The Company will pay reasonable
expenses incurred by the Non-
Executive Directors and Chairman
and may settle any tax incurred in
relation to these.
In exceptional circumstances if there
is a temporary, yet material, increase
in the time commitments for
Non-executive Directors, the Group
Board may pay extra fees to recognise
that additional workload.
Not performance related.
Performance conditions and targets
Performance measures for the Annual Bonus are carefully selected to ensure alignment with strategic priorities and delivery against
key financial and operational objectives. Targets are set by reference to the approved budget, market practice and analysts’ expectations.
Restricted share awards are subject to an underpin and a framework (as set out in the Policy table) will be used as a basis for assessment.
Directors’ Remuneration report continued
2025 Directors’ Remuneration Policy continued
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Malus and clawback
The ADBP and the LTIP include best practice malus and clawback provisions. Malus is the adjustment of unpaid bonus and deferred
share awards under the ADBP and outstanding LTIP awards as a result of the occurrence of one or more circumstances listed below.
The adjustment may result in the value being reduced to nil. Clawback is the recovery of payments or vested awards under the ADBP
and vested LTIP awards as a result of the occurrence of one or more circumstances listed below. Clawback may apply to all or part of
a participant’s award and may be effected, among other means, by requiring the transfer of shares, payment of cash or reduction
of awards or bonuses. The circumstances in which malus and clawback could apply are as follows:
– discovery of a material misstatement resulting in an adjustment in the audited accounts of the Group or any Group company;
– the assessment of any performance condition or condition in respect of an ADBP and LTIP Award was based on error, or inaccurate
or misleading information;
– the discovery that any information used to determine the cash payment under the ADBP or the number of shares subject to an
ADBP or LTIP Award was based on error, or inaccurate or misleading information;
– action or conduct of a participant which amounts to fraud, gross misconduct or serious misconduct;
– events or the behaviour of a participant have led to the censure of a Group company by a regulatory authority or have had a
significant detrimental impact on the reputation of any Group company provided that the Board is satisfied that the relevant
participant was responsible for the censure or reputational damage and that the censure or reputational damage is attributable
to the participant (including on account of management oversight as relevant); or
– The Company or a material proportion of the Group becoming insolvent or otherwise suffering a significant corporate failure.
Annual Bonus Deferred Bonus Long Term Incentive Plan
Malus Up to the date of payment of a cash bonus To the end of the three-year deferral period
(i.e. three years post the bonus determination)
To the end of the three-year vesting period
Clawback Five years post the bonus determination N/A Until two years post-vesting
Discretion
The Committee operates under the powers it has been delegated by the Board. In addition, it complies with rules that are either
subject to shareholder approval (LTIP or the ADBP) or subject to approval by the Board. These rules provide the Committee with
certain discretions which serve to ensure that the implementation of the Policy is fair, both to the individual Director and to shareholders.
The Committee also has discretion to set components of remuneration within a range, from time to time. The extent of such
discretion is set out in the relevant rules, the maximum opportunity or the performance metrics section of the Policy table above.
To ensure the efficient administration of the variable incentive plans outlined above the Committee will apply certain operational
discretions. These include the following:
• Selecting the participants in the plans on an annual basis.
• Determining the timing of grants of awards and/or payments.
• Determining the quantum of awards and/or payments (within the limits set out in the Directors’ Remuneration Policy table).
• Determining the choice and adjustment of performance measures and targets for each incentive plan in accordance with the
Policy set out above and the rules of each plan.
• Determining the extent of vesting based on the assessment of performance, and judgement relating to measurement of
performance in certain circumstances such as a change of control or reconstruction or other corporate events.
• Whether recovery and withholding shall be applied to any award in the relevant circumstances and, if so, the extent to which
it shall be applied.
• Making appropriate adjustments as required in certain circumstances, for instance changes in capital structure.
• Determining ‘good leaver’ status for incentive plan purposes and applying the appropriate treatment.
• Undertaking the annual review of performance measures including their weightings and setting targets for the ADBP and other
incentive schemes, where applicable, from year to year.
If an event occurs which results in the ADBP or LTIP performance conditions/targets or restricted share underpin being deemed no
longer appropriate (e.g. material acquisition or divestment), the Committee will have the ability to adjust appropriately the measures
and/or targets and/or underpin and alter weightings, provided that the revised conditions are not materially less challenging than the
original conditions. Any use of the above discretion would, where relevant, be explained in the Annual Report on Remuneration and
may, if appropriate, be the subject of consultation with the Company’s major shareholders.
Legacy arrangements
For the avoidance of doubt, the Committee may approve payments to satisfy commitments agreed prior to the approval of this Policy,
including LTIP awards granted under previous Directors’ Remuneration Policies. The Committee may also approve payments outside
this Policy in order to satisfy legacy arrangements made to an employee prior to (and not in contemplation of) promotion to the Board.
All historic awards that were granted prior to the approval of this Policy but which remain outstanding, remain eligible to vest based
on their original award terms.
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Additional informationStrategic Report Financial StatementsGovernance
Recruitment policy
The Company’s principle is that the remuneration of any new recruit will be assessed in line with the same principles as for the
Executive Directors, as set out in the Policy table above. The Committee is mindful that it wishes to avoid paying more than it
considers necessary to secure a preferred candidate with the appropriate calibre and experience needed for the role. In setting
the remuneration for new recruits, the Committee will have regard to guidelines and shareholder sentiment regarding one-off or
enhanced short-term or long-term incentive payments as well as giving consideration for the appropriateness of any performance
measures associated with an award.
The Company’s detailed policy when setting remuneration for the appointment of new Directors is summarised in the table below:
Remuneration element Recruitment policy
Salary, benefits
and pension
Salary and benefit levels will be set in line with the policy for existing Executive Directors. New promotions and recruits to the
Board may on occasion have their salaries set below the targeted policy level while they become established in their role. In such
cases salary increases may be higher than the increase for the general workforce of the Company until the target market
positioning is achieved. Maximum pension contribution for new recruits will be no higher than the general workforce contribution
rate.
Benefits Benefits will normally be consistent with the principles set out in the Policy table. The Company may award certain additional
benefits and other allowances including, but not limited to, those to assist with relocation support, temporary living and
transportation expenses.
Annual and
Deferred Bonus
Plan
Maximum annual participation will be set in line with the Company’s policy for existing Executive Directors and will not exceed
150% of salary. Depending on the timing and responsibilities of the appointment, it may be necessary to set different bonus
performance measures and targets from those applicable to other Executive Directors.
Restricted shares Maximum annual participation will be set in line with the Company’s policy for existing Executive Directors and will not exceed
75% of salary in normal circumstances and 100% of salary in exceptional circumstances.
“Buyout” of
incentives
forfeited on
cessation of
employment
Where the Committee determines that the individual circumstances of recruitment justify the provision of a buyout, the
equivalent value of any incentives that will be forfeited on cessation of an Executive Director’s previous employment will be
calculated taking into account the following: – the proportion of the vesting period completed on the date of the Executive
Director’s cessation of employment; – the performance conditions attached to the vesting of these incentives and the likelihood
of them being satisfied; and – any other terms and conditions having a material effect on their value (“lapsed value”). The
Committee may then grant up to the same value as the lapsed value, where possible, under the Company’s incentive plans.
To the extent that it was not possible or practical to provide the buyout within the terms of the Company’s existing incentive
plans, a bespoke arrangement would be used.
Notice periods The maximum notice period for the executive and the new recruit shall be 12 months.
Where an existing employee is promoted to the Board, the policy set out above would apply from the date of promotion but there
would be no retrospective application of the policy in relation to subsisting incentive awards or remuneration arrangements. Accordingly,
prevailing elements of the remuneration package for an existing employee would be honoured and form part of the ongoing remuneration
of the person concerned. These would be disclosed to shareholders in the Remuneration Report for the relevant financial year.
The Company’s policy when setting fees for the appointment of new Non-Executive Directors is to apply the policy which applies to
current Non-Executive Directors.
Service contracts and letters of appointment
The Company does not have agreements with any Director that would provide compensation for loss of office or employment
resulting from a takeover except that provisions of the Company’s share schemes and plans may cause share options and awards
granted to colleagues under such schemes and plans to vest on a takeover (see page 99). All Executive Directors have rolling service
agreements which may be terminated in accordance with the terms of these agreements. The maximum notice period is 12 months
from either the executive or the Company. Directors’ service agreements are kept for inspection by shareholders at the Company’s
registered office.
The Chairman and each Non-executive Director are engaged under a market-standard appointment letters, which states that the
appointment will continue for a renewable three-year term provided that the appointment must not continue for more than nine
years in total, unless exceptional circumstances apply. In any event, each appointment is terminable by either party on one-month’s
written notice with no other right to compensation for loss of office. All Non-executive Directors are subject to annual re-election at
each AGM. The dates of appointment of each of the Non-executive Directors holding office at the FY2024 year end are summarised
in the following table.
Directors’ Remuneration report continued
2025 Directors’ Remuneration Policy continued
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Ibstock Plc | Annual Report and Accounts 2024
Name Date of joining Ibstock Date of service contract / letter or engagement
Joe Hudson 2 January 2018 12 October 2017
Christopher McLeish 1 August 2019 5 February 2019
Jonathan Nicholls 22 September 2015 11 September 2015
Nicola Bruce 29 March 2023 14 March 2023
Louis Eperjesi 1 June 2018 19 April 2018
Peju Adebajo 26 November 2021 25 November 2021
Justin Read 1 January 2017 19 December 2016
Claire Hawkings 1 September 2018 19 April 2018
Payment for loss of office
The Committee will honour Executive Directors’ contractual entitlements. Service contracts do not contain liquidated damages
clauses. If a contract is to be terminated, the Committee will determine such mitigation as it considers fair and reasonable in each
case. There is no agreement between the Company and its Executive Directors or employees, providing for compensation for loss
of office or employment that occurs because of a takeover bid.
The Committee reserves the right to make additional payments where such payments are made in good faith in discharge of an existing
legal obligation (or by way of damages for breach of such an obligation); or by way of settlement or compromise of any claim arising
in connection with the termination of an Executive Director’s office or employment.
Remuneration
element Treatment on cessation of employment
Salary, benefits
and pension
These will be paid over the notice period. The Company has discretion to make a lump sum payment in lieu.
Remuneration
element Good leaver reason Other reason Discretion
ADBP cash
awards
Performance
conditions will
be measured at
the bonus
measurement date.
Bonus will normally
be pro-rated for the
period worked during
the financial year.
No bonus
payable for
year of
cessation.
The Committee has the following elements of discretion:
– to determine that an executive is a good leaver. It is the Committee’s intention to only use
this discretion in circumstances where there is an appropriate business case which will be
explained in full to shareholders; and
– to determine whether to pro-rate the bonus to time.
The Remuneration Committee’s normal policy is that it will pro-rate bonus for time. It is
the Remuneration Committee’s intention to use discretion to not pro-rate in circumstances
where there is an appropriate business case which will be explained in full to shareholders.
ADBP share
awards
All subsisting
deferred share
awards will vest.
Lapse
of any
unvested
deferred
share
awards.
The Committee has the following elements of discretion:
– to determine that an executive is a good leaver. It is the Committee’s intention to only use
this discretion in circumstances where there is an appropriate business case which will be
explained in full to shareholders;
– to vest deferred shares at the end of the original deferral period or at the date of cessation.
The Remuneration Committee will make this determination depending on the type of good
leaver reason resulting in the cessation; and
– to determine whether to pro-rate the maximum number of shares to the time from the
date of grant to the date of cessation.
The Remuneration Committee’s normal policy is that it will not pro-rate awards for time.
The Remuneration Committee will determine whether or not to pro-rate based on the
circumstances of the Executive Director’s departure
Long Term
Incentives
Pro-rated to time and
performance in
respect of each
subsisting long term
incentive awards.
Lapse
of any
unvested
long term
incentive
awards.
The Committee has the following elements of discretion:
– to determine that an executive is a good leaver. It is the Committee’s intention to only use
this discretion in circumstances where there is an appropriate business case which will be
explained in full to shareholders;
– to measure performance (or underpin) over the original performance period or at the date
of cessation. The Committee will make this determination depending on the type of good
leaver reason resulting in the cessation; and
– to determine whether to pro-rate the maximum number of shares to the time from the
date of grant to the date of cessation.
The Remuneration Committee’s normal policy is that it will pro-rate awards for time. It is
the Remuneration Committee’s intention to use discretion to not pro-rate in circumstances
where there is an appropriate business case which will be explained in full to shareholders.
Other
contractual
obligations
There are no other contractual provisions other than those set out above agreed.
1
A good leaver reason is defined as cessation in the following circumstances: – death; – ill-health; – injury or disability; – redundancy; – retirement; – employing company ceasing to be a Group
company; – transfer of employment to a company which is not a Group company; and – at the discretion of the Committee (as described above). Cessation of employment in circumstances
other than those set out above is cessation for other reasons
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Additional informationStrategic Report Financial StatementsGovernance
Change of control
The Committee’s policy on the vesting of incentives on a change of control is summarised below:
Name of incentive plan Change of control Discretion
ADBP cash awards Pro-rated to time and
performance to the date
of the change of control.
The Committee has discretion regarding whether to pro-rate the bonus to time. The
Committee’s normal policy is that it will pro-rate the bonus for time. It is the Committee’s
intention to use its discretion to not pro-rate in circumstances only where there is an
appropriate business case which will be explained in full to shareholders.
ADBP share awards Subsisting deferred share
awards will vest on a
change of control.
The Committee has discretion regarding whether to pro-rate the award to time. The
Committee’s normal policy is that it will not pro-rate awards for time. The Committee
will make this determination depending on the circumstances of the change of control.
Long term incentives The number of shares
subject to subsisting long
term incentive awards
will vest on a change
of control, pro-rated to
time and tested for
performance.
The Committee will determine the proportion of the long term incentive award which vests
taking into account, among other factors, the period of time the long term incentive award
has been held by the participant and the extent to which any applicable performance
conditions have been satisfied at that time.
Illustrations of the application of the Remuneration Policy
The charts below illustrate the total remuneration that would be paid to each of the Executive Directors, based on the proposed
FY25 salaries, under four different performance scenarios: (i) minimum; (ii) on-target; (iii) maximum; and (iv) maximum including
the impact of a 50% increase in share price on the restricted share outcome.
Element Minimum On-target Maximum
Maximum including share
price appreciation
Fixed
(salary
1
, benefits and pension
2
) Included Included Included Included
Annual bonus
(150% of salary) Not included 50% of maximum 100% of maximum 100% of maximum
Restricted shares
(75% of salary in 2025) Not included 100% of maximum 100% of maximum 100% of maximum
Share price gain
(50% over 3 years) Not included Not included Not included
50% of the maximum restricted
shares value
1
FY2025 base salaries of £585,000 for Joe Hudson and £385,000 for Chris McLeish effective 1 April 2025.
2
Based on 2024 benefits values and a 10% of salary pension contribution.
Minimum
Joe Hudson (CEO)
£m
On-Target Maximum Maximum
including
share price
appreciation
£652
£652
£652
£652 £652
£439
£878
£878
£439
£439
£439
£1,529
£1,968
£2,187
£219
100% 42%
33%
30%
29%
45%
40%
29%
22%
20%
10%
■ Fixed ■ Annual Bonus ■ LTIP ■ Share Price Appreciation
2.5
2.0
1.5
1.0
0.5
0
Chris McLeish (CFO)
£m
£440
£440
£440 £440
£440
£289
£578 £578
£289
£289
£289
£1,017
£1,306
£1,450
£144
100% 44% 34% 30%
28%
44% 40%
28%
22% 20%
10%
2.5
2.0
1.5
1.0
0.5
0
Minimum On-Target Maximum Maximum
including
share price
appreciation
■
Fixed ■ Annual Bonus ■ LTIP ■ Share Price Appreciation
Directors’ Remuneration report continued
2025 Directors’ Remuneration Policy continued
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Ibstock Plc | Annual Report and Accounts 2024
Statement of considerations of employment conditions elsewhere in the Company
The Remuneration Policy for all employees is determined in terms of best practice and ensuring that the Company is able to attract
and retain the best people. This principle is followed in the development of our Policy.
The remuneration strategy of the Company has been designed to ensure all employees share in its success through performance-
related remuneration and share ownership. Awards under both the Annual and Deferred Bonus Plan and the Long-Term Incentive
Plan will provide alignment between senior leaders and our shareholders based on overall corporate performance of the business.
For all UK employees, the Company has in place a Sharesave Scheme. Currently, under this Plans all UK employees have the
opportunity to purchase shares in the Company subject to certain restrictions. We provide detailed information on the pay
arrangements for the wider workforce on page 107.
The Committee’s remit extends to Executive and senior management for which it recommends and monitors the level and structure
of remuneration. While the Company does not directly consult with employees as part of the process of reviewing executive pay and
formulating the Remuneration Policy, when making decisions in relation to the structure and quantum of executive pay, the Committee
takes into account conditions elsewhere in the Company.
Statement of consideration of shareholder views
The Committee takes the views of its shareholders very seriously and these views are taken into account in shaping Remuneration
Policy and practice. Shareholder views have been carefully considered when evaluating and setting this remuneration strategy and
the Committee commits to consulting with key shareholders prior to any significant changes to its Remuneration Policy.
In light of the Company’s policy review, we consulted with our largest shareholders in 2024 to seek their views on the proposed
changes to the Remuneration Policy and its implementation. The original proposals were amended to take into account the feedback
received. We are pleased to report that the majority of shareholders with whom we consulted were supportive of the revised proposed
policy and or intended operation.
In addition, we will continue to engage actively with our shareholders to listen to their views, maintain their support and to ensure
we have a transparent executive reward structure that is well-aligned to the shareholder experience.
Executive Director service contracts
The Company does not have agreements with any Director that would provide compensation for loss of office or employment
resulting from a takeover except that provisions of the Company’s share schemes and plans may cause options and awards
granted to colleagues under such schemes and plans to vest on a takeover. Directors’ service agreements are kept for inspection
by shareholders at the Company’s registered office.
Name Date of joining Ibstock Date of service contract Notice period
Joe Hudson 2 January 2018 12 October 2017 12 months either party
Chris McLeish 1 August 2019 5 February 2019 12 months either party
Non-Executive Directors’ terms of engagement
Each of the Non-Executive Directors are engaged under a market-standard Non-Executive Director appointment letter, which states
that the appointment will continue for a renewable three-year term provided that the appointment must not continue for more than
nine years in total. In any event, each appointment is terminable by either party on one month’s written notice with no other right to
compensation for loss of office.
All Non-Executive Directors are subject to annual re-election at each AGM. The dates of appointment of each of the Non-Executive
Directors serving at the date of this report are summarised in the table below.
Name Date of joining Ibstock Date of service contract
Jonathan Nicholls (Chair) 22 September 2015 11 September 2015
Peju Adebajo 26 November 2021 25 November 2021
Nicola Bruce 29 March 2023 14 March 2023
Louis Eperjesi 1 June 2018 19 April 2018
Claire Hawkings 1 September 2018 19 April 2018
Justin Read 1 January 2017 19 December 2016
The Chair, in consultation with the Executive Directors, is responsible for proposing changes to the Non-Executive Directors’ fees.
The Committee is responsible for proposing changes to the Chair’s fees.
In proposing such fees, account is also taken of the time commitments of the Group’s Non-Executive Directors. The decision on fee
changes is taken by the Board as a whole.
Individual Non-Executive Directors do not take part in discussions in relation to their own remuneration.
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Ibstock Plc | Annual Report and Accounts 2024
Additional informationStrategic Report Financial StatementsGovernance
Annual Report
on Remuneration
This section of the Report has been prepared in accordance with
the UK disclosure requirements: the Large and Medium-Sized
Companies and Groups (Accounts and Reports) (Amendment)
Regulations 2013 (Schedule 8 to the Regulations).
The Annual Statement and Annual Report on Remuneration
will be put to a single advisory shareholder vote at the AGM
on 15 May 2025.
This part of the report comprises five sections:
1. Remuneration for 2024 Page 103
a. Single total figure of Directors’ remuneration
(audited)
b. 2 024 Annual and Deferred Bonus Plan outcome
(audited)
c. LTIP 2022 update (audited)
2. Directors’ share ownership and share interests Page 106
a. LTIP and ADBP awards granted in 2024 (audited)
b. Outstanding LTIP and ADBP awards
c. Statement of Directors’ shareholdings
and share interests (audited)
3. Pay comparison Page 107
a. Percentage change in Directors’ remuneration
versus employee pay
b. Total Shareholder Return
c. Chief Executive Officer historic remuneration
d. Relative importance of spend on pay
4. Remuneration Committee membership,
governance and voting Page 109
a. Remuneration Committee membership
b. Independent advisers
c. Statement of voting at the General Meeting
5. Implementation of Remuneration Policy in 2025 Page 110
Directors’ Remuneration report continued
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Ibstock Plc | Annual Report and Accounts 2024
1. Remuneration for 2024
Single total figure of Directors’ remuneration (audited)
The total remuneration of the individual Directors who served during the financial year is shown below.
Base Salary/Fee Benefits
1
Pension
Total Fixed
Remuneration Annual Bonus LTIP
2,3
Total Variable
Remuneration
Total
Remuneration
Executive Directors
Joe Hudson (CEO) 2024 £532,239 £8,361 £53,224 £593,824 £448,952 £320,810 £769,762 £1,363,586
2023 £514,330 £11,835 £51,433 £577,599 £191,294 £142,288 £333,582 £911,181
Chris McLeish (CFO) 2024 £358,097 £16,334 £35,810 £410,241 £302,061 £215,845 £517,906 £928,147
2023 £346,048 £16,286 £34,605 £396,938 £128,705 £95,733 £224,439 £621,377
Non-Executive Directors
Jonathan Nicholls 2024 £204,301 – – £204,301 – – – £204,301
2023 £197,426 – – £197,426 – – – £197,426
Peju Adebajo 2024 £58,380 – – £58,380 – – – £58,380
2023 £56,409 – – £56,409 – – – £56,409
Nicola Bruce 2024 £69,826 – – £69,826 – – – £69,826
2023 £50,848 – – £50,848 – – – £50,848
Louis Eperjesi 2024 £69,547 – – £69,547 – – – £69,547
2023 £63,809 – – £63,809 – – – £63,809
Claire Hawkings 2024 £69,826 – – £69,826 – – – £69,826
2023 £67,469 – – £67,469 – – – £67,469
Justin Read 2024 £69,826 – – £69,826 – – – £69,826
2023 £67,469 – – £67,469 – – – £67,469
1
Taxable benefits in the 2024 financial year comprised a company car allowance, private health cover and death in service cover. Joe Hudson and Chris McLeish were entitled to receive car
allowances of £18,000 and £15,000 per annum, respectively.
2
The LTIP vesting for 2024 is estimated at 29.47% and is based on the three-month average share price to 31 December 2024 of 188.3 pence. No discretion was applied to determine the
vesting outcome and none of the 2022 LTIP value shown is attributed to share price growth over the vesting period.
3
The 2021 LTIP figures included in the 2023 values in last year’s report were estimated. The provisional TSR outcome was nil and the actual outcome following the end of the performance
period was also nil. These figures have been updated to reflect the actual share price on the vesting date (150.9 pence) and the value of dividends accrued between grant and vesting.
Last year’s values had been based on the average three-month share price to 31 December 2023.
2024 Annual and Deferred Bonus Plan (ADBP) outcome (audited)
In 2024, the Executive Directors were eligible for an annual bonus, subject to meeting performance objectives, established at the
beginning of the financial year by reference to suitably challenging corporate goals over the 12-month period.
In 2024, the Annual and Deferred Bonus Plan targets and performance-related outcomes were as follows:
Metrics Weighting Threshold (0%) Target (50%) Maximum (100%) Actual Performance % Outcome
FY Adj EBIT* 50% £44.7m £49.7m £53.2m £ 49.6m 24.49%
FY Adj Cashflow 20% £9.4m £10.4m £11.1m £20.3m 20.00%
Non-Financial Objectives 30% A summary of the personal objectives and performance is outlined over page
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Ibstock Plc | Annual Report and Accounts 2024
Additional informationStrategic Report Financial StatementsGovernance
Non-Financial Objectives
Joe Hudson
Objective area Assessment Assessment of completed objective
Health, safety and environment
• Deliver new vision and updated roadmap for H&S 5-year journey.
• Compliance focus across operations with enhanced KPIs and
housekeeping standards .
13/15 • Implemented Leadership in Action programme
• 30% Incident reduction and 17% reduction on 2023.
Growth and Strategic Projects
• Delivery of Atlas, Arion F&C syngas and Project Earth investments.
• Develop strategic growth catalysts including M&A Pipeline.
18/25 • Projects delivered as per plan however some rephasing due
to market .
• M&A pipeline refreshed.
Innovation & sustainability
• Implement centralised Innovation and NPD organisation
• Deliver key regulatory projects linked to BSA and FHS, NPD and R&D
in year delivery.
16/20 • Innovation team in place and integrated with strong
progress on New and sustainable products.
• Building Safety Act training and EPDs nearing completion .
People culture and organisation
• Implement new ET ways of working and organisation with One
Ibstock in readiness for market recovery.
• Robust OHR process in place and roll out of improved compliance
standards .
18/25 • Senior reorganisation complete .
• Major organisational change to core organisation with one
sales / production approach. Production capacity and
capability adjusted for market recovery.
Futures Division continued development
• Enhance leadership.
• Deliver slips project with market development plans .
10/15 • New MD recruited.
• GRC restructured .
• Brick slips phase one delivered.
Overall the assessment on the CEO’s personal objectives was 75% (22.50% out of 30%). As such, Joe Hudson’s total ADBP outcome
was 66.99% of maximum.
Chris McLeish
Objective area Assessment Assessment of completed objective
Operational Excellence
• Implement new Finance operating model to drive efficiency,
alignment and improved business support.
12.5/15 End-to-end processes mapped and new state determined;
transition to Group Shared Service Centre .
Operational Excellence – Health & Safety
• Provide strong, visible leadership for improvement in all areas of
Health & Safety.
10/10 New practices embedded across organisation, contributing to
30% incident reduction.
Customer and service excellence
• Implement One Ibstock commercial partnering team.
5/10 New data platform in roll-out, to be finalised in 2025.
Ibstock Futures
• Enhance Finance support for Futures Division including efficient
transactional and controlling processes.
Core Business
• Provide effective governance and oversight of Atlas project.
10/15
10/15
• Futures Finance Controller in place, with new reporting line.
Full compliance with Group reporting and controlling
deadlines in year. Significant improvement in forecast
accuracy.
• Atlas project on track with output phased according to
market demand.
Systems, Processes and Data
• Deliver enhanced risk management and controls across the enterprise.
• Support technology team to deliver fundamental upgrade of data
governance and processes.
10/15 • Increased controls compliance to > 85%
• Technology in-year workplan delivered in full.
Culture and People
• Develop leadership teams to ensure succession for all SLT roles in
1-2 years.
10/10 Finance leadership roles confirmed with internal successors
within 1 move; Group Technology Director filled with
internal hire.
Financial Performance
• Enhance performance management processes .
7.5/10 Robust cadence of performance management cycles
executed, which delivered budgeted cash flow and adjusted
EBIT outcomes.
Overall the assessment on the CFO’s personal objectives was 75% (i.e. 22.50% out of 30%). As such, Chris McLeish’s total ADBP
outcome was 66.99% of maximum.
Maximum bonus opportunity
(% of salary)
Bonus payout
(% of maximum)
Bonus earned
(£000s)
Joe Hudson 125% 66.99% £448,952
Chris McLeish 125% 66.99% £302,061
Two thirds of the 2024 bonus earned will be paid in cash and the remaining third will be deferred in shares under the ADBP for three
years. There are no performance conditions attached to the vesting of deferred shares and these awards vest subject to continued
employment.
Directors’ Remuneration report continued
Annual Report on Remuneration continued
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Ibstock Plc | Annual Report and Accounts 2024
2022 LTIP update (audited)
The three-year performance period for the awards granted on 14 April 2022 ended on 31 December 2024 in respect of the EPS, ROCE
and ESG measures and will end on 13 April 2025 for the relative TSR measure. As the performance period for the TSR element has not
concluded, vesting is based on an estimate undertaken to 14 February 2025 which suggests that this measure will vest at 21.34%
(out of 30%). The Committee reviewed the performance against the four performance conditions and determined an overall
estimated vesting level of 29.47%.
Measure Weighting (%)
Threshold
(25% vesting)
Maximum
(100% vesting) Actual
Vesting
(% of total award)
Adjusted EPS* 25% 16.9p 22.1p 7.7p 0%
ROCE (annual average) 25% 17.64% 19.50% 14.6% 0%
Relative TSR (estimated vesting) 30% Median Upper Quartile
Between median
and Upper Quartile 21.34%
ESG Measure (Carbon Intensity) 10% 0.132 0.124 0.148 0%
ESG Measure (Senior Leader Female
Representation 5% 31% 37% 34% 3.13%
ESG Measure (New and Sustainable Product
Development 5%
16% of sales
revenue
20% of sales
revenue 22% 5%
Total 100% – – – 29.47%
The Adjusted EPS* outcome for FY24 was 7.7pence. EPS performance was below threshold and consequently this measure will vest at
0%.
