annual report 
and accounts 2012 becomes
t yman plc is a leading international 
supplier of building products to the door 
and window industry
company overview
01 highlights
02 our business at a glance
04 chairman’s statement
business review
06 chief executive ofﬁcer’s 
review 
10 market overview
11 operating review
14 financial review
18 principal risks and 
uncertainties
20 corporate social 
responsibility report
22 board of directors
24 tyman management 
committee
corporate governance
26 directors’ report
29 corporate governance
33 remuneration report letter
34 directors’ remuneration 
report
financial statements
39 independent auditors’ 
report
40 consolidated income 
statement
41 consolidated statement 
of comprehensive income
41 consolidated statement 
of changes in equity
42 consolidated balance 
sheet
43 consolidated cash ﬂow 
statement
44 notes to the ﬁnancial 
statements
83 independent auditors’ 
report
84 company balance sheet
85 notes to the company 
ﬁnancial statements
88 advisers
88 deﬁnitions
88 roundings
88 exchange rates
moving adapting changing
lupus capital plc was renamed tyman plc with effect from 
1 february 2013 tyman is derived from the old english word 
meaning “to turn” things that turn are always in process moving 
adapting changing to turn things around is to revolve change 
position make progress
our name now reﬂects the refocusing of the group as a leading 
international supplier of components to the door and window 
industry worldwide 
contents tyman plc annual report and accounts 2012
business review corporate governance financial statements
01
company overview
highlights
  improving performance in north 
america with constant currency like 
for like revenues up 50 per cent
  uk business successfully reshaped 
following acquisition of fab  fix 
and disposal of noncore assets
  rebalancing of european footprint 
underway 
  new management teams outside 
of us providing increased 
organisational focus 
  name change reﬂects 
transformation of the group 
into a focused building products 
manufacturing business
  intention to move to the main 
market during the next 12 months
underlying net debt
3
£37 0m
201 1 £912m –595  
dividend per share
45p
201 1 35p 286  
underlying operating proﬁt
1 2
£230m
201 1 £222m 36  
leverage
122x
201 1 225x
underlying eps 
1 2
1045p
201 1 894p  169 
revenue
1
£2288m
201 1 £2163m 58 
1 continuing operations before property provision releases
2 “underlying” is deﬁned as before amortisation of intangible assets deferred tax on 
amortisation of intangible assets impairment of intangible assets and goodwill 
unwinding of discount on provisions amortisation of borrowing costs and the 
associated tax effect
3 “underlying net debt” is deﬁned as interest bearing loans and borrowings net of cash 
and cash equivalents plus unamortised borrowing costs added back company overview
tyman plc
02
our business at a glance
amesbury
our north american building products 
division operates as amesbury with 
manufacturing and distribution capability 
throughout the us and canada 
amesbury offers the complete range 
of door and window sealing solutions and 
hardware 
amesbury is america’s leading 
manufacturer of door and window seals 
with brands such as foamtite
®
 and 
schlegel’s qlon
®
 and highquality 
textile offerings in addition amesbury 
manufactures custom thermoplastic 
extrusions and multidurometer proﬁles 
amesbury also manufactures block 
and tackle and constant force window 
balances for single and doublehung 
windows and is a leading door 
hardware distributor
through its subsidiary overland 
amesbury supplies an extensive range 
of stampings for a range of applications 
mainly in the fenestration market
revenue
£1 186m
201 1 £1054m
1
  126  
underlying operating proﬁt
£1 16m
201 1 £108m
1
 7 4   tyman plc annual report and accounts 2012
business review corporate governance financial statements
03
company overview
grouphomesafe
our uk building products division operates as 
grouphomesafe grouphomesafe is a leader in 
the design development manufacture and 
distribution of innovative solutions to improve 
performance and enhance protection and 
security for the residential building and home 
improvement markets
grouphomesafe provides a wide range of products 
and solutions including window and door locks and 
hardware specialist upvc proﬁles and products 
sash window renovation and weatherseal products 
the product range has been enhanced by the 
addition of the fab  fix range of high quality 
perfectly matching hardware
revenue
£733m
201 1 £707m
1
 38 
underlying operating proﬁt
£90m
201 1 £82m
1
  100 
schlegel international
our international building products division 
operates as schlegel international in a number 
of countries worldwide with manufacturing sites 
in germany spain belgium and australia and 
numerous distribution and sourcing operations 
this gives us a unique insight into local markets and 
offers the potential to sell our extensive product 
range internationally 
our core brand internationally is schlegel whose 
seals are sold in more than 75 countries around 
the world also manufactured are related products 
such as cleaning brushes static control devices for 
copiers and printers speciality automotive products 
such as sunroof seals and truck spray suppressants 
tractor seat trim and sway bar bushes
revenue
£368m
201 1 £403m
1
 –86  
underlying operating proﬁt
£25m
201 1 £33m
1
 –246  
1 comparative ﬁgures for 2011 have been revised to more 
accurately reﬂect the elimination of intragroup trading and to 
reapportion head ofﬁce overheads previously included in the 
results of the discontinued operations company overview
tyman plc
04
tym tyman a plc
the group is now a clearly focused 
building products company and a leader 
in the supply of components to the door 
and window industry worldwide these 
characteristics should enable us to deliver 
sustainable margin improvement and 
longterm growth for shareholders
chairman’s statement
the past twelve months have been a period of signiﬁcant change 
for the group involving business disposals in the uk acquisitions 
in the uk and us a new organisational structure for our 
businesses outside of north america all culminating in the change 
of name to tyman plc
in 2012 we completed the sales of gall thomson and our 
lossmaking uk composite doors business these successful 
disposals of noncore assets combined with the acquisition of 
unique balance and fab  fix means that the group enters 2013 
as a focused supplier of components to the door and window 
industry worldwide
at the operational level our new divisional managing directors 
for grouphomesafe and schlegel international have completed 
their ﬁrst full year in the business and the beneﬁts of the increased 
focus that our new organisational structure brings to the group 
are becoming evident
the change of the group’s name to tyman plc is another 
landmark in our development for a number of years the name 
“lupus capital” promoted some confusion among the group’s 
customers and suppliers as well as with potential investors in that 
it implied that the group was a ﬁnancial institution rather than a 
building products manufacturing business tyman is derived from 
the old english word for “to turn” and is a simple solid and more 
relevant expression of what the group is about 
financial performance 
performance for the continuing operations of the group in 2012 
was creditable against a backdrop of difﬁcult markets worldwide 
group revenues increased by 58 per cent on a reported basis 
and were broadly ﬂat on a constant currency like for like basis 
after adjusting for recent acquisitions and for exchange rate 
movements underlying operating proﬁt before property provision 
releases increased by 36 per cent and underlying earnings per 
share increased by 169 per cent to 1045 pence 
these results together with solid cash generation and conﬁdence 
in the medium term prospects for the group lead the board to 
recommend a ﬁnal dividend of 35p per ordinary share ahead of 
its commitment at the time of interim results of not less than 30 
pence per share this makes a total dividend for the year of 45p 
an increase of 286 per cent over last year
board and governance
the addition of dr angelika westerwelle to the board provides 
us with a more appropriate number of nonexecutive directors 
as the group enters the next phase of its development i am 
delighted to welcome angelika to the board and am sure her 
extensive and relevant experience in international manufacturing 
and in the development of medium sized businesses will be of 
great beneﬁt to tyman
the board has continued its practice of holding board meetings 
at operational locations on a regular basis and during 2012 met 
at group sites in sioux falls us gistel belgium and willenhall 
uk these visits allow the board the opportunity to meet with 
local management and to see at ﬁrst hand the skills expertise 
and energy of group employees around the world
while tyman is presently traded on the aim market of the london 
stock exchange and therefore is not required to comply with 
the uk corporate governance code the board has taken the 
view that the group should aspire to the corporate governance 
standard of companies listed on the main market the board is 
also committed to a programme of continuous improvement to 
the group’s overall governance and risk management processes 
as examples of this commitment from 2013 the board will 
implement a formal annual evaluation of performance and 
jamie pike tyman plc annual report and accounts 2012
business review corporate governance financial statements
05
company overview
not so long ago if a homeowner wanted all of the hardware 
on their front door to match they would have had to choose 
a white powdercoated ﬁnish this was because handles 
and knockers were typically diecast zinc and letterplates 
were fashioned from aluminium pressings these materials 
were impossible to colour match unless sprayed with paint
the nu mail was the ﬁrst diecast zinc letterplate the 
uk market had seen it could be electroplated to 
match other door hardware exactly – ﬁrst in chrome 
then in gold and bronze and now six different ‘hardex 
electro’ ﬁnishes it was the innovation that really 
established fab  fix on the journey to offering the 
ultimate in window and door hardware t oday over 250 
products are available in perfectly matching ﬁnishes
spotlight on new developments
the nu mail letterplate from fab  fix
the group will implement a more structured internal audit 
function as part of a wider reassessment of the group’s risk 
management framework 
following the completion of the strategic refocusing of our 
businesses and the renaming of the group the board feels 
that this is the appropriate time for tyman plc to move to the 
main market the board therefore intends during the course of 
the next twelve months to seek a primary listing on the main 
market of the london stock exchange and admission to the 
premium segment of the ofﬁcial list we will keep shareholders 
informed in this regard
outlook
tyman has leading positions in many of its global niches and is 
backed by a strong balance sheet which will allow us to invest in 
our businesses both organically and through acquisition at a time 
when many competitors are capital constrained the group is now 
a clearly focused building products company and a leader in the 
supply of components to the door and window industry worldwide 
these characteristics should position us to deliver margin 
improvement and longterm growth for shareholders
jamie pike
chairman
12 march 2013
grouphomesafe 32
amesbury 52
schlegel international 16
2012 revenue by sector
250
200
150
100
50
0
2288
2012 2011
2156
revenue at constant 
exchange rates
£m
grouphomesafe 39
amesbury 50
schlegel international 11 
2012 operating proﬁt by sector
30
25
20
15
10
5
0
15 
10
5
0
251
2012 2011
operating proﬁt and margin 
at constant exchange rates
235
£m
109 110 business review
tyman plc
06
tyman plc
2013 will see further difﬁcult markets 
however we are committed to our well 
deﬁned plans to invest in our businesses 
take market share deliver further margin 
improvement increase returns on capital 
and drive earnings for shareholders
2012 saw the completion of a fundamental reshaping of tyman 
plc along with creditable operational progress against a difﬁcult 
market backdrop
the group reported an increase in revenues in the year from 
continuing operations of 58 per cent on a constant currency 
like for like basis – after adjusting for recent acquisitions and for 
exchange rate movements – revenues were broadly in line with 
2012 underlying operating proﬁt increased by 36 per cent in the 
year to £230 million underlying earnings per share increased 
by 169 per cent to 1045 pence 
these results reﬂect the initial beneﬁts that are being derived from 
the fundamental reshaping of the group that has taken place over 
the past three years 
 before property provision releases
2012 divisional performance 
collectively our amesbury business performed well in the year and 
took market share with a particularly strong performance by our 
sealing systems business margins in the division in the year were 
impacted by some of the investments we made most notably 
the startup of our new atlanta plant and the ﬁxed overhead of 
the montreal facility acquired as part of the unique balance 
transaction neither of which should repeat in 2013 overall on 
a constant currency like for like basis amesbury revenues grew 
by 50 per cent in the year to £1120 million 
in the uk grouphomesafe has seen further overall market 
contraction during 2012 like for like revenues from continuing 
operations in the uk in the year decreased by 55 per cent and 
underlying operating proﬁt decreased by 11 per cent
however once the acquisition of fab  fix is taken into account 
reported revenues from continuing operations increased by 38 per 
cent to £733 million underlying operating proﬁt increased by 
100 per cent to £90 million and underlying operating margins 
increased to 122 per cent by comparison the reported 
underlying operating margins for uk element of the building 
products segment in 2011 was 87 per cent demonstrating the 
transformational impact of the corporate activity undertaken in 
the uk business during the year
schlegel international had a difﬁcult trading year with revenues 
down 86 per cent and underlying operating margins decreasing 
from 82 to 67 per cent in continental europe which remains a 
tough trading environment we have addressed the ﬁxed cost base 
through the closure of our building products facility in gistel 
belgium transferring production to the uk and spain during 2013 
we will take further steps to enhance the efﬁciency of schlegel 
international in europe
further aﬁeld australian markets contracted in the year however 
we successfully grew the business through a combination of 
market share gain and new product introductions aligned with 
this our brazilian and singaporean operations have shown 
continued growth 
chief executive ofﬁcer’s review louis eperjesi business review corporate governance financial statements
tyman plc annual report and accounts 2012 07
company overview
100
80
60
40
20
0
77
2012 2011
return on capital employed
underlying operating proﬁt as a percentage of 
the 12 month average capital employed
73
amesbury had previously faced a portfolio gap unable 
to sell highvolume door sweeps to major door original 
equipment manufacturers “oems” the company was 
missing a key sales opportunity t o enable the business 
to become a onestop solutions provider for key door 
oems and offer all components involved with entrydoor 
systems amesbury invested in a 32000 sq ft state
oftheart manufacturing facility in covington ga 
the expanded capabilities of its new covington ga 
plant have allowed amesbury to meet the needs of more 
customers – and to potentially triple its total extrusion lines 
to keep up with demand the plant has helped generate 
new extruded product business with leading oems such as 
endura products thermatru and trinity feather river
spotlight on growth
expanded capabilities with new 
manufacturing facility
outlook for 2013
across all of our businesses alongside our well established 
selfhelp initiatives we are seeking to drive through a consistency 
of approach and of excellence this means for customers a 
differentiated product offering at appropriate pricing delivered 
to speciﬁcation on time and in full over time we believe this 
consistency of approach will deliver a signiﬁcant and sustainable 
improvement in the underlying quality and proﬁtability of 
the group 
in a number of our markets the general macroeconomic 
environment remains challenging this in turn has a dampening 
effect on consumer conﬁdence and on the willingness of the 
endconsumer to invest in their properties which means that 
organic growth will predominantly come from expansion of our 
existing market shares we will achieve this expansion by 
investment in our businesses at a time when a number of 
competitors are capital constrained and by delivering the highest 
quality of customer service and fulﬁlment along with competitively 
priced products that reﬂect the value add of our offer
the housing market in north america appears more robust today 
than at any point in the past ﬁve years and 2013 has started well 
for amesbury with order intake ahead of 2012 provided repair 
and remodelling expenditure follows historic patterns we would 
expect to see further growth for amesbury in 2013 and should be 
well positioned for 2014 and beyond
5
0
–5
–10
03
2012 2011
likeforlike revenue growth
likeforlike revenue growth – year on year 
revenue growth excluding the effect of 
acquisitions and disposals
70
100
80
60
40
20
0
2012 2011
on time delivery rate
on time delivery rate – proportion of customer 
orders that are delivered in full within the 
customer required timeslot
930
907 business review
tyman plc
08
600
500
400
300
200
100
0
452
2012 2011
return on controllable 
capital employed
453
underlying operating proﬁt as a 
percentage of controllable capital employed
100
80
60
40
20
0
77
2012 2011
return on capital employed
underlying operating proﬁt as a percentage of 
the 12 month average capital employed
73
120
100
80
60
40
20
0
110
2012 2011
return on sales
underlying operating proﬁt as a 
percentage of revenue
108
chief executive ofﬁcer’s review continued
the corporate activity undertaken in the uk in 2012 has 
transformed our grouphomesafe business during 2013 while we 
expect the overall market will continue to contract we will aim to 
take further market share through organic growth new product 
introductions and growing the fab  fix offering still further
for schlegel international european trading conditions are 
expected to remain difﬁcult for some time to come however the 
rebalancing of our european footprint gives us the right platform 
for the manufacture and distribution of sealing products in europe 
going forward we expect australasian markets to be more robust 
in 2013 and we will continue to promote our product offering in 
emerging markets – with south america and south east asia 
being particular focuses in 2013 
growth acceleration
with limited market growth expected in the uk and continental 
europe in the near term and the full market recovery in the us 
yet to occur we need to allocate our resources carefully in order 
to drive future returns with this in mind we will focus on ﬁve 
principal areas in 2013
1 acceleration of our new product development programme with 
the prioritisation of those product applications and markets 
that can contribute meaningfully to the group in the near term
2 investment in our existing businesses and people and in our 
supply chain to ensure that we can deliver the best quality 
product at the appropriate price point in line with our 
differentiated marketing philosophy
3 expansion of our emerging markets presence through 
accelerated investment in sales and technical resource in the 
key targeted territories
4 further improvements to our customer service programmes 
our marketing and our communications to ensure that we 
understand the needs of our customers communicate our 
capabilities and deliver on our promises
5 supplementing our organic initiatives through an active 
acquisition programme prioritising the north american market 
where we believe there remains a structural cyclical opportunity 
and those emerging markets where market position may be most 
easily obtained through acquisition following the disposal of gall 
thomson we have a strong balance sheet and have a number of 
further acquisition opportunities in the pipeline  conclusion
tyman plc has delivered a creditable set of results in 2012 against 
a backdrop of difﬁcult markets with good growth in underlying 
operating proﬁt and earnings these results together with solid 
cash generation and conﬁdence in the medium term prospects for 
the group mean we are able to recommend a ﬁnal dividend of 
35p per ordinary share a total dividend for the year of 45p 
order intake in the early weeks of the new ﬁnancial year is ahead 
of the same period last year with strong order intake seen in 
north america and satisfactory performance across other markets
2013 will see further difﬁcult markets however we are committed 
to our well deﬁned plans to invest in our businesses take market 
share deliver further margin improvement increase returns on 
capital and drive earnings for shareholders we remain optimistic 
that the group will make further progress in 2013
louis eperjesi
chief executive ofﬁcer
12 march 2013
business review corporate governance financial statements
tyman plc annual report and accounts 2012 09
company overview
the worldrenowned qlon seals whilst mostly used 
in housing have the performance to be used in many 
applications in são paulo construtora líder built a new 
high rise block on street leopoldo designed by henrique 
cambiaghi in contemporary style all the sliding windows 
and doors in the building were manufactured by alubrás 
esquadrias de alumínio and used qlon 48750 seals 
spotlight on performance
international application
enhancing margins and improving returns
our growth will be funded through our ongoing initiatives 
to enhance margins and improve returns margin management 
will be a key objective for each of our divisions in 2013 alongside 
margin expansion we will target signiﬁcant growth in the group’s 
return on capital in future years which we will achieve through 
management of the supply chain continued cost discipline and 
critical analysis of investment opportunities
we will continue to focus on full recovery of material and other 
input cost inﬂation across all our businesses in line with our track 
record over the past three years we will accomplish this through a 
combination of optimising prices driving down supply chain costs 
and delivering productivity gains 
in addition we are putting in place longterm programmes that 
will secure the most cost effective and efﬁcient end to end supply 
chain for the group we will achieve this through a combination of 
measures
 continuing to move production and procurement to lower cost 
countries when appropriate 
 further development and extension of lean manufacturing 
techniques across the group
 continued rationalisation of our third party supplier base and 
 increased near shoring of those products that are 
most economically made or sourced close to the point 
of consumption business review
10
tyman plc
key factors supporting longterm growth 
in the markets we operate in
350
345
340
335
330
325
320
31 5
310
305
300
3097
3143
3173
3203
3233
3264
3295
2010 2012 2011 2013 2015 2014 2017 2016
united states population growth forecast
source world economic outlook database october 2012
millions
3120
500
495
490
485
480
475
470
465
460
455
450
4617
4648
4662
4676
4689
2010 2012 2011 2013 2015 2014
european community 19 countries population 
growth forecast
source euroconstruct 74th conference
millions
4634
12
10
8
6
4
2
jan
1990
jan
1992
jan
1994
jan
1996
jan
1998
jan
2000
jan
2002
jan
2004
jan
2006
jan
2008
jan
2010
jan
2012
united states average ﬁxed mortgage rate 30 years
source federal home loan mortgage corporation primary market mortgage survey pmms

2500
2000
1500
1000
500
jan
1990
jan
1992
jan
1994
jan
1996
jan
1998
jan
2000
jan
2002
jan
2004
jan
2006
jan
2008
jan
2010
jan
2012
united states residential building permits seasonally adjusted 
source us census bureau
units ’000
70
69
68
67
66
65
64
63
62
61
60
622
631
635
639
643
648
652
2010 2012 2011 2013 2015 2014 2017 2016
united kingdom population growth forecast
source world economic outlook database october 2012
millions
626
8
7
6
5
4
3
2
1
0
68
64
62 62 61
58
55
53 52
49 49
apr
2012
mar
2012
feb
2012
jan
2012
jun
2012
may
2012
sep
2012
aug
2012
jul
2012
dec
2012
nov
2012
oct
2012
united states monthly supply of existing single family homes
source us census bureau
millions
65
2000
1500
1000
500
0
16192
8476
8797 8830
9330
2007 2009 2008 2010 2012 2011
annual united kingdom property transactions count 
seasonally adjusted 
source hmrc
units ’000
9169
1500
1200
900
600
300
0
14151
14911
13191
2009 2011 2010 2012
european community 18 countries 
building permits 
source euroconstruct 74th conference
units ’000
14141
market overview business review corporate governance financial statements
tyman plc annual report and accounts 2012 11
company overview
140
120
100
80
60
40
20
0
1186
2012 2011
revenue at constant 
exchange rates
1066
£m
102
98
operating proﬁt and margin 
at constant exchange rates
15
10
5
0
15 
10
5
0
116
2012 2011
109
£m
operating review
amesbury
£million except
where stated 2012 2011 change
constant 
currency 
likeforlike
revenue 1186 1054 126 50
underlying
operating proﬁt 116 108 74 18
underlying
operating margin 98 102 04  
financials
in dollar terms amesbury delivered revenue growth from 
continuing operations of 112 per cent and an increase in 
underlying operating proﬁt of 61 per cent in the year excluding 
the impact of acquisitions dollar revenues increased by 50 per 
cent during the year as we continued to gain market share in 
north america
the division’s reported underlying operating proﬁt and margin 
were impacted by certain oneoff charges associated with 
the atlanta start up the ﬁxed cost base associated with the legacy 
unique balance manufacturing arrangements and noncash 
accounting adjustments required by international financial 
reporting standards “ifrs” none of which are expected to 
be repeated in 2013 once these impacts are stripped out the 
trading dropthrough for division – being the incremental 
operating proﬁt generated on the incremental revenues – was 
approximately 175 per cent for the year and the adjusted 
underlying proﬁt margin would have been 110 per cent
market
the north american window market as a whole saw steady 
growth throughout 2012 there was a signiﬁcant uptick in new 
housing starts skewed towards multifamily however the repair 
and remodelling sector which constitutes the substantial majority 
of the prime window market and typically lags new housing starts 
by c 12–18 months saw more muted performance overall the 
board believes that the market for window and door components 
grew by between one and three per cent in the year
operating performance
within amesbury sealing products had a particularly strong year 
with revenues and proﬁtability increasing on the back of new 
customer wins and improved demand for foamtite
®
 and pile 
weatherstrip products hardware beneﬁted from the contributions 
of unique balance and overland as well as strong performances 
from door hardware and our fastek die casting operation 
extrusions saw good growth in revenues in the year 
in 2012 we targeted a signiﬁcant expansion of sales into the 
us commercial and the canadian residential market segments 
both of these initiatives have started well with a number of new 
accounts penetrated and encouraging levels of demand revenues 
in the year for these segments increased by c 35 per cent us 
commercial and c 20 per cent canadian and we are targeting 
further share gains for 2013
in 2012 we executed on our strategy to target the us extrusion 
market in a more structured manner stratifying our product range 
into three categories based on complexity of process 
our cannon falls facility remains the national centre of excellence 
for extruded products and for the manufacture of highly complex 
extrusions our bandlock and atlanta facilities will manufacture 
less complex extrusions for the west and east coast markets 
respectively while ﬁrst year sales out of atlanta were slower than 
we had hoped 2013 has started promisingly and we remain 
conﬁdent that local manufacture remains the best route to market 
for less complex extrusions 
merger and acquisition activity
overland has made a solid start within the group and has 
integrated well since the acquisition in december 2011 our 
north american stamping purchases are now substantially all 
manufactured inhouse and there have been a number of 
new business wins during the year as the broader amesbury 
customer base has become more aware of the group’s 
enhanced stamping capabilities
the acquisition of unique balance at the end of april extends the 
group’s balance capabilities into heavy duty and commercial 
applications since the year end production has ceased at the 
montreal facility and has been transferred to our statesville 
balance factory
prospects for 2013
2013 will see the ﬁrst implementations of our new erp system 
within amesbury as we move all our north american businesses 
onto a common platform streamlining reporting and improving 
our customer and supplier interface 
provided repair and remodelling expenditure follows historic 
patterns we would expect to see further growth and margin 
enhancement within amesbury in 2013 and should be well 
positioned for 2014 and beyond business review
tyman plc
12
grouphomesafe
£million except
where stated 2012 2011 change
uk as 
reported in 
2011
revenue 733 707 38 890
underlying
operating proﬁt 90 82 100 73
underlying
operating margin 122 115 07 82
  uk as reported in 2011 is extracted from the 2012 interim report and accounts of 
lupus capital plc and includes results for composite doors now a discontinued 
operation and linear now reported as part of schlegel international
financials
grouphomesafe delivered revenue growth from continuing 
operations of 38 per cent in the year including the results of fab 
 fix since acquisition like for like revenues from continuing 
operations decreased by 55 per cent for the full year reﬂecting 
the overall contraction in the uk market and lower pricing on steel 
reinforcer products underlying operating margins however 
increased signiﬁcantly to 122 per cent following the ma activity 
undertaken in this division in 2012 compared with 82 per cent 
reported for 2011 in the uk geographic split of the building 
products segment
market 
the uk market has seen further overall contraction during 2012 
small increases in demand have been observed for small ticket 
component products however there has been continued 
signiﬁcant decline in demand for larger ticket fabricator products 
and in the social housing sector overall the board believes that 
the uk market for window and door components declined by 
between three and four per cent during the year and on a volume 
basis believes that the division gained market share and position 
during the year
operating performance
despite this market backdrop era was successful in winning a 
number of door hardware and multi point lock tenders from 
fabricators which will more than offset the loss of some low 
margin business into the retail shed sector business generally 
within the builders merchant sector was positive with revenues up 
c three per cent year on year ews beneﬁted from a more benign 
steel pricing environment during the second half of the year and 
increased sales of support channel product demand for foam and 
pile weatherstrip in the uk market was broadly ﬂat across the year
our smaller portfolio businesses had a solid year balance uk grew 
revenues and proﬁtability in 2012 ventrolla increased revenues 
on the back of higher commercial renovations and acquired three 
new franchises during the year however domestic results were 
operating review continued
impacted by the general lack of consumer conﬁdence across 
the uk linear is now reported as part of schlegel international
our new management team has started well and has made a 
number of changes to the structure of the uk business during 
the year a new sales director was recruited and a dedicated 
marketing director role was created as we look to invest in the 
uk team for 2013 we are investing in product training for both 
customers and employees and are looking to improve our 
customer service still further 
merger and acquisition activity
the acquisition of fab  fix in august 2012 has been very well 
received in the uk market fab  fix is highly complementary 
to grouphomesafe and signiﬁcantly enhances our offer for the 
uk market as well as giving the group a high quality hardware 
offering that has potential in our other international businesses 
since acquisition integration has progressed well and the business 
has performed in line with our expectations for the year as a 
whole fab  fix increased its revenues by approximately 125 per 
cent when compared with 2011
the disposal of the lossmaking composite doors division of 
grouphomesafe not only removes a signiﬁcant management 
distraction but also addresses a perceived conﬂict of interest with 
grouphomesafe’s core fabricator customer base during the year 
we also exited a legacy die casting operation based in t elford
prospects for 2013
we expect to see further declines in the uk market into 2013 and 
demand for imported products may be impacted by any sustained 
weakness in sterling however we are well positioned to gain share 
with our newly expanded product range grouphomesafe has a 
strong order book at the yearend and a number of prospects in 
the pipeline which gives us conﬁdence that the business will 
continue to take market share in 2013 
80
70
60
50
40
30
20
10
0
733
2012 2011
707
revenue at constant 
exchange rates
£m
10
8
6
4
2
0
15 
10
5
0
90
2012 2011
operating proﬁt and margin 
at constant exchange rates
82
£m
116 
122 business review corporate governance financial statements
tyman plc annual report and accounts 2012 13
company overview
schlegel international
£million except
where stated 2012 2011 change
constant 
currency 
likeforlike
revenue 368 403 86 38
underlying
operating proﬁt 25 33 246 212
underlying
operating margin 67 82 15  
financials
schlegel international had a difﬁcult trading year with revenue 
from continuing operations some 38 per cent behind the prior 
year on a constant currency like for like basis proﬁtability fell by 
212 per cent and was severely impacted by the decline in market 
demand seen in continental europe where the majority of the 
schlegel international business is located
markets and operating performance
southern european markets remain very depressed and reduced 
demand has impacted all of our european businesses with exports 
to scandinavian markets also affected our largest international 
business germany continued to generate encouraging growth 
through its exposure to eastern european export markets and 
increased both revenues and proﬁtability in the year new 
legislation for the wood window market in south africa has led 
to a number of export orders for our high performance qlon
®
 
