TIDMSNR

RNS Number : 0247S

Senior PLC

11 March 2021

Annual Report

The Senior plc Annual Report & Accounts 2020 ("Annual Report") has been submitted to the National Storage Mechanism and is available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism . The Annual Report can also be found on the Company's website at: http://www.seniorplc.com/investors/reports.aspx

2021 Annual General Meeting

The 2021 Annual General Meeting of Senior plc is to be held at the offices of the Company at 59/61 High Street, Rickmansworth, WD3 1RH at 9.00 a.m. on Friday 23 April 2021. The Notice of AGM will be published and distributed to shareholders in due course.

Impact of COVID-19 on AGM arrangements - In light of the prevailing UK Government restrictions around COVID-19 and the Company's desire to protect the health and well-being of shareholders and other attendees, the AGM is currently planned to be held as a closed meeting and convened with the minimum quorum of two employee shareholders of the Company present. The situation is constantly evolving and the Government may change the current restrictions or implement further measures.

As a result, shareholders will not be permitted to attend the AGM in person and, in the interests of safety, anyone seeking to attend the Meeting in person will be refused entry.

Shareholder Engagement and Questions - The Board attaches great importance to the AGM, as it provides shareholders a forum to hear directly from the Board on how the Company is progressing and to ask questions to the Directors.

Although shareholders will not be able to attend the AGM in person, arrangements are being made to enable shareholders to participate in the AGM remotely; details will be announced in due course and will be provided on the Company's website at www.seniorplc.com .

In addition to providing shareholders with the opportunity to participate remotely in the AGM, the Company encourages shareholders to submit any questions on the business of the AGM by emailing companysecretary@seniorplc.com.

These revised AGM arrangements will not amount to attendance at the AGM as a matter of law and shareholders will not be allowed to vote using these arrangements. All shareholders are recommended to vote by proxy in accordance with the instructions set out in the Notice of Meeting and the accompanying Proxy Form. Voting at the AGM will be on a poll, reflecting all proxy voting instructions duly received.

Disclosure Guidance and Transparency Rule 6.3.5R

The information contained in the 2020 Annual Results announcement released on 8 March 2021, including the Directors' responsibility statement, together with this announcement and the disclosures set out in the Appendices below are made in compliance with DTR 6.3.5 R and have been extracted in full from the Annual Report; page number references and references to Notes to the Company Financial Statements refer to page numbers and to Notes to the Company Financial Statements in the Annual Report respectively. This announcement is not a substitute for reading the Annual Report in its entirety.

APPIX A - Related party transactions

Related party transactions are set out in Note 52 to the Company Financial Statements, on page 144 of the Annual Report and are extracted in full below.

The remuneration of the Directors and Senior Managers, who are the key management personnel of the Group, is set out in the Remuneration Report on pages 66 to 84. In 2020, the Company recognised share-based payment expense of GBP0.5m (2019 - GBP0.2m) in relation to the executive Directors.

The Group has related party relationships with a number of pension schemes. Transactions between the Group and these pension schemes are disclosed in Note 34.

Bloom Energy Corporation is a related party of the Group as Susan Brennan, an independent non-executive Director of the Group, is its Executive Vice-President and Chief Operations Officer.

In 2020, the Group sold GBP2.2m (2019 - GBP1.8m) of components to Bloom Energy Corporation. The gross receivable position as at 31 December 2020 was GBP0.4m (2019 - GBP0.5m).

APPIX B - Risks and uncertainties

The principal risks and uncertainties of the Group are set out on pages 32 - 37 of the Annual Report and are extracted in full below.

The Group's organisation and culture enabled a strong and timely response to the risks posed by the pandemic, allowing business continuity to be the best it could be.

Our approach to risk management

Identifying and effectively managing risks is essential to the achievement of the Group's strategic priorities. The Group's Business Model is described on page 12 and our Strategic Priorities on page 24.