ROCE (annual average) for the three-year performance from FY22 to FY24 outcome was 14.60%. This measure also included the
adjustment for Atlas and Nostell major growth projects to ensure the outcome and targets are on a like-for-like basis and vested at 0%.
The ESG Measure of Carbon Intensity (tonnes of Carbon per tonnes of finished production) accounted for 10% of the award.
The Carbon Intensity outcome was 0.148 tonnes of carbon per tonne of finished production. This measure will vest at 0%.
The diversity measure will vest at 62.5% and the new and sustainable product measure will vest in full.
The value of vested awards as set out in the single figure table is consequently based on an estimated vesting of 29.47%. It uses the
average three-month share price to 31 December 2024 of 188p. The actual vesting outcome and value will be reported in next year’s
Directors’ Remuneration Report.
Confirmation of 2021 LTIP vesting
The LTIP award granted on 25 March 2021 was based on relative TSR, EPS and ROCE. The three-year performance period for the
award ended on 31 December 2023 in respect of the EPS measure and on 24 March 2024 for the relative TSR measure.
In last year’s report, the estimated TSR vesting was nil based on a calculation conducted prior to signing off the Report. The actual
final calculation was performed after the end of the performance period and Ibstock ranked at below median, resulting in 0% of this
part of the award vesting.
Measure Weighting Threshold Maximum Actual
Vesting
(% of total award)
Adjusted EPS* 30% 3% 10% 7.60% 0%
ROCE (annual average) 20% 15.77% 17.43% 19.45% 20.0%
Relative TSR 40% Median Upper Quartile Median 0%
ESG Measure (Carbon Intensity) 10% 0.152 0.142 0.148 5.5%
Total 100% – – – 25.5%
The single figure value for 2023 has been updated to include dividends that accrued over the vesting period and to reflect the share
price of 150.9 pence on the vesting date (24 March 2024).
Payments to former Directors and loss of office payments (audited)
There were no payments to former Directors or payments for loss of office during the year.
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Additional informationStrategic Report Financial StatementsGovernance
2. Directors’ share ownership and share interests
LTIP and ADBP awards granted in 2024 (audited)
2024 LTIP Award Grant
On 3 April 2024, the following awards, structured as nil cost options, were made under the LTIP to Executive Directors:
Name Date of grant
Basis of award
(% of salary)
Face value of the
awards at grant
1
Number of shares
under award Date of Vesting
Joe Hudson 3 April 2024 150% £804,215 550,831 3 April 2027
Chris McLeish 3 April 2024 150% £541,086 370,606 3 April 2027
1 Share price by reference to which the awards were granted is £1.46 (closing share price on 3 April 2024).
The LTIP awards will normally vest after 3 years based on the satisfaction of performance conditions. These are adjusted Earnings
per Share* (EPS) (30%), relative Total Shareholder Return (TSR) (20%), Adjusted ROCE* (30%) and ESG (20%), each assessed over
a three-year performance period commencing on 1 January 2024.
Measure Weighting Threshold Maximum
Adjusted EPS* 30% 11.4p 16.5p
ROCE* 30% 8.68% 12.50%
Relative TSR 20% Median Upper Quartile
Average Scope 1 grams of CO
2
per brick 10% 383g 347g
Percentage of employees to be in Earn and Learn positions as defined in the 5% Club 5% 8% 12%
New product development sales revenue coming from new and more sustainable products 5% 20% 24%
2024 ADBP grant
Under the terms of the Policy, part of the bonus earned for 2023 performance was delivered in the form of deferred bonus shares
under the ADBP. Details of the awards granted are set out in the table below.
Name Date of grant
Basis of award
(% of 2024 bonus)
Face value of the
awards at grant
1
Number of
shares under award Date of vesting
Joe Hudson 22 March 2024 33.3% £63,763.61 40,780 22 March 2027
Chris McLeish 22 March 2024 33.3% £42,900.49 27,437 22 March 2027
1
The number of Ordinary Shares granted under each ADBP award was calculated using an Ordinary Share price of £1.5636 per share (the average 30 day middle market quotation before
date of grant).
The ADBP awards will vest on 22 March 2027, subject to continued employment.
Outstanding LTIP and ADBP awards
Details of all options held by the Directors under the Company’s share plans as at 31 December 2024:
Joe Hudson
Date of Award
Interest at
31 December 2023
Awards
granted in year
Awards vested
in year
Awards lapsed
in year
Awards exercised
in year
Interest at
31 December 2024
Market price on
award date
Exercise/
Option Price Expiry date
LTIP 2020 126,623 126,623 – £1.91 Nil Cost 14/04/30
2021 317,888 13,232
1
81,061 236,827 94,293 – £2.15 Nil Cost 25/03/31
2022 578,122 578,122 £1.72 Nil Cost 14/04/32
2023 452,632 452,632 £1.73 Nil Cost 03/04/33
2024 – 550,831 550,831 £1.46 Nil Cost 03/04/34
ADBP 2022 91,325 91,325 £1.98 Nil Cost 14/04/32
2023 116,395 116,395 £1.75 Nil Cost 16/03/33
2024 – 40,780 40,780 £1.56 Nil Cost 22/03/34
Sharesave 2021 10,227 10,227 - N/A £1.76 N/A
Chris McLeish
Date of Award
Interest at
31 December 2023
Awards
granted in year
Awards vested
in year
Awards lapsed
in year
Awards exercised
in year
Interest at
31 December 2024
Market price on
award date
Exercise/
Option Price Expiry date
LTIP 2021 213,886 8,902
1
54,540 159,346 63,442 – £2.15 Nil Cost 25/03/31
2022 388,967 388,967 £1.72 Nil Cost 14/04032
2023 304,536 304,536 £1.73 Nil Cost 03/04/33
2024 – 370,606 370,606 £1.46 Nil Cost 03/04/34
ADBP 2022 61,447 61,447 £1.98 Nil Cost 14/04/32
2023 78,312 78,312 £1.75 Nil Cost 16/03/33
2024 – 27,437 27,437 £1.56 Nil Cost 22/03/34
Sharesave 2021 10,227 10,227 - N/A £1.76 N/A
1
In line with prior years, upon awards vesting the participant receives dividend equivalents in share options. These are shown in the table above as awards granted in the year for the 2021
LTIP.
Directors’ Remuneration report continued
Annual Report on Remuneration continued
106
Ibstock Plc | Annual Report and Accounts 2024
Statement of Directors’ shareholdings and share interests (audited)
The share interests of each Director as at 31 December 2024 (together with interests held by connected persons) and, where
applicable, achievement of shareholding requirements are set out below.
To align executives with the interests of shareholders, the Remuneration Committee has implemented shareholding guidelines for Executive
Directors. The guidelines require that Executive Directors build up and maintain an interest in the Ordinary Shares of the Company
that is 200% of their annual base salary. The CEO and CFO, having joined the Company in 2018 and 2019 respectively, are expected
to build up their shareholding over a five-year period. The Committee recognises that neither Joe Hudson nor Chris McLeish have yet
met their shareholding requirements, with Joe’s five-year deadline ending January 2023 and Chris’ deadline to end August 2024.
As previously discussed on page 89, as part of the recent consultation, some shareholders had fed back to the Committee that they
were keen for executives to build more meaningful shareholdings in the business. As a result and as a part of the broader proposals in
relation to the new Directors’ Remuneration Policy, the Committee was looking to (i) increase the minimum proportion of bonus earned
that will be deferred from one-third to one-half (reducing back to one-third once the shareholding guideline has been achieved) and (ii)
strengthen the shareholding guideline such that all vested share awards will be required to be held (save for any sold to settle tax)
until the guideline has been achieved. It is hoped that this would prove to be a positive step in both Executive Directors achieving the
guidelines.
Shareholding
requirement %
salary
Current
shareholding
% salary
1
Beneficially
owned
Unvested interests
subject to
performance
conditions
2
Unvested interests
not subject to
performance
conditions
2
Vested but
unexercised
interests
2
Outstanding
Sharesave awards
Shareholding
requirement met
Joe Hudson 200% 105% 188,461 1,581,585 131,705 0 – No
Chris McLeish 200% 135% 188,810 1,064,109 88,614 0 – No
Jonathan Nicholls N/A – 10,000 – – – – –
Peju Adebajo N/A – 10,000 – – – – –
Nicola Bruce N/A – 5,939 – – – – –
Louis Eperjesi N/A – 20,000 – – – – –
Claire Hawkings N/A – 10,000 – – – – –
Justin Read N/A – 17,500 – – – – –
1
Current shareholdings includes all shares owned directly, owned by a beneficiary or held through nominees.
2
Unvested interests not subject to perfomance conditions and vested but unexercised interests are shown post-tax in this table.
3. Pay Comparison
Percentage change in Directors’ remuneration versus employee pay
The table below shows the percentage change in salary, benefits and annual bonus earned between the 2024 financial year and the
prior year for the Board compared to the average earnings of all of the Group’s other colleagues. The change in remuneration is also
shown for the previous two years.
The Committee monitors the changes year-on-year between our Director pay and the average employee increase.
2024 2023 2022 2021 2020
Salary/
Fees Benefits
Annual
Bonus
Salary/
Fees Benefits
Annual
Bonus
Salary/
Fees Benefits
Annual
Bonus
Salary/
Fees Benefits
Annual
Bonus
Salary/
Fees Benefits
Annual
Bonus
Joe Hudson 3.5% (29.4)% 134.7% 5.9% (40.8)% (68.7)% 6.8% 27.8% 12.4% 5.3% (5.4)% 100% (3.1)% (5.5)% (100)%
Chris
McLeish 3.5% 0.3% 134.7% 5.9% 0.7% (68.7)% 6.8% 2.3% 12.4% 5.3% 2.0% 100% – – –
Jonathan
Nicholls 3.5% – – 4.8% – – 3.0% – – 5.3% – – (3.1)% – –
Peju
Adebajo
1
3.5% – – 4.8% – – 100% – – – – – – – –
Nicola
Bruce
2
37.3% – – – – – – – – – – – – – –
Louis
Eperjesi
3
9.0% – – 18.5% – – 3.0% – – 6.5% – – (3.3)% – –
Claire
Hawkings
4
3.5% – – 4.8% – – 8.4% – – 19.7% – – (3.1)% – –
Justin Read 3.5% – – 4.8% – – 2.7% – – 5.3% – – (3.1)% – –
All
employees
5
2.0% 1.0% (28%) 2.3%
6
(16.7)% (78.2)% 10.3% (14.3)% (31.8)% 3.9% 3.8% 100% (8.7)% 0% (100)%
1
Peju Adebajo was appointed to the Board in November 2021 and received a pro-rated amount of her annual fee in 2021, hence the large % increase in 2022.
2
Nicola Bruce was appointed to the Board in March 2023.
3
Louis Eperjesi was appointed as SID in 2023 and so received an additional fee to reflect this additional responsibility.
4
Claire Hawkings was appointed Chair of the Sustainability Committee in 2021 and so received an additional fee to reflect this additional responsibility.
5
Ibstock Plc as the Parent Company has no employees, therefore employees of the Group employed as full time equivalent for the three years have been used.
6
The 2022 All Employee salary includes a one-off £1,000 or £2,000 cost of living payment to all employees earning less than £30,000 or £50,000 respectively. Without this, the salary increase
from 2022 to 2023 would be 6.3%
107
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Additional informationStrategic Report Financial StatementsGovernance
CEO pay ratio
In line with the reporting regulations, set out below is the ratio of CEO pay compared to the pay of UK full-time equivalent employee
of the Group for the financial year ended 31 December 2024. In line with previous years, we have calculated the ratios set out above
using Option A, as described in the Directors’ Remuneration Reporting Regulations, as we believe that this reflects the most
comprehensive approach.
We expect the pay ratio to vary from year to year, driven largely by variability in incentive outcomes for the CEO, which will significantly
outweigh any other general employee pay changes at Ibstock.
The CEO single total figure remuneration of £1,363k is used in the table below.
Year Method 25th Percentile 50th Percentile 75th Percentile
2019 Option A 43:1 35:1 23:1
2020 Option A 21:1 16:1 13:1
2021 Option A 41:1 30:1 25:1
2022 Option A 44:1 35:1 27:1
2023 Option A 26:1 21:1 16:1
2024 Option A 42:1 33:1 25:1
The ratios above were determined as at 31 December 2024. The higher ratio this year reflects the higher bonus outcome for 2024
compared with 2023. The Remuneration Committee is satisfied that the pay ratio is reasonable and consistent with the Company’s
wider policies on colleague pay, reward and progression.
Set out in the table below is the base salary and total pay and benefits for the CEO and each of the percentiles for the year ended
31 December 2024.
CEO 25th Percentile 50th Percentile 75th Percentile
Total remuneration £1,363,586 £32,486 £41,781 £56,561
Base salary £532,239 £26,780 £31,961 £43,308
Total Shareholder Return (TSR)
The chart below shows £100 invested in the Company’s shares since listing compared with the FTSE 250 index and the FTSE 250
Construction and Materials index.
0
50
100
150
200
250
21 Oct 15 31 Dec 16 31 Dec 17 31 Dec 18 31 Dec 19 31 Dec 20
31 Dec 24
31 Dec 2331 Dec 2231 Dec 21
Ibstock FTSE 250 FTSE 250 Construction and Materials
Source: Thomson Reuters Datastream
The Committee considers that the FTSE 250 is an appropriate index because the Company has been a member of this index since
listing. It should be noted that the Company listed on 27 October 2015 and therefore only has a listed share price for the period of
27 October 2015 to 31 December 2024. Additionally, the FTSE 250 Construction and Building materials index is shown as it reflects
the sector in which the Company operates.
Directors’ Remuneration report continued
Annual Report on Remuneration continued
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Ibstock Plc | Annual Report and Accounts 2024
Chief Executive Officer historic remuneration
The table below sets out the single total figure of remuneration and incentive outcomes for the Director holding the post of CEO in
each year since Ibstock listed on the London Stock Exchange in 2015.
Year CEO Single figure remuneration
% maximum annual
bonus earned
% maximum LTIP
award vesting
2015 Wayne Sheppard
1
773 100% N/A
2016 Wayne Sheppard 789 33% N/A
2017 Wayne Sheppard 906 58% N/A
2018 Wayne Sheppard
2
184 32.5% 38.5%
Joe Hudson
3
592 32.5% N/A
2019 Joe Hudson 737 33.1% N/A
2020 Joe Hudson 540 0% 0%
2021 Joe Hudson 1,104 95.5% 0%
2022 Joe Hudson 1,353 98.5% 33.1%
2023 Joe Hudson 911 29.4% 25.5%
2024 Joe Hudson 1,363 67.0% 29.5%
1
Following the IPO in 2015, no award under the LTIP vested in the period 2016 to 2018.
2
Wayne Sheppard stepped down as CEO and Board Director on 4 April 2018 and his 2018 remuneration has been pro-rated to reflect this.
3
Joe Hudson became CEO on 4 April 2018. His 2018 single figure only includes compensation paid to him in 2018 in his capacity as the CEO from 4 April to 31 December 2018 and does not
include compensation paid to him as CEO designate before 4 April 2018.
Relative importance of spend on pay
The following table shows the Company’s actual spend on pay for all Group colleagues relative to dividends:
2024 (£m) 2023 (£m) % Change
Staff costs
1
106 117 (9.4)%
Dividends paid 20 34.9 (42.7)%
1
This is the overall spend on employee pay including Executive Directors (continuing operations). For more information, please see Notes 7 and 32 of the Financial Statements.
In addition, the Company completed a share buyback during 2022 totalling £30 million.
4. Remuneration Committee membership, governance and voting
Remuneration Committee membership
The Remuneration Committee in 2024 comprised Nicola Bruce, who was appointed as Chair of the Committee on 27 April 2023,
Jonathan Nicholls, Peju Adebajo, Louis Eperjesi, Claire Hawkings and Justin Read. The Committee is supported by the Group’s
Company Secretary and met four times during the year and all Committee members were present.
The Committee also receives assistance from Joanne Hodge, the Group People, Sustainability and Social Impact Director, who attends
meetings by invitation, except when issues relating to her own remuneration are being discussed.
The Sustainability (formerly ESG) Committee (comprising of Claire Hawkings, Peju Adebajo, Louis Eperjesi and Joe Hudson) advise
the Committee on the setting and outcome of ESG performance measures in the LTIP awards. The CEO is absent from any part of
the Sustainability Committee meeting pertaining to decisions on ESG targets or outcomes. The CEO and CFO attend the Committee
by invitation on occasions but are absent from discussions regarding setting of their own pay arrangements.
The independent adviser to the Committee attends by invitation.
Independent advisers
The Remuneration Committee takes account of information from both internal and independent sources, including FIT Remuneration
Consultants LLP (FIT) who act as the Remuneration Committee’s independent adviser. FIT was appointed by the Remuneration
Committee in September 2022 as a result of a tender process and advised the Remuneration Committee on all aspects of Senior
Executive and Board remuneration, including remuneration trends and corporate governance best practice. FIT also assisted the
Committee with the Policy review.
FIT is a founder member of the Remuneration Consultants’ Group and complies with its Code of Conduct, which sets out guidelines
to ensure that its advice is independent and free of undue influence. The Remuneration Committee reviews the performance and
independence of its advisers on an annual basis. The Remuneration Committee was satisfied that FIT’s advice was independent
and objective and has no other connection with the Company or individual directors.
Ibstock incurred fees of £60,000 excluding VAT during 2024 relating to Remuneration Committee advice. FIT billed on a fixed fee
basis and in addition provided other ad hoc services to management including share plan advice and TSR performance calculations
which were billed on a time spent basis.
Statement of voting at the General Meeting
The Company is committed to ongoing shareholder dialogue and takes an active interest in voting outcomes. Where there are substantial
votes against resolutions in relation to Directors’ remuneration, the Company seeks to understand the reasons for any such vote and
will report any actions in response to it. The following table sets out actual voting at the AGM on 16 May 2024 in respect of the
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Additional informationStrategic Report Financial StatementsGovernance
Directors’ remuneration report for the year ended 31 December 2023 and for the Directors’ Remuneration Policy at the AGM on
21April 2022
AGM Resolution
Votes for Votes against
Total votes cast
(excluding withheld) Votes withheld
Number of shares % votes cast Number of shares % votes cast
Annual Report on
Remuneration (2024) 288,947,606 97.47% 7,491,127 2.53% 296,438,733 3,339,827
Directors’
Remuneration Policy
(2022) 317,532,159 99.42% 1,851,842 0.58% 319,384,001 58,111
5. Implementation of Remuneration Policy in 2025
Base salaries
Joe Hudson’s salary will increase by 14.7% from £536,143 to £615,000 and Chris McLeish’s by 10.8% from £360,724 to £400,000.
These increases will be phased over two years such that Joe’s salary will increase to £585,000 effective 1 April 2025 and to £615,000
effective 1 April 2026 and Chris’s will increase to £385,000 effective 1 April 2025 and to £400,000 effective 1 April 2026. The second
increase is subject to continued strong individual performance. The Committee may also apply a further increase to the April 2026
proposed salary level to reflect the level of workforce salary increase that will apply in FY2026.
Salary increases are effective from 1 April 2025 to align with the approach for the wider workforce.
2025 2024
Joe Hudson £585,000 £536,143
Chris McLeish £385,000 £360,724
Benefits and pension
Pension contribution remains aligned to the wider workforce at 10% of gross base salary.
Benefits are provided in line with the approved Remuneration Policy. Standard benefits will be provided, including a company car and/
or a cash alternative. Both Directors also receive private health cover and death in service cover.
Annual and Deferred Bonus Plan (ADBP)
Subject to approval of the revised policy, the maximum opportunity will be 150% of salary and, as stated on page 89, it is intended
that, to increase the Executive Directors individual shareholdings so that they are closer to the existing guidelines, one half of any bonus
earned will be deferred in shares which will vest after three years.
The performance conditions and their weightings for the 2025 annual bonus are as follows:
• Adjusted EBIT* based on full-year performance (50%).
• Adjusted operating cash flow bonus measure (20%).
• Non-financial objectives: defined operational/strategic objectives (30%).
The Committee has set appropriately stretching financial targets and in doing so has considered the internal plan (budget), current
market consensus and the prevailing macroeconomic environment. Maximum payments under these measures will require significant
outperformance of internal and external expectations.
The Committee is of the opinion that, given the commercial sensitivity arising in relation to the detailed financial targets used for the
annual bonus, disclosing precise targets for the ADBP in advance would not be in shareholders’ interests. Actual targets, performance
achieved and awards made will be published at the end of the relevant performance period so shareholders can fully assess the basis
for any payouts under the annual bonus.
Long Term Incentive Plan (LTIP)
Subject to approval of the revised policy, the Committee intends to grant awards of restricted shares at 75% of salary to the CEO and
CFO, subject to continued employment and an underpin measured over a three-year vesting period. A two-year post-vesting holding
period will also apply
Non-Executive Directors’ fees
The 2025 fee levels will increase by 2.5% (2024: 3%) in line with the Group pay award (with effect from 1 April 2025):
Board Fees 2025 2024
Chair £210,945 £205,800
Board fee (including Committee membership) £60,280 £58,810
Committee Chair (per Committee) £11,818 £11,530
Senior Independent Director £11,531 £11,250
I hope that you find this report to be clear about our remuneration practices and that you will be supportive at the coming AGM.
Nicola Bruce
Chair of the Remuneration Committee
4 March 2025
Directors’ Remuneration report continued
Annual Report on Remuneration continued
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Ibstock Plc | Annual Report and Accounts 2024
Directors’ Report
The Directors’ Report
for the year ended
31 December 2024
comprises pages 111 to
113 together with the
sections of the Annual
Report incorporated by
reference. The Corporate
Governance Statement
on pages 65 to 73 is
incorporated into the
Directors’ Report by
reference. As permitted
by legislation, some of
the matters required to be
included in the Directors’
Report have instead been
included in the Strategic
Report on pages 2 to 59.
The Strategic Report
includes an indication of
future likely developments
in the Company, details
of important events and
the Company’s business
model and strategy.
The Strategic Report and the
Directors’ Report together form
the Management Report for the
purposes of the Disclosure Guidance
and Transparency Rules (DTR) 4.1.8R.
Principal activity
The principal activity of the Group is
the manufacture and supply of clay and
concrete building products and solutions
primarily to customers in the UK residential
construction sector. Details of the Group’s
principal subsidiaries can be found in
Note 30 to the financial statements.
Results and dividend
The results for the year can be found in
the Group Financial Review on pages 36 to
40 and these are incorporated by reference
into this report.
Going Concern and Viability Statement
Information relating to the Going Concern
and Viability Statement is set out on pages
58 to 59 of the Strategic Report and is
incorporated by reference into this report.
Research and development
Information relating to research and
development is set out on page 20 of
the Strategic Report and is incorporated
by reference into this report.
Greenhouse gas emissions
Information relating to the greenhouse
gas emissions of the Company is set out
on page 179 of the Strategic Report and is
incorporated by reference into this report.
Board of Directors and their interests
The names and biographies of the Directors
as at the date of this report are shown on
pages 62 to 63. The interests of the Directors
holding office at the end of the year in the
issued Ordinary Share capital of the Company
and any interests in Ibstock’s share incentive
plans are given in the Directors’ Remuneration
Report on page 107.
Powers of the Directors
The powers given to the Directors are
contained in the Company’s Articles of
Association and are subject to relevant
legislation and, in certain circumstances,
including in relation to the issuing or buying
back by the Company of its shares, subject
to authority being given to the Directors by
shareholders in general meeting. The Articles
of Association also govern the appointment
and replacement of Directors.
Re-election of Directors
All Directors, with the exception of the Chair,
will retire and submit themselves for election
or re-election, annually, by shareholders at
the AGM. Specific reasons why each
Director’s contribution is, and continues to
be, important to the Company’s long-term
sustainable success are set out in the Notice.
Amendment of the Articles of Association
The Articles of Association may be amended
in accordance with the provisions of the
Companies Act 2006 by way of a special
resolution of the Company’s shareholders.
Share capital and control
Details of the Company’s share capital
are contained in Note 24 to the Group
consolidated financial statements.
The rights attaching to the shares are
set out in the Articles of Association.
The Company has established a trust
in connection with the Group’s Share
Incentive Plan (the SIP), which holds
Ordinary Shares on trust for the benefit
of employees of the Group. The Trustees
of the SIP trust may vote in respect of
Ibstock shares held in the SIP trust, but
only as instructed by participants in the SIP
in accordance with the SIP trust deed and
rules. The Trustees will not otherwise vote
in respect of shares held in the SIP trust.
The Trustee of the Employee Benefit Trust
(the Trust), which is used to purchase
shares on behalf of the Company as
described in Note 25, has the power to
vote or not vote, at its absolute discretion,
in respect of any shares in the Company
held unallocated in the Trust. However,
in accordance with good practice, the
Trustee adopts a policy of not voting in
respect of such shares. In accordance with
Listing Rule 9.8.4(c), the Company notes
that the Trustee has a dividend waiver in
place in respect of shares which are the
beneficial property of the Trust.
Purchase of own shares
At the AGM held on 16 May 2024,
shareholders passed a special resolution in
accordance with the Companies Act 2006
to authorise the Company to purchase in
the market a maximum of 39,284,012
Ordinary Shares, representing 10% of the
Company’s issued Ordinary Share capital
as at the latest practicable date prior to
publication of the AGM circular.
As announced on 10 May 2022, the
Company entered into a Share Buyback
Programme of an aggregated value of
£30 million in order to return value to
shareholders, in line with the Group’s capital
allocation policy. The Buyback Programme
concluded on 21 October 2022, with a total
of 16,791,470 shares purchased, representing
a nominal value of £167,914.70 equivalent
to 4.1% of the issued capital of the Company.
As at 31 December 2024, 15,695,925 shares
purchased are held in treasury, exclusive
of voting and dividend rights. A total
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Additional informationStrategic Report Financial StatementsGovernance
Directors’ Report continued
of 1,095,545 shares have been used
to satisfy share awards during the year.
The Directors are seeking renewal
of the authority at the forthcoming
AGM, in accordance with relevant
institutional guidelines.
Post balance sheet events
On 5 March 2025, a final dividend of
2.5pence per Ibstock Plc Ordinary Share
was proposed to be paid on 30 May 2025
to shareholders of record as at 9 May
2025. There were no further post balance
sheet events. See Note 33 on page 169.
Reappointment of auditor
It will be proposed that Deloitte LLP be
reappointed as the Company’s auditor
at the Annual General Meeting to be
held on 15 May 2025.
Substantial shareholdings
As at 31 December 2024, the Company
had been notified, in accordance with the
Disclosure Guidance and Transparency
Rules, of the following interests (set out in
the table below) in its Ordinary Share
capital.
In the period from 31 December 2024
to the date of this report, there has been
one notification that has been made
to the Company pursuant to DTR 5.
Information provided to the Company
under the Disclosure Guidance and
Transparency Rules is publicly available
via the regulatory information service
and on the Company’s website.
Significant agreements
(change of control)
The Company is required to disclose any
significant agreements that take effect,
alter or terminate on a change of control
of the Company following a takeover bid.
The Company has committed debt facilities
all of which are directly or indirectly subject
to change of control provisions, albeit the
facilities do not necessarily require mandatory
prepayment on a change of control.
During 2021 the Company completed
the refinancing of its £215 million
Revolving Credit Facility (RCF),
diversifying its credit sources at
attractive rates, whilst simultaneously
achieving a significant extension of
the Group’s debt maturity profile.
The existing facility was replaced with
the issuance of £100 million of private
placement notes from Pricoa Private
Capital, with maturities of between 7
and 12 years at an average total cost of
funds of 2.19%, and a £125 million RCF
provided by a syndicate of five banks.
The RCF is for an initial four-year tenure,
with a one-year extension option, at
a margin of between 1.60% and
2.60%, and also includes an additional
£50 million uncommitted accordion.
The RCF extension option was exercised
in 2022 at the same margin range and
underlying terms.
In the event of a takeover or other change
of control (usually excluding an internal
reorganisation), outstanding awards
under the Group’s incentive plans vest
and become exercisable (including
Annual and Deferred Bonus Plan (ADBP)
awards, SMSP share awards and Long
Term Incentive Plan (LTIP) awards), to
the extent any performance conditions
(if applicable) have been met, and subject
to time pro-rating (if applicable) unless
determined otherwise by the Board in its
discretion, in accordance with the rules of
the plans. In certain circumstances, the
Board may decide (with the agreement
of the acquiring company) that awards
will instead be cancelled in exchange for
equivalent awards over shares in the
acquiring company.
Directors’ and Officers’ liability
insurance and indemnities
The Company has purchased and
maintains appropriate insurance cover
in respect of Directors’ and Officers’
liabilities. The Company has also entered
into qualifying third party indemnity
arrangements for the benefit of all its
Directors, in a form and scope which
comply with the requirements of the
Companies Act 2006. These indemnities
came into force on 22 October 2015 and
remain in force as at the date of this
Annual Report.
Financial instruments
Details of the financial instruments used
by the Group are set out in Note 23 to the
Group consolidated financial statements,
which are incorporated into this Directors’
Report by reference. The Group’s financial
risk management objectives and policies
are included in the risk management
section on page 28 and in Note 23 of the
Group consolidated financial statements.