seal product
despite further signiﬁcant declines in housing starts in the 
australian market our australasian business had a satisfactory 
year with a small overall increase in revenues driven by new 
product introductions singapore had a good year and expanded 
the depth of its hardware range sold alongside existing schlegel 
products from 1 january 2013 singapore has been incorporated 
as a standalone reporting entity as we seek to target the south 
east asian markets in a more structured manner
our brazilian business had another strong year with revenues 
increasing by approximately one third during the year we 
strengthened the local team and further streamlined the brazilian 
supply chain the next stage in the development of this business 
will be to start manufacturing pile weatherstrip in brazil and using 
this as a base to target the wider mercosur region
our linear business based at newton aycliffe in the uk supplies 
substantially all of its products to export markets and so is now 
reported as part of schlegel international in 2012 revenues and 
proﬁtability for this business were affected by the contraction in 
european demand levels utilisation levels at linear are expected 
to improve in 2013 as a result of the european footprint 
consolidation and investment made in the expansion of its 
extrusion capabilities
management and restructuring activities
our new management team has bedded in well and has made 
a number of structural changes to the schlegel international 
business during the year the european sales force was 
reorganised on a regional basis and a dedicated marketing 
director role was created new product development has been 
reinvigorated and independent benchmarking of the high 
performance qualities of schlegel seals has been established
production at our belgian building products business ceased in 
december 2012 and was transferred to our spanish and linear 
pile manufacturing plants as planned we retain a reduced 
presence in gistel belgium to focus on our range of industrial 
and paper handling products and as an rd centre for schlegel 
international the group now has clearly deﬁned centres of 
excellence for the manufacture of pile weatherstrip and foam 
compression seals in europe
prospects for 2013
within schlegel international while european trading conditions 
are expected to remain difﬁcult for some time to come the 
rebalancing of our footprint gives us the right platform for the 
manufacture and distribution of sealing products in europe going 
forward australasian markets are expected to return to growth 
in 2013 in addition we will continue to promote our product 
offering in emerging markets – with south america and south 
east asia being particular focuses in 2013 
50
40
30
20
10
0
368
2012 2011
382
revenue at constant 
exchange rates
£m
5
4
3
2
1
0
15 
10
5
0
25
2012 2011
operating proﬁt and margin 
at constant exchange rates
31
£m
82
67 business review
tyman plc
14
underlying earnings per share 
before property provision releases 
increased by 169 per cent to 1045 
pence 2011 restated 894 pence
revenue and operating proﬁt
group revenues from continuing operations increased by 58 per 
cent to £2288 million 2011 £2163 million on a constant 
currency like for like basis group revenues were broadly ﬂat year 
on year 
gross margins from continuing operations decreased marginally 
compared with 2011 from 329 per cent to 327 per cent 
reﬂecting changes in business mix and the falls in demand seen 
in continental europe offset in part by improvements to the 
grouphomesafe gross margin following the acquisition of 
fab  fix
underlying administrative expenses increased by approximately 
£29 million principally reﬂecting the overhead acquired as part of 
the acquisitions made and the levels of investment in the business 
underlying operating proﬁt from continuing operations before 
property provision releases of £230 million 2011 £222 million 
was some 36 per cent ahead of 2011 
exceptional items
exceptional charges of £26 million were incurred during the year 
2011 £06 million principally comprising the redundancy and 
restructuring charges associated with the closure of the belgian 
building products business and transaction costs associated with 
ma activity 
finance costs
net ﬁnance charges in the year reduced from £97 million to 
£45 million the reduction in the ﬁnance charge reﬂects the 
signiﬁcantly lower group levels of debt following the disposal of gall 
thomson the group’s improved margin grid together with lower 
amortisation of historic arrangement fees and the initial beneﬁts of 
the revised hedging arrangements put in place in 2012 of the total 
net ﬁnance charge £06 million relates to the unwind of discounts 
on pensions and provisions 2011 £06 million 
interest rates 
following the expiry of existing interest swaps in july 2012 the 
group entered into new interest rate contracts to swap around 
80 per cent of the group’s outstanding debt from ﬂoating rates 
to a weighted average ﬁxed rate of 11 per cent until maturity 
as at 31 december 2012 the group’s portfolio of swap 
contracts carried at fair value amounted to a liability of £06 
million any changes in fair value until maturity classiﬁed as an 
effective hedge will be recognised directly in other comprehensive 
income with only the ineffective portion taken through the 
income statement
taxation 
the group incurred an underlying tax charge during the year of 
£64 million 2011 £49 million equating to an underlying tax 
rate of 298 per cent 2011 281 per cent
as expected cash taxes paid during the year increased to £49 
million 2011 £19 million equating to a cash tax rate of 226 per 
cent 2011 108 per cent reﬂecting the reduction in taxable 
losses and deductible goodwill available to offset against earnings
financial review
250
200
150
100
050
0
122x
2012 2011
net debt to underlying ebitda
net debt at yearend over underlying earnings 
before interest depreciation amortisation of 
intangible assets impairment of intangible 
assets and goodwill and tax adjusted for the 
effects of acquisitions and disposals
225x
120p
100p
80p
60p
40p
20p
0p
1045p
2012 2011
underlying earnings per share 
before property provision release
underlying earnings before amortisation of 
intangible assets impairment of intangible 
assets and goodwill exceptional items unwinding 
of discount on provisions amortisation of 
borrowing costs property provision releases 
and the associated tax effect
894p
100
80
60
40
20
0
794
2012 2011
operating cash conversion
operating cash ﬂow as a percentage of 
underlying operating proﬁt
934 business review corporate governance financial statements
tyman plc annual report and accounts 2012 15
company overview
the new era fortress multipoint lock is the ﬁrst lock to be 
launched on the uk market carrying a kitemark certifying 
compliance with the latest security standards detailed in 
pas 3621 era have often led the way in innovative high 
performance security products and fortress is the latest 
in a long line of groundbreaking door locking systems 
it follows in the footsteps of era vectis a door lock that 
removes the security vulnerabilities of a eurocylinder 
used on almost all uk multipoint doors and patio doors 
by removing the need for a cylinder completely fortress 
is already available with a vectis cylinder free option 
spotlight on innovation
leading the market with the 
new era fortress multipoint lock
earnings per share
underlying earnings per share before property provision 
releases increased by 169 per cent to 1045 pence 2011 
restated 894 pence the increase reﬂects the improvement in 
underlying operating proﬁt from continuing operations the 
incremental impact of acquisitions the reduction in ﬁnance 
charge offset in part by the slightly higher effective tax rate for 
the year
underlying earnings per share increased by 206 per cent to 1163 
pence 2011 restated 964 pence basic loss per share from 
continuing operations was 1693 pence 2011 restated earnings 
per share 699 pence
dividends
in 2012 the group declared and paid an interim dividend of 
10 pence per share 2011 nil pence per share amounting to 
£13 million and committed at the time of the interim results to 
a ﬁnal dividend of not less than 30 pence per share
a ﬁnal dividend of 35 pence per share equivalent to £45 million 
will be proposed at the annual general meeting the total 
dividend for the year therefore 45 pence per share 2011 35 
pence per share 
in accordance with ifrs only dividends paid during the year 
have been charged in the 2012 ﬁnancial statements
acquisitions
the group acquired overland products company inc in 
december 2011 for approximately £103 million on acquisition 
ﬁnished goods inventory was revalued to its fair value reﬂecting 
its manufacturing proﬁt margin in accordance with ifrs this 
accounting treatment decreased 2012 operating proﬁt by 
approximately us04 million business review
tyman plc
16
financial review continued
the group made two acquisitions during the course of 2012 
unique balance international was acquired in april for 
approximately £19 million and fab  fix was acquired in august 
for approximately £148 million the nature of these two 
businesses was such that there was no material impact on 
proﬁtability from the revaluation of inventories
discontinued operations
during 2012 the group disposed of gall thomson in march and 
the composite doors business in august both of which have been 
classiﬁed as discontinued operations in the income statement 
gall thomson generated a proﬁt on disposal of £542 million 
after the write off of £115 million of goodwill and associated 
intangibles and composite doors generated a loss on disposal of 
£168 million after the write off of £149 million of goodwill and 
associated intangibles
in aggregate revenue of £113 million and trading loss of £02 
million arose from the discontinued operations 
amortisation and impairment of acquired intangibles
amortisation of £108 million 2011 £106 million represents the 
normal annual charge relating to the group’s intangible assets 
an accelerated amortisation charge of £126 million was recorded 
following a revision of the estimated useful lives of acquired 
intangibles the disposal of the discontinued operations resulted 
in a further reduction in intangible assets of £06 million and a 
reduction in goodwill of £257 million
in addition in accordance with accounting standards the group 
has reviewed the carrying value of goodwill and other intangible 
assets and concluded that an impairment charge of £203 million 
is appropriate £134 million of this charge relates to schlegel 
international reﬂecting the continued difﬁcult trading conditions 
in its continental european markets and £69 million relates to  
the write down in the valuation of brand names no longer in use 
segmental analysis
following the fundamental reshaping of the group that took 
place during 2012 the board in its capacity as the group’s chief 
operating decision maker has reassessed the appropriateness 
of the group’s operating segment disclosures 
the group now operates through three clearly deﬁned divisions – 
amesbury grouphomesafe and schlegel international – each 
headed up by a divisional ceo and each reporting to the board 
via the executive directors on a regular basis accordingly the 
board feels that the most appropriate segmental analysis for 
stakeholders is based on the three reporting divisions with an 
allocation of group central overheads made to each division
prior year disclosures have been amended to take account of 
the revised operating segments there has been no material 
change to the amesbury operating segment however linear 
which was previously reported as part of the uk geographic 
disclosure will now be reported as part of the schlegel 
international operating segment
in the opinion of the board there is no material difference 
between the group’s operating segments and segments based 
on geographical splits accordingly the board does not consider 
geographically deﬁned segments to be reportable
liquidity and covenant performance
the group maintains sufﬁcient cash balances and undrawn 
borrowing facilities to ﬁnance all investment and capital 
expenditure included in its strategic plan with an additional 
margin for contingencies 
at 31 december 2012 the group had gross outstanding 
borrowings of £728 million 2011 £1156 million cash balances 
available of £359 million 2011 £204 million and undrawn 
working capital facilities of £296 million 2011 £269 million
underlying net debt was £370 million 2011 £912 million 
under the ifrs deﬁnition which reduces gross debt by the 
unamortised portion of ﬁnance arrangement fees net debt at 
the year end was £352 million 2011 £888 million 
at the year end the group had headroom on its banking 
covenants ranging from 17 per cent to 59 per cent and the 
group’s net debt to underlying ebitda ratio was 122x 2011 
225x calculated on the same basis as banking covenants
for 2013 the group’s banks have agreed to an amendment to 
the midyear covenant test to reﬂect the levels of investment 
being undertaken in the business and the working capital proﬁle 
of the group
cash ﬂow
as we indicated at the start 2012 during the year we 
increased our capital investment programme by 398 per cent 
or £19 million to £69 million t angible capital expenditure for 
the year increased to £55 million 2011 £44 million or 11x 
depreciation and intangible capital expenditure increased  to 
£14 million 2011 £05 million principally as a result of our 
investment in us erp 
we have continued to focus on management of working capital 
within the business inventories increased on a reported basis as 
a result of acquisitions however inventory turns remained broadly 
in line with 2011 total working capital at the year end was also 
impacted by december prebuys of c £16 million made at our 
ews facility 
during the year a number of our customers ceased trading 
however vigilant management of customer credit risks throughout 
the year starting at the point of sale meant that bad debts 
written off amounted to only 03 per cent of revenue 2011 04 
per cent 
cash conversion for the year from continuing operations was 794 
per cent 2011 934 per cent reﬂecting the signiﬁcantly increased 
capital expenditure that occurred in the group in 2012 over the 
past three years cash conversion has averaged approximately 
937 per cent
pensions and post retirement medical beneﬁts
the group’s gross pension and post retirement medical beneﬁt 
obligations under ias 19 at 31 december 2012 were £242 million 
2011 £218 million with the majority of the movement over 
the course of the year being due to actuarial losses following 
reassessments of discount rates the principal schemes are located 
in north america where the pension scheme is closed to new 
entrants and post retirement healthcare beneﬁts are capped
cash contributions made to the schemes during the year were 
£10 million 2011 £12 million
property
during the year we have continued to examine our manufacturing 
footprint as we seek to develop centres of excellence that give us 
sufﬁcient ﬂexibility to manage current demand levels but allow us 
the potential to respond quickly to changes in the market 
environment if required  business review corporate governance financial statements
tyman plc annual report and accounts 2012 17
company overview
in 2012 we successfully assigned the lease on unit a at peterlee 
and have been released from all remaining obligations in 
connection with the peterlee site this resulted in a release to the 
income statement in 2012 of approximately £20 million of 
property provisions 
this follows the successful assignment of the lease on unit b at 
peterlee in 2011 together the exit of units a and b will save the 
group in excess of £30 million in cash costs of rent rates utilities 
and services over the period to march 2018 
the exits from the composite door and t elford die casting 
businesses means that grouphomesafe no longer has interests in 
its newent bromyard and t elford sites fab  fix is based at a 
25000 sq ft distribution facility in coventry which we intend to 
retain
since the year end the unique balance facility has closed and 
schlegel international have completed the movement of building 
products production from gistel
summary 2013 guidance
underlying tax rates for the group for 2013 are expected to be 
c 30 per cent with us marginal corporate taxation rates 
outweighing the beneﬁts of further uk corporation tax reductions 
cash taxation rates are expected to be in line with the group’s 
underlying tax rate
capital expenditure for the year is expected to be in the range 
£50–£70 million
interest payable on borrowings for the full year is expected to be 
c 3–325 per cent – dependent on leverage
working capital trough to peak expected to be c £100 million
financial reporting
these ﬁnancial statements have been prepared under ifrs and in 
accordance with the group’s accounting policies there have been 
no changes to the group’s accounting policies during the year 
ended 31 december 2012
going concern 
the directors are conﬁdent on the basis of current ﬁnancial 
projections and facilities available and after considering 
sensitivities that the company and the group has sufﬁcient 
resources for its operational needs and will enable the group to 
remain in compliance with the ﬁnancial covenants in its bank 
facilities for at least the next 12 months accordingly the directors 
continue to adopt the going concern basis
james brotherton
chief financial ofﬁcer
12 march 2013
jeldwen the uk’s largest manufacturer of timber doors 
and windows chooses the world’s best seals to keep the 
weather at bay qlon foam seals used in jeldwen’s 
hinged door and windows have high compression recovery 
delivering superior performance with the uk fashion for 
bifolding doors gathering momentum and vertical sliding 
windows giving a more favoured architectural treatment 
schlegel’s pile weatherseals are also extensively utilised
spotlight on trends
world’s best for uk’s largest business review
tyman plc
18
risk description mitigation
market conditions
the overall growth and demand for the 
group’s products is subject to the usual 
drivers of construction activity ie general 
economic conditions interest rates 
businessconsumer conﬁdence levels 
unemployment population growth etc 
this demand can be unpredictable and the 
group has a low visibility of future orders 
from its customers during any economic 
downturn customers and competitors may 
apply pressure to prices and this pressure 
can lead to lasting changes in terms of 
pricing policies delivery capabilities and 
market expectations
reductions in the group’s net debt and 
the negotiation of new banking facilities 
committed until march 2016 have 
strengthened the group’s ability to 
withstand future downturns in its markets 
the geographic spread of our business and 
our ability to ﬂex our cost base helps to 
mitigate some of this risk management 
prepares regular forecasts and reviews that 
focus on remedial action plans required to 
deliver the desired performance during the 
balance of the year continuing to monitor 
and measure our commercial performance 
enables us to offer industry leading 
customer service which improves customer 
retention and wins new customers the 
current investment in erp systems will 
enhance management visibility of 
operational performance and drive 
continuous improvement in customer 
service product availability and product 
quality in addition our recent disposal of 
the composite door business reduces the 
risk of direct exposure to social housing in 
the uk
risk description mitigation
competitors
the group may face signiﬁcant 
competition both actual and potential 
including competition from global 
competitors with large capital resources 
competition in the industry is based on 
range and quality of products offered 
geographical reach product development 
reputation and client relationships 
aggressive pricing from our competitors 
could cause a reduction in our revenues 
and margins
some of our markets are relatively 
concentrated with two or three key players 
while others are highly fragmented 
and offer signiﬁcant opportunities 
for consolidation and penetration 
furthermore the directors believe that 
in view of its range of products focus on 
setting industry leading standards for 
delivery on time and in full geographical 
spread strategic focus and reputation 
the group can compete effectively with 
its competitors we aim to minimise 
the impact of aggressive pricing by 
competitors through a low cost 
manufacturing strategy supported by 
our programmes of continuous process 
improvements and building longterm 
relationships with our customers based on 
value quality service and added value 
technical support
risk description mitigation
loss of major 
customers
the success of the group will to some 
extent be dependent on the continuation 
of satisfactory commercial relationships 
with the major customers of the group
the group aims to build longterm 
relationships with our customers based 
on value quality and range of products 
service and value added technical support 
the group has a well diversiﬁed customer 
base the top 10 customers account for 
less than 25 of total group sales
principal risks and uncertainties business review corporate governance financial statements
tyman plc annual report and accounts 2012 19
company overview
risk description mitigation
raw material costs 
and supply chain 
failures
the raw materials used in the group’s 
businesses include commodities that 
experience price volatility such as oil 
derivatives steel aluminium and zinc 
caused by changes in supply and demand 
and commodity market ﬂuctuations the 
group’s ability to deliver according to 
market demands depends in large part on 
obtaining timely and adequate supplies 
of components and raw materials on 
competitive terms failure by any of the 
group’s suppliers could signiﬁcantly limit 
the group’s sales and increase its costs
the group is developing a strategic 
sourcing and procurement capability 
which will enhance our knowledge of 
raw material price risks and our risk 
management approach the group aims 
to minimise these risks through strong 
longterm relationships with suppliers 
economies of purchasing multiple 
suppliers and inventory management in 
addition the group will seek to increase the 
price of its products or apply surcharges to 
its customers to recover unavoidable input 
cost increases
risk description mitigation
key executives and 
personnel
the group’s future success is substantially 
dependent on the continued services and 
performance of its executive directors and 
senior management and its ability to 
continue to attract and retain highly skilled 
and qualiﬁed personnel
the remuneration committee maintains a 
remuneration policy that aims to attract 
motivate and retain key personnel for the 
group this incorporates a signiﬁcant 
element of performance related 
remuneration to align executive interests 
with those of shareholders key elements 
of this are the long t erm incentive plan 
and the deferred share bonus plan 
remuneration packages are reviewed and 
externally benchmarked on a regular basis 
the group also maintains a strong culture 
of accountability empowerment and 
personal development throughout its 
business units
risk description mitigation
financial risks
the group operates on a global basis and 
is therefore exposed to transactional and 
translational foreign exchange risk against 
sterling the group is also exposed to 
interest rate risks liquidity and credit risks
the group denominates some of its debt 
in foreign currency to match some of its 
exposure to the translational balance sheet 
risks associated with overseas subsidiaries 
ancillary bank facilities are available to 
manage some of the foreign exchange 
transactional risks and interest rate 
exposure through the use of derivative 
ﬁnancial instruments the group maintains 
adequate cash balances and credit 
facilities based on forecasts of expected 
cash ﬂow further information on these 
risks is given in note 23 to the group’s 
ﬁnancial statements business review
tyman plc
20
30
25
20
15
10
5
0
27
26
2011 2012
number of lost time injuries
number of lost time injuries – absolute number 
of lost time injuries over last 12 months
10
9
8
7
6
5
717
671
2011 2012
lost time injuries per 
1000000 hours worked
lost time injury rate – number of lost 
time injuries per 1000000 hours worked
tyman considers that minimising its impact on the environment 
and ensuring that it has a positive interaction with its employees 
and the local communities it has a presence in to be important 
factors in its success
health and safety
the board is committed to providing a clean healthy and safe 
working environment and accepts collective responsibility for 
health and safety management the board considers this to 
make good business sense and regards it as a duty owed to its 
stakeholders the chief executive is the board member responsible 
for the group’s health and safety performance and through the 
tyman management committee the operational management of 
each individual operating unit is responsible for their unit’s health 
and safety performance health and safety performance is 
reviewed at each weekly meeting of the tyman management 
committee and a health and safety report is made by the chief 
executive ofﬁcer to the board at each of its meetings 
it is essential that all employees are made aware of the 
importance to the group of health and safety issues and ensure 
that the working environment is as safe as practical local 
management are tasked with creating a health and safety 
management system which
 identiﬁes and assesses risks
 takes actions to reduce risks
 develops safe working practices and
 emphasises training and development
as part of this management system each location is internally 
audited corrective actions are identiﬁed and a plan is put in place 
to address deﬁciencies raised the group requires that the causes 
of all accidents dangerous incidents and nearmiss situations are 
promptly and thoroughly investigated a range of investigatory 
procedures are used to achieve this with the intended purpose of 
avoiding or reducing the risk of repetition details of accidents 
potentially serious hazards and remedial or preventative measures 
taken are shared between all sites
operations representing over 47 per cent of the value of total 
group sales in 2012 have achieved accreditation for ohsas 
18001 health and safety or for osha sharp the safety  
health achievement recognition program run by the occupational 
safety  health administration of the united states department 
of labor most of the other operations in the group have 
programmes in place with the objective of achieving accreditation
the key performance indicators kpis” for the health and safety 
performance of the group are the number of lost time injuries per 
1000000 hours worked which measures the frequency of lost 
time injuries and the actual number of lost time injuries both 
kpis show an improvement in the group’s health and safety 
performance in 2012 over the prior year the group remains 
committed to a programme of continuous improvement in our 
health and safety performance
corporate social responsibility report
the board is committed to providing 
a clean healthy and safe working 
environment and accepts collective 
responsibility for health and safety 
management business review corporate governance financial statements
tyman plc annual report and accounts 2012 21
company overview
ethics
the group aims to act responsibly and with integrity respecting 
the laws and regulations of all the countries within which it 
operates as well as internationally accepted standards of 
responsible business conduct the group requires high standards 
of professional and ethical conduct from all employees and 
directors every business within the group is expected to operate 
with policies and procedures which are consistent with the group’s 
values and standards in all dealings all employees and other 
persons acting on behalf of the group are expected to 
 engage in honest and ethical conduct including the avoidance 
and reporting of any conﬂicts of interest
 maintain effective procedures to prevent conﬁdential 
information being misused or used for personal gain
 advance the legitimate interests of the group having regard to 
the group’s values and standards
 comply with all applicable laws and regulations in every country 
in which the group operates focusing in particular on avoiding 
bribery corruption and fraud
 maintain a healthy and safe working environment for 
employees to work in
 treat customers fairly openly and honestly
 be intolerant of discrimination or harassment of any kind
 maintain high standards of integrity in business relationships 
with suppliers and
 encourage the use of those suppliers who operate with values 
and standards equivalent to those of the group
employees
training and development
employees are provided with training in order to give them the 
necessary skills to perform their duties and where appropriate to 
develop those skills and progress their career the group invests in 
a range of development activities including national vocational 
qualiﬁcations “nvqs” and apprenticeship schemes and supports 
other professional and technical training
customers and suppliers
the group seeks to be honest and fair in its relationships with 
customers and suppliers to provide customers with standards of 
product and service that have been agreed and to pay suppliers 
and subcontractors on agreed terms it is group policy to 
maintain accreditation to the quality management standard iso 
9001 and encourage operating units to gain accreditation to any 
speciﬁc standards required by the markets served currently 
operating units with 91 per cent of the group’s turnover have iso 
9001 accreditation
community
the board encourages and supports initiatives by operating units 
to engage with their local community operating units and their 
staff participate in a variety of local activities including projects 
with local schools and charity events the group policy on 
donations is to support local educational and charitable causes 
and in particular those where employees and their families are 
involved in the fundraising
environment
the board recognises its responsibilities as a manufacturing 
concern to continue to reduce the environmental impact of its 
factories in addition the group aims to develop and supply 
products to help customers meet their own environmental 
objectives and the demands of their customers and 
of government
the most signiﬁcant areas of environmental impact associated 
with the group’s operations are energy consumption waste to 
landﬁll the use of outer packaging and transport
 process development the group seeks through internal 
developments and investment to reduce the resource 
consumption of manufacturing sites the reuse of waste is 
encouraged across the group
 energy consumption the group continues to invest in energy 
efﬁciency measures such as lighting and improved heating and 
cooling systems
 waste to landﬁll the group acts to minimise the amount of 
waste sent to landﬁll by selling for recycling any waste that 
cannot be used internally
 outer packaging and transport the group minimises the use of 
outer packaging where appropriate and encourages the use of 
returnable outer packaging formats the group reduces the 
environmental impact of transport through vehicle efﬁciency 
measures such as improved load ﬁll reductions in empty 
running and route optimisation
in developing new products the group aims to minimise the 
environmental impact and maximise energy efﬁciency and the 
potential for recycling while continuing to meet the performance 
and customer requirements the increasing dangers from climate 
change and rising fuel costs are making the speciﬁcation of 
thermally efﬁcient products imperative the group monitors 
developments in alternative materials and production processes 
which may reduce the environmental impact of its products
the group is committed to the introduction of environmental 
management systems such as iso 14001 currently thirteen of 
the group’s manufacturing sites have achieved accreditation to 
the environmental management systems standard iso 14001 business review
tyman plc
22
jamie pike  nonexecutive chairman
jamie pike aged 57 became a nonexecutive director and non
executive chairman in november 2009 he was chief executive of 
foseco plc an international business serving the foundry and steel 
making industries until its acquisition by cookson group plc in 
april 2008 he led the buyout of foseco from burmah castrol in 
2001 which culminated in ﬂotation on the main market in 2005 
mr pike was educated at oxford holds an mba from insead and 
is a member of the institute of mechanical engineers
his early career was as a consultant with bain and co and a t 
kearney before joining burmah castrol in 1991 he rose to chief 
executive of burmah castrol chemicals before leading the foseco 
buyout he has previously been a nonexecutive director of two 
ftse 250 companies rmc group plc and kelda group plc and is 
currently chairman of rpc group plc mba polymers inc and the 
lafarge t armac joint venture
louis eperjesi  chief executive ofﬁcer
louis eperjesi was appointed to the board in february 2010 
mr eperjesi has an extensive and successful track record in the 
building materials and manufacturing sectors most recently at 
kingspan group plc the international building products business 
where he was an executive director on the main board and 
divisional managing director of kingspan insulated panels the 
group’s largest division
prior to joining kingspan mr eperjesi held a range of senior 
management positions at subsidiaries of baxi group plc lafarge 
redland plc and caradon plc
james brotherton  chief financial ofﬁcer
james brotherton was appointed as chief financial ofﬁcer in 
may 2010 mr brotherton joined tyman as head of corporate 
development in 2004 he was previously a director in the 
investment banking division of citigroup having also worked 
for hsbc and ernst  young he is a chartered accountant
les tench  nonexecutive director
les t ench aged 67 became a nonexecutive director the senior 
independent director and the chairman of the remuneration 
committee in december 2009 he has considerable experience in 
building products having joined crh plc in 1992 where from 1998 
until his retirement in december 2002 he was managing director 
of crh europe – building products he was also a nonexecutive 
director of the privately owned family business shepherd building 
group limited construction and engineering manufacturing and 
property development from 1994 until 2004 a nonexecutive 
director of norcros plc until 2012 and the nonexecutive chairman 
of sig plc from 2004 until january 2011
martin towers  nonexecutive director
martin towers aged 60 became a nonexecutive director the 
senior independent director and the chairman of the audit 
committee in december 2009 he was chief executive of spice plc 
until its sale to cinven in december 2010 previously he was group 
ﬁnance director of kelda group plc from 2003 until february 2008
mr towers is a fellow of the institute of chartered accountants in 
england and wales and began his career with coopers  lybrand 
now pricewaterhousecoopers before moving to the retailer 
ward white group plc he has served as group ﬁnance director 
of mccarthy  stone plc the spring ram corporation plc and 
allied t extile companies plc he was a nonexecutive director of 
homestyle group plc from 2004 to 2006
mr towers is currently a nonexecutive director of kcom group plc 
and rpc group plc and chairman of norcros plc
dr angelika westerwelle  nonexecutive director
dr angelika westerwelle aged 50 a german national became a 
nonexecutive director in november 2012 she is the managing 
director of ppgpet products gmbh a joint venture of ﬁve 
euroasian companies in the pet accessory market she is also the 
managing partner of lanax management gmbh an investment 
and consulting company she acts as nonexecutive director of 
pinova capital gmbh and is a member of the german 
monopolies commission
dr westerwelle has extensive operational experience including her 
previous roles in midsized engineering companies as ceo of rmg 
regelund messtechnik gmbh and as managing director of the 
weidemann group she has also worked as a management 
consultant for several years with the boston consulting group and 
alix partners gmbh dr westerwelle graduated from the university 
of aachen earned a graduate degree from cambridge university 
and a master of public administration from harvard university 
she later received her doctorate in economics from the aachen 
institute of t echnology 
board of directors business review corporate governance financial statements
tyman plc annual report and accounts 2012 23
company overview
lr  james brotherton les tench jamie pike 
seated louis eperjesi martin 
towers and angelika westerwelle business review
tyman plc
24
the tyman management committee consists of the executive 
directors of the company together with the following senior 
management
kevin o’connell  company secretary 
and group financial controller
kevin o’connell joined tyman as group financial controller in 
february 2008 and was appointed company secretary in 2011 
prior to this he worked at datamonitor plc from july 2005 as group 
ﬁnancial controller and company secretary he has many years’ 
experience working in a plc head ofﬁce environment he is a 
chartered accountant having trained with coopers  lybrand 
now pricewaterhousecoopers
brian cann  vice president – finance and 
chief financial ofﬁcer – amesbury
brian cann was appointed the vice president – finance and chief 
financial ofﬁcer of amesbury in august 2012 he previously 
worked for such companies as general electric “ge” fidelity 
investments and concentra integrated services in several 
management capacities most recently mr cann worked in the 
biodiscovery business of perkinelmer inc a us2 billion 
diversiﬁed environmental health and safety business
mr cann is a seasoned ﬁnance leader with more than 20 years’ 
experience in ﬁnance and accounting and trained in ge’s financial 
management program mr cann graduated from the university 
of massachusetts 
darren waters  chief executive ofﬁcer – 
grouphomesafe
darren waters joined grouphomesafe in march 2012 mr waters 
has a strong background in the building products sector having 
graduated in chemistry from nottingham university he spent the 
early part of his career with mobil oil corporation before moving 
on to senior management positions with rmc group and t armac 
as chief executive ofﬁcer he is responsible for developing the 
group’s brands within the uk and irish markets 
t yman management committee business review corporate governance financial statements
tyman plc annual report and accounts 2012 25
company overview
richard swan  group finance director – 
grouphomesafe and schlegel international
richard swan joined schlegel in 2007 and is responsible for 
finance and it for grouphomesafe and schlegel international 
his career has largely been in finance and he has many years’ 
experience working in the defence sector wines and spirits as 
well as the multinational environment for a ftse 100 packaging 
company he is a chartered management accountant and has a 
masters degree in ﬁnance
jonathan petromelis  president and 
chief executive ofﬁcer – amesbury
jonathan petromelis was appointed president and chief 
executive ofﬁcer of amesbury in february 2008 he has worked 
for amesbury in two separate spells since 1996 ﬁrst as chief 
financial ofﬁcer and additionally as senior vice president of 
business development in this time he has managed the ﬁnance 
organisation as well as led the signiﬁcant acquisition growth of 
the us group 
between 2000 and 2002 he was vice president of ﬁnance for 
ibasis inc a nasdaq quoted technology company he trained as 
a certiﬁed public accountant with bdo and has a degree in 
accounting from the university of buffalo
peter santo  chief executive ofﬁcer – 
schlegel international
peter santo joined the group in january 2012 as chief executive 
ofﬁcer of schlegel international mr santo has held various 
management positions in manufacturing sales marketing and 
general management and developed his career through pilkington 
plc bp chemicals sentrachem ltd and kingspan group 
prior to joining tyman in 16 years with kingspan mr santo held 
a number of senior general management roles most recently 
managing director of the door components business in belgium 
and head of the benchmark architectural facades business in the 
uk mr santo has a masters degree in chemical engineering
lr  kevin o’connell brian cann 
darren waters richard swan 
jonathan petromelis peter santo 26
corporate governance
tyman plc
review of the business 
the review of the business along with the key performance indicators used to monitor performance are set out on pages 6 to 25 which 
are incorporated into this report by reference
principal activities 
on 1 february 2013 the company lupus capital plc changed its name to tyman plc the company is a holding company the group 
is a leading international supplier of building products to the door and window industry 
future developments 
the statements by the chairman the chief executive ofﬁcer and the chief financial ofﬁcer set out on pages 6 to 17 contain details of 
the progress of the group during the year together with an indication of future developments 
results and dividends 
the total group proﬁt for the year after taxation amounted to £15422000 2011 £15483000 
the 2011 ﬁnal dividend of 35 pence per ordinary share which amounted to £4535000 2011 £2596000 and the 2012 interim 
dividend of 10 pence per ordinary share which amounted to £1297000 2011 £nil were paid in the ﬁnancial year ended 31 
december 2012 the board is recommending a ﬁnal dividend of 35 pence per ordinary share 2011 35 pence to be paid on 25 
june 2013 subject to approval at the forthcoming annual general meeting of the company on 24 june 2013 to shareholders on the 
register on 3 may 2013 the exdividend date will be 1 may 2013 this brings the total dividends for 2012 to 45 pence per ordinary 
share 2011 35 pence
the board 
the names and biographical details of all the current directors are set out on page 22 dr westerwelle was appointed as a non
executive director to the company with effect from 30 november 2012 there were no other changes to the board and all the other 
directors served throughout the period
except for their shareholdings the nonexecutive directors are entirely independent there were no contracts subsisting during or at 
the end of the year in which a director was or is materially interested the company maintains a policy of insurance against directors’ 
and ofﬁcers’ liabilities 
a description of the board’s method of operation its work during the year and that of its committees is given in the report on 
corporate governance on pages 29 to 32 
reelection of directors 
dr westerwelle having been appointed by the board since the last annual general meeting will seek reelection at the forthcoming 
annual general meeting in accordance with best practice the board has agreed that each director will voluntarily offer themselves for 