The Board is responsible for the Group's integrated risk and assurance framework, ensuring that the Group risk process and systems of internal control are robust and continuously monitored. The Board provides direction and sets the tone on the importance of risk management. The Board has delegated responsibility for the monitoring and review of the effectiveness of the Group's risk and assurance framework to the Audit Committee. The risk process is agreed annually with the Audit Committee.

The Group aims to embed risk management within its existing business processes. Each operating business undertakes a thorough risk assessment alongside the annual strategic planning process. A broad range of risks is considered including strategic, financial, operational, environmental and other external risks. Once the key risks have been identified further mitigating actions are considered, where appropriate, and a risk owner assigned. The risk registers are regularly reviewed by each operating business and are aggregated for review by Divisional Management and the Group.

As well as reviewing the risk registers prepared by the operating businesses, a risk assessment is conducted by the Executive Committee twice a year in conjunction with strategic discussions to ensure that risk and strategy are aligned. This review also considers emerging risks. These are risks which may develop but have a greater uncertainty attached to them in terms of likelihood, timing and velocity.

Emerging risks are identified by holding workshops and through input from external sources. All identified risks are evaluated against our purpose, strategy and values to understand their likelihood and impact of occurrence. Once the principal risks have been identified, mitigating controls and relevant policies are documented and additional mitigating actions are developed where appropriate. An owner is assigned to each action. The principal risks are discussed at each Executive Committee meeting. Every principal risk is assessed for our financial viability scenarios, to see if they could have a material financial impact, either on their own or if they materialised together.

Twice in 2020, the Board performed a robust assessment of the principal risks, together with the emerging risks.

The Board assesses outputs from the integrated risk and assurance framework and takes comfort from the "three lines of defence" risk assurance model. The first line represents operational management who own and manage risk on a day-to-day basis, utilising effective internal controls. The Group Executive Committee and Divisional Management monitor and oversee these activities, representing governance and compliance at the second line. The third line is the independent assurance over these activities provided by internal and other external assurance.

The key elements of the Senior risk management process are [set out below]:

 
 1.   Identify risks - The risks to the achievement of the Group's 
       strategic priorities are identified from a top down and 
       bottom up perspective. Existing and emerging risks are 
       considered. 
 2.   Evaluate gross (inherent) risks - The gross level of risk, 
       considering impact and likelihood, to the achievement 
       of the strategic priorities is assessed. 
 3.   Identify existing controls and processes - The existing 
       controls and processes which mitigate the risks are identified 
       and assessed for adequacy. 
 4.   Risk response planning - Based on the controls and processes 
       already in place the net risk from an impact and likelihood 
       perspective is evaluated. Where the net risk is considered 
       to be higher than the Group's tolerance level for that 
       risk, additional mitigating actions are identified and 
       owners assigned. 
 5.   Monitor and assure - The most significant risks are regularly 
       reviewed. Second line assurance and internal audit activity 
       is conducted to assess whether key controls are effective 
       and risks mitigated to an acceptable level. Timely implementation 
       of resulting actions is monitored. 
 6.   Risk reporting and review - The status of the most significant 
       risks, top down and bottom up, are regularly reviewed 
       to ensure any changes to the risk profile are captured 
       and acted upon. The consolidated risk, assurance and control 
       position is reported to the Audit Committee and the Board. 
 

Key areas of focus in 2020

Effective integrated risk and assurance framework

We continued to seek improvement to our risk management processes by commencing risk assessments on a functional basis. In 2020, this included a detailed fraud risk assessment and development of an Information Security/IT risk assessment to be rolled out in early 2021.

COVID-19

The Group's organisation and culture enabled us to respond and adapt quickly to the restrictions imposed by the COVID-19 pandemic. The Group's Incident Response Plan was initiated in March 2020 and the Group Coronavirus Oversight Committee was established. The aim of this Committee is to ensure that we are consistently providing the right guidance and taking the right actions to safeguard our employees and other stakeholders. The Committee is chaired by our Group Chief Executive Officer, supported by the Group HSE & Sustainability Director, the Group HR Director and Divisional CEOs.

To meet the increased pace of decision-making the Board increased the frequency of its meetings to oversee and support the Executive team which also met more frequently, with virtual meetings being implemented from the start of the pandemic.