Political donations
No political donations were made during the
year ended 31 December 2024 (2022: £nil).
Annual General Meeting 2025
The AGM will be held on 15 May 2025
at 12:00 p.m. at the I-Studio, 54 Hatton
Garden, London. The Notice convening the
meeting together with explanatory notes on
the resolutions to be proposed and full details
of the deadlines for appointing proxies is
contained in a circular which will be circulated
to all shareholders at least 20 working days
before such meeting together with this report.
Employees
The average number of employees within
the Group is shown in Note 7 to the Group
financial statements.
The Group is an equal opportunities
employer and considers applications
for employment from disabled persons
(having regard to their particular aptitudes
and abilities) and encourages and assists,
wherever practicable, the recruitment,
training, career development and promotion
of disabled people and the retention of
and appropriate training for those who
become disabled during their employment.
Employee engagement
Due to our commitment to transparent and
best practice reporting, we have included our
section on employee engagement on page
44 of the Strategic Report as the Board
considers these disclosures to be of strategic
importance and is therefore incorporated into
the Directors’ Report by cross-reference.
Name of shareholder Shares disclosed % Nature
Lansdowne Partners 39,263,142 9.99 Indirect
Vulcan Value Partners, LLC 39,116,291 9.96 Indirect
Blackrock, Inc. 32,967,580 8.36 Indirect
Janus Henderson Group PLC 20,130,404 5.11 Indirect
Perpetual Limited 19,887,558 5.049 Indirect
J O Hambro Capital Management Limited 20,367,209 4.98 Indirect
Ameriprise Financial, Inc. 20,408,608 4.96 Indirect and Direct
Franklin Templeton Management 17,674,986 4.32 Indirect
Odey Asset Management LLP 12,085,210 2.99 Direct
Norges Bank 12,218,525 2.98 Direct
Aviva PLC 9,665,118 2.46 Direct
GLG Partners Less than 5% Less than 5%
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Ibstock Plc | Annual Report and Accounts 2024
The Stakeholder engagement section on
page 42 demonstrates how the Directors
have engaged with employees and how
they have had regard to employee
interests and the effect of that regard
including the principal decisions by the
Company during the financial year.
The Company is also keen to encourage
greater employee involvement in the Group’s
performance through share ownership.
To help align employees’ interests with the
success of the Company’s performance, we
operate an HMRC approved all-employee
plan, the Ibstock Plc Sharesave Scheme
(Sharesave), which is offered to UK employees.
To further increase employee ownership, in
2022 each employee of the Company below
ET and SLT level received an award of
500 shares under the Senior Manager Share
Plan, as the Fire Up Ibstock Share Grant, which
vested in September 2024.
Business relationships
The Stakeholder engagement section
on pages 42 to 45 and the Section 172(1)
Statement demonstrate how the Directors
have had regard to its engagement with
suppliers, customers and others and how
the effect of that regard had influenced the
principal decisions taken by the Company
during the financial year. The Board
considers this disclosure to be of strategic
importance. That section is incorporated
into the Directors’ Report by cross-reference.
Directors’ responsibilities
The Directors are responsible for preparing
the Annual Report in accordance with
applicable law and regulations.
Company law requires the Directors to
prepare financial statements for each financial
year. Under that law the Directors are required
to prepare the Group consolidated financial
statements in accordance with United
Kingdom adopted international accounting
standards and International Financial
Reporting Standards (IFRSs) as issued by the
International Accounting Standards Board
(IASB) and have elected to prepare the Parent
Company financial statements in accordance
with United Kingdom Generally Accepted
Accounting Practice (United Kingdom
Accounting Standards), including FRS 102, the
Financial Reporting Standard applicable in the
United Kingdom and the Republic of Ireland,
and applicable law. Under company law the
Directors must not approve the Annual Report
unless they are satisfied that they give a true
and fair view of the state of affairs of the
Group and Company and of the profit or loss
of the Group for that year.
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 applicable United
Kingdom Accounting Standards have
been followed, subject to any material
departures disclosed and explained
in the financial statements; and
• 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 consolidated financial
statements, International Accounting
Standard No.1 requires Directors to:
• properly select and apply
accounting policies;
• 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
position and financial performance; and
• make an assessment of the Group’s
ability to continue as a going concern
and prepare the financial statements
on the going concern basis unless it
is inappropriate to presume that the
Group will continue in business.
The Directors are responsible for keeping
adequate accounting records that are
sufficient to show and explain the Group’s and
Company’s transactions and to disclose with
reasonable accuracy at any time the financial
position of the Group and Company and
to enable them to ensure that the financial
statements comply with the Companies Act
2006 and Article 4 of the IAS Regulation.
They are also responsible for safeguarding the
assets of the Company and hence for taking
reasonable steps for the prevention and
detection of fraud and other irregularities.
Website publication
The Directors are responsible for ensuring the
Annual Report, including the Financial
Statements, is made available on a website.
Financial statements are published on the
Company’s website in accordance with
legislation in the United Kingdom governing
the preparation and dissemination of financial
statements, which may vary from legislation
in other jurisdictions. The maintenance and
integrity of the Company’s website
(www.ibstock.co.uk) is the responsibility of the
Directors. The Directors’ responsibility also
extends to the ongoing integrity of the
Financial Statements contained therein.
Disclosure of information to auditors
Each person who is a Director of the
Company as at the date of approval
of this Report confirms that:
(a) so far as the Director is aware, there is no
relevant audit information of which the
Company’s auditors are not aware; and
(b) the Director has taken all the steps that
he or she ought to have taken as a
Director in order to make him/herself
aware of any relevant audit information
and to establish that the Company’s
auditors are aware of that information.
Responsibility Statement
The Directors in office as at 31 December
2024 and whose names and functions are
given on pages 62 and 63 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 Group and
Company and the undertakings included in
the consolidation taken as a whole; and
• the Strategic Report and Directors’
Report include a fair review of the
development and performance of the
business and the position of the Group
and Company and the undertakings
included in the consolidation taken as a
whole, together with a description of the
principal risks and uncertainties that
they face.
The Directors consider that this Annual
Report, taken as a whole, is fair, balanced
and understandable, and provides the
information necessary for shareholders
to assess the Group’s position and
performance, business and strategy.
The Strategic Report (pages 2 to 59] and
the Directors’ report (pages 111 to 113)
have been approved and is signed by order
of the Board by:
Group Company Secretary
4 March 2025
Registered Office: Leicester Road, Ibstock,
Leicestershire, LE67 6HS
Company registration number 09760850
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Additional informationStrategic Report Financial StatementsGovernance
Independent Auditor’s Report
to the members of Ibstock plc
Report on the audit of
the financial statements
1. Opinion
In our opinion:
• the financial statements of Ibstock 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 31st December 2024 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;
• the parent company financial statements have been
properly prepared in accordance with United Kingdom
Generally Accepted Accounting Practice, including Financial
Reporting Standard 102 “The Financial Reporting Standard
applicable in the UK and Republic of Ireland”; 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 balance sheet;
• the consolidated statement of changes in equity;
• the consolidated cash flow statement;
• the related notes 1 to 33 to the consolidated financial statements;
• the parent company balance sheet;
• the parent company statement of changes in equity; and
• the related notes 1 to 12 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,
and United Kingdom adopted international accounting
standards. The financial reporting framework that has been
applied in the preparation of the parent company financial
statements is applicable law and United Kingdom Accounting
Standards, including FRS 102 “The Financial Reporting Standard
applicable in the UK and Republic of Ireland” (United Kingdom
Generally Accepted Accounting Practice).
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 6 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 were:
• Impairment testing of non-current
assets; and
• Classification and accuracy of
exceptional items
Within this report, key audit matters are identified as follows:
Newly identified
Increased level of risk
Similar level of risk
Decreased level of risk
Materiality The materiality that we used for the group financial statements was £2.85m which was determined using a
blended metric (blending between net assets, revenue and profit before tax).
Scoping We have performed audit procedures over all financial information for 4 components and have performed
specified audit procedures in one component have performed review of procedures on components and
balances that we did not deem to be significant, including residual balance analysis, analytical reviews, making
inquiries and evaluating and testing the group-wide controls.
All work has been performed by the group audit engagement team.
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Ibstock Plc | Annual Report and Accounts 2024
Significant
changes in our
approach
Due to there being a high level of standardisation of rebate agreements, including an agreement end date
coterminous with the year end, and no history of material misstatement, we no longer deem the impact of
customer rebates on revenue recognition to be a Key Audit Matter.
Our approach to determining materiality has changed this year to a blend of profit before tax, net assets and
revenue benchmarks. In the prior period, we determined 5% of profit before tax adjusted for restructuring
expenses to be the appropriate benchmark.
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:
• assessing the reasonableness of assumptions applied by
directors in preparing their forecasts, including the impact of
the restructuring activities implemented during 2023 and 2024
and the impact of the current macroeconomic environment;
• assessing the historical accuracy of forecasts approved by the
directors;
• considering the impact of climate change risks and
commitments on the expected cash flows in the outlook period;
• obtaining confirmation for the financing facilities, repayment
terms and covenants to test that these facilities remain
available and evaluating the additional external funding
facilities accessible to the group;
• considering the ability of the group to refinance its facilities
when they mature;
• testing the clerical accuracy and appropriateness of the model
used to prepare the forecasts;
• challenging the group’s ‘severe but plausible’-case analysis
and whether it is appropriate, and performed sensitivity
analysis on key variables, including the appropriateness of the
group’s identified potential mitigating actions and the
inclusion of these in the going concern assessment;
• reading analyst reports, industry data and other external
information to determine if it provided corroborative or
contradictory evidence in relation to assumptions used;
• reperforming the group’s sensitivity analysis;
• consideration of the site closures that have taken place during
2023 and 2024, and the impact that this could have on the
group’s forecasting;
• ensured consistency between impairment forecasting and
going concern modelling;
• obtaining and performing analysis on post year end results and
benchmarking this against the group’s forecasts; and
• assessing the adequacy of the disclosures made within the
financial statements.
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.
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.
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5.1. Impairment of Non-Current Assets
Key audit matter
description
As at 31 December 2024, the group had non-current assets (excluding post-employment benefit assets)
of £564.8m (FY23: £562.2m).
In light of the lower activity levels across the UK construction industry during FY24, the group identified
indicators of potential impairment. In addition, the group took the decision to close the glass reinforced
concrete (‘GRC’) operations and have charged a £3.8m impaired the assets of this operation accordingly
(as detailed within note 5).
In line with the requirement of IAS 36 (Impairment of Assets), a full impairment review was performed at
a Cash Generating Unit (‘CGU’) level. The value in use of CGUs was calculated using cashflows reflecting
the group’s best estimate of the future trading performance of the group. Further details of the cash
flows, and the assumptions made to calculate are included within note 17 ‘Impairment of Non-Current
Assets’.
In making their assessment of value in use the group considered the reasonably possible changes in the
demand for the group’s products, specifically for bricks and roofing tiles.
The key audit matter relates specifically to the Group’s Cash Generating units that were not subject to full
closure in the prior or current period. The group’s impairment review is sensitive to changes in the key
assumptions, as set out in note 17. Judgement is required to forecast CGU level cash flows which are
derived from the board approved budget and strategic plan covering the years 2025 – 2029, which is
underpinned by assumptions on demand for the group’s products.
Please refer to the Strategic Report, Note 1 (‘Summary of significant accounting policies), Note 13
(‘Property, plant and equipment’) and Note 17 (‘Impairment’) which provide further detail on the
impairments made, and the assumptions applied to the value in use models. Further details about the
group’s consideration of the climate related risks and opportunities relevant to the value in use model are
disclosed in the TCFD report at page 182.
How the scope of our
audit responded to the
key audit matter
To address this key audit matter, we have performed the following procedures:
• Gained an understanding of the relevant controls surrounding the value in use model, including the
calculations, assumptions, and the mechanical accuracy;
• Challenged the group’s Cash Generating Unit (CGU) determination, including changes made to the
CGU determination compared to the prior period, by understanding the products manufactured by
each site, and how the entities of the group generate cashflows;
• Challenged the consistency of the group’s methodology with the requirements of IAS 36 by engaging
our impairment modelling specialists to review the mechanics of the model and to focus on areas
such as inclusion of working capital and the impact of IFRS 16;
• Performed a search for contradictory evidence including market analyst reports and housing market
demand forecasts to challenge the key assumptions used;
• Reviewed historic CGU trading performance and the correlation with the group’s 5 year outlooks;
• Validated market size assumptions to external forecasts, including industry associations and market
analyst reports;
• Working with our Environmental, Social and Governance (‘ESG’) specialists, we challenged the group
on their consideration of the climate related risks and opportunities in the value in use model;
• Working with our valuations specialists we performed an independent build-up of the Weighted
Average Cost of Capital (WACC) to be included in the model for the purpose of discounting future
cash flows;
• Assessed the disclosures included within Notes 1, 13 and 17 for consistency with the requirements of
IAS 36.
Key observations Based on our audit procedures we are satisfied that the assumptions in the impairment models are within
an acceptable range and that there are no impairment charges required for those sites that were not
subject to closures in the prior or current period.
We also consider the disclosures (referenced above), included within the financial statements to be appropriate.
Independent Auditor’s Report to the members of Ibstock plc
continued
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5.2. Classification and accuracy of exceptional items
Key audit matter
description
The group has identified £11.7m (FY23: £30.8) of exceptional items at the foot of the consolidated
income statement (page 123). The group use exceptional items to adjust the statutory results to
eliminate factors which they consider to distort year-on-year comparisons.
The presentation of certain income and costs as exceptional is not defined by IFRS and therefore
significant judgement is required in determining the appropriate classification in line with guidance from
the FRC (Financial Reporting Council) and ESMA (European Securities and Markets Authority).
The presentation and accuracy of costs and income presented as exceptional within the adjusted profit
metrics (being adjusted EBIT and adjusted EBITDA), which the group believe are a key determinant in
assessing the quality of the group’s underlying earnings. The adjusting items presented separately as
exceptional include items which by virtue of their size and/or nature, do not reflect the group’s ongoing
trading performance.
We have identified there to be a possible risk of fraud due to inappropriate manipulation of items, which
are not exceptional, are labelled as such in the financial statements. Similarly, we consider the accuracy of
items classified as exceptional to be a key audit matter as there is a possible risk of inappropriate
quantification of items classified as exceptional.
Further information on exceptional items can be found in the Audit Committee Report on page 81, the
Group’s summary of significant accounting policies in note 1, note 2 (‘Critical Accounting Judgements
and Key Sources of Estimation Uncertainty’), note 3 (‘Alternative Performance Measures’) and note 5
(‘Exceptional Items’).
How the scope of our
audit responded to the
key audit matter
We have performed the following procedures to address this key audit matter:
• Obtained an understanding of the relevant the group review controls over the classification of items
as exceptional and the associated accuracy of these items;
• For all significant adjustments recorded in calculating underlying profits, discussed the
appropriateness of these items and disclosure considerations with the Audit Committee;
• Challenged the classification and consistency of items the group proposed to include as exceptional
against FRC and ESMA guidance, including an assessment of the completeness of items classified as
exceptional;
• Challenged on the appropriateness of including costs relating to sites impaired in the prior period as
being exceptional in the current period;
• Challenged on whether costs included as exceptional due to being exceptional were incremental to
the restructuring activity that they relate to;
• Agreed a sample of these items to supporting documentation to assess the accuracy of these items;
and,
• Assessed the adequacy of the disclosures to explain the nature of the exceptional items.
Key observations We are satisfied that the items classified as exceptional are appropriate for the year ended
31 December 2024.
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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 £2.85m (2023: £2.9m) £1.99m (2023: £2.0m)
Basis for
determining
materiality
Our determined materiality is based on a blend of profit
before tax, net assets and revenue benchmarks. This has
changed from the prior period, where we determined
5% of profit before tax adjusted for restructuring
expenses to be the appropriate benchmark.
3% of net assets capped at 70% of group
materiality consistent with the prior period.
Rationale for the
benchmark applied
The revenue and profit of the group have reduced in the
current year, following short term reductions in market
demand and trading volumes, however, the overall size
of the group (including its net assets) remains stable
when compared with the year ending 31st December
2023, and therefore, we no longer deem profit before
tax adjusted for restructuring expenses to be an
appropriate benchmark.
Net assets are considered to be an appropriate
benchmark for the Company given its main
function is that of a holding Company.
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
70% (2023: 70%) of group materiality 70% (2023: 70%) of parent company materiality
Basis and rationale
for determining
performance
materiality
In determining performance materiality, we considered the following factors:
• Our risk assessment, including our assessment of the quality of the group’s control environment;
• The low volume and immaterial value of misstatements (corrected and uncorrected) in prior periods, and;
• The low level of change in the business from the prior year.
6.3. Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of £0.14m (2023: £0.15m),
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
We have identified the group components to be the legal entities that make up the group. We have performed our scoping exercise by
assessing the qualitative and quantitative risk factors associated with the components of the group and the financial statement line
items of the group. Our consideration of risk factors has included considering the group structure and the organisation of components
within the divisions, including the differences in control environment across the components.
We have scoped in components for audit procedures on the entire financial information that together represent 95% of revenue and
96% of net assets. We have also performed audit procedures over the classification and accuracy of exceptional items across all
components, and have performed impairment testing over all non-current assets of the group (excluding the defined benefit asset).
Independent Auditor’s Report to the members of Ibstock plc
continued
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All procedures were performed by the group audit team, no component auditors were involved.
7.2. Our consideration of the control environment
The group uses JD Edwards as the main accounting software in the components that have the more significant classes of transactions,
account balances or disclosures within them. The group also uses Resource Link for payroll the group, and Onestream for the
consolidation. Together with our IT specialists, we have assessed the IT control environment and gained an understanding of the
general IT controls operating in the identified systems. We did not plan to rely on any of these systems due to the manual controls
deficiencies identified in previous periods not being remediated (please see below).
We did not plan to test the controls or adopt a controls reliance strategy over any of business processes or account balances due to
findings identified in prior periods not being fully remediated for the entirety of the current year. We also reviewed the work of Internal
Audit who identified additional control deficiencies.
Throughout our audit we have considered the control deficiencies that were identified in the prior period, and we tailored the timing,
nature and extent of our procedures to address the findings identified.
We have gained an understanding of the most relevant control(s) around:
• Impairment of non-current assets;
• Presentation and accuracy of exceptional items;
• The group override of controls
• Dilapidations and restoration provisions
• Going Concern
• Pension scheme liability
• Impact of climate change upon the financial statements
• Revenue recognition: Customer Rebates
From this work, we have identified some further deficiencies in the design of controls, for which entity the group is subsequently taking
action to remediate and have communicated all findings and deficiencies on internal controls to the Audit Committee.
Please refer to page 85 which refers to the Audit Committee’s response to the deficiencies identified in both our audit and the Internal Audit.
95 %
5%
Review at group level
Audit of the entire financial information
96%
4%
Review at group level
Audit of the entire financial information
Revenue Net assets
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7.3. Our consideration of climate-related risks
The group has continued to develop their understanding of the
impact that climate change could have on their business and have
detailed these within the Sustainability Committee report on page
78. This has included monitoring performance against the 2030
targets outlined in the ESG 2030 strategy.
In the Principal Risks and Uncertainties report on page 28, the
group have identified the areas of their business that they think
climate change will have the most significant impact on, through
both risks and opportunities. We have used this information and
our own knowledge of the business and the industry it operates in,
including through the assistance of our ESG specialists, to perform
an account balance and disclosure level climate change risk
assessment.
We have identified risks of material misstatement relating to:
• the inclusion of climate related cashflows in both impairment
testing of non-current assets (section 5.1) and Going Concern
forecasting (section 4);
• the appropriateness of the assumptions applied in the
valuation of the restoration provisions;
• the useful economic lives of property, plant and equipment,
particularly the group’s gas fuelled kilns, and sites identified as
having exposure to climate related physical risks; and
• the impact that changes in consumer behaviour may have on
demand for Ibstock’s products, and how this could impact
valuation of inventory and going concern status of the group.
In response to the risks identified, we performed the following
procedures:
• we have inquired with those charged with governance (TCWG),
the group, and others;
• we have reviewed internal and external communications
surrounding climate change such as sustainability reports,
group’s risk assessments, press releases and climate-related
disclosures;
• we have gained an understanding of how climate may affect
the group’s business and operating environment and its
financial reporting, including, but not limited to:
– group-specific climate initiatives and commitments;
– internal and external risk factors affected by climate-related
matters including key performance indicators, regulatory
environment, governance structure; and
– the group’s assessment of the implications of climate-
related matters on the financial statements and control
environment.
• we have assessed the impact of climate related commitments
made in the latest sustainability report and the impact on
accounting for restoration provisions;
• we have evaluated the directors’ going concern and viability
assessment as to whether this appropriately considered climate
related risks and the impact on cash flows;
• we also challenged the directors as to the impact on the useful
economic lives of certain classes of assets in relation to
sustainability commitments being made in the public domain;
• together with our ESG specialists we have read the climate
related disclosures included within other information of the
annual report and assessed the consistency with the financial
statements, the disclosure requirements and knowledge
obtained during the audit. Specifically, we have reviewed
disclosures in the financial statements in notes 13, 17 and 20
to evaluate how climate related risks have been considered in
reaching accounting conclusions; and
• Gained an understanding of the relevant controls operating in
the business in relation to identification of climate rated risks,
and the group’s response to those risks.
8. Other information
The other information comprises the information included in the
annual report, 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.
Independent Auditor’s Report to the members of Ibstock plc
continued
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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;
• the group’s own assessment of the risks that irregularities may
occur either as a result of fraud or error that was approved by
the board;
• results of our enquiries of the group, internal audit, the
directors and the audit committee about their own
identification and assessment of the risks of irregularities,
including those that are specific to the group’s sector;
• 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;
– the internal controls established to mitigate risks of fraud or
non-compliance with laws and regulations, including the
fraud risk register which is maintained by the group;
• the matters discussed among the audit engagement team and
relevant internal specialists, including tax, data analytics,
pensions, IT, valuations and ESG 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: presentation and accuracy of exceptional items.
In common with all audits under ISAs (UK), we are also required
to perform specific procedures to respond to the risk of the group
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. The key laws and regulations we considered in this
context included the UK Companies Act, Listing Rules, pensions
legislation, 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. These included
employment law, occupational health and safety regulations, the
Environment Act, the Water Framework Directive, the Waste
Directive, the Environmental Protection Act and the Energy
Efficiency Directive.
11.2. Audit response to risks identified
As a result of performing the above, we identified the Presentation
and Accuracy of Exceptional Items as a key audit matter related to
the potential risk of fraud. The key audit matters section of our
report explains the matter in more detail and also describes the
specific procedures we performed in response to that key audit
matter.
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 the group, 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 and reviewing internal audit reports;
• in addressing the risk of fraud through the group 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; and
• assessing the appropriateness and robustness of the group’s
response to the non-material instance of fraud identified in the
period, as described in the Audit Committee report on page 85,
and tailoring our audit approach accordingly.
We also communicated relevant identified laws and regulations
and potential fraud risks to all engagement team members
including internal specialists, and remained alert to any indications
of fraud or non-compliance with laws and regulations throughout
the audit.
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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 58;
• 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 page 58;
• the directors’ statement on fair, balanced and
understandable set out on page 65;
• the board’s confirmation that it has carried out a robust
assessment of the emerging and principal risks set out on
page 65;
• the section of the annual report that describes the review of
effectiveness of risk the group and internal control systems
set out on page 83; and
• the section describing the work of the audit committee set
out on page 80.
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 by the Board of Directors on 24 May 2017 to audit the
financial statements for the year ending 31 December 2017 and
subsequent financial periods. The period of total uninterrupted
engagement including previous renewals and reappointments of
the firm is 8 years, covering the years ending 31 December 2017
to 31 December 2024.
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) 4.1.15R – DTR 4.1.18R,
these financial statements will form part of the Electronic Format
Annual Financial Report filed on the National Storage Mechanism
of the FCA in accordance with DTR 4.1.15R – DTR 4.1.18R.
This auditor’s report provides no assurance over whether the
Electronic Format Annual Financial Report has been prepared in
compliance with DTR 4.1.15R – DTR 4.1.18R.
For and on behalf of Deloitte LLP
Statutory Auditor
Birmingham, United Kingdom
4 March 2025
Independent Auditor’s Report to the members of Ibstock plc
continued
122
Ibstock Plc | Annual Report and Accounts 2024
Consolidated income statement
| Year ended | Year ended | ||
| 31 December | 31 December | ||
| 2024 | 2023 | ||
| Notes | £’000 | £’000 | |
Revenue | 4 | ||
Cost of sales | 6 | ( | ( |
Gross profit | |||
Distribution costs | 6 | ( | ( |
Administrative expenses | ( | ( | |
Profit on disposal of property, plant and equipment | |||
Other income | |||
Other expenses | ( | ( | |
Operating profit | 6 | ||
Finance costs | 8 | ( | ( |
Finance income | 9 | ||
Net finance cost | ( | ( | |
Profit before taxation | |||
Taxation | 10 | ( | ( |
Profit for the financial year | |||
| Profit attributable to: | |||
Owners of the Company | |||
| Earnings per share | Notes | pence per share | pence per share |
Basic | 11 | ||
Diluted | 11 |
Non-GAAP measure
Reconciliation of adjusted EBIT
1
and adjusted EBITDA
1
to operating profit for the financial year:
Notes
Year ended
31 December
2024
£’000
Year ended
31 December
2023
£’000
Operating profit 27,073 35,031
Add back exceptional cost impacting operating profit 5 11,720 30,762
Add back incremental depreciation and amortisation following fair value uplift 4 10,779 12,250
Adjusted EBIT
1
49,572 78,043
Add back depreciation and amortisation pre fair value uplift 4 29,778 29,314
Adjusted EBITDA
1
79,350 107,357
All amounts relate to continuing operations.
The notes on pages 128 to 169 form an integral part of these consolidated financial statements.
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial statements.
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Consolidated statement of comprehensive income
| Year ended | Year ended | ||
| 31 December | 31 December | ||
| 2024 | 2023 | ||
| Notes | £’000 | £’000 | |
Profit for the financial year | |||
| Other comprehensive (expense)/income: | |||
| Items that may be reclassified subsequently to profit or loss | |||
Change in fair value of cash flow hedges 2 | 23 | ( | ( |
Related tax movements 2 | 10 | ||
( | ( | ||
| Items that will not be reclassified subsequently to profit or loss | |||
Remeasurement of post-employment benefit assets and obligations 2 | 21 | ( | ( |
Related tax movements 2 | 10 | ||
( | ( | ||
Other comprehensive expense for the year, net of tax | ( | ( | |
Total comprehensive income for the year, net of tax | |||
| Total comprehensive income attributable to: | |||
Owners of the Company |
The notes on pages 128 to 169 form an integral part of these consolidated financial statements.
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial statements.
2 Impacting retained earnings.
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Consolidated balance sheet
| At | At | ||
| 31 December | |||
| 2023 | |||
| Notes | £’000 | £’000 | |
| Assets | |||
| Non-current assets | |||
Intangible assets | 12 | ||
Property, plant and equipment | 13 | ||
Right-of-use assets | 27 | ||
Post-employment benefit asset | 21 | ||
| Current assets | |||
Inventories | 14 | ||
Current tax recoverable | |||
Trade and other receivables | 15 | ||
Cash and cash equivalents | |||
Assets held for sale | 16 | ||
Total assets | |||
| Current liabilities | |||
Trade and other payables | 18 | ( | ( |
Derivative financial instrument | 23 | ( | ( |
Borrowings | 19 | ( | ( |
Lease liabilities | 27 | ( | ( |
Provisions | 20 | ( | ( |
( | ( | ||
Net current assets | |||
Total assets less current liabilities | |||
| Non-current liabilities | |||
Borrowings | 19 | ( | ( |
Lease liabilities | 27 | ( | ( |
Deferred tax liabilities | 22 | ( | ( |
Provisions | 20 | ( | ( |
( | ( | ||
Total liabilities | ( | ( | |
Net assets | |||
| Equity | |||
Share capital | 24 | ||
Share premium | 25 | ||
Retained earnings | |||
Other reserves | 25 | ( | ( |
Equity attributable to owners of the Company | |||
Total Equity |
The notes on pages 128 to 169 form an integral part of these consolidated financial statements.
These financial statements were approved by the Board and authorised for issue on 4 March 2025 . They were signed on its behalf by:
Director Director
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Consolidated statement of changes in equity
| Total equity | ||||||||
| Share | Share | Retained | Other reserves | attributable | Non-controlling | |||
| capital | premium | earnings | (See Note 25) | to owners | interest | Total equity | ||
| Notes | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
Balance at | ( | |||||||
Profit for the year | ||||||||
Other comprehensive expense | ( | ( | ( | ( | ||||
| Total comprehensive income/ | ||||||||
(expense) for the year | ( | |||||||
| Transactions with owners: | ||||||||
Share based payments | 26 | |||||||
Current tax on share based payment | 10 | |||||||
Deferred tax on share based payment | 22 | |||||||
Equity dividends paid | 32 | ( | ( | ( | ||||
| Issue of own shares held on exercise | ||||||||
of share options | 25 | ( | ||||||
At | ( |
| Total equity | ||||||||
| Share | Share | Retained | Other reserves | attributable | Non-controlling | |||
| capital | premium | earnings | (See Note 25) | to owners | interest | Total equity | ||
| Notes | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
Balance at 1 January 2023 | ( | |||||||
Profit for the year | ||||||||
Other comprehensive expense | ( | ( | ( | ( | ||||
| Total comprehensive income/ | ||||||||
(expense) for the year | ( | |||||||
Transactions with owners: | – | |||||||
Share based payments | 26 | |||||||
Deferred tax on share based payment | 22 | ( | ( | ( | ||||
Equity dividends paid | 32 | ( | ( | ( | ||||
| Issue of own shares held on exercise | ||||||||
of share options | 25 | ( | ||||||
Acquisition of non- controlling interests | ( | ( | ( | ( | ||||
At 31 December 2023 | ( |
The notes on pages 128 to 169 form an integral part of these consolidated financial statements.