reelection at each annual general meeting that they are not required to retire from ofﬁce accordingly mr pike mr eperjesi mr 
brotherton mr tench and mr towers will voluntarily offer themselves for reelection at the 2013 annual general meeting 
acquisition
on 24 april 2012 the group acquired the business and assets of unique balance international unique located in montreal canada 
for a cash consideration of £19 million unique is a balance manufacturer specialising in heavy duty and commercial balances this 
small acquisition rounds out our north american balance offering as well as giving us opportunities in certain export markets the 
revenue included in the group’s consolidated income statements since 23 april 2012 contributed by unique was £997000
on 2 august 2012 the group completed the acquisition of window fabrication and fixing supplies limited “fab  fix” for a cash 
consideration of £16 million fab  fix based in coventry is the leading supplier of perfectly matching hardware to the window and 
door market in the uk despite difﬁcult market conditions in recent years fab  fix has grown market share and improved proﬁtability 
for the year ended 31 december 2012 fab  fix generated sales of £161 million £66 million of which has been consolidated into the 
group’s income statement for 2012
disposal
on 13 march 2012 tyman plc entered into an unconditional agreement to sell the group’s oil services division gall thomson to 
copper bidco limited a company controlled by phoenix equity partners for a total cash consideration of £75 million 
on 31 august 2013 the group completed the disposal of the business and assets of composite doors to britdoors group limited for 
consideration of approximately £748000 the group has also agreed to supply component products including fab  fix products into 
britdoors on commercial terms following the disposal
directors’ report 27 tyman plc annual report and accounts 2012
company overview business review corporate governance financial statements
onerous lease
on 2 march 2012 the group concluded an agreement with a third party to assign the lease on unit a at peterlee and have been 
released from all remaining obligations in connection with the peterlee site this has resulted in a release to the income statement in 
2012 of approximately £20 million of property provisions
purchase of the company’s own shares 
it is expected that the requirements of the tyman long term incentive plan may be met by the purchase of shares in the market a 
resolution concerning the purchase of the company’s own shares was approved at the agm on 25 may 2012 and 728000 shares were 
purchased by the company during the year ended 31 december 2012 at a cost of £1147000
to be able to meet the future requirements of the tyman long term incentive plan the directors believe that the company should 
obtain an authority to purchase further shares of the company they therefore will propose a special resolution in accordance with 
best practise at the forthcoming agm to obtain authority to make market purchases up to the date of the agm in 2014 the authority 
will be limited to 1499 per cent of voting shares in issue that is excluding shares held in treasury  
directors’ remuneration 
the company being traded on aim is not required to comply with the directors’ remuneration report regulations 2002 or the 
disclosure provisions of schedule 7a of the companies act 2006 and the ukla listing rules nevertheless the company has chosen to 
present a report on directors’ remuneration on pages 34 to 38 the directors have also determined on a voluntary basis that this 
report should be submitted to shareholders for their approval at the 2013 agm
allotment of shares 
shareholders passed resolutions to authorise the directors to allot shares and within certain limitations to do so free from preemption 
rights at the annual general meeting held on 25 may 2012 
the directors’ authority to allot shares does not expire until 1 july 2017 whereas the disapplication of preemption rights is only 
effective until the conclusion of the company’s 2013 agm the directors believe that the company’s proceedings will be more 
transparent if they seek renewed authority to allot at the same time as they seek authority to disapply preemption rights 
therefore at the forthcoming agm the directors will propose a resolution which will authorise the directors to allot shares subject to 
speciﬁed limits until 1 july 2018 and a special resolution which will authorise the directors to disapply preemption rights in certain 
circumstances and subject to speciﬁed limits until the conclusion of the company’s 2014 agm 
substantial shareholders 
in addition to the holdings of the directors described in the directors’ remuneration report at the latest practicable date before 
publication of this report the company had been notiﬁed of or had identiﬁed the following direct or indirect interests comprising 3 
or more of its voting share capital the issued share capital less shares held by the company in treasury 
  ordinary shares 
standard life investments 15519365 1195
fc asset management uk 14337290 1104
mr g hutchings 13908381 1071
aviva investors global solutions 11705383 901
polar capital 8068077 621
svg capital 7 1 59706 55 1
old mutual asset management 4245869 327
creditors payment policy 
group operating companies are responsible for agreeing the terms and conditions under which business transactions with their 
suppliers are conducted it is group policy that payments to suppliers are made in accordance with all relevant terms and conditions 
creditor days for the group have been calculated at 66 days 2011 72 days the company as a holding company did not have any 
amounts owing to trade creditors at 31 december 2012
financial risk management 
a statement on the ﬁnancial risk management objectives policies and other matters in relation to the use of ﬁnancial instruments is set 
out in note 23 in the notes to the group ﬁnancial statements 
safety health and the environment 
the board recognises that the highest standards in safety health and environmental issues are an essential part of sound business 
practice the board is committed to improving the impact on the environment from any of its operations and to incorporating the 
principles of sustainable development a full description of the group’s policies with respect to health and safety and the environment 
are given in the corporate social responsibility report on pages 20 and 21  28
corporate governance
tyman plc
employees 
the group’s excellent performance would not be possible without employees of the highest calibre with the motivation to perform to 
their full potential the group operates on a decentralised structure reﬂecting the organisation of the group this underscores our 
belief that localised teams operating under common principles are best equipped to deal with the varying cultures operating 
structures and geographic locations that exist in the group 
each operating entity in the group is encouraged to implement comprehensive employment policies designed to attract retain and 
motivate the highest quality of staff and to determine ways in which their knowledge and skills can best contribute towards the success 
of the business 
we are committed to ensuring that all our employees are treated equally regardless of gender colour nationality ethnic origin race 
disability marital status sexual orientation or religion we are committed to regular communication and consultation with our 
employees and we encourage employee involvement in our performance each company in the group endeavours to provide equality 
of opportunity in recruiting training promoting and developing the careers of disabled people 
going concern 
the directors have reviewed the group’s budget and cash ﬂow forecasts on the basis of this review and in the light of the current 
ﬁnancial position and the existing borrowing facilities the board believes it is appropriate to continue to adopt the going concern basis 
in preparing the annual report and accounts as stated in the directors’ responsibilities statement on page 32 
by order of the board 
kevin o’connell 
company secretary
12 march 2013
company registration number 02806007
directors’ report continued 29 tyman plc annual report and accounts 2012
company overview business review corporate governance financial statements
corporate governance
the company being traded on aim is not required to comply with the provisions of the corporate governance code nevertheless the 
directors acknowledge the importance of the principles set out in the corporate governance code issued by the financial reporting 
council and have put in place a framework for corporate governance which they believe is appropriate for the company they have 
chosen to make the following voluntary disclosures 
the board 
board composition 
the board comprises two executive and four nonexecutive directors and the names and biographical details of all the current 
directors are set out on page 22 dr westerwelle was appointed as a nonexecutive director to the company with effect from 30 
november 2012 all the other current directors served throughout the year ended 31 december 2012 and there were no other changes 
to the board
both mr eperjesi and mr brotherton are engaged exclusively on the company’s business and have no outside interests that conﬂict with 
their responsibilities to the company except for their shareholdings all nonexecutive directors are independent 
how the board operates 
the board meets regularly and is responsible for the overall leadership strategy development and control of the group in order to 
achieve its objectives for continued earnings growth and to enhance shareholder value the board sets the group’s strategic aims 
ensures that the necessary ﬁnancial and human resources are in place for the group to meet its objectives reviews management 
performance and ensures that high ethical standards of behaviour are followed the board also ensures that there is an effective 
system of controls to safeguard the company’s assets and to enable risks to be properly assessed and managed 
the board has a formal schedule of matters speciﬁcally reserved for it and this includes key matters such as approval of the group’s 
objectives strategic plans annual budgets ﬁnancial reporting risk assessment and internal controls monitoring operating and 
ﬁnancial performance capital and legal structure material capital investments material contracts and transactions communication 
with shareholders board membership and appointments directors’ remuneration and contracts corporate governance group policies 
and delegation of responsibilities matters not speciﬁcally reserved for the board are delegated to management 
to enable the board to discharge its duties all directors receive appropriate and timely information the company secretary distributes 
brieﬁng papers to all directors in advance of board meetings all directors have access to the advice and services of the company 
secretary who is responsible for ensuring that board procedures are followed and that applicable rules and regulations are complied 
with the appointment and removal of the company secretary is a matter for the board as a whole in addition procedures are in place 
to enable the directors to obtain independent professional advice in the furtherance of their duties if necessary at the company’s 
expense 
board meetings 
during the year ended 31 december 2012 the number of board and committee meetings held and attended by their members was 
as follows 
board remuneration committee audit committee nominations committee
director
number of 
meetings
number 
attended
number of 
meetings
number 
attended
number of 
meetings
number 
attended
number of 
meetings
number 
attended
james brotherton 11 11 na na na na na na
louis eperjesi 11 11 na na na na na na
jamie pike 11 10 223311
les tench 11 10 223211
martin towers 11 11 223311
angelika westerwelle 1 1 ––––––
during 2012 the board visited three of the group’s operating units namely amesbury in sioux falls in the us era in willenhall in the 
uk and schlegel in gistel belgium
reelection of directors 
all directors are subject to reelection by the shareholders at annual general meetings at a maximum interval of three years the 
articles of association provide that directors appointed by the board will be subject to reelection at the ﬁrst agm thereafter in 
accordance with best practice the board has agreed that each director will voluntarily offer themselves for reelection at each annual 
general meeting that they are not required to retire from ofﬁce
remuneration 
a report on directors’ remuneration is included on pages 34 to 38  30
corporate governance
tyman plc
corporate governance continued
board balance and performance 
the board believes that the directors possess a wide range of business experience in some areas related to and in other areas 
complementary to the activities of the group this position has been strengthened with the appointment of dr westerwelle during 
the year 
the board is committed to introducing a board performance appraisal process during 2013 nonexecutive and executive directors will 
be required to complete questionnaires on an annual basis in relation to the board and its three committees the audit committee the 
remuneration committee and the nominations committee all responses will be reviewed and collated by the company secretary 
before further action relating to speciﬁc training needs is taken as necessary
the chairman will hold meetings with the directors including the senior independent nonexecutive director martin towers to discuss 
the performance of individual executive directors and the board as a whole the nonexecutive directors led by the senior non
executive director will be responsible for the performance evaluation of the chairman and will also take account of the views of the 
executive directors as part of this process
board committees 
the board has an audit committee a remuneration committee and a nominations committee each comprised of all the non
executive directors the existence of the committees ensures that time is allocated on a formal basis to consider relevant issues terms 
of reference for the board and each of the board committees were reviewed and refreshed during the year and are available for 
inspection on the group website
audit committee 
the audit committee is made up of the nonexecutive directors and meets at least three times a year the executive directors also 
attend certain meetings of the committee the committee considers the appointment and fees of the external auditors and discusses 
the scope of the audit and its ﬁndings following the conclusion of an audit tender process in december 2011 new auditors 
pricewaterhousecoopers llp were appointed as the group’s external auditors the committee is also responsible for monitoring 
compliance with accounting and legal requirements and for reviewing the annual and interim ﬁnancial statements this committee 
was chaired by mr towers and met three times during 2012 
the audit committee also reviews any nonaudit services provided by the auditors in accordance with best practices frc guidelines 
the company policy in relation to nonaudit services is kept under regular review it outlines which nonaudit services are pre
approved which services require prior approval of the audit committee and which services the auditor is excluded from such services 
have been and are limited to the provision of transaction support services some tax compliance work and tax advice the committee 
is satisﬁed that the provision of such services does not in any way prejudice the objectivity and independence of the auditors 
professional ﬁrms other than the auditors also provide tax compliance work and tax advice 
the work of the committee during the year included consideration of the following matters
 the annual ﬁnancial statements and the preliminary results announcement for the year ended 31 december 2011 before their 
submission to the board for approval including consideration of the group on a going concern basis
 the interim ﬁnancial statements and interim results announcement for the six months ended 30 june 2012
 areas of signiﬁcance in the preparation of the ﬁnancial statements including exceptional items impairment reviews and tax 
provisions
 reports from the external auditors on the annual and interim ﬁnancial statements the approval of the audit plan and fee proposal 
for the 2012 year end audit
 developments in accounting standards and the group’s responses
 the internal control environment and risk management systems and the group’s statement on internal control systems prior to 
endorsement by the board
 revisions to treasury policies and compliance with risk limits
 material legal developments
 whistleblowing systems in place within the group and material whistleblowing reports
 the effectiveness of the external auditors
 the policy on auditor independence and nonaudit services and consideration of the nature scope and appropriateness of 
nonaudit services supplied by the external auditors
 its terms of reference and effectiveness 31 tyman plc annual report and accounts 2012
company overview business review corporate governance financial statements
internal audit
as the group plans for growth the board considers it appropriate to augment internal resources with external auditing resources to 
establish an internal audit programme in 2013 a specialist internal audit team from bdo will provide internal audit services to the 
group to complete a rotation programme such that every operating unit will have an internal audit visit at least once every three years 
with the largest operating units being audited at least once every two years the internal audit programme will be reviewed and 
approved by the audit committee who in turn will review the internal audit ﬁndings together with divisional management responses 
and action plans
remuneration committee 
the remuneration committee considers and approves the remuneration and beneﬁts of the directors the committee also determines 
the remuneration of the members of the tyman management committee and the company secretary and of the service providers 
contracted to perform executive functions for the group as well as longterm share incentive and share option schemes for 
all employees 
the membership and work of the committee during the year ended 31 december 2012 is described in detail in the directors’ 
remuneration report on pages 34 to 38 
nominations committee 
the nominations committee identiﬁes and nominates candidates for the ofﬁce of director of the company it meets as and when 
required and is chaired by mr pike except that mr pike would not chair the committee or attend it if it were to consider the 
appointment of a successor chairman the committee was chaired by mr pike and met once during 2012 to appoint dr westerwelle 
as a nonexecutive director and to establish an induction programme following her appointment
internal control 
the directors acknowledge that they are responsible for the group’s system of internal controls and for reviewing the effectiveness 
of those controls the board including the executive directors reviews the internal control framework on an ongoing basis 
procedures have been developed to safeguard assets against unauthorised use or disposition of assets and to maintain proper 
accounting records to provide reliable ﬁnancial information both for internal use and for publication in accordance with the revised 
version of the turnbull guidance on internal control the procedures are regularly reviewed in the light of an ongoing process to 
identify evaluate and manage the signiﬁcant risks faced by the company the process has been in place for the full year under review 
and up to the date of the approval of the annual report and accounts the procedures are designed to manage rather than eliminate 
risk and can only provide reasonable and not absolute assurance against material misstatement or loss 
internal ﬁnancial controls
the group has an established system for assessing the effectiveness of the group’s systems of internal ﬁnancial controls this includes 
strategic business planning and monthly monitoring and reporting of ﬁnancial performance a detailed annual budget prepared by 
senior management is reviewed and formally adopted by the board the budget and other targets are regularly updated and regular 
business review meetings are held monthly involving the tyman management committee to assess performance the results of these 
reviews are in turn reported to and discussed by the board at each meeting
relations with shareholders 
communications with shareholders are given high priority and there is a regular dialogue with institutional shareholders the company 
aims to maintain a mutual understanding of objectives with its signiﬁcant shareholders with whom its executive directors have regular 
meetings with following the announcement of its annual and interim results
the board uses the annual general meeting to communicate with private and institutional investors and welcomes their participation 
details of resolutions to be proposed at the annual general meeting can be found in the directors’ report the company has set up a 
website wwwtymanplccom which shareholders investors and other interested parties may access the website permits users to 
download copies of published ﬁnancial reports press releases and stock exchange announcements  32
corporate governance
tyman plc
corporate governance continued
going concern
in order to satisfy themselves that the group has adequate resources for the future the board reviewed the group’s committed 
funding and liquidity positions its ability to generate cash from trading activities and its ability to raise external funding in the future 
the operational performance as described in the financial review on pages 14 to 17 the future plans for the group and the risks facing 
the group described on pages 18 and 19 were also reviewed in addition notes 17 18 and 23 to the consolidated ﬁnancial statements 
include the group’s policies and processes for managing capital liquidity and credit risks as well as details of its ﬁnancial instruments 
and hedging strategies
in performing their reviews the board acknowledged the current level of uncertainty in the ﬁnancial markets and has considered 
various sensitivity analyses when assessing the forecast funding and headroom requirements of the group
consequently based on the reviews outlined above the board concluded that both the group as a whole and tyman plc have 
adequate resources to meet their operational needs for the foreseeable future and that it remains appropriate to adopt the going 
concern basis in preparing the ﬁnancial statements
directors’ responsibilities statement 
the directors are responsible for preparing the annual report and the ﬁnancial statements 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 have prepared 
the group ﬁnancial statements in accordance with international financial reporting standards “ifrss” as adopted by the european 
union and have elected to prepare the parent company ﬁnancial statements in accordance with united kingdom generally accepted 
accounting practice united kingdom accounting standards and applicable laws under company law the directors must not approve 
the ﬁnancial statements unless they are satisﬁed that they give a true and fair view of the state of affairs and proﬁt or loss of the 
company and group for that period in preparing these 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 ifrss as adopted by the european union and applicable uk accounting standards have been followed subject to any 
material departures disclosed and explained in the ﬁnancial statements respectively and
 prepare the ﬁnancial statements on the going concern basis unless it is inappropriate to presume that the company will continue in 
business
the directors are responsible for keeping adequate accounting records that are sufﬁcient to show and explain the company’s 
transactions and disclose with reasonable accuracy at any time the ﬁnancial position of the company and enable them to ensure that 
the ﬁnancial statements comply with the companies act 2006 they are also responsible for safeguarding the assets of the company 
and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities 
the directors are responsible for the maintenance and integrity of the corporate and ﬁnancial information included on the company’s 
website legislation in the united kingdom governing the preparation and dissemination of ﬁnancial statements may differ from 
legislation in other jurisdictions 
the directors who held ofﬁce at the date of approval of this directors’ report conﬁrm that so far as they are aware there is no relevant 
audit information of which the company’s auditors are unaware and each director has taken all the steps that they ought to have 
taken as director to make themselves aware of any relevant audit information and to establish that the company’s auditors are aware 
of that information 33 tyman plc annual report and accounts 2012
company overview business review corporate governance financial statements
remuneration report letter
dear shareholder
i would like to share with you a summary of the company’s remuneration policy and practice over the last year
salaries
below inﬂation salary increases of 20 per cent were awarded to the executive directors at the start of the 2012 and 2013 ﬁnancial 
years consistent with the approach taken across the group 
annual bonus scheme and deferred share bonus plan
in difﬁcult markets the company performed creditably during the year particularly when compared to its closest competitors the 
bonuses awarded to the executive directors for 2012 averaged 68 per cent of the maximum bonus opportunity of 100 per cent of 
basic salary reﬂecting the highly stretching performance targets that were set by the committee at the start of the ﬁnancial year 
under the terms of the group’s deferred share bonus plan 50 per cent of bonus outcomes achieved by the executive directors will be 
deferred into share awards vesting after three years
long term incentive plan
during 2012 a third tranche of awards under the group’s long term incentive plan “ltip” were made to executive directors and 
senior managers vesting of 2012 awards is based on the company’s three year cumulative underlying earnings per share “eps” for 
the ﬁnancial years 2012 to 2014
in addition for 2012 awards made to the executive directors to vest the committee must satisfy itself that the recorded underlying 
eps is a genuine reﬂection of the underlying business performance of the company over the performance period having regard to 
the company’s total shareholder return performance during that time if the committee is not satisﬁed on this matter it may reduce 
the number of 2012 award shares that vest to the executive directors accordingly
in accordance with the ltip rules and after extensive consultation with institutional and other shareholders following the disposal of 
gall thomson in march 2012 the committee has amended the existing eps targets attached to the vesting of the 2010 and 2011 
ltip awards to broadly maintain the level of difﬁculty all other terms and conditions attached to the 2010 and 2011 awards remain 
as they were on the respective dates of grant of the awards
the committee has continued its practice of reviewing and discussing with the group’s principal shareholders the proposed metrics 
and associated targets in advance of grants made under the ltip 
shareholding guidelines
the executive directors continue to maintain a high level of personal share ownership in accordance with the company’s 
shareholding guidelines and have agreed to retain at least half of all shares vesting net of taxes under the company’s various share 
plans until such time as the target personal share ownership is achieved
conclusion
the outlook for 2013 remains challenging in terms of the group’s end markets but our remuneration policy and framework provide a 
balanced platform to incentivise motivate retain and reward our leadership team
les tench
chairman remuneration committee 34
corporate governance
tyman plc
fixed 59
performance related 41 
target
fixed 34
performance related 66
stretch
the remuneration report is presented to shareholders by the board and sets out the remuneration policy and details of the 
remuneration of each director the report has been prepared in accordance with the provisions of the companies act 2006 the “act” 
and the aim rules for companies as issued by the london stock exchange 
a resolution to approve this report will be proposed at the company’s annual general meeting on 24 june 2013 
remuneration committee 
the remuneration committee of the board comprises all nonexecutive directors of the company the executive directors may by 
invitation attend meetings and provide advice to the committee except when their own remuneration is discussed during 2012 the 
committee was chaired by mr tench and met twice 
the remuneration committee is responsible for
 setting reviewing and recommending to the board for approval the company’s overall remuneration policy and strategy
 determining and reviewing the terms of appointment and the remuneration arrangements of the executive directors of the 
company and the chairman
 determining and reviewing the terms of appointment and the remuneration arrangements of the members of the tyman 
management committee of the company and
 approving the rules and launch of any company share share option or cashbased incentive plan and the grant award allocation 
or issue of shares share options or payments under any such plan 
during the year kepler associates were engaged by the committee to provide it with independent remuneration advice kepler 
associates did not provide any other services to the company other than remuneration advice 
remuneration policy 
executive directors 
the remuneration committee considers the need to attract retain and motivate executive directors and senior management in 
determining appropriate remuneration policies and packages it also takes into account the internal pay and beneﬁts practice and 
employment conditions both within the group as a whole and within the particular national context external comparisons examine 
equivalent roles in similar companies taking into account their size business complexity international scope and relative performance 
consideration is also given to the risks arising from market comparisons and inappropriate performance criteria 
remuneration 
the current remuneration package for the executive directors comprises ﬁxed and variable components the variable components are 
the performance related incentive arrangements referred to in detail below
executive directors’ remuneration 2012
the key components of the remuneration of executive directors are set out below 
directors’ remuneration report
target assumes that bonus of 50 per cent of base salary is earned and that 25 per cent of the tyman shares awarded under the ltip in 
respect of 2012 based on a market value of £154 at 31 december 2012 vest stretch assumes that bonus of 100 per cent of base 
salary is earned and that 100 per cent of the tyman shares awarded under the ltip in respect of 2012 based on a market value of 
£154 vest  35 tyman plc annual report and accounts 2012
company overview business review corporate governance financial statements
salary 
salaries are reviewed annually by the remuneration committee although not necessarily increased this review takes into account an 
individual’s responsibilities abilities experience performance market competitiveness and pay and conditions in the relevant countries 
across the group as described above 
during the year the remuneration committee reviewed executive director salaries and determined that with effect from 1 january 
2013 louis eperjesi and james brotherton’s annual salaries comprising base salary plus an allowance in lieu of pension and beneﬁts 
would be increased by two per cent to £320000 and £213300 respectively 
performance related remuneration 
annual bonus 
the annual bonus framework for executive directors for 2012 is as follows 
 target and maximum annual bonus opportunities of 50 per cent and 100 per cent respectively of base salary 70 per cent based 
on the underlying group proﬁt before tax and 30 per cent based on free cash ﬂow 
 50 per cent of bonus amounts will be deferred into share awards under the terms of the deferred share bonus plan vesting after 
three years 
based on the performance for 2012 against the underlying group proﬁt before tax and the free cash ﬂow targets set the committee 
determined that the chief executive ofﬁcer and the chief financial ofﬁcer have each achieved a bonus level of 68 per cent of their 
respective base salaries 50 per cent of which will be paid in cash in april 2013 and 50 per cent will be awarded in the form of nilcost 
options deferred for three years under the terms of the deferred share bonus plan 
under the deferred share bonus plan 50 per cent of executive director bonuses that would otherwise have been payable are delivered 
in the form of nilcost options to strengthen alignment with shareholders’ interests these awards will normally vest together with 
dividend equivalents in cash or shares after three years other key employees are also required to defer a proportion of their bonuses 
pursuant to the deferred share bonus plan 
the tyman long term incentive plan “ltip” 
the ltip provides for the grant of i performance shares or nilcost options andor ii fairmarket value options vesting on the 
satisfaction of stretching performance criteria over three years subject to individual and overall limits the remuneration committee 
currently intends that longterm incentive awards will be in the form of nilcost options however the remuneration committee retains 
the ﬂexibility to consider other forms of award such as fairmarket value options for future cycles as it is mindful that alternative forms 
of award remain prevalent in some of the geographies eg the us in which the company competes for senior executive management 
on 3 july 2012 the remuneration committee granted nil or nominal cost options over 1177263 ordinary shares in the company to 
around 32 senior managers executives and executive directors “2012 awards” in addition the remuneration committee intends to 
make further awards under the ltip in the period following the announcement of the company’s fullyear results “2013 awards” 
performance criteria 
the vesting of ltip awards are subject to stretching performance criteria set by the remuneration committee at the start of each 
performance period awards will vest together with dividends foregone based on threeyear cumulative underlying earnings per share “eps” 
the remuneration committee adopts a robust process to setting what it feels are stretching but achievable annual and longterm incentive 
performance targets performance targets are calibrated to be equivalent to at least “upper quartile” performance for awards to vest in full 
and take account of a number of reference points which reﬂect internal and external expectations including the latest internal forecasts 
broker forecasts for sector comparators eps performance zones used in comparator longterm incentives straightline proﬁt growth consistent 
with median and upper quartile returns over the next three to ﬁve years and broker forecast data for the company 
underlying eps is the performance measure that determines vesting of ltip awards as underlying eps is wellaligned with shareholder 
interests provides good lineofsight and is well understood in addition for 2012 awards granted to the executive directors to vest the 
committee must satisfy itself that the recorded underlying eps is a genuine reﬂection of the underlying performance of the company 
over the performance period having regard to the company’s total shareholder return performance during that time if the committee 
is not satisﬁed on this matter it may reduce the number of 2012 award shares that vest to the executive directors the remuneration 
committee is committed to reviewing the performance measures that determines vesting of ltip awards in advance of each ltip 
cycle 
there is an overarching principle that for awards to vest on underlying eps the remuneration committee must satisfy itself that the 
recorded underlying eps is a genuine reﬂection of the underlying business performance of the company over the performance period 
following the disposal of gall thomson in march 2012 and after consultation with institutional shareholders holding c 60 of the 
company’s issued share capital the committee amended the existing eps targets attached to the vesting of outstanding ltip cycles 
to broadly maintain the level of difﬁculty in a manner which supports the ongoing strategy the methodology employed by the 
committee involved restating the cumulative eps targets for the continuing operations based on the continuing operations 
percentage contribution to 2011 eps to capture the performance of the continuing business and then adjusting the resulting targets 
for an acceptable rate of return on the sale proceeds the resulting adjusted targets are summarised below 36
corporate governance
tyman plc
performance criteria 2010 awards 
the  performance criteria adjusted for the sale of gall thomson for vesting of 2010 awards is a threeyear cumulative underlying eps 
2011–13 performance range of 257p to 324p in summary if over the three ﬁnancial years 2011 to 2013 cumulative underlying eps is 
less than 257p no 2010 awards will vest 25 per cent of 2010 awards will vest for cumulative underlying eps of 257p rising on a 
straightline basis to full vesting for cumulative underlying eps of 324p or higher 
performance criteria 2011 awards 
the performance criteria adjusted for the sale of gall thomson for vesting of 2011 awards is a threeyear cumulative underlying eps 
2011–13 performance range of 275p to 342p in summary if over the three ﬁnancial years 2011 to 2013 cumulative underlying eps is 
less than 275p no 2011 awards will vest 25 per cent of 2011 awards will vest for cumulative underlying eps of 275p rising on a 
straightline basis to full vesting for cumulative underlying eps of 342p or higher 
performance criteria 2012 awards 
the performance criteria for vesting of 2012 awards is a threeyear cumulative underlying eps 2012–14 performance range of 33p to 
456p in summary if over the three ﬁnancial years 2012 to 2014 cumulative underlying eps is less than 33p no 2012 awards will vest 
25 per cent of 2012 awards will vest for cumulative underlying eps of 33p rising on a straightline basis to full vesting for cumulative 
underlying eps of 456p or higher 
dilution limit 
generally it is the intention that ltip awards will be satisﬁed through the transfer of existing shares by the company’s employees’ 
beneﬁt trust unless the remuneration committee in its discretion feels that a new issue of shares would be more appropriate in the 
event that ltip awards are satisﬁed through new issue shares the company will operate within the association of british insurers’ 
“abi” guideline dilution limit of 10 per cent in 10 years for all share based incentive schemes excluding awards to the former 
executive chairman granted in 2004 and 2008 expected dilution should not exceed the 10 per cent dilution limit even if the awards 
made to the former executive chairman are taken into account 
the remuneration committee has the ﬂexibility to operate outside the abi guideline of 5 per cent in 10 years dilution limit for 
discretionary share based incentive schemes to accommodate ltip awards for a broader employee population in managing dilution 
the company will nevertheless be mindful of the 5 per cent in 10 years guideline and will be prudent in managing the ﬂow rates 
keeping shareholders informed of actual and anticipated dilution levels over time the majority of the 2010 2011 and 2012 ltip 
awards are likely to be satisﬁed through the transfer of existing shares rather than the issue of new shares 
assuming that all performance targets are met in full the remuneration committee currently envisages that a maximum of 857500 
of the 2994263 shares subject to all the awards outstanding approximately 29 will be satisﬁed through new issue shares to ensure 
that local trusts tax and securities laws are complied with in certain overseas jurisdiction 
shareholding guidelines 
the remuneration committee has also adopted shareholding guidelines for executive directors executive directors will be expected to 
retain at least half of the shares vesting net of taxes under the deferred share bonus plan or the ltip until such time as a total 
personal shareholding equivalent to 100 per cent of base salary has been achieved the table below sets out the individual 
requirement and level of shareholding achieved for each executive director at 31 december 2012 
directors’ minimum shareholding
salary
1
£’000
value of
shareholding
2
£’000
minimum 
shareholding 
as  of salary
actual 
shareholding 
as  of salary
james brotherton 199 230 100  1 16 
louis eperjesi 261 223 100 86 
notes to directors’ minimum shareholding table above
1 base salary as at 31 december 2012
2 based on the closing price of a tyman plc ordinary share of £154 on 31 december 2012
awards to executive directors 
the number of shares awarded to the executive directors under the ltip for the 2012 awards are as follows
  2012 awards
james brotherton 153 1 93
louis eperjesi 201570
the 2012 awards are granted by reference to a percentage of base salary and ltip awards of performance shares or nilcost options 
will be restricted to a maximum of 100 per cent of base salary 
senior executives below the executive directors 
the policy and practice with regard to the remuneration of senior executives below the executive directors who are members of the 
tyman management committee is consistent with that for the executive directors these senior executives all have a signiﬁcant 
portion of their reward package linked to performance they all qualify for an annual bonus and are eligible for awards under the ltip 
and their ﬁnancial targets are the same as or cascaded from the targets for the executive directors the remuneration committee 
directors’ remuneration report continued 37 tyman plc annual report and accounts 2012
company overview business review corporate governance financial statements
reviews and approves the individual remuneration packages for the tyman management committee members and the company 
secretary in accordance with the overriding objectives of the group’s remuneration policy their individual performance is reviewed and 
their increases in base salary annual bonus payments and any ltip awards are subject to approval by the remuneration committee 
each year other senior employees below tyman management committee level are generally treated consistently with the executive 
directors and members of the tyman management committee with the exception that they may participate in local discretionary 
annual cash bonus plans 
summary of directors’ service contracts 
the following table shows details of the service contracts for executive directors who were in ofﬁce at 31 december 2012 
 