We have continued to execute our internal audit programme by performing virtual audits. Eleven of our operating businesses were audited, representing 80% of the original plan for 2020. The audit scope included financial, IT, HR and other operational controls. One audit was conducted on-site with the other 10 being virtual. We also conducted short assurance reviews across the Group on controls potentially impacted by COVID-19, such as segregation of duties and delegation of authority. Other impacts of COVID-19 are discussed against the individual principal risks.

Cyber/Information Security

Improving the resilience of our IT systems to cyber-attack has been a focus in 2020. As a result of COVID-19, the way many of our operating businesses work has changed.

A significant number of employees have worked from home at some point in 2020 and many continue to do so. In this environment, the work that is ongoing to improve our cyber/information security is even more important. We have raised the level of monitoring for phishing attempts and other security threats and continue to raise the awareness of our employees to these risks.

Principal Group risks

During 2020 an assessment of the principal risks and uncertainties, including emerging risks, that could threaten the Group's business model or achievement of the strategic priorities has been performed. Following this review, there have been no changes to the Group's principal risks since our 2020 Interim Statement.

The principal potential risks and uncertainties, together with actions that are being taken to mitigate each risk, are [set out below together with the references for each of the Group strategic priorities and Key Performance Indicators]:

 
     Group's strategic priorities:           Key Performance Indicators: 
 1   Enhance Senior's autonomous         A   Organic Revenue Growth 
      and collaborative business 
      model 
    ----------------------------------      ----------------------------------- 
 2   Focus on Growth                     B   Return on Revenue Margin 
    ----------------------------------      ----------------------------------- 
 3   Introduced a high performance       C   Adjusted Earnings per Share 
      operating system 
    ----------------------------------      ----------------------------------- 
 4   Competitive cost country strategy   D   Net Cash from Operating Activities 
    ----------------------------------      ----------------------------------- 
 5   Considered and effective capital    E   Return on Capital Employed 
      deployment 
    ----------------------------------      ----------------------------------- 
 6   Talent and development              F   Carbon Dioxide Emissions 
    ----------------------------------      ----------------------------------- 
                                         G   Lost Time Injury Illness Rate 
    ----------------------------------      ----------------------------------- 
 
