Eddie Stobart Logistics plc is a company incorporated in England and Wales and was registered in March 2014 with registered number 08922456. The main country of operation is the United Kingdom with subsidiaries based in Northern Europe.

The information is being disclosed for the purposes of AIM Rule 26. The page was last updated on 12 July 2017.

Company Information and Business Description

Eddie Stobart is a leading logistics and supply chain organisation in the UK. The business was initially formed in 1970 by its eponymous founder Edward Stobart, and went on to become, and continues to be, one of the UK’s most well-known companies in the supply chain sector. It is recognised for its high levels of service and benefits from a significant base of long term relationships with blue chip customers.

From its headquarters in Warrington, operating some 2,200 vehicles, 3,800 trailers and 24 distribution centres throughout the UK and Europe, Eddie Stobart provides its services to a range of national and international customers. With many of these, Eddie Stobart has had a long standing relationship for more than ten years. The Directors believe that one of Eddie Stobart’s key differentiators is its pay-as-you-go, scale enabled, shared-user network approach which maximises fleet and warehouse utilisation, allowing Eddie Stobart to provide its customers with cost effective supply chain solutions. This flexibility, together with IT-supported network planning, allows Eddie Stobart to reduce empty vehicle miles, thus improving utilisation levels to above 86%, compared with the industry average of 71%.

Since passing into its current ownership in April 2014, Eddie Stobart has focused its business on growing a balanced portfolio across the following core sectors: E-Commerce, Manufacturing, Industrial & Bulk, Retail and Consumer.

Directors

Philip Swatman (Independent Non-Executive Chairman, aged 67)

Philip has extensive capital markets experience, having served as a Managing Director and subsequently Co-Head of Investment Banking of NM Rothschild between 1998 and 2001, thereafter serving as Vice-Chairman of Investment Banking until 2008. Philip has been involved in a significant number of high profile transactions including the IPO of Vodafone and the sale of BPB plc to Saint Gobain. Philip has served as a non-executive director at nine companies, including his present roles as a member of the Council of Lloyd’s, Chairman of Wyvern Partners LLP and Non-Executive Chairman of Cambria Automobiles plc since 2012.

Stephen Harley (Independent Non-Executive Director, aged 65)

Stephen is currently Managing Director for Asset Businesses and a member of the Group Executive Committee at Laing O’Rourke, and has extensive manufacturing, complex engineering logistics and supply chain management expertise. Stephen previously held roles at Ford Motor Company, where his scope of responsibilities included the group-wide budget and operational accountability for Ford’s material planning and logistics as well as aftermarket parts service and logistics processes worldwide.

Christopher Casey (Independent Non-Executive Director, aged 62)

Christopher has over 30 years’ strategic financial experience. He was previously a partner of KPMG LLP and its predecessor firms from 1992, having joined Peat Marwick & Mitchell in 1977. He was initially audit partner responsible for a series of assignments for large and quoted companies but latterly specialised in M&A advisory assistance both pre and post deal. He is currently a director of TR European Growth Trust plc and BlackRock North American Income Trust plc.

Alexander (Alex) Laffey (Chief Executive Officer, aged 55)

Alex is an international logistics expert with over 25 years’ experience in supply chain distribution at a senior level. He has operated in a number of markets across Europe and Asia for grocery supply chains and general merchandise, in-store and online operations. He headed international distribution for Tesco and led a review of the company’s global logistics blueprint to realise synergies across all of its markets. This programme delivered significant cost savings and service improvements. In addition, Alex also managed Tesco’s UK logistics, with over 50,000 store deliveries per week and a £1.6 billion annual cost base. Alex was appointed Chief Executive Officer of Eddie Stobart in May 2015.

Damien Harte (Chief Financial Officer, aged 60)

Damien has over 30 years’ experience in senior financial positions of large organisations across a range of sectors in the UK and internationally, including logistics and distribution, manufacturing, renewable energy, media and leisure. Most recently he was Global Chief Financial Officer of LM Windpower, a leading player in the global renewable energy market. Damien is a Certified Accountant and holds an MBA from the University of Chicago. He has been integrally involved with the IPO of Eddie Stobart and the development of the Company’s post-Admission growth plans since joining the business in December 2016.

 

Corporate Governance

Board Committees

The Company has established Audit and Remuneration Committees comprised solely of independent non-executive directors.

Audit Committee

The Audit Committee is chaired by Christopher Casey and its other members are Philip Swatman and Stephen Harley, each of whom is an independent non-executive director. The Audit Committee is expected to meet formally at least two times a year and otherwise as required. It will have the responsibility for ensuring that the financial performance of the Company is properly reported on and reviewed and its role includes monitoring the integrity of the financial statements of the Company (including annual and interim accounts and results announcements), reviewing internal control and risk management systems, reviewing any changes to accounting policies, reviewing and monitoring the extent of the non-audit services undertaken by external auditors and advising on the appointment of external auditors.

Remuneration Committee

The Remuneration Committee is chaired by Philip Swatman and its other members are Stephen Harley and Christopher Casey, each of whom is an independent non-executive director. The Remuneration Committee is expected to meet as required. It will have responsibility for determining, within the agreed terms of reference, the Company’s policy on the remuneration packages of the Company’s chairman, the executive directors, senior managers and such other members of the executive management as it is designated to consider. The Remuneration Committee will also have responsibility for determining (within the terms of the Company’s policy and in consultation with the chairman of the Board and/or the chief executive officer) the total individual remuneration package for each executive director and other designated senior executives (including bonuses, incentive payments and share options or other share awards). The remuneration of non-executive directors will be a matter for the chairman and executive directors of the Board. No director or manager will be allowed to partake in any discussions as to their own remuneration. In addition, the Remuneration Committee will have the responsibility for reviewing the structure, size and composition (including the skills, knowledge and experience) of the Board and giving full consideration to succession planning. It will also have responsibility for recommending new appointments to the Board.