commencement 
date
notice 
period
james brotherton 200710 12 months
louis eperjesi 200710 12 months
for both executive directors their service contracts are terminable on 12 months’ notice to or from the company and contractual 
termination provisions are limited to salary and beneﬁts over the notice period payments are phased monthly and subject to 
mitigation in line with best practice 
the nonexecutive directors have letters of appointment which provide a notice period of one month 
 
commencement 
date
notice 
period
jamie pike 231109 1 month
les tench 171209 1 month
martin towers 171209 1 month
angelika westerwelle 301112 1 month
directors’ emoluments 
the remuneration payable to directors which has been audited by the company’s auditors in respect of the year ended 31 december 
2012 was as follows 
directors’ remuneration for the year 
ended 31 december note
salaryfees 
£’000
cash
bonus 
£’000
cash 
payments in 
lieu of pension 
and beneﬁts 
£’000
noncash 
beneﬁts 
£’000
total 
emoluments 
2012 
£’000
total 
emoluments 
2011 
£’000
james brotherton 1199 68 10 – 277 228
louis eperjesi 2261 89 53 1 404 338
jamie pike 100 – – – 100 96
les tench 40 – – – 40 36
martin towers 40 – – – 40 36
angelika westerwelle 33 – – – 3 –
total 643 157 63 1 864 734
notes to directors’ remuneration table above 
1 of the total bonus agreed by the committee in respect of james brotherton 50 will be paid in cash and is disclosed in the table above the other 50 will be deferred 
automatically into the deferred share bonus plan noncash beneﬁts consist of life assurance membership of a private medical expenses arrangement and permanent health 
insurance cover 
2 of the total bonus agreed by the committee in respect of louis eperjesi 50 will be paid in cash and is disclosed in the table above the other 50 will be deferred automatically 
into the deferred share bonus plan noncash beneﬁts consist of life assurance membership of a private medical expenses arrangement and permanent health insurance cover 
3 from appointment on 30 november 2012
louis eperjesi and james brotherton are not members of any of the company’s pension schemes 
deferred share bonus plan 
awards made under the deferred share bonus plan to executive directors are set out below 
deferred share bonus plan award date
market 
value at 
award date
shares over 
which deferred 
bonus awards 
granted after
the year end
1
normal 
vesting date expiry date
james brotherton 230311 £13265 68819 230314 230321
james brotherton 160312 £1227 17 580 160315 160322
louis eperjesi 230311 £13265 86880 230314 230321
louis eperjesi 16031 2 £1227 23 1 32 16031 5 160322
1 the number of shares awarded is calculated by dividing onehalf of the gross value of the bonus payable by the market value of a share market value means the average of the 
daily closing prices of a share over the ﬁve dealing days immediately preceding the award date awards are in the form of nilcost options and are granted for nil consideration  38
corporate governance
tyman plc
at the date of this report awards in respect of the executive directors’ annual bonus for 2012 had not been made but are expected 
to be made in the near future such that louis eperjesi receives an award over shares with a market value of £89060 and james 
brotherton receives an award over shares with a market value of £67686 both awards will carry a vesting date of march 2016
ltip
directors’ interests in awards made under the ltip are set out below
ltip award date
market 
value at 
award date
shares over 
which ltip 
awards held at 
1 jan 2012
shares over 
which ltip 
awards granted 
during the year
shares over 
which ltip 
awards held at 
31 dec 2012
normal 
vesting date expiry date
james brotherton 101210 £10375 150000 – 150000 230314 101220
james brotherton 060711 £12300 150000 – 150000 230314 060721
james brotherton 030712 £12950 – 153 1 93 153193 230315 030722
louis eperjesi 101210 £10375 200000 – 200000 230314 101220
louis eperjesi 060711 £12300 200000 – 200000 230314 060721
louis eperjesi 030712 £12950 – 201570 201570 230315 030722
awards are in the form of nilcost options and are granted for nil consideration
nonexecutive directors’ fees and chairman fees
nonexecutive directors 
the chairman of the board and the executive directors determine the remuneration of nonexecutive directors nonexecutive 
director fees are reviewed from time to time in light of the commitment and level of involvement that nonexecutive directors are 
required to devote to the activities of the board and its committees market practice and surveys by kepler associates nonexecutive 
directors do not participate in any bonus or share based incentive schemes 
during 2012 there were no increases to the levels of ned fees or committee fees the fees of the chairman were £100000 per year 
and the basic fees paid to the other nonexecutive directors were £35000 per year in addition the chairman of the remuneration 
committee mr tench was paid a fee of £5000 per year and the chairman of the audit committee mr towers was paid a fee of 
£5000 per year
shares 
the directors’ interests in ordinary shares beneﬁcially held of the company at the end of the ﬁnancial year were as follows
 