 
Principal Risk       How we manage it                                              Focus in 2020 
Pandemic - Increased Risk - 2, 3. A, B, C, D, E. 
 A global pandemic,                                                                 This risk has materialised 
 such as the           *    The Group has an Incident Response Plan and this is      in 2020 having a significant 
 current                    being used to manage the current pandemic.               impact on the Group. 
 COVID-19 pandemic                                                                   To meet the increased 
 could                                                                               pace of decision-making 
 have a significant    *    Emerging threats are monitored and advice provided to    the Board increased 
 impact on business         employees as appropriate. This may include travel        the frequency of its 
 operations                 restrictions and temporary site closures and             meetings to oversee 
 affecting                  additional safety measures when at work.                 and support the Executive 
 our employees, our                                                                  team which also met 
 supply chain and                                                                    more frequently, with 
 ultimately            *    Where a pandemic threat does emerge we liaise with       virtual meetings being 
 our ability to             our suppliers and customers to manage the situation      implemented from the 
 meet                       to the greatest extent possible.                         start of the pandemic. 
 customer                                                                            Focus has been on ensuring: 
 requirements.                                                                        *    the health and safety of our employees. The Group's 
 There is also the                                                                         Coronavirus Oversight Committee was established in 
 potential                                                                                 March 2020 and has met multiple times a month 
 for a pandemic to                                                                         throughout the remainder of the year. In addition to 
 create                                                                                    ensuring that all local restrictions and regulations 
 a global slowdown                                                                         are observed, focus has been on ensuring that, when 
 in                                                                                        employees return to work, all appropriate safety 
 demand impacting                                                                          measures are in place; 
 our 
 end markets. 
 An adverse                                                                           *    business continuity through the measures above and 
 indirect                                                                                  ensuring that the business is able to meet its 
 consequence may                                                                           financial commitments and emerge from the pandemic 
 result                                                                                    strongly. Further details are provided against other 
 from our customers                                                                        principal risks as appropriate; 
 having to reduce 
 production 
 rates even where                                                                     *    ongoing communications with suppliers and customers 
 our                                                                                       as we realigned our business to the new ways of 
 supply chain and                                                                          working and reduced demand. 
 production 
 remains intact. 
                                                                                     The above measures have 
                                                                                     allowed business continuity 
                                                                                     to be the very best 
                                                                                     it could be. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
Strategy and portfolio management - Increased Risk - 1, 2, 3, 
 4, 5. B, D, E. 
 An inability to                                                                    COVID-19 has impacted 
 implement              *    The Group regularly reviews its portfolio to ensure     the Group's strategy 
 the Group's                 that long-term value is being generated for             in 2020. The Group has 
 strategy                    shareholders. Where appropriate, divestments will be    focused on: 
 and/or effectively          considered.                                              *    the Group's Prune To Grow strategy with the transfer 
 manage the Group's                                                                        of our Netherlands Aerospace business contracts to 
 portfolio could                                                                           our French operating business and the closure of our 
 have                   *    Mergers & Acquisitions (M&A) opportunities continue           Flexonics business in Malaysia; 
 a significant               to be evaluated and discussed at the Board's 
 impact                      strategic review. Processes are in place to ensure 
 on the Group's              that the Group is aware of emerging acquisition          *    liquidity and cash preservation; 
 ability                     opportunities. 
 to generate 
 long-term                                                                            *    continued investment in new technology and product 
 value for              *    The Group has a well-established acquisition                  development in the areas of fluid conveyance, thermal 
 shareholders.               framework that includes proven valuation, due                 management and additive manufacturing which will help 
                             diligence and integration processes.                          us to emerge strongly as recovery from the pandemic 
                                                                                           occurs; 
 
