45 Finsbury Food Group Annual Report & Accounts 2018
Directors’ Remuneration Report (unaudited)
Notes to the Table
Base Salaries The base salaries for the Executive Directors are set with effect from 1 October each year. The salaries in the financial years ended 1 July 2017 and 30 June 2018 were as follows:
Executive Director J G Duffy
S A Boyd
From 1 October 2016 £350,265
£254,500
From 1 October 2017 £420,000
£294,200
The rationale for the increase in base salaries, and the related reduction in LTIP award, is set out in the Statement from the Chairman of the Remuneration Committee on page 42.
Taxable Benefits The taxable benefits for the Executive Directors in the year included a car allowance and private medical insurance. The Executive Directors do not receive a pension allowance.
Annual Bonus The annual bonus is the total value of the bonus earned in respect of the financial year (including the amount delivered in shares). For the financial year ended 30 June 2018 Executive Directors were able to earn a bonus of up to 100% of annual base salary subject to the achievement of stretching EBITDA performance targets.
The following table sets out the bonus pay-out to the Executive Directors for 2017-18 and how this reflects EBITDA performance for the year. Performance measure
Actual performance
Earnings before interest, tax, depreciation and amortisation (EBITDA)
EBITDA £25,600,000
Resulting level of award for each Executive as a percentage of salary*
25%
The Executive Directors have waived this bonus as the Group has incurred significant exceptional costs in respect of the closure of two sites during the year.
Long-term Incentives Awards granted on 4 December 2015 were based on performance over the three financial years to 30 June 2018 and vested as to the amounts set out below. These awards are subject to a two year holding period.
Performance conditions Adjusted diluted EPS
50% of the award subject to adjusted diluted Earnings Per Share in the final year of the performance period
50% of the award based upon Relative Total Shareholder Return against the FTSE Small Cap (excluding investment trusts) (“TSR”) over the performance period
Total % of award vesting
In arriving at the adjusted EPS out-turn of 9.81p the Committee has excluded the exceptional costs relating to the closure of two sites. Number of shares granted
J G Duffy S A Boyd
695,095 505,051
476,364 1. The LTIP has been valued based on the three month average share price to the financial year end of 124.83p per share.
Below 7.65p 7.65p
Relative TSR ranking Below median Median
Between median and upper quartile
10.20p
Actual performance (adjusted diluted EPS)
% vesting 0
25%
Between 7.65p and 10.20p Straight-line vesting 10.20p
100%
% vesting 0
25%
Straight-line vesting 100%
Above upper quartile
100.00% 50.00% 94.32% 9.81p 88.63% 44.32% % of this element vesting % of award
Percentage increase 20%
16%
Bonus to be paid Nil
Number of shares vesting Value of LTIP shares vesting1 655,613
£818,401 £594,645
Page 1 |
Page 2 |
Page 3 |
Page 4 |
Page 5 |
Page 6 |
Page 7 |
Page 8 |
Page 9 |
Page 10 |
Page 11 |
Page 12 |
Page 13 |
Page 14 |
Page 15 |
Page 16 |
Page 17 |
Page 18 |
Page 19 |
Page 20 |
Page 21 |
Page 22 |
Page 23 |
Page 24 |
Page 25 |
Page 26 |
Page 27 |
Page 28 |
Page 29 |
Page 30 |
Page 31 |
Page 32 |
Page 33 |
Page 34 |
Page 35 |
Page 36 |
Page 37 |
Page 38 |
Page 39 |
Page 40 |
Page 41 |
Page 42 |
Page 43 |
Page 44 |
Page 45 |
Page 46 |
Page 47 |
Page 48 |
Page 49 |
Page 50 |
Page 51 |
Page 52 |
Page 53 |
Page 54 |
Page 55 |
Page 56 |
Page 57 |
Page 58 |
Page 59 |
Page 60 |
Page 61 |
Page 62 |
Page 63 |
Page 64 |
Page 65 |
Page 66 |
Page 67 |
Page 68 |
Page 69 |
Page 70 |
Page 71 |
Page 72 |
Page 73 |
Page 74 |
Page 75 |
Page 76 |
Page 77 |
Page 78 |
Page 79 |
Page 80 |
Page 81 |
Page 82 |
Page 83 |
Page 84 |
Page 85 |
Page 86 |
Page 87 |
Page 88 |
Page 89 |
Page 90 |
Page 91 |
Page 92 |
Page 93 |
Page 94 |
Page 95 |
Page 96 |
Page 97 |
Page 98 |
Page 99 |
Page 100