ordinary 
shares at 
31 dec 
2012
ordinary 
shares at 
31 dec 
2011
james brotherton 149191 149 191
louis eperjesi 145000 145000
jamie pike 405000 325000
les tench 93750 93750
martin towers 50277 50000
angelika westerwelle – –
dr westerwelle acquired 25000 ordinary shares in tyman plc on 31 january 2013 there have been no changes in the interest of the 
other directors in the share capital of the company since 31 december 2012
share price 
the market price of ordinary shares in tyman plc at 31 december 2012 was £154 and the range during the year was £113 to £17475 
by order of the board 
kevin o’connell 
company secretary 
12 march 2013 
directors’ remuneration report continued 39 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
independent auditors’ report to the members of t yman plc 
formerly lupus capital plc
we have audited the group ﬁnancial statements of tyman plc formerly lupus capital plc for the year ended 31 december 2012 which 
comprise the consolidated income statement the consolidated statement of comprehensive income the consolidated statement of 
changes in equity the consolidated balance sheet the consolidated cash ﬂow statement and the related notes the ﬁnancial reporting 
framework that has been applied in their preparation is applicable law and international financial reporting standards “ifrss” as 
adopted by the european union
respective responsibilities of directors and auditors
as explained more fully in the statement of directors’ responsibilities set out on page 32 the directors are responsible for the 
preparation of the ﬁnancial statements and for being satisﬁed that they give a true and fair view our responsibility is to audit and 
express an opinion on the ﬁnancial statements in accordance with applicable law and international standards on auditing uk and 
ireland those standards require us to comply with the auditing practices board’s ethical standards for auditors
this report including the opinions has been prepared for and only for the company’s members as a body in accordance with chapter 
3 of part 16 of the companies act 2006 and for no other purpose we do not in giving these opinions accept or assume responsibility 
for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly 
agreed by our prior consent in writing
scope of the audit of the ﬁnancial statements
an audit involves obtaining evidence about the amounts and disclosures in the ﬁnancial statements sufﬁcient to give reasonable 
assurance that the ﬁnancial statements are free from material misstatement whether caused by fraud or error this includes an 
assessment of whether the accounting policies are appropriate to the group’s circumstances and have been consistently applied and 
adequately disclosed the reasonableness of signiﬁcant accounting estimates made by the directors and the overall presentation of 
the ﬁnancial statements in addition we read all the ﬁnancial and nonﬁnancial information in the annual report and accounts to 
identify material inconsistencies with the audited ﬁnancial statements if we become aware of any apparent material misstatements 
or inconsistencies we consider the implications for our report
opinion on ﬁnancial statements 
in our opinion the group ﬁnancial statements 
 give a true and fair view of the state of the group’s affairs as at 31 december 2012 and of its proﬁt and cash ﬂows for the year then 
ended
 have been properly prepared in accordance with ifrss as adopted by the european union and 
 have been prepared in accordance with the requirements of the companies act 2006
opinion on other matter prescribed by the companies act 2006
in our opinion the information given in the directors’ report for the ﬁnancial year for which the group ﬁnancial statements are 
prepared is consistent with the group ﬁnancial statements
matters on which we are required to report by exception
we have nothing to report in respect of the following matters where the companies act 2006 requires us to report to you if in our 
opinion 
 certain disclosures of directors’ remuneration speciﬁed by law are not made or 
 we have not received all the information and explanations we require for our audit
other matter 
we have reported separately on the parent company ﬁnancial statements of tyman plc for the year ended 31 december 2012
simon o’brien senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors
london
12 march 2013
  40
financial statements
tyman plc
consolidated income statement
for the year ended 31 december 2012
  note
2012 
£’000
2011 
£’000
continuing operations
revenue 3 228753 216293
cost of sales 154023 145236
gross proﬁt 74730 71057
administrative expenses 95873 58730
operating lossproﬁt 21143 12327
analysed as
underlying
1 
operating proﬁt 3 23030 22223
property provision release 3 2021 1221
exceptional items 4 2574 552
amortisation of intangible assets 5 10754 10565
accelerated amortisation of intangible assets and impairment of intangible assets and goodwill 5 32866 –
operating lossproﬁt 21143 12327
finance income 7 276 287
finance costs 7 4785 9982
net ﬁnance costs 7 4509 9695
lossproﬁt before taxation 25652 2632
income tax credit 8 3700 6428
lossproﬁt for the year from continuing operations 21952 9060
discontinued operations
proﬁt for the year from discontinued operations 25 37374 6423
proﬁt for the year 15422 15483
basic lossearnings per share
from continuing operations 9 1693p 699p
from discontinued operations 9 2883p 495p
from proﬁt for the year 1190p 1194p
diluted lossearnings per share
from continuing operations 9 1693p 693p
from discontinued operations 9 2837p 491p
from proﬁt for the year 1144p 1184p
nongaap measure
basic earnings per share
underlying
1 
basic eps from continuing operations 9 1163p 964p
underlying
1 
basic eps from discontinued operations 9 2895p 511p
total underlying basic eps 4058p 1475p
underlying
1
 proﬁt before taxation from continuing operations 9 21494 17389
underlying
1
 proﬁt before taxation from discontinued operations 9 37225 9064
total underlying proﬁt before taxation 58719 26453
1 before amortisation of intangible assets deferred tax on amortisation of intangible assets impairment of intangible assets and goodwill exceptional items unwinding of discount 
on provisions amortisation of borrowing costs and the associated tax effect
the notes on pages 44 to 82 are an integral part of these consolidated ﬁnancial statements 41 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
consolidated statement of comprehensive income
for the year ended 31 december 2012
  note
2012
£’000
2011 
£’000
proﬁt for the year 15422 15483
other comprehensive lossincome
exchange differences on retranslation of foreign operations 8763 354
actuarial losses on deﬁned beneﬁt plans 20 2403 4699
effective portion of changes in value of cash ﬂow hedges 92 1228
tax on items included in other comprehensive income 8 820 1659
other comprehensive loss for the year net of tax 10254 2166
total comprehensive income for the year attributable to equity shareholders 5168 13317
  note
share 
capital 
£’000
share 
premium 
£’000
other 
reserves
1
£’000
treasury 
reserve 
£’000
hedging 
reserve 
£’000
translation 
reserve 
£’000
retained 
earnings 
£’000
total 
£’000
at 1 january 2011 6864 101 10389 6764 1925 33438 196472 238575
total comprehensive 
incomeloss – – – – 1228 354 12443 13317
proﬁt for the year – – – – – – 15483 15483
other comprehensive 
incomeloss – – – – 1228 354 3040 2166
transactions with owners – – – 250 – – 2424 2674
share based payments 22 – – – – – – 172 172
dividends paid 27 – – – – – – 2596 2596
purchase of treasury 
shares – – – 250 – – – 250
at 31 december 2011 6864 101 10389 7014 697 33084 206491 249218
total comprehensive 
lossincome – – 1469 – 92 8763 15308 5168
proﬁt for the year – – – – – – 15422 15422
disposal of subsidiary – – 1469 – – – 1469 –
other comprehensive 
incomeloss – – – – 92 8763 1583 10254
transactions with owners – – – 1147 – – 5350 6497
share based payments 22 – – – – – – 482 482
dividends paid 27 – – – – – – 5832 5832
purchase of treasury 
shares – – – 1147 – – – 1147
at 31 december 2012 6864 101 8920 8161 605 24321 216449 247889
1 other reserves are nondistributable capital reserves which arose on previous acquisitions
the notes on pages 44 to 82 are an integral part of these consolidated ﬁnancial statements
consolidated statement of changes in equity
for the year ended 31 december 2012 42
financial statements
tyman plc
tyman plc
company number 02806007
consolidated balance sheet
as at 31 december 2012
  note
2012  
£’000
2011  
£’000
assets    
noncurrent assets    
goodwill 10 184896 213678
intangible assets 11 73834 99047
property plant and equipment 12 29785 30461
deferred tax assets 19 9774 9618
    298289 352804
current assets    
inventories 13 27558 26586
trade and other receivables 14 27269 28235
cash and cash equivalents 15 35857 20426
    90684 75247
assets of disposal group classiﬁed as held for sale   – 21114
    90684 96361
total assets   388973 449165
liabilities    
current liabilities    
trade and other payables 16 32375 34638
current tax payable   1868 1976
interest bearing loans and borrowings 17 7521 12930
derivative ﬁnancial instruments 18 – 777
provisions 21 2456 1510
    44220 51831
noncurrent liabilities    
interest bearing loans and borrowings 17 63575 100235
derivative ﬁnancial instruments 18 605 –
deferred tax liabilities 19 11766 18941
employee beneﬁt liability 20 11230 9732
provisions 21 7513 14487
other payables  16 2175 1450
    96864 144845
liabilities of disposal group classiﬁed as held for sale   – 3271
total liabilities   141084 199947
net assets   247889 249218
equity    
capital and reserves attributable to equity holders of the company    
share capital 22 6864 6864
share premium   101 101
other reserves   8920 10389
treasury reserve   8161 7014
hedging reserve   605 697
translation reserve   24321 33084
retained earnings   216449 206491
total equity   247889 249218
the notes on pages 44 to 82 are an integral part of these consolidated ﬁnancial statements
the ﬁnancial statements on pages 40 to 43 were approved by the board on 12 march 2013 and signed on its behalf by
louis eperjesi
chief executive ofﬁcer
james brotherton
chief financial ofﬁcer 43 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
  note
2012 
£’000
2011  
£’000
cash ﬂows from operating activities
lossproﬁt before tax – continuing operations 25652 2632
lossproﬁt before tax – discontinued operations 25 379 8785
adjustments 28 50335 26335
movement in inventories 79 263
movement in trade and other receivables 2768 965
movement in trade and other payables 593 2830
provisions utilised 1911 1854
pension contributions 1010 1191
income tax paid 4862 1870
net cash inﬂow from operating activities 18775 30709
cash ﬂows from investing activities
payments to acquire property plant and equipment 5462 4384
payments to acquire intangible assets 1355 492
acquisition of subsidiary undertakings net of cash acquired 24 16726 10280
proceeds on disposal of subsidiary undertakings 26 67905 –
interest received 309 340
net cash inﬂowoutﬂow from investing activities 44671 14816
cash ﬂows from ﬁnancing activities
interest paid 4540 7011
dividends paid 27 5832 2596
purchase of treasury shares 1147 250
new bank loans raised – 112551
reﬁnancing costs paid – 2643
repayment of borrowings 39815 119621
repayment of capital element of ﬁnance leases – 10
net cash outﬂow from ﬁnancing activities 51334 19580
increasedecrease in cash and cash equivalents 12112 3687
effect of exchange rates on cash and cash equivalents 641 325
cash and cash equivalents at the beginning of the year 15 24386 27748
cash and cash equivalents at the end of the year 15 35857 24386
the notes on pages 44 to 82 are an integral part of these consolidated ﬁnancial statements
consolidated cash ﬂow statement
for the year ended 31 december 2012 44
financial statements
tyman plc
1 general information and basis of preparation
the group’s principal activities are the manufacture supply and distribution of building products tyman plc formerly lupus capital 
plc is the group’s ultimate parent company and it is incorporated and domiciled in england and wales at the address shown on 
page 88
the group’s shares are admitted to trading on aim a market of the london stock exchange
11 basis of preparation
the consolidated ﬁnancial statements of tyman plc have been prepared in accordance with international financial reporting 
standards as adopted by the european union “ifrss” as adopted by the “eu” the companies act 2006 applicable to companies 
reporting under ifrs and ifric interpretations
the principal accounting policies applied in the preparation of these consolidated ﬁnancial statements are set out below these policies 
have been consistently applied to all the years presented unless otherwise stated
the ﬁnancial statements are prepared under the historical cost convention except for the revaluation to fair value of certain ﬁnancial 
assets and liabilities including derivatives through proﬁt and loss as described in the accounting policies below
the preparation of ﬁnancial statements in conformity with ifrs requires the use of certain critical accounting estimates it also requires 
management to exercise its judgement in the process of applying the group’s accounting policies actual results could differ from 
those estimates
the directors have at the time of approving the ﬁnancial statements a reasonable expectation that the group have adequate 
resources to continue in operational existence for the foreseeable future thus they continue to adopt the going concern basis of 
accounting in preparing the ﬁnancial statements
12 new and amended standards adopted by the group
there were no standards interpretations and amendments adopted by the group since 1 january 2012 which had a material impact 
on the group’s consolidated results or ﬁnancial position
13 new standards and interpretations not yet adopted
the following standards interpretations and amendments to existing standards have been published and are mandatory for the 
group’s accounting periods beginning on or after 1 january 2013 and have not been applied in preparing these consolidated ﬁnancial 
statements none of these is expected to have a signiﬁcant effect on the consolidated ﬁnancial statements of the group
 amendments to ias 1 “presentation of ﬁnancial statements” regarding other comprehensive income effective 1 july 2012 the 
main change resulting from these amendments is a requirement for entities to group items presented in “other comprehensive 
income” oci on the basis of whether they are potentially reclassiﬁable to proﬁt or loss subsequently reclassiﬁcation adjustments 
the amendments do not address which items are presented in oci
 ias 19 “employee beneﬁts” effective 1 january 2013 the impact on the group will be to replace interest cost and expected return 
on plan assets with a net interest amount that is calculated by applying the discount rate to the net deﬁned beneﬁt liability the 
group has yet to assess the full impact of the amendments
 ifrs 13 “fair value measurement” effective 1 january 2013 ifrs 13 aims to improve consistency and reduce complexity by 
providing a precise deﬁnition of fair value and a single source of fair value measurement and disclosure requirements for use across 
ifrss the requirements do not extend the use of fair value accounting but provide guidance on how it should be applied where its 
use is already required or permitted by other standards within ifrss
there are no other ifrss or ifric interpretations that are not yet effective that would be expected to have a material impact on 
the group
2 summary of signiﬁcant accounting policies and basis of consolidation
21 basis of consolidation
the ﬁnancial statements consolidate the company and its subsidiary undertakings note 31 drawn up to 31 december each year the 
ﬁnancial statements of the subsidiaries are prepared to the same reporting date as the parent using consistent accounting policies
subsidiaries are all entities over which the group has the power to govern the ﬁnancial and operating policies generally accompanying 
a shareholding of more than one half of the voting rights the existence and effect of potential voting rights that are currently 
exercisable or convertible are considered when assessing whether the group controls another entity the group also assesses existence 
of control where it does not have more than 50 of the voting power but is able to govern the ﬁnancial and operating policies by virtue 
of defacto control defacto control may arise in circumstances where the size of the group’s voting rights relative to the size and 
dispersion of holdings of other shareholders give the group the power to govern the ﬁnancial and operating policies etc
notes to the ﬁnancial statements 45 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
subsidiaries are fully consolidated from the date on which control over ﬁnancial and operating policies is transferred to the group and 
continue to be consolidated until the date that such control ceases
all business combinations are accounted for using the acquisition method the cost of a business combination is measured as the 
aggregate of the fair values at the acquisition date of any assets given liabilities incurred or assumed including contingent liabilities 
and equity instruments issued by the group which includes the fair value of any asset or liability arising from a contingent consideration 
arrangement acquisition costs are expensed as incurred the identiﬁable assets and liabilities of the acquiree are measured initially at 
fair value at the acquisition date the excess of the cost of the business combination over the group’s interest in the net fair value of 
the identiﬁable assets including those of an intangible and tangible nature liabilities and contingent liabilities is recognised as 
goodwill
intercompany transactions balances income and expenses on transactions between group companies are eliminated proﬁts and 
losses resulting from intercompany transactions that are recognised in assets are also eliminated but are considered an impairment 
indicator of the underlying asset transferred accounting policies of subsidiaries have been changed where necessary to ensure 
consistency with the policies adopted by the group
22 principal accounting policies
the accounting policies set out below have been used to prepare the ﬁnancial statements
221 goodwill
goodwill arises on the acquisition of subsidiaries and represents the excess of the consideration transferred over the group’s interest in 
the net fair value of the identiﬁable assets liabilities and contingent liabilities of the acquiree
for the purpose of impairment testing goodwill acquired in a business combination is allocated to each of the cash generating units 
“cgus” or groups of cgus that is expected to beneﬁt from the synergies of the combination each unit or group of units to which the 
goodwill is allocated represents the lowest level within the entity at which the goodwill is monitored for internal management purposes 
goodwill is monitored at the operating segment level
goodwill impairment reviews are undertaken annually or more frequently if events or changes in circumstances indicate a potential 
impairment the carrying value of goodwill is compared to the recoverable amount which is the higher of value in use and the fair 
value less costs to sell any impairment is recognised immediately as an expense and is not subsequently reversed
222 intangible assets
intangible assets are stated at cost less accumulated amortisation and impairment on acquisition of group companies the group 
recognises any separately identiﬁable intangible assets separately from goodwill initially measuring the intangible assets at fair value
purchased intangible assets acquired through a business combination including purchased brands customer relationships trademarks 
and licences are initially measured at fair value and amortised on a straightline basis over their estimated useful economic lives as 
follows
 acquired brands – 5 to 20 years
 customer relationships – 9 to 15 years
 computer software – 3 to 4 years
the estimated useful lives of acquired intangible assets are reviewed whenever events or circumstances indicate that there has been a 
change in the expected pattern of consumption of the future economic beneﬁts embodied in the asset any amendments to the 
estimated useful lives of intangible assets are recorded as a change in estimate in the period the change occurred
223 property plant and equipment
property plant and equipment are stated at cost less accumulated depreciation and impairment cost includes expenditure that is 
directly attributable to the acquisition of the assets subsequent costs are included in the asset’s carrying value or recognised as a 
separate asset as appropriate only when it is probable that future economic beneﬁts associated with the speciﬁc asset will ﬂow to the 
group and the cost can be measured reliably repairs and maintenance costs are charged to the income statement during the ﬁnancial 
period in which they are incurred
freehold land is not depreciated depreciation is provided on all other property plant and equipment at rates calculated to write off the 
cost less estimated residual value of each asset on a straightline basis over its expected useful life at the following annual rates
 freehold land – not depreciated
 freehold buildings – 2 to 5
 plant and machinery – 75 to 33 46
financial statements
tyman plc
notes to the ﬁnancial statements continued
2 summary of signiﬁcant accounting policies and basis of consolidation continued
the carrying values of property plant and equipment are reviewed for impairment periodically if events or changes in circumstances 
indicate that the carrying value may not be recoverable the assets’ residual values useful lives and method of depreciation are 
reviewed and adjusted if appropriate at the end of each ﬁnancial year end
gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the income 
statement
224 impairment of assets
goodwill arising on business combinations is allocated to cashgenerating units equivalent to the reported operating segments the 
recoverable amount of the cashgenerating unit to which goodwill has been allocated is tested for impairment annually or more 
frequently when events or changes in circumstance indicate that it might be impaired goodwill that has been impaired previously 
cannot be reversed at a later date
the carrying values of property plant and equipment and intangible assets with ﬁnite lives are reviewed for impairment when events 
or changes in circumstance indicate the carrying value may be impaired if any such indication exists the recoverable amount of the 
asset is estimated in order to determine the extent of impairment loss
where purchased intangible assets are considered by the board of directors to have an indeﬁnite life they are not amortised but are 
subject to an impairment review on an annual basis or more frequently if necessary intangible assets not yet available for use are 
tested for impairment annually
an impairment review is performed by comparing the carrying value of the property plant and equipment intangible asset or cash 
generating units to which goodwill has been allocated with its recoverable amount being the higher of the fair value less costs to sell 
and value in use the fair value less costs to sell is the amount that could be obtained on disposal of the asset the value in use is 
determined by discounting using a pretax discount rate that reﬂects current market assessments of the time value of money and the 
risks speciﬁc to the asset the expected future cash ﬂows resulting from its continued use including those on ﬁnal disposal impairment 
losses are recognised in the income statement immediately where it is not possible to estimate the recoverable amount of an 
individual asset the group estimates the recoverable amount of the cashgenerating unit to which it belongs considerable 
management judgement is necessary to estimate discounted future cash ﬂows accordingly actual cash ﬂows could vary considerably 
from forecast cash ﬂows impairment reversals are permitted to property plant and equipment or intangible assets but not goodwill 
to the extent that the new carrying value does not exceed the amount it would have been if no impairment loss had been previously 
recognised
225 inventories
inventories are valued at the lower of cost and net realisable value cost includes cost of materials determined on a purchase cost basis 
direct labour and an appropriate proportion of manufacturing overheads based on normal levels of activity on a ﬁrst in ﬁrst out basis 
net realisable value is based on estimated selling prices less further costs expected to be incurred to completion and disposal
where necessary a provision is made to reduce cost to no more than net realisable value having regard to the nature and condition of 
inventory as well as its anticipated saleability
226 provisions
provisions are recognised when
 the group has a present legal or constructive obligation as a result of a past event
 it is probable that an outﬂow of resources will be required to settle the obligation and
 a reliable estimate can be made of the amount of the obligation
the amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the balance 
sheet date taking into account the risks and uncertainties surrounding the obligation where a provision is measured using the cash 
ﬂows estimated to settle the present obligation its carrying amount is the present value of those cash ﬂows using a pretax rate that 
reﬂects current market assessments of the time value of money and the risks speciﬁc to the obligation the increase in the provision 
due to the passage of time is recognised in the income statement within net ﬁnance costs
property related provisions comprise onerous leases and dilapidation costs provisions for onerous leases are recognised where the 
unavoidable cost exceeds the expected beneﬁt
restructuring provisions comprise lease termination penalties and employee termination payments a restructuring provision is 
recognised when the group has developed a detailed formal plan for the restructuring and has raised a valid expectation in those 
affected that it will carry out the restructuring by starting to implement the plan or announcing its main features to those affected by 
it the measurement of a restructuring provision includes only the direct expenditures arising from the restructuring which are those 
amounts that are both necessarily entailed by the restructuring and not associated with the ongoing activities of the entity 47 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
provisions for the expected cost of warranty obligations under local sale of goods legislation are recognised at the date of sale of the 
relevant products at the directors’ best estimate of the expenditure required to settle the group’s obligation
other provisions relate to the tax consequences of international intragroup transactions for which the ﬁscal authorities may be 
expected to adopt opposing treatments in respect of revenue and cost recognition other provisions are recognised at the date the 
international intragroup transactions occurred at the directors’ best estimate of the expenditure required to settle the group’s 
obligation
227 leases
where the group has substantially all the risks and rewards of ownership of an asset subject to a lease the lease is treated as a ﬁnance 
lease assets held under ﬁnance leases and similar contracts which confer the rights and obligations similar to those attached to owned 
assets are capitalised at the inception of the lease at the fair value or if lower the present value of the minimum lease payments 
lease payments are apportioned between the ﬁnance charges and reduction of the lease liability so as to achieve a constant rate of 
interest on the remaining balance of the liability finance charges are recognised in the income statement
assets held under ﬁnance lease are depreciated over the lower of the useful lives and the term of the lease
all other leases are treated as operating leases and rentals payable are charged to the income statement on a straightline basis over 
the lease term
228 employee beneﬁts
pension obligations
the group operates both deﬁned contribution and deﬁned beneﬁt schemes
the liability recognised in the balance sheet in respect of deﬁned beneﬁt pension plans is the present value of the deﬁned beneﬁt 
obligation at the end of the reporting period less the fair value of plan assets together with adjustments for unrecognised pastservice 
costs the deﬁned beneﬁt obligation is calculated annually by independent actuaries using the projected unit credit method
the present value of the deﬁned beneﬁt obligation is determined by discounting the estimated future cash outﬂows using interest rates 
of highquality corporate bonds that are denominated in the currency in which the beneﬁts will be paid and that have terms to 
maturity approximating to the terms of the related pension obligation in countries where there is no deep market in such bonds the 
market rates on government bonds are used
actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to equity 
in other comprehensive income in the period in which they arise
pastservice costs are recognised immediately in income unless the changes to the pension plan are conditional on the employees 
remaining in service for a speciﬁed period of time the vesting period in this case the pastservice costs are amortised on a straight
line basis over the vesting period
the operating and ﬁnancing costs of the pension schemes are charged to the income statement in the period in which they arise and 
are recognised separately the costs of past service beneﬁt enhancements settlements and curtailments are also recognised in the 
period in which they arise the net surplus or deﬁcit is presented with the other net assets on the balance sheet the related deferred 
tax is shown with the other deferred tax balances
for deﬁned contribution plans contributions are recognised as employee beneﬁt expense when they are due the group has no further 
payment obligations once the contributions have been paid prepaid contributions are recognised as an asset to the extent that a cash 
refund or a reduction in the future payments is available
other postemployment obligations
some group companies provide postretirement healthcare beneﬁts to their retirees the entitlement to these beneﬁts is usually 
conditional on the employee remaining in service up to retirement age and the completion of a minimum service period the expected 
costs of these beneﬁts are accrued over the period of employment using the same accounting methodology as used for deﬁned beneﬁt 
pension plans
actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to equity 
in other comprehensive income in the period in which they arise these obligations are valued annually by independent qualiﬁed 
actuaries 48
financial statements
tyman plc
notes to the ﬁnancial statements continued
2 summary of signiﬁcant accounting policies and basis of consolidation continued
termination beneﬁts
termination beneﬁts are payable when employment is terminated by the group before the normal retirement date or whenever an 
employee accepts voluntary redundancy in exchange for these beneﬁts the group recognises termination beneﬁts when it is 
demonstrably committed to a termination when the entity has a detailed formal plan to terminate the employment of current 
employees without possibility of withdrawal in the case of an offer made to encourage voluntary redundancy the termination beneﬁts 
are measured based on the number of employees expected to accept the offer beneﬁts falling due more than 12 months after the end 
of the reporting period are discounted to their present value
proﬁtsharing and bonus plans
the group recognises a liability and an expense for bonuses and proﬁtsharing based on a formula that takes into consideration the 
proﬁt attributable to the company’s shareholders after certain adjustments the group recognises a provision where contractually 
obliged or where there is a past practice that has created a constructive obligation
229 share based payments
the group operates an equitysettled share based remuneration scheme long term incentive plan “ltip” for certain employees 
under which the entity receives services from employees as consideration for equity instruments share options of the group
the fair value of the employee services received in exchange for the grant of options is expensed on a straightline basis over the 
vesting period based on the group’s estimate of shares that will eventually vest
the total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted excluding 
the impact of any nonmarket vesting conditions nonmarket vesting conditions are included in assumptions about the number of 
options that are expected to vest at each balance sheet date the entity revises its estimates of the number of options that are 
expected to vest with any changes in estimate recognised in the income statement with a corresponding adjustment in equity the 
fair value of awards granted under ltip is measured using a probability model to predict target eps levels
the proceeds received net of any directly attributable transaction costs are credited to share capital nominal value and share 
premium when the options are exercised
2210 financial assets and liabilities
financial assets and liabilities are recognised on the group’s balance sheet when the group becomes a party to the contractual 
provisions of the instrument and are generally derecognised when the contract that gives rise to it is settled sold cancelled or expires
loans and receivables
loans and receivables are nonderivative ﬁnancial assets with ﬁxed or determinable payments that are not quoted in an active market 
they are included in current assets except for maturities greater than 12 months after the end of the reporting period these are 
classiﬁed as noncurrent assets the group’s loans and receivables comprise “trade and other receivables” and “cash and cash 
equivalents” in the balance sheet
trade receivables
trade receivables are amounts due from customers for goods sold in the ordinary course of business if collection is expected in one 
year or less or in the normal operating cycle of the business if longer they are classiﬁed as current assets if not they are presented as 
noncurrent assets
trade receivables are recognised initially at fair value plus transaction costs and subsequently measured at amortised cost using the 
effective interest rate method less appropriate allowances for estimated irrecoverable amounts
provision against trade receivables is made when there is objective evidence that the group will not be able to collect all amounts due 
to it in accordance with the original terms of those receivables the amount of the writedown is determined as the difference between 
the carrying amount and present value of estimated future cash ﬂows
cash and cash equivalents
in the consolidated statement of cash ﬂows and balance sheet cash and cash equivalents includes cash in hand deposits held at call 
with banks other shortterm highly liquid investments with original maturities of three months or less and bank overdrafts
financial liabilities held at amortised cost
financial liabilities held at amortised cost include trade payables accruals other payables and interest bearing loans and borrowings
trade payables
trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers 
accounts payable are classiﬁed as current liabilities if payment is due within one year or less or in the normal operating cycle of the 
business if longer if not they are presented as noncurrent liabilities 49 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method
interest bearing loans and borrowings
interest bearing loans and borrowings are recognised initially at fair value net of transaction costs incurred interest bearing loans and 
borrowings are subsequently carried at amortised cost using the effective interest method
2211 derivative ﬁnancial instruments and hedging activities
derivative ﬁnancial instruments are initially recognised at fair value on the date on which a derivative contract is entered into and 
are subsequently remeasured at fair value derivatives are carried as assets when fair value is positive and as liabilities when fair value 
is negative
the group designates certain derivatives as either
 hedges of a particular risk associated with a recognised asset or liability or a highly probable forecast transaction cash ﬂow 
hedge or
 hedges of a net investment in a foreign operation net investment hedge
for those instruments designated as hedges the group documents at the inception of the transaction the relationship between 
hedging instruments and hedged items this documentation identiﬁes the hedging instrument the hedged item or transaction 
the nature of the risk being hedged and how effectiveness will be measured throughout its duration such hedges are expected at 
inception to be highly effective
for derivatives that do not qualify for hedge accounting any gains or losses arising from changes in fair value are recognised 
immediately in the income statement
cash ﬂow hedges
cash ﬂow hedges comprise derivative ﬁnancial instruments designated in a hedging relationship to manage interest rate risk to which 
the cash ﬂows of certain liabilities are exposed the effective portion of changes in the fair value of the derivative that is designated 
and qualiﬁes for hedge accounting is recognised in other comprehensive income the ineffective portion is recognised immediately in 
the income statement amounts accumulated in equity are reclassiﬁed to the income statement in the period in which the hedged item 
affects proﬁt or loss however where a forecasted transaction results in a nonﬁnancial asset or liability the accumulated fair value 
movements previously deferred in equity are included in the initial cost of the asset or liability
for all other cash ﬂow hedges the gains or losses that are recognised in other comprehensive income are transferred to the income 
statement in the same year in which the hedged ﬁrm commitment affects the net proﬁt and loss
investments in foreign operations
a foreign currency exposure arises from net investments in group entities whose functional currency differs from the group’s 
presentation currency the group uses foreign currency loans to hedge foreign currency risk this translation risk does not give rise to 
a cash ﬂow exposure its impact only arises from the translation of the net investment in the group’s presentation currency
hedges of net investments in foreign operations are accounted for similarly to cash ﬂow hedges any gain or loss on the hedging 
instrument relating to the effective portion of the hedge is recognised in other comprehensive income the gain or loss relating to 
the ineffective portion is recognised in the income statement gains and losses accumulated in equity are included in the income 
statement when the foreign operation is partially disposed of or sold
2212 share capital
ordinary shares are classiﬁed as equity
where any group company purchases the company’s equity share capital treasury shares the consideration paid including any 
directly attributable incremental costs net of income taxes is deducted from equity attributable to the company’s equity holders 
until the shares are cancelled or reissued
where such shares are subsequently sold or reissued any consideration received net of any directly attributable incremental 
transaction costs and the related income tax effects is included in equity attributable to the company’s equity holders
2213 segment reporting
the group’s operations are divided into three product segments amesbury grouphomesafe and schlegel international which is 
consistent with the segments identiﬁed in internal reports which are reviewed by the chief operating decision makers deﬁned as the 
board of directors a product segment is a component of the group that is engaged in providing a group of related products and is 
subject to risks and returns that are different from those of the other segments ifrs 8 also requires disclosure of information on 
geographical areas with the group’s system of internal reporting to key operating decision makers serving as a starting point 50
financial statements
tyman plc
notes to the ﬁnancial statements continued
2 summary of signiﬁcant accounting policies and basis of consolidation continued
2214 revenue
revenue is recognised to the extent that it is probable that future economic beneﬁts will ﬂow to the group and when the amount of 
revenue can be reliably measured revenue is measured at the fair value of the consideration received or receivable and represents 
amounts receivable for goods supplied stated net of discounts returns and value added taxes as such revenue from the sale of goods 
is recognised when the risks and rewards of ownership of the goods have been substantially transferred to the buyer usually on 
dispatch of the goods
2215 current and deferred taxation
income tax expense represents the sum of the current tax and deferred tax the tax currently payable is based on taxable proﬁt for the 
year taxable proﬁt differs from net proﬁt as reported in the income statement because it excludes items of income or expense that are 
taxable or deductible in other years and it further excludes items that are never taxable or deductible the group’s liability for current 
tax is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date in the countries where the 
company and its subsidiaries operate and generate taxable income
deferred income tax is the tax expected to be payable or recoverable on differences between the carrying amount of assets and 
liabilities in the ﬁnancial statements and the corresponding tax basis used in the computation of taxable proﬁt and is accounted for 
using the balance sheet liability method
deferred income tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to 
the extent that it is probable that taxable proﬁts will be available against which deductible temporary differences can be utilised such 
assets and liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial 
recognition other than in a business combination of other assets and liabilities in a transaction that affects neither the taxable proﬁt 
or loss nor the accounting proﬁt
deferred income tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates 
and interests in joint ventures except where the group is able to control the reversal of the temporary difference and it is probable that 
the temporary difference will not reverse in the foreseeable future
the carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no 
longer probable that sufﬁcient taxable proﬁt will be available to allow all or part of the asset to be recovered
deferred income tax is calculated at the tax rates that have been enacted or substantively enacted at the balance sheet dates and that 
are expected to apply in the period when the liability is settled or the asset realised deferred tax is charged or credited to proﬁt or loss 
except when it relates to items charged or credited directly to other comprehensive income in which case the deferred tax is also dealt 
with in other comprehensive income
deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current 
tax liabilities and when they relate to income taxes levied by the same taxation authority and where the intention is to settle the 
balances on a net basis
2216 exceptional items
where certain income or expense items recorded in the period are material by their size or incidence the group reﬂects such items as 
exceptional items within a separate line on the income statement except for those exceptional items that relate to net ﬁnance costs 
and tax
separate presentation of exceptional items provides an improved understanding of the elements of ﬁnancial performance in the year 
so as to facilitate comparison with prior periods and to assess trends in ﬁnancial performance
exceptional items as disclosed in note 4 include oneoff redundancy and restructuring costs and transactions costs associated with 
merger and acquisition activity
2217 foreign currency translation
functional and presentation currency
items included in the ﬁnancial statements of each of the group’s entities are measured using the currency of the primary economic 
environment in which the entity operates the functional currency the consolidated ﬁnancial statements are presented in pounds 
sterling which is the functional currency of the company and the presentation currency of the group 51 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
transactions and balances
foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the 
transactions foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at 
yearend exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement 
except when deferred in other comprehensive income as qualifying cash ﬂow hedges and qualifying net investment hedges these are 
recognised directly in equity other than the ineffective element until the disposal of the net investment at which time they are 
recognised in the income statement
group companies
on consolidation assets and liabilities of group companies denominated in foreign currencies are translated into sterling at the 
exchange rate prevailing at the balance sheet date income and expense items are translated into sterling at the average rates 
throughout the year
exchange differences arising on the translation of opening net assets of group companies together with differences arising from the 
translation of the net results at average or actual rates to the exchange rate prevailing at the balance sheet date are taken to other 
comprehensive income on disposal of a foreign entity the cumulative translation differences recognised in other comprehensive 
income relating to that particular foreign operation are recognised in the income statement as part of the gain or loss on disposal
2218 discontinued operations and noncurrent assets held for sale
noncurrent assets and all assets and liabilities classiﬁed as held for sale are measured at the lower of carrying value and fair value less 
costs to sell
noncurrent assets and all assets and liabilities or disposal groups are classiﬁed as held for sale if their carrying value will be recovered 
through a sale transaction rather than through continuing use this condition is met only when a sale is highly probable the asset or 
disposal group is available for immediate sale in its present condition and management is committed to the sale which is expected to 
qualify for recognition as a completed sale within one year from the date of classiﬁcation
2219 nongaap measure accounting policy
the directors believe that the “underlying” proﬁt and earnings per share measures provide additional useful information to 
shareholders on the underlying performance of the business these measures are consistent with how business performance is 
measured internally the adjusted proﬁt before tax measure is not recognised under ifrs and may not be comparable with 
“underlying” proﬁt measures used by other companies the adjustments made to reported proﬁt before tax is to include the following
 exceptional income and charges – these are largely oneoff in nature and therefore create volatility in reported earnings
 amortisation and impairment of intangible items amortisation of borrowing costs unwinding of discount on provisions – these are 
noncash in nature and the events giving rise to them are expected to be infrequent
2220 critical accounting estimates and judgements
in the application of the group’s accounting policies the directors are required to make judgements estimates and assumptions about 
the carrying amounts of assets and liabilities that are not readily apparent from other sources the estimates and associated 
assumptions are based on historical experience and other factors including expectations of future events that are believed to be 
reasonable under the circumstances actual results may differ from these estimates
the estimates and underlying assumptions are reviewed on an ongoing basis revisions to accounting estimates are recognised in the 
period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the 
revision affects both current and future periods
critical judgements in applying the group’s accounting policies
the following areas represent the key judgements made by management in order to facilitate the preparation of the group’s ﬁnancial 
statements
taxation
the group is subject to taxation in numerous jurisdictions judgement is required in determining the worldwide provision for income 
taxes as there are transactions for which the ultimate tax determination is uncertain the amounts provided are accrued based on 
management’s interpretation of countryspeciﬁc tax laws and the likelihood of settlement which may differ from actual liabilities this 
could have an adverse impact on the results and the net position of the group note 8
impairment reviews and discount rates
the group tests intangible assets and goodwill for impairment in accordance with the stated accounting policy the value in use 
calculations requires the use of estimates of future growth and assessment of appropriate discount rates future events could result in 
the assumptions used in the impairment reviews to change with a resultant adverse impact on the results and net position of the 
group details of estimates used and sensitivities in the impairment reviews are set out in note 10 52
financial statements
tyman plc
notes to the ﬁnancial statements continued
2 summary of signiﬁcant accounting policies and basis of consolidation continued
exceptional items
exceptional items are expense or income items recorded in a period which have been determined by management as being material by 
their size or incidence and are presented separately within the results of the group the determination of which items are disclosed as 
exceptional will affect the presentation of proﬁt measures including ebita and adjusted earnings per share and requires a degree of 
judgement details regarding exceptional items reported during the year are set out in note 4
key sources of estimation uncertainty
the preparation of ﬁnancial statements requires management to make judgements estimates and assumptions the key assumptions 
concerning the future and other key sources of estimation uncertainty at the balance sheet date that have a signiﬁcant risk of causing 
material adjustment to the carrying amounts of assets and liabilities within the next ﬁnancial year are discussed below
impairment of goodwill and other intangible assets
there are a number of assumptions management have considered in performing impairment reviews of goodwill and intangible assets 
in determining whether goodwill is impaired an estimation of value in use of the cashgenerating units to which goodwill has been 
allocated has been prepared the value in use calculation requires the directors to estimate the future cash ﬂows expected to arise 
from the cashgenerating unit and a suitable discount rate in order to calculate present value note 10
provisions
provisions are measured at the directors’ best estimate of the expenditure required to settle the obligation at the balance sheet date 
and are discounted to present value where the effect is material note 21
valuation of ﬁnancial instruments at fair value
management makes a number of assumptions with regards to the models used to value ﬁnancial instruments at their fair value at year 
end valuation techniques commonly used by market practitioners are applied for derivative ﬁnancial instruments assumptions are 
made based on quoted market rates adjusted for speciﬁc features of the instrument note 18
intangible assets acquired in a business combination
on acquisition of group companies the group recognises any separately identiﬁable intangible assets from goodwill initially 
measuring each group of intangible assets at fair value groups of intangible assets will include purchased brands customer 
relationships trademarks and licences the determination of fair value requires the directors to estimate the useful economic life of 
each asset and the future cash ﬂows expected to arise from each asset and to apply a suitable discount rate note 11
inventories
inventories are stated at the lower of cost and net realisable value with due allowance for excess obsolete or slowmoving items net 
realisable value is based on current assessments of future demand market conditions and new product development initiatives should 
demand for the group’s products decline further during the next ﬁnancial year as a result of the current economic downturn additional 
allowances may be necessary in respect of excess or slowmoving items note 13
deﬁned beneﬁt pension and postretirement beneﬁt schemes
the beneﬁt obligation is calculated using a number of assumptions including future salary increases increases to pension beneﬁts 
mortality rates and in the case of postemployment medical beneﬁts the expected rate of increase in medical costs the present value 
of the beneﬁt obligation is calculated by discounting the beneﬁt obligation using market yields on highquality corporate bonds at the 
balance sheet date the plan assets consist largely of listed securities and their fair values are subject to ﬂuctuation in response to 
changes in market conditions effects of changes in the actuarial assumptions underlying the beneﬁt obligation effects of changes in 
the discount rate applicable to the beneﬁt obligation and effects of differences between the expected and actual return on the plan 
assets are classiﬁed as actuarial gains and losses and are recognised directly in equity further actuarial gains and losses will be 
recognised during the next ﬁnancial year an analysis of the assumptions that will be used by management to determine the cost of 
deﬁned beneﬁt plans that will be recognised in the income statement in the next ﬁnancial year is presented in note 20
deferred tax assets
estimation is required of temporary differences between the carrying amount of assets and liabilities and their tax base deferred tax 
liabilities are recognised for all taxable temporary differences but where deductible temporary differences exist management’s 
judgement is required as to whether a deferred tax asset should be recognised based on the availability of future taxable proﬁts it is 
possible that the deferred tax assets actually recoverable may differ from the amounts recognised if actual taxable proﬁts differ from 
management’s estimates note 19 53 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
3 segmental analysis
the following tables present group revenue and proﬁt and certain assets and liability information regarding the group’s product 
segments which have been generated using group accounting policies with no differences of measurement applied
during the year the group restructured its united kingdom and international divisions establishing separate management teams for 
each division these organisational changes together with the acquisitions and disposals impacted how the segments are identiﬁed 
measured and reported consequently the group has changed its reporting segments to reﬂect the manner in which performance is 
evaluated and resources allocated the group now has three reporting segments namely amesbury grouphomesafe and schlegel 
international each segment broadly represents the group’s geographical focus being the us uk and international operations 
respectively apart from the group’s ukbased sealing division which has been included as part of the schlegel international segment
during 2012 the group disposed of its oil services and composite doors businesses refer to notes 25 and 26 included as part of 
discontinued operations in the analysis below
segment revenues and results
  continuing operations
discontinued 
operations  
year ended 31 december 2012
amesbury 
£’000
grouphomesafe
£’000
schlegel 
international 
£’000
total
£’000
united 
kingdom 
£’000
total 
£’000
revenue 118600 73345 36808 228753 11269 240022
result
underlying operating proﬁtloss 11578 8972 2480 23030 197 22833
property provision release 2021 – 2021
total operating proﬁtloss before exceptional items amortisation 
of intangible assets and impairment of intangible assets 25051 197 24854
exceptional items note 4 2574 215 2789
amortisation of intangible assets note 5 10754 – 10754
accelerated amortisation of intangible assets and impairment of 
intangible assets and goodwill note 5 32866 – 32866
operating loss 21143 412 21555
net ﬁnance costsincome 4509 33 4476
loss before tax 25652 379 26031
tax note 8 3700 364 4064
loss after tax 21952 15 21967
proﬁt on disposal of discountinued operations – 37389 37389
lossproﬁt for the year 21952 37374 15422
other segment information
cost of goods sold 83555 48961 21507 154023 9508 163531
depreciation 2779 1274 838 4891 194 5085
included within schlegel international segment are revenues attributable to the united kingdom of £5483000
no revenue from any single customer exceeds 5 of total revenue from continuing operations 54
financial statements
tyman plc
notes to the ﬁnancial statements continued
3 segmental analysis continued
segment assets and liabilities
  continuing operations
discontinued 
operations  
year ended 31 december 2012
amesbury 
£’000
grouphomesafe
£’000
schlegel 
international 
£’000
total 
£’000
united 
kingdom 
£’000
total
£’000
segment assets
total segment assets 213676 119113 37515 370304 – 370304
unallocated segment assets 2567 – 2567
unallocated group assets 16102
consolidated total assets 388973
segment liabilities
total segment liabilities 30127 25702 8818 64647 – 64647
unallocated segment liabilities 71960 – 71960
unallocated group liabilities 4477
consolidated total liabilities 141084
noncurrent assets
1
176639 87397 24479 288515 – 288515
other segment information
employee beneﬁt liability 11230 – – 11230 – 11230
goodwill allocation 107375 61910 15611 184896 – 184896
intangible asset allocation 50542 20794 2498 73834 – 73834
capital expenditure
– property plant and equipment 3681 859 777 5317 145 5462
– intangible assets 1118 122 115 1355 – 1355
1 noncurrent assets exclude amounts relating to deferred tax assets
noncurrent assets of the schlegel international segment include £3460000 attributable to the united kingdom
comparative information
segment revenues and results
  continuing operations
discontinued 
operations  
year ended 31 december 2011
amesbury 
£’000
grouphomesafe
£’000
schlegel 
international 
£’000
total 
£’000
united 
kingdom 
£’000
total 
£’000
revenue 105370 70656 40267 216293 33167 249460
result
underlying operating proﬁt 10779 8154 3290 22223 9011 31234
property provision release 1221 – 1221
total operating proﬁt before exceptional items and amortisation 
of intangible assets 23444 9011 32455
exceptional items note 4 552 278 830
amortisation of intangible assets note 5 10565 1 10566
operating proﬁt 12327 8732 21059
net ﬁnance costsincome 9695 53 9642
proﬁt before tax 2632 8785 11417
tax note 8 6428 2362 4066
proﬁt after tax 9060 6423 15483
other segment information
cost of goods sold 73423 49019 22794 145236 18489 163725
depreciation 2645 1362 923 4930 373 5303
included within the schlegel international segment are revenues attributable to the united kingdom of £5956000
no revenue from any single customer exceeds 5 of total revenue from continuing operations 55 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
segment assets and liabilities
  continuing operations
discontinued 
operations  
year ended 31 december 2011
amesbury 
£’000
grouphomesafe
£’000
schlegel 
international 
£’000
total
£’000
united 
kingdom 
£’000
total
£’000
segment assets
total segment assets 222360 147161 54282 423803 21114 444917
unallocated segment assets 2616 – 2616
unallocated group assets 1632
consolidated total assets 449165
segment liabilities
total segment liabilities 35051 31713 9354 76118 3271 79389
unallocated segment liabilities 115281 – 115281
unallocated group liabilities 5277
consolidated total liabilities 199947
noncurrent assets
1
186964 115195 41027 343186 11849 355035
other segment information
employee beneﬁt liability 9732 – – 9732 – 9732
goodwill allocation 94622 91407 27649 213678 11421 225099
intangible asset allocation 74078 18191 6778 99047 35 99082
capital expenditure
– property plant and equipment 2588 1025 516 4129 255 4384
– intangible assets 350 69 37 456 36 492
1 noncurrent assets exclude amounts relating to deferred tax assets
noncurrent assets of the schlegel international segment include £3979000 attributable to the united kingdom
4 exceptional items
continuing operations discontinued operations total
2012
£’000
2011
£’000
2012
£’000
2011
£’000
2012
£’000
2011
£’000
redundancy and restructuring costs 1825 535 215 278 2040 813
transaction costs associated with ma activity 966 282 – – 966 282
other 217 265 – – 217 265
2574 552 215 278 2789 830
5 operating lossproﬁt
operating lossproﬁt is stated after charging the following
  continuing operations discontinued operations total
 