                        *    Post-acquisition reviews are conducted as 
                             appropriate.                                             *    the Group restructuring programme. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
Corporate governance breach - Risk unchanged - 1, 2, 3. A, B, 
 C. 
 Corporate 
 governance            *    The Group has well-established governance policies        *    In 2020 the annual Code of Conduct training was 
 legislation (such          and procedures in all key areas, including a Group             rolled out to all employees. Completion has been more 
 as                         Code of Conduct, anti-bribery procedures, a Health &           challenging in 2020 for those employees without 
 the UK Bribery Act         Safety Charter, an Agent's Policy and various                  access to a laptop/PC. However, more than 94% of 
 and the US Foreign         policies and procedures over the review and reporting          employees have completed the training. 
 Corrupt Practices          of risk management and internal control activities. 
 Act), 
 regulations and                                                                      *    Training has also been rolled out to around 80% of 
 guidance              *    Governance updates are provided to the Board and the           the employees on Global Trade Compliance. 
 (such as the UK            Executive Committee at appropriate intervals, and to 
 Corporate                  key operational management. 
 Governance Code                                                                      *    Updates have been issued to various Group policies. 
 and 
 global health and     *    All employees are required to complete annual Code of 
 safety                     Conduct training.                                         *    Despite COVID-19 related challenges, the Group's 2020 
 regulations) are                                                                          internal audit programme was completed providing a 
 increasingly                                                                              level of assurance that the Group's Code of Conduct, 
 complex and           *    All EU sites have received training on the General             policies and procedures are being followed. 
 onerous.                   Data Protection Regulations and employees in other 
 A serious breach           locations have received training as appropriate to 
 of                         their roles. 
 these rules and 
 regulations 
 could have a          *    There has been increased focus on trade compliance at 
 significant                our US sites. 
 impact on the 
 Group's 
 reputation, lead 
 to 
 a loss of 
 confidence 
 on the part of 
 investors, 
 customers or other 
 stakeholders and 
 ultimately 
 have a material 
 adverse 
 impact on the 
 Group's 
 enterprise value. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
Programme and supplier management - Risk unchanged - 1, 2, 3, 
 5, 6. A, B, D, E. 
 The ability to                                                                     After several years 
 introduce             *    The Group is experienced in bidding and launching new    of increasing demand 
 new products in            products. Formal New Product Introduction (NPI)          on new platforms there 
 line                       processes, such as Advanced Product Quality Planning     was a sudden and significant 
 with customer              (APQP), are used in some parts of the Group and are      drop in demand at the 
 requirements               being rolled out.                                        end of Q1 2020 due to 
 and to respond                                                                      the COVID-19 pandemic. 
 appropriately                                                                       Focus has been on: 
 to increases or       *    There is a Group Contract Review policy which is          *    working with our customers to ensure that, wherever 
 decreases                  mandatory for all operating businesses.                        possible, orders within firm windows can be 
 in demand                                                                                 delivered; 
 thereafter 
 is key to             *    NPI programmes are subject to regular review by 
 achieving                  divisional and Group management to ensure that            *    working with our suppliers and managing inventory to 
 the Group's                schedule, cost or quality issues are identified and            protect cash with a focus on rescheduling incoming 
 strategic                  dealt with promptly.                                           materials and ensuring works orders are only launched 
 objectives.                                                                               where there is a firm order; 
 There is a risk 
 that                  *    The Group monitors market and customer data so that 
 the Group and/or           we can be prepared to respond to changing market          *    flexing the work force to reflect current reduced 
 its                        dynamics.                                                      demand but retaining the ability to meet increased 
 supply chain is                                                                           demand in the future; 
 unable 
 to respond quickly    *    The resilience of the supply chain is monitored and, 
 enough to changes          where possible, over-reliance on individual suppliers     *    responding to the large number of new requests for 
 in                         is reduced.                                                    quotation; 
 demand potentially 
 resulting in 
 excess                *    The Group regularly monitors the resource required to     *    redeploying capital equipment to better utilise it 
 inventory and/or           deliver customer demand.                                       within the Group. 
 an 
 inability to meet 
 schedule, 
 quality and cost 
 requirements 
 resulting in 
 delay, 
 cost overruns or 
 asset 
 write-downs. 
 Suppliers may be 
 unable 
 or unwilling to 
 respond 
 to increases or 
 decreases 
 in demand 
 impacting 
 on our ability to 
 supply 
 our customers 
 and/or 
 our ability to 
 optimise 
 inventory 
 holdings. 
 In extreme cases 
 some 
 suppliers may face 
 financial 
 difficulties 
 and go out of 
 business. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
            Boeing 737 MAX - Decreased risk - 2, 5. A, C, E. 
In April 2019,                                                                     In 2020, the restructuring 
following              *    We continue to stay close to Boeing and our other 737   programme which commenced 
two fatal                   MAX customers to ensure that we are kept informed of    when the 737 MAX was 
accidents,                  developments.                                           grounded continued and 
the 737 MAX was                                                                     was expanded as a result 
grounded.                                                                           of COVID-19. The Group 
737 MAX is a           *    Restructuring is occurring at sites engaged on the      continues to work closely 
significant                 737 MAX programme to align direct headcount with        with 737 MAX customers 
programme with 13           demand. Overhead cost reductions are also being         to ensure that we are 
operating                   implemented where possible.                             aware of likely future 
businesses                                                                          demand and are ready 
supplying                                                                           to increase production 
to multiple 737 MAX    *    Opportunities to increase content on the 737 MAX        when the need arises. 
customers.                  programme may arise and we will support our customers 
On 18 November              where possible. 
2020, 
the U.S. Federal 
Aviation 
Administration 
lifted 
its ban on the 737 
MAX paving the way 
for the aircraft to 
resume flying. 
Other 
authorities have 
followed. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
Economic and geopolitical impact - Increased risk - 2, 3, 4, 
 5. A, B, C, D, E 
There is a risk                                                                     The COVID-19 pandemic 
that                   *    The Board ensures that it is kept informed of US         has caused a global 
there will be a             trade developments and Brexit so that it can assess      economic downturn, which 
global                      the impact on the Group and take action as               has impacted the sectors 
economic downturn           appropriate.                                             within which we operate. 
impacting                                                                            During 2020, the Group 
on some or all of                                                                    has focused on managing 
the                    *    The Group has a Brexit Committee which has undertaken    the impact of this risk 
sectors within              detailed reviews to identify our exposure to the UK's    by: 
which                       decision to leave the EU including from a regulatory,     *    focusing on cash preservation, undertaking additional 
the Group operates.         supply chain, people and financial perspective.                restructuring activities and agreeing covenant 
Trade relations,                                                                           relaxations with the Group's lenders, as described in 
for                                                                                        the risk below. 
example hardening      *    In a limited number of cases we are undertaking some 
of                          contingency planning to minimise any potential 
tariffs in the US,          operational disruption.                                  The Group Brexit committee 
the UK leaving the                                                                   continues to assess 
EU and other likely                                                                  the impact of Brexit 
geopolitical events    *    The Group monitors potential changes to international    on the Group and assess 
have created                tax regulations and tariffs to understand the likely     that the steps it took 
uncertainty                 impact.                                                  to prepare for the transition 
over the future                                                                      have been adequate. 
impact                                                                               These have included: 
on international                                                                      *    Preparations for changes to VAT and Customs 
trade                                                                                      processes. 
and the ability to 
retain and recruit 
foreign nationals.                                                                    *    Supply chain measures around the 1 January 2021 end 
                                                                                           of transition date to advance a limited amount of 
                                                                                           customer sales and build short-term inventory buffer 
                                                                                           stock. 
 