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Consolidated cash flow statement
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Cash flow from operating activities | £’000 | £’000 |
Cash generated from operations (Note 28) | ||
Interest paid | ( | ( |
Other interest paid – lease liabilities | ( | ( |
Tax (paid)/received | ( | |
Net cash inflow from operating activities | ||
| Cash flows from investing activities | ||
Purchase of property, plant and equipment | ( | ( |
Proceeds from sale of property, plant and equipment | ||
| Purchase of intangible assets | | ( |
Settlement of deferred consideration | ( | |
Payment for acquisition of subsidiary undertaking, net of cash acquired (Note 29) | ( | |
Interest received | ||
Net cash outflow from investing activities | ( | ( |
| Cash flows from financing activities | ||
Dividends paid (Note 32) | ( | ( |
Drawdown of borrowings | ||
Repayment of borrowings | ( | ( |
Repayment of lease liabilities | ( | ( |
Acquisition of non-controlling interests | ( | |
Net cash outflow from financing activities | ( | ( |
Net decrease in cash and cash equivalents | ( | ( |
Cash and cash equivalents at beginning of the year | ||
Exchange losses on cash and cash equivalents | ( | ( |
Cash and cash equivalents at end of the year |
The notes on pages 128 to 169 form an integral part of these consolidated financial statements.
Reconciliation of changes in cash and cash equivalents to movement in net debt
1
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Net decrease in cash and cash equivalents | ( | ( |
Proceeds from borrowings | ( | ( |
Repayment of borrowings | ||
Non-cash debt movement | ( | |
Effect of foreign exchange rate changes | ( | ( |
Movement in net debt 1 | ( | ( |
Net debt 1 at start of year | ( | ( |
Net debt 1 at end of year (Note 3) | ( | ( |
| Comprising: | ||
Cash and cash equivalents | ||
Short-term borrowings (Note 19) | ( | ( |
Long-term borrowings (Note 19) | ( | ( |
( | ( |
1 Alternative performance measures are described in Note 3 to the consolidated financial statements.
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1. Summary of significant accounting policies
Notes to the consolidated financial statements
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
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Notes to the consolidated financial statements continued
1. Summary of significant accounting policies continued
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1 Alternative performance measures are described in Note 3 and exceptional
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Notes to the consolidated financial statements continued
2. Critical accounting judgements and key sources of estimation uncertainty continued
3. Alternative performance measures
Alternative Performance Measures (APMs) are disclosed within the consolidated financial statements where management believes it is
necessary to do so to provide further understanding of the financial performance of the Group.
Management uses APMs in its own assessment of the Group’s performance and in order to plan the allocation of internal capital
and resources. Certain APMs are used in the remuneration of management and Executive Directors, as set out in the Directors’
Remuneration Report on pages 86 to 110.
APMs serve as supplementary information for users of the financial statements and it is not intended that they are a substitute for,
or superior to, statutory measures. None of the APMs are outlined within IFRS and they may not be comparable with similarly titled APMs
used by other companies.
Within the notes to the consolidated financial statements, all APMs are identified with a superscript.
Exceptional items
The Group presents as exceptional those items of income and expense which, because of their materiality, nature and/or expected
infrequency of the events giving rise to them, merit separate presentation to allow users of the financial statements to understand
further elements of financial performance in the year. This facilitates comparison with future periods and to assess trends in financial
performance over time.
Details of all exceptional items are disclosed in Note 5.
Adjusted EBIT, Adjusted EBITDA and Adjusted EBITDA margin
In the current year, the Directors have introduced Adjusted EBIT as a new APM as it represents a more comprehensive measure of profit
than adjusted EBITDA and given its use as a key remuneration measure for senior management. Adjusted EBIT represents earnings
before interest and taxation and is adjusted to exclude exceptional items and the incremental depreciation and amortisation arising from
historic fair value uplifts. Adjusted EBITDA is Adjusted EBIT adjusted for depreciation and amortisation pre fair value uplift and Adjusted
EBITDA margin is Adjusted EBITDA shown as a proportion of revenue.
The Directors regularly use Adjusted EBIT, Adjusted EBITDA and Adjusted EBITDA margin as key performance measures in assessing the
Group’s profitability. The measures are considered useful to users of the financial statements as they represent common APMs used by
investors in assessing a company’s operating performance, when comparing its performance across periods as well as being used in the
determination of Directors’ variable remuneration.
A full reconciliation of Adjusted EBIT and Adjusted EBITDA is included at the foot of the Group’s Consolidated income statement within
the consolidated financial statements. Adjusted EBITDA margin is included within Note 4.
Adjusted EPS
Adjusted EPS is the basic earnings per share adjusted for exceptional items, fair value adjustments being the amortisation and depreciation
on fair value uplifted assets and non-cash interest, net of associated taxation on the adjusted items.
The Directors have presented Adjusted EPS as they believe the APM represents useful information to the user of the financial
statements in assessing the performance of the Group, when comparing its performance across periods, as well as being used within
the determination of Directors’ variable remuneration. Additionally, the APM is considered by the Board when determining the proposed
level of ordinary dividend.
A full reconciliation is provided in Note 11.
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Net debt and Net debt to Adjusted EBITDA (“leverage”) ratio
Net debt is defined as the sum of cash and cash equivalents less total borrowings at the balance sheet date. This does not include lease
liabilities arising upon application of IFRS 16 in order to align with the Group’s banking facility covenant definition.
The Net debt to Adjusted EBITDA ratio definition removes the operating lease expense benefit generated from IFRS16 compared to IAS
17 within Adjusted EBITDA.
The Directors disclose these APMs to provide information as a useful measure for assessing the Group’s overall level of financial
indebtedness and when comparing its performance and position across periods.
Net debt is shown at the foot of the Group consolidated cash flow statement on page 127.
A full reconciliation of the net debt to Adjusted EBITDA ratio (also referred to as ‘leverage’) is set out below:
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Net debt | (121,560) | (100,616) |
Adjusted EBITDA | 79,350 | 107,357 |
Impact of IFRS 16 (Note 27) | (12,134) | (12,134) |
Adjusted EBITDA prior to IFRS 16 | 67,216 | 95,223 |
Ratio of net debt to Adjusted EBITDA | 1.8x | 1.1x |
Adjusted return on capital employed
Adjusted return on capital employed (Adjusted ROCE) is defined as earnings before interest and taxation adjusted for exceptional items
as a proportion of the average capital employed (defined as net debt plus equity excluding the pension surplus). The average is calculated
using the period end balance and corresponding preceding reported period end balance (year end or interim).
The Directors disclose the Adjusted ROCE APM in order to provide users of the financial statements with an indication of the relative
efficiency of capital use by the Group over the period, assessing performance between periods as well as being used within the
determination of executives’ variable remuneration.
The calculation of Adjusted ROCE is set out below:
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Adjusted EBITDA | 79,350 | 107,357 |
Less: depreciation | (33,619) | (34,626) |
Less: amortisation | (6,938) | (6,938) |
Adjusted earnings before interest and taxation | 38,793 | 65,793 |
Average net debt | 129,699 | 94,863 |
Average equity | 394,836 | 407,061 |
Average pension | (8,305) | (10,160) |
Average capital employed | 516,230 | 491,764 |
Adjusted Return on Capital Employed | 7.5% | 13.4% |
Average capital employed figures comprise:
| 31 December | 30 June | 31 December | 30 June | |
| 2024 | 2024 | 2023 | 2023 | |
| £’000 | £’000 | £’000 | £’000 | |
Net debt | 121,560 | 137,838 | 100,616 | 89,110 |
Equity | 395,263 | 394,409 | 399,867 | 414,254 |
Less: pension assets | (7,839) | (8,771) | (9,832) | (10,488) |
Capital employed | 508,984 | 523,476 | 490,651 | 492,876 |
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Notes to the consolidated financial statements continued
3. Alternative performance measures continued
Adjusted effective tax rate (ETR)
The Group presents an adjusted effective tax rate (Adjusted ETR) within its Financial Review. This is disclosed in order to provide users
of the financial statements with a view of the rate of taxation borne by the Group adjusted for exceptional items, fair value adjustments
being the amortisation and depreciation on fair value uplifted assets, non-cash interest and changes in taxation rates on deferred
taxation. A reconciliation of the adjusted ETR to the statutory UK rate of taxation is included in Note 10.
Cash flow related APMs
The Group presents an adjusted cash flow statement within its Financial Review on page 39. This is disclosed in order to provide
users of the financial statements with a view of the Group’s operating cash generation before the impact of cash flows associated
with exceptional items (as set out in Note 5) and stated after interest, lease payments and non-exceptional property disposal-related
cash flows.
The Directors use this APM table to allow shareholders to further understand the Group’s cash flow performance in the period,
to facilitate comparison with comparative periods and to assess trends in financial performance. This table contains a number of APMs,
as described below and reconciled in the following table:
Adjusted change in working capital
Adjusted change in working capital represents the statutory change in working capital adjusted for the changes associated with
exceptional items arising in the year of £3.1 million (2023: £5.4 million).
Adjusted operating cash flow
Adjusted operating cash flows are the cash flows arising from operating activities adjusted to exclude cash outflows relating
to exceptional items of £11.2 million (2023: cash outflows of £4.6 million) but stated after cash flows associated with interest income,
proceeds from the sale of property, plant and equipment and lease payments reclassified from investing or financing activities totalling
£9.0 million (2023: £12.8 million).
Cash conversion
Cash conversion is the ratio of Adjusted operating cash flow (defined above) to Adjusted EBITDA (defined above). The Directors
believe this APM provides a useful measure of the Group’s efficiency of its cash management during the period.
Adjusted free cash flow
Adjusted free cash flow represents Adjusted operating cash flow (defined above) less total capital expenditure. The Directors use the
measure of Adjusted free cash flow as a measure of the funds available to the Group for the payment of distributions to shareholders,
for use within M&A activity and other investing and financing activities.
Reconciliation of statutory cash flow statement to adjusted cash flow statement
| Statutory | Exceptional | Reclassification | Adjusted | |
| Year ended 31 December 2024 | £’000 | £’000 | £’000 | £’000 |
Adjusted EBITDA | 67,630 | 11,720 | – | 79,350 |
Change in working capital | (7,627) | 3,103 | – | (4,524) |
Impairment charges | 3,832 | (3,832) | – | – |
Net interest | (8,751) | – | 139 | (8,612) |
Tax | (500) | – | – | (500) |
Post-employment benefits | 959 | – | (959) | – |
Other | (1,644) | 212 | (8,142) | (9,574) |
Adjusted operating cash flow | 53,899 | 11,203 | (8,962) | 56,140 |
Cash conversion | 71% | |||
Total capex | (45,235) | – | – | (45,235) |
Adjusted free cash flow | 8,664 | 11,203 | (8,962) | 10,905 |
| Statutory | Exceptional | Reclassification | Adjusted | |
| Year ended 31 December 2023 | £’000 | £’000 | £’000 | £’000 |
Adjusted EBITDA | 76,595 | 30,762 | – | 107,357 |
Change in working capital | (31,636) | (5,355) | – | (36,991) |
Impairment charges | 20,599 | (20,599) | – | – |
Net interest | (6,035) | – | 257 | (5,778) |
Tax | 630 | – | – | 630 |
Post-employment benefits | 790 | – | (1,081) | (291) |
Other | (2,692) | (177) | (12,012) | (14,881) |
Adjusted operating cash flow | 58,251 | 4,631 | (12,836) | 50,046 |
Cash conversion | 47% | |||
Total capex | (65,653) | – | – | (65,653) |
Adjusted free cash flow | (7,402) | 4,631 | (12,836) | (15,607) |
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| Year ended 31 December 2024 | ||||
| Unallocated and | ||||
| Clay | Concrete | elimination | Total | |
| £’000 | £’000 | £’000 | £’000 | |
Bricks and masonry | 238,932 | 15,874 | – | 254,806 |
Roofing | – | 18,346 | – | 18,346 |
Fencing and landscaping | – | 24,168 | – | 24,168 |
Flooring and lintels | – | 45,762 | – | 45,762 |
Facades | 9,832 | – | – | 9,832 |
Rail and infrastructure | – | 12,562 | – | 12,562 |
Other | – | 731 | – | 731 |
Total revenue | 248,764 | 117,443 | – | 366,207 |
Adjusted EBITDA 1 | 72,287 | 14,646 | (7,583) | 79,350 |
Adjusted EBITDA margin 1 | 29.1% | 12.5% | 21.7% | |
Exceptional items 1 impacting operating profit (see Note 5) | (11,336) | (384) | – | (11,720) |
Depreciation and amortisation pre fair value uplift | (24,188) | (5,446) | (144) | (29,778) |
Incremental depreciation and amortisation following fair value uplift | (5,926) | (4,853) | – | (10,779) |
Net finance costs | (1,303) | (509) | (4,581) | (6,393) |
Profit before tax | 29,534 | 3,454 | (12,308) | 20,680 |
Taxation | (5,588) | |||
Profit for the year | 15,092 | |||
Consolidated total assets | 611,544 | 127,371 | 13,190 | 752,105 |
Consolidated total liabilities | (168,917) | (48,023) | (139,902) | (356,842) |
| Non-current assets | ||||
Consolidated total intangible assets | 52,649 | 21,301 | – | 73,950 |
Property, plant and equipment | 411,111 | 51,393 | – | 462,504 |
Right-of-use assets | 19,300 | 8,541 | 522 | 28,363 |
Total non-current assets | 483,060 | 81,235 | 522 | 564,817 |
Total non-current asset additions | 49,381 | 4,059 | – | 53,431 |
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Notes to the consolidated financial statements continued
4. Segment reporting continued
| Year ended 31 December 2023 | ||||
| Unallocated and | ||||
| Clay | Concrete | elimination | Total | |
| £’000 | £’000 | £’000 | £’000 | |
Bricks and masonry | 282,260 | 19,848 | – | 302,108 |
Roofing | – | 21,323 | – | 21,323 |
Fencing and landscaping | – | 20,440 | – | 20,440 |
Flooring and lintels | – | 35,704 | – | 35,704 |
Facades | 9,960 | – | – | 9,960 |
Rail and infrastructure | – | 16,218 | – | 16,218 |
Other | – | 86 | – | 86 |
Total revenue | 292,220 | 113,619 | – | 405,839 |
Adjusted EBITDA 1 | 98,847 | 18,623 | (10,113) | 107,357 |
Adjusted EBITDA margin 1 | 33.8% | 16.4% | 26.5% | |
Exceptional items 1 impacting operating profit (see Note 5) | (28,170) | (2,404) | (188) | (30,762) |
Depreciation and amortisation pre fair value uplift | (23,406) | (5,733) | (175) | (29,314) |
Incremental depreciation and amortisation following fair value uplift | (7,374) | (4,876) | – | (12,250) |
Net finance costs | (2,015) | (569) | (2,380) | (4,964) |
Profit before tax | 37,882 | 5,041 | (12,856) | 30,067 |
Taxation | (9,007) | |||
Profit for the year | 21,060 | |||
Consolidated total assets | 610,867 | 133,502 | 9,862 | 754,231 |
Consolidated total liabilities | (174,062) | (46,127) | (134,175) | (354,364) |
| Non-current assets | ||||
Consolidated total intangible assets | 56,178 | 25,839 | – | 82,017 |
Property, plant and equipment | 389,165 | 51,235 | – | 440,400 |
Right-of-use assets | 29,915 | 9,310 | 606 | 39,831 |
Total non-current assets | 475,258 | 86,384 | 606 | 562,248 |
Total non-current asset additions | 62,837 | 6,654 | – | 69,491 |
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5. Exceptional items
1
| Year ended 31 | Year ended 31 | |
| December 2024 | December 2023 | |
| Exceptional cost of sales | £’000 | £’000 |
Impairment charge – Property, plant and equipment | (1,126) | (15,397) |
Impairment charge – Right-of-use assets | (2,706) | (1,181) |
Impairment charge – Working capital | – | (4,022) |
Total impairment charge (Note 17) | (3,832) | (20,600) |
Redundancy costs | (581) | (7,470) |
Other costs associated with closure of sites | (5,358) | (1,196) |
Total exceptional cost of sales | (9,771) | (29,266) |
| Exceptional administrative expenses: | ||
Redundancy costs | (992) | (1,496) |
Other costs associated with closure of site | (957) | – |
Total exceptional administrative expenses | (1,949) | (1,496) |
Exceptional items 1 impacting operating profit | (11,720) | (30,762) |
Total exceptional items 1 | (11,720) | (30,762) |
During the 2024 year, the total exceptional charge arising from the enterprise restructuring programme initiated in late 2023 was
£6.5 million, while the total charge arising from the decision to cease glass reinforced concrete (GRC) operations was £5.2 million.
2024
Included within the current year are the following exceptional items
1
:
Exceptional cost of sales
Impairment charges arising in the current year relate to the impairment of non-current assets and working capital items, as set out
in Note 17. Due to the materiality and non-recurring nature, these costs have been categorised as exceptional.
Redundancy costs relate to the severance for employees engaged in production activities following the Group’s announced restructuring
activities. These costs have been categorised as exceptional due to their materiality, and unusual and non-recurring nature of the events
giving rise to the costs.
Costs associated with the closure of sites relate to other costs incurred as a result of the Group’s restructuring decisions during the year.
These incremental costs include closed site security and decommissioning activities.
Exceptional administration expenses
Exceptional redundancy costs arising in the current period relate to costs of redundancy of employees within the Group’s selling, general
and administrative (“SG&A”) functions following the Group’s restructuring announced in October 2023 and the GRC closure announced in
October 2024.
Other costs associated with closure of site relate to other SG&A costs directly attributable to the Group’s cessation of the GRC business
announced in October 2024.
The costs have been treated as exceptional due to their materiality, and the unusual and non-recurring nature of the event giving rise to
the costs.
2023
Exceptional cost of sales
Impairment charges arose in 2023 related to the impairment of non-current assets and working capital items, due to the materiality and
non-recurring nature, these costs have been categorised as exceptional.
Redundancy costs related to the severance for employees engaged in production activities following the Group’s announced restructuring
activity in response to the deterioration in demand outlook caused by a market downturn. These costs had been categorised as exceptional
due to their materiality, and unusual and non-recurring nature of the events giving rise to the costs.
Costs associated with the closure of sites related to other costs incurred as a result of the Group’s restructuring decisions during the year.
These unavoidable costs include closed site security and decommissioning activities.
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial statements.
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Notes to the consolidated financial statements continued
5. Exceptional items continued
Exceptional administration expenses
Exceptional redundancy costs arose in 2023 related to costs of redundancy of employees within the Group’s selling, general and
administrative (“SG&A”) functions following the Group’s announced restructuring in October 2023. The costs had been treated
as exceptional due to their materiality, and the non-recurring nature of the event giving rise to the costs.
Cash flow on exceptional items
1
Exceptional cash cost of £8.1 million (2023: £10.2 million) arose as a result of the Group’s rationalisation and closure of sites as part of its
restructuring plans, of which £6.8 million (2023: £4.6 million) was cash settled in the year as detailed in Note 3. The exceptional non-cash
charge of £ 3.6 million (2023: £20.6 million) comprised an impairment charge of £3.8 million associated with the Group’s closure of GRC
as detailed in Note 17 and a £0.2 million credit upon true up of the 2023 restructuring plan.
Total cash outflows of £11.2 million in relation to exceptional items in the 2024 year comprised £6.8 million relating to in-year exceptional
charges and the settlement of provisions within the opening balance sheet totalling £4.4 million.
Tax on exceptional items
1
In the current year, impairment charges arising on non-current assets are not tax deductible but give rise to a deferred tax credit in the
period. The redundancy and site closure costs are treated as tax deductible in the period. The total tax credit on exceptional items is
£2.9 million (2023: £7.0 million).
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Changes in inventories of finished goods and work in progress | 2,605 | 23,330 |
Raw material and consumables used | (63,368) | (65,904) |
Employee benefit expense (Note 7) | (74,829) | (85,234) |
Depreciation – Property, plant and equipment (Note 13) | (23,717) | (22,848) |
Depreciation – Right-of-use assets (Note 27) | (9,778) | (11,778) |
Amortisation (Note 12) | (7,062) | (6,938) |
Exceptional cost of sales (Note 5) | (9,771) | (29,266) |
Research and development costs | (13,312) | (11,837) |
Other production costs | (62,418) | (80,408) |
Total cost of sales | (261,650) | (290,883) |
Distribution costs | (34,139) | (36,797) |
Other employee benefit expenses (Note 7) | (31,442) | (31,831) |
Profit on disposal of property, plant and equipment (Note 13) | 261 | 1,957 |
Advertising costs | (1,141) | (1,123) |
Operating lease income | 105 | 136 |
Exceptional administrative expenses (Note 5) | (1,949) | (1,496) |
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Fees payable to the Company’s auditor and its associates for the | £’000 | £’000 |
audit of Parent Company and consolidated financial statements: | 374 | 306 |
| Fees payable to Company’s auditor and its associates for other services to the Group: | ||
– Audit of the Company’s subsidiaries | 676 | 582 |
Total audit fees | 1,050 | 888 |
– Audit related assurance services | 84 | 80 |
Total non-audit fees | 84 | 80 |
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7. Employees and Directors
Employee benefit expenses for the Group during the period:
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Wages and salaries – gross | 91,352 | 98,954 |
Social security costs | 8,014 | 9,503 |
Pensions costs – defined benefit plans (Note 21) | 959 | 1,082 |
Pensions costs – defined contribution plans (Note 21) | 4,693 | 5,218 |
Share based payments (Note 26) | 1,253 | 2,308 |
106,271 | 117,065 |
Average monthly number of people (including Executive Directors) employed:
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
Sales staff | 187 | 241 |
Administrative staff | 170 | 176 |
Production staff | 1,492 | 1,772 |
2,189 |
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Short-term employee benefits | 3,674 | 2,156 |
Post-employment benefits | 248 | 154 |
Termination benefits | 132 | – |
Share-based payment | 617 | 464 |
4,671 | 2,774 |
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Notes to the consolidated financial statements continued
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Interest costs: | £’000 | £’000 |
Interest payable on Revolving Credit Facility | (4,231) | (1,891) |
Interest payable on Private Placement | (2,226) | (2,220) |
Total interest payable on bank borrowings | (6,457) | (4,111) |
Capitalised interest | 828 | 1,082 |
Other interest payable | (164) | (65) |
Interest expense on financial liabilities at amortised cost | (5,793) | (3,094) |
Interest on lease liabilities (Note 27) | (2,494) | (2,368) |
Net unwinding of discount on provisions/change in discount rate (Note 20) | – | (470) |
Other interest payable | (2,494) | (2,838) |
Total finance costs | (8,287) | (5,932) |
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Interest income: | £’000 | £’000 |
Net interest income arising on the UK pension scheme (Note 21) | 423 | 711 |
Net unwinding of discount on provisions/change in discount rate (Note 20) | 1,332 | – |
Other interest receivable | 139 | 257 |
Total finance income relating to continuing operations | 1,894 | 968 |
10. Taxation
Analysis of income tax charge
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Current tax on profit for the year | 1,306 | 2,120 |
Adjustments in respect of prior period | 1,696 | 85 |
Total current tax | 3,002 | 2,205 |
Deferred tax on profit for the year | 4,831 | 5,830 |
Impact of change in tax rate | – | 862 |
Adjustments in respect of prior period | (2,245) | 110 |
Total deferred tax | 2,586 | 6,802 |
5,588 | 9,007 |
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Income tax recognised within the consolidated statement of other comprehensive income
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Tax adjustments arising on the UK pension scheme assets and liabilities: | £’000 | £’000 |
Deferred tax credit | (437) | (1,320) |
| Tax adjustments arising on gains and losses relating to cash flow hedges: | ||
Deferred tax credit | (14) | (148) |
Income tax recognised within the consolidated statement of changes in equity
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Current tax credit on share-based payments | (18) | – |
Deferred tax (credit)/charge on share-based payments | (124) | 147 |
The tax expense for the period differs from the applicable standard rate of corporation tax in the UK of 25% for the year ended
31 December 2024 (2023: 23.5%). The differences are explained below:
| Exceptional and | ||||||
| other adjusting | ||||||
| Statutory | items | Adjusted | ||||
| Year ended 31 December 2024 | £’000 | Percentage | £’000 | Percentage | £’000 | Percentage |
Profit before tax | 20,680 | 100% | 20,280 | 100% | 40,960 | 100% |
Profit before tax multiplied by the rate of corporation tax in the UK | 5,170 | 25.00% | 5,070 | 25.00% | 10,240 | 25.00% |
| Effects of: | ||||||
Expenses not deductible | 967 | 4.68% | – | – | 967 | 2.36% |
Changes in estimates relating to prior periods | (549) | (2.65%) | – | – | (549) | (1.34%) |
Total taxation expense from continuing operations | 5,588 | 27.03% | 5,070 | 25.00% | 10,658 | 26.02% |
| Exceptional and | ||||||
| other adjusting | ||||||
| Statutory | items | Adjusted | ||||
| Year ended 31 December 2023 | £’000 | Percentage | £’000 | Percentage | £’000 | Percentage |
Profit before tax | 30,067 | 100% | 42,186 | 100% | 72,253 | 100% |
Profit before tax multiplied by the rate of corporation tax in the UK | 7,067 | 23.50% | 9,913 | 23.50% | 16,980 | 23.50% |
| Effects of: | ||||||
Expenses not deductible | 1,175 | 3.91% | (278) | (0.66%) | 897 | 1.24% |
Permanent benefit of super deduction on capital expenditure | (292) | (0.97%) | – | – | (292) | (0.40%) |
Changes in estimates relating to prior periods | 195 | 0.65% | – | – | 195 | 0.27% |
Rate change on deferred tax provision | 862 | 2.87% | (862) | (2.04%) | – | – |
Total taxation expense from continuing operations | 9,007 | 29.95% | 8,773 | 20.80% | 17,780 | 24.61% |
There are no income tax consequences for the Company in respect of dividends declared prior to the date of authorisation of these
financial statements and for which a liability has not been recognised.
The Group expects its effective tax rate in the future to be affected by the outcome of any future tax audits as well as the impact
of changes in tax law.
The Finance Act 2024 received Royal Ascent on 22 February 2024, which amended certain aspects of the multinational top-up tax and
domestic top-up tax rules contained in Finance (No 2) Act 2023. The amendments will have retrospective effect for accounting periods
beginning on or after 31 December 2023. The Group is below the €750 million income threshold and therefore the rules will not impact
the tax liabilites reported by the Group.
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Notes to the consolidated financial statements continued
11. Earnings per share
The basic earnings per share figures are calculated by dividing profit for the year attributable to the Parent shareholders by the weighted
average number of Ordinary Shares in issue during the year. The diluted earnings per share figures allow for the dilutive effect of the
conversion into Ordinary Shares of the weighted average number of options outstanding during the year. Where the average share
price for the year is lower than the option price the options become anti-dilutive and are excluded from the calculation.
The number of shares used for the earnings per share calculation are as follows:
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
Basic weighted average number of Ordinary Shares | 393,091 | 392,217 |
Effect of share incentive awards and options | 3,372 | 3,437 |
Diluted weighted average number of Ordinary Shares | 396,463 | 395,654 |
The calculation of adjusted earnings per share
1
is a key measurement used by management that is not defined by IFRS. The adjusted
earnings per share
1
measures should not be viewed in isolation, but rather treated as supplementary information.
Adjusted earnings per share
1
figures are calculated as the basic earnings per share adjusted for exceptional items
1
, and fair value
adjustments (being the amortisation and depreciation on fair value uplifted assets and non-cash interest expenses). Adjustments are
made net of the associated taxation on the adjusted items. A reconciliation of the statutory profit to that used in the adjusted earnings
per share
1
calculations is as follows:
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Total | Total | |
| £’000 | £’000 | |
Profit for the period attributable to the Parent shareholders | 15,092 | 21,060 |
Add back exceptional items 1 (Note 5) | 11,720 | 30,762 |
Less tax credit on exceptional items 1 | (2,930) | (6,952) |
Add back incremental depreciation and amortisation following fair value uplift (Note 4) | 10,779 | 12,250 |
Less tax on incremental depreciation and amortisation following fair value uplift | (2,695) | (2,878) |
Less net non-cash interest | (2,219) | (826) |
Add back tax expense on non-cash interest | 555 | 194 |
Add back impact of deferred taxation rate change | – | 844 |
Adjusted profit for the period attributable to the Parent shareholders | 30,302 | 54,454 |
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Total | Total | |
| pence | pence | |
Basic EPS on profit for the year | 3.8 | 5.4 |
Diluted EPS on profit for the year | 3.8 | 5.3 |
Adjusted basic EPS 1 on profit for the year | 7.7 | 13.9 |
Adjusted diluted EPS 1 on profit for the year | 7.6 | 13.8 |
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial statements.