The Directors acknowledge the importance of high standards of corporate governance. The Directors intend to adhere to the QCA Corporate Governance Code which sets out a standard of minimum best practice for small and mid-sized quoted companies, particularly AIM companies.

Immediately following Admission, the Board will comprise five directors, two of whom shall be executive directors and three of whom shall be non-executive directors (including the Chairman), reflecting a blend of different experience and backgrounds. All the non-executive directors are considered independent.

Following Admission, the Board will meet regularly to review, formulate and approve the Company’s strategy, budgets, corporate actions and oversee the Company’s progress towards its goals. It has established an Audit Committee and a Remuneration Committee with formally delegated duties and responsibilities and with written terms of reference. From time to time, separate committees may be set up by the Board to consider specific issues when the need arises.

Board and Committee Independence

Notwithstanding that the UK Corporate Governance Code does not apply to the Company, the Company intends to comply with its recommendation for a ‘‘smaller company’’ (defined in the UK Corporate Governance Code as being a company that is outside the FTSE 350, as the Company will be), that it should have at least two independent non-executive directors. As of the date of this Document, the Board consists of three independent non-executive directors (including the Chairman) and two executive directors. The Company regards the non-executive directors as ‘‘independent non-executive directors’’ within the meaning of the UK Corporate Governance Code and free from any relationship that could materially interfere with the exercise of their independent judgement.

 

Constitutional & AIM Admission Documents

 

Articles of Association (PDF)

 

Certificate of Incorporation (PDF)

 

Share Dealing Code (PDF)

 

Admission Documents & IPO Video Interview

 

Advisers and Registrars

 

Company Secretary & Registered Office:

Rupert Nichols

Eddie Stobart Logistics plc

Stretton Green Distribution Park

Langford Way

Appleton

Warrington

WA4 4TQ

(cosec@eddiestobart.com)

Tel: 01925 605400

 

Nominated Adviser and Broker:                 

Cenkos Securities plc

6, 7, 8, Tokenhouse Yard

London

EC2R 7AS

 

Auditors:                                                                    

KPMG LLP

Arlington Business Park

Theale

Reading

RG7 4SD

 

Solicitors to the Company:                             

King & Spalding International LLP

125 Old Broad Street

London

EC2N 1AR

 

Company Registrars:                                           

Capita Asset Services

The Registry, 34 Beckenham Road

Beckenham, Kent BR3 4TU

Tel UK: 0371 664 0321*

Email: shareholderenquiries@capita.co.uk

*Calls are charged at the standard geographic rate and will vary by provider

Calls outside the United Kingdom will be charged at the applicable international rate

Lines are open between 09:00 - 17:30, Monday to Friday excluding public holidays in England and Wales

Different charges may apply to calls from mobile telephones and calls may be recorded and randomly monitored for security and training purposes

The helpline cannot provide advice on the merits of any Proposals, nor give any financial, legal or tax advice

 

Public Relations Advisers:                              

FTI Consulting

200 Aldersgate Street

London

EC1A 4HD

 

Exchange/Trading Platform

Eddie Stobart is traded on the Alternative Investment Market of the London Stock Exchange. The Company is not admitted to trading on any other exchanges or trading platforms. Eddie Stobart Logistics is subject to the UK City Code on Takeover and Mergers.

 

Securities in Issue

Issued Share Capital of the Company at Admission (25 April 2017): 357,918,800 Ordinary Shares of £0.01 each.

Insofar as the Company is aware, 51.0% of the Company’s shares are not in public hands (as at 25 April 2017). No shares are held in treasury.

 

Significant Shareholders*

Significant Shareholders  Number of Ordinary Shares of 1 pence held Percentage of Ordinary Share Capital
Woodford Asset Management Limited 71,250,000 19.9%
Greenwhitestar Topco Limited 53,732,862 15%
AXA Investment Managers UK Limited 25,000,000 7.0%
Invesco Asset Management Limited 18,125,000 5.1%
Schroders Investment Management Limited 13,577,500 3.8%
Stobart Group Limited 44,694,812 12.5%

*Information as at 26 May 2017

Announcements

 

Trading Statement 2017-07-12

12/07/2017

 

Director PDMR Shareholding 2017-06-19  

  19/6/2017

 

HOLDING(S) IN COMPANY - Greenwhitestar Topco Ltd  

  30/5/2017

 

HOLDING(S) IN COMPANY - Greenwhitestar Holding Company 2 Ltd  

    30/5/2017

 

HOLDING(S) IN COMPANY - AXA Investment Managers (PDF) 

    27/04/2017

 

HOLDING(S) IN COMPANY - Invesco Ltd (PDF) 

    27/04/2017

 

HOLDING(S) IN COMPANY - Woodford Investment Management Ltd (PDF) 

    27/04/2017

 

Director PDMR Shareholding (PDF) 

    02/05/2017

 

HOLDING(S) IN COMPANY - Greenwhitestar Holding Company 2 Ltd (PDF) 

    04/05/2017

 

HOLDING(S) IN COMPANY - Stobart Group Ltd (PDF) 

    04/05/2017

 

Share Restrictions

There are no restrictions on the transfer of the Company’s AIM securities.