2012 
£’000
2011 
£’000
2012 
£’000
2011
£’000
2012 
£’000
2011 
£’000
depreciation of property plant and equipment 4891 4930 194 373 5085 5303
amortisation of intangible assets 10754 10565 – 1 10754 10566
amortisation of intangible assets – accelerated basis 12566 – – – 12566 –
impairment of intangible assets 9570 – – – 9570 –
impairment of goodwill 10730 – – – 10730 –
operating lease rentals 4598 3492 327 959 4925 4451
foreign exchange loss 318 455 – – 318 455
the analysis of auditor’s remuneration is as follows
group
2012 
£’000
2011 
£’000
audit of company 99 90
audit of subsidiaries 344 378
total audit 443 468
other assurance services – 25
other nonaudit services not covered above 104 12
total fees 547 505 56
financial statements
tyman plc
notes to the ﬁnancial statements continued
6 employees
number of employees
the average monthly number of employees including directors of the group during the ﬁnancial year was
  continuing operations discontinued operations total
  2012 2011 2012 2011 2012 2011
administration 219 207 11 25 230 232
sales 166 161 12 27 178 188
operations 1486 1374 123 198 1609 1572
1871 1742 146 250 2017 1992
the number of employees including directors of the group as at 31 december was
  continuing operations discontinued operations total
  2012 2011 2012 2011 2012 2011
administration 236 197 – 24 236 221
sales 175 158 – 22 175 180
operations 1477 1319 – 212 1477 1531
1888 1674 – 258 1888 1932
employment costs
employment costs of these employees during the year were as follows
  continuing operations discontinued operations total
 
2012 
£’000
2011 
£’000
2012 
£’000
2011
£’000
2012 
£’000
2011 
£’000
wages and salaries 53202 48181 3395 6595 56597 54776
social security costs 5389 5914 175 605 5564 6519
pension costs – deﬁned contribution schemes 1450 1746 55 184 1505 1930
pension costs – deﬁned beneﬁt schemes 569 639 – – 569 639
share based payments 482 172 – – 482 172
61092 56652 3625 7384 64717 64036
directors’ remuneration
the remuneration payable to directors considered to be the group’s key management personnel was as follows
 
2012 
£’000
2011 
£’000
shortterm employee beneﬁts 864 734
share based payments 180 54
1044 788
full details of individual directors’ remuneration are given in the remuneration report on pages 34 to 38
7 finance income and costs
finance income and costs from continuing operations
 
2012 
£’000
2011 
£’000
finance income
bank interest receivable 276 287
finance costs
interest payable on bank loans and overdraft 3620 6205
amortisation of borrowing costs 681 3148
ineffective portion of changes in value of cash ﬂow hedges 80 8
unwinding of discount on provisions 271 492
pension scheme and other ﬁnance costs 293 129
4785 9982
net ﬁnance costs 4509 9695 57 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
8 taxation
81 tax on proﬁt on ordinary activities
  continuing operations discontinued operations total
 
2012 
£’000
2011 
£’000
2012 
£’000
2011
£’000
2012 
£’000
2011 
£’000
current taxation       
uk corporation tax expensecredit 1388 647 275 2439 1113 1792
foreign tax expense 2671 3168 – – 2671 3168
current income tax expensecredit 4059 2521 275 2439 3784 4960
adjustments in respect of prior years 401 – – – 401 –
exceptional adjustments in respect of prior years – 3767 – – – 3767
total current taxation 4460 1246 275 2439 4185 1193
deferred taxation       
origination and reversal of temporary differences 6522 1842 87 11 6609 1853
adjustment due to deferred tax rate change 1200 2137 2 – 1202 2137
adjustments in respect of prior years – – – 66 – 66
exceptional adjustments in respect of prior years 438 1203 – – 438 1203
total deferred taxation 8160 5182 89 77 8249 5259
income tax creditexpense in the income statement 3700 6428 364 2362 4064 4066
tax credit relating to components of other comprehensive income 
is as follows       
deferred tax credit on actuarial gains and losses 820 1659 – – 820 1659
income tax credit in the statement of comprehensive income 820 1659 – – 820 1659
total current taxation 4460 1246 275 2439 4185 1193
total deferred taxation 8980 6841 89 77 9069 6918
total taxation 4520 8087 364 2362 4884 5725
the standard rate of corporation tax in the uk changed from 26 to 24 with effect from 1 april 2012 accordingly the group’s uk 
proﬁts for this accounting period are taxed at an effective rate of 245 2011 265 the tax rate of 23 was substantively enacted 
in july 2012 and uk deferred tax assets and liabilities have been provided at this rate
taxation for other jurisdictions is calculated at rates prevailing in the respective jurisdictions
exceptional adjustments in respect of prior periods arose from the clariﬁcation with the tax authorities of the tax treatment of 
provisions mainly those originally made at the time of the schlegel acquisition in 2006 and the lss acquisition in 2007
82 reconciliation of the total tax charge
the tax assessed for the year differs from the standard rate of tax in the uk of 245 2011 265 the differences are explained below
  continuing operations discontinued operations total
 
2012 
£’000
2011 
£’000
2012 
£’000
2011
£’000
2012 
£’000
2011 
£’000
lossproﬁt before taxation 25652 2632 37010 8785 11358 11417
rate of corporation tax in the uk of 245 2011 265 6285 697 9067 2328 2782 3025
effects of       
expenses not deductibleincome not taxable for tax purposes 3170 499 9429 100 6259 399
overseas tax rate differences 652 481 – – 652 481
adjustment due to deferred tax rate change 1200 2137 2 – 1202 2137
adjustment in respect of prior years 37 4970 – 66 37 5036
income tax creditexpense in the income statement 3700 6428 364 2362 4064 4066 58
financial statements
tyman plc
notes to the ﬁnancial statements continued
9 earnings per share
 
2012 
£’000
2011 
£’000
lossproﬁt for the year – continuing operations 21952 9060
proﬁt for the year – discontinued operations 37374 6423
15422 15483
basic lossearnings per share
from continuing operations 1693p 699p
from discontinued operations 2883p 495p
1190p 1194p
diluted lossearnings per share
from continuing operations 1693p 693p
from discontinued operations 2837p 491p
1144p 1184p
basic earnings per share amounts are calculated by dividing net proﬁt for the year attributable to ordinary equity holders by the 
weighted average number of ordinary shares outstanding during the year
diluted earnings per share amounts are calculated by dividing the net proﬁt attributable to ordinary equity holders by the weighted 
average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be 
issued on the conversion of all the dilutive potential ordinary shares into ordinary shares there is no difference between the basic and 
diluted loss per share for 2012 as the effect of all potentially dilutive ordinary shares outstanding was antidilutive
the weighted average number of shares was
 
2012 
’000
2011 
’000
weighted average number of shares including treasury shares 137287 137287
treasury shares 7643 7580
weighted average number of shares – basic 129644 129707
effect of dilutive potential ordinary shares – ltip awards and options 2108 1011
weighted average number of shares – diluted 131752 130718
nongaap measure
underlying earnings per share from continuing operations before exceptional items
the group presents an underlying earnings per share ﬁgure which excludes the impact of exceptional items amortisation and 
accelerated amortisation of intangible assets impairment of intangible assets and goodwill noncash ﬁnance costs and certain 
nonrecurring items underlying earnings per share has been based on underlying earnings for each ﬁnancial year and on the same 
weighted average number of shares in issue as the earnings per share calculation
underlying proﬁt after taxation from continuing operations is derived as follows
 
2012 
£’000
2011 
£’000
lossproﬁt before taxation from continuing operations 25652 2632
exceptional costs 2574 552
amortisation of intangible assets 10754 10565
amortisation of intangible assets – accelerated basis 12566 –
impairment of intangible assets 9570 –
impairment of goodwill 10730 –
unwinding discount on provisions 271 492
amortisation of borrowing costs 681 3148
underlying proﬁt before taxation from continuing operations 21494 17389
income tax credit 3700 6428
add back adjustment due to tax rate change 1200 2137
add back exceptional prior year tax adjustments 438 4970
add back tax effect on exceptional costs and amortisation of intangible assets 8477 4211
underlying proﬁt after taxation from continuing operations 15079 12499
property provision release 2021 1221
tax effect on property provision release 495 324
underlying proﬁt after taxation from continuing operations before property provision release 13553 11602 59 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
underlying proﬁt after taxation from discontinued operations is derived as follows
 
2012 
£’000
2011 
£’000
proﬁt before taxation from discontinued operations 37010 8785
exceptional costs 215 278
amortisation of intangible assets – 1
underlying proﬁt before taxation from continuing operations 37225 9064
income tax creditexpense 364 2362
add back adjustment due to tax rate change 2 –
add back tax effect on exceptional costs and amortisation of intangible assets 53 74
underlying proﬁt after taxation from discontinued operations 37534 6628
underlying earnings per share is summarised as follows
  2012 2011 
basic earnings per share
from continuing operations 1163p 964p
from discontinued operations 2895p 511p
4058p 1475p
diluted earnings per share
from continuing operations 1145p 956p
from discontinued operations 2849p 507p
3994p 1463p
underlying earnings per share before property provision release is summarised as follows
  2012 2011 
basic earnings per share 1045p 894p
diluted earnings per share 1029p 888p
10 goodwill
  note £’000
cost and net carrying value
at 1 january 2011 223531
recognition on acquisition of subsidiary restated 24 1881
transfer of assets of disposal group classiﬁed as held for sale 26 11421
exchange difference 313
at 31 december 2011 restated 213678
recognised on acquisition of subsidiaries 24 3237
derecognised on disposal of subsidiaries 26 14307
impairment 10730
exchange difference 6982
at 31 december 2012 184896
goodwill is monitored principally on an operating segment basis and the net book value of goodwill is allocated by cash generating 
unit “cgu” at 31 december 2012 as follows
  £’000
amesbury 107375
fab  fix 2335
grouphomesafe 59575
schlegel international 15611
184896
cgus are consistent with the reporting segments in the segment analysis note 3 apart for fab  fix which is reported under the 
grouphomesafe reporting segment  going forward fab  fix will form part of the grouphomesafe cgu 60
financial statements
tyman plc
notes to the ﬁnancial statements continued
10 goodwill continued
in 2011 the group reported two cgus building products and oil services now discontinued during the year the group restructured 
its united kingdom and international divisions establishing separate management teams for each division these operational changes 
together with acquisitions and disposals impacted the manner in which segments and cgus are identiﬁed the cgus are now 
consistent with the way the business is reported to the board on a monthly basis the net book value of goodwill was allocated by cgu 
at 31 december 2011 as follows
  £’000
building products 213678
oil services
1
11421
225099
1 included as part of assets of disposal group classiﬁed as held for sale
impairment tests for goodwill
assumptions
the recoverable amounts of the cgus are determined from value in use calculations value in use is determined by discounting the 
future pretax cash ﬂows generated from the continuing use of the cgu using a pretax discount rate
cash ﬂow projections are derived from ﬁnancial plans approved by the board and cover a ﬁve year period they reﬂect management’s 
expectations of revenue growth operating cost and margin for each cgu based on past experience cash ﬂows after the ﬁve year 
forecast period were extrapolated using a longterm growth rate of 15 in order to calculate the terminal recoverable amount
discount rates are estimated using pretax rates that reﬂect current market assessments of the time value of money and the risk 
proﬁles of the cgus
the key assumptions used in the value in use calculations in each of the group’s cgus at 31 december 2012 are as follows
 
average pre
tax discount 
rate
average 
revenue growth 
for years 1 to 5
amesbury 124 81
fab  fix 123 53
grouphomesafe 117 36
schlegel international 145 98
as noted above in 2011 the group reported two cgus building products and oil services now discontinued the key assumptions 
used in the value in use calculations in each of the cgus at 31 december 2011 were as follows
 
average pre
tax discount 
rate
average 
revenue growth 
for years 1 to 3
average 
revenue growth 
for years 4 to 5
building products 112 61 30
oil services 85 48 35
impairment review results
the results of the impairment review process indicated that the carrying value of goodwill in the schlegel international cgu is currently 
unsupportable and that impairment is necessary  
the group’s european businesses which are part of the schlegel international cgu have continued to experience challenging market 
conditions and this has been reﬂected in reduced expectations of future proﬁtability in the value in use calculations for the schlegel 
international cgu as a result an impairment charge of £107 million has been recognised in administrative expenses in the income 
statement the carrying value of the remaining goodwill relating to the schlegel international cgu was £156 million at 31 december 2012
sensitivity to assumptions
sensitivity analysis was calculated on the basis of lowering the forecast revenues by a constant percentage each year from year one 
onwards in perpetuity until the excess of value in use over the carrying value of the cgu’s assets was reduced to zero revenues would 
need to decrease by 92 percentage points for each year from year one onwards in perpetuity before any impairment would arise in 
respect of the cgu with the lowest impairment headroom 61 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
11 intangible assets
  note
computer 
software
£’000
acquired 
brands
£’000
customer 
relations
£’000
total
£’000
cost
at 1 january 2011 357 33580 117797 151734
additions 353 139 – 492
recognised on acquisition of subsidiary restated 24 – 104 4417 4521
transfer of assets of disposal group classiﬁed as held for sale 26 – 36 – 36
exchange difference 6 68 127 189
at 31 december 2011 restated 716 33719 122087 156522
additions 1279 76 – 1355
disposals 8 8984 – 8992
recognised on acquisition of subsidiaries 24 – 5534 4667 10201
derecognised on disposal of subsidiaries 26 – – 1238 1238
exchange difference 77 831 4303 5211
at 31 december 2012 1910 29514 121213 152637
accumulated amortisation
at 1 january 2011 170 13463 33392 47025
amortisation for the year
1
118 2314 8134 10566
transfer of assets of disposal group classiﬁed as held for sale 26 – 1 – 1
exchange difference – 38 77 115
at 31 december 2011 288 15738 41449 57475
amortisation for the year
1
111 2092 8551 10754
amortisation for the year
1 
– accelerated basis – 922 11644 12566
impairment – 7733 1837 9570
disposals 6 8984 – 8990
derecognised on disposal of subsidiaries 26 – – 660 660
exchange difference 46 446 1420 1912
at 31 december 2012 347 17055 61401 78803
net book value
at 1 january 2011 187 20117 84405 104709
at 31 december 2011 428 17981 80638 99047
at 31 december 2012 1563 12459 59812 73834
1 amortisation for the year is included in administrative expenses in the income statement
change in estimate
during the year the group undertook to review the estimated useful lives of its intangible assets acquired brands with a cost of 
£3486000 and an initial indeﬁnite useful life now have an estimated useful life of 15 years the change in estimate arose due to a 
revision of the expected usage of the intangible asset by the group the change in estimate gave rise to an additional amortisation 
charge of £922000 to the income statement in the current year  there was no change to the estimated useful lives of the remaining 
acquired brands
the estimated useful lives of the united states “us” and united kingdom “uk” customer relations intangibles acquired in the laird 
acquisition in 2007 were evaluated based on a review of revenue forecasts used in the initial intangibles valuation against actual 
performance the results of the review have given rise to a change in the expected usage of the intangible assets by the group as such 
the estimated useful lives of these intangibles were revised and the impact of the change in estimate resulting in an additional 
amortisation charge to the income statement is summarised as follows
 
cost
£’000
initial useful 
life years
revised useful 
life years
change in 
estimate
£’000
customer relations – united states 75492 16 12 9088
customer relations – united kingdom 13544 15 10 2556
11644 62
financial statements
tyman plc
notes to the ﬁnancial statements continued
11 intangible assets continued
impairment
the impairment charge on acquired brands of £6223000 relates to a us brand name which is no longer in use
the remaining £1510000 impairment on acquired brands and the £1837 000 impairment on customer relations relates to intangibles 
acquired as part of the schlegel acquisition in 2006 as mentioned in note 10 the group’s european businesses have continued to experience 
challenging market conditions thus reducing the expectation of the future proﬁtability of products marketed in this segment under the 
schlegel brand as a result the recoverable amount of these intangible assets fell below cost giving rise to an impairment loss impairment 
losses have been recognised in administrative expenses in the income statement
12 property plant and equipment
  note
freehold land 
and buildings 
£’000
plant and 
machinery 
£’000
total
£’000
cost     
at 1 january 2011   15385 60081 75466
additions   170 4214 4384
disposals   – 1481 1481
recognised on acquisition of subsidiary 24 – 704 704
transfer of assets of disposal group classiﬁed as held for sale 26 329 673 1002
exchange difference   44 210 254
at 31 december 2011   15182 62635 77817
additions   773 4689 5462
disposals   – 3110 3110
transfers between ﬁxed asset type   92 92 –
recognised on acquisition of subsidiaries 24 – 935 935
derecognised on disposal of subsidiaries 26 – 3793 3793
exchange difference   444 1938 2382
at 31 december 2012   15603 59326 74929
accumulated depreciation     
at 1 january 2011   3284 40725 44009
charge for the year   491 4812 5303
disposals   – 1167 1167
transfer of assets of disposal group classiﬁed as held for sale 26 95 514 609
exchange difference   9 171 180
at 31 december 2011   3671 43685 47356
charge for the year   482 4603 5085
disposals   – 3040 3040
derecognised on disposal of subsidiaries 26 – 2845 2845
exchange difference   109 1303 1412
at 31 december 2012   4044 41100 45144
net book value     
at 1 january 2011   12101 19356 31457
at 31 december 2011   11511 18950 30461
at 31 december 2012   11559 18226 29785
depreciation in the year of £5085000 2011 £5303000 is included in administrative costs in the income statement 63 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
13 inventories
2012
£’000
2011
£’000
raw materials and consumables 11417 12388
work in progress 1148 2010
finished goods 14993 12188
27558 26586
the cost of materials charged to the income statement during the year ended 31 december 2012 was £106110000 2011 £101299000
as at 31 december 2012 inventories are stated net of an allowance for excess obsolete or slowmoving items of £5110000 2011 
£5366000
an impairment charge of £744000 2011 £931000 was recognised in respect of inventories during the year inventories of £34000 
2011 £nil were written down to net realisable value
there were no borrowings secured on the inventories of the group 2011 £nil
14 trade and other receivables
2012
£’000
2011
£’000
trade receivables 25547 26642
less provision for impairment 1855 2558
trade receivables – net 23692 24084
other receivables – net 547 1449
prepayments and accrued income 3030 2702
total trade and other receivables 27269 28235
all trade and other receivables are current the net carrying values of trade and other receivables are considered to be a reasonable 
approximation of their fair values
at 31 december 2012 trade receivables of £20462000 2011 £21950000 were considered to be fully performing
net trade receivables of £3230000 2011 £2072000 were past due but not impaired as at 31 december 2012 these relate to 
customers for whom there is no recent history of default the ageing of the net trade receivables is as follows
  within normal payment terms past due
 
fully 
performing 
£’000
not fully 
performing 
£’000
within three 
months
£’000
three to six 
months
£’000
over six 
months
£’000
at 31 december 2012      
trade receivables 20462 – 3109 96 25
at 31 december 2011      
trade receivables 21950 62 2008 64 –
all of the group’s trade and other receivables have been reviewed for impairment at 31 december 2012 trade receivables of 
£1855000 2011 £2558000 were determined to be speciﬁcally impaired and provided for the individually impaired receivables 
mainly relate to customers affected by difﬁcult economic situations
movements on the provisions for impairment of trade receivables are as follows
 
2012
£’000
2011
£’000
at 1 january 2558 2360
provision for receivables impairment 824 1358
receivables written off during the year as uncollectable 666 651
impairment losses reversed 629 205
acquisition of subsidiaries restated 156 3
transfers to disposal group classiﬁed as held for sale – 302
derecognised on disposal of subsidiaries 350 –
exchange difference 38 5
at 31 december 1855 2558
the creation of provisions for impaired trade receivables is included in administrative expenses in the income statement 64
financial statements
tyman plc
notes to the ﬁnancial statements continued
15 cash and cash equivalents
 
2012
£’000
2011
£’000
cash at bank and in hand 49472 25822
shortterm deposits 903 14945
bank overdrafts 14518 16381
  35857 24386
cash held in disposal group classiﬁed as held for sale – 3960
  35857 20426
the carrying amounts of the group’s cash and cash equivalents are denominated in the following currencies
 
2012
£’000
2011
£’000
british pounds 22960 8758
us dollars 8660 7046
euros 2570 3484
other currencies 1667 1138
  35857 20426
16 trade and other payables
 
2012
£’000
2011
£’000
trade payables 19015 20442
other taxes and social security costs 1762 1808
accruals and deferred income 13773 13838
34550 36088
analysed as
current liabilities 32375 34638
noncurrent liabilities 2175 1450
34550 36088
the carrying amounts are considered to be a reasonable approximation of fair value
the carrying amounts of the group’s trade and other payables are denominated in the following currencies
 
2012
£’000
2011
£’000
british pounds 14723 18304
us dollars 13101 12197
euros 4511 3257
other currencies 2215 2330
34550 36088
14 trade and other receivables continued
ageing of impaired trade receivables
 
2012
£’000
2011
£’000
trade receivables within normal payment terms not fully performing 1001 995
trade receivables past due date and aged up to three months from invoice date 757 1268
trade receivables past due date and aged between three and twelve months after invoice date 97 295
  1855 2558
the carrying amounts of the group’s trade and other receivables are denominated in the following currencies
 
2012
£’000
2011
£’000
british pounds 11685 13060
us dollars 10523 9959
euros 2804 2887
other currencies 2257 2329
  27269 28235 65 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
17 interestbearing loans and borrowings
 
2012
£’000
2011
£’000
unsecured borrowing at amortised cost
bank loans 72796 115504
capitalised borrowing costs 1743 2424
71053 113080
secured borrowing at amortised cost
bank loans 43 85
71096 113165
analysed as
amount due for settlement within 12 months 7521 12930
amount due for settlement after 12 months 63575 100235
71096 113165
on 14 september 2011 the group entered into a debt facility agreement which extends the group’s committed facilities to 31 march 
2016 the multicurrency term loan of £110 million as well as the £30 million multicurrency working capital facility are unsecured and 
guaranteed by tyman plc and its principal subsidiary undertakings
scheduled repayments commenced annually on 31 december 2012 and will continue until 31 december 2015 with the balance 
outstanding payable on the termination date of the facility being 31 march 2016
there were no defaults in interest payments in the year under the terms of the loan agreements
the group has the following undrawn borrowing facility
 