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| Customer | |||||
| contracts and | |||||
| Goodwill | relationships | Brands | Licences | Total | |
| Cost | £’000 | £’000 | £’000 | £’000 | £’000 |
At 1 January 2023 | 3,852 | 92,868 | 37,159 | 8,070 | 141,949 |
Additions in the year | 209 | 579 | – | 1,844 | 2,632 |
Utilised in the year | – | – | – | (3,919) | (3,919) |
At 31 December 2023 | 4,061 | 93,447 | 37,159 | 5,995 | 140,662 |
Additions in the year | – | – | – | 1,260 | 1,260 |
Business combination finalisation (Note 29) | (171) | – | – | – | (171) |
Utilised in the year | – | – | – | (2,094) | (2,094) |
At 31 December 2024 | 3,890 | 93,447 | 37,159 | 5,161 | 139,657 |
| Accumulated amortisation and impairment | |||||
At 1 January 2023 | – | (44,037) | (7,670) | – | (51,707) |
Charge for the year | – | (5,882) | (1,056) | – | (6,938) |
At 31 December 2023 | – | (49,919) | (8,726) | – | (58,645) |
Charge for the year | – | (6,007) | (1,055) | – | (7,062) |
At 31 December 2024 | – | (55,926) | (9,781) | – | (65,707) |
| Net book amount | |||||
At 31 December 2023 | 4,061 | 43,528 | 28,433 | 5,995 | 82,017 |
At 31 December 2024 | 3,890 | 37,521 | 27,378 | 5,161 | 73,950 |
| Net book value | ||
| at 31 December | Remaining | |
| 2024 | amortisation | |
| Brands | £’000 | period (years) |
Ibstock Brick | 25,710 | 40.2 |
Forticrete | 10 | 0.2 |
Supreme | 1,033 | 5.2 |
Longley | 624 | 4.6 |
| 27,377 |
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Notes to the consolidated financial statements continued
| Assets in the | |||||
| course of | |||||
| Land and | Mineral | Plant, machinery | construction | ||
| buildings | reserves | and equipment | (AICC) | Total | |
| Cost | £’000 | £’000 | £’000 | £’000 | £’000 |
At 1 January 2023 | 196,862 | 75,034 | 207,277 | 58,541 | 537,714 |
Additions | 1,751 | 179 | 4,721 | 60,314 | 66,965 |
Acquisitions on business combination | 2,000 | – | 707 | – | 2,707 |
Transfer from AICC | 5,222 | 2,606 | 15,698 | (23,526) | – |
Disposals | (1,520) | (14,626) | (10,720) | – | (26,866) |
At 31 December 2023 | 204,315 | 63,193 | 217,683 | 95,329 | 580,520 |
Additions | 16,240 | – | 8,007 | 22,943 | 47,190 |
Transfer to assets held for sale | (200) | – | – | – | (200) |
Transfer from AICC | 4,021 | – | 21,565 | (25,586) | – |
Disposals | (6,640) | (367) | (20,496) | – | (27,503) |
At 31 December 2024 | 217,736 | 62,826 | 226,759 | 92,686 | 600,007 |
| Accumulated depreciation and impairment | |||||
At 1 January 2023 | (50,120) | (29,185) | (49,318) | – | (128,623) |
Charge for the year | (2,123) | (3,293) | (17,432) | – | (22,848) |
Disposals | 1,392 | 15,007 | 10,349 | – | 26,748 |
Impairment | (1,266) | (2,391) | (11,387) | (353) | (15,397) |
At 31 December 2023 | (52,117) | (19,862) | (67,788) | (353) | (140,120) |
Charge for the year | (2,586) | (952) | (20,179) | – | (23,717) |
Disposals | 6,636 | 363 | 20,461 | – | 27,460 |
Impairment | (852) | – | (274) | – | (1,126) |
At 31 December 2024 | (48,919) | (20,451) | (67,780) | (353) | (137,503) |
| Net book amount | |||||
At 31 December 2023 | 152,198 | 43,331 | 149,895 | 94,976 | 440,400 |
At 31 December 2024 | 168,817 | 42,375 | 158,979 | 92,333 | 462,504 |
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14. Inventories
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Raw materials | 41,018 | 38,607 |
Work in progress | 4,240 | 2,541 |
Finished goods | 79,561 | 78,041 |
124,819 | 119,189 |
The replacement cost of inventories is not considered to be materially different from the values above. At 31 December 2024, a provision
of £2.9 million (2023: £3.5 million) was held against the inventory balance.
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Trade receivables | 38,866 | 32,719 |
Provision for impairment of receivables | (1,296) | (965) |
Net trade receivables | 37,570 | 31,754 |
Prepayments and accrued income | 5,145 | 3,542 |
Other tax | 689 | 852 |
Other receivables | 411 | 1,771 |
Total trade and other receivables | 43,815 | 37,919 |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Assets classified as held for sale as of the beginning of the year | – | – |
Additions | 200 | – |
Disposals | – | – |
Assets classified as held for sale as of the end of the year | 200 | – |
17. Impairment
In the year, in light of the lower activity levels across the UK construction industry, management identified indicators of potential
impairment. Subsequently recoverable amounts across the Group’s cash-generating units (CGUs) were calculated and compared with the
carrying value of the assets that were allocated to the relevant CGUs. For tangible asset impairment testing purposes, the Group has
determined that each factory is a separate Cash Generating Unit (CGU), with the exception of: Leighton Buzzard and Stretton which are
considered as one roofing CGU and Bedford and Barnwell which are considered as one Southern fencing and building CGU in the
Concrete Segment. Due to the changes made to production and supply arrangements in 2024, Thornley and Northwich are no longer
considered as one Rail CGU as in 2023; instead, they are considered as separate CGUs.
For intangible asset impairment testing, the Group has determined that each legal entity is a separate CGU as this is the lowest level at
which the intangible assets can be directly attributed.
Following announcement of the cessation of the glass reinforced concrete (GRC) business, in the Clay Segment, management performed
detailed impairment testing for the carrying value of the assets associated with the CGU.
The Group determined the recoverable amount of these closed factories based on the fair value less costs to disposal (“FVLCTD”).
This assessment falls within level 3 of the fair value hierarchy and was based on management’s judgement that the assets could not be
sold for any value, this being the assumption the recoverable amount is most sensitive to.
Determination of FVLCTD by management reflected full impairment of all items of plant and machinery, buildings improvements and
right-of-use (ROU) assets for which management’s assessment was that no alternative use, future salvage value or disposal proceeds are
expected for the impacted assets.
This assessment of impairment resulted in the recognition of an exceptional impairment charge of £3.8 million (2023: £20.6 million)
within cost of sales within the Group’s consolidated income statement.
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Notes to the consolidated financial statements continued
17. Impairment continued
The impairment of assets valued at historical cost impacted the Clay segment of the Group in the current period as follows:
| Clay | |
| Cost | £’000 |
Building improvements | 852 |
Plant, machinery and equipment | 274 |
Right-of-use assets | 2,706 |
Total | 3,832 |
Additionally, management completed detailed impairment testing based on value-in-use (“VIU”), for the Group’s other operating CGUs
as at 31 December 2024.
The key assumptions used within the VIU calculation is noted below:
Management has used the latest Board approved budget and strategic planning forecasts in its estimated future cash flows, covering the
period 2025 to 2029, which includes assumptions regarding industry demand for the Group’s products.
Clay CGUs:
For the Clay division, these forecasts assume a return to normalised levels of industry demand for the Division’s products (defined as a
level of demand in line with the 2022 year) over the medium term.
Management is of the view that a downside sensitivity, evaluated as an unforeseen material reduction of greater than 10% in the
long-term industry demand for the Division’s products (against a level of demand in line with the 2022 year) could lead to a risk of
impairment of the Division’s non-current assets of between £15 million and £25 million.
Roofing CGU:
Following the operational challenges experienced in the Roofing category in 2022, there has been on-going recovery, however output
remains below what has been experienced. Management is of the view that a downside sensitivity, evaluated as the inability to achieve
the planned mid-term output (defined as a level of demand in line with the 2021 year) by 30%, could lead to a risk of impairment of the
Group’s non-current assets at its Leighton Buzzard and Stretton CGU of between £7 million to £14 million.
The other assumptions used within the VIU calculation are noted below:
1. A pre-tax weighted average cost of capital (“WACC”) of 11%-15% was used within the VIU calculation based on an externally derived
rate and benchmarked against industry peer group companies.
2. Terminal nominal growth rates of 2% were used reflecting long term inflationary expectations and management’s past experience
and expectations.
Management is of the view that no reasonable movement in the assumptions of the WACC or terminal growth rate outlined would result
in impairment of the Group’s non-current assets.
The cash flows include ongoing capital expenditure required to maintain the productive capacity of the network but exclude any growth
capital initiatives not committed.
The immediately quantifiable impacts of climate change and costs expected to be incurred in connection with our climate resilience plan,
are included within the budget and strategic plan, which have been used to support the impairment reviews, with no material impact on
cash flows. We also expect any changes required due to physical risks arising from our assessment of climate change would be covered
by business-as-usual site refurbishments and phased over multiple years. Therefore, the related cash outflow would not have a material
impact in any given year. As a consequence, there has been no material impact on the forecast cash flows used for impairment testing.
As a result of the detailed impairment testing performed as at 31 December 2024, no further impairment charges were recognised.
In the current and prior year, the Directors assessed whether there was any indication that the impairment loss recognised in the prior
period may no longer exist or may have decreased.
The Group has not recognised any material impairment reversals in either the current or prior year.
Goodwill
The Group’s goodwill balance of £3.9 million arose on the acquisition of the Longley operations in July 2019 (£2.9 million), acquisition of
the Generix operation in July 2022 (£0.9 million) and acquisition of Coltman in November 2023 (£0.1 million). Based upon management’s
detailed testing of the recoverable value of the CGUs to which goodwill is allocated, no impairment was indicated. Key assumptions used
within the testing of goodwill for impairment are consistent with those set out above.
For the Longley CGU, a pre-tax discount rate of 13.4% has been used, together with a long-term growth rate of 2%. CGU-specific cash
flows for the detailed five-year time period used by management contain a revenue compound growth rate of 5.2%.
Based on management’s projections, no reasonably possible change in key assumptions within the VIU calculation supporting the
impairment calculation could cause the carrying value of goodwill to exceed its recoverable amount.
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| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Trade payables | 53,806 | 44,201 |
Other tax and social security payable | 5,629 | 2,875 |
Energy accruals | 3,026 | 6,834 |
Customer rebates payable | 7,988 | 7,593 |
Accruals and other payables | 18,404 | 19,023 |
88,853 | 80,526 |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Current | £’000 | £’000 |
Private placement | 339 | 333 |
Revolving credit facility | 31,086 | 25,163 |
31,425 | 25,496 | |
| Non-current | ||
Private placement | 99,427 | 98,992 |
Total borrowings | 130,852 | 124,488 |
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Notes to the consolidated financial statements continued
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Restoration (i) | 4,405 | 5,489 |
Dilapidations (ii) | 3,816 | 4,620 |
Restructuring (iii) | 1,397 | 5,037 |
Other (iv) | 419 | 418 |
10,037 | 15,564 | |
Current | 3,010 | 6,002 |
Non-current | 7,027 | 9,562 |
10,037 | 15,564 |
| Restoration (i) | Dilapidations (ii) | Restructuring (iii) | Other (iv) | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
At 1 January 2024 | 5,489 | 4,620 | 5,037 | 418 | 15,564 |
Utilised | (51) | – | (4,384) | (56) | (4,491) |
Charged to the income statement | 99 | – | 1,131 | – | 1,230 |
Unwind of discount/change in rate | (598) | (734) | – | – | (1,332) |
Release of provision | (534) | (70) | (387) | 57 | (934) |
At 31 December 2024 | 4,405 | 3,816 | 1,397 | 419 | 10,037 |
| Restoration (i) | Dilapidations (ii) | Restructuring (iii) | Other (iv) | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
Within one year | 944 | 250 | 1,397 | 419 | 3,010 |
Between two and five years | 875 | 1,316 | – | – | 2,191 |
Between five and ten years | 163 | 1,813 | – | – | 1,976 |
Between ten and twenty years | 2,373 | 394 | – | – | 2,767 |
Over twenty years | 50 | 43 | – | – | 93 |
4,405 | 3,816 | 1,397 | 419 | 10,037 |
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| 31 December | 31 December | |
| 2024 | 2023 | |
| Funded plan at 31 December | £’000 | £’000 |
Opening balance | 9,832 | 15,194 |
Charge within operating profit | (959) | (1,082) |
Interest income | 423 | 711 |
Remeasurement loss recognised in the statement of comprehensive income | (1,457) | (5,283) |
Contributions | – | 292 |
Carried forward at 31 December | 7,839 | 9,832 |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Insured annuities | 320,298 | 361,436 |
Cash fund investment | 9,593 | 11,751 |
Cash | 1,045 | 532 |
Total market value of assets | 330,936 | 373,719 |
Present value of Scheme liabilities | (323,097) | (363,887) |
Net Scheme asset | 7,839 | 9,832 |
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Notes to the consolidated financial statements continued
21. Post-employment benefit obligations continued
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Administrative expenses | 1,079 | 1,082 |
Past service income | (120) | – |
Defined contribution scheme costs (Note 21b) | 4,693 | 5,218 |
Charge within labour costs and operating profit | 5,652 | 6,300 |
Interest income | (423) | (711) |
Total charge to the income statement | 5,229 | 5,589 |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Remeasurement (loss)/gain on defined benefit scheme assets | (37,470) | 5,248 |
Remeasurement gain/(loss) arising from changes in financial assumptions | 32,536 | (9,272) |
Remeasurement gain arising from changes in demographic assumptions | 2,134 | 5,217 |
Experience gains/(losses) | 1,343 | (6,476) |
Other comprehensive expense | (1,457) | (5,283) |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Present value of defined benefit obligation at beginning of year | (363,887) | (358,425) |
Past service income | 120 | – |
Interest cost | (16,090) | (16,688) |
Experience gains/(losses) | 1,343 | (6,476) |
Benefits paid | 20,747 | 21,757 |
Remeasurement gain/(loss) arising from change in financial assumptions | 32,536 | (9,272) |
Remeasurement gain arising from change in demographic assumptions | 2,134 | 5,217 |
Present value of defined benefit obligations carried forward at 31 December | (323,097) | (363,887) |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Fair value of pension scheme assets at beginning of the year | 373,719 | 373,619 |
Interest income | 16,513 | 17,399 |
Remeasurement (loss)/gain on pension scheme assets | (37,470) | 5,248 |
Employer contributions | – | 292 |
Benefits paid | (20,747) | (21,757) |
Administrative expenses | (1,079) | (1,082) |
Fair value of pension scheme assets carried forward | 330,936 | 373,719 |
| 31 December 2024 | ||||
| Quoted | Unquoted | Total | ||
| £’000 | £’000 | £’000 | % | |
Insured annuities | – | 320,298 | 320,298 | 97% |
Cash and net current assets | 9,593 | 1,045 | 10,638 | 3% |
Total | 9,593 | 321,343 | 330,936 | 100% |
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Ibstock Plc | Annual Report and Accounts 2024
| 31 December 2023 | ||||
| Quoted | Unquoted | Total | ||
| £’000 | £’000 | £’000 | % | |
Insured annuities | – | 361,436 | 361,436 | 97% |
Cash and net current assets | 11,751 | 532 | 12,283 | 3% |
Total | 11,751 | 361,968 | 373,719 | 100% |
| 31 December | 31 December | |
| 2024 | 2023 | |
| Per annum | Per annum | |
Discount rate | 5.45% | 4.55% |
RPI inflation | 3.25% | 3.10% |
CPI inflation | 2.75% | 2.50% |
Rate of increase in pensions in payment | 3.65% | 3.60% |
Commutation factors | 19.5 | 21.2 |
| Mortality assumptions: life expectancy from age 65 | ||
For a male currently aged 65 | 21.4 years | 21.4 years |
For a female currently aged 65 | 24.2 years | 24.1 years |
For a male currently aged 40 | 23.1 years | 23.1 years |
For a female currently aged 40 | 26.0 years | 25.9 years |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Present value of defined benefit obligations at 31 December | (323,097) | (363,887) |
0.25% increase in discount rate | 9,133 | 11,939 |
0.25% decrease in discount rate | (9,589) | (12,573) |
0.25% increase in pension growth rate | (6,863) | (8,731) |
0.25% decrease in pension growth rate | 6,610 | 8,390 |
0.25% increase in inflation rate | (5,432) | (6,447) |
0.25% decrease in inflation rate | 5,040 | 7,433 |
1 year increase in life expectancy | (12,390) | (15,568) |
1 year decrease in life expectancy | 12,477 | 15,601 |
155
Ibstock Plc | Annual Report and Accounts 2024
Governance Additional informationFinancial StatementsStrategic Report
Notes to the consolidated financial statements continued
21. Post-employment benefit obligations continued
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Net deferred tax liability at beginning of period | (89,929) | (84,349) |
Arising on business combination | – | (99) |
Tax charged to the consolidated income statement | (2,586) | (6,802) |
Tax credited within other comprehensive income | 451 | 1,468 |
Tax credit/(charged) directly to equity | 124 | (147) |
Net deferred tax liability at period end | (91,940) | (89,929) |
| Presented in the consolidated balance sheet after offset as: | ||
Deferred tax liabilities | (91,940) | (89,929) |
(91,940) | (89,929) | |
| Deferred tax assets and liabilities before offsetting of balances within the same tax jurisdiction | ||
| are as follows: | ||
Deferred tax assets | 5,427 | 5,621 |
Deferred tax liabilities | (97,367) | (95,550) |
Net deferred tax liability at period end | (91,940) | (89,929) |
Deferred tax assets expected to unwind within one year | 3,005 | 1,202 |
Deferred tax assets expected to unwind after one year | 2,422 | 4,419 |
5,427 | 5,621 | |
Deferred tax liabilities expected to unwind within one year | (5,975) | (3,169) |
Deferred tax liabilities expected to unwind after one year | (91,392) | (92,381) |
(97,367) | (95,550) |
156
Ibstock Plc | Annual Report and Accounts 2024
Year ended 31 December 2024 | As at 31 December 2024 | |||||||
| Arising on | Recognised | Recognised | ||||||
| Net balance at | business | in income | Recognised | directly in | Deferred tax | Deferred tax | ||
| 1 January 2024 | combination | statement | in OCI | equity | Net | assets | liabilities | |
| Deferred tax assets/(liabilities) | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 |
Intangible fixed assets | (17,846) | – | 1,735 | – | – | (16,111) | – | (16,111) |
Tangible fixed assets | (72,547) | – | (4,051) | – | – | (76,598) | – | (76,598) |
Right-of-use assets | 1,025 | – | 654 | – | – | 1,679 | 1,679 | – |
| Rolled-over and held-over | ||||||||
capital gains | (2,699) | – | – | – | – | (2,699) | – | (2,699) |
Employee pension liabilities | (2,458) | – | 62 | 437 | - | (1,959) | – | (1,959) |
Provisions | 3,771 | – | (849) | – | – | 2,922 | 2,922 | – |
Share incentive plans | 796 | – | (137) | – | 124 | 783 | 783 | – |
| Derivative financial | ||||||||
instrument | 6 | – | – | 14 | – | 20 | 20 | – |
Tax losses | 23 | – | – | – | – | 23 | 23 | – |
| Deferred tax (liabilities)/ | ||||||||
assets before offsetting | (89,929) | – | (2,586) | 451 | 124 | (91,940) | 5,427 | (97,367) |
| Offset of balances within | ||||||||
the same tax jurisdiction | (5,427) | 5,427 | ||||||
Net deferred tax liabilities | (91,940) | |||||||
Year ended 31 December 2023 | As at 31 December 2023 | |||||||
| Arising on | Recognised | Recognised | ||||||
| Net balance at | business | in income | Recognised | directly in | Deferred tax | Deferred tax | ||
| 1 January 2023 | combination | statement | in OCI | equity | Net | assets | liabilities | |
| Deferred tax assets/(liabilities) | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 |
Intangible fixed assets | (19,475) | – | 1,629 | – | – | (17,846) | – | (17,846) |
Tangible fixed assets | (62,348) | (99) | (10,100) | – | – | (72,547) | – | (72,547) |
Right-of-use assets | 416 | – | 609 | – | – | 1,025 | 1,025 | – |
| Rolled-over and held-over | ||||||||
capital gains | (2,699) | – | – | – | – | (2,699) | – | (2,699) |
Employee pension liabilities | (3,799) | – | 21 | 1,320 | – | (2,458) | – | (2,458) |
Provisions | 2,860 | – | 911 | – | – | 3,771 | 3,771 | – |
Share incentive plans | 804 | – | 139 | – | (147) | 796 | 796 | – |
| Derivative financial | ||||||||
instrument | (135) | – | (7) | 148 | – | 6 | 6 | – |
Tax losses | 27 | – | (4) | – | – | 23 | 23 | – |
| Deferred tax (liabilities)/ | ||||||||
assets before offsetting | (84,349) | (99) | (6,802) | 1,468 | (147) | (89,929) | 5,621 | (95,550) |
| Offset of balances within | ||||||||
the same tax jurisdiction | (5,621) | 5,621 | ||||||
Net deferred tax liabilities | (89,929) | |||||||
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Ibstock Plc | Annual Report and Accounts 2024
Governance Additional informationFinancial StatementsStrategic Report
Notes to the consolidated financial statements continued
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Trade and other receivables (Note 15) | 37,981 | 33,525 |
Cash and cash equivalents | 9,292 | 23,872 |
Total | 47,273 | 57,397 |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Trade and other payables (Note 18) | 83,224 | 77,651 |
Derivative financial instruments | 78 | 24 |
Lease liabilities (Note 27) | 35,082 | 43,833 |
Borrowings (Note 19) | 130,852 | 124,488 |
Total | 249,236 | 245,996 |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Not past due | 25,573 | 22,655 |
Less than one month past due | 8,833 | 8,390 |
One to six months past due | 1,762 | 2,302 |
Six to twelve months past due | 596 | 23 |
More than 12 months past due | 1,217 | 155 |
37,981 | 33,525 |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Less than one month past due | 295 | 478 |
One to six months past due | 103 | 279 |
Six to twelve months past due | 377 | – |
More than 12 months past due | 521 | 208 |
1,296 | 965 |
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Ibstock Plc | Annual Report and Accounts 2024
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Opening balance | (965) | (676) |
Charged to the income statement | (748) | (347) |
Utilised | 75 | – |
Released | 342 | 58 |
Closing impairment provision | (1,296) | (965) |
| Sterling | US Dollar | Euro | Other | Total | |
| At 31 December 2024 | £’000 | £’000 | £’000 | £’000 | £’000 |
| Financial assets | |||||
Cash and cash equivalents | 7,918 | 136 | 1,238 | – | 9,292 |
Trade and other receivables (Note 15) | 37,741 | – | 240 | – | 37,981 |
| Financial liabilities | 45,659 | 136 | 1,478 | – | 47,273 |
Borrowings (Note 19) | (130,852) | – | – | – | (130,852) |
Lease liabilities (Note 27) | (35,082) | – | – | – | (35,082) |
Derivative financial instruments | (78) | – | – | – | (78) |
Trade and other payables (Note 18) | (82,591) | (206) | (440) | 13 | (83,224) |
(248,603) | (206) | (440) | 13 | (249,236) |
| Sterling | US Dollar | Euro | Other | Total | |
| At 31 December 2023 | £’000 | £’000 | £’000 | £’000 | £’000 |
| Financial assets | |||||
Cash and cash equivalents | 22,855 | 808 | 209 | – | 23,872 |
Trade and other receivables (Note 15) | 32,656 | – | 869 | – | 33,525 |
| Financial liabilities | 55,511 | 808 | 1,078 | – | 57,397 |
Borrowings (Note 19) | (124,488) | – | – | – | (124,488) |
Lease liabilities (Note 27) | (43,833) | – | – | – | (43,833) |
Derivative financial instruments | (24) | – | – | – | (24) |
Trade and other payables (Note 18) | (74,994) | (15) | (2,642) | – | (77,651) |
(243,339) | (15) | (2,642) | – | (245,996) |
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Governance Additional informationFinancial StatementsStrategic Report
Notes to the consolidated financial statements continued
23. Financial instruments – risk management continued
| Less than six | Six months to | One to two | Two to five | Greater than | ||
| months | one year | years | years | five years | Total | |
| At 31 December 2024 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 |
| Borrowings | ||||||
Borrowings | 425 | – | 31,000 | 30,404 | 69,023 | 130,852 |
Total | 425 | – | 31,000 | 30,404 | 69,023 | 130,852 |
| Less than six | Six months to | One to two | Two to five | Greater than | ||
| months | one year | years | years | five years | Total | |
| At 31 December 2023 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 |
| Borrowings | ||||||
Borrowings | 496 | – | – | 54,192 | 69,800 | 124,488 |
Total | 496 | – | – | 54,192 | 69,800 | 124,488 |
| Less than one | One to two | Two to five | Greater than | ||
| year | years | years | five years | Total | |
| At 31 December 2024 | £’000 | £’000 | £’000 | £’000 | £’000 |
| Borrowings | |||||
Borrowings | 2,897 | 2,897 | 35,955 | 74,068 | 115,817 |
Total | 2,897 | 2,897 | 35,955 | 74,068 | 115,817 |
| Less than one | One to two | Two to five | Greater than | ||
| year | years | years | five years | Total | |
| At 31 December 2023 | £’000 | £’000 | £’000 | £’000 | £’000 |
| Borrowings | |||||
Borrowings | 2,899 | 2,897 | 37,275 | 75,197 | 118,268 |
Total | 2,899 | 2,897 | 37,275 | 75,197 | 118,268 |
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Ibstock Plc | Annual Report and Accounts 2024
| Share | ||
| Number | Capital | |
| At 1 January 2023 | of shares | £‘000 |
| Issued, called-up and fully paid: | ||
Ordinary Shares of £0.01 each | 409,631,594 | 4,096 |
At 31 December 2023 and 31 December 2024 | 409,631,594 | 4,096 |
| Comprising: | ||
| Issued, called-up and fully paid: | ||
Ordinary Shares of £0.01 each | 409,631,594 | 4,096 |
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Governance Additional informationFinancial StatementsStrategic Report
Notes to the consolidated financial statements continued
| Cash flow | Total other | ||||
| hedging reserve | Merger reserve | Own shares held | Treasury shares | reserves | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
Balance at 1 January 2024 | (25) | (369,119) | (514) | (30,000) | (399,658) |
Other comprehensive expense | (40) | – | – | – | (40) |
Issue of own shares held on exercise of share options | – | – | 514 | 2,093 | 2,607 |
At 31 December 2024 | (65) | (369,119) | – | (27,907) | (397,091) |
Balance at 1 January 2023 | 418 | (369,119) | (1,589) | (30,000) | (400,290) |
Other comprehensive expense | (443) | – | – | – | (443) |
Issue of own shares held on exercise of share options | – | – | 1,075 | – | 1,075 |
At 31 December 2023 | (25) | (369,119) | (514) | (30,000) | (399,658) |
162
Ibstock Plc | Annual Report and Accounts 2024
26. Share incentive plans
Share based payment charges:
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £000 | £000 | |
Long Term Incentive Plan (26(a)) | 534 | 499 |
Senior Manager Share Plan (26(b)) | 232 | 246 |
Annual and Deferred Bonus Plan (26(c)) | 268 | 118 |
Save As You Earn/Share Incentive Plan (26(d)/(e)/(f)) | 219 | 1,445 |
1,253 | 2,308 |
Executive share option plans
The Group operates a number of share based payment awards for certain employees.
(a) Long-Term Incentive Plan (LTIP)
The Group granted LTIPs during the year for Executive Directors and other key management at the discretion of the Board and this has
been approved by the shareholders at the Annual General Meeting. Awards under the scheme are granted in the form of nil-priced share
options. The LTIP awards contain performance conditions dependent upon the Group’s Total Shareholder Return (TSR), adjusted earnings
per share
1
(EPS), adjusted return on capital employed
1
(Adjusted ROCE) and certain environmental, social and governance (ESG) targets.
Please refer to the information given in the Directors’ Remuneration Report on pages 86 to 110 for details in relation to the vesting
conditions in relation to the LTIP.
During the year, 1,392,639 options (2023: 1,120,861) over Ordinary Shares of one pence each were granted to management under the
LTIP and 298,403 were exercised at a weighted average share price at the date of exercise of 156p (2023: 258,144 were exercised at
weighted average share price at the date of exercise of 157p). During the year ended 31 December 2024, 611,465 options (2023: 849,075)
lapsed and at 31 December 2024, the weighted average contractual life remaining was 1.3 years (2023: 1.4 years).