 
                                                                                      *    Continuous review of the appropriateness of planning 
                                                                                           measures taken for people, regulatory and other 
                                                                                           measures. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
            Financing and liquidity - Increased risk - 2, 3, 5. D, E. 
The Group could                                                                     The impact of COVID-19 
have                   *    The Group's overall treasury risk management            on the Group has necessitated 
insufficient                programme focuses on the unpredictability of            significant focus on 
financial                   financial markets, and seeks to minimise potential      this risk during 2020. 
resources to fund           adverse effects on the Group's financial performance.   Actions taken include: 
its                                                                                  *    working with the Group's lenders, both banks and US 
growth strategy or                                                                        private placement investors, to agree appropriate 
meet its financial     *    Compliance with financial policies and exposure               covenant relaxations in relation to the June 2020, 
obligations as they         limits are reviewed by the Group's Treasury Committee         December 2020, June 2021 and December 2021 testing 
fall due or                 on a regular basis.                                           periods as well as an additional September 2021 
insufficient                                                                              testing period to provide financial flexibility for 
liquidity to meet                                                                         the Group; 
financing              *    The Group enters into forward foreign exchange 
covenants.                  contracts to hedge the exchange risk arising on 
Foreign exchange            operations' trading activities in foreign currencies;    *    focus on cash preservation; no Senior plc dividends 
movements                   however, it does not enter into or trade financial            were paid in 2020, capital expenditure was reduced, 
could have a                instruments, including derivative financial                   there was an exercise to optimise working capital 
material                    instruments, for speculative purposes.                        (especially inventory); 
impact on the 
Group's 
financial              *    The Group's Treasury policy is updated and approved      *    Management moved from quarterly to monthly business 
performance,                by the Board regularly.                                       reviews and tightened some delegated authorities; 
both on the balance 
sheet (translation 
risk) and income       *    The Group's viability assessment process considers a     *    launching an initiative to reduce the levels of 
statement                   base case and risk case scenario, which considers the         inventory across the Group. Actions include working 
(transaction risk).         principal risks and uncertainties.                            with suppliers to renegotiate raw material deliveries, 
                                                                                          ensuring that work only commences where there is 
                                                                                          clear sight of customer demand and ensuring that, 
                                                                                          wherever possible, customers accept shipments in the 
                                                                                          firm window. 
 