2012
£’000
2011
£’000
floating rate
expiring beyond 12 months 29594 26868
total 29594 26868
the carrying amounts of the group’s interestbearing loans and borrowings are denominated in the following currencies
 
2012
£’000
2011
£’000
british pounds 25807 36210
us dollars 45289 76955
71096 113165
18 derivative ﬁnancial instruments
  2012 2011
 
assets
£’000
liabilities 
£’000
assets
£’000
liabilities 
£’000
interest rate swaps – cash ﬂow hedges     
current portion –– – 777
noncurrent portion – 605 ––
total – 605 – 777 66
financial statements
tyman plc
notes to the ﬁnancial statements continued
18 derivative ﬁnancial instruments continued
cash ﬂow hedges
the full fair value of the hedging derivatives are classiﬁed as a noncurrent asset or liability if the remaining maturity of the hedged 
instrument is more than 12 months and as a current asset or liability if the hedged item is less than 12 months
the notional principal amounts of the outstanding interest rate swap contracts at 31 december 2012 were £583 million 2011 
£898 million
during the year £92000 2011 £1228000 was recognised in the statement of comprehensive income and a credit of £80000 2011 
charge £8000 in the income statement for the ineffective portion of changes in the value of cash ﬂow hedges
details of the interest rate swaps are as follows
 
notional 
amount
‘000
fixed interest 
rate paid floating interest rate received
fair value
‘000
at 31 december 2012      
us dollars swaps 59900 109 05130 649
british pounds swaps £21200 117 06675 £204
at 31 december 2011      
us dollars swaps 93300 185 04625–05484 880
british pounds swaps £29400 205 10252–12306 £208
fair value measurement
the group uses the following hierarchy for determining the fair value of ﬁnancial instruments by valuation technique
 level 1 quoted prices in active markets for identical assets and liabilities
 level 2 other techniques for which all inputs which have signiﬁcant effect on the recorded fair value are observable either directly 
or indirectly
 level 3 techniques which use inputs which have a signiﬁcant effect on the recorded fair value which are not based on observable 
market data
the fair value of ﬁnancial instruments that are not traded in an active market is determined by using valuation techniques these 
valuation techniques maximise the use of observable market data where it is available and relay as little as possible on entity speciﬁc 
estimates if all signiﬁcant inputs required to fair value an instrument are observable the instrument is included in level 2
if one or more of the signiﬁcant inputs is not based on observable market date the instrument is included in level 3
speciﬁc valuation techniques used to value ﬁnancial instruments include
 quoted market prices or dealer quotes for similar instruments
 the fair value of interest rate swaps is calculated as the present value of the estimated future cash ﬂows based on observable 
yield curves
 other techniques such as discounted cash ﬂow analysis
derivatives shown at fair value in the balance sheet have been valued by reference to level 2 techniques described above
net investment hedges
the group uses foreign currency denominated debt to hedge the value of its foreign currency denominated net assets due to 
movements in foreign exchange rates the value of the net investment hedge was £46334000 at 31 december 2012 2011 
£78518000 this hedge is considered highly effective and no ineffective portion has been recognised in proﬁt or loss
19 deferred tax
the analysis of deferred tax assets and deferred tax liabilities is as follows
 
2012
£’000
2011
£’000
restated
deferred tax assets 9774 9618
deferred tax liabilities 11766 18941
deferred tax liabilities net 1992 9323 67 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
the gross movement in deferred tax is as follows
  note
2012
£’000
2011
£’000 
restated
at 1 january 9323 15715
acquisition of subsidiaries 24 2229 1847
transfers to disposal group classiﬁed as held for sale 26 – 80
disposals of subsidiaries 26 144 –
income statement credit 8 8249 5259
tax credit relating to components of other comprehensive income 8 820 –
transfers to current tax – 712
exchange difference 347 78
at 31 december 1992 9323
the movement in deferred tax assets and liabilities during the year without taking into consideration the offsetting of balances within 
the same tax jurisdiction is as follows
deferred tax assets
accelerated tax 
depreciation 
£’000
postretirement 
beneﬁt 
provisions 
£’000
purchased 
goodwill
£’000
other timing 
differences 
£’000
total
£’000
at 1 january 2011 439 – 3406 3809 7654
transfers to disposal group classiﬁed as held for sale 3 – – 77 80
income statement chargecredit 383 3183 2250 2854 2196
rate change 79 – 310 13 244
exchange difference 3 121 93 125 92
at 31 december 2011 135 3304 5439 740 9618
acquisition of subsidiaries – – 122 – 122
income statement chargecredit 6 136 507 439 210
rate change 48 – 228 63 339
tax credit relating to components of other comprehensive income – 820 – – 820
exchange difference 20 158 105 6 237
at 31 december 2012 101 3830 4721 1122 9774
deferred tax liabilities
accelerated tax 
depreciation 
£’000
intangible 
assets on 
acquisition 
£’000
other timing 
differences 
£’000
total
£’000
at 1 january 2011 1377 22807 815 23369
acquisition of subsidiaries – 1847 – 1847
income statement chargecredit 596 1938 416 926
rate change 120 2488 13 2381
transfers to current tax – – 712 712
exchange difference 19 26 21 14
at 31 december 2011 2112 16508 321 18941
acquisition of subsidiaries – 2351 – 2351
disposals of subsidiaries – 144 – 144
income statement credit 11 6976 270 7257
rate change – 1485 56 1541
exchange difference 94 513 23 584
at 31 december 2012 2007 9741 18 11766
factors that may affect future tax charges
there are estimated tax losses of £14403000 2011 £13745000 within the group comprising capital losses of £4581000 2011 
£7348000 and trading losses of £9822000 2011 £6397000 as the future use of these losses is uncertain in accordance with the 
group’s accounting policy only a portion of these losses have been recognised as a deferred tax asset
the standard rate of corporation tax in the uk changed from 26 to 24 with effect from 1 april 2012 accordingly the group’s uk 
proﬁts for this accounting period are taxed at an effective rate of 245 2011 265 68
financial statements
tyman plc
notes to the ﬁnancial statements continued
19 deferred tax continued
a further reduction in the uk corporation tax rate to 23 was substantively enacted on 2 july 2012 and will be effective from 1 april 
2013 the relevant deferred tax balances have therefore been remeasured
in addition further changes to the uk corporation tax system were announced in the autumn statement 2012 this includes a further 
reduction to the main rate to reduce the rate to 22 from 1 april 2014  this change had not been substantively enacted at the 
balance sheet date and therefore is not included in these ﬁnancial statements 
the proposed reduction in the main rate of corporation tax to 22 from 1 april 2014 will be enacted separately the overall effect of 
this further change if it applied to the deferred tax balance at the balance sheet date would be to further reduce the deferred tax 
liability by £1139000
the amounts of deferred tax not recognised are as follows
 
2012
£’000
2011
£’000
tax losses 915 846
capital losses 1054 1837
1969 2683
no deferred tax liability is recognised on temporary differences of £40500000 2011 £32900000 relating to the unremitted 
earnings of overseas subsidiaries as a result of uk legislation which largely exempts from uk tax the overseas dividends received the 
temporary differences arising on unremitted proﬁts are unlikely to lead to additional uk corporate taxes furthermore although the 
remittance to the uk of those earnings could still result in a tax liability arising as a result of withholding taxes levied by the overseas 
tax jurisdictions in which those subsidiaries operate such jurisdictions provide currently for zero dividend withholding tax in their tax 
agreements with the uk
20 pensions and other postemployment beneﬁt plans
 
2012
£’000
2011
£’000
balance sheet obligations for
– pension beneﬁts 6993 6658
– postretirement medical beneﬁts 4237 3074
liability in the balance sheet 11230 9732
income statement charge for
– pension beneﬁts 390 234
– postretirement medical beneﬁts 179 405
569 639
actuarial losses recognised in the statement of comprehensive income 2403 2945
201 deﬁned contribution pension schemes
the group operates a number of deﬁned contribution pension schemes the assets of which are held externally to the group in 
separate trustee administered funds the costs of the group’s deﬁned contribution pension schemes are charged to the income 
statement in the period in which they fall due the group had unpaid pension contributions of £nil 2011 £nil included within 
employee beneﬁt liabilities
202 deﬁned beneﬁt pension and postretirement beneﬁt schemes
the group’s principal deﬁned beneﬁt pension scheme and postretirement healthcare scheme is operated in the united states an 
actuarial valuation was last performed as at 31 december 2012 when revalued scheme assets are included at market value and 
scheme liabilities are measured on an actuarial basis using the net periodic beneﬁt cost these liabilities are discounted at the current 
rate of return on a high quality corporate bond of equivalent currency and term surpluses are only included to the extent that they are 
recoverable through reduced contributions in the future or through refunds from the schemes
the expected longterm return on plan assets assumption was developed as a weighted average rate based on the target asset 
allocation of the plan and the longterm capital market assumptions the overall return for each asset class was developed by 
combining a longterm inﬂation component and the associated expected real rates the development of the capital market 
assumptions utilised a variety of methodologies including but not limited to historical analysis stock valuation models such as 
dividend discount models and earnings yields’ models expected economic growth outlook and market yields analysis
the current service cost and any past service costs are included in the income statement within administrative expenses and the 
expected return on the schemes’ assets net of the impact of the unwinding of the discount on scheme liabilities is included within 
other ﬁnance income and costs actuarial gains and losses including differences between the expected and actual return on scheme 
assets are recognised net of the related deferred tax in the consolidated statement of comprehensive income 69 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
the pension scheme is closed to new entrants as a result the service costs to the group will rise in future years the expected level of 
contributions to the deﬁned beneﬁt scheme and postretirement healthcare scheme in the year to december 2013 is £1044000 2012 
£1314000
other deﬁned beneﬁt pension schemes had net liabilities of £nil 2011 £nil
amounts recognised in the balance sheet are determined as follows
 
2012
£’000
2011
£’000
present value of funded obligations 24159 21831
fair value of plan assets 12929 12099
liability in the balance sheet 11230 9732
movements in the present value of the deﬁned beneﬁt obligation during the year is as follows
 
2012
£’000
2011
£’000
at 1 january 21831 18866
current service cost 276 254
interest cost 937 977
employee contributions 49 50
actuarial losses 2967 2217
beneﬁts paid 880 918
past service cost – 256
exchange difference 1021 129
at 31 december 24159 21831
movements in the fair value of plan assets during the year is as follows
 
2012
£’000
2011
£’000
at 1 january 12099 11622
expected return on plan assets 644 848
actuarial gains 1852 968
employer contributions 1010 1191
employee contributions 49 50
beneﬁts paid 880 918
exchange difference 557 34
at 31 december 12929 12099
the fair value of plan assets by category was as follows
 
2012
£’000
2011
£’000
equity securities 3400 2924
debt securities 8236 7965
real estate 646 726
other 647 484
12929 12099
the amounts recognised in the income statement are as follows
 
2012
£’000
2011
£’000
current service cost 276 254
interest cost 937 977
expected return on plan assets 644 848
past service cost – 256
total 569 639
of the total charge £276000 2011 £510000 and £293000 2011 £129000 were included in administrative expenses and ﬁnance 
income and costs respectively 70
financial statements
tyman plc
notes to the ﬁnancial statements continued
20 pensions and other postemployment beneﬁt plans continued
202 deﬁned beneﬁt pension and postretirement beneﬁt schemes continued
amounts recognised in the consolidated statement of comprehensive income in respect of the deﬁned beneﬁt pension and post
retirement beneﬁt schemes
 
2012
£’000
2011
£’000
actual return on plan assets 1208 120
expected return on plan assets 644 848
experience gainloss on assets 564 728
experience loss on liabilities 2967 2217
net loss 2403 2945
the cumulative actuarial loss recognised in the consolidated statement of comprehensive income since acquiring the pension 
obligations in april 2007 is as follows
 
2012
£’000
2011
£’000
cumulative actuarial loss recognised in the consolidated statement of comprehensive income 10220 7817
the principal actuarial assumptions were as follows
  2012 2011
discount rate 37 45
inﬂation rate 23 30
expected return on plan assets 60 81
future salary increases na na
future pension increases 00 00
health care cost trend
1
80–45 90–50
1  the level of healthcare contributions are capped and adopting a higher trend rate does not materially affect the liability
life expectancy assumptions were as follows
  2012 2011
retiring at the end of the reporting period
– male 199 198
– female 217 217
retiring 20 years after the end of the reporting period
– male 213 213
– female 226 226
the mortality assumptions employed in determining the present value of scheme liabilities under ias 19 are in accordance with the 
underlying funding valuations and represented actuarial best practice in the relevant jurisdictions taking account of mortality 
experience and industry circumstances
the ﬁve year history of experience adjustments is as follows
 
2012
£’000
2011
£’000
2010
£’000
2009
£’000
2008
£’000
fair value of plan assets at the end of the year 12929 12099 11622 9942 8506
deﬁned beneﬁt obligation at the end of the year 24159 21831 18866 17440 15822
deﬁcit at the end of the year 11230 9732 7244 7498 7316
actual return less expected return on scheme assets 564 728 623 1073 2392
 of scheme assets 44 60 54 108 281
experience loss arising on scheme obligations present value 2967 2217 481 2682 799
 of scheme obligations present value 123 102 25 154 50 71 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
21 provisions
 
property 
related
£’000
restructuring 
£’000
warranty 
£’000
other
£’000
total
£’000
at 1 january 2011 11633 376 1542 5022 18573
chargedcredited to the income statement      
– additional provision in year 262 105 1201 300 1868
– unused amounts reversed 1165 56 187 1700 3108
utilised in the year 1290 228 336 – 1854
unwinding of discount 492 – – – 492
exchange differences 9 2 33 – 26
at 31 december 2011 9923 199 2253 3622 15997
chargedcredited to the income statement      
– additional provision in year 486 13 1019 – 1518
– unused amounts reversed 2868 61 944 1971 5844
utilised in the year 1321 137 453 – 1911
unwinding of discount 271 – – – 271
exchange differences 23 – 39 – 62
at 31 december 2012 6468 14 1836 1651 9969
analysed as
2012
£’000
2011
£’000
current liabilities 2456 1510
noncurrent liabilities 7513 14487
  9969 15997
current liabilities are those aspects of provisions that are expected to be utilised within the next year
property related
property provisions relate to provisions for onerous leases of £4661000 2011 £7936000 and leasehold dilapidations of £1804000 
2011 £1987000 and are expected to be utilised by 2018
for onerous leases the group has provided for the rental payments due over the remaining term of existing operating lease contracts 
where a period of vacancy is ongoing the provision has been calculated after taking into account both the periods over which 
properties are likely to remain vacant and any likely sublease income on a propertybyproperty basis the provision covers potential 
transfer of economic beneﬁt over the full range of current lease commitments disclosed in note 30
the provision for leasehold dilapidations relates to contractual obligations to reinstate leasehold properties to their original state of 
repair the transfer of economic beneﬁts will occur at the end of the leases set out in note 30
in 2012 the group successfully assigned the lease on unit a at peterlee and have been released from all remaining obligations in 
connection with the peterlee site  this resulted in a release to the income statement of £2021000 of property provisions
restructuring
restructuring provisions include provisions for staff redundancy costs at restructuredclosed business units and are expected to be 
utilised by the end of 2013
warranty
the warranty provision is calculated based on historical experience of the ultimate cost of settling product warranty claims and 
potential claims warranty provisions are expected to be utilised by the end of 2017
other
other provisions relate to the tax consequences of international intragroup transactions for which the ﬁscal authorities may be 
expected to adopt opposing treatments in respect of revenue and cost recognition other provisions are expected to be utilised 
by 2014 72
financial statements
tyman plc
notes to the ﬁnancial statements continued
22 share capital
 
number of 
shares
’000
ordinary shares 
of 5p each 
£’000
as at 31 december 2012 and 31 december 2011 137287 6864
the total authorised number of ordinary shares is 180000000 2011 180000000 with a par value of 5p per share 2011 5p per 
share all issued shares are fully paid
share based payments
in 2012 the group operated the ltip the nil cost options awarded under the ltip were valued using a probability model to predict eps 
levels the charge to the income statement in 2012 was £482000 2011 £172000
ltip
conditional annual awards of shares are granted under the ltip to certain executive directors and senior managers at the discretion 
of the remuneration committee provided the participant remains an employee of the group and the performance conditions are met 
awards will vest three years after the date of the grant at no cost to the employee the percentage of shares that will actually vest is 
dependent upon the group’s earnings per share growth over a three year measurement period ending 31 december 2013 further 
information on the ltip and the performance conditions is given in the remuneration report
the fair value of the awards granted under the ltip and the assumptions used in the calculation of the share based payment charge 
are as follows
  ltip
valuation model probability model to predict eps levels
date of grant 3 july 2012
number granted 1177263
share price at date of award 130 pence
fair value pence 52 pence
exercise price pence nil pence
expected life of award 3 years
vesting conditions continuous service and cumulative underlying eps 
over 3 years 2012 to 2014 in range of 33 to 456 pence
movements in the number of outstanding conditional awards of shares currently exercisable are as follows
 
2012
number of 
shares
’000
2011
number of 
shares
’000
at 1 january 2022 1413
granted 1177 699
lapsed 205 90
at 31 december 2994 2022
in december 2012 the company purchased 728000 ordinary shares in the company at a cost of £1147000  these shares are held by 
the employees beneﬁt trust to satisfy future vesting of awards of shares made under the ltip 73 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
23 financial instruments
231 financial instruments by category
assets as per balance sheet
2012
£’000
2011
£’000
loans and receivables   
trade and other receivables
1
23692 24084
cash and cash equivalents 35857 20426
total 59549 44510
  31 december 2012 31 december 2011
liabilities as per balance sheet
derivatives 
used for 
hedging
£’000
other 
ﬁnancial 
liabilities at 
amortised 
cost
£’000
total
£’000
derivatives 
used for 
hedging
£’000
other
ﬁnancial 
liabilities at 
amortised
cost
£’000
total
£’000
borrowings
2
– 72839 72839 – 115589 115589
derivative ﬁnancial instruments 605 – 605 777 – 777
trade and other payables
3
– 19015 19015 – 20442 20442
  605 91854 92459 777 136031 136808
1  excludes nonﬁnancial assets
2 excludes capitalised borrowing costs of £1743000 2011 £2424000
3 excludes nonﬁnancial liabilities
232 financial instruments risk proﬁle
capital risk management
the group manages its capital structure to ensure that it will be able to continue as a going concern the capital structure of the group 
consists of cash and cash equivalents note 15 interest bearing loans and borrowings note 17 and equity attributable to the 
shareholders of the parent as disclosed in the consolidated statement of changes in equity
financial management
the group’s principal ﬁnancial instruments comprise bank loans and cash and shortterm deposits the group has various other 
ﬁnancial instruments such as trade receivables and trade payables that arise directly from its operations no trading in ﬁnancial 
instruments is undertaken
the board reviews and agrees policies for managing each ﬁnancial instrument risk and they are summarised below
liquidity and credit risk
the group maintains sufﬁcient cash and marketable securities and the availability of funding through an adequate amount of credit 
facilities management monitors rolling forecasts of the group’s liquidity on the basis of expected cash ﬂow
the group manages liquidity risk by the pooling of cash resources and depositing funds available for investment in approved ﬁnancial 
instruments with ﬁnancial institutions counterparty risk with respect to cash and cash equivalents is managed by only investing in 
banks and ﬁnancial instruments with independently assessed credit ratings of at least a2 as published by standard and poor’s 
individual risk limits are assessed by management based on the external ratings management does not expect any losses from the 
nonperformance of these counterparties
credit risk is also attributable to the group’s exposure to trade receivables due from customers management assesses the credit 
quality of customers taking into account their ﬁnancial position past experience and other factors in order to mitigate credit risk the 
group utilises credit insurance in those areas of its operations where such insurance is available in areas where such insurance is not 
available management monitors the utilisation of credit limits by customers identiﬁed either individually or by group and incorporates 
this information in credit risk controls there are no signiﬁcant concentrations of credit risk due to the diverse nature of the group’s 
client base
trade receivables are presented in the balance sheet net of allowances for doubtful receivables estimated by the group’s management 
based on prior experience and their assessment of the current economic environment
the group’s exposure to credit risk is limited to the carrying amount of ﬁnancial assets recognised at the balance sheet date 
management considers all ﬁnancial assets that are not impaired for each of the reporting dates under review are of good credit quality 
including those that are past due
during the year ended 31 december 2012 the group operated within its borrowing facilities 74
financial statements
tyman plc
notes to the ﬁnancial statements continued
23 financial instruments continued
232 financial instruments risk proﬁle continued 
the table below analyses the present value of the group’s ﬁnancial liabilities into relevant maturity groupings based on the remaining 
period at the balance sheet date to the contractual maturity date
 
less than
1 year
£’000
between
1 and 2 years
£’000
between
2 and 5 years 
£’000
total
£’000
borrowings
1
8136 8136 56567 72839
derivative ﬁnancial instruments – – 605 605
trade and other payables
2
32375 2175 – 34550
at 31 december 2012 40511 10311 57172 107994
borrowings
1
12930 10409 92250 115589
derivative ﬁnancial instruments 777 – – 777
trade and other payables
2
20442 1450 – 21892
at 31 december 2011 34149 11859 92250 138258
1 excludes capitalised borrowing costs of £1743000 2011 £2424000
2 excludes nonﬁnancial liabilities
interest rate risk
the interest rate proﬁle of the group’s borrowings as at 31 december 2012 was as follows
 
floating rate 
borrowings
1
 
£’000
fixed rate 
borrowings 
£’000
total
£’000
at 31 december 2012    
british pounds 26441 – 26441
us dollars 46398 – 46398
  72839 – 72839
at 31 december 2011    
british pounds 36986 – 36986
us dollars 78603 – 78603
  115589 – 115589
1 excludes capitalised borrowing costs of £1743000 2011 £2424000
the interest rate on the ﬂoating rate bank loans are linked to libor the group has used interest rate swaps to ﬁx the cost of a 
proportion of these ﬂoating rate borrowings
 
floating rate 
borrowings
1
 
£’000
covered by 
interest swaps 
£’000
swap ﬁxed 
rate 
at 31 december 2012    
british pounds 26441 21200 1167
us dollars 46398 37065 1094
  72839 58265  
at 31 december 2011    
british pounds 36986 29400 2045
us dollars 78518 60377 1850
  115504 89777  
1 excludes capitalised borrowing costs
interest rate sensitivity
the impact of a 50 basis point movement in ﬂoating interest rates on borrowings would have a c £400000 2011 £600000 impact 
on proﬁts this impact would be reduced by the tax effect on such a change
interest rate risk of ﬁnancial assets
the board periodically reviews any exposure the group may have to interest rate ﬂuctuations the weighted average interest rate 
received on deposited funds was 124 per cent during the year 2011 182 per cent 75 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
foreign currency risk
the group operates internationally and is exposed to foreign exchange risk arising from various currency exposures primarily with 
respect to the us dollar and the euro foreign exchange risk arises from future commercial and ﬁnancing transactions recognised 
assets and liabilities denominated in a currency that is not the group’s functional currency and net investments in overseas entities
the group has a number of overseas subsidiaries whose net assets are subject to currency translation risk the group borrows in local 
currencies as appropriate to minimise the impact of this risk on the balance sheet
closing rates 2012 2011
us dollars 16161 15453
euros 12227 11933
average rates   
us dollars 15848 16040
euros 12329 11523
foreign currency exchange rate sensitivity
foreign currency ﬁnancial assets and liabilities translated into british pounds at the closing rate are as follows
at 31 december 2012
british pounds 
£’000
us dollars 
£’000
euros
£’000
other
£’000
total
£’000
financial assets      
trade and other receivables
1
10513 8922 2423 1834 23692
cash and cash equivalents 22960 8660 2569 1667 35856
  33473 17582 4992 3501 59548
financial liabilities      
borrowings
2
26441 46398 – – 72839
derivative ﬁnancial instruments 203 402 – – 605
trade and other payables
3
8137 8170 1922 786 19015
  34781 54970 1922 786 92459
potential impact on proﬁt or loss – lossgain      
10 increase in functional currency   897 198 101 800
10 decrease in functional currency   1096 242 124 978
potential impact on other comprehensive income – lossgain      
10 increase in functional currency   432 11 171 614
10 decrease in functional currency   528 14 207 749
at 31 december 2011
british pounds 
£’000
us dollars 
£’000
euros
£’000
other
£’000
total
£’000
financial assets      
trade and other receivables
1
11303 8461 2424 1896 24084
cash and cash equivalents 8758 7046 3484 1138 20426
  20061 15507 5908 3034 44510
financial liabilities      
borrowings
2
36986 78603 – – 115589
derivative ﬁnancial instruments 208 569 – – 777
trade and other payables
3
11342 6678 1650 772 20442
  48536 85850 1650 772 136808
potential impact on proﬁt or loss – lossgain      
10 increase in functional currency   896 28 141 1065
10 decrease in functional currency   1096 34 172 1302
potential impact on other comprehensive income – lossgain      
10 increase in functional currency   306 179 127 612
10 decrease in functional currency   375 219 155 749
1  excludes nonﬁnancial assets
2 excludes capitalised borrowing costs of £1743000 2011 £2424000
3 excludes nonﬁnancial liabilities 76
financial statements
tyman plc
notes to the ﬁnancial statements continued
23 financial instruments continued
232 financial instruments risk proﬁle continued 
the movements in exchange rates are considered to be indicative of the historic average movements in exchange rates
capital management
the group’s capital management objectives are to safeguard the group’s ability to continue as a going concern so as to provide returns 
to shareholders and beneﬁts to stakeholders the group deﬁnes its capital as total equity plus net debt
in maintaining the capital structure the group may adjust the amount paid as dividends to shareholders issue new shares or dispose 
of assets to reduce debt
the group monitors its ﬁnancial capacity by reference to ﬁnancial covenant ratios including underlying net debt to adjusted ebitda 
and interest cover if the group fails to meet its key ﬁnancial ratios required by its lenders this could impact the group’s average 
interest rate of borrowings and the future availability of credit to the group
the group is in compliance with its ﬁnancial covenants within its committed bank credit facilities and has been in compliance 
throughout the ﬁnancial year
  note
2012
£’000
2011
£’000
total borrowings
1
17 72839 115589
less cash and cash equivalents 15 35857 24386
    36982 91203
total equity   247889 249218
total capital   284871 340421
1 excludes capitalised borrowing costs of £1743000 2011 £2424000
24 acquisition of subsidiaries
241 window fabrication  fixing supplies limited
on 2 august 2012 the group completed the acquisition of window fabrication  fixing supplies limited “fab  fix” fab  fix is the 
leading supplier of perfectly matching hardware to the window and door market in the united kingdom the company is a designled 
business with a focus on total quality and customer service based in coventry this acquisition signiﬁcantly deepens the 
grouphomesafe hardware offering and further diversiﬁes our supply chain
over time it is expected that the beneﬁts of the high quality fab  fix product range will be made available to other group companies 
with a particular focus on schlegel international
recognised amounts of identiﬁable assets acquired and liabilities assumed
  £’000
property plant and equipment 540
intangible assets 9683
inventories 2777
trade and other receivables 3976
cash and cash equivalents 1361
trade and other payables 2198
current tax 165
deferred taxation 2105
total identiﬁable net assets 13869
goodwill arising on acquisition 2335
total consideration 16204
satisﬁed by
  £’000
cash 16204
net cash ﬂow arising on acquisition
  £’000
cash consideration 16204
less cash and cash equivalents acquired 1361
  14843 77 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
the fair value of ﬁnancial assets includes trade receivables with a fair value of £2762000 and a gross contractual value of £2909000 
the best estimate at the acquisition date of the contractual cash ﬂows not recoverable is £147000
the group incurred acquisition related costs of £374000 for professional fees paid for due diligence other general professional fees 
and legal advice these costs have been included in exceptional costs in the group’s consolidated income statement
the revenue included in the consolidated income statement since 2 august 2012 contributed by fab  fix was £66 million fab  fix 
also contributed £07 million to the proﬁt before taxation from continuing operations over the same period
had the acquisition of fab  fix been completed on the ﬁrst day of the ﬁnancial year an additional £95 million of revenue and £13 
million of loss before taxation from continuing operations would have been contributed to the group
fair values remain provisional in relation to this acquisition and the group will complete this review in 2013 any adjustment to the 
carrying value is unlikely to be signiﬁcant to the individual acquisition
the estimated value of intangibles including goodwill deductible for tax purposes is £nil
242 unique balance international
on 24 april 2012 the group acquired the business and assets of unique balance international “unique” located in montreal canada 
unique is a balance manufacturer specialising in heavy duty and commercial balances this small acquisition rounds out our north 
american balance offering as well as giving us opportunities in certain export markets
recognised amounts of assets acquired and liabilities assumed
  £’000
property plant and equipment 395
intangible assets 518
inventories 283
trade and other receivables 88
trade and other payables 179
deferred taxation 124
total identiﬁable net assets 981
goodwill arising on acquisition 902
total consideration 1883
satisﬁed by
  £’000
cash 1883
net cash ﬂow arising on acquisition
  £’000
cash consideration 1883
the fair value of ﬁnancial assets includes trade and other receivables with a fair value of £88000 and a gross contractual value of 
£97000 the best estimate at the acquisition date of the contractual cash ﬂows not recoverable is £9000
the group incurred acquisition related costs of £97000 for professional fees paid for due diligence other general professional fees and 
legal advice these costs have been included in exceptional costs in the group’s consolidated income statement
the revenue included in the consolidated income statement since 23 april 2012 contributed by unique was £997000 unique also 
contributed £202000 to the loss before taxation from continuing operations over the same period
fair values remain provisional in relation to this acquisition and the group will complete this review in 2013 any adjustment to the 
carrying value is unlikely to be signiﬁcant to the individual acquisition
the estimated value of intangibles including goodwill deductible for tax purposes is £nil 78
financial statements
tyman plc
notes to the ﬁnancial statements continued
24 acquisition of subsidiaries continued
243 overland products company inc
on 20 december 2011 the group acquired 100 per cent of the issued share capital of overland products company inc the group 
concluded the fair value review in relation to this acquisition in december 2012
recognised amounts of identiﬁable assets and liabilities assumed
  £’000
property plant and equipment 704
intangible assets 4521
inventories 1379
trade and other receivables 482
trade and other payables 449
loan borrowings 85
deferred taxation 1847
total identiﬁable net assets 8399
goodwill arising on acquisition 1881
total consideration 10280
satisﬁed by
  £’000
cash 10280
net cash ﬂow arising on acquisition
  £’000
cash consideration 10280
25 discontinued operations
251 composite doors
on 31 august 2012 the group completed the disposal of the business and assets of its composite doors business “composite doors” 
to britdoors group limited for a consideration of approximately £748000
composite doors has been lossmaking since 2011 and has struggled to generate an acceptable return for the group against this 
backdrop the board concluded that the prospects of composite doors returning to a sustained level of acceptable proﬁtability under 
the group’s ownership as remote and earlier this year decided to explore the strategic options available to the group for composite 
doors following a targeted sales process the disposal was completed on 31 august 2012 on which date control of the business and 
assets passed to the acquirer
the results of the discontinued operations which have been included in the consolidated income statement were as follows
  note
2012
£’000
2011
£’000
discontinued operations
revenue 9166 14079
cost of sales 8867 12633
gross proﬁt 299 1446
administrative expenses 1691 2769
operating loss 1392 1323
analysed as
underlying operating loss 1177 1045
exceptional items 4 215 278
operating loss 1392 1323
result from discontinued operations before taxation 1392 1323
income tax credit 620 347
result from discontinued operations after taxation 772 976
loss on disposal of discontinued operations 26 16826 –
net loss attributable to discontinued operations 17598 976 79 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
the net cash ﬂows attributable to the composite doors business are as follows
 