(b) Senior Manager Share Plan (SMSP)
During the 2021, the Group introduced the SMSP for certain members of management. Awards under the scheme are granted in the form
of nil-priced share options. The SMSP awards contain performance conditions dependent upon the growth of the Group’s adjusted
EBITDA . The SMSP has an employment condition of two years. In the year ended 31 December 2024, 245,999 options over Ordinary
Shares of 1p each were granted to management under the SMSP (2023: 201,832). During the year 98,655 awards were exercised
(2023: 46,871), and 107,440 options (2023: 13,682 options) lapsed. At 31 December 2024, the weighted average contractual life
remaining was 0.6 years (2023: 0.7 years).
(c) Annual and Deferred Bonus Plan (ADBP)
The ADBP incorporates the Company’s executive bonus scheme as well as a mechanism for the deferral of bonus into awards over
Ordinary Shares. The ADBP operates in respect of the annual bonus earned for the financial year. The Board can determine that part of
the bonus earned under the ADBP is provided as an award of deferred shares, which take the form of a £nil cost option. The maximum
value of deferred shares is 1/3 of the bonus earned. In the year ended 31 December 2024, 113,109 options (2023: 296,822) were awarded
over Ordinary Shares under the ADBP in relation to the prior year end bonus. The main terms of these awards are a minimum deferral
period of three years, during which no performance conditions will apply; and the participants’ employment at the end of the deferral
period. In the year ended 31 December 2024, no options (2023: 118,779 options) were exercised under the ADBP at a weighted average
share price at the date of exercise of 167p (2023: 167p). At 31 December 2024, the weighted average contractual life remaining was 1.5
years (2023: 0.8 years). In the current year and prior year, no awards lapsed or forfeited, at 31 December 2024. An amount of £0.1 million
(2023: £0.1 million) had been recorded in accruals for the award relating to the bonus earned for the year ended 31 December 2024.
In the current year, £01 million (2023: nil) prior period accruals for the ADBP were reclassified to the share based payment reserve.
All-employee share schemes
In addition to the Executive share option plans, the Group has three all-employee share-based payment arrangements - the Save As You
Earn (SAYE), Share Incentive Plan (SIP) and Fire Up Grant:
(d) Save As You Earn (SAYE)
In order to participate in the Group’s Sharesave Plan, an employee must enter into a linked savings contract with a bank or building
society to make contributions from salary on a monthly basis over a three year period. A participant who enters into a savings agreement
is granted an option to acquire Ordinary Shares of 1p each under the Sharesave Plan at a specified exercise price.
In the year ended 31 December 2024 and 31 December 2023, no awards were issued under this scheme. In the current year, 308,180
shares were exercised (2023: nil) with a weighted average share price of 176p (2023:176p) and 1,370,889 options lapsed
(2023: 1,149,251). As at 31 December 2024, the weighted average exercise price of outstanding options was 176p (2023: 176p) and there
was no remaining option life (2023: 0.4 years).
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Governance Additional informationFinancial StatementsStrategic Report
Notes to the consolidated financial statements continued
26. Share incentive plans continued
(e) Share Incentive Plan (SIP)
Following the Group’s Initial Public Offering, the Company announced a SIP. Subject to qualifying employment conditions, all employees
were entitled to apply for free shares up to a value of £800 depending on their period of service. The number of shares issued under the
SIP in the year ended 31 December 2016 was 553,150. The free shares had a three-year employment condition and no further vesting
conditions. In the year ended 31 December 2024, no shares lapsed (2023: nil) and no shares were exercised (2023: 25,050).
(f) Fire Up Grant
In 2022 the Company announced a SIP, referred to as a “Fire Up Share Grant”. Subject to qualifying employment conditions, all employees
below senior management were entitled to 500 share options at a Nil exercise price. The number of shares issued under the SIP in 2022 was
1,070,000. The free shares have a two-year employment condition and no further vesting conditions. In the year ended 31 December 2024,
55,125 shares lapsed or forfeited (2023: 136,875). 738,000 shares were exercised (2023: 139,500) at a weighted average share price at date
of exercise of 178p (2023: 149p).
Share Option Plan (SOP)
In addition to the above discretionary share plans, the Group maintans a Share Option Plan at the discretion of the Board and this has
been approved by shareholders at the Annual General Meeting. During the years ended 31 December 2024 and 31 December 2023, no
options were granted to management under the SOP. In the year ended 31 December 2024, no options (2023: no options) were exercised
under the historical SOP awards. In the year ended 31 December 2024, 50,081 options (2023: 243,868 options) lapsed. The weighted
average exercise price of options outstanding is 241p (2023: 242p). At 31 December 2024 and 2023 there was no contractual life
remaining. The SOP has an employment condition of two years and no other performance conditions.
The assumptions used to calculate the fair value of the LTIP, SOP and ADBP awards granted during the year ended 31 December 2024
are detailed below:
ADBP | LTIP | SMSP | |
Grant date | 22-Mar-24 | 03-Apr-24 | 03-Apr-24 |
Share price at grant date | £1.51 | £1.47 | £1.47 |
Exercise price | Nil | Nil | Nil |
Number of shares issued | 113,109 | 1,366,325 | 230,841 |
Vesting period | 3 years | 3 years | 2 years |
Pricing model | Share price | Monte Carlo | Share Price |
% expected to vest | 100% | 90% | 90% |
Expected share price volatility | n/a | 28.52% | n/a |
Expected dividend yield | n/a | n/a | n/a |
Expected option life | 3 years | 3 years | 2 years |
Fair value per share | £1.51 | £1.35 | £1.47 |
Risk-free rate | n/a | 4.08% | n/a |
Awards under the executive share option plans and all-employee share schemes are as follows:
| Executive share | All-employee | |
| options | schemes | |
Outstanding at 1 January 2024 | 4,332,507 | 2,621,379 |
Awards granted | 1,710,275 | – |
Awards granted as dividend equivalent | 41,472 | – |
Awards exercised | (397,058) | (1,046,180) |
Awards lapsed/forfeited | (768,986) | (1,427,764) |
Awards outstanding at 31 December 2024 | 4,918,210 | 147,435 |
The expected volatility level has been calculated using historical daily data over a term commensurate with the expected life of each award.
164
Ibstock Plc | Annual Report and Accounts 2024
| 31 December | 31 December | |
| 2024 | 2023 | |
| Right-of-use assets | £’000 | £’000 |
Buildings | 11,088 | 20,697 |
Equipment | 13,196 | 15,163 |
Vehicles | 4,079 | 3,971 |
Total right-of-use assets | 28,363 | 39,831 |
| Lease liabilities | ||
Less than six months | (4,815) | (4,824) |
Six months to one year | (4,656) | (4,468) |
Current | (9,471) | (9,292) |
One to two years | (8,750) | (8,310) |
Two to five years | (13,004) | (16,448) |
Greater than five years | (3,857) | (9,783) |
Non-current | (25,611) | (34,541) |
Total lease liabilities | (35,082) | (43,833) |
| Buildings | Equipment | Vehicles | Total | |
| Cost | £’000 | £’000 | £’000 | £’000 |
At 1 January 2023 | 25,424 | 28,531 | 8,355 | 62,310 |
Additions | 9,660 | 6,769 | 5,001 | 21,430 |
Disposals | – | (118) | – | (118) |
At 31 December 2023 | 35,084 | 35,182 | 13,356 | 83,622 |
Additions | – | 2,627 | 2,354 | 4,981 |
Disposals | – | (107) | – | (107) |
At 31 December 2024 | 35,084 | 37,702 | 15,710 | 88,496 |
| Accumulated depreciation and impairment | ||||
At 1 January 2023 | (10,580) | (13,859) | (6,393) | (30,832) |
Charge for the year | (3,507) | (5,279) | (2,992) | (11,778) |
Impairment | (300) | (881) | – | (1,181) |
At 31 December 2023 | (14,387) | (20,019) | (9,385) | (43,791) |
Charge for the year | (3,045) | (4,487) | (2,246) | (9,778) |
Lease modification | (3,858) | – | – | (3,858) |
Impairment | (2,706) | – | – | (2,706) |
At 31 December 2024 | (23,996) | (24,506) | (11,631) | (60,133) |
| Net book amount | ||||
At 31 December 2023 | 20,697 | 15,163 | 3,971 | 39,831 |
At 31 December 2024 | 11,088 | 13,196 | 4,079 | 28,363 |
165
Ibstock Plc | Annual Report and Accounts 2024
Governance Additional informationFinancial StatementsStrategic Report
Notes to the consolidated financial statements continued
27. Leases and commitments continued
Movement in lease liabilities:
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
As at 1 January | (43,833) | (33,104) |
Additions | (4,999) | (21,432) |
Disposals | 252 | 615 |
Lease modification | 3,858 | – |
Interest payments | (2,494) | (2,368) |
Cash rental payments | 12,134 | 12,456 |
As at 31 December | (35,082) | (43,833) |
Amounts recognised within the consolidated income statement
Depreciation charge of right-of-use assets
| Year ended | Year ended | |
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Buildings | 3,045 | 3,507 |
Equipment | 4,487 | 5,279 |
Vehicles | 2,246 | 2,992 |
9,778 | 11,778 | |
Impairment | 2,706 | 1,181 |
Depreciation expense (included within cost of sales) | 12,484 | 12,959 |
Interest expense (included within finance costs) | 2,494 | 2,368 |
In the year ended 31 December 2024, the benefit to Adjusted EBITDA
1
as a result of IFRS 16 leases was £12.1 million (2023: £12.1 million).
Operating lease charges now expensed via depreciation amount to £9.8 million (2023: £11.6 million) and interest of £2.5 million
(2023: £2.4 million) resulting in a net reduction in profit before taxation of £0.2 million (2023: £1.8 million).
The Group is lessee of a number of properties in addition to plant and machinery which it uses in its operations. The operating leases
run for a variety of terms and their non-cancellable commitments are set out above. There is no material contingent rent payable,
renewal or purchase options, escalation clauses or restrictions imposed by the lease agreements.
The Group as lessor
The Group acts as lessor on a number of properties where it leases surplus land not currently utilised by the business. The operating
leases run for a variety of terms and their future minimum lease payments receivable are set out as follows:
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Within one year | 64 | 68 |
Between one and five years | – | 40 |
64 | 108 |
Capital commitments
Capital expenditure committed to but not yet incurred at the balance sheet date is as follows:
| 31 December | 31 December | |
| 2024 | 2023 | |
| £’000 | £’000 | |
Amount contracted for, which has not been provided | 16,021 | 30,844 |
1 Alternative performance measures are described in Note 3 and exceptional items are described in Note 5 to the consolidated financial statements.
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Ibstock Plc | Annual Report and Accounts 2024
| 31 December | 31 December | |
| 2024 | 2023 | |
| Cash flows from operating activities | £’000 | £’000 |
Profit before taxation | 20,680 | 30,067 |
| Adjustments for: | ||
Depreciation | 33,495 | 34,626 |
Asset impairment charge – property, plant and equipment (Note 5) | 1,126 | 15,397 |
Asset impairment charge – right-of-use assets (Note 5) | 2,706 | 1,181 |
Asset impairment charge – working capital (Note 5) | – | 4,022 |
Amortisation of intangible assets | 7,062 | 6,938 |
Net finance costs | 6,393 | 4,964 |
Gain on disposal of property, plant and equipment | (261) | (1,957) |
Research and development expenditure credit | (2,635) | (2,427) |
Share based payments | 1,253 | 2,308 |
Post-employment benefits | 959 | 790 |
Other | (245) | (617) |
70,533 | 95,292 | |
Increase in inventory | (5,633) | (28,495) |
(Increase)/decrease in debtors | (5,529) | 28,298 |
Increase/(decrease) in creditors | 8,355 | (36,865) |
(Decrease)/increase in provisions | (4,820) | 5,426 |
Cash generated from operations | 62,906 | 63,656 |
| Fair Value | |
| £000 | |
Cash | 2,532 |
Trade receivables | 1,431 |
Other receivables | 216 |
Inventories | 440 |
Property, plant and equipment | 2,730 |
Trade payables | (819) |
Other payables | (613) |
Provisions | (736) |
Deferred tax liabilities | (137) |
Corporation tax liabilities | (99) |
Net identifiable assets acquired | 4,945 |
Goodwill | 69 |
Net assets acquired | 5,014 |
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Governance Additional informationFinancial StatementsStrategic Report
Notes to the consolidated financial statements continued
| Proportion of | Proportion of | ||||
| Ordinary Shares | Ordinary Shares | ||||
| Registration | Country of | held directly by | held by the | ||
Entity | Principal activity | number | incorporation | the parent | Group |
Ibstock Building Products Limited 1 | Holding Company | 09329395 | UK | 100% | 100% |
Figgs Bidco Limited | Holding Company | 09332893 | UK | 100% | 100% |
Ibstock Telling GRC Limited | Manufacturer and supplier of glass | 09415340 | UK | 100% | 100% |
| reinforced concrete products | |||||
Ibstock Group Limited | Dormant | 00984268 | UK | 100% | 100% |
Forticrete Limited | Manufacturer of concrete products | 00221210 | UK | 100% | 100% |
Anderton Concrete Products Limited | Manufacturer and supplier of precast | 01900103 | UK | 100% | 100% |
| and prestressed concrete products | |||||
Supreme Concrete Limited | Manufacturer and supplier of precast | 01410463 | UK | 100% | 100% |
| and prestressed concrete products | |||||
Ibstock Brick Holding Company Limited | Holding Company | 00784339 | UK | 100% | 100% |
Ibstock Brick Limited | Brick manufacturer | 00063230 | UK | 100% | 100% |
Ibstock Manufacturing Services Limited | Brick manufacturer | 12292985 | UK | 100% | 100% |
Kevington Building Products Limited | Dormant | 02122467 | UK | 100% | 100% |
Ibstock Brick Leicester Limited | Dormant | 00106667 | UK | 100% | 100% |
Ibstock Brick Aldridge Limited | Dormant | 00614225 | UK | 100% | 100% |
Ibstock Brick Himley Limited | Dormant | 00092769 | UK | 100% | 100% |
Ibstock Westbrick Limited | Dormant | 01606990 | UK | 100% | 100% |
Ibstock Brick Aldridge Property Limited | Dormant | 00251918 | UK | 100% | 100% |
Moore & Sons Limited | Dormant | 00118818 | UK | 100% | 100% |
Manchester Brick & Precast Limited | Dormant | 02888297 | UK | 100% | 100% |
Ibstock Brick Nostell Limited | Dormant | 00531826 | UK | 100% | 100% |
Ibstock Brick Roughdales Limited | Dormant | 00598862 | UK | 100% | 100% |
Ibstock Brick Cattybrook Limited | Dormant | 00011298 | UK | 100% | 100% |
Ibstock Hathernware Limited | Dormant | 00424843 | UK | 100% | 100% |
Ibstock Bricks (1996) Limited | Holding Company | 00246855 | UK | 100% | 100% |
Loopfire Systems Limited | Dormant | 04105160 | UK | 100% | 100% |
Longley Holdings Limited | Holding Company | 02027916 | UK | 100% | 100% |
Longley Concrete Ltd | Manufacturer and supplier of precast | 00440463 | UK | 100% | 100% |
| and prestressed concrete products | |||||
Generix Facades Ltd | Manufacturer and supplier of facades | 08432030 | UK | 100% | 100% |
Generix Facades International Limited | Dormant | 09777110 | UK | 100% | 100% |
G-Tech Coper Limited | Dormant | 00888875 | UK | 100% | 100% |
Coltman Precast Concrete Limited | Manufacturer and supplier of precast | 01032721 | UK | 100% | 100% |
| and prestressed concrete products | |||||
Valerie Coltman Holdings Limited | Holding Company | 06824310 | UK | 100% | 100% |
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32. Dividends paid and proposed
| 31 December | 31 December | |
| 2024 | 2023 | |
| Cash flows from operating activities | £’000 | £’000 |
| Declared and paid during the year | ||
| Equity dividends on Ordinary Shares: | ||
Final dividend for 2023: 3.6 pence (2022: 5.5 pence) | 14,135 | 21,566 |
Interim dividend for 2024: 1.5 pence (2023: 3.4 pence) | 5,896 | 13,341 |
20,031 | 34,907 | |
| Proposed (not recognised as a liability as at 31 December) | ||
| Equity dividends on Ordinary Shares: | ||
Final dividend for 2024: 2.5 pence (2023: 3.6 pence) | 9,850 | 14,123 |
9,850 | 14,123 |
At the beginning of 2025, the Directors proposed a final dividend in respect of the financial year ended 31 December 2024 of 2.5 pence
(2023: 3.6 pence) per Ordinary Share, which will distribute an estimated £9.9 million (2023: £1 4. 1 million) of shareholders’ funds. Subject to
approval at the Annual General Meeting, this will be paid on 30 May 2025, to shareholders on the register at the close of business on 9 May 2025.
33. Post balance sheet events
Except for the proposed dividend (see Note 32), no further subsequent events requiring disclosure or adjustment to these financial
statements have been identified since the balance sheet date.
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Governance Additional informationFinancial StatementsStrategic Report
Company balance sheet
(prepared in accordance with UK GAAP – FRS 102)
Company number: 09760850
As at 31 December 2024 Notes
31 December
2024
£’000
31 December
2023
£’000
Fixed assets
Investments 4 628,604 628,049
Current assets
Debtors 5 9,671 8,835
Cash at bank and in hand 1,375 287
11,046 9,122
Creditors – amounts falling due within one year 6 (294,093) (262,340)
Net current liabilities (283,047) (253,218)
Total assets less current liabilities 345,557 374,831
Creditors – amounts falling due after more than one year 7 (99,427) (98,992)
Net assets 246,130 275,839
Capital and reserves
Called-up share capital 9 4,096 4,096
Share premium 4,458 4,458
Own shares held (27,907) (30,514)
Profit and loss account 265,483 297,799
Total equity 246,130 275,839
The notes on pages 172 to 175 are an integral part of these financial statements. As permitted by Section 408 of the Companies Act
2006, the Parent Company’s profit and loss account has not been presented in these financial statements. The Parent Company’s loss
after tax for the year was £1 0.9 million (year ended 31 December 2023: loss of £1 0.3 million).
These financial statements were approved by the Board and authorised for issue on 4 March 2025. They were signed on its behalf by:
J Hudson C McLeish
Director Director
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Company statement of changes in equity
At 31 December 2024 Notes
Share
capital
£’000
Share
premium
£’000
Retained
earnings
£’000
Own shares
held
£’000
Total
equity
£’000
Balance as at 1 January 2024 4,096 4,458 297,799 (30,514) 275,839
Loss for the year – – (10,931) – (10,931)
Total comprehensive expense for the financial year – – (10,931) – (10,931)
Transactions with owners:
Share based payments – – 1,253 – 1,253
Equity dividends paid – – (20,031) – (20,031)
Issue of share capital on exercise of share options – – (2,607) 2,607 –
Transactions with owners – – (21,385) 2,607 (18,778)
Balance at 31 December 2024 4,096 4,458 265,483 (27,907) 246,130
At 31 December 2023 Notes
Share
capital
£’000
Share
premium
£’000
Retained
earnings
£’000
Own shares
held
£’000
Total
equity
£’000
Balance as at 1 January 2023 4,096 4,458 341,726 (31,589) 318,691
Loss for the year – – (10,253) – (10,253)
Total comprehensive expense for the financial year – – (10,253) – (10,253)
Transactions with owners:
Share based payments – – 2,308 – 2,308
Equity dividends paid – – (34,907) – (34,907)
Issue of share capital on exercise of share options – – (1,075) 1,075 –
Transactions with owners – – (33,674) 1,075 (32,599)
Balance at 31 December 2023 4,096 4,458 297,799 (30,514) 275,839
The notes on pages 172 to 175 form an integral part of these financial statements.
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Governance Additional informationFinancial StatementsStrategic Report
Notes to the Company financial statements
1. Authorisation of financial statements
The Parent Company financial statements of Ibstock Plc
(the ‘Company’) for the year ended 31 December 2024 were
authorised for issue by the Board of Directors on 4 March 2025
and the balance sheet was signed on its behalf by J Hudson
and C McLeish.
Ibstock Plc is a public company limited by shares, which is
incorporated and domiciled in England whose shares are
publicly traded. The Company’s Ordinary Shares are traded
on the London Stock Exchange. The registered office is
Leicester Road, Ibstock, Leicestershire LE67 6HS and the
Company registration number is 09760850.
2. Summary of significant accounting policies
The financial statements have been prepared in accordance with
applicable accounting standards, the Financial Reporting Standard
applicable in the United Kingdom and Republic of Ireland (FRS 102)
and the Companies Act 2006. As a qualifying entity, as defined
by FRS 102, the Company has elected to adopt the reduced
disclosure exemptions set out with paragraph 1.12 of FRS 102,
as described below.
These financial statements are prepared on a going concern basis,
under the historical cost convention.
The Company has not disclosed the information required by
regulation 5(1)(b) of the Companies (Disclosure of Auditor’s
Remuneration and Liability Limitation Agreements) Regulations
2008 as the Group accounts of the Company are required to
comply with regulation 5(1)(b) as if the undertakings included
in the consolidation were a single group.
Going concern
The Directors reviewed detailed cash flows and forecasts
of financial performance and stress-tested the projections.
The forecasts include estimates of trading performance,
operational and capital expenditure and debt requirements
within the period to 30 June 2026.
Despite the net current liability position of the company, the
Company is forecast to be able to meet its liabilities as they fall
due throughout the review period. Therefore, having assessed the
principal risks and all other relevant matters, the Directors consider
it appropriate to adopt the going concern basis of accounting
in preparing the financial statements of the Parent Company.
The Group going concern assessment can be found in Note 1 of the
Group financial statements.
Fixed asset investments
Investments in subsidiaries are included at cost stated at the
historical value at the time of investment less any provisions
for impairment and net of merger and Group reconstruction
relief available.
Share based payments
The Company operates a number of equity-settled share based
compensation plans on behalf of the Group. The fair value of
the employee services received under such plans is capitalised
as an investment in the Company’s subsidiary until such time as
intra-Group recharges are levied by the Company to recover this
cost from its subsidiaries. Upon recharge, the amounts recharged
are treated as a return of capital contribution and recorded as a
credit to equity (up to the value of the initial share based payment
treated as a capital contribution). Any recharge in excess of the
capital contribution is recognised within the Company income
statement. The amount to be recognised over the vesting period
is determined by reference to the fair value of share based payments.
For further details of share based payments, see Note 26 of the
Group financial statements.
Dividend distribution
Dividend distributions to Ibstock’s shareholders are recognised in
the Company’s financial statements in the periods in which the
final dividends are approved in the Annual General Meeting,
or when paid in the case of an interim dividend.
Financial instruments
(i) Objectives and policies
The Company, in common with its Group subsidiaries, must comply
with the Group’s finance guidelines that set out the principles and
framework for managing Group-wide finances. Further information
on the Group’s policies and procedures is available in the Group
financial statements. The Company does not enter into speculative
treasury arrangements.
(ii) Foreign exchange, credit, liquidity and financial risks
Foreign exchange risk management
The Company primarily transacts in Sterling and therefore
exposure to foreign exchange risk is regarded as low.
Credit risk management
For the Company, this risk arises from cash and cash equivalents
and deposits with banks. This is managed on a Group basis and
there are a number of initiatives underway to mitigate this risk.
These include concentrating activities with a group of banks that
have strong, independently verified credit ratings. For each bank,
individual risk limits are set based on its financial position, credit
ratings, past experience and other factors.
Liquidity planning, trends and risks
The Company has sufficient committed borrowing facilities to
meet planned liquidity needs with headroom, through facilities
provided by the Group.
The Company has adopted IAS 39 for recognition and
measurement of financial instruments.
(iii) Financial assets
Financial assets, including trade and other receivables, loans
to fellow Group companies and cash and bank balances, are
initially recognised at fair value.
Such assets are subsequently carried at amortised cost using
the effective interest method.
(iv) Financial liabilities
Financial liabilities, including trade and other payables and loans
from fellow Group companies, are initially recognised at fair value.
Debt instruments are subsequently carried at amortised cost, using
the effective interest rate method in accordance with IAS 39.
Taxation
Taxation expense for the year comprises current and deferred tax
recognised in the reporting year. Tax is recognised in the profit and
loss account, except to the extent that it relates to items recognised
in other comprehensive income or directly in equity. In this case
tax is also recognised in other comprehensive income or directly
in equity respectively.
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During the ordinary course of business, there are transactions
and calculations for which the ultimate tax determination may be
uncertain. The calculation of the tax charge therefore necessarily
involves a degree of estimation and judgement. The tax liabilities are
based on estimates of whether additional taxes will be due and tax
assets are recognised on the basis of probable future recoverability.
This requires management to exercise judgement based on its
interpretation of tax laws and the likelihood of settlement of tax
liabilities or recoverability of tax assets. To the extent that the final
outcome differs from the estimates made, tax adjustments may be
required which could have an impact on the tax charge and profit
for the period in which such a determination is made.
(i) Current tax
Current tax is the amount of income tax payable in respect of the
taxable profit for the year or prior years. Tax is calculated on the
basis of tax rates and laws that have been enacted or substantively
enacted by the year end.
Management periodically evaluates positions taken in tax returns
with respect to situations in which applicable tax regulation is
subject to interpretation. It establishes provisions where appropriate
on the basis of amounts expected to be paid to the tax authorities.
(ii) Deferred tax
Deferred tax arises from timing differences that are differences
between taxable profits and total comprehensive income as
stated in the financial statements. These timing differences arise
from the inclusion of income and expenses in tax assessments
in periods different from those in which they are recognised
in financial statements.
Deferred tax is recognised on all timing differences at the reporting
date. Unrelieved tax losses and other deferred tax assets are only
recognised when it is probable that they will be recovered against
the reversal of deferred tax liabilities or other future taxable profits.
Deferred tax is measured using tax rates and laws that have been
enacted or substantively enacted by the year end and that are
expected to apply to the reversal of the timing differences.
Share capital
Ordinary Shares are classified as equity. Incremental costs directly
attributable to the issue of new Ordinary Shares or options are
shown in equity as a deduction, from the proceeds.
Related parties
The Group discloses transactions with related parties which are
not wholly owned within the same Group. Where appropriate,
transactions of a similar nature are aggregated unless, in the
opinion of the Directors, separate disclosure is necessary to
understand the effect of the transactions on the Group
financial statements.
Disclosure exemptions
In preparing the Parent Company financial statements, the Company
has elected to adopt the reduced disclosure exemptions set out in
paragraph 1.12 of FRS 102, because the Company prepares Group
consolidated financial statements, as described below:
(a) Under FRS 102 (Section 1.12(b)), the Parent Company is exempt
from the requirements to prepare a cash flow statement on the
grounds that its cash flows are included within the Ibstock Plc
Group consolidated financial statements.
(b) The Parent Company is a qualifying entity and has taken
advantage of the exemption from disclosing key management
compensation (other than Directors’ emoluments) under
FRS 102 (Section 1.12(e)), as it is a Parent entity whose
separate financial statements are presented alongside
the consolidated financial statements, which contain
the requisite equivalent disclosures.
(c) The Parent Company is a qualifying entity and has taken
advantage of the exemption from disclosing certain financial
instrument disclosures under FRS 102 (Section 1.12(c)), as it
is a Parent entity whose separate financial statements are
presented alongside the consolidated financial statements,
which contain the requisite equivalent disclosures.
(d) The Company has elected to avail itself of the disclosure
exemption within FRS 102 (Section 1.12(d)) in relation to
certain share based payment disclosure requirements as it
is a Parent entity whose separate financial statements are
presented alongside the consolidated financial statements,
which contain the requisite equivalent disclosures.
(e) The Company has taken advantage of the reduced
disclosure exemption under FRS 102 (Section 1.12(a))
and is not required to follow the requirements of paragraph
4.12(a)(iv) of FRS 102 and as such only discloses a reconciliation
of shares outstanding between the beginning and end of the
year and not the prior year.
In addition, the Company has taken the exemption within Section
33 of FRS 102 from disclosing intra-Group transactions with wholly
owned subsidiaries.
Critical accounting judgements and estimation uncertainty
In applying the Company’s accounting policies, as described
above, the Directors are required to make judgements (other
than those involving estimations) that have a significant impact on
the amounts recognised and to make estimates and assumptions
that affect the reported amounts of assets, liabilities, income and
expenses. Due to the inherent uncertainty in making these critical
judgements and estimates, actual outcomes could be different.
There are no critical accounting judgements or estimates were
made in applying the Company’s accounting policies in current
and prior year.
3. Employee information
The Company has no employees. Non-Executive Directors of the
Company are employed under letters of appointment. Full details
of Executive and Non-Executive remuneration is disclosed in the
Annual Report on Remuneration on pages 86 to 110. For further
details of Directors’ remuneration, refer to Note 7 of the Group
financial statements.
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Governance Additional informationFinancial StatementsStrategic Report
Notes to the Company financial statements continued
4. Fixed asset investments
Cost
Investment in
subsidiary
undertakings
£’000
At 1 January 2023 626,556
Additions – fair value of share incentives issued to Group employees 1,493
At 31 December 2023 628,049
Additions – fair value of share incentives issued to Group employees 555
At 31 December 2024 628,604
The Company holds 100% of the issued share capital of Ibstock Building Products Limited.