 
                                                                                     *    Extensive scenario testing has been undertaken for 
                                                                                          2020 and 2021 based on a variety of end market 
                                                                                          assumptions, while taking account of appropriate cost 
                                                                                          reduction and cash preservation mitigating actions. 
 
 
                                                                                     *    Updating the Group's Treasury Policy which was 
                                                                                          approved by the Board in December 2020. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
Cyber/information security - Increased risk - 1, 3. B. 
The risk that the                                                                   Many of our employees 
Group                  *    The Group has a roadmap to achieving improved            worked from home during 
is subjected to             Information Security.                                    2020 and some continue 
external                                                                             to do so. Measures were 
threats from                                                                         taken to ensure that 
hackers                *    The Group has security controls in place including       our Group IT and Information 
or viruses                  policies, standards and playbooks.                       Security Policies continued 
potentially                                                                          to be followed despite 
causing critical or                                                                  the change to working 
sensitive data to      *    Each operating business has a security champion to       practices. This included 
be                          assist in raising employee awareness to this risk.       conducting a short audit 
lost, corrupted,                                                                     across all operating 
made                                                                                 businesses to check 
inaccessible, or       *    Employees receive awareness training on cyber-related    compliance. The roll 
accessed                    issues.                                                  out of the Group's endpoint 
by unauthorised                                                                      detection and response 
users,                                                                               tool set has provided 
resulting in                                                                         additional monitoring 
financial                                                                            of the environment. 
and/or reputational                                                                  2020 saw an increase 
loss.                                                                                in phishing attempts 
                                                                                     as criminals sought 
                                                                                     to benefit from COVID-19 
                                                                                     related changes to the 
                                                                                     way people work across 
                                                                                     the globe. Further progress 
                                                                                     has been made in 2020 
                                                                                     in implementing the 
                                                                                     Group's Information 
                                                                                     Security roadmap. This 
                                                                                     included: 
                                                                                      *    establishing a third party managed security service 
                                                                                           provider and rolling out additional security tools; 
 
 
                                                                                      *    requiring all employees to complete on-line 
                                                                                           cyber/information security training; 
 
 
                                                                                      *    running a campaign of cyber newsletters and posters 
                                                                                           to alert employees to cyber threats; 
 
 
                                                                                      *    alerting IT teams across the Group to near misses and 
                                                                                           incidents so that they are aware of immediate 
                                                                                           threats. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
Innovation and technological change - Risk unchanged - 1, 2, 
 5. A, B, C, E, F. 
In order to                                                                         Despite the downturn 
continue               *    The Group has a technology forum which meets             in business in 2020, 
to win new business         regularly to discuss innovation and technological        the Group has continued 
and achieve                 change.                                                  to invest in new technologies 
profitable                                                                           with progress being 
growth the Group                                                                     made on a number of 
must                   *    The Group has established an Advanced Additive           key projects: 
innovate. There is          Manufacturing Centre and is conducting qualification      *    the further development of metal additive products at 
a risk that the             testing with a launch customer prior to entry into             our Advance Additive Manufacturing Centre in Burbank, 
Group                       service.                                                       USA. The Group plans to take advantage of rapid 
does not continue                                                                          product development, weight savings and cost 
to                                                                                         reductions that can be achieved by re-engineering 
innovate and           *    The Group is a member of the Advanced Manufacturing            some of its traditional products using additive 
implement                   Research Centre, Sheffield, UK, which focuses on               processes. Having qualified the Additive Equipment to 
technological               advanced machining and materials research.                     OEM/Industry specifications we now have product 
change                                                                                     undergoing qualification testing for flight approval; 
resulting in its 
technology             *    The Group continues to develop products to support 
becoming                    the move to electrification.                              *    the ramp up of serial production of our Commercial 
uncompetitive                                                                              Electric Vehicle battery cooler. This first 
or obsolete.                                                                               generation patent pending ultra-thin design has met 
New technologies       *    Global Marketing Teams are engaged to ensure that              all high performance customer goals in this 
may                         customer requirements and priorities are considered.           technically demanding environment. 
have an impact on 
the 
Group's markets,       *    The Group continues to invest in machining 
e.g.                        technologies to improve process efficiency and reduce 
electric vehicles.          cost. 
 