2012
£’000
2011
£’000
net cash outﬂow from operating activities 1156 991
net cash outﬂow from investing activities 141 80
net cash outﬂow 1297 1071
252 gall thomson
on 13 march 2012 the group completed the disposal of the group’s oil services division gall thomson to copper bidco limited a 
company controlled by phoenix equity partners for a total cash consideration of £75 million
of the disposal proceeds £292 million were applied in permanent pay down of the group’s debt facilities offsetting future scheduled 
repayments approximately £18 million of the disposal proceeds were spent on fees and expenses relating to the disposal
the results of the discontinued operations which have been included in the consolidated income statement were as follows
  note
2012
£’000
2011
£’000
discontinued operations
revenue 2103 19088
cost of sales 641 5856
gross proﬁt 1462 13232
administrative expenses 482 3177
operating proﬁt 980 10055
analysed as
underlying operating proﬁt 980 10056
amortisation of intangible assets – 1
operating proﬁt 980 10055
net ﬁnance income 33 53
result from discontinued operations before taxation 1013 10108
income tax expense 256 2709
result from discontinued operations after taxation 757 7399
proﬁt on disposal of discontinued operations 26 54215 –
net proﬁt attributable to discontinued operations 54972 7399
the net cash ﬂows attributable to the gall thomson group are as follows
 
2012
£’000
2011
£’000
net cash inﬂow from operating activities 1535 9676
net cash inﬂowoutﬂow from investing activities 29 120
net cash inﬂow 1564 9556 80
financial statements
tyman plc
notes to the ﬁnancial statements continued
26 disposals of subsidiaries
261 composite doors
as referred to in note 25 on 31 august 2012 the group disposed of its interest in its composite doors business the loss on disposal and 
the net assets of the composite doors business at the date of disposal were as follows
 
31 august 
2012
£’000
goodwill 14307
intangible assets 578
property plant and equipment 952
inventories 1150
trade and other receivables 2525
trade and other payables 2169
deferred taxation 144
  17199
loss on disposal of discontinued operations 16826
net consideration 373
satisﬁed by  
cash and cash equivalents 373
net cash inﬂow arising on disposal  
initial consideration 748
less disposal costs 375
net consideration 373
262 gall thomson
as referred to in note 25 on 13 march 2012 the group disposed of its interest in its oil services business comprising gall thomson and 
its subsidiaries the proﬁt on disposal and the net assets of the gall thomson group at the date of disposal were as follows
 
13 march
2012
£’000
goodwill 11421
intangible assets 35
property plant and equipment 389
deferred tax asset 80
inventories 1242
trade and other receivables 3235
cash and cash equivalents 5374
current tax payable 836
trade and other payables 2454
  18486
proﬁt on disposal of discontinued operation 54215
accrued disposal costs 205
net consideration 72906
satisﬁed by  
cash and cash equivalents 72906
net cash inﬂow arising on disposal  
initial consideration 74672
less disposal costs 1766
net consideration 72906
less cash and cash equivalents 5374
net consideration 67532 81 tyman plc annual report and accounts 2012
corporate governance financial statements business review company overview
27 dividends
the proposed ﬁnal dividend is subject to approval by the shareholders at the annual general meeting and has not been included as a 
liability in these ﬁnancial statements
 
2012
£’000
2011
£’000
amounts recognised as distributions to equity holders in the year
final dividend for the year ended 31 december 2011 of 35p per share 2010 20p 4535 2596
interim dividend for the year ended 31 december 2012 of 10p per share 2011 nil 1297 –
total amounts recognised as distributions to equity holders in the year 5832 2596
amounts not recognised in the ﬁnancial statements
final dividend proposed for the year ended 31 december 2012 of 35p per share 2011 35p 4538 4544
28 adjustments to cash ﬂows from operating activities
the following noncash and ﬁnancing adjustments have been made to proﬁt before tax for the year to arrive at operating cash ﬂow
  note
2012
£’000
2011
£’000
net ﬁnance costs – continuing operations 7 4509 9695
net ﬁnance income – discontinued operations 25 33 53
depreciation 5085 5303
amortisation and accelerated amortisation 23320 10566
impairment of goodwill and intangible assets 20300 –
disposal of intangible assets and property plant and equipment 72 314
noncash adjustments 3400 338
share based payments 22 482 172
50335 26335
29 contingent liabilities
 
2012
£’000
2011
£’000
performance bonds – 145
the 2011 performance bonds related to guarantees provided by the bank to the group’s oil services business now discontinued – refer 
note 25 on which no losses were anticipated
30 financial commitments
the group has entered into commercial leases on certain properties there are no restrictions placed upon the lessee by entering into 
these leases
the present value of future minimum rentals payable under noncancellable operating leases are as follows
  land and buildings
 
2012
£’000
2011
£’000
within one year 3766 3208
later than one year but less than ﬁve years 12191 13120
after ﬁve years 3949 7144
total 19906 23472
  other
 
2012
£’000
2011
£’000
within one year 275 309
later than one year but less than ﬁve years 425 431
after ﬁve years – 9
total 700 749 82
financial statements
tyman plc
31 principal subsidiaries
details of the principal subsidiaries of the group all of which are wholly owned are as follows
name country of incorporation nature of business
corporate
jasper acquisition holdings limited united kingdom holding company
octroi group limited united kingdom holding company
schlegel acquisition holdings limited united kingdom holding company
tyman management limited united kingdom management services
uk operations
balance uk limited
1
united kingdom building products
era products limited
1
united kingdom building products
ews manufacturing limited
1
united kingdom building products
grouphomesafe limited
1
united kingdom holding company
linear limited
1
united kingdom building products
schlegel uk 2006 limited
1
united kingdom building products
ventrolla limited
1
united kingdom building products
window fabrication  fixing supplies limited
1
united kingdom building products
us operations
amesbury acquisition holdings no2 inc
1
united states holding company
amesbury door hardware inc sd
1
united states building products
amesbury financial holdings llc
1
united states holding company
amesbury group inc
1
united states holding company
amesbury group plastic proﬁles inc
1
united states building products
amesbury holdings limited
1
united kingdom holding company
amesbury industries inc
1
united states building products
balance systems inc
1
united states building products
bandlock corporation inc
1
united states building products
fastek products inc
1
united states building products
jasper acquisition limited
1
united kingdom holding company
overland products company inc
1
united states building products
92619360 québec inc
1
canada building products
schlegel systems inc
1
united states building products
tyman investments
1
united kingdom holding company
other international operations
schlegel australia pty limited
1
australia building products
schlegel belgium bvba
1
belgium building products
schlegel gmbh
1
germany building products
schlegel srl
1
italy building products
schlegel taliana sl
1
spain building products
1 held by a subsidiary
32 related party transactions
the following transactions were carried out with related parties of tyman plc
subsidiaries
transactions between the company and its subsidiaries which are related parties are eliminated on consolidation there were no 
transactions between the company and its subsidiaries apart from intercompany loans
key management compensation
compensation for directors who have the sole responsibility for planning directing and controlling the group is disclosed in note 6
full details of individual directors’ remuneration are given in the remuneration report on pages 34 to 38
notes to the ﬁnancial statements continued 83 tyman plc annual report and accounts 2012
financial statements fi fi fi a na na na c nc nc nc a ia ia ial l l l st st st stat at at ate em em eme en en ents ts ts ts
corporate governance financial statements business review company overview
independent auditors’ report to the members of t yman plc 
formerly lupus capital plc
we have audited the parent company ﬁnancial statements of tyman plc formerly lupus capital plc for the year ended 31 december 
2012 which comprise the parent company balance sheet and the related notes the ﬁnancial reporting framework that has been 
applied in their preparation is applicable law and united kingdom accounting standards united kingdom generally accepted 
accounting practice
respective responsibilities of directors and auditors
as explained more fully in the statement of directors’ responsibilities set out on page 32 the directors are responsible for the 
preparation of the parent company ﬁnancial statements and for being satisﬁed that they give a true and fair view our responsibility 
is to audit and express an opinion on the parent company ﬁnancial statements in accordance with applicable law and international 
standards on auditing uk and ireland those standards require us to comply with the auditing practices board’s ethical standards 
for auditors
this report including the opinions has been prepared for and only for the company’s members as a body in accordance with chapter 
3 of part 16 of the companies act 2006 and for no other purpose we do not in giving these opinions accept or assume responsibility 
for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly 
agreed by our prior consent in writing
scope of the audit of the ﬁnancial statements
an audit involves obtaining evidence about the amounts and disclosures in the ﬁnancial statements sufﬁcient to give reasonable 
assurance that the ﬁnancial statements are free from material misstatement whether caused by fraud or error this includes an 
assessment of whether the accounting policies are appropriate to the parent company’s circumstances and have been consistently 
applied and adequately disclosed the reasonableness of signiﬁcant accounting estimates made by the directors and the overall 
presentation of the ﬁnancial statements in addition we read all the ﬁnancial and nonﬁnancial information in the annual report and 
accounts to identify material inconsistencies with the audited ﬁnancial statements if we become aware of any apparent material 
misstatements or inconsistencies we consider the implications for our report
opinion on ﬁnancial statements
in our opinion the parent company ﬁnancial statements
 give a true and fair view of the state of the company’s affairs as at 31 december 2012
 have been properly prepared in accordance with united kingdom generally accepted accounting practice and
 have been prepared in accordance with the requirements of the companies act 2006
opinion on other matter prescribed by the companies act 2006
in our opinion the information given in the directors’ report for the ﬁnancial year for which the parent company ﬁnancial statements 
are prepared is consistent with the parent company ﬁnancial statements
matters on which we are required to report by exception
we have nothing to report in respect of the following matters where the companies act 2006 requires us to report to you if in our opinion
 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 or
 certain disclosures of directors’ remuneration speciﬁed by law are not made or
 we have not received all the information and explanations we require for our audit
other matter
we have reported separately on the group ﬁnancial statements of tyman plc for the year ended 31 december 2012
simon o’brien senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors
london
12 march 2013 84
financial statements
tyman plc
company balance sheet
as at 31 december 2012
  note
2012
£’000
2011
£’000
fixed assets
investment in subsidiaries 4 217447 192453
217447 192453
current assets
debtors 5 20731 9835
cash at bank and in hand 28829 16456
49560 26291
creditors amounts falling due within one year 6 7846 5956
net current assets 41714 20335
total assets less current liabilities 259161 212788
creditors amounts falling due after one year 6 7876 7876
net assets 251285 204912
capital and reserves
called up share capital 9 6864 6864
share premium account 9 101 101
other reserves 9 8920 8920
treasury reserve 9 8161 7014
retained earnings 9 243561 196041
total shareholders’ funds 251285 204912
the notes on pages 85 to 87 are an integral part of these ﬁnancial statements
the ﬁnancial statement on page 84 was approved by the board on 12 march 2013 and signed on its behalf by
louis eperjesi
chief executive ofﬁcer
james brotherton
chief financial ofﬁcer 85 tyman plc annual report and accounts 2012
financial statements fi fi fi a na na na c nc nc nc a ia ia ial l l l st st st stat at at ate em em eme en en ents ts ts ts
corporate governance financial statements business review company overview
notes to the company ﬁnancial statements
1 accounting policies
11 basis of preparation
the separate ﬁnancial statements of the company are presented as required by the companies act 2006 as permitted by that act 
the ﬁnancial statements have been prepared in accordance with applicable uk accounting standards uk gaap
the ﬁnancial statements are prepared on the going concern basis under the historical cost convention the principal accounting 
policies which have been applied consistently throughout the year are set out below
12 operating leases
rentals payable under operating leases are charged to proﬁt and loss on a straightline basis over the lease term
13 investments in subsidiaries
investments in subsidiaries are stated at cost less any provisions for impairment
14 financial instruments
financial assets and liabilities are recognised on the company’s balance sheet when the company becomes a party to the contractual 
provisions of the instrument
trade debtors are stated at their nominal value as reduced by appropriate allowances for estimated recoverable amounts
trade creditors are stated at their nominal amount
15 borrowings
interest bearing loans and overdrafts are recorded at the proceeds received all borrowing costs are expensed as incurred on an 
accruals basis to the company proﬁt and loss account using the effective interest rate method
16 share based payments
the company has applied the requirements of frs 20 “share based payments” the company issues equitysettled share based 
payments to certain employees equitysettled share based payments are measured at fair value at the date of grant
the fair value of the employee services received in exchange for the grant of options is expensed on a straightline basis over the 
vesting period based on the group’s estimate of shares that will eventually vest
the total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted excluding 
the impact of any nonmarket vesting conditions nonmarket vesting conditions are included in assumptions about the number of 
options that are expected to vest at each balance sheet date the entity revises its estimates of the number of options that are 
expected to vest with any changes in estimate recognised in the income statement with a corresponding adjustment in equity the 
fair value of awards granted under ltip is measured using a probability model to predict eps levels
the proceeds received net of any directly attributable transaction costs are credited to share capital nominal value and share 
premium when the options are exercised
the grant by the company of options over its equity instruments to the employees of subsidiary undertakings in the group is treated as 
a capital contribution the fair value of employee services received measured by reference to the grant date fair value is recognised 
over the vesting period as an increase to investment in subsidiary undertakings with a corresponding credit to equity in the parent 
entity accounts
the social security contributions payable in connection with the grant of the share options is considered an integral part of the grant 
itself and the charge will be treated as a cashsettled transaction
2 proﬁt attributable to the shareholders of the company
the company is an investment holding company it receives dividend income from subsidiaries and bank interest it pays loan interest 
to a subsidiary the majority of administrative expenses are paid by the company’s subsidiary tyman management limited including 
the whole amount of relevant auditor’s remuneration and operating lease costs
as permitted by section 408 of the companies act 2006 the company has elected not to present its own proﬁt and loss account for 
the year the company reported proﬁt for the ﬁnancial year ended 31 december 2012 of £52870000 2011 £1360000 included in 
the company’s reported proﬁts for the year is a proﬁt on disposal of subsidiary of £55700000 2011 £nil 86
financial statements
tyman plc
notes to the company ﬁnancial statements continued
3 employees
other than the directors there were no employees of the company during the year 2011 nil directors’ emoluments are set out in the 
directors’ remuneration report in the group’s accounts
4 investment in subsidiaries
  £’000
cost  
at 31 december 2011 193064
subscription of shares 44422
capital contribution relating to share based payments 482
disposal of subsidiary 17000
at 31 december 2012 220968
impairment  
at 31 december 2011 611
charge for the year 2910
at 31 december 2012 3521
net book value  
at 31 december 2011 192453
at 31 december 2012 217447
the 2012 subscription of shares relates to two subscriptions of shares in jasper acquisition holdings limited of £29200000 and 
£15222000 respectively
in march 2012 the company disposed of its interests in its oil services business gall thomson detailed disclosures of this disposal are 
set out in notes 25 and 26 of the group accounts
details of the principal subsidiaries of the company all of which are wholly owned are as follows
principal subsidiary country of incorporation nature of business
jasper acquisition holdings limited united kingdom holding company
octroi group limited united kingdom holding company
schlegel acquisition holdings limited united kingdom holding company
tyman management limited united kingdom management services
5 debtors
the amounts owed by subsidiary undertakings are repayable on demand but are unlikely to be repaid within one year
  note
2012
£’000
2011
£’000
amounts receivable after one year    
amounts owed by group undertakings   20513 9835
deferred tax asset 7 218 –
    20731 9835
6 creditors
 
2012
£’000
2011
£’000
amounts falling due within one year   
amounts owed to group undertakings 7190 5484
corporation tax 656 472
  7846 5956
amounts falling due after one year   
loan notes to group undertakings 7876 7876
  7876 7876
the loan note is between the company and octroi group limited a subsidiary and interest is charged at a ﬁxed rate of two per cent 
per annum payable half yearly in arrears 87 tyman plc annual report and accounts 2012
financial statements fi fi fi a na na na c nc nc nc a ia ia ial l l l st st st stat at at ate em em eme en en ents ts ts ts
corporate governance financial statements business review company overview
the maturity of creditors falling due after more than one year is as follows
 
2012
£’000
2011
£’000
after ﬁve years 7876 7876
7 deferred tax asset
 
2012
£’000
2011
£’000
at 1 january – –
income statement credit 218 –
at 31 december 2012 218 –
deferred tax asset comprises
 
2012
£’000
2011
£’000
timing differences 218 –
8 called up share capital
the share capital of the company is as set out in note 22 of the group accounts
9 reconciliation of movements in shareholders’ funds
 
called up share 
capital
£’000
share premium 
account
£’000
other reserves 
£’000
treasury 
reserve
£’000
retained 
earnings
£’000
total
£’000
at 1 january 2011 6864 101 8920 6764 197105 206226
purchase of treasury shares – – – 250 – 250
proﬁt for the year – – – – 1360 1360
dividends paid – – – – 2596 2596
share based payments – – – – 172 172
at 31 december 2011 6864 101 8920 7014 196041 204912
purchase of treasury shares – – – 1147 – 1147
proﬁt for the year – – – – 52870 52870
dividends paid – – – – 5832 5832
share based payments – – – – 482 482
at 31 december 2012 6864 101 8920 8161 243561 251285
details of share based payments are provided in note 22 of the group accounts
10 financial commitments
at 31 december 2012 the company had future annual lease commitments on land and buildings under noncancellable operating 
leases as stated below these commitments were met on the company’s behalf by tyman management limited
 
2012
£’000
2011
£’000
expiry date   
within one year 197 113
after one year but less than ﬁve years 197 226
  394 339
11 related party transactions
the company has taken advantage of the exemption in financial reporting standard 8 “related party disclosures” as a wholly owned 
subsidiary not to disclose details of related party transactions required by this standard 88
financial statements
tyman plc
deﬁnitions
exchange rates
roundings
where appropriate “underlying” is deﬁned as before amortisation and accelerated amortisation of intangible assets deferred tax on 
amortisation and accelerated amortisation of intangible assets impairment of intangible assets and goodwill exceptional items 
unwinding of discount on provisions amortisation of borrowing costs and the associated tax effect
“underlying administrative expenses” is deﬁned as administrative expenses before property provision release exceptional items 
amortisation of intangible assets accelerated amortisation of intangible assets and impairment of intangible assets and goodwill 
“underlying net debt” is deﬁned as interest bearing loans and borrowings net of cash and cash equivalents plus unamortised 
borrowing costs added back
“underlying operating proﬁt” is deﬁned as operating proﬁt before property provision release exceptional items amortisation 
of intangible assets accelerated amortisation of intangible assets and impairment of intangible assets and goodwill
“continuing operations” is deﬁned as the operations of the tyman group excluding gall thomson environmental limited and its 
subsidiaries and the composite doors business
“controllable capital employed” is deﬁned as capital employed before tax balances current deferred and sales taxes interest accruals 
purchased goodwill and intangible assets 
“operational cash ﬂow” is deﬁned as net cash inﬂow from operating activities before income tax paid pension contributions payments 
to acquire property plant and equipment and payments to acquire intangible assets
“operating cash conversion” is deﬁned as operational cash ﬂow divided by underlying operating proﬁt
closing rates 2012 2011
us dollars 16161 15453
euros 12227 11933
average rates 2012 2011
us dollars 15848 16040
euros 12329 11523
percentage increasedecrease numbers have been calculated using ﬁgures rounded to the nearest thousand from the ﬁnancial 
statements which may lead to small differences in some ﬁgures and percentages quoted
advisers
registered ofﬁce
65 buckingham gate
london sw1e 6as
website
wwwtymanplccom
independent auditors
pricewaterhousecoopers llp
1 embankment place
london wc2n 6rh
registrar
capita registrars limited
the registry
34 beckenham road
beckenham
kent br3 4tu
nominated adviser and broker
canaccord genuity limited
88 wood street
london ec1v 7qr  65 buckingham gate
london sw1e 6as
44 020 7976 8000
wwwtymanplccom


Summary:
 company overview
tyman plc
04
tym tyman a plc
the group is now a clearly focused 
building products company and a leader 
in the supply of components to the door 
and window industry worldwide these 
characteristics should enable us to deliver 
sustainable margin improvement and 
longterm growth for shareholders
chairman’s statement
the past twelve months have been a period of signiﬁcant change 
for the group involving business disposals in the uk acquisitions 
in the uk and us a new organisational structure for our 
businesses outside of north america all culminating in the change 
of name to tyman plc
in 2012 we completed the sales of gall thomson and our 
lossmaking uk composite doors business these successful 
disposals of noncore assets combined with the acquisition of 
unique balance and fab  fix means that the group enters 2013 
as a focused supplier of components to the door and window 
industry worldwide
at the operational level our new divisional managing directors 
for grouphomesafe and schlegel international have completed 
their ﬁrst full year in the business and the beneﬁts of the increased 
focus that our new organisational structure brings to the group 
are becoming evident
the change of the group’s name to tyman plc is another 
landmark in our development for a number of years the name 
“lupus capital” promoted some confusion among the group’s 
customers and suppliers as well as with potential investors in that 
it implied that the group was a ﬁnancial institution rather than a 
building products manufacturing business tyman is derived from 
the old english word for “to turn” and is a simple solid and more 
relevant expression of what the group is about 
financial performance 
performance for the continuing operations of the group in 2012 
was creditable against a backdrop of difﬁcult markets worldwide 
group revenues increased by 58 per cent on a reported basis 
and were broadly ﬂat on a constant currency like for like basis 
after adjusting for recent acquisitions and for exchange rate 
movements underlying operating proﬁt before property provision 
releases increased by 36 per cent and underlying earnings per 
share increased by 169 per cent to 1045 pence 
these results together with solid cash generation and conﬁdence 
in the medium term prospects for the group lead the board to 
recommend a ﬁnal dividend of 35p per ordinary share ahead of 
its commitment at the time of interim results of not less than 30 
pence per share this makes a total dividend for the year of 45p 
an increase of 286 per cent over last year
board and governance
the addition of dr angelika westerwelle to the board provides 
us with a more appropriate number of nonexecutive directors 
as the group enters the next phase of its development i am 
delighted to welcome angelika to the board and am sure her 
extensive and relevant experience in international manufacturing 
and in the development of medium sized businesses will be of 
great beneﬁt to tyman
the board has continued its practice of holding board meetings 
at operational locations on a regular basis and during 2012 met 
at group sites in sioux falls us gistel belgium and willenhall 
uk these visits allow the board the opportunity to meet with 
local management and to see at ﬁrst hand the skills expertise 
and energy of group employees around the world
while tyman is presently traded on the aim market of the london 
stock exchange and therefore is not required to comply with 
the uk corporate governance code the board has taken the 
view that the group should aspire to the corporate governance 
standard of companies listed on the main market the board is 
also committed to a programme of continuous improvement to 
the group’s overall governance and risk management processes 
as examples of this commitment from 2013 the board will 
implement a formal annual evaluation of performance and 
jamie pike tyman plc annual report and accounts 2012
business review corporate governance financial statements
05
company overview
not so long ago if a homeowner wanted all of the hardware 
on their front door to match they would have had to choose 
a white powdercoated ﬁnish this was because handles 
and knockers were typically diecast zinc and letterplates 
were fashioned from aluminium pressings these materials 
were impossible to colour match unless sprayed with paint
the nu mail was the ﬁrst diecast zinc letterplate the 
uk market had seen it could be electroplated to 
match other door hardware exactly – ﬁrst in chrome 
then in gold and bronze and now six different ‘hardex 
electro’ ﬁnishes it was the innovation that really 
established fab  fix on the journey to offering the 
ultimate in window and door hardware t oday over 250 
products are available in perfectly matching ﬁnishes
spotlight on new developments
the nu mail letterplate from fab  fix
the group will implement a more structured internal audit 
function as part of a wider reassessment of the group’s risk 
management framework 
following the completion of the strategic refocusing of our 
businesses and the renaming of the group the board feels 
that this is the appropriate time for tyman plc to move to the 
main market the board therefore intends during the course of 
the next twelve months to seek a primary listing on the main 
market of the london stock exchange and admission to the 
premium segment of the ofﬁcial list we will keep shareholders 
informed in this regard
outlook
tyman has leading positions in many of its global niches and is 
backed by a strong balance sheet which will allow us to invest in 
our businesses both organically and through acquisition at a time 
when many competitors are capital constrained the group is now 
a clearly focused building products company and a leader in the 
supply of components to the door and window industry worldwide 
these characteristics should position us to deliver margin 
improvement and longterm growth for shareholders
jamie pike
chairman
12 march 2013
grouphomesafe 32
amesbury 52
schlegel international 16
2012 revenue by sector
250
200
150
100
50
0
2288
2012 2011
2156
revenue at constant 
exchange rates
£m
grouphomesafe 39
amesbury 50
schlegel international 11 
2012 operating proﬁt by sector
30
25
20
15
10
5
0
15 
10
5
0
251
2012 2011
operating proﬁt and margin 
at constant exchange rates
235
£m
109 110