5. Debtors
31 December
2024
£’000
31 December
2023
£’000
Amounts owed by subsidiary undertakings 7,318 8,164
Corporation tax assets 1,651 –
Deferred tax asset 270 258
Prepayments and other debtors 432 413
9,671 8,835
Amounts owed by subsidiary undertakings are unsecured, repayable on demand and interest free.
6. Creditors – amounts falling due within one year
31 December
2024
£’000
31 December
2023
£’000
Trade creditors 537 258
Amounts owed to subsidiary undertakings 258,257 230,651
Borrowings 31,425 25,496
Accruals and other creditors 3,873 3,662
Corporation tax – 2,273
294,092 262,340
Amounts owed to subsidiary undertakings are unsecured, repayable on demand and interest free. The Group has a cash pooling
arrangement with its transactional bank.
7. Creditors – amounts falling due after more than one year
31 December
2024
£’000
31 December
2023
£’000
Borrowings 99,427 98,992
99,427 98,992
In November 2021, the Company issued £100 million of private placement notes to PRICOA Private Capital, with maturities of between
seven and twelve years and an average total cost of funds of 2.19% (range 2.04% – 2.27%).
Additionally, at the same time the Company entered into a £125 million Revolving Credit Facility (RCF) provided by a syndicate of five
banks for an initial four-year period, with a one-year extension option, which has been enacted. At 31 December 2024, the Group had
drawn £ 31.0 million (2023: £25.0 million) under this facility.
Further details of the Private Placement and RCF are provided in Note 19 of the Group financial statements.
The carrying value of financial liabilities have been assessed as materially in line with their fair values, with the exception of £100 million
of private placement notes. The fair value of these borrowings has been assessed as £87.8 million (2023: £88.3 million).
No security is currently provided over the Company’s borrowings.
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8. Financial instruments
The Company has the following financial instruments:
Loans and receivables
31 December
2024
£’000
31 December
2023
£’000
Financial assets that are debt instruments measured at amortised cost:
Amounts owed by subsidiary undertakings 7,318 8,164
Cash and bank balances 1,375 287
8,693 8,451
Loans and payables
31 December
2024
£’000
31 December
2023
£’000
Financial liabilities measured at amortised cost:
Trade creditors 537 258
Amounts owed to subsidiary undertakings 258,257 230,651
Borrowings 130,852 124,488
Accruals and other creditors 3,874 3,662
393,520 359,059
In the current and prior year there are no material differences between the fair values and the book values stated above with the
exception of £100 million of private placement notes within borrowing. The fair value of these borrowings is assessed as £87.8 million
(2023: £88.3 million), which was determined using discounted cash flows based on observable market data.
9. Called-up share capital
Number of
shares
Share
capital
£’000
Issued, called-up and fully paid:
At 1 January 2024 and 31 December 2024 Ordinary Shares of £0.01 each 409,631,594 4,096
There was no share capital movement in the current and prior year.
10. Contingent liabilities
The Company has guaranteed all Group bank borrowings as detailed in Note 19 of the Group financial statements. As part of the Group’s
joint and several liability, the Company is a party to the guarantee of the Group’s VAT liability.
11. Related party transactions
The Company is exempt from disclosing related party transactions with other companies that are wholly owned within the Group.
See Note 30 of the Group financial statements.
The ultimate Parent Company and the smallest and largest group to consolidate these financial statements is Ibstock Plc.
Share awards to key management personnel resulted in an amount of £0.6 million in the year ended 31 December 2024
(2023: £0.5 million), which has been taken to the fixed asset investment. See Note 26 of the Group financial statements
and the Directors’ Remuneration Report on pages 86 to 110 for further details of share based payments.
12. Post balance sheet events
A final dividend of 2.5 pence (2023: 3.6 pence) per Ordinary share is proposed in respect of the financial year ended 31 December 2024.
See Note 32 of the Group financial statements.
See Note 33 of the Group financial statements for details of other post balance sheet events.
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Group five-year summary
Year ended 31 December
Results summary 2020 2021 2022 2023 2024
Continuing operations
Revenue 316,172 408,656 512,886 405,839 366,207
Adjusted EBITDA
1
52,122 103,053 139,667 107,357 79,350
Exceptional items
1
impacting EBITDA (35,257) 5,230 6,278 (30,762) (11,720)
Depreciation and amortisation pre fair value uplift (26,646) (28,217) (26,392) (29,314) (29,778)
Incremental depreciation and amortisation following fair value
uplift (9,831) (10,132) (12,126) (12,250) (10,779)
Operating (loss)/profit (19,612) 69,934 107,427 35,031 27,073
Exceptional finance costs (414) – – – –
Net finance costs (3,914) (4,992) (2,663) (4,964) (6,393)
(Loss)/profit before taxation (23,940) 64,942 104,764 30,067 20,680
Taxation (4,081) (33,129) (17,884) (9,007) (5,588)
(Loss)/profit from continuing operations (28,021) 31,813 86,880 21,060 15,092
(Loss)/profit (28,021) 31,813 86,880 21,060 15,092
(Loss)/profit attributable to owners of the Company (28,021) 31,813 86,908 21,060 15,092
(Loss)/profit attributable to non-controlling interest – – (28) – –
At 31 December
Employment of capital 2020 2021 2022 2023 2024
Goodwill and intangible assets 95,163 94,625 90,242 82,017 73,950
Property, plant and equipment 371,395 375,800 409,091 440,400 462,504
Right-of-use assets 26,653 25,114 31,478 39,831 28,363
Non-current assets 493,211 495,539 530,811 562,248 564,817
Inventories 63,386 72,821 94,275 119,189 124,819
Receivables 58,906 64,756 65,935 37,919 43,815
Current tax recoverable – 3,199 1,717 1,171 1,323
Assets held for sale 1,186 875 – – 200
Current assets 123,478 141,651 161,927 158,279 170,157
Payables (85,423) (103,132) (120,003) (80,526) (88,853)
Lease liabilities (29,076) (27,184) (33,104) (43,833) (35,082)
Other liabilities excluding debt (78,711) (102,527) (93,261) (105,493) (101,977)
Net assets excluding pension and debt 423,479 404,347 446,370 490,675 509,062
Net debt
1
(69,184) (38,872) (45,922) (100,616) (121,560)
Pension 43,576 57,754 15,194 9,832 7,839
Derivative financial instruments – – 567 (24) (78)
Total net assets 397,871 423,229 416,209 399,867 395,263
Called-up share capital 4,096 4,096 4,096 4,096 4,096
Reserves 393,775 419,133 412,062 395,771 391,167
Equity attributable to owners of the Company 397,871 423,229 416,158 399,867 395,263
Equity attributable to non-controlling interest – – 51 – –
Total equity 397,871 423,229 416,209 399,867 395,263
1 Alternative performance measures are described in Note 3 to the consolidated financial statements.
176
Ibstock Plc | Annual Report and Accounts 2024
At 31 December
Business ratios 2020 2021 2022 2023 2024
Adjusted EBITDA
1
margin 16.5% 25.2% 27.2% 26.5% 21.7%
Interest cover (times) 10x 21x 51x 29x 6x
Net debt to adjusted EBITDA
1
1.53x 0.41x 0.35x 1.06x 1.81x
Return on capital employed
1
3.7% 15.8% 23.5% 13.4% 7.5%
Adjusted operating cash flow
1
(£m) 50 76 108 50 56
Capital expenditure (£m) (24) (25) (58) (65.7) (45.2)
Adjusted free cash flow
1,2
(£m) 26 51 49 (16) 11
Statutory basic earnings per share (6.8p) 7.8p 21.4p 5.4p 3.8p
Adjusted basic earnings per share
1
4.0p 13.9p 22.7p 13.9p 7.7p
Interim dividend per share – 2.5p 3.3p 3.4p 1.5p
Final dividend per share 1.6p 5.0p 5.5p 3.6p 2.5p
Total dividend per share 1.6p 7.5p 8.8p 7.0p 4.0 p
Closing share price 207p 204p 154p 152p 174p
Closing market capitalisation (£m) 846.2 834.8 630.8 594.0 712.7
1 Alternative performance measures are described in Note 3 to the consolidated financial statements.
Cautionary Statement
This Annual Report and Accounts has been prepared for, and only for, the members of the Company, as a body, and no other persons.
The Company, its Directors, employees, agents or advisors do not accept or assume responsibility to any other person to whom this
document is shown or into whose hands it may come and any such responsibility or liability is expressly disclaimed. By their nature,
the statements concerning the risks and uncertainties facing the Group in this Annual Report and Accounts involve uncertainty, since
future events and circumstances can cause results and developments to differ materially from those anticipated. The forward-looking
statements reflect knowledge and information available at the date of preparation of this Annual Report and Accounts and the Company
undertakes no obligation to update these forward-looking statements. Nothing in this Annual Report and Accounts should be construed
as a profit forecast.
Group five-year summary continued
177
Ibstock Plc | Annual Report and Accounts 2024
Governance Additional informationFinancial StatementsStrategic Report
Ibstock plc Board
ESG matters are considered as a regular agenda item
Sustainability Committee
Manages strategy and progress against the Group’s wider ESG agenda
Executive Team
Reviews performance and manages the implementation and achievement of ESG strategy
Net Zero Working Group
Drives carbon tranisiton across the Group and divisions
Operations
Site level targets on resource efficiency, engagement and community
Innovation and transformation
Sustainability criteria integral to all decision-making
Managers and individuals
Encouraged and supported to make sustainable changes, share ideas and best practice
Sustainability
Governance
and Reporting
This section provides information
regarding the management of
Sustainability issues specifically and
includes key performance data as well as
our full TCFD disclosures as required by the
FCA Listing Rule 6.6.6R(8) and the
requirements of the Companies Act 2006
as amended by the Companies (Strategic
Report) (Climate-related Financial
Disclosure) Regulations 2022.
The oversight of Sustainability matters is
critical. It not only allows the Board to
understand more holistically the impact of
its decisions on key stakeholders and the
environment, but also ensures it is kept
aware of any significant changes in the
market. This includes the identification of
emerging trends and risks, which in turn
can be factored into its strategy
discussions. Sustainability is overseen
principally by the Board, the Sustainability
Committee and the ET.
Claire Hawkings, one of our Non-Executive
Directors, is the designated Director with
overall accountability for Sustainability
matters. Claire oversees the review and
performance of our work as Chair of the
Sustainability Committee.
A full report of the activities of the
Sustainability Committee’s activities can
be found on page 78.
Further information on Ibstock’s
sustainability activities can be found in the
separate Sustainability Report which is
available on our website.
Customers at an I-studio event
Our approach to Sustainability
Governance and Reporting
The main Governance section that
begins on page 60 sets out how the
Board and its Committees operate
and apply the provisions and
principles of the Corporate
Governance Code 2018 and other
regulation and best practice.
Contents
Sustainability Reporting Data
Sustainability Performance Data
TCFD disclosures
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Ibstock Plc | Annual Report and Accounts 2024
Sustainability Reporting Data
In this section we have set out all key Sustainability data required for reporting
purposes. In addition to the summaries presented here, we also provide disclosures
in our separate Sustainability Report.
Streamlined Energy and Carbon Reporting (SECR) disclosure
2019 2020 2021 2022 2023 2024
Total Scope 1 CO
2
emissions tCO
2
e 349,200 223,229 299,698 303,173 237,032 190,577
Total Scope 1 CO
2
emissions from combustion of gas tCO
2
e 222,359 145,331 196,622 198,580 153,336 123,546
Total Scope 1 CO
2
emissions from combustion of other fuels tCO
2
e 17,978 7,223 5,736 4,508 7,210 5,303
Total Scope 1 CO
2
emissions from process materials tCO
2
e 108,886 70,676 97,340 100,084 76,485 60,638
Total gas used per annum MWh 1,230,000 780,000 1,050,000 1,080,000 804,915 636,115
Total Scope 2 CO
2
emissions (location-based) tCO
2
e 28,429 16,429 19,912 17,514 14,799 12,881
Total Scope 2 CO
2
emissions (market-based) tCO
2
e 28,429 16,429 – – 787 942
Total electricity used per annum MWh 110,507 70,762.89 93,778.99 87,439.18 71,623 62,379
Total solar-generated electricity used per annum MWh N/A 2 2,480 4,160 4,019 4,743
1
Total Scope 1 & 2 CO
2
emissions (market based) tCO
2
e 377,629 239,658 299,698 303,173 237,819 191,518
Intensity Ratio Tonnes of CO
2
per tonne of production tCO
2
e/tonne 0.159 0.16 0.141 0.145 0.151 0.148
% reduction in absolute scope 1 and 2 CO
2
relative to 2019 baseline % 20% 37% 49%
Total Scope 3 Tonnes of CO
2
tCO
2
e N/A N/A N/A 157,950 107,915 107,010
2
1 Measurements for solar generated electricity MWh used per annum started in 2020.
2 Coltman figures are excluded from the intensity ratio because production volume was not included in the baseline figure.
All carbon calculations are in line with Greenhouse Gas Protocols. Market based Scope 2 emissions are used to calculate the carbon
intensity ratio. Ibstock uses a small amount of gas, equating to 858 tonnes CO
2
from landfill gas produced at one of our sites. The rest
of our electricity is procured from the grid through a green tariff.
For reporting purposes, Ibstock defines its organisational boundary on an operational control basis, and our Scope 1 and 2 emissions
and other Sustainability metrics are reported on this basis. All emissions and energy are consumed in the UK.
Our Sustainability data and reporting does not include the recent acquisition of Coltman. This data will be captured and included
during 2024.
Group Scope 3 emissions categories reported
GHG Protocol Scope 3 emissions category
Carbon emissions
(tonnes of CO
2
e Included or excluded
Category 1 – Purchased goods and services 64,906.06 Included (spend-based method)
Category 2 – Capital goods 2,613.53 Included (spend-based method)
Category 3 – Fuel- and energy-related activities 24,667.12 Included (average data method)
Category 4 – Upstream transportation and distribution 11,739.24 Included (spend-based method)
Category 5 – Waste generated in operations 122.69 Included (average data method)
Category 6 – Business travel 1,258.87 Included (hybrid approach)
Category 7 – Employee commuting 366.60 Included (average data method; modelled)
Category 8 – Upstream leased assets 0.00 Excluded: Operation of Ibstock’s leased fleet and buildings are included in Scope
1 and 2
Category 9 – Downstream transport and distribution 0.00 Included (average data method)
Category 10 – Processing of sold products 0.00 Excluded: Ibstock’s products are not processed further before use
by end customers.
Category 11 – Use of sold products 0.00 Excluded: Ibstock’s products do not lead to significant direct GHG emissions
during their use by end customers. Further, attributing building energy usage to
Ibstock's products presents a significant data challenge and would likely be
immaterial.
Category 12 – End-of-life treatment of sold products 1336.22 Included (average data method)
Category 13 – Downstream leased assets 0.00 Excluded: Ibstock does not lease any assets to third parties.
Category 14 – Franchises 0.00 Excluded: Ibstock does not have any business franchises.
Category 15 – Investments 0.00 Excluded: Ibstock does not hold any significant investments in other companies
or assets beyond those included in this inventory.
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Ibstock Plc | Annual Report and Accounts 2024
Strategic Report Financial StatementsGovernance
Additional information
ESG 2030 Strategy KPIs
Topic KPI Measure Target 2019 2020 2021 2022 2023 2024
Carbon % Absolute carbon reduction
Tonnes CO
2
(relative to 2019
baseline)
% 40% by 2030 20% 37% 49%
Carbon Intensity Ratio Tonnes of CO
2
per tonne of production
tCO
2
e/tonne 0.159 0.160 0.141 0.145 0.151 0.148
Water % reduction in mains water
use per tonne of production
(relative to 2019 baseline)
% 25% by 2030 10% 8% 31% +8% +19%
Water % reduction in mains water
use (relative to 2019
baseline)
% 34% 21% 49% 28% 33%
Waste % general waste to landfill % Zero by 2025 64.00% 13.00% 2.40% 5.00% 4.60%
Plastic packaging % reduction in preventable
plastic packaging per tonne
of production (relative to
2019 baseline)
% 40% by 2025 13% 16% 25% 64%
New and Sustainable
products
% of sales turnover from new
and sustainable products
% 11.50% 11.70% 13.00% 13.00% 10.80% 22%
Health and Safety % year on year reduction in
Total injury frequency rate
% 5% 13%
Earn and Learn positions % of employees in earn and
learn positions
% 10% by 2030 7.50% 6.90% 7.40%
Diversity % of women in senior
leadership positions
% 40% by 2027 27% 35% 34%
Sustainability Governance and Reporting continued
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Sustainability Performance Data
The following table covers our wider sustainability metrics, which are aligned where possible to the SASB disclosure for construction
materials. We will continue to review this data suite on an ongoing basis for future reporting periods.
Topic Metric 2019 2020 2021 2022 2023 2024
Scope 1 CO
2
emissions Tonnes of CO
2
e combustion of fuel 349,200 223,229 299,698 303,173 237,032 190,577
Scope 2 CO
2
emissions Tonnes of CO
2
e electricity 28,429 16,429 – – 787 942
Scope 2 CO
2
emissions
(location based)
Tonnes of CO
2
e from electricity consumed if
our power was purchased from the grid
applying averaged emissions
28,429 16,429 19,912 17,514 14,799 12,881
Scope 2 CO
2
emissions
(market based)
Tonnes of CO
2
e electricity consumed
purchased from renewable sources
28,429 16,429 – – 787 942
Scope 3 Tonnes of CO
2
Tonnes of CO
2
e N/A N/A N/A 157,950 107,915 107,010
Company cars Hybrid or electric vehicles as % of total fleet N/A N/A 45% 55% 74% 87%
Company Mobile Fleet Electric vehicles as % of total mobile plant fleet N/A N/A N/A N/A 11% 16%
Water Intensity ratio M
3
mains water use per tonne of production 0.105 0.110 0.092 0.072 0.113 0.125
Mains water M
3
mains water use per annum 249,854 165,983 197,883 127,544 179,013 166,187
Non-Mains water M
3
non-mains water use per annum – – – – 65,531 50,437
Total water M
3
total water use per annum 963,387 1,000,815 1,160,443 779,935 244,544 216,624
Waste sent off-site Tonnes of waste sent off-site 6,570 5,801 3,490 5,945 6,524 4,958
Waste diverted from landfill Tonnes of waste diverted from landfill 3,565 3,709 3,034 5,605 6,370 4.795
Hazardous waste sent to
landfill
Tonnes of hazardous waste sent to landfill 1,126 204 178 48 50 73
Non-hazardous waste sent
to landfill
Tonnes of non hazardous waste sent to
landfill
1.879 1.888 278 143 105 90
General waste sent to
landfill
Tonnes of general waste sent to landfill 1,879 1,888 278 143 57 42
Total waste sent to landfill Total waste sent to landfill - - - - 154 163
Total Plastic Packaging Total tonnes of plastic packaging 1,887 998 1,476 1,447 1,492 814
Preventable plastic
packaging intensity ratio
Intensity ratio
Kg of preventable plastic per tonne of
production
0.821 0.69 0.72 0.69 0.61 0.3
New & sustainable
products
% of sales turnover from new and
sustainable products
- 12% 13% 13% 11% 22%
Net Promoter Score % of customers likely to recommend Ibstock 34% 39% 33% 45% 32% -
Lost time incident
frequency rate
Number of lost time injuries for every one
million hours worked
3.4 2.2 2.1 1.47 1.51 1.76
Total injury frequency rate Total number of injuries for every one million
hours worked
- - - 63.2 60.1 52.2
Employee deaths Number of work-related employee deaths 0 0 0 0 0 0
Contractor deaths Number of work-related contractor deaths 0 0 0 0 0 0
Employee diversity –
Gender
% of all employees that are female - 15.7% 15.0% 16.0% 16.7% 17.0%
Board diversity – Gender % of the board that are female - 28.5% 37.5% 37.5% 37.5% 37.5%
Senior leader diversity –
Gender
% of senior leaders that are female - 18.5% 19.0% 27.0% 35.0% 34.0%
Apprentice diversity -
gender
% of apprentice intake that are females - - - - - 29%
Employee diversity -
ethnicity
% of employees identifying as ethnically
diverse
- - - - - 5%
Board diversity - ethnicity % of Board identifying as ethnically diverse - - - - - 13%
Senior leader diversity -
ethnicity
% of senior leaders identifying as ethnically
diverse
- - - - - 7%
Apprentice diversity -
ethnicity
% of apprentice intake identifying as
ethnically diverse
- - - - - 11%
Employee population Number of employees 2,350 2,064 2,119 2,293 1,896 1,947
Earn and Learn positions % of employees in formal earn and learn
training
- - - 7.5% 6.9% 7.4%
Apprentices Number of apprentices - 35 38 47 51 54
Employee engagement Best companies score % - - 61.2% - 65.0% -
Charitable contributions Bricks donated to colleges/charities - - 83,094 140,000 300,000 311,000
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Ibstock Plc | Annual Report and Accounts 2024
Strategic Report Financial StatementsGovernance
Additional information
Taskforce for Climate Related
Financial Disclosures
Sustainability Governance and Reporting continued
Ibstock has a long-standing commitment to resposible business delivery and climate impact is a key part of the Board’s strategy
discussions.
Building on this commitment, we published our ESG Strategy in 2022. This focuses on three strategic pillars:
• Addressing Climate Change, Improving Lives and Manufacturing Material For Life. The strategy includes an ambitious target to
reduce our Scope 1 and 2 carbon emissions by 40% by 2030 against a 2019 baseline.
• The ESG Strategy was reviewed during 2024 and the Board consider that the ambitions set in this document remain our short-term
priorities for managing climate-related risk.
• The climate-related financial disclosures made by Ibstock plc comply with the TCFD recommendations as required by the UKLA
Listing Rule 9.8.6R (8); and the requirements of the Companies Act 2006 as amended by the Companies (Strategic Report)
(Climate-related Financial Disclosure) Regulations 2022.
Ibstock disclosures are fully consistent with all 11 of the TCFD disclosure recommendations as set out below:
Governance
Disclose the organisation’s governance around climate-related risks and opportunities.
Pages 183 to 184 a. Describe the Board’s oversight of climate-related risks and opportunities.
b. Describe management’s role in assessing and managing climate-related risks and opportunities.
Strategy
Disclose the actual and potential impacts of climate-related risks and opportunities on the organisation’s businesses, strategy and financial planning
where such information is material.
Pages 184 to 188 a. Describe the climate-related risks and opportunities the organisation has identified over the short-, medium- and
long-term.
b. Describe the impact of climate-related risks and opportunities on the organisation’s businesses, strategy, and
financial planning.
c. Describe the resilience of the organisation’s strategy, taking into consideration different climate-related
scenarios, including a 2°C or lower scenario.
Risk management
Disclose how the organisation identifies, assesses and manages climate-related risks.
Page 189 a. Describe the organisation’s processes for identifying and assessing climate-related risks.
b. Describe the organisation’s processes for managing climate-related risks.
c. Describe how processes for identifying, assessing and managing climate-related risks are integrated into the
organisation’s overall risk management.
Metrics and targets
Disclose the metrics and targets used to assess and manage relevant climate-related risks and opportunities, where such information is material.
Pages 189 to 191 a. Disclose the metrics used by the organisation to assess climate-related risks and opportunities in line with its
strategy and risk management process.
b. Disclose Scope 1, Scope 2 and, if appropriate, Scope 3 GHG emissions and the related risks.
c. Describe the targets used by the organisation to manage climate-related risks and opportunities and
performance against targets.
182
Ibstock Plc | Annual Report and Accounts 2024
1. Governance
a. Describe the Board’s oversight of climate-related risks and opportunities.
Our Board has ultimate oversight of climate-related risks and opportunities. This page shows the full governance structure showing how the
consideration of climate-related issues is integrated within governance processes. The Board delegates specific climate-related matters to its
Committees and Executive Team (ET).
Board Committees and climate change responsibilities
Responsibilities related to climate change Examples Skills and competencies
Board had seven scheduled meetings in 2024 Role and responsibilities p70
The Board has ultimate oversight for the long-term strategy,
including oversight of climate change related risks and
opportunities and the setting of performance objectives
• Considering climate-related issues as a fundamental part when
planning Group strategy, approving annual budgets and business
plans, making acquisition and divestiture decisions, and
overseeing capital expenditure
• Considering climate-related issues as part of the discussions on
risk management and our principal risks and uncertainties
• Overseeing progress against our Sustainability ambitions, which
align to our risk mitigation plans to address climate-related issues
When setting the 2025 budget and
strategic plan, the Board considered
the requirements and sensitivities for
mitigating transitional and physical
climate change risks
Climate and carbon impact is
considered as part of all the Board’s
decision-making
As per the skills matrix shown on
page 76, the Board has sufficient
skills and competencies in strategy,
Sustainability and financial
planning
Sustainability Committee Met four times in 2024 Role and responsibilities p78
• Overseeing, challenging and monitoring the Sustainability
Strategy implementation
• Reviewing performance against KPIs and targets, including
carbon reduction
• Overseeing and monitoring of risks and opportunities associated
with climate change
• Informing the Board on mechanisms to engage wider
stakeholders with regard to Sustainability
Members of the Sustainability Committee inform all other
Committees about climate-related issues as key topics are
identified or discussed.
At each meeting, the Sustainability
Committee considers the horizon
scanning report produced by RSM UK
Consulting LLP (RSM), including
emerging climate transition risks
The Committee monitored and
scrutinised the development of the
carbon reduction plan and
improvements in Sustainability data
quality
Chaired by Claire Hawkings, who
has extensive experience in
sustainability and ESG
RSM provides expert technical
advice to the Committee
Training for the Sustainability
Committee delivered by RSM,
including biodiversity and nature
related training
Audit Committee Met four times in 2024 Role and responsibilities p80
• Reviews and makes recommendations on risk management and
controls to the Board
• Oversees the internal controls including carbon, and financial
statement review of disclosures
The Audit Committee received a
detailed update on the carbon credits
process and controls, as well as a
carbon market update
Consideration of climate impact on
accounting judgements and
disclosures, e.g. impairment
The Audit Committee has
sufficient skills and competencies
in audit, controls and strategy. Skills
Matrix on page 76
Remuneration Committee Met four times in 2024 Role and responsibilities p86
• Aligns LTIP performance to ESG key performance indicators
(KPIs)
In setting the 2024 LTIP performance
targets, the Remuneration Committee
considers the alignment to the ESG
2030 Strategy
The Remuneration Committee has
sufficient skills and competencies
in executive remuneration and
Sustainability. Skills Matrix on Page
76.
Executive Team (ET) Met eleven times in 2024 Role and responsibilities of the ET
p70
• Implements and delivers the Sustainability Strategy During day to day strategic and
operational decisions, the ET
considers the alignment to the
Sustainability Strategy
The ET has sufficient strategic,
operational and management
experience to implement and
execute the carbon reduction plan
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Ibstock Plc | Annual Report and Accounts 2024
Strategic Report Financial StatementsGovernance
Additional information
Sustainability Governance and Reporting continued
Governance of Carbon Reduction
Our progress on the development of our
Carbon Transition Plan is detailed on page 52.
The Sustainability Committee monitors and
oversees the progress against the goals and
targets for addressing climate-related issues
at each meeting by reviewing the
Sustainability KPIs which include carbon
reduction, and progress against the
milestones set out in the ESG Strategy.
The Committee considers, challenges and
recommends changes to the development of
the Carbon Transition Plan to the Board for its
approval.
The Board has oversight of the execution of
carbon reduction, including approval of
climate-related targets. and development of
the Carbon Transition Plan.
b) Management assess and manage climate-
related risks and opportunities
The CEO is responsible for assessing and
managing climate-related risks and
opportunities, and is supported by the ET to
implement the ESG 2030 Strategy. The ESG
pillars have an executive-level sponsor and are
supported by a Divisional Director.
The ESG Strategy update is on page 47.
The ET is supported by a dedicated
Sustainability function with subject matter
experts to support other business units, led by
Joanne Hodge, the Group People,
Sustainability and Social Impact Director.
The Sustainability team supports the
upskilling of other roles and departments,
recognising that all employees have a part to
play in the implementation of the
Sustainability Strategy. For example, the
Sustainability team supports factory
managers with understanding the carbon
emissions from the factory and opportunities
to improve carbon reduction.
The reporting structure for management is
detailed on page 69.
The cross-functional TCFD working group,
which includes members from the
Sustainability function and finance, defines
the approach for identifying and assessing
climate-related risks.
The TCFD working group defined the risk
gradings, detailed on page 189, to assess the
impact of climate-related risks and
opportunities.
Please see page 189 for the risk management
process.
The ET own material climate-related risks and
opportunities to ensure there is clear
ownership for mitigations. The Sustainability
team provides monthly updates to the ET,
and quarterly updates to the Committee.
Site energy monitoring, targets and
champions
In 2024, 12 of our concrete sites
implemented ISO 50001 for energy
management meaning all our clay and
concrete factories (with exception of
Coltman) are now using the system to
continuously monitor and reduce energy
consumption improving their operational
efficiency.
Our Energy Manager works across the Group
to help the teams identify and quantify
operational efficiency with the site technical
managers to initiate changes to optimise our
processes. All sites using the system have
access to half hourly electricity data, energy
action plans, targets and an energy
champion. In 2024 focus continued on air
compressors, motors, drives and kiln efficiency
with new sub-metering implemented at three
sites.