 
                       *    The Senior Operating System continues to deliver best 
                            practice tools for innovation and product development 
                            across the Group. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
Customer demand and price-down pressures - Risk unchanged - 
 1, 3, 4, 5. A, B, E. 
Customer pricing                                                                    Demand and price down 
pressure                *    The Group works closely with its customers to find     pressures have continued 
is an ongoing                innovative ways to produce products at a lower cost,   in 2020. Focus has been 
challenge                    thus helping them to meet pricing challenges.          on: 
within our                                                                           *    working with customers to ensure that, wherever 
industries,                                                                               possible, orders within firm windows can be 
driven by the           *    The Group is able to consider bundles of products            delivered; 
expectations                 that in total help achieve customer pricing 
of airlines, land            challenges. 
vehicle                                                                              *    in some cases, realigning pricing with reduced 
operators and                                                                             volumes; 
governments             *    Where appropriate, the Group will actively pass work 
seeking to purchase          to some of its cost competitive facilities such as 
more competitively           Mexico, Thailand, the Czech Republic, South Africa,     *    the Group restructuring programme which is underway 
priced products in           India, China and Malaysia with a view to helping             with the aim of aligning direct headcount with demand, 
the future. This             satisfy customer challenges.                                 whilst retaining the ability to meet increased demand 
may                                                                                       in the future, and identifying overhead reductions 
put some pressure                                                                         through efficiency improvements; 
on                      *    A project is underway in the Aerospace Division to 
the Group's future           optimise the use of our machine tools to support the 
operating margins.           need for competitively priced products.                 *    pursuing new opportunities with existing and new 
COVID-19 has                                                                              customers providing some market diversification. 
created 
severe end market 
disruption 
and there is a risk 
that customers do 
not 
honour firm order 
schedules, 
or in extreme 
cases, 
go out of business. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
Climate change - Risk unchanged - E, 2, 5. B, F, G. 
There is a risk                                                                    In 2020 the Group delivered 
that                    *    In 2015 Senior launched our 20/20 vision for           on the 20/20 ESG vision 
climate change               sustainability which included targets for reducing     launched in 2015, achieving 
and/or                       carbon emissions and water consumption.                all of our targets. 
the measures taken                                                                  During 2020, the Group's 
to address it may                                                                   carbon emission reduction 
have                    *    To mitigate the impact of catastrophic events, such    targets were verified 
an adverse impact            as an extreme weather event, each site has a           by the Science Based 
on                           scenario-based Business Continuity Plan which is       target Initiative ("SBTi"). 
the Group. Climate           tested on an annual basis. The Group also has          Senior maintained a 
change may result            insurance which helps to protect profits in such       "leadership" rating 
in                           situations.                                            of A- in 2020 from the 
extreme weather                                                                     globally recognised 
events                                                                              CDP. 
that may impact on      *    The Group continues to invest in and develop           For further details 
our ability, or              solutions relevant to changing end markets. Examples   on ESG please see pages 
that                         include our battery cooling, waste heat recovery,      14 to 23 [of the 2020 
of a supplier, to            heat sink in hybrid cars technologies, and additive    Annual Report]. 
meet                         manufacturing solutions for aerospace.                 The Group is considering 
our customers'                                                                      appropriate climate 
requirements.                                                                       scenarios for risk analysis 
Our customers'                                                                      under TCFD. 
products 
may evolve 
requiring 
new technology, for 
example, 
electrification. 
This also presents 
an opportunity to 
the 
Group to be 
involved 
in replacement 
technologies. 
Increasing 
legislation 
aimed at 
accelerating 
decarbonisation may 
increase our 
operating 
costs. It may also 
change consumer 
behaviours 
impacting on our 
end 
markets. For 
example, 
consumers may fly 
less 
often. 
                     ------------------------------------------------------------  ------------------------------------------------------------- 
 

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March 11, 2021 13:18 ET (18:18 GMT)

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