2. Strategy
a. Describe the climate-related risks and opportunities the organisation has identified over the short, medium, and long term
Material risks and opportunities are evaluated by considering their potential impact, financial or reputational, together with their
likelihood as part of enterprise risk management process. Please see page 189 for further details of the risk assessment process.
Our time horizon and impact definitions are shown below, detailing how these align to our organisation. The scenario analysis
supports our decision making processes on strategy, capital allocation and costs in the short-term horizon. Beyond this time period as
would be expected, the scenario analysis has less reliable internal and external data with less certainty around the impact of climate-
related risks and opportunities, as this is greatly impacted by external factors such as the pace and effectiveness of the transition to a
lower-carbon economy.
Management working groups and work streams assessing or managing climate-related risks
Working group/work stream Areas of responsibility Group Lead 2024 example of progress
Net Zero Working
Group leads our
decarbonisation work
• Modelling the effect of carbon reduction initiatives to inform
development of our Carbon Transition Plan
• Monitoring progress of delivering carbon reduction projects
against plan and targets
Group People,
Sustainability
and Social
Impact
Director
Carbon reduction model – see page 52
Clay, Concrete and
Futures Operations
• Developing and implementing operational efficiencies to
drive carbon reduction (e.g. heat retention and energy usage
efficiency)
Divisional
Directors
Clay – Parkhouse investment
Concrete – achieved ISO50001 standard for
energy management
Clay, Concrete and
Futures new and
more sustainable
product development
• Developing and implementing programmes to reduce carbon
in the materials we source (e.g. raw material reduction and
recycled content)
Divisional
Directors
Clay – successful thin brick trials at Chesterton
Concrete – Weeford introduced lower carbon
cement to the product mix
Futures – low carbon slip system research
continues.
Alternative Fuel &
Power Group
• Developing and implementing lower carbon sources of fuel
and power (e.g. solar, wind, hydrogen, synthetic gas)
Technical
Director
Application submitted to the Government HAR2
funding for on-site Green Hydrogen
TCFD working group • Identify, assess and manage climate-related risks and
opportunities
• Inform and update functions of the site climate risks. change
risk assessments
Group
Financial
Controller
Risks and Opportunities reviewed and updated.
Climate resilience risks integrated into training.
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Ibstock Plc | Annual Report and Accounts 2024
Time horizons considered in climate risk assessment
Short term – To 2030 Medium term – 2031 to 2040 Long term – 2041 to 2050
Aligns to Sustainability 2030 Strategy Aligns to medium-long-term strategy decisions, and achieving
net zero scope 1 & 2
Aligns to longer-term climate reduction targets
Impact on Adjusted EBITDA* over time
Low
<5%
Medium
5–15%
High
>15%
The thresholds for quantifying risks based against our strategic and long-term financial forecasts and align to the risk management
processes.
Our principal climate risks and opportunities
The following material risks have been identified through considering the impact across the business value chain. All product types,
business functions, customer segments and suppliers have been included in the assessment. Our two Divisions, Clay and Concrete,
experience similar climate risks and opportunities. We have referenced where risks are specific to one Division or sector. Principal risks,
if unmitigated, have the potential to impact Group Adjusted EBITDA* by over 5%.
Climate risks
Climate-related financial risk Description
Impact
grading
Scenario with
greatest impact
Link to Metrics
and Targets Expected financial impact
CCR1: Increased
prices of carbon
credits or reductions
or removal in the
number of ‘free’
allowances
Transition, policy
and legal
• Since our Clay Division is part of the UK
Emissions Trading Scheme (UK ETS), the
rising costs of carbon credits and the
reduction in ‘free’ allowances are likely to
increase costs if internal carbon reduction
initiatives are unsuccessful
HIGH <2°C
Medium
and long
term
horizon
Carbon
emissions
Internal
carbon price
Increased costs of carbon credits if our carbon
reduction initiatives are unsuccessful for our
Clay Division and the price of carbon credits
increases. The allowances for UK ETS are
aligned to a net zero consistent cap from
2025
CCR3: Transition to
new building
technologies and
approaches
redefining the type
and nature of
materials required
Transition, market
• Customers switching to alternative
products with lower embodied carbon due
to regulations or carbon reduction targets
• Changes in revenue mix from traditional
brick and concrete product lines to products
used within Modern Methods of
Construction (MMC)
• Changes to supply chain may result in
scarcity of certain raw materials e.g body
fuels
HIGH >4.3°C
Short,
medium
and long
term
Climate-
related
opportunities
Increased R&D costs for new products
Demand changes lead to reduced revenue
Increased operational costs to use more
recycled content or other methods to reduce
embodied carbon
CCR8:
New or changing
legislation and
regulation that will
directly or
indirectly impact our
business
• Increased regulation for reducing energy
usage from fossil fuels
• Customers switching to alternative
products with lower embodied carbon due
to regulation
HIGH >4.3°C
Short,
medium
and long
term
Climate-
related
opportunities
Reduced demand from key customer groups
(e.g. house builders or building merchants)
due to policy changes
Increased costs from suppliers as they comply
with regulation to reduce energy usage and
carbon emissions
CCR5: Extreme
variability in weather
patterns such as
storms, cyclones, and
floods
Physical, acute
• Disruption to own operations through
damage to factories, impacting employees
working on site
• Disruption to supply chain as suppliers are
impacted by acute physical risks or in
transit
LOW >4.3°C
Long term
Physical
climate risks
Reduced revenue from decreased production
capacity
Increased operating costs (e.g. purchasing
required for climate mitigation)
Increased repair costs (e.g. damage to
infrastructure)
Increase in insurance premiums
CCR6: Changes in
precipitation patterns
and extreme
variability in weather
patterns
Physical, chronic
• Increased precipitation may disrupt own
operations water content of clay requiring
more energy during the production process
• Impact of droughts on water usage in brick
manufacturing process and drier clay
requiring more energy for extraction
• Increased risks of flooding may prevent
sites operatng for several weeks
LOW >4.3°C
Long term
Physical
climate risks
Water usage
Increased costs to mitigate impact of
extreme weather patterns and mitigate
impact on land changes
Increased capital or repair costs (e.g. damage
to infrastructure)
Business disruption leading to loss of revenue
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Other risks considered to not be material risks include:
• The availability of, and ability to, transfer to new energy technologies due to lack of, or failed investments
• Increased cost of sustainable energy (e.g green electricity) or reduced availability as demand increases
• Rising mean temperatures
• Rising sea levels
• Water scarcity affecting our operations or those of our supply-chain
• Impact of changing attitudes of investors and financial stakeholders
We will continue to monitor the risks through our TCFD working group and Sustainability Committee.
Climate-related opportunities
Climate-related financial opportunity Description
Impact
grading
Scenario with
greatest impact Expected financial impact
TR1: Production of more
sustainable products
Transition, market
• We are developing lower carbon products. For
example, redesigning our concrete fencing range
with lower carbon cement and less material whilst
providing the same strength attributes
HIGH Below 2
Medium
term
Increased sales driven from new product
development and Ibstock Futures
TR2: Changes in customers’
preferences and building
practices resulting in new and
emerging products and solutions
Transition, market
• Changes in the building approaches or preferences
of customers could lead to new markets for building
products
• The opportunity is managed through close industry
relationships, for example, membership of the UK
Green Building Council
HIGH Below 2
Medium and
long term
Increased sales driven from new product
development and Ibstock Futures
b. Describe the impact of climate-related risks and opportunities on the organisation’s businesses, strategy, and financial planning
This year, Ibstock has made progress against the ESG 2030 Strategy, which includes:
• The development of an internal carbon modelling tool to enable informed decisions in our carbon reduction investment
• Evolved our carbon reduction plan as we develop our Net Zero Transition Plan in line with Transition Plan Taskforce guidelines, see
page 52
• Short to medium term the investment to achieve our carbon reduction is embedded in our financial forecast to align to our carbon
reduction target for 2030
• Successfully rolled out cement reduction initiatives across a wide range of products exceeding our target to hit 20% sales revenue
from new and sustainable products by 2030
• Utilised Life Cycle Analysis capability to both inform our new product development (NPD) decision making and to launch EPDs to
our customers on key products
Operations were impacted by two localised flooding events that stopped production for less than a week combined. Following the
event, additional processes and/or emergency response plans will be adopted to reduce the impact of floods and alert the business to
severe weather events by enhancing the climate resilience plans.
We have considered the potential impact of identified climate change risks and opportunities through our indicators of impairment
reviews and also in the assessment of useful economic lives of assets. There are a series of sites deemed to be vulnerable to physical
risk of variability of precipitation in the medium term (2040-2050). Management expects any changes required due to climate
change will be covered through maintenance and refurbishment spend and phased over multiple years. Therefore, the related cash
outflow would not be material in any given year. With no mitigations in place, management expects the carbon costs will increase in
the future but would impact the whole industry. We would expect any carbon-related costs to increase the sales price and there would
be no material impact in the forecast cash flows. See the Metrics and Targets on page 190 for the investment in the low carbon
transition made in the year and the impairment and PPE notes for further information.
An internal carbon price was developed in 2023 and has been included in decision-making in 2024, including capex projects and new
product development (NPD). The carbon price is a shadow carbon price based on the UK ETS carbon price, as our Clay factories are
covered by the regime. However, we will take an average for the year due to short-term variability in the market price. The internal
carbon price covers all the business over Scope 1 and 2 emissions.
The internal carbon price was used in the following processes:
• Position management for the valuation of assets to inform replacement and maintenance schedules
• Investment decisions, including new capital expenditure to assess carbon savings
• Impact of new product development for reduced embodied carbon
Capital expenditure and new product development processes currently assess the impact of carbon emissions savings, but this is not
quantified using the internal carbon price. This is a planned action for 2025.
The UK ETS carbon price is expected to increase over time and this trend is reflected in our scenario analysis. In 2024, the average
carbon price under UK ETS was £64.90.
Carbon transition planning
Ibstock’s carbon transition is now informed by a detailed profile of carbon reduction projects and actions in the short, medium and
long term with financially quantified impacts. This enables modelling around investment decisions to incorporate carbon impacts and
opportunities.
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The carbon transition and targets set by Ibstock supports a <2 degrees pathway and is aligned to industry transition pathways.
c. Describe the resilience of the organisation’s strategy, taking into consideration different climate-related scenarios,
including a 2°C or lower scenario
Our approach to scenario analysis
Scenario analysis is a process for identifying and assessing the potential impact of a range of climate scenarios. This is not designed to
deliver precise outcomes or forecasts but has been used by our teams to assess strategic resilience and support business planning
decisions.
Our scenario analysis is integrated into our strategic planning cycle, including financial forecasts, and covers our operational footprint.
We have considered two contrasting climate scenarios to provide a contrasting perspective – one below 2 degrees scenario and a
failed transition. This is consistent with the scenario analysis approach within our sector.
We have a detailed strategic plan to 2030 that has been used within the scenario analysis. The full scenario analysis extends to 2050,
however, the data available for this timeframe is less sophisticated.
The scenario analysis, draws on both internal and external data sources where appropriate, the current year scenario analysis uses the
following external data sources, Bank of England Climate Biennial Exploratory Scenario (CBES) data points, Met Office projections for
precipitation, temperature and water scarcity along with externally commissioned site flood analysis.
CASE STUDY
Research into alternatives to high carbon additives
Ibstock partnered with Sheffield Hallam University’s Materials and Engineering Research Institute in a Knowledge Transfer Partnership
funded by Innovate UK to research replacements for higher-carbon processes, used when manufacturing some multi-coloured bricks,
with waste materials from industry. The research identified potential waste material replacements which would lower the carbon
content of the process and are now undergoing commercial trials
Approach to scenario analysis
Climate scenario Below 2 degrees Above 4.3 degrees
Data sets considered IPCC RCP 2.6 RPCC RCP 8.5
Description
of scenario
Limits global warming to below 2 degrees
Increased transition risks depending on pathway to meet
emission reduction target
Projected carbon price in 2040: USD650
High emission scenario where warming may exceed 4 degrees
Lower transition risks as there is no further action on
climate change
Projected carbon price in 2040: USD650
Assumptions that
apply to all scenarios
• Current market share is consistent with performance today
• The location of factories and quarries is consistent with today’s footprint
• Acceleration of the removal of carbon credits within UK ETS for the Clay Division
• Capital and research and development investments increase in both climate scenarios
Data sets used IPCC
2021 Climate Biennial Exploratory Scenario for transition risks
UK CP18 Met Office projection for physical risks
Scenario analysis results
The tables that follow show the results of our scenario analysis and the strategic response. The financial impact represents the
expected impact to adjusted EBITDA* and cost impact. The output is aligned to the risk thresholds on page 185. Overall, the results of
the scenario analysis indicate the unmitigated physical and transition risks and opportunities will have an impact on the business
strategy, however, as our business strategy includes mitigating factors to these risks, Ibstock remains resilient to the assessed risks.
The highest-impact risks overall are the risk of increased prices of carbon credits or reductions or removal in the number of ‘free’
allowances, the transition to new building technologies and approaches to redefining the type and nature of materials required along
with New or changing legislation and regulation that will directly or indirectly impact our business. This scenario analysis was refreshed
and further developed during 2024.
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Below 2 degrees scenario
Risks/opportunities with
greatest impact in scenario How the risk is modelled
• Increased prices of
carbon credits or
reduction of free
allowances over
time
• Development of
new sustainable
products and
services to satisfy
customer demand
• Willingness to pay
for low carbon
solutions. Change
in customer
preferences and
building practices
resulting in new
and emerging
markets
developing
The carbon price is projected to increase yearly with the accelerated removal of free allowances, principally impacting the Clay
Division which operates within UK ETS. We have used data from the Bank of England projected shadow price, and an accelerated
removal of free allowances.
We have assumed research and development costs will increase, and there is also an increased risk of impairment of assets.
We have assumed there will be an increase in sales volume for clay and concrete as a result of increased demand for new and
sustainable products, including Futures, to grow sales until 2050.
Impact from scenario analysis
In the short to medium term, unmitigated transition risks present the greatest risk to financial performance. The highest impact
risks are:
Increased prices of carbon credits or reduction in free allowances: Our scenario assumes carbon-free allowances reduce by 50%
from today’s level by 2030 and are reduced in an accelerated basis post 2030 with additional increases of costs in line with climate
pathways outlined by the Bank of England early action pathway.
Development of new sustainable products and services to satisfy customer demand. The scenario assumes a 20% sales volume
increase for Clay and Concrete Divisions from 2023 to 2050, and an increase in sales in our Futures business linked to modern
methods of manufacture
Strategic response
The carbon reduction transition plan is a quantified action plan, including the capital and financial cost along with the expected
carbon reduction from planned initiatives. Delivering the carbon reduction transition plan will reduce the risk exposure to carbon
prices and the removal of UK ETS allowances.
We are exploring commercial terms with strategic suppliers and partners to develop alternative fuels, including synthetic gas and
hydrogen, as a lower carbon alternative to natural gas.
Developing products to reduce virgin materials and increase recycled content contributes to circularity and reduces carbon
emissions.
Above 4.3 degrees scenario
Risks/opportunities with
greatest impact in scenario How the risk is modelled
• Increased prices of
carbon credits or
reduction of free
allowances over
time
• Increased severity
of precipitation
patterns and
extreme variability
in weather
• Redefining the
type and nature of
materials required
• New or changing
legislation and
regulation that will
directly or indirectly
impact our
business
The carbon price is projected to increase yearly with the accelerated removal of free allowances, principally impacting the Clay
Division which operates within UK ETS. We have used data from the Bank of England projected shadow price, and an accelerated
removal of free allowances.
We have assumed a decrease in sales volume and no increased move to low embodied carbon bricks. We have modelled disruption
in production at production facilities that we have assessed as having an increased risk identified through UK CP18 projections. We
have modelled an increased risk production disruption in the long term period between 2040 and 2050.
Impact from scenario analysis
• Increased prices of carbon credits or reduction in free allowances: Our scenario assumes carbon-free allowances reduce by 50%
from todays level by 2030 and are fully removed from 2030 with additional increases of costs in line with climate pathways outlined
by the Bank of England early action pathway.
In the medium to long term, transitional risks also present a risk to financial performance. The highest impact risks are:
• Transition to new building technologies and approaches to redefining the type and nature of materials required and also new
or changing legislation and regulation directly or indirectly impacting our business These combined scenarios assumes a 30%
decrease in sales volume from 2024 to 2030 for the Clay and Concrete Division, with a further 10% declines to 2050. Increased
severity of precipitation patterns and extreme variability in weather. Our scenario assumes a one to two month lost production
for red and amber surface and river flood risk factories.
Strategic response
• All factories have an emergency response plan. Our business continuity plan considers processes in light of business disruption that
can be applied during a climate event.
• Hot weather Personal Protective Equipment (PPE) is available to sites during the summer to improve working conditions in periods of
extreme heat following succcessful pilot.
• Implementing a feedback process for improvements and mitigation actions following climate impacts. For example, after a factory
flooded in 2023 we proactively went out to factories at the end of summer 2024 to promote drainage clearance and maintenance
through autumn to help prevent flooding,
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3. Risk Management
1. Identifying and assessing climate risks and opportunities
Climate change is a principal risk to Ibstock and is integrated into the enterprise risk management processes. Climate change is
therefore assessed and managed in line with Ibstock’s risk management framework, as detailed under the governance pillar and on
page 28 to 32.
However, we recognise that climate change risks and opportunities are complex and can crystallise over a longer time period than
typically considered in our enterprise risk management processes. Therefore, we have a specialist climate related risk assessment
process which provides the framework for identifying material climate-related risks and opportunities, ensuring that climate-risk
considerations are reviewed appropriately, and the outputs and considerations are fed into the broader risk management processes of
the Group. This involves a working group of subject matter experts, advisers, and representatives from around the business.
The process to identify and assess climate-related risks includes:
1. A long list of climate-related risks and opportunities and consideration of horizon-scanning reports for legislation and policy risk
across all revenue streams.
2. Climate-resilience assessments at each factory to support physical climate risk assessment.
3. Impact on stakeholders, including investors and employees, is considered.
4. Expected financial impact and areas of value chain impacted by the risk is documented.
5. Impact from scenario analysis, or qualitative review of potential impact where data is not available (e.g. reputational risks).
The climate-related risks and opportunities are assessed for impact and likelihood and shown on heat maps after considering
mitigations. The principal risks are shown on page 28 to 32.
Following the completion of the risk management review, each risk is considered relative to its residual rating having taken into
account all existing controls.
2. Managing climate-related risks
The climate change risks are graded as low, medium and high risk. Principal risks have at least one ET member assigned as the risk
owner. The working groups on page 185 also have responsibilities to manage climate risk.
With recognition of the nature of our industry, Ibstock has set a low to medium risk tolerance and has a robust process to identify any
changes to the risk landscape, agreeing proportionate further mitigating actions where appropriate. As documented on page 28,
Ibstock has a three lines of defence structure to the internal controls. This extends to climate change risk. The first line of defence is
operated by management and covers the day-to-day risk management activities of implementing and executing internal controls.
This extends to a risk register for factories, including carbon reduction and resilience to climate change risk.
The second line (health and safety, quality control and other central functions) works alongside the risk owners to support the design
and implementation of the controls framework, whilst the independent third line is operated by our outsourced Internal Audit
provider, RSM UK Risk Assurance Services LLP (RSM).
3. Integration into risk management processes
As noted above, the climate change risks are integrated into the enterprise risk management processes, with climate change being a
principal risk. In addition, a climate risk assessment takes place to ensure all climate risks and opportunities are captured through the
process. Climate change is considered as part of the operational risk registers at the half and full year. The results are reviewed and
mapped to the principal risk register. The ET reviews the risk register ahead of review by the Audit Committee and the Board.
Ibstock applies the same risk thresholds and risk appetite for climate change-related risks.
4. Metrics and targets
a. Disclose the metrics used by the organisation to assess climate-related risks and opportunities in line with its strategy and risk
management process
The table below shows the metrics used to monitor climate risks and opportunities. The metrics cover both transition and physical
risks, as illustrated through the aligned risks. We recognise that our carbon reduction journey may not always be linear and that
investments may take some time and effort to fully embed within our manufacturing processes. We consider ourselves to be on track
to deliver our Sustainability targets.
In determining the metrics, Ibstock has considered the all sector- and industry-specific guidance. As a business that uses a large
amount of energy, carbon reduction is a key metric and KPI of the business.
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Category Metric and target Linked climate risk or opportunity Explanation of movement
GHG emissions 40% reduction in Scope 1 and 2
carbon by 2030 based on 2019
benchmark.
Net zero carbon emissions by 2040
(Scope 1 and 2).
Less than 10% of the target reduction
is delivered through offsetting with
carbon credits.
Increased prices of carbon credits
or reductions in the number of
‘free’ allowances.
Scope 1 and 2 carbon emissions reduced by 49%
during 2024 versus the 2019 baseline.
This was driven by the reduction of carbon used
during our production processes as well as
decreased production volumes during 2024.
GHG emissions Carbon intensity – Intensity (tCO
2
e) per
tonne of production (Scope 1 and 2)
Increased prices of carbon credits
or reductions in the number of
‘free’ allowances.
The carbon intensity metric for 2024 was 0.148
tonnes of carbon per tonne of production, a year on
year improvement but below targeted level due to
the estate running at a lower efficiency as the
market remains slow. We expect continued
incremental improvements in carbon reduction
during 2025 and for the full impact of energy and
carbon investments to benefit factories when they
return to optimal capacity.
GHG emissions Scope 3 carbon emissions
net zero before 2050.
Increased prices of carbon credits
or reductions in the number of
‘free’ allowances.
Scope 3 has been calculated using spend-based
emission factors. This was carried out in-house in
2024 to improve understanding and ownership of
data to drive action.
Physical climate risks
1
Number of sites vulnerable to
physical risks
Changes in precipitation patterns
and extreme variability in weather
patterns.
Greater granularity in our scenario analysis on
physical risk showed that none of our sites are at
physical risk in the short to medium term in the
below 2 degrees scenario.
Climate-related
opportunities
Proportion of revenue, assets or other
business activities aligned with
climate-related opportunities.
20% of revenue from new and
sustainable products by 2030.
Production of more sustainable
products.
During 2024, 22% of revenue came from new and
sustainable products. This increase comes from
changes in concrete production lowering the Scope
3 carbon in significant product ranges.
Capital deployment Amount of capital expenditure and
investment deployed towards
climate-related risks and opportunities.
Production of more sustainable
products.
Changes in precipitation patterns
and extreme variability in weather
patterns.
Investment in climate resilience.
Expenditure is in investment in R&D for low carbon
products and services
This has not been quantified in 2024. We will
explore this further in 2025.
Internal carbon price Price of each tonne of GHG emission
used internally
Increased prices of carbon credits
or reductions in the number of
‘free’ allowances.
The internal carbon price is aligned to UK ETS price
as brick sites are part of the UK ETS scheme. During
2024, we used the internal carbon price of £64.90.
Water usage 25% reduction in mains water usage
by 2030 based on 2019 benchmark.
Supports the success of the carbon
reduction targets and reduces
water stress in periods of drought.
Mains water use per tonne of product increased
during 2024 compared to the 2019 baseline.
However total mains water consumption is down
33% compared to 2019.
Waste management Zero waste to landfill by 2025. Supports the success of our carbon
reduction targets circularity
principles.
Waste to landfill decreased in 2024 due to on site
segregation of waste and closer working with waste
management providers to prioritise materials
recycling.
Remuneration 20% of the current Long Term
Incentive Plan is assessed on ESG
factors:
• Carbon emission reduction
• % female leadership
• % sales from new and sustainable
products
Drives the leadership behaviours to
support the success of the Carbon
Transition Plan including
development of lower carbon
products to meet customer
demand.
The outcomes of the 2022 LTIP scheme are
described on page 105.
1 Following a review of Ibstock’s transitional risks, we have concluded that a metric and target around site level transitional risk is inappropriate as these risks will be managed, mitigated and
governed at a Group level.
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b. Disclose Scope 1, Scope 2, and, if appropriate, Scope 3 greenhouse gas (GHG) emissions, and the related risks
We have verification of over 90% of our Scope 1 and 2 emissions by Lucideon CICS. Lucideon CICS are accredited to ISO 14065 by
the United Kingdom Accreditation Service (UKAS) to provide independent third-party verification and verify of our emissions as part of
compliance with UK ETS to ISO 14064-3. The Scope 1 and 2 emissions are included in the SECR disclosure on page 179.
Scope 3 emissions are on page 179.
The related risks around achieving carbon reduction for the scope of emission:
Scope 1 Scope 2 Scope 3
Failure to transition away from natural gas in
manufacturing processes.
Ibstock are investing in trialling syngas and
hydrogen.
Please see page 52 for the carbon transition plan.
Failure to reduce energy consumption leading
to increased energy costs.
Please see page 52 for the carbon transition plan.
Aligns to longer-term climate reduction targets.
c. Describe the targets used by the organisation to manage climate-related risks and opportunities and performance against targets
The Sustainability team prepares an ESG data dashboard including the following metrics:
• Carbon emissions
• Water usage
• New product development
This is reviewed by the ET and the Committee four times a year. The Sustainability team provides an overview of progress towards the
targets, including any challenges or risks.
The carbon reduction target is also considered by the Net Zero Working Group. The carbon targets were recommended by the ET and
approved by the Sustainability Committee as part of the ESG 2030 Strategy that was set in 2022. The targets were aspirational and
leading within our sector. Our Carbon Transition Plan provides an analysis to demonstrate the 2030 target remains achievable.
Please see page 52 for the carbon transition plan summary.
Performance against our 2024 Priorities
A summary of our performance relative to our climate change priorities for the 2024 financial year have been set out below:
• Complete a gap analysis in preparation for adopting IFRS ISSB S1 and S2
– We are instructing a third party to support us in this analysis to ensure we are able to adopt the new standards
• Consider the integration of nature-related risks and opportunities within climate risk assessments
– We began an early review of TNFD in 2024 and will continue to review
• Apply the internal carbon price in financial and business processes, starting with new product development and capital expenditure
– The internal carbon price is integrated into product development and capital expenditure as well as the carbon transition model
• Develop our approach to supply chain resilience further
– A set of supplier commitments has been updated and redrafted for publication in 2025
• Develop our approach to understand the impact of climate change on the quarries
– Quarries were a key part of the 5 year site action plan review process and they are considered within the site scenario analysis.
• Develop a circular economy approach integrated into new product development
– Research into replacement of high carbon additives to the clay process was completed in 2024 with commercial trials of an
alternative waste stream underway to support circularity
• Develop and prioritise carbon transition plans at site level
– 5 year site action plans and the carbon transition planning process provide the basis for site level plans – this will mature in 2025
Priorities for 2025
We believe that we have complied with the requirements of TCFD and are starting to adopt climate change into business decision-
making. We recognise that there are always improvements to make. Therefore, the 2025 priorities include:
• Develop our carbon reduction planning to create a Net Zero Plan aligned with the Transition Plan Taskforce and consider validating
that our carbon reduction targets are aligned to climate science.
• Explore further the financial impact of climate related opportunities and link the opportunities to metrics to clarify how they are
measured
• Continue to map our nature related risks and opportunities over 2025/26 to align with TNFD framework
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Additional information
Shareholder Information
Group Company Secretary
Nick Giles
Registered office
Leicester Road
Ibstock
Leicestershire
LE67 6HS
United Kingdom
Tel: +44 (0)1530 261 999
Company registration number
09760850
Auditor
Deloitte LLP
Four Brindleyplace
Birmingham
B1 2HZ
Joint corporate brokers
UBS AG London Branch
5 Broadgate
London
EC2M 2QS
Peel Hunt LLP
100 Liverpool Street
London
EC2M 2AT
Financial PR
Citigate Dewe Rogerson
8th Floor
Holborn Gate
26 Southampton Buildings
London WC2A 1AN
Registrar
MUFG Coporate Markets
Central Square
29 Wellington Street
Leeds
LS1 4DL
0371 664 0391
From overseas call +44 (0)371 664 0391.
Calls are charged at the standard
geographical rate and will vary by provider.
Calls outside the United Kingdom will be
charged at the applicable international rate.
Open between 09:00–17:30, Monday to Friday
excluding public holidays in England and Wales or email MUFG
Coporate Markets at shareholderenquiries@cm.mpms.mufg.com.uk.
Website
www.ibstock.co.uk
Analysis of shareholders – 31 December 2024
2024
Number of
holdings %
Balance as at
31 December 2024 %
1–1,000 634 49.42 243,755 0.06
1,001–5,000 224 17.46 603,229 0.15
5,001–10,000 90 7.01 644,410 0.16
10,001–50,000 127 16.21 2,875,094 0.70
50,001–Highest 208 16.21 405,265,106 98.93
Total 1283 100 409,631,594 100
Holder type
Number of
holdings %
Balance as at
31 December 2024 %
Individuals 899 70.07 1,872,073 0.46
Nominee and institutional investors 384 29.93 407,759,073 99.54
Total 1283 100 409,631,594 100
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Ibstock Plc
Leicester Road
Ibstock
Leicestershire
LE67 6HS
United Kingdom
+44 (0)1530 261 999
ibstock.co.uk